Astra Microwave Products Ltd Directors Report

Your Directors have pleasure in presenting the 34^th Annual Report of your Company together with the Audited Financial Statements including Consolidated Accounts for the financial year ended March 31, 2025.

FINANCIAL RESULTS

STANDALONE:

The Standalone performance for the Financial Year ended March 31, 2025 is as under:

The Financial Summary Rupees in Lakhs

Particulars	March 31, 2025	March 31, 2024
	(IND AS)	(IND AS)
Total Revenue	1,04,423.39	90,425.73
Profit before	28,439.20	20,585.16
Finance cost	5,629.76	2,962.20
Profit before depreciation and tax expense	22,809.44	17,622.96
Depreciation	3,465.37	2,457.79
Profit before tax expense	19,344.07	15,165.17
Tax expense	5,005.53	3,866.10
Net Profit for the year	14,338.54	11,299.07
Other Comprehensive Income	(234.35)	(83.02)
Total Comprehensive Income	14,104.19	11,216.05
Retained earnings brought forward from earlier year	58,928.03	49,231.10
Retained earnings available for appropriation	73,032.22	60,447.15

CONSOLIDATED:

The Consolidated performance under IND AS for the Financial Year ended March 31, 2025 is as under:

The Financial Summary Rupees in Lakhs

Particulars	March 31, 2025	March 31, 2024
	(IND AS)	(IND AS)
Revenue from operations	1,05,117.92	90,882.02
Profit before finance cost, depreciation, share of profit of associates, exceptional items and tax expense	28,655.27	20,327.00
Finance cost	5,712.61	3,131.12
Profit before depreciation, share of profit of associates, exceptional items and tax expense	22,942.66	17,195.88
Depreciation and amortisation	3,504.39	2,497.22
Profit before share of profit of associates, exceptional items and tax expenses	19,438.27	14,698.66
Share of profit of associates	935.30	1,202.68
Profit before exceptional items and tax expenses	20,373.57	15,901.34
Exceptional items	0	0
Profit before tax expense	20,373.57	15,901.34
Tax expense	5,022.69	3,794.71

Rupees in Lakhs

Particulars	March 31, 2025	March 31, 2024
	(IND AS)	(IND AS)
Profit after tax expense	15,350.88	12,106.63
Non-controlling interests	0	0
Profit after tax expense after non-controlling interests	15,350.88	12,106.63
Other comprehensive Income	(223.49)	(50.31)
Total Comprehensive Income	15,127.39	12,056.32
Add: Surplus at the beginning of the year	58,648.08	48,119.43
Less; Adjustment to the surplus at the beginning of the year (IND AS 115 and others)	0	0
Total available for appropriation	73775.47	60,175.75

For detailed analysis of the performance, please refer to managements discussion and analysis report.

State of the Companys Affairs:

During the period under review, the Company has achieved revenue of Rs.10,44,23,39,719/- and net profit of Rs.143,38,53,968/- on a standalone basis. During the same period, the Company has achieved revenue of Rs.10,51,17,92,406/- and net profit of Rs.153,50,87,243/- on a consolidated basis.

Material change and commitment

The Company has raised funds through preferential issue as on 30th June, 2025, by way of 20,13,885 Convertible Warrants of Rs. 2/- each convertible into, or exchangeable for, 1 (one) fully paid-up equity share of the Company having face value of Rs. 2/- (Rupees Two Only) (“Equity Share(s)”) each at a price of Rs. 864/- including the Warrant face value of Rs. 2/- each and premium of Rs. 862/- payable in cash, aggregating upto Rs.1,73,99,96,640/- on a preferential basis.

The Company has received an aggregate amount of Rs. 43,49,99,160/- (Rupees Forty-Three Crores Forty-Nine Lakhs Ninety-Nine Thousand One Hundred and Sixty only), i.e., Rs. 216/- (Rupees Two Hundred and Sixteen only) per warrant (“Warrant Subscription Price”), being 25% of the issue price per warrant as upfront payment for 20,13,885 (Twenty Lakh Thirteen Thousand Eight Hundred and Eighty-Five only) Convertible Warrants.

