Your Directors have pleasure in presenting their 33^rd Annual Report on business and operations of your Company along with the audited statements of accounts for the financial year ended March 31,2023.

FINANCIAL HIGHLIGHTS:

('' in Lacs)

Particulars	Standalone Consolidated
	2022-23 2021-22 2022-23 2021-22
Revenue from operations (Net)	1,25,854	95,748	1,40,116	1,07,806
Other Income	342	322	350	332
Total Income	1,26,196	96,070	1,40,466	1,08,138
Earnings before interest, tax, depreciation, and amortization (EBITDA)	14,345	9,334	15,692	11,580
Less: Depreciation and amortization expense	6,097	5,022	6,356	5,309
Earnings before interest and tax (EBIT)	8,248	4,312	9,336	6,271
Less: Finance costs	3,011	2,948	3,124	3,012
Profit/(loss) before tax (PBT)	5,237	1,364	6,212	3,259
Less: Tax expense	813	445	1,070	841
Profit/ (loss) after tax (PAT)	4,424	919	5,142	2,418
Other comprehensive income/ (loss), Net of Tax	20	34	(12)	(74)
Total comprehensive income/ (loss), Net of Tax	4,444	953	5,130	2,344
Earnings per share (In '')
Basic	27.46	5.96	31.92	15.68
Diluted	27.46	5.90	31.92	15.54

PERFORMANCE OF THE COMPANY

On standalone basis, the total income for the financial year ended on March 31, 2023 was '' 1,26,196 lacs as against '' 96,070 lacs in the previous financial year. The profit before tax was also higher at '' 5,237 lacs as against '' 1,364 lacs a year ago. EBIDTA for the year under review was '' 14,345 lacs.

On consolidated basis also the performance was commendable. The total income for the year under review was '' 1,40,466 lacs as against '' 1,08,138 lacs in the last year. Profit before tax was '' 6,212 lacs as against '' 3,259 lacs a year ago.

As required under Regulation 34(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Management Discussion and Analysis Report provided in initial part of this report. The state of affairs of the business along with the financial and operations developments has been discussed in detail in the said report.

The Board of Directors has not proposed to transfer any amount to general reserves.

DIVIDEND:

Your Directors in its meeting held on May 16, 2023 had declared an interim dividend of '' 2.50 per share (50%) for the financial year 2022-23. Your Directors are pleased to recommend final dividend of '' 3.75 per share for the year. The final dividend for the year ended March 31, 2023 is subject to approval of the Members at the Annual General Meeting on September 20, 2023. The total dividend for the financial year 2022-23, if final dividend is declared by the Members, will be '' 6.25 per share i.e. 125%.

The Board of Directors of your Company has approved the Dividend Policy and the same is available on the Company''s webiste https://www.alicongroup.co.in/wp-content/uploads/2021/06/Dividend-Distribution-Policy.pdf

SHARE CAPITAL

The issued, subscribed and paid-up share capital of the Company as on 31st March 2023 was at '' 8,05,59,200/-divided into 1,61,11,840 Equity Shares of '' 5/- each. There was no change in capital structure during the year under review.

The Company has not issued any shares with differential voting rights,

CAPITAL EXPENDITURE

The Company incurred a total capital expenditure of '' 8,284 lacs during the financial year 2022-23. As on March 31, 2023, the gross block comprising of property, plant, machinery, equipment, other tangible and intangible assets and leased assets were '' 81,286 lacs,

PUBLIC DEPOSITS

During the year under review, the Company has not accepted any Deposit under Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014,

CONSOLIDATED FINANCIAL STATEMENTS AND ACCOUNTS

Consolidated Financial Statements are prepared in accordance with the Indian Accounting Standard (IND AS) based on the financial statements of the subsidiary companies namely, Alicon Holding GmbH, Illichmann Castalloy S.R.O. and Illichman Castlaloy GmbH, The said consolidated accounts form part of this report and accounts,

SUBSIDIARY COMPANIES:

Alicon Holding GmbH is a 100% subsidiary of your Company, who holds 100% capital of Illichmann Castalloy S.R.O,, who in turn holds 100% capital of Illichman Castalloy GmbH, In accordance with the Regulation 16(1)(C) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Illichman Castlloy S,R,O, is material subsidiary of your Company,

