Deepak Builders & Engineers India Ltd Directors Report

To the Members,

Your Directors take pleasure in presenting their 9th Annual Report on the business and operations of the Company together with the Audited Financial Statements for the year ended 31st March, 2026.

FINANCIAL PERFORMANCE

The Audited financial Statements for the financial year ended 31st March, 2026 have been prepared in accordance with the Indian Accounting Standard (hereinafter referred to as Ind AS) prescribed under Section 133 of the Companies Act, 2013 and other recognized accounting practices and policies to the extent applicable The companys performance during the financial year as compared to the previous financial year is summarized below:

During the year under review, the performance of your Company was as under:

(Rs. in lacs )

Particulars	Financial Year ended 31st March, 2026	Financial Year ended 31st March, 2025
Revenue from Operations	55428 11	58179 38
Other Income	564 37	485.83
Total Income	55992.48	58665.21
Profit before Finance Cost, Depreciation and Tax	8662.89	11555.44
Finance Cost	2568.43	2772.12
Depreciation	716.42	679.53
Profit before Tax (PBT)	5378 04	8103.79
Current Tax	1444 81	2101.13
Deferred Tax	(5.74)	(57.55)
Pr. Yr. Tax Adjustment	(26.24)	385.23
Net Profit Tax (PAT)	3965.21	5674.98
Other Comprehensive Income	(57.50)	(63.07)
Total Comprehensive Income for the year	3907.71	5611.91
Earning per equity shares	8.51	14.04

During the year under review, we achieved Revenue from Operations of Rs. 55428.11 lacs, EBITDA of Rs. 5378.04 lacs and Profit after Tax of Rs. 3965 21 lacs despite various challenges The primary factor behind this decline was persistent delays in client payments, which constrained cash flows, impacted the execution timeline, and ultimately reduced billings. The Company faced pressure due to the nonavailability of sites blocked for the execution of railway projects, labour constraints and increased working capital borrowings.

Despite these temporary setbacks, the company remains confident in its long-term fundamentals and expects a significant improvement in execution and financial performance in the upcoming quarters

During the financial year 2025-26, the company secured new project for construction of Unity Mall including all other works contingent thereto on EPC mode basis at Sector-37, HSIIDC IE Kamal (Haryana) valued at Rs. 142 61 crores, underscoring its strong market position and continued business momentum.

After the close of FY 2025-26, the Company secured two new projects.

1. Construction of 12 High-rise Residential Buildings at the existing Pampat Refinery & Petrochemical Complex Township, IOCL, Haryana (Package-I), valued at 3 474.25 crores.

2. Construction of Shri Krishna AYUSH University, Kurukshetra, Haryana, valued at Rs. 548.70 crores.

The combined value of these two projects is Rs. 1,022 95 crores, further strengthening the Companys order book and reflecting its continued success in securing prestigious infrastructure projects.

As of 31st March. 2026, the total unexecuted order book stood at approximately 1952.76 crores, offering healthy revenue visibility for the forthcoming years Internally, the company remains focused on enhancing operational efficiency through robust process integration and stringent cost controls.

DIVIDEND

Considering the future business requirements of the Company, the Board of Directors does not recommended payment of dividend to members on the equity shares of the Company for the financial year ended 31st March, 2026.

The Company declared and paid final dividend for FY2025. Members who have not yet claimed their dividend are requested to claim the same. The Company has also hosted the details of unclaimed dividend on its website at https://www.deepakbuildersco.in/wp-content/uploads/2026/Q1/Unpaid- Dividend-list-for-the-penod-2024-25-as-on-31.12.2025.pdf.

As per Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the company has formulated Dividend Distribution Policy in accordance with the said regulations. The Dividend Distribution Policy is available on the companys website at https://www.deepakbuildersco.in/policies/.

Further, there is no dividend which was required to be transferred to Investor Education and Protection Fund as on 31st March, 2026.

TRANSFER TO RESERVES

The Board of Directors has decided to retain the entire amount of profit and loss account and not to transfer any amount to general reserve.

CHANGE IN NATURE OF BUSINESS, IF ANY

No change occurred in the nature of the business carried on by the Company during the financial year under review. Currently, the Company is engaged in the business of Construction & Infrastructure.

SHARE CAPITAL

a) Authorised Share Capital

During the financial year 2025-26, there is no change in the Authorised Share Capital of the company.

As on 31 61 March, 2026, the Authorised Share Capital of the company is 5,50.00,000 equity shares of Rs. 10/- each amounting to Rs. 55,00,00,000/- (Rs. Fifty-Five Crores).

