Dear Members,
Your directors are pleased to present the 40th Annual Report on the business and operations of the Company, along with the audited financial statements for the financial year ended 31st March, 2026.
A summary of the Companys performance for the financial year ended 31st March, 2026 is as follows
Financial Highlights
| Particulars | 2025-26 | 2024-25 |
| Revenue from operation | 52090.32 | 42496.74 |
| Profit before finance cost and depreciation cost | 9980.53 | 8914.08 |
| Finance Cost | 186.20 | 590.05 |
| Depreciation | 682.51 | 487.39 |
| Profit Before Tax (PBT) | 9111.82 | 7836.64 |
| Current Tax | 2200.00 | 2060.00 |
| Deferred Tax | 36.06 | (27.27) |
| Previous year Tax | (125.30) | (9.11) |
| Net Profit After Tax | 7001.06 | 5813.02 |
| EPS (Basic and Diluted) (Amount in H) | 35.55 | 34.88 |
1. REVIEW OF BUSINESS OPERATIONS AND STATE OF COMPANY AFFAIRS.
On Standalone Basis Operations:
During the financial year, the Company recorded its revenue of RS. 52,090.32 lakhs, representing a year-on-year growth of 22.57% compared to RS. 42,496.74 lakhs in the previous financial year. This outstanding performance reflects the Companys strong operational execution, sustained business momentum, and continued focus on driving growth across its operations.
Profitability
The Company reported a strong operating and financial performance during the financial year. EBITDA increased to RS. 9,981 lakhs from RS. 8,914 lakhs in the previous year, registering a growth of 11.96%. Profit After Tax (PAT) also witnessed a significant increase, rising to RS. 7,001 lakhs from RS. 5,813 lakhs, reflecting a robust growth of 20.44% over the previous year. These strong financial results underscore the Companys operational efficiency, disciplined cost management, and continued focus on delivering sustainable value to its stakeholder.
Operating and financial performance Overview
The Companys operating performance was in line with its strategic business plan, future outlook, and effective implementation by its leadership team. Amidst a challenging macroeconomic landscape marked by raw material price volatility, the Company achieved its highest-ever revenue, EBITDA, and PAT, along with improved capacity utilization of Approx 92% of total Capacity available.
Looking forward, we recognize the immense potential of the renewable energy sector as a key driver of Indias sustainable growth. The robust and increasing demand for clean energy solutions underscores the nations commitment to a greener future. As the power industry transitions towards renewable sources, we are strategically positioned to support this shift by leveraging our expertise and expanding our capabilities. This growing market presents significant opportunities for us to contribute meaningfully to the countrys energy transformation while strengthening our own growth trajectory.
Operational Efficiency and Capacity Utilization Overview:
During the year under review, the Company maintained a high level of operational efficiency, achieving an approximate capacity utilization rate of 92%, as compared to 96% in the previous financial year. The current capacity utilisation has been computed after considering the phased capacity expansions that became operational during the year.The Companys order book remains strong with a value of more than H 600 Crore, reflecting sustained demand across core segments such as Power, Distribution and Renewable Energy Sector. We continue to follow a selective and margin-conscious approach to order acquisition, prioritizing projects that support long-term value creation. This disciplined strategy ensures efficient resource utilization and financial stability.
2. Dividend
The board after considering the financial performance, profitability and available distributable surplus for the financial year 2025-26, have proposed a dividend of 20% i.e H 2 per equity share on face value of H 10/- for the financial year ended 31st March 2026 aggregating to H 3,93,83,220 as per Companies Dividend Distribution Policy. The dividend would be paid subject to the approval of the members at the ensuing 40th Annual General Meeting of the Company. The Dividend distribution policy of the company is placed on the website of the company. https://www.danish.co.in/uploads/ files/dividend-distribution-policy.pdf .
3. Capital Expenditure and Projected Timelines
The Company has outlined a structured capital expenditure plan to support its long-term growth strategy and strengthen operational capabilities. The capex is being executed in two phases, funded through a combination of IPO proceeds and internal accruals:
• Phase 1 (Approx. 2,500 MVA): Phase 1 of the Companys expansion plan, with an approximate capacity of 2,500 MVA, became operational in October 2025 at the Companys owned facility situated at Plot No. DTA-02- 08, DTA Phase-II, P.O. Mahindra World City, Tehsil Sanganer, Jaipur - 302037.
