Accord Synergy Ltd Directors Report

Dear Shareholders,

The Board of Directors are pleased to present the 12th Annual Report along with the Audited Financial Statements of the Company for the Financial Year ended March 31,2026 ("FY 2025-26/ FY26").

1. Financial Performance:

The Audited Financial Statements of the Company for the Financial Year ended March 31,2026, have been prepared in accordance with the relevant applicable Indian Accounting Standards ("Ind AS") and Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and the provisions of the Companies Act, 2013 ("Act").

The financial highlights of the Company are as below:

Particulars	Consolidated
	2025-26	2024-25
Revenue from operations	3682.09	2733.85
Other Income	60.24	24.00
Total Income	3742.34	2757.85
Less: Expenses before Interest and Depreciation
Less: (a) Interest	6.566	1.707
(b) Depreciation	11.20	12.57
Other Expenses	3594.29	2870.20
Profit before Tax & Extra Ordinary Items	130.28	(126.63)
Less : Prior period expenses	-	-
Less: Prior years Income Tax Adjustment	-	-
Profit Before Tax	130.28	(126.63)
Less: Tax Expenses
Current Tax	-	-
Deferred Tax	(3.20)	0.66
Profit after Tax	133.48	(127.29)
EPS	3.84	(3.67)

Previous Year figures have been regrouped/re-classified wherever required.

2. Material Changes and Commitments

There has been no material change or commitment affecting the financial position of the Company between the end of the financial year, i.e., March 31, 2026, and the date of this Report. However, subsequent to the closure of the financial year, Dr. Faruk Patel acquired 32.28% of the equity share capital of the Company pursuant to the open offer made in accordance with the applicable provisions of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011. Further, Dr. Faruk Patel acquired 10.33% of the equity share capital of the Company through a preferential issue by way of private placement at an issue price of ^42.35 per equity share, in accordance with the applicable provisions of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018.

Consequently, Dr. Faruk Patel has been inducted as a Promoter of the Company.

The Board has taken note of the resultant change in the promoter/promoter group shareholding and status of the Company and the related statutory and stock exchange disclosures and filings, as applicable.

3. Business Performance:

Financial Performance:

During FY 2025-26, the Company demonstrated a significant improvement in its operating performance. Revenue from operations increased to ^3,682.09 lakh from Rs. 2,733.85 lakh, registering growth of approximately 34.68%.

The Company also reported a profit after tax of ^133.48 lakh, as against a loss of ^127.29 lakh in the previous year, reflecting a substantial turnaround in profitability. EPS improved to ^3.84 from a negative EPS of ^3.67 in FY 2024-25.

Operational Highlights:

The Company is primarily engaged in network planning & optimisation, network rollout, managed services and manpower solutions. The Company continues to focus on its existing business operations and line of business, with emphasis on strengthening its network infrastructure, managed services and manpower solutions capabilities.

4. Changes In Nature of Business

During the year under review, there is no Change in the nature of the business of the Company.

5. Dividend and Reserves:

In view of the financial position and future business requirements of the Company, the Board of Directors has not recommended any dividend on the equity shares of the Company for the financial year ended March 31,2026. Accordingly, no dividend has been declared or paid to the shareholders of the Company for the said financial year.

The Company has transferred the whole amount of profit to Retained Earnings account as per annexed audited financial statement for the year ended March 31,2026.

6. Listing of equity shares:

The Equity shares of the Company were listed on the National Stock Exchange (NSE Limited) on SME Platform on July 06, 2017. The trading symbol of the Company is ‘ACCORD. The Company has paid the annual listing fees to NSE Limited and the annual custody fees to National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) for the Financial Year 2025-26.

7. Share Capital:

During the year under review, there was no change in the authorised and paid-up share capital of the Company.

The Authorised Share Capital of the Company as on March 31,2026, is Rs. 5,00,00,000/- (Rupees Five Crores only) divided into 50,00,000 (Fifty Lakhs) equity shares of Rs. 10/- (Rupees Five only) each.