However, subsequent to the close of FY 2025-26, the Authorised Share Capital of the Company and face value of its equity shares were changed pursuant to the approval of the shareholders obtained through a postal ballot on 2nd June, 2026.

Accordingly, the Authorised Share Capital was increased and restructured from 5,50,00,000 equity shares of Rs. 10 each, aggregating to Rs. 55,00,00,000 (Rupees Fifty-Five Crores), to 65,00,00,000 equity shares of Rs. 1 each, aggregating to Rs. 65,00,00,000 (Rupees Sixty-Five Crores).

b) Issued, subscribed and paid-up share capital

During the year under review, there is no change in the Issued, subscribed and paid-up share capital of the company.

As on 31st March, 2026, the issued, subscribed and paid-up share capital of the company is 4,65,80,860 shares of Rs. 10/- each amounting to Rs. 46,58,08,600/- ( Rs. Forty-six crores fifty-eight lacs eight thousand and six hundred).

However, subsequent to the close of FY 2025-26, the face value of the issued, subscribed and paid- up equity share capital of the company was changed pursuant to the approval of the shareholders obtained through a postal ballot on 2nd June. 2026.

Accordingly, the issued, subscribed and paid-up share capital of the company is 46,58,08,600/- shares of Rs. 1/- each amounting to Rs. 46,58.08,600/- ( Rs. Forty-six crores fifty-eight lacs eight thousand and six hundred).

Further, ISIN number of the company has been changed from INE0OPA01019 to INEQOPA01027 w.e.f. 2nd June, 2026.

UTILISATION OF PROCEEDS OF IPO

The proceeds of IPO were utilised for the objects as disclosed in the Prospectus. The details as of utilization of IPO proceeds as on 31st March, 2026, as under:

S. No. Name of the Object	Amount as proposed in Offer Document (In lacs)	Modified allocation on 31.12.2024 amount, if any (In lacs)	Modified allocation on 30.09.2025 amount, if any (In lacs)	Amount after modified allocation amount, if any (In lacs)	Amount utilized as on 31.03.2026 (In lacs)	Total unutilized as on 31.03.2026 Amount (In lacs)**
1 Repayment/prepayment, in full or part, of certain borrowings availed by the Company	3000.00	3000.00	3000.00	3000 00	3000.00	0 00
2 Funding of working capital requirements of the Company	11195 60	11195 60	11195.60	11195.60	11195.60	000
3 General Corporate Purposes*	4977.00	5396 80*	5426 50*	5426.50\u2019	5426 50*	ooo
Total	19172 60	19592 40	19622.10	19622.10	19622.10	0 00
4 Issue Expenses	2548 40	2128.60	2098 90*	2098.90*	2092.10	6 80
Gross Proceeds	21721.00	21721.00	21721.00	21721.00	21714.20	6.80**

Note:-

*During the quarter ended December 31,2024, the amount allocated for General Corporate Purposes, as stated in the Prospectus, was revised from Rs. 4 977.00 lakh to 15,396 80 lakh. The increase of Rs. 419.80 lakh was due to IPO expenses related to the Offer for Sale, which were deducted while calculating the Net Proceeds from the IPO as per the Prospectus.

The total deduction of Rs. 2548.40 lacs from gross proceeds as shown above includes expenses for both OFS and fresh issuance. As per the clarification provided by the merchant bankerto the issue, Rs. 2128.60 lacs pertains to fresh issuance Since. OFS expenses are separate, this amount is adjusted with General Corporate Expenses to reflect the proceeds, proportionate to the issue expenses attributable to selling shareholders

During the quarter ended September 30, 2025, net proceeds have been further revised to Rs. 1,9622.10 lacs from Rs. 1,9592.40 lacs on account of issue expenses being lower than the estimated amount. This excess issue expenses amount of Rs. 29.70 lacs has been adjusted against General Corporate Purposes, which increased the GCP amount to Rs. 5426 50 lacs from Rs. 5396.80 lacs

** Net unutilised proceeds as on 31st March, 2026. have been temporarily invested in deposits with schedule banks, monitoring agency bank account and Current/ Cash Credit account.

STATEMENT OF DEVIATION AND VARIATION

Your Company has appointed CRISIL Ratings Limited, as Monitoring Agency in terms of Regulation 41 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (ICDR Regulations) as amended from time to time, to monitor the utilisation of IPO proceeds. The Company has obtained Monitoring agency reports from the Monitoring Agency from time to time confirming no deviation or variation in the utilisation of proceeds of the IPO from the objects stated in the Prospectus dated 23 rd October, 2024.