• Phase 2 (Approx. 3,000 MVA): The capital expenditure planned under Phase 2, with an approximate capacity of 3,000 MVA, was completed during the Financial Year 202526, and commercial operations commenced in January 2026 at the facility located on land owned by Evernest Shelter Private Limited, situated at Plot Nos. DTA-02-09 & DTA-02- 10, DTA Phase-II, P.O. Mahindra World City, Tehsil Sanganer, Jaipur - 302037. The said land is contiguous to the Companys existing manufacturing facility located at Plot Nos. DTA-02-07 & 08, DTA Phase-II, P.O. Mahindra World City, Tehsil Sanganer, Jaipur - 302037.
4. Amount proposed to be transferred to Reserves:
The company has not transferred any amount to its General Reserve during financial year 2025-26.
5. Change in the nature of business, if any:
There is no change in the nature of the business during the financial year 2025-26
6. Material changes and commitment, if any affecting the financial position of the company having occurred since end of the year and till the date of the report.
There is no material Changes which may affect the financial position of the company.
7. CAPITAL STRUCTURE:
Authorised Share Capital:
During FY 2025-2026, the Company has not altered modified its authorized share capital.
Issued and Paid-up share capital
During FY 2025-2026, there was not change in the Issued and Paid-up share capital of the company.
Bonus Shares
During FY 2025-2026, the Company has not issued any bonus Shares to the shareholders of the company.
Buy Back of Shares
The Company has not bought back any of its securities during the year under review.
Sweat equity
The Company has not issued any Sweat Equity Shares during the year under review.
Employees stock option plan
The Company has not approved any Stock Option Scheme to the employees during the financial year 2025-26.
8. Investor Education and Protection Fund
There is no amount of unclaimed dividend/unpaid dividend which is to be transferred to Investor Education and protection Fund.
9. Constitution of Board:
The company has appointed optimum number of Executive, Non-Executive Director with at least one Women Director in pursuance of SEBI (Listing Obligation & Disclosure Requirement) Regulation, 2015. As on 31st March 2026 the company has 7 directors comprising of 1 Wholetime Director, 1 Managing Director, 1 Women Executive Director, 3 Non-Executive Independent Directors, and 1 NonExecutive Director. The Chairman of the Board is Executive Director.
10. Change in Directors and Key Managerial Personnel
During the financial year 2025-26, No director in the board was appointed. The company has appointed Mr. Anand Chaturvedi, Chief Financial officer in place of the Mr. Suresh Kalra, who have tendered his resignation on 25th April 2025.
Directors Retire by Rotation:
Mrs. Puneet Sandhu Talwar, Executive Director (DIN: 06928474), of the company is liable to retire by the rotation at the 40th Annual General Meeting of the company pursuant to section 152 of the companies Act, 2013, read with Companies (Appointment and Qualification of Directors) Rule, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and being eligible, for re-appointment.
Independent Directors:
The Independent Directors of the Company are appointed for a fixed term in compliance with the provisions of the Companies Act, 2013 and are not liable to retire by rotation. Each Independent Director has provided a formal declaration affirming compliance with the independence criteria as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Additionally, in line with Regulation 25 of the Listing Regulations, all Independent Directors have confirmed that no circumstances exist or are reasonably expected to arise that could compromise their ability to exercise independent judgment or discharge their duties in an objective, unbiased, and effective manner.
11. Board Meeting
During the financial year ended 31st March 2026 the Company held Board Meetings on 09.05.2025, 25.06.2025, 08.08.2025, 05.11.2025 and 25.02.2026
| S. Name of the Member No. | Designation | Category | No. of Meeting held/attended |
| 1. Mr. Dinesh Talwar | Chairman | Chairman & Wholetime Director | 5/5 |
| 2. Mr. Shivam Talwar | Member | Managing Director | 5/5 |
| 3. Mrs. Puneet Sandhu Talwar | Member | Executive Director | 5/5 |
| 4. Mr. Surendra Singh Bhandari | Member | Non-Executive Independent Director | 5/5 |
| 5. Mr. Devendra Bhushan Gupta | Member | Non-Executive Independent Director | 5/5 |
| 6. Mr. Pulkit Sharma | Member | Non-Executive Independent Director | 5/1 |
| 7. Mr. Siddharth Chintamani Shah | Member | Non- Executive Director | 5/4 |
12. Companys Policy on Directors appointment and remuneration
In accordance with the provisions of Section 178(3) of the Companies Act, 2013, the Policy of the Company relating to the appointment and remuneration of Directors, including the criteria for determining their qualifications, positive attributes, and independence, as well as other matters related thereto. The Policy has been posted on the website of the Company. https://www. danish.co.in/corporate-governance-policies/
13. ANNUAL EVALUATION BY THE BOARD
Pursuant to the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors is required to carry out an annual evaluation of its own performance, that of its committees, and individual Directors.