The highlights of performance of subsidiaries, associates and joint venture companies and their contribution to the overall performance of the company during the period under report. Rule 8(1) of section 134.

The Key performance highlights of subsidiaries, associates, and joint ventures are detailed in the Management Discussion and Analysis report.

m Details of utilization of funds raised through Qualified

Institutional Placement:

The Company has not raised funds through public issues, rights Placement issues, preferential issues, Qualified etc, during the financial year ended 31 March,

However, the proceeds from the QualifiedInstitutions Placement, raised on 5th May 2023, were fully utilized during the first quarter (June 2024) of the financial year ending 31 ^st March 2025.

Share Capital

The paid-up share capital of the Company as on March 31, 2025 is Rs. 18,98,90,016/- divided into 9,49,45,008 equity shares of face value of Rs. 2/- per share.

Dividend

The Board of Directors of your Company recommend a final dividend @ 110 % on the paid up Equity Share Capital of the Company i.e., Rs.2.20/- per equity share on face value of Rs.2/- each, for the financial year ended 31 st March, 2025.

Dividend Distribution Policy

In accordance with Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, your Company has adopted a Dividend Distribution Policy formulated by the Board specifying the financial parameters, factors and circumstances to be considered in determining the distribution of dividend to shareholders and / or retaining profits earned by the Company.

The web link of the Dividend Distribution Policy has been provided below for the perusal of the shareholders. https://astramwp.com/dividend-distribution-policy/

Transfer to Reserves

The Board of Directors has decided to retain the entire amount of profits for FY 2024-25 in the Retained Earnings.

Credit Rating affir Duringtheyearunderreview,theCRISILhasre-following existing rating for Long Term, Short Term Bank facilities and Corporate Credit Rating of the Company:

a) Long-Term bank facilities: “CRISIL A/Stable.” 2025.

b) Short-Term bank facilities: “CRISIL A1”.

c) Corporate Credit Rating: “CRISIL A/Stable”

Listing of Equity Shares:

The Companys equity shares are presently listed on the following Stock Exchanges: i) BSE Limited, Phiroze JeeJeebhoy Towers, Dalal Street, Mumbai-400 001; and ii) National Stock Exchange of India Limited, Exchange Plaza, Floor 5, Plot No. C/1, G Block, Bandra-Kurla Complex, Bandra (East), Mumbai - 400051.

The Company has paid the Annual Listing Fees to the said Stock Exchanges for the financial year 2024-25.

Subsidiary Companies, Associates and Joint Ventures

As per Section 129 of the Companies Act, 2013, the consolidated care for Subsidiaries and Associates prepared in accordance with the applicable accounting standards and forms part of this Annual Report, further a statement containing salient features of the financial statements of our subsidiaries and associates in the prescribed form in AOC-1 is annexed to this Boards Report as

Annexure - 1.

Your Company does not have any material subsidiary as on 31^st March, 2025.

Consolidated Financial Statements

The Consolidated financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Companies Act, 2013 and other relevant provisions of the Companies Act, 2013.

In accordance with the provisions of Section 136 of the Companies Act, 2013, the audited financial statements of the Company including consolidated financial statements and related information of the Company and audited accounts of the subsidiaries, are available on the website of the company and a copy of separate Audited financial statements of its subsidiaries will be provided to shareholders upon their request.

Number of Meetings of the Board of Directors

Nine (9) meetings of the Board of Directors were held during the financial year 2024-25. The details of the meetings are given in the Corporate Governance Report, which forms part of this Annual Report.

Management Discussion and Analysis

The Management Discussion and Analysis forms an integral part of this Report and provides details about the overall industry structure, developments, performance and state of affairs of the Company and other material developments during the financial year.

Directors Responsibility Statement

Pursuant to the requirement under Section 134 (3) (c) and 134 (5) of the Companies Act, 2013, with respect to the Directors Responsibility Statement, the Board of Directors of the Company hereby confirm that:

i) In the preparation of the Annual Accounts, the applicable accounting standards have been followed and there are no material departures;

ii) The Directors 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 as at March 31, 2025 and of Profit and Loss Account Company for that period; statements of the Company and all its

iii) the Directors havetakenproperandsufficient the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv) the Directors have prepared the Annual Accounts for the financial year ended March 31, 2025 on a going concern basis;

v) the Directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and vi) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Nomination and Remuneration Committee

The Nomination and Remuneration Committee during the Financial year ended March 31, 2025 consists of the following Directors namely Mrs. Kiran Dhingra, IAS (Retd.), Chairperson, Dr. Avinash Chander and Mr. P. A. Chitrakar as Members.

