Cords Cable Industries Ltd Directors Report

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Oct 19, 2026|12:00:00 AM

Cords Cable Industries Ltd Share Price directors Report

Dear Members,

The Board of Directors present the 35th Annual Report of Cords Cable Industries Limited ( the Company ) together with the Audited Financial Statements of the Company for the financial year ended March 31, 2026 ( FY 2025-26 ) and the Report of the Auditors thereon.

The Financial Summary and Highlights

The financial statements of the Company for the financial year ended March 31, 2026 have been prepared in accordance with the Indian Accounting Standards ( Ind AS ) prescribed under Section 133 of the Companies Act, 2013 ( the Act ), read with the Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time, and other accounting principles generally accepted in India, and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ( SEBI Listing Regulations ).

The summarized financial performance of the Company for the financial year ended March 31, 2026, is presented below:

(Amount in Lacs)

For Year ended

Particulars

March 31, 2026 March 31, 2025

Revenue from operations

95,389.98 79,456.29

Other income

497.82 392.65

Total revenue

95,887.80 79,848.94

Operating Expenses

89,559.53 74,513.73

Profit before Interest, Depreciation and Tax (PBITD)

6,328.27 5,335.22

Finance cost

2,579.44 2,521.61

Depreciation

978.34 849.39

Profit Before Tax (PBT)

2,770.49 1,964.22

Provision for tax including deferred tax

706.16 497.23

Profit for the year

2,064.33 1,466.99

Balance at the beginning of period

11,561.69 10,223.98

Amounts available for appropriation

13,626.02 11,690.97

Dividend

129.28 129.28

Balance at the end of period

13,496.74 11,561.69

Earnings per share (basic and diluted) (in Rs.)

15.88 11.25

The State of the Companys Affairs and Business Performance Your Company is engaged in the manufacture and sale of customised cable products designed to meet applicable Indian and international standards, customer specifications and project requirements. The Company s product portfolio includes control cables, instrumentation cables, power cables up to 3.3 kV, thermocouple extension and compensating cables, communication cables and other customised cable solutions.

The Company serves customers across industrial and infrastructure sectors, including power, oil and gas, refineries, petrochemicals, steel, cement, chemicals, water and desalination, metro rail, airports, renewable energy and other infrastructure-related applications.

The Company focuses on product quality, application engineering, manufacturing capability, customer service, timely delivery, process improvement and compliance with applicable technical and quality requirements. These capabilities support its business across domestic and overseas markets.

During the financial year under review, the Company delivered a strong operational and financial performance despite a dynamic macroeconomic environment and evolving market conditions. Total income increased to

95,887.80 lakhs from 79,848.94 lakhs in the previous financial year, reflecting healthy growth in business operations. Profit Before Interest, Tax, Depreciation and Amortisation (PBITDA) stood at 6,328.27 lakhs as against 5,335.22 lakhs in the previous year. Finance costs were 2,579.44 lakhs compared with 2,521.61 lakhs in the previous financial year. The total comprehensive income for the year increased to

2,053.40 lakhs from 1,453.92 lakhs in the previous year, reflecting the Company s sustained focus on operational efficiency, prudent cost management and disciplined execution of business strategies.

During the year, the Company continued to pursue business opportunities across power, renewable energy, solar, green hydrogen, water and wastewater, process industries and other infrastructure-related sectors. The Company also continued to engage with domestic and overseas customers to address technical requirements, pursue customer approvals and explore opportunities for the supply of its cable products.

The Company continued its business-development efforts in domestic and overseas markets, including the Middle East and Africa. Its international-business strategy remains focused on opportunities that meet the Company s technical capabilities, customer-approval requirements, commercial parameters, credit-risk criteria and export-compliance requirements.

The Company undertook customer-engagement and business-development initiatives during the year to showcase its product offerings, manufacturing capabilities, quality systems and technical expertise. These initiatives supported engagement with existing and prospective customers and assisted the Company in identifying suitable growth opportunities.

Looking ahead, the Company remains focused on strengthening its product portfolio, enhancing quality systems, widening its customer base, increasing export opportunities and pursuing growth in industrial and infrastructure sectors. The Company will continue to evaluate opportunities based on its product capability, applicable technical standards, customer requirements, commercial viability and prudent risk assessment. Based on the information presently available and the prevailing business environment, the Board does not foresee any material adverse change in the future prospects of the Company s business. The state of the Company s affairs is further reflected in the accompanying financial statements forming part of this Annual Report. The Company operates in one reportable business/ product segment, namelyCables. Accordingly, separate segment reporting is not applicable.

During the year under review, there was no change in the name, status or financial year of the Company. No material acquisition, merger, amalgamation, strategic partnership or diversification was undertaken during the year. The Company did not develop, acquire or assign any material intellectual-property rights during FY 2025 26. Further, no other material event occurred during the year that had a material impact on the affairs of the Company.

Particulars of Subsidiaries, Joint Ventures and Associate Companies The Company does not have any subsidiary, joint venture or associate company within the meaning of the Act. During the year under review, no company became or ceased to be a subsidiary, joint venture or associate company of the Company.

Change in the Nature of Business

During the period under review, no change has occurred in the nature of business carried out by your company, as it has not commenced any new business or discontinued or disposed-off any of its existing businesses.