For this purpose, the Company developed a structured framework incorporating key evaluation parameters, including a detailed questionnaire covering various aspects of the Boards functioning, composition, culture, governance practices, and the performance of specific duties and responsibilities. Our company has prepared the policy to carried out annual evaluation of performances of Board, committees and individual Directors. The policy is posted on the website of the company. https://www.danish. co.in/corporate-governance-policies/
14. COMMITTEES
In compliance with the provisions of the Companies Act, 2013, the Company has duly constituted all mandatory Committees, including the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, and Corporate Social Responsibility (CSR) Committee. These Committees have been appropriately composed with a balanced representation of Executive and Non-Executive Directors, to uphold the standards of corporate governance in letter and spirit.
1. Audit Committee:
The company has constituted Audit Committee pursuant to section 177 of the Companies Act, 2013 comprising of 3 members which include Non-Executive Independent Director and Executive Director.
Member and Chairperson:
During the financial year ended 31st March 2026, the Audit Committee comprised of 3 directors out of whom 2 directors are Non- Executive & Independent Directors namely Mr. Surendra Singh Bhandari, Mr. Devendra Bhushan Gupta and 1 is Executive Director namely Mr, Shivam Talwar. The chairman of the committee is an Independent Director.
During the financial year ended 31st March 2026, five Audit Committee Meetings were held on 9.05.2025, 08.08.2025, 05.11.2025, 13.11.2025, 10.02.2026.
| S. Name of the Member No. | Designation | Category | No. of Meeting held/attended |
| 1. Mr. Surendra Singh Bhandari | Chairman | Non-executive Independent Director | 5/5 |
| 2. Mr. Devendra Bhushan Gupta | Member | Non-executive Independent Director | 5/5 |
| 3. Mr. Shivam Talwar | Member | Executive Director | 5/5 |
2. Corporate Social Responsibility Committee:
The Corporate Social Responsibility Committee (CSR Committee) constituted to formulate and recommend to the Board a Corporate Social Responsibility Policy, recommend the amount of expenditure to be incurred on CSR activities, and monitor the implementation of the CSR Policy in accordance with the provisions of Section 135 of the Companies Act, 2013 and the Companies (CSR Policy) Rules, 2014.
Member and Chairperson:
The CSR Committee comprise 3 members namely Mr. Shivam Talwar, Chairman of the committee, Mr. Surendra Singh Bhandari and Mrs. Puneet Sandhu Talwar.
During the financial year ended 31st March 2026, two meeting of CSR Committee was held on 09.05.2025 and 31.03.2026.
| S. Name of the Member No. | Designation | Nature of Directorship | No. of Meeting held/attended |
| 1. Mr. Shivam Talwar | Chairman | Executive Director | 2/2 |
| 2. Mr. Surendra Singh Bhandari | Member | Non-executive Independent Director | 2/2 |
| 3. Mrs. Puneet Sandhu Talwar | Member | Executive Director | 2/2 |
The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in Annexure-1. of this report in the format prescribed in the Companies (Corporate Social Responsibility policy), Rules 2014.
3. Stakeholders Grievances and Relationship Committee
Member and Chairperson:
The company has constituted Stakeholders Grievances and Relationship Committee pursuant to section 178(5) of the Companies Act, 2013 and Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 to ensure the effective redressal of the grievances of the security holders of the Company. The Committee comprising of 3 members which include Non-Executive Independent Directors and Executive Director.
During the financial year 2025-26, One (1) meeting of the Stakeholders Grievances and Relationship Committee were held on 31.03.2026
| S. Name of the Member No. | Designation | Category | No. of Meeting held/attended |
| 1. Mr. Surendra Singh Bhandari | Chairman | Non-executive Independent Director | 1/1 |
| 2. Mr. Devendra Bhushan Gupta | Member | Non-executive Independent Director | 1/1 |
| 3. Mrs. Puneet Sandhu Talwar | Member | Executive Director | 1/1 |
Complaint
Details of the investors grievances as on 31st March 2026 is as under:
a) Number of shareholders complaints received during the financial year ended 31st March, 2026: Nil
b) Number of complaints not solved to the satisfaction of shareholders: NIL
c) Number of pending complaints pending as on 31st March, 2026: Nil Name & Designation of Compliance officer
Mr. Vimal Chauhan, Company Secretary is the compliance Officer of the company and can be contacted at plot 02-07,08, 09 & 10 Phase-II, PO Mahindra World City, Sanganer Jaipur, 302037, Rajasthan. Email: cs@ danish.co.in for any stakeholders query/complaint.