Brief description of terms of reference:

(1) formulation of the criteria for determining positive attributes and independence of a director and recommend to the board of directors a policy relating to, the remuneration of the directors, key managerial personnel and other employees;

(1A) For every appointment of an independent director, the Nomination and Remuneration Committee shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required for an independent director. The person recommended to the Board for appointment as an independent director shall have the capabilities identified in such description. For the purpose of identifying suitable candidates, the Committee may: a. use the services of an external agencies, if required;

b. consider candidates from a wide range of backgrounds, having due regard to diversity; and

c. consider the time commitments of the candidates.

(2) formulation of criteria for evaluation of performance of independent directors and the board of directors;

(3) devising a policy on diversity of board of directors;

(4) identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down and recommend to the board of directors their appointment and removal.

(5) whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors.

(6) recommend to the board, all remuneration, in whatever form, payable to senior management.

(7) Carrying out such other functions as may be specifiedby the Board from time to time or specified/provided under the Companies Act or SEBI Listing Regulations or by any other regulatory authority.

Nomination and Remuneration Policy

The objectives of the Policy

1) To lay down criteria and terms and conditions with regard to identifying persons who are qualified to become Directors (Executive and Non-Executive) and persons who may be appointed in Senior Management and Key Managerial positions and to determine their remuneration.

2) To determine remuneration based on the Companys size and financial position and trends and practices on remuneration prevailing in peer companies.

3) To carry out evaluation of the performance of Directors.

4) To retain, motivate and promote talent and to ensure long term sustainability of talented managerial persons and create competitive advantage.

The details of the meetings of the Nomination and Remuneration Committee convened during the financial year 2024-25 are given in the Corporate Governance Report which forms part of this Annual Report.

Particulars of Loans, Guarantees or Securities or

Investments under Section 186

The particulars of loans, guarantees and investments under Section 186 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014, for the financial year 2024-25 are given in Note 4 and 34 of the Notes to the financial statements.

Related Party Transactions

All related party transactions entered into during FY 2024-25 were on an arms length basis and in the ordinary course of business. No material related party transactions were entered into during the financial year by the Company.

All transactions with related parties were reviewed and approved by the Audit Committee. Prior omnibus approval is obtained for related party transactions which are of repetitive nature and entered in the ordinary course of business and on an arms length basis.

The particulars of contracts or arrangements with related parties referred to in sub-section (1) of Section 188 entered by the Company during the financial year ended March 31, 2025 in prescribed Form AOC-2 is annexed to this Boards Report as Annexure - 2.

The web link of the related party transactions policy has been provided below for the perusal of the shareholders. https://astramwp.com/policies-1/

Corporate Social Responsibility (CSR)

Pursuant to Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, your company has approved Policy on CSR. The web link of the Corporate Social Responsibility policy has been provided below for the perusal of the shareholders. https://astramwp.com/policies-1/ The Board of Directors of the Company have constituted a Corporate Social Responsibility Committee consisting of following Directors namely Mr. S. Gurunatha Reddy, Chairman, Dr. M. V. Reddy, Dr. Avinash Chander and Mr.Atim Kabra as Members.

A report on Corporate Social Responsibility as per Rule 8 of Companies (Corporate Social Responsibility Policy) Rules, 2014 is annexed to this Boards Report as Annexure- 3. During the Financial year, Corporate Social Responsibility Committee meeting was held on June 12, 2024.

Attendance at the Corporate Social Responsibility Committee Meetings:

Name of the Director	Category	Number of Meetings
		Held	Attended
Mr. S. Gurunatha Reddy	Chairman	1	1
Dr. M. V. Reddy	Member	1	1
Dr. Avinash Chander	Member	1	1
Mr. Atim Kabra	Member	1	1

Mr. S. Gurunatha Reddy, Dr. Avinash Chander & Mr. Atim Kabra were ceased to be member of the committee w.e.f. 26^th June, 2025.