Material Changes and Commitments

No material changes and commitments, either external or internal such as technical, legal, financial, strikes, breakdown, and lockdown affecting the financial position of the Company have occurred between the end of the financial year to which the financial statement relates and the date of signing of this Report.

Further, your Company has not revised any of its financial statements or the Boards report in respect of the three preceding financial years, either voluntarily or pursuant to any order of a judicial authority.

ISO Certificates and other recognitions

Your Company is awarded the globally recognized and prestigious ISO 9001:2015, ISO 14001:2015, ISO 45001:2018 certifications. Additionally, it holds BIS 7098 and BIS 1554 certifications for both Kaharani Plant and Chopanki Plant, and BIS 694 : 2010 for Kaharani Plant, reflecting its adherence to international standards in Quality, Environmental, Occupational Health, and Safety Management Systems.

The Capital Structure, Borrowings and Credit Rating The Company has not issued any debentures, bonds or other non-convertible debt securities during the financial year under review. The Company s funding requirements continue to be met primarily through working capital and term loan facilities availed from banks and financial institutions, which are utilised prudently to support business operations and growth initiatives.

Capital Structure

As of March 31, 2026, the authorised share capital of the Company is 1,710.00 lacs, divided into 1,35,00,000 equity shares of 10 each and 3,60,000 preference shares of 100 each. The paid-up capital of the Company as of March 31, 2026, is 1,292.78 lacs, divided into 1,29,27,780 equity shares of 10 each.

During the financial year under review, no change took place in the authorised, issued, subscribed, and paid-up share capital of the Company. Consequently, the disclosures relating to issue of shares, warrants, convertible securities, equity shares with differential voting rights, sweat equity shares, employees stock options, private placement, preferential allotment, right issue, and shares held in trust for the benefit of employees are not applicable to your Company for the financial year ended March 31, 2026.

Public Deposits

During the financial year under review, the Company did not accept any deposits within the meaning of Section

73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014. Accordingly, there were no outstanding deposits, no default in repayment of deposits or payment of interest thereon, and no deposits accepted in contravention of the provisions of the Act or the rules made thereunder.

The particulars of loans and advances not considered as deposits and not covered under Companies (Acceptance of Deposits) Rules, 2014, are as follows:

Particulars

Amount as at March 31, 2026 ( Lacs)

Loan from regional financial institutions

999.89

Loan from scheduled banks

6,072.44

Loan received from other Companies

3,507.60

Loan from directors

160.00

Security amount received from employees

7.15

Advance for supply of goods or services

1,710.12

Total

12,457.20

Credit Rating

The credit facilities of the Company have been reaffirmed by CareEdge Ratings Limited (CARE Ratings), reflecting the Companys stable financial profile, sound operating performance and prudent financial management. The details of the credit ratings as on the date of this Report are as under:

Facilities / Instruments

Rating Remarks Rating Definition

Long-term Facilities / Instruments

CARE BBB; Stable (Triple B; Outlook: Stable)

Reaffirmed

This rating is applicable to facilities having tenure of more than one year. Instruments with this rating are considered to have moderate degree of safety regarding timely servicing of financial obligations. Such instruments carry moderate credit risk. Stable outlook indicates expected stability (or retention) of the credit ratings in the medium term on account of stable credit risk profile of the entity in the medium term.

Short-term Facilities / Instruments

CARE A3 (A Three)

Reaffirmed

This rating is applicable to facilities having tenure up to one year. Instruments with this rating are considered to have moderate degree of safety regarding timely payment of financial obligations.

Dividend and Reserves

The Board remains committed to delivering sustainable value to shareholders while maintaining a prudent capital allocation strategy to support the Company s long-term growth and financial strength.

Dividend Distribution Policy

Pursuant to the provisions of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has voluntarily adopted a Dividend Distribution Policy with the objective of ensuring a fair, transparent and sustainable distribution of profits while maintaining adequate financial flexibility to support future business growth and strategic investments.

The Dividend Distribution Policy is available on the Company s website and can be accessed using the link: https://cordscable.com/code-policies/

Dividend

Your directors are pleased to recommend, for the approval of the Members at the ensuing 35th Annual General Meeting, a final dividend of 1.20 (Rupee One and Twenty Paise only) per equity share of face value 10 each (i.e., 12%) for the financial year ended March 31, 2026, as against 1.00 per equity share (10%) for the previous financial year.

The proposed dividend, if approved by the Members, will result in a total dividend outflow of approximately 155.13 lacs (previous year: 129.28 lacs) payable in accordance with the applicable provisions of the Income-tax Act, 1961.

The dividend, subject to approval of the Members, will be paid to those Members whose names appear in the Register of Members and the records of the Depositories as on the Record Date fixed for the purpose. Dividend shall be subject to deduction of tax at source in accordance with the Income-tax Act, 2025.

During the year ended March 31, 2026, no corporate actions were undertaken other than the declaration of dividends. There were no events relating to buy-back of securities, mergers, demergers, listing or delisting of securities, and split or consolidation of securities.

Transfer of Unpaid Dividend and Shares to Investor Education and Protection Fund Pursuant to Section 125 and other applicable provisions of the Companies Act, 2013, read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ( IEPF Rules ), all the unpaid or unclaimed dividends are required to be transferred to the IEPF established by the Central Government, upon completion of seven years.