4 Nomination and Remuneration Committee:
Pursuant to Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has duly constituted the Nomination and Remuneration Committee (NRC Committee) to identify and recommend suitable candidates for appointment as Directors and in senior management, formulate criteria for their qualifications and independence, and recommend a remuneration policy for Directors, Key Managerial Personnel, and other employees. The Committee also reviews Board performance and ensures alignment of the remuneration policy with the Companys objectives and statutory requirements.
Reconstitution of NRC Committee
During the financial year, the Nomination and Remuneration Committee ("NRC") was reconstituted pursuant to the resignation of Mr. Pulkit Sharma as Chairman and Member of the Committee on 23 February 2026 due to his professional commitments. Consequently, Mr. Devendra Bhushan Gupta, Independent Director, was inducted as a Member of the Committee with effect from 23 February 2026 in place of Mr. Pulkit Sharma.The Committee comprising of 3 members which include Non-Executive Independent and Non-Executive Directors.
During the financial year 2025-26, two (2) meetings of the Nomination and Remuneration Committee were held on 8 August 2025 and 23 February 2026.
| S. Name of the Member No. | Designation | Category | No. of Meeting held/attended |
| A. Mr. Pulkit Sharma | Chairman | Non-executive Independent Director | 2/2 |
| B. Mr. Surendra Singh Bhandari | Member | Non-executive Independent Director | 2/2 |
| C. Mr. Devendra Bhushan Gupta | Member | Non-executive Independent Director | 2/1 |
| D. Mr. Siddharth Chintamani Shah | Member | Non-executive | 2/2 |
15. AUDITOR
Statutory Auditor
The Statutory Auditors, M/s H.C. Bothra & Associate, Chartered Accountants, Jaipur (Firm Registration No. 008950C) was appointed as Statutory Auditors of the company to hold office from the conclusion of 38th Annual general Meeting till the conclusion of 43rd Annual general Meeting of the Company. The Company has received the consent from the Auditors and confirmation to the effect that they are not disqualified to be appointed as the Auditors of the Company in the terms of the provisions of the Companies Act, 2013 and the Rules made thereunder.
The statutory Auditors report on the financial statement of the company for the financial year ended 31st March 2026 issued by M/s H.C. Bothra & Associate, Chartered Accountants, Jaipur (Firm Registration No. 008950C) does not contain any qualification, reservation, adverse remark or disclaimer.
Cost Auditors
In compliance of section 148 of the Companies Act, 2013 read with Companies (Audit and Auditors) Rules, 2014 and on the recommendation of the Audit Committee, the Board of Directors has appointed M/s K G Goyal & Associates, Cost Accountant, (FRN: 000024) as Cost Auditor to
conduct audit of the cost records maintained for financial year 2025-26. The Cost Audit report for the financial year ended 31 March, 2026 is to be filed within 180 days from 31 March, 2026.
Secretarial Auditor
Pursuant to Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board had appointed M/s Harleen K & Co., Companies Secretaries, Jaipur has conducted the audit of Secretarial record for the financial year 2025-26 The Secretarial Audit Report for FY 2025-26 is annexed herewith the board report as an Annexure -2
The Company appointed M/s Harleen K & Co. Companies Secretaries, Jaipur, for conducting audit of the secretarial records for 5 consecutive years starting from FY 2025-2026 to 2029-2030. The Auditor hold a valid certificate issued by the Peer Review Board of the Institute of Company Secretaries of India.
Internal Auditor
M/s. R. Sogani & Associates, Chartered Accountants has been appointed as Internal Auditors of the Company to conduct the internal audit for the financial year 2025-26. The reports of the Internal Auditors are being reviewed by the audit committee from time to time.