The Board of Directors of the Company have re-constituted on 27th June, 2025 a Corporate Social Responsibility Committee with following Directors namely Mrs. Anuradha Mookerjee as Chairperson, Dr. M. V. Reddy and Mr. Venu Raman Kumar as Members.

Astra Foundation

Astra Foundation was established under Section 8 of the Companies Act, 2013 as a Non-Profit Organisation on 9^th July, 2016, as a wholly owned subsidiary of the company to grant donations to poor and needy for meeting expenditure of education, welfare, medical treatments and to establish, promote, set-up, run, maintain, assist, finance, support and / or aid in setting up and / or maintaining and /or running school for orphanages, poor houses for relief and help to the poor, old and infirm people and / or destitute.

During the year under review, Astra Foundation was converted into Astra Private Limited on March 12, 2025, and the company is currently in the process of being struck off.

Mechanism for Evaluation of Board

Pursuant to the provisions of the Companies Act, 2013 and SEBI Listing Regulations, 2015 the performance evaluation of the Board, the Committees of the Board and Individual Directors is done on annual basis.

Evaluation of all Board members is done on an annual basis. The Individual Directors responses to the questionnaire on the performance of the Board, committee(s), Directors and Chairman, were analysed by an in-house questionnaire, to arrive at unbiased conclusions.

Directors and Key Managerial Personnel

Directors:

As per the provisions of the Companies Act, 2013 read with Companies (Qualifications and Appointment of Directors) Rules, 2014, Mr. Suresh Kumar Somani (DIN: 00031096) and Dr. M.V. Reddy, Joint Managing Director (DIN:00421401) retires by rotation at the ensuing Annual General Meeting and being eligible offer themselves for re-appointment. The Board recommends their re-appointment.

Mrs. Kiran Dhingra, IAS (Retd.), Independent and Women Director retires on 26th June, 2025 from the Board of Directors of the Company. The Board places on record its deep appreciation for the valuable services rendered by her to the Board and to the Company during her tenure.

During the year under review, Mr. S. Varadarajan, Independent

Director resigned from the directorship of the Company with effect from 22nd May, 2025 due to his pre-occupation. The Board places on record its deep appreciation for the valuable services rendered by him to the Board and to the Company during his tenure.

The Board of Directors of the Company at their meeting held on May 22, 2025 has appointed Mr. Venu Raman Kumar, (DIN: 00245022) as an Additional Director (Independent Director) w.e.f May 22, 2025. The Board, based on the recommendation of the Nomination and Remuneration Committee considered the appointment of Mr. Venu Raman Kumar, (DIN: 00245022) as an Independent Director subject to the approval of the shareholders. On August 12, 2025, the Shareholders of the Company, by way of a postal ballot, approved the appointment of Mr. Venu Raman Kumar as an Independent Director of the company for a term of three consecutive years commencing from May 22, 2025 upto May 21, 2028 and not liable to retire by rotation. The Company has received declaration from Mr. Venu Raman Kumar that he fulfills the criteria of independence prescribed under the provisions of the Companies Act, 2013 read with the Schedules and Rules issued thereunder as well as Regulation 16 of the Listing Regulations (including statutory re-enactment thereof for the time being in force).

The Board of Directors of the Company at their meeting held on May 22, 2025 has appointed Mrs. Anuradha Mookerjee, (DIN: 10174271) as an Additional Director (Independent Director) w.e.f May 22, 2025. The Board, based on the recommendation of the Nomination and Remuneration Committee considered the appointment of Mrs. Anuradha Mookerjee, (DIN: 10174271) as an Independent Director subject to the approval of the shareholders. On August 12, 2025, the Shareholders of the Company, by way of a postal ballot, approved the appointment of Mrs. Anuradha Mookerjee as an Independent Director of the company for a term of three consecutive years commencing from May 22, 2025 upto May 21, 2028 and not liable to retire by rotation. The Company has received declaration from Mrs. Anuradha Mookerjee that she fulfills the criteria of independence as prescribed under the provisions of the Companies Act, 2013 read with the Schedules and Rules issued thereunder as well as Regulation 16 of the Listing Regulations (including statutory re-enactment thereof for the time being in force).