The Paid-up Share Capital of the Company as on March 31, 2026, is Rs. 3,47,20,000/- (Rupees Three Crores Forty Seven Lakhs Twenty thousands only) divided into 34,72,000 (Thirty Four lakhs seventy two thousands only) equity shares of Rs. 10/- (Rupees Five only) each.

8. Public Deposits:

There were no outstanding deposits within the meaning of Sections 73 and 74 of the Act read with the rules made thereunder at the end of FY26 or the previous financial years. The Company did not accept any deposit during the year under review.

9. Particulars of Loans, Guarantees or Investments:

Details of loans, guarantees and investments under the provisions of Section 186 of the Act read with the Companies (Meetings of Board and its Powers) Rules, 2014 are given in the Notes to the Financial Statements, which forms a part of this Annual Report.

10. Subsidiary, Joint Venture and Associate companies:

During the financial year under review, the Company did not have any Subsidiary, Joint Venture or Associate Company. Accordingly, the provisions relating to disclosure of particulars of Subsidiary, Joint Venture and Associate Companies are not applicable to the Company.

11. Directors and Key Managerial Personnel:

Board of Directors:

As on March 31,2026, the Companys Board had six members comprising of three Executive Directors, one Non-Executive Non-Independent Director and two Independent Directors including two Women Directors. During the year under review, the following changes took place in the Directorships and Key Managerial Personnel:

Appointment/Cessation during FY26:

During the year under review Mr Nishesh Kumar Sinha (DIN: 11389023) was appointed as an Additional Director (Non-Executive and Independent) on the Board of your Company w.e.f. February 17, 2026.

Further, Mr. Tushar Arvind Shah (DIN: 07756760) Was resigned as Independent Director of the Company w.e.f. November 11,2025.

Consequently, the Board evaluated the integrity, expertise, experience, and proficiency of Mr. Nishesh Kumar Sinha, Independent Director, appointed during the year and is of the opinion that he possesses the requisite qualifications, brings valuable experience and domain knowledge, and upholds the highest standards of integrity.

Changes in Directorate:

Subsequent to the closure of the financial year and up to the date of this Report, Mr. Rajendra Kundanlal Desai (DIN: 00198139) and Ms. Venu Birappa (DIN: 09123017) were appointed as Additional Independent Directors in the capacity of Non-Executive Independent Directors of the Company, with effect from June 17, 2026.

Further, there were changes in the composition of the Board of Directors of the Company. Mr. Aahil Khan (DIN: 11501195) was appointed as an Additional Director, designated as a Whole-time Director; Mr. Muinulhaque Iqbalhusen Kadva (DIN: 07661317) was appointed as an Additional Director and Chairman; Mr. Hassan Faruk Patel (DIN: 09739235) was appointed as an Additional Director; and Mr. Sharadchandra Patil (DIN: 09345575) was appointed as an Additional Director in the capacity of NonExecutive Independent Director, all with effect from August 27, 2026.

Re-appointment of Director(s) in the ensuing AGM:

In accordance with the provisions of Section 152 of the Companies Act, 2013, read with the rules made thereunder and Articles of Association of the Company, Mrs. Roli Betulla Khan, Mr. Asdullakhan Alafkhan Pathan and Mrs. Ritu Chaudhari Negi shall retire by rotation at the ensuing AGM and, being eligible, seeks

re-appointment as a director of the Company. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors recommends the re-appointment of Mrs. Roli Betulla Khan, Mr. Asdullakhan Alafkhan Pathan and Mrs. Ritu Chaudhari Negi as a Directors for the approval of the members.

Brief details as required under Secretarial Standard-2 and Regulation 36 of SEBI Listing Regulations, are provided in the Notice of the ensuing AGM.