The Company has submitted the statement(s) and report as required under Regulation 32 of the Listing Regulations to both the stock exchanges where the shares of the Company are listed, i.e. National Stock Exchange of India Limited and BSE Limited, on timely basis.

MATERIAL CHANGES AND COMMITMENTS. IF ANY

No material changes and commitments affecting the financial position of the Company occurred between the ends of the financial year to which these financial statements relate as on the date of this report.

DIRECTORS & KEY MANAGERIAL PERSONNEL

Directors

As on 31st March, 2026, the Board consists of Six (6) directors comprising of three Non-Executive- Independent Directors and three Executive Directors including one women Director. The Chairman of the Company is an Executive Director. None of the Director of the Company is disqualified from being appointed as Director in term of requirement of Section 164(1) and (2) of the Companies Act, 2013 and is not debarred from holding the office of Director by virtue of any SEBI order or any other authority.

Your Company has also obtained a certificate from Mys Rajeev Bhambri & Associates, Practicing Company Secretaries confirming that none of the Director on the Board of the Company have been debarred or disqualified from being appointed or continuing as Director of the companies by Securities Exchange Board of India (SEBI)/Ministry of Corporate Affairs (MCA) or any such statutory authority. The aforementioned certificate forms part of this Annual Report Annexure-A with Corporate Governance Report.

Directors retiring by rotation

Mr. Harnam Singh Khosa (DIN: 10945692) will be retiring by rotation at the ensuing annual general meeting and being eligible, offer himself for re-appointment in accordance with the provisions of Section 152 of the Companies Act, 2013. The necessary approval of the members for re-appointment of Mr Harnam Singh Khosa has been incorporated in the notice of the annual general meeting of the company.

The Board of Directors and Members of Nomination and Remuneration Committee at their respective meeting held on 14 lft August 2026 has recommended the re-appointment of Mr Harnam Singh Khosa (DIN: 10945692) as Director of the company.

Brief details, as required under Secretarial Standard-2 and Regulation 36(3) of SEBI, Listing Regulations, is provided in the Notice of the ensuing AGM.

Change in Board of Directors

Mr. Harnam Singh Khosa (DIN: 10945692) who was appointed as Additional Director by the Board in its meeting held on 14th February, 2025 has been appointed as Executive Director of the company with the approval of the members, though Postal Ballot on 9 th May, 2025.

The Board of Directors of the Company has approved the appointment of Mr. Balev Krishan Bassi as an additional Director (Independent) of the Company, fora term of three years, with effect from July 24,2026.

Mr. Deepak Kumar Singal (DIN: 01562688), Chairman & Managing Director of the Company has attained the age of 69 years and will attain the age of 70 years on September 9, 2027. As per the provisions of section 196 of the Companies Act, 2013, continuation of his directorship requires approval of the members in the General Meeting by way of Special Resolution.

Therefore, the Board of Directors, at its meeting held on 14th August, 2026, based on the recommendation of the Nomination and Remuneration Committee, has proposed the continuation of appointment of Mr Deepak Kumar Singal (DIN: 01562688) as the Chairman & Managing Director of the Company for the remaining period of his current term, i.e., up to 18th January, 2029, notwithstanding his attaining the age of 70 years on 9th September, 2027, subject to the approval of the shareholders

The Board approved the appointment/re-appointment on the recommendation of the Nomination and Remuneration Committee, which in terms of the provisions of the Act and the SEBI Listing Regulations, reviewed and evaluated the composition of the Board, including the skills, knowledge and experience of the Directors.

Resignation/Cessation of Directors:

During the year under review, there was no cessation or resignation of any Director, including any Independent Director, from the Board of the Company.

However, Mr. Kashish Mittal (DIN: 06975800) resigned from the position of Independent Director due to his pre-occupation with work and other personal commitments with effect from 2 June, 2026. after the close of FY 2025-26. The Board places on record its sincere appreciation for his valuable contributions, guidance, and unwavering commitment towards the growth and governance of the Company during his tenure.

Key Managerial Personnel

During the Financial Year 2025-26. * Ms. Parveen Kumari was appointed as Chief Financial Officer of the company with effect from 29th day of September. 2025.

Mr. Rishabh Gupta, Chief Financial Officer tendered his resignation on June 30, 2025, due to his personal reasons.