16. Remuneration- Employees & Directors
Disclosure under Section 197(12) of the Companies Act, 2013 and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
1. Details relating to the percentage increase in remuneration of each Director, Chief Financial Officer, and Company Secretary, the ratio of each Directors remuneration to the median employee remuneration, for FY 2025-26 are provided below.
| S. Name of Director/KMP No. | Designation | %increase/decrease in remuneration in the financial year 2025-26 | Ratio of remuneration of each director to median remuneration / of employees |
| 1. Mr. Dinesh Talwar | Chairman & Whole time Director | Nil | 189.51:1 |
| 2. Mr. Shivam Talwar | Managing Director | 0.56% | 153.69:1 |
| 3. Mrs. Puneet Sandhu Talwar | Executive Director | 9.84% | 27.97:1 |
| 4. Mr. Vimal Chauhan | Company Secretary | 17.14% | 5.13:1 |
| 5. Mr. Anand Chaturvedi | CFO | NA | 12.88:1 |
Note: Independent Directors, being entitled only to sitting fees, are not covered in the above disclosure
2. The percentage increase in the median remuneration of employees in the financial 2025-26 was 7.59%
3. there were 537 employees on the rolls of company and 80 persons working as contract worker in the company.
4. Average percentage Increase made in the salaries of employees other than the managerial personnel in the last financial year i.e. 2025-26 was 15% whereas the increase in the managerial remuneration for the same financial year was 7.34%.
5. The remuneration has been paid in accordance with the Companys Remuneration Policy for Directors, Key Managerial Personnel, and other Employees.
6. There are no employees in the company (in terms of Remuneration) who has drawn the salary as specified in Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
7. Remuneration of Other Employees (Top 10 Employees):
| S. Name of no. Employee | Designation/ Department | Nature of Employment | Qualification | Experience | Date of Appointment of Employment | Age | Whether Employee is relative of any director of the company |
| 1. Bhanwar Singh Shekhawat | General manager- Production | Permanent | Diploma+ B-Tech | 32 | 06-09-1994 | 54 | No |
| 2. Anand Chaturvedi | Chief Financial Officer | Permanent | CA, CS, CMA | 30 | 08-08-2025 | 54 | No |
| 3. Umesh Kumar Yadav | Production | Permanent | GRADUATE | 15 | 01-07-2019 | 38 | No |
| 4. Mitesh Kumar | Head- Design | Permanent | B-Tech | 31 | 07-08-2020 | 48 | No |
| 5. Akhilesh Dixit | Deputy General Manager-Sales & Marketing | Permanent | MBA (MKT | 22 | 01-01-2011 | 45 | No |
| 6. Girdhari Lal Verma | Deputy General Manager-QC & Testing | Permanent | B.SC + ITI | 32 | 17-06-1994 | 56 | No |
| 7. Shivraj Singh naruka | Deputy General Manager- Production | Permanent | GRADUATE | 35 | 01-12-1992 | 59 | No |
| 8. Surya Lal Mishra | Head-Quailty | Permanent | BSC+B.TECH + MBA | 52 | 01-12-2014 | 74 | No |
| 9. Surendra Kumar Yadav | Deputy General Manager- Purchase | Permanent | MA+B.COM | 34 | 18-10-1993 | 55 | No |
| 10. Rajat Kumar jain | Assistant General Manager-Finance & Accounts | Permanent | CA FINAL | 11 | 01-05-2021 | 32 | No |
Remuneration received by Managing/Whole time Director from subsidiary company
None of the Directors, including the Managing Director and Whole-Time Director of the company have received any remuneration or commission from subsidiary companies during the financial year ended 31st March 2026.
17. Director Responsibility Statements
Section 134(5) of the Companies Act, 2013 requires the Board of Directors to provide a statement to the members of the Company in connection with maintenance of books, records, preparation of Annual Accounts in conformity with the accepted accounting standards and practices followed by the Company. Pursuant to the foregoing, and on the basis of representations received from the Operating Management, and after due enquiry, it is confirmed that:
a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
b) The Directors had selected such accounting policies and applied them consistently and made judgements 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 and loss of the Company for that period;
c) The Directors had taken 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) The Directors had prepared the annual accounts on a going concern basis; and
e) The Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.
f) The directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
18. Internal Financial Control
The Company has an effective internal control and risk management system, aligned with its size and operational complexity, which is periodically reviewed and strengthened through revised standard operating procedures.
The management assessed the effectiveness of internal financial controls as of 31st March 2026 and confirmed that no material weaknesses in design or operation were observed. While inherent limitations exist in any internal control framework, regular audits and reviews are conducted to ensure continued effectiveness.