Declaration from Independent Directors:

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI Listing Regulations and there has been no change in the circumstances which may affect their status as an Independent Director. The Independent Directors have also submitted declaration of compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014, with respect to their names appearing in the data bank of Independent Directors maintained by the Indian Institute of Corporate Affairs.

Key Managerial Personnel:

The following are the Key Managerial Personnel of the Company pursuant to Section 2(51) and 203 of the Companies Act, 2013 as on March 31,2026:

1. Mr. Betulla Khan Asdulla, Managing Director

2. Ms. Roli Khan Betulla, Whole-Time Director

3. Ms. Ritu Chaudhari Negi, Whole-Time Director

4. Mr. Rameshji Chanduji Thakor, Chief Financial Officer

5. Ms. Drashti Abhinkumar Gandhi, Company Secretary & Compliance Officer

Changes in Key Managerial Personnel:

Subsequent to the closure of the financial year, Mr. Aahil Khan (DIN: 11501195) was appointed as the Whole - time director the Company with effect from August 27, 2026.

12. Meetings of Board of Directors:

During the year under review, the Board met 4 (Four) times, i.e. on May 29, 2025, August 28, 2025, November 11,2025, and February 17, 2026. The necessary quorum was present for all the meetings. The maximum interval between any two meetings did not exceed 120 days.

The details of attendance of the Board members at the Board Meetings during FY 2025-26 and at the last Annual General Meeting held on September 26, 2025, are as under:

Sr. No. Name of Director	No. of Meetings
	Held during the tenure	Attended	Attendance at last AGM
1 Mr. Betulla Khan Asdulla	4	4	Yes
2 Ms. Roli Khan Betulla	4	4	No
3 Ms. Ritu Chaudhari Negi	4	4	No
4 Mr. Asdullakhan Alafkhan Pathan	4	4	No
5 Mr. Rajnikant Prabhudas Mandavia	4	4	No
6 Mr. Tushar Arvind Shah1	3	3	No
7 Mr Nishesh Kumar Sinha2	1	1	NA

1 Resigned w.e.f. November 11,2025

2 Appointed w.e.f. February 17, 2026

13. Committees of the Board of Directors:

With the objective of strengthening the corporate governance framework and ensuring compliance with the applicable statutory provisions, the Board has constituted various committees with clearly defined roles and responsibilities to assist it in the effective discharge of its functions. The Board oversees the functioning of these Committees, and the minutes of all Committee meetings are placed before the Board for its review and noting. As on March 31,2026, the Board has the following Committees:

a) Audit Committee

b) Nomination and Remuneration Committee

c) Stakeholders Relationship Committee

a) Audit Committee:

The Audit Committee acts as a link between the Management, the Statutory Auditors, the Internal Auditors and the Board of Directors. It oversees the financial reporting process, reviews the adequacy and effectiveness of the internal control and internal audit framework, and monitors the integrity of the Companys financial statements, accounting and auditing processes. The Committee comprises a majority of Independent Directors, enabling an objective and transparent review of the Companys financial reporting and internal control mechanism.

During the financial year 2025-26, Meeting of Audit Committee was held 4 (Four) times on May 29, 2025, August 28, 2025, November 11,2025 and February 17, 2026. The intervening gap between two meetings did not exceed 120 days. The Composition of the Audit Committee and details of attendance of the members during FY 2025-26, are given below:

Name & Designation of Members	Category	No. of Meetings
		Held During the tenure	Attended
Mr. Tushar Arvind Shah 1 (Chairman)	Non- Executive Independent Director	3	3
Mr. Nishesh Kumar Sinha 2 (Chairman)	Non- Executive Independent Director	NA	NA
Mr. Rajnikant P. Mandavia (Member)	Non- Executive Independent Director	4	4
Mrs. Roli B. Khan (Member)	Whole-Time Director	4	4

1 Resigned w.e.f. November 11,2025

2 Appointed w.e.f. February 17, 2026

All members of the Audit Committee possess accounting and financial management expertise or relevant financial experience. The Company Secretary acts as the Secretary to the Committee. The minutes of Audit Committee meetings are placed before the Board for its review and noting. The Chairperson of the Audit Committee attended the last Annual General Meeting held on September 26, 2025, to address the shareholders queries.