As on 31st March. 2026, the following persons have been designated as Key Managerial Personnel (KMP) of the Company, pursuant to the provisions of Section 2(51) and Section 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

S. Name No.	Designation
1 Mr Deepak Kumar Singal	Chairman cum Managing Director
2 Mrs. Sunita Singal	Whole Time Director
3 Ms. Parveen Kumari	Chief Financial Officer
4 Mr Anil Kumar	Company Secretary & Compliance Officer

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) & 25 of SEBI (LODR) Regulations, 2015.

The Independent Directors have also submitted a declaration confirming that they have registered their names in the databank of Independent Directors as being maintained by the Indian Institute of Corporate Affairs (MCA) in terms of Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014. None of the Director has any pecuniary relationship or transactions with the Company

COMPANYS POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS. KEY MANAGERIAL PERSONNEL. SMP AND OTHER EMPLOYEES

The Company has in place a Policy on Nomination & Remuneration for Directors, Key Managerial Personnel (KMP) and Senior Management, which, inter-alia, lays down the criteria for identifying the persons who are qualified to be appointed as Directors and/or Senior Management Personnel of the

Company, along with the criteria for determination of remuneration of Directors, KMPs, Senior Management Personnel and their evaluation and includes other matters, as prescribed under the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of SEBI(LODR) Regulations, 2015. The Remuneration paid to the Directors is in line with the Remuneration Policy of the Company.

The Nomination and Remuneration policy is available on the website of the Company at https://www.deepakbuildersco.in/policies/.

BOARD EVALUATION

The annual evaluation process of the Board of Directors, Individual Directors and Committees was conducted in accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Board evaluated its performance after seeking inputs from all the Directors on the basis of criteria such as the Board composition and structure, effectiveness of Board processes, information and functioning etc. The performance of the Committees was evaluated by the Board after seeking inputs from the committee members on the basis of criteria such as the composition of committees, effectiveness of committee meetings, etc.

In a separate meeting of Independent Directors, performance of Non-Independent Directors and the Board as a whole was evaluated Additionally, they also evaluated the Chairman of the Board, after taking into account the views of Executive and Non-Execulive Directors The Board also assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

COMMITTEES OF THE BOARD

Your Company believes that Boards Committees are crucial to promote best Corporate Governance practices within the Company. Accordingly, the Company has constituted various Board Committees to improve the board efficiency and to support in decision making. The details of the Boards Committees including number & dates of meetings of Committees held during the FY 2025-26 and attendance thereat are given in the Report on Corporate Governance, forming part of this Report.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act 2013, the Directors, based on the representation of the management, confirm that:

(i) in the preparation of the Annual Accounts for the year ended 31st March, 2026, the applicable accounting standards have been followed and there are no material departures from the same;

(ii) they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of state of affairs of the Company as at 31st March 2026 and of the profit of the Company for the year ended on that day;

(iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities;

(iv) the Annual Accounts for the year ended 31st March, 2026 have been prepared on a going concern basis;

(v) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively throughout the financial year.

(vi) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively throughout the financial year.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary /Joint Venture/ Associate Company, during the financial year 2025-26.

CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION. FOREIGN EXCHANGE EARNINGS AND OUTGO

Conservation of Energy is a regular process in the Companys construction activities and the same is not furnished as the relevant rule is not applicable to your company There is no information to be furnished regarding technology absorption as your company has not undertaken any research and development activity in any manufacturing activity nor any specific technology is obtained from any external sources which needs to be absorbed or adapted. In accordance with the provisions of Section 134 of the Companies Act, 2013, there has been no foreign exchange earnings or outgo for the financial year 2025-26.

PARTICULARS OF EMPLOYEES

During the financial year under review, no employee was in receipt of remuneration exceeding the limits as prescribed under provisions of Rule 5(2) and 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The disclosure pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure-B to this Report

PUBLIC DEPOSITS

During the year under review, your company has not accepted deposits from the public, pursuant to the provisions of Section 73 of the Companies Act, 2013, read together with the Companies (Acceptance of Deposits) Rules, 2014. However, the company has accepted loans from persons who were directors of the company at the time of the receipt of amount and details of the same has been disclosed in notes of financial statement of the company.

MEETINGS OF THE BOARD

During the year under review, the Board of Directors met 7 (Seven) times i.e. 1st April, 2025, 30th May, 2025, 4th June, 2025, 14th August, 2025, 29th September, 2025, 14th November, 2025, and 13th February, 2026, with a predefined agenda circulated well in advance. The intervening gap between the meetings did not exceed 120 days as prescribed under the Act and the SEBI Listing Regulations.