The Companys Independent Directors have given requisite declarations confirming that they continue to meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulations 16(1)(b) of the Listing Regulations. The Independent Directors have also confirmed that they have complied with Schedule IV of the Act and the Companys Code of Conduct. The Independent Directors of the company have registered themselves with the Indian Institute of Corporate Affairs (IICA) towards the inclusion of their names in the data bank maintained with it and they meet the requirements of proficiency self-assessment test. In the opinion of the Board, the Independent Directors fulfil the conditions of independence, are independent of the management, possess the requisite integrity, experience, expertise, proficiency and qualifications to the satisfaction of the Board of Directors. The details of remuneration paid to the members of the Board and its Committees are provided in the Report on Corporate Governance.

The Company keeps on update directors, about the companys performance, their roles and responsibilities, an overview of the industry, the Companys business model, the risks and opportunities through various presentations at the meeting of the board of directors of the Company towards familiarisation program.

Key Managerial Personnel

Pursuant to the provisions ofSection2(51)and203ofthe tion, reservation or adverse Act, the Key Managerial Personnel of the company are Mr. S. Gurunatha Reddy, Managing Director, Dr. M. V. Reddy, Joint Managing Director, Mr. Atim Kabra, Director (Strategy and Business Development), Mr. T. Anjaneyulu, Company Secretary & Compliance Mr. Benarji Mallampati, DGM-CFO has retired on 9th April, 2025 upon reaching the age of superannuation and Mr. Rahul Rungta was appointed as a CFO of the Company with effect from 10^th April, 2025.

Directors and Officers Insurance (‘D&O)

As per the requirements of Regulation 25(10) of the SEBI Listing Regulations, the Company has taken Directors and Officers Insurance (‘D&O) for all its Directors and Key Managerial Personnel of the Company.

COMMITTEES OF THE BOARD

The Board of Directors has the following Committees as on March 31, 2025: a) Audit Committee b) Nomination and Remuneration Committee c) Stakeholders Relationship Committee d) Corporate Social Responsibility Committee e) Risk Management Committee The details of the Committees of the Board along with their composition, number of meetings and attendance at the meetings are provided in the Corporate Governance Report forming part of the Annual Report for the FY2024-25.

Deposits

The Company has not accepted any deposits from the public in terms of Chapter V of the Companies Act, 2013. Hence, no amount on account of principal or interest on public deposits was outstanding as on the date of the balance sheet.

AUDITORS

Statutory Auditors and their Report

At the 31st AGM held on August, 22, 2022, M/s. Price Waterhouse Chartered Accountants LLP, Chartered Accountants (FRN 012754N/ N500016) were appointed as Statutory Auditors of the Company for a second term of five (5) consecutive years upto the 36th AGM by the Members.

The Auditors Report on the financial statements of the Company for the financial year ended March 31, 2025 is unmodified itdoesnotcontainany remark. The Auditors Report is enclosed with the financial statements forming part of the annual report.

Internal Auditors

The Board of Directors of the Company have appointed M/s. Mr.RahulRungta,CFO. Kirtane & Pandit LLP, Chartered Accountants as Internal Auditors to conduct Internal Audit of the Company for the financial year ended March 31, 2025.

Cost Auditors

The provisions of Section 148 of the Companies Act, 2013 for maintaining the Cost Records are applicable to the Company. Accordingly, the Company is maintaining the Cost Records as specified by the Central Government under the Rules made there under Section 148 of the Companies Act.

Pursuant to the provisions of Section 148(3) of the Act, the Board of Directors had appointed M/s. Dendukuri & Co, Cost and Management Accountants, (FRN: 102199) as Cost Auditors of the Company, for conducting the audit of cost records for the financial year ended March 31, 2025. The audit is in progress and report will be filed with the Ministry of Corporate Affairs within the prescribed period. A proposal for ratification of remuneration of the Cost Auditors is placed before the shareholders.