During the year under review, consequent to the changes in the composition of the Board of Directors, the Audit Committee of the Company was reconstituted. Accordingly, Mr. Nishesh Kumar Sinha was appointed as a chairman of the Committee with effect from February 17, 2026 while Mr. Tushar Arvind Shah ceased to be a member of the Committee with effect from November 11,2025. The reconstitution was carried out in accordance with the applicable provisions of the

Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

b) Nomination and Remuneration Committee:

The Nomination and Remuneration Committee ("NRC") assists the Board in formulating the criteria for appointment of Directors and Senior Management Personnel, including the criteria for determining the qualifications, positive attributes and independence of Directors, evaluating their performance and recommending their remuneration.

The NRC comprises only Non-Executive Directors, with two-thirds of its members being Independent Directors. The Company Secretary acts as the Secretary to the NRC. During the financial year 2025-26, the NRC met 1 (one) time, on February 17, 2026. The minutes of the NRC meetings are placed before the Board for its review and noting. The composition of the NRC and the attendance of its members during the financial year are given below.

Name & Designation of Members	Category	No. of Meetings
		Held During the tenure	Attended
Mr. Tushar Arvind Shah 1 (Chairman)	Non- Executive Independent Director	NA	NA
Mr. Nishesh Kumar Sinha 2 (Chairman)	Non- Executive Independent Director	NA	NA
Mr. Rajnikant P. Mandavia (Member)	Non- Executive Independent Director	1	1
Mr. Asdullakhan A.Pathan (Member)	Non- Executive Director	1	1

1 Resigned w.e.f. November 11,2025

2 Appointed w.e.f. February 17, 2026

During the year under review, consequent to the changes in the composition of the Board of Directors, the Nomination and Remuneration Committee of the Company was reconstituted. Accordingly, Mr. Nishesh Kumar Sinha was appointed as a chairman of the Committee with effect from February 17,2026 while Mr. Tushar Arvind Shah ceased to be a member of the Committee with effect from November11,2025. The reconstitution was carried out in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

c) Stakeholders Relationship Committee:

The Stakeholders Relationship Committee ("SRC") assists the Board in overseeing and resolving the grievances of security holders and ensuring effective investor relations and redressal of stakeholders concerns. The SRC comprises 3 (three) members, with a majority of Non-Executive Directors. The Company Secretary acts as the Secretary to the Committee.

During the financial year 2025-26, the SRC met one (1) time, on May 29, 2025. The minutes of the SRC meetings are placed before the Board for its review and noting. The Chairperson of the SRC attended the last Annual General Meeting held on September 29, 2025, and was available to address the queries of the Members. The composition of the SRC and the attendance of its members during the financial year are given below.

Name & Designation of Members	Category	No. of Meetings
		Held During the tenure	Attended
Mr. Tushar Arvind Shah 1 (Chairman)	Non- Executive Independent Director	1	1
Mr. Nishesh Kumar Sinha 2 (Chairman)	Non- Executive Independent Director	NA	NA
Mr. Rajnikant P. Mandavia (Member)	Non- Executive Independent Director	1	1
Mr. Betulla Khan (Member)	Whole-Time Director	1	1

1 Resigned w.e.f. November 11,2025

2 Appointed w.e.f. February 17, 2026

During the year under review, consequent to the changes in the composition of the Board of Directors, the Stakeholders Relationship Committee of the Company was reconstituted. Accordingly, Mr. Nishesh Kumar Sinha was appointed as a chairman of the Committee with effect from February 17,2026 while Mr. Tushar Arvind Shah ceased to be a member of the Committee with effect from November11,2025. The reconstitution was carried out in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Details of Investor Complaints:

During the financial year 2025-26, One (1) investor complaint was received and resolved during the year. Accordingly, no investor complaints were pending as on March 31,2026.