Furthermore, according to the IEPF Rules, the shares in respect of which dividends have not been paid or claimed by Shareholders for seven consecutive years, or more are also required to be transferred to the Demat account of IEPF Authority.

Your Company does not have any unpaid or unclaimed dividends or shares relating thereto that require transfer to the IEPF as of the date of this Report. The details of the resultant benefits arising out of shares already transferred to the IEPF, year wise amounts of unclaimed / unpaid dividends lying in the unpaid dividend account up to the year, and the corresponding shares, which are liable to be transferred, are available on your Company s website at https://cordscable.com/unclaimed-dividend-shares-in-iepf/

Transfers to Reserves

The Directors do not propose to transfer any amount to any reserve or general reserve of the Company.

Particulars of Loans, Guarantees and Investment The Company has not granted any loans to any person or body corporate. The Company has also not provided any guarantees or furnished any security in connection with any loan.

The details of investments made by the Company are disclosed in Note 5 to the Financial Statements. The Company has complied with the provisions of Section 186 of the Act during the financial year. The aggregate amount of the investments made by the Company is within the limits prescribed under the said Section.

Contracts, Arrangements and Transactions with the Related Parties The Company has in place a comprehensive Policy on Materiality of Related Party Transactions and on Dealing with Related Party Transactions, formulated in accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ( SEBI Listing Regulations ). The Policy provides the framework for identification, approval, review and reporting of related party transactions and is available on the Companys website at

https://cordscable.com/wp-content/uploads/2025/10/Related-Party-Transactions-Poilicy_modified.pdf

All Related Party Transactions requiring approval under Section 177 of the Companies Act, 2013 and Regulation 23 of the SEBI Listing Regulations were placed before the Audit Committee for its prior approval, wherever applicable. In addition, the Audit Committee reviewed, on a quarterly basis, a statement containing the details of all Related Party Transactions entered into by the Company. The Company also submitted disclosures of Related Party Transactions to the Stock Exchanges on a half-yearly basis in the prescribed format.

All Related Party Transactions entered into during the financial year were in the ordinary course of business, on an arms length basis and in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI Listing Regulations. The Company did not enter into any material Related Party Transaction that could have had a potential conflict with its interests with the interests of the Company.

Further, no material contract, arrangement or transaction covered under Section 188(1) of the Companies Act, 2013 was entered into during the year. Accordingly, the disclosure in Form AOC-2 is not applicable. Details of Related Party Transactions, as required under the applicable Indian Accounting Standards, are disclosed in Note No. 31(B)(II)(D) to the accompanying Financial Statements forming part of this Annual Report.

Board Composition, Directors and Key Managerial Personnels As on March 31, 2026, the Board of Directors of your Company comprised six (6) Directors, including two (2) Executive Directors and four (4) Non-Executive Independent Directors, of whom one (1) is a Woman Director. The composition of the Board is in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Details of the composition of the Board and its Committees, changes in the Board and Key Managerial Personnel during the financial year and up to the date of this Report, together with other relevant information, are provided in Annexure 1 and 2.

Criteria for Appointment and Remuneration of Directors and Senior Management Personnel The Nomination and Remuneration Committee ( NRC ) has been constituted in accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ( SEBI Listing Regulations ).

Pursuant to Section 178(3) of the Companies Act, 2013 and Regulation 19 read with Part D of Schedule II of the SEBI Listing Regulations, the Board, on the recommendation of the NRC, has adopted a Nomination and Remuneration Policy for the Directors, Key Managerial Personnel, Senior Management Personnel and other employees of the Company.

The Policy, inter alia, lays down the criteria for appointment, remuneration, qualifications, positive attributes and independence of Directors, while promoting an appropriate balance of skills, experience, expertise, diversity and integrity on the Board. An Independent Director is required to satisfy the criteria of independence prescribed under the Companies Act, 2013 and the SEBI Listing Regulations and to comply with the Code for Independent Directors set out in Schedule IV to the Act. The policy is available on the Company s website at: https://cordscable.com/wp-content/uploads/2025/02/Nomination-and-Remuneration-Policy.pdf.

The NRC periodically reviews the composition of the Board, identifies competency requirements, undertakes gap analysis whenever necessary, including at the time of appointment or re-appointment of Directors, and recommends suitable candidates to the Board.

During the year under review, the Board reviewed the core skills, expertise and competencies required in the context of the Companys business and mapped the same with the existing Directors. The details thereof are provided in the Corporate Governance Report forming part of this Annual Report.

The remuneration payable to the Executive Directors is recommended by the NRC and approved by the Board of Directors and Members, wherever required, in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI Listing Regulations. The Executive Directors are not entitled to sitting fees for attending meetings of the Board or its Committees. The Independent Directors are paid sitting fees for attending meetings of the Board and its Committees within the limits prescribed under the Act.

Your directors affirm that the remuneration paid to the Directors, Key Managerial Personnel, Senior Management Personnel and other employees during the financial year under review was in accordance with the Nomination and Remuneration Policy of the Company. The particulars regarding remuneration of the Directors and Key Managerial Personnel, along with details of the ratio of remuneration of each Director to the median remuneration of employees of the Company for the financial year under review, is given in Annexure 3 . A statement containing particulars of the top ten employees and the employees drawing remuneration in excess of limits prescribed under Section 197(12) of the Act, read with Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is given in Annexure 3 . In terms of proviso to Section 136(1) of the Act, the Report and Accounts are being sent to the shareholders including the aforesaid Annexure. The aforesaid Statement is also open for inspection at the Registered Office of the Company up to the date of the ensuing Annual General Meeting. Any member interested in obtaining a copy of the same may write to the Company Secretary.

