Chembond Material Technologies Ltd Directors Report

To,

The Members,

Your Directors take pleasure in presenting the 51^st Annual Report on the business and operations of your Company together with the audited financial statements for the year ended March 31,2026.

State of the Companys Affairs

Financial Results

The financial performance of your Company is as summarized below:

Particulars	Standalone	Consolidated
	2025-26	2024-25	2025-26	2024-25
Revenue from Operations	21,014.12	17,120.70	25,007.40	20,129.99
Total Expense	20,142.52	16,076.36	23,590.49	19,100.30
Profit Before Tax	1,021.01	1,919.05	1,551.38	1,946.10
Profit for the Year	775.88	1,722.36	1,289.07	1,756.24
Add: Balance as per last year	12,533.66	11,281.99	11,738.41	10,452.86
Total	13,309.54	13,004.35	13,027.48	12,209.10
Appropriation
General Reserves	-	-	-	-
Dividend Paid	(235.35)	(470.69)	(235.35)	(470.69)
Tax on Dividend Paid	-	-	-	-
Balance carried to Balance Sheet	13,074.20	12,533.66	12,792.13	11,738.41

Results of Operations Income

During the year under review, consolidated revenue from operations were Rs 25,007.40 lakhs as compared to Rs 20,129.99 lakhs in the previous year. On a standalone basis, your Companys revenues from operations were Rs 21,014.12 lakhs as compared to Rs 17,120.70 lakhs in the previous year.

Profit Before Tax

Consolidated profits before tax for the current year were Rs 1,551.38 lakhs as against Rs 1,946.10 lakhs in the previous year. On a standalone basis, your Companys profits before tax for the current year were Rs 1,021.01 lakhs as against Rs 1,919.05 lakhs in the previous year.

Profit After Tax

Consolidated profit after tax for the current year were Rs 1,289.07 lakhs as against Rs 1,756.24 lakhs in the previous year. On a standalone basis, your Companys profit after tax for the current year were Rs 775.88 lakhs as against Rs 1,722.36 lakhs in the previous year.

Nature of Business

The Company continues to engage in manufacturing specialty chemicals like high performance coatings, automotive sealants, metal treatment chemicals, engineering adhesives, and animal health and industrial biotech products.

Dividend

The Board of Directors have recommended a final dividend of Rs 2.00 (Rupees Two only) per share (40%) for the financial year ended March 31,2026.

Pursuant to the Finance Act, 2020, dividend income is taxable in the hands of the shareholders effective April 1, 2020 and the Company is required to deduct tax at source from dividend paid to the Members at prescribed rates as per the Income Tax Act, 2025.

In accordance with Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("the Listing Regulations"), the Board of Directors of the Company have voluntarily adopted a Dividend Distribution Policy ("Policy") which endeavours for fairness, consistency and sustainability while distributing profits to the shareholders. Dividend payout is in accordance with the Policy which is available on the website of the Company i.e. https://chembond.in/ all-policies/.

Share Capital

The movement of paid-up equity capital is as under:

Particulars	No. of Equity Shares	Equity Share Capital (Rs)
Equity Capital as on April 1,2025	1,34,48,288	6,72,41,440
Increase/ Decrease during the year	Nil	Nil
Equity Capital as on March 31,2026	1,34,48,288	6,72,41,440

During the year 2025-26, there was no change in the paid-up capital of the Company.

Your Company has only one class of equity shares and it has neither issued shares with differential rights for dividend, voting or otherwise, nor issued shares (including sweat equity shares) to the employees or directors of the Company, under any Scheme.

No disclosure is required under Section 67(3)(c) of the Companies Act, 2013 ("the Act") in respect of voting rights not exercised directly by the employees or key managerial personnel of the Company as the provisions of the Section are not applicable.

Transfer to Reserves

The Board of Directors have decided to retain the entire amount of profits for FY 2025-26 in the retained earnings. (Previous year Nil)

Deposits

The Company has not accepted any deposits within the meaning of Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014 as amended from time to time.

Particulars of Loans, Guarantees and Investments

Details of loans, guarantees and investments have been disclosed in the Financial Statements.