Secretarial Auditor Report

As per the provisions of Section 204 and other applicable provisions, if any, of the Companies Act, 2013, the Board of Directors have appointed Mr. L. Dhanamjay Reddy, Practising Company Secretary (C.P.No: 3752) as Secretarial Auditor for auditing the secretarial records maintained by the Company for the financial year 2024- 25.

The Secretarial Auditors Report is annexed to this Boards Report as Annexure- 4A.

Pursuant to the provisions of Section 204 of the Companies Act, 2013, and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, read with Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, based cially literateon the recommendation of the Audit Committee, the cialBoard of Directors at their meeting held on 13th August, 2025 appointed M/s. L.D. Reddy & Co., Practicing Company Secretaries as Secretarial Auditor of the Company for audit period of five consecutive years commencing from financial year 2025-26 till financial year 2029-2030, at such remuneration as may be determined by the Board of Directors of the Company. The resolution seeking shareholders approval for this appointment forms part of the Notice.

Annual Secretarial Compliance Report

The Company has undertaken an audit for the 2024-25 for all applicable compliances as per Securities and Exchange Board of India Regulations and Circulars/ Guidelines issued thereunder. The Annual Secretarial Compliance Report issued by Mr. L. Dhanamjay Reddy, Practising Company Secretary, Hyderabad has been submitted to the Stock Exchanges within the specified time and same is annexed herewith as ‘Annexure 4B. qualifica BoardsresponseonAuditors or adverse remark or disclaimer made

There are no made by the statutory auditors in their report or by the Practicing Company Secretary in the Secretarial Audit Report for the financial year.

During the year, there were no instances of frauds reported by auditors under Section 143(12) of the Companies Act, 2013.

Investor Education and Protection Fund (IEPF)

Pursuant to the provisions of Section 124 of the Companies Act, 2013 and other applicable provisions of the Companies Act, 2013 and rules made thereunder, unclaimed dividend amount of Rs.14,86,534 /- (Rupees Fourteen lakhs eighty six thousand five hundred thirty four only) of the Company for the Financial Year ended March 31, 2017 has been transferred to the Investor Education and Protection Fund (IEPF) established by the Central Government pursuant to Section 125 of the Companies Act, 2013.

During the year 44,466 equity shares were transferred to IEPF. The Company has transferred an amount of Rs.12,91,628/- (Rupees Twelve Lakhs Ninety-one thousand six hundred twenty-eight only) towards dividend to IEPF on the shares which were already transferred to IEPF

Audit Committee

The Audit Committee during the Financial year ended March 31, 2025 consists of the following Directors namely Mrs. Kiran Dhingra, IAS (Retd.), Chairperson, Dr. Avinash Chander, Mr. Sengottaiyan Varadarajan and Mr. S. Gurunatha Reddy as members of the Committee.

AllmembersoftheAuditCommitteeare haveexperience.

All the recommendations made by the Audit Committee were accepted by the Board of Directors of the Company. The terms and reference of Audit Committee and details of the meetings of the Audit committee held during the financial year 2024-25 and the attendance of members are provided in the Corporate Governance Report, which forms part of this

Annual Report.

Corporate Governance

The Corporate Governance Report regarding compliance of year the conditions of corporate governance by your Company as stipulated in Regulation 34 (3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed as part of this Report along with the Certificate on its compliance.

Vigil Mechanism / Whistle Blower Policy

The Company established a whistle blower policy in order to assure that the business is conducted with integrity and that the Companys financial information is accurate.

Prevention of Insider Trading reservations or adverse remarks As per SEBI (Prohibition of Insider Trading) Regulation, 2015, the Company has adopted a Code of Conduct for Prevention of Insider Trading. The Company has appointed Mr. T. Anjaneyulu, Company Secretary as Compliance Officer, who is responsible for setting forth procedures and implementation of the code for trading in Companys securities.

During the year under review, there has been due compliance with the said code of conduct for prevention of insider trading.

Statement of particulars of appointment and remuneration of managerial personnel

The Statement of particulars of Appointment and Remuneration of Managerial Personnel as per Rule 5 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this Boards Report as Annexure- 5.