14. Independent Directors Meeting:

The Independent Directors met on February 26, 2026, without the attendance of Non-Independent Directors and members of the management. The Independent Directors reviewed the performance of Non-Independent Directors, the Committees and the Board as a whole along with the performance of the Chairman of the Company, taking into account the views of Executive Directors and Non-Executive Directors and assessed the quality, quantity and timeliness of flow of information between the management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

15. Board evaluation:

The Board carried out an annual performance evaluation of its own performance and that of its Committees and Individual Directors as per the formal mechanism adopted by the Board. The performance evaluation of all the Directors was carried out by the Nomination and Remuneration Committee of the Company. The performance evaluation of the Chairman, the Non-Independent Directors and the Board as a whole was carried out by the Independent Directors of the Company. The performance evaluation was carried out through a structured evaluation process covering various aspects of the Board functioning such as composition of the Board & committees, experience & competencies, performance of specific duties & obligations, contribution at the meetings and otherwise, independent judgment, governance issues etc.

16. Board Familiarisation and Training Programme:

The Company conducts familiarisation and training programmes for all the members of the Board,

including the Independent Directors, at the time of their appointment and on an ongoing basis. These programmes provide updates on the Companys business, operations, strategy, industry developments, regulatory environment and governance framework. The Directors are also regularly apprised of significant changes in applicable laws and regulations and participate in various training programmes to enhance their knowledge and effectively discharge their roles and responsibilities.

17. Related Party Transactions:

All Related Party Transactions are placed before the Audit Committee for its prior approval in accordance with the provisions of the SEBI Listing Regulations. Omnibus approval is obtained from the Audit Committee for Related Party Transactions which are repetitive in nature, subject to the criteria approved by the Audit Committee. A statement of all related party transactions is presented before the Audit Committee, specifying the nature, value and terms and conditions of the transactions for its review and noting.

All transactions with related parties entered into during the year under review were at arms length basis and in the ordinary course of business and in accordance with the provisions of the Act and the rules made thereunder, the SEBI Listing Regulations and the Companys Policy on Related Party Transactions. During the year, the Company has not entered into any contracts, arrangements or transactions that fall under the scope of Section 188 (1) of the Act. Accordingly, the prescribed Form AOC-2 is not applicable to your Company for FY26 and hence does not form part of this report.

During the year under review, the Material Related Party Transactions, in accordance with the provisions of the SEBI Listing Regulations, were approved by the Members of the Company through Postal Ballot on March 30, 2026.

The Policy on Related Party Transactions is available on the Companys website and can be assessed using the link https://www.accordsvnergy.com/Policv.aspx

18. Auditors & Auditors Report:

Statutory Auditors:

The Statutory Auditors of the Company, M/s. B K H & Associates LLP, Chartered Accountants (Firm Registration No. W100790), had been appointed as the Statutory Auditors of the Company for a term of five consecutive years, commencing from the conclusion of the 11th Annual General Meeting ("AGM") until the conclusion of the 16th AGM of the Company. However, the said Auditors have resigned from the office of Statutory Auditors of the Company.

Statutory Auditor have expressed their unmodified opinion on the Standalone and Consolidated Financial Statements for FY26 and their reports do not contain any qualifications, reservations, adverse remarks, or disclaimers.

Pursuant to the provisions of the Sections 139, 142 and other applicable provisions, if any of the Act and Rules issued thereunder, and based on the recommendation of the Audit Committee, the Board of Directors at their meeting held on August 27, 2026, have approved and recommended to the shareholders at the ensuing 12th AGM of the Company, the appointment of M/s. K A Sanghvi & Co LLP, Chartered Accountants bearing Firms Registration No.: 120846W / W100289, to fill the casual vacancy as the Statutory Auditors of the Company, to hold office for a term of five consecutive years from the conclusion of the ensuing 12th AGM till the conclusion of 17th AGM of the Company.