Subsidiary

Your Company has one subsidiary company namely Chembond Biosciences Limited.

The details of financial performance of the subsidiary are given in AOC-I as Annexure 1.

Further, pursuant to the provisions of the Act, the standalone financial statements of the Company, consolidated financial statements along with relevant documents and separate audited financial statements in respect of subsidiary, is available on the Companys website https://chembond.in/subsidiary-financials/.

Promoters

The Promoter Groups holding in the Company as on March 31, 2026 was 68.08% of the Companys paid- up equity capital. The members may note that the shareholding and other details of Promoters has been provided in the Annual Return.

Directors

The Company acknowledges that a diverse Board is integral to its sustained growth, long-term success, and effective corporate governance. Board diversity enriches decision-making by bringing varied perspectives and experiences, enabling a deeper understanding of stakeholder interests and strengthening risk management practices. It also promotes innovation, reflects the diversity of the Companys stakeholders, and contributes positively to its financial performance and corporate reputation.

As of the date of this Report, the Board comprises seven(7) Directors, including one Non-executive NonIndependent Director, two Executive Directors, and four Independent Directors, one of whom is a Woman Independent Director. The Chairman of the Board is an Executive Director.

Appointment of Director

Mr. Jaywant Tawade (DIN: 08231696) was appointed as an Executive Director of the Company for a period of three (3) years, w.e.f. May 31, 2025 and shareholders approval was accorded at the 50^th Annual General Meeting (AGM) held on August 14, 2025.

Mr. Kamal Tandon (DIN:09664746) was appointed as an Independent Director of the Company for a period of five (5) years w.e.f. July 16, 2025 till July 15, 2030 and shareholders approval was accorded at the 50^th AGM on August 14, 2025.

Director Retiring by Rotation

In accordance with the provisions of Section 152(6) of the Act, Mr. Jaywant Tawade (DIN:08231696) Executive Director, retires by rotation and being eligible, offers himself for re-appointment. His background is given in the Notice, which forms part of Annual Report.

Inter-se Relationship between Directors

Mr. Sameer Shah, Chairman & Managing Director and Mr. Nirmal Shah, Non-executive Director are relatives (siblings). Apart from this none of the Directors of the Company are in any way related to each other.

Declaration by Independent Directors

All the Independent Directors of the Company have furnished a declaration to the effect that they meet the criteria of independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) and Regulation 25 of the Listing Regulations. In the opinion of the Board, all the Independent Directors possess the integrity, expertise and experience including the proficiency required to be Independent Directors of the Company, fulfil the conditions of independence as specified in the Act and the Listing Regulations and are independent of the management and have also complied with the Code for Independent Directors as prescribed in Schedule IV of the Act.

The Directors also furnished declaration of independence as required under the Listing Regulations.

Policy on Directors appointment and remuneration

The Company has put in place an appropriate policy on appointment and remuneration of Directors and other matters provided under Section 178(3) of the Act. This policy is uploaded on the Companys website https:// chembond.in/all-policies/. Salient features of the policy on remuneration of Directors have been disclosed in the Notice of this Annual Report.

Performance Evaluation and Its Criteria

Pursuant to the provisions of the Act and the Corporate Governance requirements prescribed under the Listing Regulations, the Board of Directors conducted an annual evaluation of its own performance, the performance of its Committees, and that of the individual directors for the financial year under review.

The evaluation of the Board and its Committees was carried out after considering inputs received from the directors and committee members. The assessment covered various aspects, including the composition and structure of the Board and Committees, effectiveness of their functioning and decision-making processes, quality and adequacy of information flow, and overall governance practices. The Board and the Nomination and Remuneration Committee ("NRC") also evaluated the performance of individual directors based on parameters such as participation and attendance at meetings, preparedness, constructive contribution to discussions, and guidance provided on matters deliberated by the Board and its Committees.

In accordance with the applicable regulatory requirements, the Independent Directors, at their separate meeting held on February 5, 2026, reviewed and evaluated the performance of the Non-Independent Directors, the Board as a whole, and the Executive Directors of the Company. The Independent Directors also assessed the quality, quantity, and timeliness of information made available to the Board and its Committees and were satisfied that the information flow was adequate to enable the Directors to effectively discharge their duties and responsibilities.

Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Act, Mr. Sameer Shah, Chairman & Managing Director, Mr. Jaywant Tawade, Executive Director, Mrs. Rashmi Gavli, Chief Financial Officer and Mrs. Suchita Singh, Company Secretary are the Key Managerial Personnel of the Company as on the date of this Report.

Number of Board Meetings

Six (6) meetings of the Board were held during the year under review, details of which are furnished in the Corporate Governance Report forming part of the Annual Report. The maximum gap between two Board Meetings did not exceed 120 days, as prescribed under the Act.

Audit Committee

The details in respect of role/powers/composition of the Audit Committee and other information are included in the Corporate Governance Report forming part of this Annual Report.

Incentive / Commission to Directors

Based on the Companys performance during FY 202526 and pursuant to the recommendation of the NRC, the Board of Directors, at its meeting held on May 15, 2026, approved an incentive/performance-linked bonus of Rs 50.00 lakhs for Mr. Sameer Shah. The said amount shall be paid during FY 2026-27.

The NRC also recommended payment of commission to the Non-executive Directors for FY 2025-26, not exceeding 1% of the net profits of the Company computed in accordance with Section 198 of the Act. A total sum of Rs 3.60 lakhs collectively to the Nonexecutive Directors was approved by the Board. The commission shall be paid during FY 2026-27.

Annual Return as on March 31,2026

The Annual Return as provided under Section 92(3) read with Section 134(3)(a) of the Act as prescribed in Form No. MGT-7 of the Companies (Management and Administration) Rules, 2014, is available on the website of the company at https://chembond.in/annual- reports/.

Management Discussion and Analysis Report

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

Corporate Governance & Vigil Mechanism

A separate Report on Corporate Governance, prepared in compliance with Regulation 34(3) read with Schedule V of the Listing Regulations forms an integral part of this Annual Report. The report provides a comprehensive overview of the Companys governance framework, policies, and practices adopted to ensure transparency, accountability, and ethical business conduct. A certificate from Mr. Virendra G. Bhatt, Practicing Company Secretary and Secretarial Auditor of the Company, confirming compliance with the conditions of Corporate Governance as stipulated under the Listing Regulations, forms part of this Annual Report as Annexure 2.

The Company has established a robust Vigil Mechanism through its Whistle Blower Policy, which enables Directors and employees to report genuine concerns relating to unethical behaviour, actual or suspected fraud, violations of the Companys Code of Conduct, applicable laws, regulations, or internal policies. The Policy promotes a culture of integrity, transparency, and accountability across the organization and provides adequate safeguards against victimization of individuals who raise concerns in good faith. It also facilitates direct access to the Chairperson of the Audit Committee in appropriate and exceptional circumstances. During the year under review, the Company continued to strengthen awareness of the vigil mechanism among employees and encouraged timely reporting of concerns. The Whistle Blower Policy is available on the Companys website at https://chembond.in/all-policies/.

Risk Management

Pursuant to the requirements of the Listing Regulations, the Company has constituted a Risk Management Committee to oversee the implementation and effectiveness of its risk management framework. The Committee is entrusted with, inter alia, formulating and reviewing the risk management plan, identifying and monitoring critical risks, apprising the Board of significant changes in the risk profile on an ongoing basis, reporting critical risks to the Audit Committee annually, and discharging such other responsibilities as may be assigned by the Board from time to time.

The Company has in place a comprehensive risk management policy and Plan, which is available on the Companys website at https://chembond.in/all- policies/. The Committee periodically reviews the Companys risk management framework and monitors the effectiveness of the mitigation measures adopted.

In the opinion of the Board, no risk has been identified during FY 2025-26 that may materially threaten the existence of the Company. Details of the composition and meetings of the Risk Management Committee are provided in the Corporate Governance Report forming part of this Annual Report.

Internal Financial Control System

The Board of Directors is responsible for establishing and maintaining adequate internal financial controls in accordance with the provisions of Section 134 of the Act.