Insurance

All properties and insurable interests of the Company have been fully insured.

Internal Financial Controls

The company has in place adequate internal financial controls with reference to financial statements. The Company maintains all its records in SAP System and the work flow and approvals are routed through SAP.

Names of Companies, which have become or ceased to be Companys Subsidiaries, Joint Ventures or Associate Companies during the year

During the year under review, the Company has floated a Joint Venture in the name of Navictronics Private Limited, Hyderabad.

Change in the nature of business

There has been no change in the nature of business of the Company.

Significant or courts or tribunals

There have been no significant

Regulators or Courts or Tribunals which would impact the going concern status of the company and its future operations.

During the year under review, no application was made or any proceedings pending against the Company under the

Insolvency and Bankruptcy Code, 2016.

Human Resources

The Industrial relations of the Company continued to be cordial and harmonious during the year under review.

Environment, Health and Safety

The Company is committed to health and safety of its employees, contractors and visitors. We are compliant with all EHS Regulations stipulated under the Water (Prevention and Control of Pollution) Act, The Air (Prevention and Control of Pollution) Act, The Environment Protection Act and the

Factories Act and Rules made thereunder.

Prevention of Sexual Harassment

The Company has adopted policy on Prevention of Sexual Harassment of Women at Workplace in accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The Company has not received any complaints during the year. The Company regularly conducts awareness programs for its employees.

The following is a summary of sexual harassment complaints received and disposed off during the year:

S. No.	Particulars	Status of the No. of complaints received and disposed of
1.	Number of complaints on Sexual harassment received	Nil
2.	Number of Complaints disposed off during the year	Not Applicable
3.	Number of cases pending for more than ninety days	Not Applicable
4.	Number of workshops or awareness programme against sexual harassment carried out	The Company regularly conducts necessary awareness programmes for its employees
5.	Nature of action taken by the employer or district officer	Not Applicable

Constitution of Internal Complaints Committee under the Sexual andmaterialorderspassed bytheregulators Harassment of Women at Workplace

(Prevention, Prohibition and Redressal) Act, 2013

The Company has constitutedmaterial orders passed by the an Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company has not received any complaints during the year.

Maternity Benefit Act:

The Company is in compliance with the provisions of Maternity Benefit Act, 1961 and no compliant has been received by the Company from any of the employee in this regard during the year under review.

Compliance with Secretarial standards

The company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

In accordance with the requirements of Section 134 of the Companies Act, 2013, statement showing the particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo is annexed to this Boards

Report as Annexure - 6.

Annual Return

Annual Return in Form MGT-7 is available on the Companys website, the web link for the same is https://astramwp.com/ annual-return/

Risk Management

The Risk Management Committee consists of the following Directors during the financial year 31 st March, 2025: Mr. S. Gurunatha Reddy, Chairman, Dr. Avinash Chander, Dr. M.V. Reddy and Mrs. Kiran Dhingra, IAS (Retd.) as members of the Committee.

The Committee had formulated a Risk Management Policy for dealing with different kinds of risks which it faces in day-to-day operations of the Company. Risk Management Policy of the Company outlines different kinds of risks and risk mitigating measures to be adopted by the Board. The Company has adequate internal control systems and procedures to combat risks.

In the opinion of the Board, there are no major elements of risk which has the potential of threatening the existence of the Company.

Business Responsibility and Sustainability Report

The Business Responsibility and Sustainability Report (BRSR) of your Company for the year ended March 31, 2025 forms part of this Annual Report as required under Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as Annexure- 7 is available on the Companys website, the web link for the same is https://astramwp.com/ annual-return/

Appreciation

The Board of Directors place on record sincere gratitude and appreciation for all the employees of the Company. Our consistent growth has been possible by their hard work, solidarity, co-operation and dedication during the year. The Board conveys its appreciation for its customers, shareholders, suppliers, bankers, regulatory and government authorities for their continued support.

	For and on behalf of the Board of Directors
	S. Gurunatha Reddy	Dr. M.V. Reddy
Place: Hyderabad	Managing Director	Joint Managing Director
Date: August 13, 2025	DIN: 00003828	DIN: 00421401