The Company has received written consent and certificate of eligibility in accordance with Sections 139, 141 and other applicable provisions of the Act and Rules issued thereunder, from M/s. K A Sanghvi & Co LLP. They have confirmed to hold a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India as required under the Listing Regulations.

Secretarial Auditors:

Pursuant to section 204 of the Act, read with the rules made thereunder and Regulation 24A of SEBI Listing Regulations, M/s. Janki & Associates, Practicing Company Secretaries, Ahmedabad, (Peer reviewed certificate no. 2655/2022) were appointed as a Secretarial Auditor to undertake the Secretarial Audit of the Company for the term of four consecutive years from financial year 2022-23 to financial year 2025-26. The Secretarial Audit Report for the year under review is provided as Annexure-A of this report. The Secretarial Audit Report does not contain any qualifications, reservation or adverse remarks except that, Company has complied with the provisions of Regulation 30(1) and Regulation 31(4) read with Regulation 31(5) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 with delay of 23 days due to technical issue.

Pursuant to the provisions of the Sections 204 and other applicable provisions. The appointment of M/s. Samdani Shah & Kabra, Practicing Company Secretaries bearing Firms Peer reviewed certificate no. 7619/2026, as the Secretarial Auditors of the Company, to hold office for the Financial year 2026-27.

M/s. Samdani Shah and Kabra have confirmed that they are not disqualified to continue as a Secretarial Auditor and are eligible to hold office as Secretarial Auditors of your Company.

Cost Auditors:

Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014 dated 31/12/2014, the activity of our Company falls under Non-regulated sectors and hence, cost audit is not applicable to the Company for the Financial Year 2024-25.

Reporting of fraud by Auditors:

During the year under review, the Statutory Auditor and Secretarial Auditor of the Company have not reported any instances of fraud committed in the Company by its Officers or Employees, to the Audit Committee, as required under Section 143 (12) of the Companies Act, 2013.

19. Internal financial control systems and their adequacy:

The Company has put in place adequate, strong and effective internal control systems with best processes commensurate with its size and scale of operations, which ensures that all the assets are safeguarded and protected and that the transactions are authorized, recorded and reported correctly. The internal audit covers a wide variety of operational matters and ensures compliance with specific standards with regards to availability and suitability of policies and procedures. During the year under review, no reportable material weakness in the design or operation were observed.

20. Particulars of employees and remuneration:

The information required under Section 197 of the Act, read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, relating to percentage increase in remuneration, ratio of the remuneration of each Director and Key Managerial Personnel (KMP) to the median of employees remuneration are provided as below:

A. The ratio of the remuneration of each director to the median remuneration of the employees of the

Company for the financial year:

i. Ratio of remuneration of MD and Whole Time Director - 9: 2.01: 1 (Rs. 4,36,000: 100,000: 50,000)

ii. Other Directors - Not Applicable

The statement containing particulars of employees, as required under Section 197 of the Act, read with the rules made thereunder, as amended from time to time, are not applicable to the Company as none of

the employees has received remuneration above the limits specified in the rule 5(2) & 5(3) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 during the financial year2025-26.

21. Compliance with the Maternity Benefit Act, 1961:

The Company is committed to providing a safe, inclusive, and supportive workplace for all employees. During the year under review, the Company has complied with all applicable provisions of the Maternity Benefit Act, 1961. All eligible women employees have been extended the benefits as prescribed under the Act, including paid maternity leave, nursing breaks, and other applicable entitlements. The Company continues to ensure that policies are aligned with statutory requirements and promotes the well-being of women employees.