The Board of Directors of your Company has adopted a policy on determination of material subsidiaries in line with Listing Regulations and it is available on the Company''s https://www.alicongroup.co.in/wp-content/ uploads/2022/11/Policy on determination of Material Subsidiarv.pdf. The Policy provides governance

framework for such material subsidiary,

A statement containing the performance and financial position of each of the subsidiaries in Form AOC-1 is annexed as Annexure I and forms part of this report,

PARTICULARS OF LOANS, GUARANTEES AND

INVESTMENTS

The particulars of loans and guarantees given or securities provided and investments made as required under the provisions of section 186 of Companies Act, 2013 read with Regulation 34 (3) and Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are given in the Notes to financial statements,

RELATED PARTY TRANSACTIONS AND POLICY

In line with the requirements of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your Company has formulated a policy on Related Party Transactions (RPT), All contracts/ arrangements/transactions entered by the Company with Related Parties were in ordinary course of business and at arm''s length basis and in accordance with the Policy on RPT All transactions with related parties were reviewed and approved by the Audit Committee on quarterly basis besides omnibus approval for transactions, which are of repetitive nature and/or entered in the ordinary course of business and are at arm''s length,

The details of the Related Party Transactions as per IND AS - 24 are set out in Notes to the Financial Statements of the Company, Since all the transactions with related parties entered by the Company were in ordinary course of business and on arm''s-length basis, Form AOC-2 is not applicable to the Company,

There was no materially significant related party transaction entered into by the Company with Promoters, Directors or Key Managerial Personnel or their relatives, which may have a potential conflict in the interest of the Company at large,

MATERIAL CHANGES AND COMMITMENT

No material change and commitment, which could affect your Company''s financial position, has occurred between the end of the financial year 2022-23 and the date of this report,

CHANGE IN THE NATURE OF BUSINESS

There was no change in nature of business of the Company during the financial 2022-23,

INTERNAL FINANCIAL CONTROLS AND ADEQUACY

The Company has a comprehensive internal control system to provide reasonable assurance about the achievement of its objective, reliability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedures, laws and regulations, safeguarding of assets and economical and efficient use of resources, Appropriate review and control mechanisms are built in place to ensure that such control systems are adequate and are operating effectively, The monitoring and reporting of financial transactions is supported by a web-based system SAP, which helps in obtaining accurate and complete accounting records and timely preparation of reliable financial disclosures at all levels of the organization,

CREDIT RATING

Your Company has been rated by CRISIL Limited (CRISIL) for its Banking facilities, CRISIL has upgraded the Company''s rating to CRISIL A positive from earlier

CRISIL A Stable for long term facilities and have reaffirmed the highest credit rating -CRISIL A1 for short term credit facilities.

RISK MANAGEMENT

The Board has constituted Risk Management Committee comprising of Mr. Ajay Nanavati, Mrs. Veena Mankar, Directors, and Mr. Vishnu Patel, Vice-President. The Charter of the Committee is to assist the Board in fulfilling its oversight responsibilities of reviewing the existing Risk Management Policy, risk management framework, Risk Management Structure and Risk Management System.

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standard of Corporate Governance and adhere to Corporate Governance guidelines as laid out in the SEBI Listing Regulations. All the Directors and the Senior Management personnel have affirmed in writing their compliance with and adherence to the Code of Conduct as adopted by the Company.

The annual report of the Company contains a certificate by the Managing Director in terms of SEBI Listing Regulations on the compliance declarations received from the Directors and the Senior Management personnel.

A separate report on Corporate Governance is annexed to this Report as Annexure II.

The Statutory Auditors of the Company have examined the requirements of Corporate Governance with reference to SEBI Listing Regulations and have certified the compliance as required under SEBI Listing Regulations. The Certificate in this regard is annexed to this Report.

The Chief Executive Officer and Chief Financial Officer certification as required under the SEBI Listing Regulations is annexed to this Report.

BUSINESS RESPONSIBILITY AND SUSTAINIBILITY REPORT (BRSR)

A report on Business Responsibility and Sustainability Reporting (BRSR), describing the initiative taken by your Company from an Environmental, Social and Governance (ESG) responsibility given in Annexure III.