The internal audit function, entrusted to M/s R. Sogani & Associates, Chartered Accountants, focuses on testing controls, risk appraisal, and benchmarking with industry best practices. The Audit Committee reviews the adequacy and performance of internal controls, with significant findings and corrective actions periodically reported. To ensure objectivity, the internal audit function reports directly to the Chairman of the Audit Committee.
19. Human Resource Development
Human Resource Development (HRD) plays a pivotal role in enhancing workforce capabilities in the power sector, especially amid rapid advancements in renewable energy, automation, and digitalization. Companies are focusing on upskilling through targeted training in technical areas, leadership, and cross-functional roles.
Special emphasis is placed on health and safety training to ensure a secure, compliant, and responsible work environment, particularly in high-risk operational areas. During the financial year, the Company organized a series of awareness and training sessions across various departments, focusing on the holistic development and wellbeing of employees. Key initiatives included:
• Awareness Programme on Energy Conservation: Training on energy-saving techniques and best practices to promote sustainable operations.
• Training Related to Artificial Intelligence:
Capacity Building on the Effective Use of Artificial Intelligence in Personal and Workplace Activities.
• Waste Management Workshops: Sessions conducted to educate employees on efficient waste disposal and environmental responsibility.
• Health Camps: Medical check-ups organized at all manufacturing units for routine health screening of staff and workers.
• Team Building Activities: Engagement
initiatives aimed at fostering collaboration, team spirit, and a positive work culture.
EMPLOYEES
During the year under review, industrial relations remained harmonious and satisfactory. The Board of Directors expresses its sincere appreciation to all employees for their dedication, commitment, and invaluable contributions to the continued progress and success of the Company.
As on 31st March, 2026, the Company employed a total of 617 personnel, comprising 537 permanent employees and 80 contractual staff. During the financial year, 193 new employees were appointed, while 100 employees resigned
20. General Meeting
During the preceding financial year, company has conducted following General Meeting.
| S. Particulars No. | 2025-26 | 2024-25 |
| Annual General Meeting | 10th September 2025 | 27th September 2024 |
| Extra Ordinary General Meeting | - | 29th May 2024 |
| 7th June 2024 | ||
| 12th June 2024 | ||
| 8th July 2024 | ||
| 16th July 2024 | ||
| 22nd July 2024 |
21. Compliance with Secretarial Standards
As per the disclosure requirement of para (9) of Secretarial Standard-1 (SS-1) the Company is in compliance of applicable Secretarial Standards.
22. Disclosure Under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
The Company has duly complied with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, including the constitution of the Internal Complaints Committee. The Company maintains a zero-tolerance policy towards sexual
harassment and ensures strict adherence to the law in both letter and spirit.
The details of Sexual Harassment Complaints received and their treatment during the year are as follows:
1. Number of Complaints of sexual harassment received in the year: Nil
2. Number of complaints disposed during the year: N.A
3. No. of cases pending for more than ninety days: N.A
4. No. of workshops or awareness programme against sexual harassment carried out: None
5. Nature of action taken by the employer or District officer: N.A
23. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The information on conservation of energy technology absorption and foreign exchange earnings and outgo is annexed as Annexure-3 which forms an integral part of this Boards Report.
24. VIGIL MECHANISM / WHISTLE BLOWER POLICY
The Board has constituted the vigil Mechanism/ Whistle blower policy pursuant to Section 177 of the Companies Act, 2013 with a view to provide a mechanism for employees of the Company to approach the Audit Committee of the Company and protected disclosure to the management instances of unethical behaviour, actual or suspected fraud or violation of the Code of Conduct. The policy protects the Whistle Blower wishing to raise a concern about serious irregularities within the Company. The policy is uploaded on the companys website and can be accessed at the web address:
https://www.danish.co.in/wp-content/
uploads/2025/05/Whistle-Blower-Policy-Danish-
25. CORPORATE SOCIAL RESPONSIBILITY
Companys CSR initiatives and activities are aligned to the requirement to the requirement of
section 135 of the companies act, 2013. The brief Outline of the CSR Policy of the company, CSR Committee and the initiatives undertaken by the company on CSR activities during the year are set out in Annexure-1 of the report as prescribed in the companies (Corporate Social Responsibility Policy) Rules, 2014.
26. MATERIAL ORDERS OF JUDICIAL BODIES /REGULATORS
During the year, no significant and material order passed by any Regulator, court, Tribunal, Statutory and quasi-judicial body, impacting the going concern status of the company and its future operations.
