KVS Castings Limited (Scrip Code: 544554, ISIN: INE163701019), formerly known as KVS Castings Private Limited, has submitted its Secretarial Audit Report for the financial year ended March 31, 2026, to BSE Limited. The report was prepared pursuant to Section 204 of the Companies Act, 2013, and although referenced, Regulation 24A of SEBI (LODR) Regulations, 2015 was noted as not applicable to the company as it is listed on the SME Platform of BSE.

The Secretarial Audit Report, dated May 21, 2026, was issued by CS Nishi Sethi Tandon (COP: 26395) of M/s Nishi & Associates, a peer-reviewed firm. The report confirms that the company has complied with all applicable statutory provisions and maintained proper board processes and compliance mechanisms during the audit period.

Key Findings and Events:

  • Management Change: The company appointed Mr. Sanjay Rajeshwar Agarwal as Chief Executive Officer (CEO) on the Board of the company with effect from March 6, 2026.
  • Registered Office Shift: The company shifted its registered office within local limits with effect from March 6, 2026. The new address is Village Girdhiyai & Baghelewala, Aliganj Road, Tehsil-Kashipur-244713, U.S. Nagar (Uttarakhand), India.
  • Listing Compliance: As a newly SME-listed entity on BSE, the company complied with the Securities Contracts (Regulation) Act, 1956 (SCRA) and related rules concerning listing and trading of securities. All necessary disclosures and filings were made within prescribed timelines.
  • Depository Compliance: The company entered into agreements with both National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) and complied with requirements for dematerialization of securities and record maintenance under the Depositories Act, 1996.
  • SEBI Regulations: The company complied with specific SEBI regulations including:
  • SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011
  • SEBI (Prohibition of Insider Trading) Regulations, 2015
  • SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018
  • SEBI (Registrars to an Issue and Share Transfer Agents) Regulations, 1993
  • SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Several other SEBI regulations were noted as not applicable during the audit period, including delisting, buyback, share-based employee benefits, and non-convertible securities regulations.

Additional Compliance Areas:

  • The company complied with the Sexual Harassment of Women at Workplace Act, 2013.
  • Foreign Exchange Management Act, 1999 provisions were not applicable as there were no Foreign Direct Investment, Overseas Direct Investment, or External Commercial Borrowings during the period.
  • The company complied with various industrial, labor, employment, and commercial laws including Factories Act, Payment of Wages Act, Employees' State Insurance Act, Provident Fund Act, Payment of Bonus Act, Payment of Gratuity Act, environmental laws, Industrial Dispute Act, MSME Act, and others as detailed in the report.
  • The Board of Directors was duly constituted with proper balance of Executive, Non-Executive, including a Woman Director and Independent Directors. All changes in board composition were carried out in compliance with the Companies Act, 2013.
  • Adequate notice was given for all Board and Committee meetings, with agenda and detailed notes sent in advance. All decisions were carried out unanimously as recorded in minutes.

Auditor's Notes:

The report includes standard disclaimers noting that it is not an assurance of future viability or management effectiveness. The auditor relied on management representations and did not verify financial records, which were subject to separate statutory audit.

The Secretarial Audit Report forms part of the company's Annual Report for FY 2025-26 and was submitted to BSE by CS Shweta Mehrotra, Company Secretary & Compliance Officer (Membership No: A23938) from Kashipur.

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