WHISTLE BLOWER POLICY AND VIGIL MECHANISM

Your Company has established a Vigil Mechanism for its employees and Directors, enabling them to report any concerns of unethical behaviours, suspected fraud or violation of the Company''s ''Code of Conduct''.To this effect, the Board has adopted a ''Whistle Blower Policy'' (WBP), which is overseen by the Audit Committee. The policy interalia provides safeguards against victimization of the Whistle Blower. Employees and other stakeholders have direct access to the Chairperson of the Audit Committee for lodging concerns if any, for review.

The said policy has been uploaded on the website of the Company at URL https://www.alicongroup.co.in/Investors/ Corporate Governance/Whistle Blower Policy.pdf.

SECRETARIAL STANDARDS

The Board of Directors affirms that the Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (SS1 and SS2) respectively relating to Meetings of the Board of Directors and General Meetings respectively, have been duly complied by your company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

To comply with the requirement of the Companies Act,2013 and Articles of Association of the Company, Mr. Junichi Suzuki, Director (DIN: 02628162) shall retire by rotation at the forthcoming Annual General Meeting and being eligible has offered himself for re-appointment.

Information and brief profile of Directors seeking reappointment is provided in the separate annexure to the Notice, convening 33rd annual general meeting. This annexure forms part of this Annual Report.

During the year under review, none of the non-executive directors had any pecuniary relationship or transactions with the Company.

Mr. S. Rai is the Managing Director, Mr. Rajeev Sikand is Chief Executive Officer, Mr. Vimal Gupta is the Chief Finance Officer and Mrs. Veena Vaidya is the Company Secretary.

DECLARATION BY INDEPENDENT DIRECTORS

In compliance with the provisions of Section 149 (6) of The Companies Act, 2013 requisite declarations have been received from the Independent Directors regarding meeting the criteria of Independence.

NUMBER OF BOARD MEETINGS AND COMMITTEES OF BOARD

The Board of Directors met 7(seven) times during the FinancialYear under review, namely on April 08, 2022, May 16, 2022, August 11, 2022, September 01, 2022, November 14, 2022, February 10, 2023 and March 27, 2023. A separate meeting of Independent Directors was also held on March 10, 2023. The details on attendance of Directors in each Board Meetings and other Committee Meetings of Board of Directors are provided in Corporate Governance Report, which forms part of this Directors'' Report.

AUDIT COMMITTEE & COMPOSITION

The composition of the Audit Committee is in terms of requirements of the Companies Act, 2013 read with the rules made thereunder and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The details pertaining to the audit committee are included in the

Corporate Governance Report, which forms part of this report,

NOMINATION AND REMUNERATION POLICY

The Board has adopted a policy on Nomination, Remuneration and Board Diversity, which sets out the criteria for determining qualifications, positive attributes and independence of a Director,

The Company''s Policy relating to appointment of Directors, payment of managerial remuneration, Directors'' qualifications, positive attributes, independence of Directors and other related matters is annexed to this Report as an Annexure IV,

PERFORMANCE EVALUATION OF BOARD, COMMITTEE AND DIRECTORS

The Nomination and Remuneration Committee and the Board have laid down the manner in which formal annual evaluation of the performance of the Board, Committees, individual Directors, Managing Director and the Chairman has to be made, All Directors responded through a structured questionnaire giving feedback about the performance of the Board, its Committees, Individual Directors, MD and the Chairman,

The Board Performance Evaluation inputs including areas of improvement for the Directors, Board processes and related issues for enhanced Board effectiveness were discussed by the Directors in their meeting,

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge, confirm that -

a) in the preparation of the accounts, the applicable accounting standards have been followed along with proper explanations relating to material departure;

b) appropriate accounting policies have been selected and applied consistently and have made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;

c) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the annual accounts have been prepared on a going concern basis;

e) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively,

PARTICULARS OF EMPLOYEES

The disclosures pertaining to the remuneration and other details as required under Section 197(12) of the Companies Act, 2013 and rules made thereunder is enclosed as Annexure V, which forms a part of this Report, The information relating to top ten employees in terms of remuneration and employees, who were in receipt of remuneration of not less than '' 1,02 crores during the year or '' 8.50 lakhs per month during any part of the year form a part of this report and will be provided to any Shareholder on a written request to the Company Secretary, In terms of Section 136 of the Act, the said report will be available for inspection of the Members at the registered office of the Company during the business hours on all working days of the Company upto the date of Annual General Meeting and through electronic mode,