Neither the Managing Director nor the Whole-time Director of your Company receives any remuneration or commission from any of its subsidiaries as there was no such subsidiary company during the period under review.

Annual Performance Evaluation of the Board, Committees and Directors The NRC has laid down the evaluation criteria, process and timelines for the performance evaluation of the Board, its Committees and the Directors. The evaluation framework includes key parameters covering the effectiveness of the Board and Committee composition, governance processes, strategic oversight, quality of deliberations, decision-making and the contribution and participation of individual Directors. The Board periodically reviews and approves the evaluation framework to ensure a transparent, objective and comprehensive evaluation process.

The Board of Directors, at its meeting held on February 13, 2026, carried out the annual performance evaluation of the Board, its committees and the individual Directors. The performance of the Board and individual Directors was evaluated after seeking feedback from all the Directors, while the performance of the Committees was evaluated by the Board based on the feedback received from the respective Committee members.

The evaluation criteria are broadly aligned with theGuidance Note on Board Evaluationissued by the Securities and Exchange Board of India on January 5, 2017. Based on the outcome of the evaluation, the Board expressed its satisfaction with its overall effectiveness and the functioning of its committees and individual Directors.

Statement and Declaration in respect of Independent Directors The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013, read with Rule 6 of the Companies (Appointment and Qualification of

Directors) Rules, 2014, and Regulation 16 of SEBI (Listing Obligation and Disclosure Requirements), Regulations, 2015 along with compliance with registration in Independent Directors Data Bank.

In terms of Regulation 25(8) of the SEBI Listing Regulations, the Independent Directors of the Company have confirmed that they are not aware of any circumstance or situation that exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence.

The Board of Directors of the Company has taken on record the aforesaid declarations and confirmations submitted by the Independent Directors after undertaking due assessment of the veracity of the same. In the opinion of the Board, all the Independent Directors fulfil the conditions of independence as specified in the Act and the Rules made thereunder and are independent of the management. There has been no change in the circumstances affecting their status as Independent Directors of the Company.

The Independent Directors have also confirmed that they have complied with the Company s Code of Conduct for Independent Directors as prescribed in Schedule IV to the Companies Act, 2013. The Certificate of Independence received from all the Independent Directors has been duly noted by the Board at its meeting held on May 28, 2026.

A statement of the Board of Directors with regard to integrity, expertise, and experience of Independent Directors appointed during the financial year 2025-26 is annexed herewith as Annexure 4 .

Meeting of Board and its Committees

The Company has constituted various Committees in compliance with the provisions of the Companies Act, 2013, and SEBI Listing Regulations, namely the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Committee of Directors, and Corporate Social Responsibility Committee.

The constitution of Committees, appointment of Committee members, terms of reference and scope of responsibilities of the respective Committees are determined by the Board of Directors in accordance with the applicable statutory and regulatory requirements. During the year, all the recommendations made by the Audit Committee were accepted by the Board. Further, details of the particulars of role and composition of these committees, including the numbers of meetings held during the financial year and attendance at meetings, are provided in the Corporate Governance Section, annexed as Annexure 1

Meeting of Independent Directors

The Independent Directors met once during the financial year under review on February 13, 2026, pursuant to Regulation 25 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Schedule IV to the Companies Act, 2013, inter-alia, to discuss: Evaluation of performance of Non-Independent Directors and the Board of Directors as a whole; Evaluation of performance of the Chairman of the Company, taking into account views of Executive and Non-Executive Directors; Evaluation of the quality, content, and timelines of flow of information between the Management and the Board that is necessary for the Board to effectively and reasonably perform its duties.

The meeting of the Independent Directors was conducted without the presence of the Chairman, Managing Director, Non-Executive Directors, Chief Financial Officer, and the Company Secretary and Compliance Officer of the Company.

Familiarization Program for Independent Directors The Board is regularly updated on changes in statutory provisions, as applicable to your Company. Pursuant to the provisions of Regulation 25(7) of the SEBI Listing Regulations read with Schedule IV of the Act, the Company has also formulated a Familiarization Program for Independent Directors with an aim to familiarize the Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company etc., to provide them with better understanding of the business and operations of the Company and so as to enable them to contribute significantly to the Company.

The details of familiarization and orientation program are provided in the Corporate Governance Report and are also available on the Company s website at https://cordscable.com/wp-content/uploads/2025/02/Familiarisation-Programme.pdf

Directors Responsibility Statement

The Board of Directors acknowledges the responsibility for ensuring compliance with the provisions of Section 134(3)(c) read with Section 134(5) of the Companies Act, 2013, in the preparation of the annual accounts. Accordingly, the Directors of your Company make the following statements in terms of Section 134 of the Companies Act, 2013, to the best of their knowledge and belief, and according to the information and explanations obtained by them: a) In the preparation of the annual accounts for the year ended March 31, 2026, the Indian Accounting Standards (Ind AS) have been followed, and there are no material departures.

b) The Directors had 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 your company at the end of the financial year on March 31, 2026, and of the profit of the company for the period ended on that date. c) The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. d) The directors had prepared the annual accounts for the year ended on March 31, 2026, on a going concern basis. e) The directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and are operating effectively; and f) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Adequacy of Internal Financial Control Systems Based on the framework of Internal Financial Controls over Financial Reporting and compliance systems established and maintained by the Company, work performed by the internal, statutory, and secretarial auditors and external consultants, and the reviews performed by management and the relevant board committees, including the Audit Committee, the Board is of the opinion that Company s internal financial controls were adequate and effective during the financial year under review. The Directors review the financial control systems from time to time and adequate steps are taken to strengthen such systems. Details regarding internal financial controls and their adequacy are also included in the Management Discussion and Analysis.