27. ANNUAL RETURN
The Annual Return filed pursuant to Section 92 of the Companies Act, 2013 in Form MGT- 7 for the financial year is available on the website of the Company and can be accessed at www.danish.co.in .
28. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES COMPANIES
As on the date of this Report, the Company has three wholly-owned subsidiaries, namely Evernest Shelter Private Limited, Danish Transformer India Private Limited, and Danish Foundation. During the year under review, the Company incorporated Danish Foundation as a wholly-owned subsidiary under Section 8 of the Companies Act, 2013, with the primary objective of undertaking charitable activities.
During the year, no company ceased to be a subsidiary, associate company, or joint venture of the Company.
Pursuant to the provisions of Section 129(3) of the Companies Act, 2013, a statement containing the salient features of the financial statements of the Companys subsidiaries in Form AOC-1 forms part of this Annual Report as Annexure-4.
The Company does not have any associate company or joint venture as on the date of this Report.
29. DEPOSITS
The Company has not accepted any deposit during the financial year 2025-26.
30. PARTICULARS OF LOANS,
GUARANTEES AND INVESTMENTS
During the financial year, the Company has provided loans and advances to its subsidiary, Danish Transformer India Private Limited, and has also issued a corporate guarantee in favour of a bank to facilitate the subsidiary in availing credit facilities of H 11.35 Cr., in accordance with the provisions of Sections 185 and 186 of the Companies Act, 2013. The particulars of the loan and Advances are disclosed in the notes forming part of the financial statements.
31. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES-
the Company entered into contract/ arrangement/ transaction with related parties under section 188. Therefore, the disclosure of related party transactions as required under Section 134(3)(h) of the Act in Form No. AOC-2 is applicable to the Company for F.Y.2025-26 and hence the same is attached herewith as an Annexure-5
32. UTILISATION OF PROCEEDS OF FUND
During the year ended 31st March 2026, the Company has successfully achieved the objectives of the issue as specified in the Prospectus issued at the time of its Initial Public Offering (IPO). The details of the expenditure incurred during FY ended 31st March 2025 & 2026 are as follows:(Amount in Lakhs)
| S. Item Head NO. | Amount proposed in the Prospectus | Amount Utilised during F.Y 2024-25 | Amount Utilised during F.Y 2025-26 |
| 1. Funding Capital Expenditure | 3699.47 | 1154.00 | 2545.47 |
| 2. Working Capital Requirement | 8500 | 3890 | 4610 |
| 3. General Corporate Purpose | 3838 | 993 | 2845 |
| 4. Repayment of certain Borrowings availed | 2000 | 2000 | 0 |
| 5. IPO Expenses | 1753 | 1753 | 0.00 |
| Total | 19790.47 | 9790 | 10000.47 |
The proceeds from the IPO have been duly utilized for the purposes outlined therein.
The funds have been deployed in a timely and efficient manner in line with the Companys strategic objectives, operational requirements, and long-term growth plans.
33. OTHER DISCLOSURES
A. Details of non-compliance by the Company, penalties and strictures imposed on the Company by the Stock Exchanges or SEBI or any Statutory Authorities or any other matter related to capital markets during the financial year.
During the financial year, no penalty was imposed on the Company either by the stock exchange or any other Statutory Authorities.
B. Disclosure on materially significant related party transactions:
There was no materially significant related party transaction during the year having potential conflict with the interest of the Company. Further, the policy on Related Party Transactions duly approved by the Board of Directors of the Company has been posted on the website of the Company.
C. Details of Compliance with Mandatory Requirements
The Company has duly complied with all applicable mandatory requirements prescribed under the relevant provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Companies Act, 2013, and other applicable laws, rules, and regulations. The Company continues to ensure adherence to the applicable statutory and regulatory framework in letter and spirit.
D. Confirmation Regarding Independence of Directors
Based on the declarations submitted by the Independent Directors at the beginning of the Financial Year 2025-26, the Board hereby certifies that all Independent Directors
appointed by the Company meet the conditions specified under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and are independent of the management.
34. ACKNOWLEDGEMENT & APPRECIATION
The Board gratefully acknowledges the unwavering commitment and support of employees and key stakeholders, including banking partners, shareholders, and government authorities, which have been instrumental to the Companys sustained growth.
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
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IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, PMS SEBI Regn. No: INP000002213, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099
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