EMPLOYEES STOCK OPTION SCHEME (ESOS)

Disclosure as required under Regulations 14 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 are available in the Notes to the financial statements of the Company, The said disclosure forming part of the financial statements can also be accessed on your Company''s website www.alicongroup.co.in. During the year, there was no change in Employees Stock Option Scheme,

RECEIPT OF REMUNERATION BY MANAGING DIRECTOR FROM SUBSIDIARY COMPANIES

Mr, S, Rai, Managing Director of the Company, has not received any remuneration from any of its subsidiary companies,

STATUTORY AUDITOR''S REPORT

According to Board of Directors, there is no adverse remark or emphasis made by Statutory Auditors in their report, Notes to the accounts are self-explanatory to comments/ observation made by the auditors in their report, Hence, no separate explanation is given,

Further, no fraud was reported by the auditors of the Company under Section 143(12) of the Companies Act,2013,

STATUTORY AUDITOR''S

M/s, Kirtane & Pandit LLP, Chartered Accountants (ICAI Registration No, 105215W/W100057), were appointed as the Statutory Auditors of the Company for a term of

five(5) years to hold office from the conclusion of the 32nd annual general meeting till the conclusion of 32nd Annual General Meeting to be held in the financial year 2026-27.

SECRETARIAL AUDIT REPORT

Secretarial Audit was carried out by Mr. Upendra C. Shukla, Practicing Company Secretary, Mumbai, for the financial year 2022-23. The report on the Secretarial Audit is appended as an Annexure VI to this report. According to the Board of Directors the report does not have any adverse remark.

COST RECORDS

Maintenance of cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013, is not required by the Company.

EXTRACT OF ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies Management and Administration Rules, 2014, the Company has placed a copy of Annual Return in Form MGT-7 on its website www. alicongroup.co.in.

CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY AND INITIATIVES

Your Company has embraced social cause with great fervor. The management of your Company do believe that sustainability is its collective responsibility. Therefore, your Company is closely engaged in various endeavors to serve the communities. The key focus remains on education and community development.

Your Company undertakes majority of its activities relating to corporate social responsibilities through Bansuri Foundation. It also works closely with other Non Government organizations (NGOs).

Brief outline on the Corporate Social Responsibility (CSR) Policy of the Company and the initiative undertaken by the Company on CSR activities during the year under review are set out in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014 and is annexed as Annexure VII to this report. The CSR Policy is hosted on the Company''s website www.alicongroup.co.in/ Investors/Corporate Social Responsibility.pdf .

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Disclosure of information regarding Conservation of Energy, Research and Development, Technology Absorption and Foreign Exchange Earning and Outgo etc. under Section 134(3)(m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, is annexed separately as an Annexure VIII.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There was no significant and material order passed by the Regulators / Courts / Tribunals, which would impact the going concern status of the Company and its future operations.

SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

In compliance with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, your Company has duly constituted an internal complaint committee. The Committee has formulated policy to ensure protection to its female employees.

INDUSTRIAL RELATIONS

Industrial relations across all the manufacturing locations of your Company were cordial and very positive through the year under review.

In order to develop skills and foster togetherness at the work place, your Company rolled out multiple training and engagement programs covering a wide range of topics such as stress managements, attitude, creativity, team spirit, quality, skill building, safety and environment, customer focus, etc.

ACKNOWLEDGEMENT

The Directors express their appreciation for the contribution made by the employees to the significant improvement in the operations of the Company and for the support received from all other stakeholders including customers, suppliers, business partners and the Government. The Board and the Management of your Company are indeed appreciative of the substantial support being received from Enkei Corporation, Japan.

On behalf of the Board of Directors,

(S. Rai)

Chairman & Managing Director DIN : 00050950

Place: Pune Date: July 25, 2023