The Company has in place a comprehensive and effective internal control framework designed to ensure orderly and efficient conduct of its business operations, adherence to the Companys policies and procedures, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial information. The internal financial control system is commensurate with the size, scale, nature, geographical spread and complexity of the Companys operations and is regularly reviewed to ensure its continued effectiveness.

The Company maintains well-defined policies, standard operating procedures, authority matrices and control mechanisms across all key business and financial processes. These controls are designed to provide reasonable assurance regarding the reliability of financial reporting, effectiveness and efficiency of operations, safeguarding of assets against unauthorized use or disposition, compliance with applicable laws, regulations and internal policies, and timely identification and mitigation of operational and financial risks.

The internalcontrol environment is supported by periodic management reviews, risk assessment processes, monitoring mechanisms and internal audit evaluations. Significant observations and recommendations arising from internal audits are reviewed by the Audit Committee and corrective as well as preventive actions are implemented wherever necessary. Key financial controls are tested periodically to assess their operating effectiveness, and appropriate measures are taken to strengthen controls in areas requiring improvement.

Based on the evaluation carried out during the year, the Board is of the opinion that the Companys internal financial controls were adequate and operating effectively as at March 31,2026. No material weaknesses were identified in the design or operation of such controls. Further, during the year under review, no instances of fraud were detected or reported to the Audit Committee.

Directors Responsibility Statement

Pursuant to Section 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, in respect of the year ended March 31,2026, confirm that:

(a) in the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures;

(b) 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;

(c) they took proper and sufficient care for 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;

(d) they prepared the annual accounts on a going concern basis;

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

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

Auditors and Auditors Report Statutory Auditors

The Board at its meeting held on May 30, 2025 followed by Shareholders approval at the 50^th AGM held on August 14, 2025 appointed M/s. Kastury & Talati, Chartered Accountants (Firm Reg. No. 104908W) as Statutory Auditor of the Company for a period of five (5) years i.e. from the conclusion of the 50^th AGM held on August 14, 2025 until the conclusion of 55^th AGM to be held in the FY 2030 at a remuneration mutually agreed upon by the Board of Directors and the Statutory Auditor.

The Report given by the Auditors on the financial statements of the Company is part of this Report. There has been no modified opinion, qualification, reservation, adverse remark or disclaimer given by the Auditors in their Report during the year under review and the observations and comments given in the report of the Statutory Auditors read together with Notes to Accounts are self-explanatory and hence do not call for any further explanation or comments under Section 134 (f)(i) of the Act.

Cost Auditor

As per the requirement of Central Government and pursuant to Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, your Company has been carrying out audit of cost records every year.

The Board of Directors on the recommendation of Audit Committee, at their meeting held on May 15, 2026 appointed M/s. Aatish & Associates, Cost & Management Accountants, Mumbai, (FRN: 006726/ Membership No. 30105) as the Cost Auditor to conduct audit of the cost records of the Company for FY 202627. The Company is seeking the approval of the Members for the remuneration to be paid to M/s. Aatish & Associates, Cost & Management Accountant for the FY ending March 31,2027.

M/s. Aatish & Associates have confirmed that they are free from disqualification specified under Section 141(3) and proviso to Section 148(3) read with Section 141(4) of the Act and that the appointment meets the requirements of Section 141(3)(g) of the Act. They have further confirmed their independent status and an arms length relationship with the Company.

The relevant Cost Audit Report for the FY 2024-25 was filed with Ministry of Corporate Affairs on August 29, 2025 in Form CRA-4.

Secretarial Auditor & Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Act, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and Regulation 24A of Listing Regulations, Mr. Virendra G. Bhatt, Practicing Company Secretary (C.P. No.: 124) has been appointed as Secretarial Auditor of the Company for a period of five (5) years from FY 2025-26 till FY 2029-30 and same was approved by shareholders at the 50^th AGM held on August 14, 2025.

The Secretarial Audit Report in Form MR- 3 for the Financial Year ended March 31, 2026 is annexed as Annexure 3.

There are no qualification, reservation, adverse remark or disclaimer given by the Secretarial auditor in their report for the year under review.