Risk Management Policy

Risk Management Policy commensurate with its size and nature of business is developed and implemented by the company and discussed by the Board from time to time while it reviews the business operations. Policy is primarily developed with a view to identify and mitigate risks that could threaten the existence of the company. The policy provides a reasonable assurance in respect of providing financial and operational risk in respect of business of the company, complying with applicable statutes and safeguarding of assets of the company.

Board periodically reviews top enterprise risks and mitigation measures. The Board is of the opinion that there are no significant risks that may threaten the existence of the Company. Based on its assessment, the Board does not foresee any material risks that could adversely impact the Company s operations or continuity as on the date of this Report. The Audit Committee continues to provide oversight on the adequacy and effectiveness of the Company s financial controls and related matters. A brief about the risks and concern is also given in the Management Discussion and Analysis Report.

Managing Director and Chief Financial Officer Certification The Managing Director and the Chief Financial Officer of the Company have given a certificate to the Board as contemplated under Regulation 17(8) of SEBI (Listing Obligation and Disclosure Requirements), 2015. The certificate is annexed with this report as Annexure 5 .

Management Discussion and Analysis

The Management Discussion and Analysis and the Business Responsibility Report, as required under the SEBI Listing Regulations, form part of this report as Annexure 6 .

Corporate Governance

The Governance, Corporate Secretarial, and Legal functions of the Company ensure maintenance of good governance within the organization. The existence of good corporate governance is essential for the businesses to function smoothly, ensuring compliant at all times and providing strategic business partnership in the areas including legal expertise, corporate restructuring, regulatory changes, and governance.

As required by Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ( Listing Regulations ), a detailed report on Corporate Governance together with the Auditor s Certificate on its compliance forms part of the Annual Report as Annexure 1 . A certificate issued by M/s Gupta Gulshan & Associates, Company Secretaries, regarding compliance with the conditions of Corporate Governance as stipulated in Regulation 34(3) and Schedule V of SEBI (Listing Obligation and Disclosure Requirements), 2015, has been obtained and is annexed at the end of Corporate Governance Report in the aforesaid annexure.

Also, a declaration signed by the Managing Director stating that the members of the Board of Directors, and senior management personnel have affirmed the compliance with code of conduct of the Board of Directors and Senior Management forms part of this report. The code can be viewed at the following link: https://cordscable.com/code-policies/

Audit Committee, Vigil Mechanism and Whistle Blower Policy Pursuant to the provisions of Section 177 of the Companies Act, 2013, read with Rule 6 of the Companies (Meetings of the Board and its Powers) Rules, 2014, and

Regulation 18 of SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, the details pertaining to the composition of the Audit Committee are included in the Corporate Governance Report, which forms part of this Annual Report.

All recommendations of the Audit Committee have been accepted by the Board; hence, there is no requirement to disclose reasons for not accepting any such recommendations.

The Company has established a vigil mechanism by adopting a Whistle Blower Policy for stakeholders, including Directors and employees of the Company and their representative bodies, to report genuine concerns in the prescribed manner, enabling them to freely communicate their concerns and grievances about illegal or unethical practices in the Company, actual or suspected fraud or violation of the Companys Code or Policies.

The vigil mechanism is overseen by the Audit Committee and provides adequate safeguards against victimization of stakeholders who use such mechanism. It provides a mechanism for stakeholders to approach the Chairman of the Audit Committee or the Chairman of the Company. During the year, no whistle blower complaint was received and no person was denied access to the Chairman of the Audit Committee or to the Chairman of the Company. The Whistle Blower Policy of the Company is available at web link

https://cordscable.com/wp-content/uploads/2025/02/Whistle-Blower-Policies.pdf

Audit and Auditors

The Company has a robust audit framework to ensure the accuracy and integrity of its financial reporting, compliance with applicable laws and regulations, and adherence to sound corporate governance practices. The details relating to the Company s Auditors and the audit conducted during the year are provided below.

Appointment of Statutory Auditors and their Report The members at the 30th Annual General Meeting of the Company approved the re-appointment of M/s Alok Misra & Co., Chartered Accountants (FRN 018734N), as the Statutory Auditors of the Company to hold office for a second term of five years, i.e., from the conclusion of the 30th Annual General Meeting and until the conclusion of 35th Annual General Meeting.

As the tenure of M/s Alok Misra & Co., Chartered Accountants (FRN 018734N) is expiring on this AGM, the Board of Directors, at its meeting held on August 13, 2026, (based on the recommendation of the Audit Committee), has approved the appointment of M/s GVKN & Associates, Chartered Accountants (Firm Registration No. 016479N) as the Statutory Auditors of the Company. Their appointment is for a term of five consecutive years commencing from FY 2026 27 till FY 2030 31, subject to the approval of the Members at the ensuing Annual General Meeting. The remuneration payable to the Statutory Auditors shall be determined by the Board of Directors (including its Committees thereof), from time to time, in consultation with the Statutory Auditor for each Financial Year.