22. Board policies:

The details of various policies approved and adopted by the Board as required under the Act and SEBI Regulations are available on the website of the Company at https://www.accordsvnergy.com/Policv.aspx

Board Diversity

The Company recognizes and embraces the importance of a diverse Board in its success. The Board has adopted the Board Diversity Policy which sets out the approach to the diversity of the Board of Directors. The said Policy is available on the website of the Company at https://www-accordsvnergv-com/Policv-aspx

Succession Plan

The Company has an effective mechanism for succession planning which focuses on orderly succession of Directors, Key Management Personnel and Senior Management. The Nomination and Remuneration Committee implements this mechanism in concurrence with the Board.

Policy on Directors appointment and Remuneration:

Pursuant to Section 178(3) of the Act, the Company has framed a Policy on Nomination, Remuneration and Evaluation of Directors appointment and other matters which is available on the website of the Company at https://www-accordsvnergv-com/Policv-aspx

Health, Safety & Environment Policy:

The Company has recognized health management, occupational safety and environment protection (HSE) as one of the most important elements in the organizations sustainable growth and has closely linked it to its cultural values. The company continually strives to create a safe working environment by being responsive, caring and committed to the various needs governing the security and well-being of employees. The HSE policy is also available on the Companys website https://www-accordsvnergv-com/Policv-aspx

Code for Prevention of Insider Trading:

The Company has adopted a Code of Conduct ("Code") to regulate, monitor and report trading in Companys shares by Companys designated persons and their immediate relatives as per the requirements under the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. The Code, inter alia, lays down the procedures to be followed by designated persons while trading/ dealing in Companys shares and sharing Unpublished Price Sensitive Information ("UPSI"). The Code covers Companys obligation to maintain a digital database, mechanism for prevention of insider trading and handling of UPSI, and the process to familiarize with the sensitivity of

UPSI. Further, it also includes code for practices and procedures for fair disclosure of UPSI which has been made available on the Companys website https://www.accordsynergy.com/Policy.aspx

23. Vigil mechanism/Whistle Blower Policy:

The Company has adopted a Whistle Blower Policy and has established the necessary vigil mechanism for Directors and employees in confirmation with Section 177 of the Act and Regulation 22 of SEBI Listing Regulations, to facilitate reporting of genuine concerns about unethical or improper activity, without fear of retaliation. The vigil mechanism of the Company provides for adequate safeguards against victimization of Directors and employees who avail of the mechanism and also provides for direct access to the Chairperson of the Audit Committee in exceptional cases. No person has been denied access to the Chairperson of the Audit Committee. The said policy is uploaded on the website of the Company https://www.accordsvnergy.com/Policv.aspx

During the year under review, the Company has not received any complaint under the whistle blower policy.

24. Corporate Social Responsibility (CSR):

During the financial year under review, the provisions relating to Corporate Social Responsibility as prescribed under Section 135 of the Companies Act, 2013, read with the rules made thereunder, were not applicable to the Company, since the Company did not satisfy the prescribed criteria for applicability of the said provisions. Accordingly, the Company was not required to constitute CSR Committee and undertake any CSR activities during the year.

25. Management Discussion and Analysis:

The Management Discussion and Analysis Report for the year under review, as stipulated under the SEBI Listing Regulations, is presented in a section forming part of this Annual Report.

26. Corporate Governance:

Since the Company is listed on NSE SME, the Company is exempt from applicability of certain regulations pertaining to ‘Corporate Governance under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

27. Annual Return:

Pursuant to Section 134(3)(a) of the Act, the draft annual return as on March 31, 2026, prepared in accordance with Section 92(3) of the Act is made available on the website of the Company and can be assessed using the link: https://www.accordsynergy.com/ExtractAnualReport.aspx

28. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo:

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8 of The Companies (Accounts) Rules, 2014, are not applicable to the company .