Reporting of Fraud

During the year under review, the Statutory Auditor, Cost Auditor and Secretarial Auditor have not reported any instances of frauds committed in the Company by its officers or employees, to the Audit Committee under Section 143(12) of the Act details of which needs to be mentioned in this Annual Report.

Compliance with Secretarial Standards

In terms of Section 118(10) of the Act, the Company is complying with the Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) with respect to Meetings of Board of Directors and General Meetings and such systems were adequate and operating effectively.

Particulars of Employees and Key Managerial Personnel

The statement containing particulars of employees as required under Section 197 of the Act read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, is annexed to this Report as Annexure 4.

Employee Stock Option Scheme

Your Company has adopted CHEMBOND Employees Stock Option Scheme 2025 ("CHEMBOND ESOP 2025") for granting options to eligible employees of your Company as approved by the Members of your Company at the 50^th AGM held on August 14, 2025.

The applicable disclosures as required under the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and the details of stock options as at March 31,2026 under the ESOP 2025 are set out in the Report as Annexure 5.

Corporate Social Responsibility

In accordance with the provisions of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended from time to time, the Board of Directors has constituted a Corporate Social Responsibility (CSR) Committee and adopted a CSR Policy to guide the Companys CSR initiatives. The Company continues to undertake and contribute towards CSR activities in compliance with the applicable provisions of the Act.

The CSR Policy is reviewed and updated periodically to align with the evolving regulatory framework, including the requirements of the Companies (Corporate Social Responsibility Policy) Amendment Rules, 2021. The Policy is available on the Companys website at https:// chembond.in/all-policies/.

The Companys CSR philosophy is driven by its commitment to creating sustainable value for society through initiatives that emphasize scale, measurable impact and long-term sustainability. Details relating to the composition, terms of reference and meetings of the CSR Committee are provided in the Corporate Governance Report forming part of this Annual Report.

During FY 2025-26, the Company spent Rs 21.55 lakhs towards CSR activities through Visan Trust. The Company has identified key focus areas for its CSR interventions in line with the objectives set out in its CSR Policy. Further details of the CSR initiatives undertaken during the year are provided in the Annual Report on CSR Activities annexed to this Report as Annexure 6.

Business Responsibility and Sustainability Report

The Business Responsibility and Sustainability Report for the year ended March 31, 2026 as stipulated under Regulation 34(f) of the Listing Regulations is not applicable to the Company.

Prevention, Prohibition and Redressal of Sexual Harassment of Women

The Company is committed to providing and maintaining a safe, secure and inclusive work environment that is free from sexual harassment and discrimination. In compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act"), the Company has adopted a comprehensive Anti-Sexual Harassment Policy. The Policy on Prevention of Sexual Harassment at Workplace is available on the Companys website at https://chembond.in/all-policies/.

An Internal Complaints Committee (ICC) has been duly constituted to address and redress complaints relating to sexual harassment in accordance with the provisions of the POSH Act. The Policy extends to all employees of the Company, including permanent, contractual, temporary employees and trainees. The Company also conducts awareness and training programmes to educate employees on the provisions of the POSH Act and to promote a respectful and dignified workplace culture.

During the financial year under review, no complaint pertaining to sexual harassment was received by the ICC.

Compliance with Maternity Benefit Act, 1961

The Company is compliant with the applicable provisions of the Maternity Benefit Act, 1961 and has policies, systems and processes in place to ensure ongoing compliance.

Policies and Disclosure Requirements

Pursuant to the provisions of the Act and the Listing Regulations, the Company has adopted all applicable policies and procedures. These policies are available on the Companys website at https://chembond.in/all- policies/.

All Directors and Senior Management Personnel have affirmed compliance with the Companys Code of Conduct for the fy 2025-26.

The Companys policy on the appointment and remuneration of Directors, including the criteria for determining qualifications, positive attributes and independence of Directors, as well as other matters specified under Section 178(3) of the Act, is embodied in the Nomination and Remuneration Policy. Details of the Policy are provided in the Corporate Governance Report forming part of this Annual Report.