The Statutory Auditors, M/s GVKN & Associates, Chartered Accountants (Firm Registration No. 016479N), have submitted a certificate confirming their eligibility under Section 139 of the Act and that they meet the criteria for appointment specified in Section 141 of the Act. Further, the Company has also received a declaration from the Auditors that they are not disqualified for such appointment/reappointment under the said Act.

The Auditor s Report is annexed with the financial statements for the financial year under review. The Auditor s Report does not contain any qualifications, reservations, adverse remarks, or disclaimers; hence, no explanation or comments from the Board are required in this regard. The observations of the Statutory Auditors in their report should be read with the relevant notes to accounts and are self-explanatory, requiring no further comments.

Secretarial Standards, Appointment of Secretarial Auditors and their Reports The company has complied with the applicable Secretarial Standards (SS-1 and SS-2) issued by the Institute of Company Secretaries of India. The Directors have devised proper systems and processes for complying with the requirements of applicable Secretarial Standards issued by the Institute of Company Secretaries of India, and that such systems were adequate and operating effectively.

In terms of Section 204 of the Companies Act, 2013 and in compliance with Regulation 24A of the SEBI Listing Regulations and Section 204 of the Act, the Board at its meeting held on May 27, 2025, based on recommendation of the Audit Committee, has approved the appointment of M/s Gupta Gulshan & Associates, Company Secretaries (Firm Registration No 3925), as Secretarial Auditors of the Company for a term of five consecutive years commencing from FY 2025-26 till FY 2029-30, at such remuneration as may be determined by the Board of Directors of the Company (including its Committees thereof), from time to time, in consultation with the Secretarial Auditors for each Financial Year.

A copy of the Secretarial Audit Report submitted by M/s Gupta Gulshan & Associates, Company Secretaries is annexed herewith as Annexure 7 .

The Annual Secretarial Compliance Report for the financial year under review, also obtained from M/s Gupta Gulshan & Associates, Company Secretaries and submitted to stock exchanges i.e. BSE and NSE within stipulated time period, is annexed herewith as Annexure 8 .

The aforesaid reports do not contain any qualifications, reservations, adverse remarks, or disclaimers; therefore, the Board is not required to provide further comments thereon.

Cost Records, Appointment of Cost Auditors and Cost Audit Report In accordance with Section 148 of the Companies Act, 2013, read with The Companies (Cost Records and Audit) Rules, 2014, the Company maintains accounts and records related to manufacturing activities and has them duly audited.

The Cost Audit Report for the previous financial year 2024-25, issued by M/s S Chander & Associates, Cost Accountants, was submitted to the Ministry of Corporate Affairs on August 27, 2025. The Cost Audit for the financial year 2025 26 is currently underway, and the report will be submitted to the Ministry of Corporate Affairs upon completion of the audit by M/s S Chander & Associates, Cost Accountants, who have been appointed as the Cost Auditors for the said financial year.

The Board has approved the appointment of M/s S Chander & Associates, Cost Accountants (Firm Registration No. 100105), as Cost Auditors for the financial year 2026-27. The remuneration of Cost Auditors shall be subject to ratification by the shareholders at the ensuing Annual General Meeting.

Reporting of Frauds by Auditors

The Statutory Auditors, Secretarial Auditors and Cost Auditors of the Company have not reported any fraud under Section 143(12) of the Companies Act, 2013 read with the rules made thereunder during the financial year under review. There were no instances of fraud reported by the Auditors either to the Company or to the Central Government during the said period.

Corporate Social Responsibility (CSR)

Pursuant to the provisions of Section 135 of the Companies Act, 2013 ( the Act ) read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Company has constituted a Corporate Social Responsibility ( CSR ) Committee of the Board to formulate, monitor and recommend the CSR Policy and oversee the implementation of the Company s CSR initiatives.

The Company s CSR Policy provides the guiding framework for undertaking socially responsible initiatives aimed at creating sustainable value for the community and contributing towards inclusive growth. The Policy is available on the Company s website at: https://cordscable.com/wp-content/uploads/2025/02/CSR-Policy.pdf

During the financial year under review, the Company s CSR initiatives continued to focus on education, healthcare, nutrition and community welfare, with special emphasis on supporting underprivileged and differently-abled children.

As part of its education initiatives, the Company organized various programmes to promote quality education and improve the academic environment for students. These initiatives included the distribution of school uniforms, school bags, books, notebooks and other educational materials to deserving students.

In the area of healthcare, the Company extended support by providing hearing-aid devices to hearing-impaired children and organized health check-up camps at Kaharani and Chopanki, (Rajasthan), benefiting the local communities through preventive healthcare and medical assistance.

The Company also collaborated with ISKCON in support of its Anna se Atma ki Sewa programme, a charitable initiative aimed at combating malnutrition and addressing food insecurity by providing nutritious meals.

Further, during the year, the Company contributed to the PM CARES Fund in accordance with the activities specified under Schedule VII of the Companies Act, 2013, reaffirming its commitment to supporting national relief and welfare initiatives.