29. Prevention of Sexual Harassment at Workplace:

As per the requirement of the provisions of the sexual harassment of women at workplace (Prevention, Prohibition & Redressal) Act, 2013 read with rules made thereunder, the Company has laid down a Prevention of Sexual Harassment (POSH) Policy and has constituted Internal Complaints Committees (ICs) to consider and resolve the complaints related to sexual harassment. The ICs include external members with relevant experience. The Company has zero tolerance on sexual harassment at the workplace. The ICs also work extensively on creating awareness on relevance of sexual harassment issues. All new employees go through a personal orientation on POSH policy adopted by the Company.

During the year under review, no complaints related to sexual harassment were received. The details are as follows:

(a) Complaints received during the year: Nil

(b) Complaints resolved during the year: Nil

(c) Cases pending for more than ninety days: Nil

30. Risk Management:

The Company has a robust Risk Management Framework designed to identify, assess, monitor and mitigate risks that may impact its business objectives while enabling it to pursue growth opportunities in a sustainable manner. The Board oversees the implementation and effectiveness of the Risk Management Framework, while the Audit Committee provides oversight in respect of financial risks and internal controls. The key risks identified by the business are periodically reviewed, and appropriate mitigation measures are implemented on an ongoing basis.

31. Cyber Security:

The Company recognizes the importance of maintaining a secure and resilient information technology environment in the face of evolving cyber risks. The Company periodically reviews its cyber security framework and continuously strengthens its systems, processes and controls to safeguard its information assets and business operations.

During the financial year under review, the Company did not experience any material cyber security incidents, data breaches or loss of information.

32. Directors Responsibility Statement:

Pursuant to Section 134(5) of the Act, the Board, to the best of their knowledge and based on the information and explanations received from the Company, confirm that:

I. in the preparation of the Annual Financial Statements, the applicable accounting standards have been followed and there are no material departures;

II. they have selected such accounting policies and applied them consistently and 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;

III. they have taken proper and sufficient care 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;

IV. they have prepared the annual financial statements on a going concern basis;

V. they have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and operating effectively;

VI. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

33. Secretarial Standards:

During the year under review, the Company has devised proper systems and processes for complying with the requirements of applicable provisions of Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems were adequate and operating effectively.

34. General disclosures:

The Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions/events of these nature during the year under review:

• Issue of equity shares with differential rights as to dividend, voting or otherwise. However, the Company has issued 4,00,000 equity shares on a preferential basis through private placement to Dr. Faruk Patel at an issue price of Rs. 42.35 per equity share.

• Issue of Shares (Including Sweat Equity Shares) to employees of the Company under any scheme.

• Significant or material orders passed by the Regulators or Courts or Tribunals which impact the going concern status and the Companys operation in future.

• Voting rights which are not directly exercised by the employees in respect of shares for the subscription/ purchase of which loan was given by the Company (as there is no scheme pursuant to which such persons can beneficially hold shares as envisaged under section 67(3)(c) of the Companies Act, 2013).

• Application made or any proceeding is pending under the Insolvency and Bankruptcy Code, 2016.

• One-time settlement of loan obtained from the Banks or Financial Institutions.

• Revision of financial statements and Directors Report of the Company

• None of the Directors of the Company has been debarred or disqualified from being appointed or continuing as a Director by SEBI / Ministry of Corporate Affairs / Statutory Authorities.

• Neither the Managing Director nor the Whole-time Directors of the Company, receives any commission from any of its subsidiaries.

35. Acknowledgement:

The Directors wish to convey their heartfelt appreciation to the Companys bankers, financial institutions, government and regulatory authorities, customers, suppliers, business partners, shareholders, and all other stakeholders for their consistent support and trust in the Company, both directly and indirectly, throughout the year. Their encouragement has been a key pillar in the Companys continued progress.

The Directors also extend their sincere gratitude to every member of the Accord Synergy Limited for their unwavering dedication, hard work, and commitment across all levels. Their collective efforts, resilience, and passion have been instrumental in driving the Companys sustained growth, operational excellence, and long-term success.