Particulars of Related Party Transactions

All related party transactions entered into by the Company during the financial year under review were undertaken in the ordinary course of business and on an arms length basis. Accordingly, such transactions did not attract the provisions of Section 188(1) of the Act. Consequently, the disclosure in Form AOC-2, as prescribed under the Act, is not applicable to the Company for FY 2025-26 and does not form part of this Report.

The Company has complied with the applicable requirements relating to related party transactions and has made appropriate disclosures in the Notes to the Financial Statements in accordance with the provisions of Indian Accounting Standard (Ind AS) 24 - Related Party Disclosures.

The Board has approved a Policy on Related Party Transactions to ensure transparency and/ compliance with the applicable statutory and regulatory requirements. The said Policy is available on the Companys website at https://chembond.in/all- policies/.

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

The particulars relating to conservation of energy, technology absorption and foreign exchange earnings and outgo, as required to be disclosed under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Account) Rules, 2014, as amended from time to time, are provided in Annexure 7.

Research and Development

The Company recognizes the need to have well equipped R&D facilities to meet customer requirements and in developing cutting edge products. As a natural corollary your Company continues to invest in a comprehensive R&D programme leveraging its world- class infrastructure, benchmarked processes, state- of-the-art technology and a business-focused R&D strategy.

The Company has spent approx. Rs 359.12 lakhs during the year under report on research and development.

Transfer to Investor Education and Protection Fund

Pursuant to the provisions of Section 124 of the Act, dividends remaining unpaid or unclaimed for a period of seven(7) consecutive years from the date of their transfer to the Companys Unpaid Dividend Account are required to be transferred to the Investor Education and Protection Fund ("IEPF") established by the Central Government. Further, in accordance with Section 124 of the Act read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended from time to time, all shares in respect of which dividends have remained unpaid or unclaimed for seven consecutive years or more are required to be transferred to the demat account of the IEPF Authority.

During the year under review, the Company transferred the requisite shares to the demat account of the IEPF Authority in compliance with the applicable statutory provisions. Prior to such transfer, the Company had individually communicated with the concerned shareholders whose shares were liable to be transferred and had also published notices in newspapers in accordance with the prescribed requirements. The details of such shareholders and the shares transferred to the IEPF Authority have been uploaded on the Companys website for the information of stakeholders.

Members and claimants whose shares and/or unclaimed dividend amounts have been transferred to the IEPF Authority may claim the same by submitting an application in Form IEPF-5, available on the IEPF website (www.iepf.gov.in), in accordance with the prescribed procedure. As per the IEPF Rules, only one consolidated claim can be filed by a claimant in a financial year.

IEPF Saksham Niveshak Campaign

The Company undertook a 100-day investor awareness campaign "Saksham Niveshak", as initiated by the Investor Education and Protection Fund Authority, Ministry of Corporate Affairs, during the period from July 28, 2025 to November 6, 2025.

The Company has also initiated actions under the second Saksham Niveshak Campaign which started from April 1,2026.

Material Changes and Commitment

Except as disclosed elsewhere in the Report, there have been no material changes and commitment affecting, the financial position of your Company, which have occurred between the end of the financial year of the Company and the date of this Report.

Significant and Material Orders

During the year under review, there has been one pending litigation against the Company and its Directors whose order is yet to be received. The matter is explained in detail in the Corporate Governance Section of the Annual Report. Except this there has been no significant and material order passed by the Regulators or Courts or Tribunals impacting the going concern status of the Company and its future operations.

Proceedings Pending under the Insolvency and Bankruptcy Code

There are no such proceedings or appeals pending and no applications has been filed under Insolvency and Bankruptcy Code, 2016 during the year under review and from the end of the financial year upto the date of this report.

The details of difference between amount of the valuation done at the time of One-time settlement and the valuation done while taking loan from the Banks or Financial Institutions

No such instance of one-time settlement or valuation was done while taking or discharging loan from the Banks/ Financial Institutions occurred during the year.

Acknowledgements

Your Board wishes to place on record their appreciation and acknowledge with gratitude the support and cooperation extended by customers, vendors, employees, government authorities, bankers, and members during the year under review and look forward to their continued support.

On behalf of the Board

sd/-

Sameer V. Shah

Chairman & Managing Director

DIN:00105721

Navi Mumbai

May 15,2026