The composition of the CSR Committee, its terms of reference and details of meetings held during the financial year are provided in the Corporate Governance Report, which forms part of this Annual Report.

The Annual Report on CSR activities containing the disclosures prescribed under Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, is annexed to this Report as Annexure 9 .

Conservations of Energy

The Company meets its energy requirements primarily through electricity supplied by the State electricity distribution utility and maintains adequate power backup facilities to ensure uninterrupted operations. The Company remains committed to enhancing energy efficiency, optimizing resource utilization and promoting sustainable manufacturing practices. During the financial year, the following energy conservation measures were undertaken: a) Deployment ofbattery-operated electric forkliftsfor internal material handling in place of conventional diesel-operated forklifts, resulting in reduced fossil fuel consumption, lower carbon emissions and improved operational efficiency. b) Introduction ofPP (Polypropylene) Sheet packingfor cable drums in place of conventional wooden battens, reducing the consumption of timber-based packing materials, optimizing packaging weight and promoting sustainable utilization of natural resources. c) Continued replacement of conventional lighting withenergy-efficient LED lightingacross manufacturing facilities, leading to lower electricity consumption.

d) Installation ofIE3 Premium Efficiency Motorsfor new installations and replacement of existing motors, resulting in improved energy efficiency and reduced power consumption. e) Installation ofVariable Frequency Drives (VFDs)on selected motors and equipment to optimize energy consumption based on process requirements. f) Replacement of conventionalDC motors with energy-efficient AC motors, wherever technically feasible, to improve equipment reliability and reduce energy consumption. g) Strengthening ofpreventive maintenance practices and energy monitoring systemsto ensure optimum performance of plant and machinery and minimize energy losses. h) Implementation ofrainwater harvesting facilitiesto facilitate the collection of rainwater and its percolation into the ground, thereby contributing to groundwater recharge, conservation of water resources and long-term environmental sustainability.

The above initiatives have contributed to improved energy efficiency, conservation of natural resources, reduction in environmental impact and enhancement of operational performance.

The company has taken various steps for utilizing alternate sources of energy including use ofbattery-operated electric forklifts, utilizing electrical energy as an alternative to fossil fuels for internal material handling operations. The Company continues to evaluate the adoption of renewable energy sources and other energy-efficient technologies with a view to improving sustainability and reducing its environmental footprint. The Company also invested inPP Sheet-based cable drum packingandrainwater harvesting infrastructureto support sustainable manufacturing practices, efficient utilization of natural resources and long-term environmental sustainability.

Technology Absorption

The Company is committed to continuously improving its manufacturing processes, product quality and operational efficiency through the adoption of appropriate technologies, process optimization and research and development initiatives.

During the financial year under review, the Company continued to undertake measures aimed at improving productivity, enhancing product quality, reducing process losses and ensuring efficient utilization of resources. These initiatives contributed to improved operational efficiency and supported the Company s business objectives.

The Company has not imported any technology during the last three financial years and has not entered into any foreign technology collaboration or technology transfer agreement. The particulars relating to technology absorption are as under:

Efforts made towards

Continuous process

technology absorption

improvements, modernization of manufacturing facilities, product development and quality enhancement through in-house research and development activities.

Benefits derived

Improved product quality, enhanced manufacturing efficiency, optimization of production processes, reduction in operational losses and better utilization of resources.

Technology imported during the last three years

Nil

Details of technology imported, year of import and whether fully absorbed

Not Applicable

Expenditure incurred on Research and Development

Nil

Foreign Exchange Earnings and Outgo

During the year under review, Company s products were exported to other countries, earning foreign exchange. The Company also participated in international exhibitions, seminars, and conferences, to promote of its products. Efforts shall continue to expand the geographical reach on export market to maximize foreign exchange inflow and to minimize the foreign exchange outflow.

The Company earned 10,836.01 lacs (previous year:

2,028.52 lacs) in foreign exchange in terms of actual inflows and spent an amount of 101.31 lacs (previous year: 14.13 lacs) in foreign exchange outgo in terms of actual outflows during the financial year under review.

Compliance with Insider Trading Code

The company has adopted an Internal Code of Conduct for Regulating, Monitoring, and Reporting of Trades by Designated Persons ( the Code ) in accordance with the SEBI (Prohibition of Insider Trading) Regulations, 2015 (The PIT Regulations). The Code is applicable to Promoters, Members of Promoter Group, all Directors, and such Designated Employees who are expected to have access to unpublished price-sensitive information relating to the Company. The Company has maintained Structured Digital Database in accordance with PIT Regulations and complied with the applicable regulations. The Company Secretary is the Compliance Officer for monitoring adherence to the said PIT Regulations. The company has also formulated The Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (UPSI) in compliance with the PIT Regulations. All Board of Directors and the designated persons have confirmed compliance with the Code. This Code is displayed on company s website: https://cordscable.com/wp-content/uploads/2025/03/Insider-Trading-Policy-edit.pdf

Detail of Orders Passed by Regulators, Courts, or Tribunals During the period under review, no material orders have been passed by any regulator, court, tribunal that would impact the Company s going concern status or future operations, except to the extent as may be mentioned in the notes to accounts attached to the financial statements forming part of the Annual Report.

Details of Applications under Insolvency and Bankruptcy Code, 2016 During the period under review, no application was filed against the Company under the Insolvency and Bankruptcy Code, 2016, for default in payment of debt. Consequently, status of such application and other disclosures in this regard are not applicable to your Company.

Particulars about Valuation in case of One-Time Settlement During the financial year under review, the company did not enter into one-time settlement with banks or financial institutions in respect of loans availed by the Company. Therefore, the reasons and other disclosures regarding differences between the 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 are not applicable.

Listing and Dematerialization of Securities, Payment of Listing Fee and Electronic Filing The shares of the Company are listed on the National Stock Exchange of India Limited (NSE) and BSE Limited (BSE). The listing fee for the year 2025-26 has already been paid to the stock exchanges. The equity shares are available for dematerialization through National Securities Depository Limited and Central Depository Services (India) Limited, and ISIN assigned to the equity shares is INE792I01017.

The company is also periodically uploading Annual Reports, Financial Results, Shareholding Patterns, etc., on its website: www.cordscable.com within the prescribed time limit.

Digital Initiatives, Cyber Security and use of Artificial Intelligence The Company regularly uploads the Annual Report, financial results, shareholding pattern and other statutory disclosures on its website, www.cordscable.com, within the prescribed timelines. The Company has maintained books of account through accounting software having audit trail feature as applicable under Rule 3(1) of the Companies (Accounts) Rules, 2014.

The Company continues to strengthen its cyber security framework through periodic reviews and appropriate technological controls. No cyber security breaches or data loss incidents were reported during the financial year. The Company also evaluates the use of artificial intelligence to enhance operational efficiency and business processes in a responsible manner.

Green Initiative in Corporate Governance

In line with the Green Initiative introduced by the Ministry of Corporate Affairs ( MCA ), the Company continues to promote environmentally sustainable practices by encouraging Members to receive communications electronically, thereby reducing paper consumption and conserving natural resources.

The Annual Report for the financial year 2025 26 and the Notice convening the 35th Annual General Meeting ( AGM ) are being sent electronically to Members whose e-mail addresses are registered with the Company, Depository Participants or the Registrar and Share Transfer Agent, in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Physical copies are made available upon request.

Annual Return

Pursuant to Section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return as on March 31, 2026 is available on the Company s website at https://cordscable.com/annual-return/

Environment and Safety

Your Company is conscious of the importance of environmentally clean and safe operations. Your Company endeavours that the conduct of all operations is in such manner so as to ensure safety of all concerned, compliance of statutory and industrial requirements for environment protection and conservation of natural resources to the extent possible.

The Company has also provided remote e-voting facility in compliance with Section 108 of the Companies Act, 2013 read with the Companies (Management and

Administration) Rules, 2014. The detailed e-voting instructions are included in the Notice of the AGM.

Human Resources and Compliances

The Company recognizes its employees as its most valuable asset and remains committed to fostering a work environment that promotes diversity, equity, inclusivity and mutual respect. During the financial year under review, the Company continued to invest in employee training, skill enhancement, performance development and welfare initiatives, with the objective of improving productivity and employee satisfaction.

The Company is an equal opportunity employer and is committed to providing a safe, inclusive and respectful workplace for all employees. It does not discriminate on the basis of gender, caste, religion, disability or sexual orientation. As on March 31, 2026, the Company had a total workforce of 243 employees, comprising 217 male employees and 26 female employees. There were no transgender employees on the rolls of the Company as on that date.

The Company continued to comply with all applicable labour and employment laws, and industrial relations remained cordial throughout the year. The Company also complied with the provisions of the Maternity Benefit Act, 1961 and extended all statutory benefits to eligible women employees.

Prevention of Sexual Harassment at Workplace As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 and rules made thereunder, your Company has laid down a Prevention of Sexual Harassment (POSH) Policy and has constituted Internal Complaints Committees (ICC) at all relevant locations across India to consider and resolve the complaints related to sexual harassment, including those raised through the Government of India s SHe-Box platform. The policy is available at Company s website: https://cordscable.com/wp-content/uploads/2025/02/Policy-on-POSH-Act.pdf

The Internal Complaints Committees comprise senior women employees as Presiding Officers and include external members possessing the requisite experience and expertise to conduct the investigations and make decisions at the respective locations. Your Company has zero tolerance on sexual harassment at the workplace. The ICC also work extensively on creating awareness on relevance of sexual harassment issues, including while working remotely. The employees are required to undergo mandatory training/ certification on POSH to sensitise themselves and strengthen their awareness.

During the financial year under review, there were no complaints received by the Company under the applicable regulatory or statutory requirements. Accordingly, no complaints were pending at the beginning or end of the year, and no complaints remained pending for more than 90 days.

Appreciation

Your Directors express their sincere gratitude for the guidance, support and assistance received from the Government of India, State Governments, Government departments, banks, customers, suppliers and business associates for their continued faith, trust and confidence reposed in the Company.

The Board of Directors also places on record its sincere appreciation for the dedicated efforts and consistent contribution of employees at all levels, which have enabled the Company to sustain its growth and performance.

The Board further acknowledges the confidence reposed by the shareholders in the Company and looks forward to their continued support in the years ahead.

By Order of Board

For Cords Cable Industries Limited

Naveen Sawhney

Pawan Kumar Maheswari

Managing Director

Whole Time Director

DIN: 00893704

DIN: 10238911

Place: New Delhi

Date: August 13, 2026

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