INDEPENDENT DIRECTORS MEETING

During the year under review, a separate meeting of the Independent Directors of the company was held on 13Rs. February,2026. without the presence of Non-Independent Directors and members of Management. The Independent Directors reviewed the performance of Non-Independent Directors and the Board as a whole, performance of Chairperson and assessed the quality, quantity and timeliness of flow of information between the company management and Board.

PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS

The loans, guarantees given or security provided or investments made by the company under Section 186 of the Companies Act, 2013, during the financial year 2025-26, have been specifically disclosed in the Notes of Financial Statement of the Company.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All the transactions between the Company and its related parties were reviewed and approved by Audit Committee and are in accordance with the Policy on Related Party Transactions, formulated and adopted by the Board of Directors. In compliance with the requirements of the Companies Act, 2013 and SEBI Listing Regulations, your Company has formulated a Policy on Related Party Transactions, which is also available on Companys website at https://www.deepakbuildersco.in/DQlicies/.

The Policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and its Related Parties. All Related Party Transactions were placed before the Audit Committee for review and approval. Prior omnibus approval is obtained for Related Party Transactions which are of repetitive nature and/or entered in the ordinary course of business and are at arms length basis.

Further, the Company has not entered into any contracts/ arrangements/transactions with related parties which are material in nature and not entered into any transaction that has any potential conflict with the interest of the Company. In view of the above, the requirement of giving particulars of contracts / arrangements made with related parties in Form AOC-2 is not applicable, for the year under review.

CORPORATE SOCIAL RESPONSIBILITY

In terms of the provisions of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014, (as amended), the Board has constituted a Corporate Social Responsibility (•CSR) Committee. The details of the CSR Committee are provided in the Corporate Governance Report, which forms part of this Annual Report. The CSR policy is available on the website of your Company at https://www.deepakbuildersco.in/policies/.

The company has spent amount of Rs. 1,28,17,247/- towards the CSR obligation for the financial year 2025-26. The brief outline of the CSR Policy of the Company and the initiatives undertaken by the Company during the financial year 2025-26. in accordance with the provisions of Section 135 of the Act and Companies (Corporate Social Responsibility Policy) Rules, 2014 is set out in Annexure- C to this report. The CSR committee met once during the year under review, on 6th September, 2025.

ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) and Section 92(3) of the Act. read with Rule 12 of the Companies (Management and Administration) Rules. 2014, the Annual Returns of the Company are available on the website of the Company at https //www.deepakbuildersco in/annual-reports/ & https://www.deepakbuildersco.in/annual-return/

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of Regulation 34(2)(e) read with Part B of Schedule V of the SEBI Listing Regulations, the Management Discussion and Analysis Report (MD&A), is presented in a separate section forming part of this Annual Report.

STATUTORY AUDITORS AND AUDITORS REPORT

As per the provisions of Section 139 of the Companies Act. 2013 read with Companies (Audit and Auditors) Rules, 2014, M/s Parmod G Gupta & Associates, Chartered Accountants, having Firm Registration No. 018870N, was appointed as Statutory Auditors of the Company by the members in the Annual General Meeting held on 30 th September, 2023, fora term of five consecutive years to hold office from the conclusion of 6t h Annual General Meeting till the conclusion of the 11t h Annual General Meeting of the Company.

M/s Parmod G Gupta & Associates, hold a valid Peer Review certificate as per the requirement of Regulation 33 of the Listing Regulations, issued by the board of The Institute of Chartered Accountants of India.

The Statutory Auditors of the Company have issued Audit Reports on the Annual Financial Statement for the period ended 31 s March, 2026 of the Company with unmodified opinion. There were no qualification, reservation or adverse remark or disclaimer made by the Statutory Auditors in their reports. Further, the Auditors Report read with the notes on financial statements are self-explanatory and hence does not call for any further comments.

INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Act read with Companies (Accounts) Rules, 2014, the company has appointed M/s. K R Aggarwal & Associates, Chartered Accountants, as Internal Auditor of the Company. The Internal Auditor monitors and evaluates the effectiveness and adequacy of internal control systems in the Company, its compliances with the operating systems, accounting procedure and policies, at all locations of the Company and reports to the Audit Committee. The observations and suggestions of the Internal Auditors were reviewed and necessary corrective/ preventive actions were taken in consultation with the Audit Committee.

COST AUDITORS

As per the requirement of Section 148 of the Companies Act, 2013, the Board of Directors on the recommendation of Audit Committee, has appointed M/s Gurvinder Chopra and Co., Cost Accountants (Firm Registration No. 100260) as Cost Auditor to audit the cost records of the Company for the financial year 2026-27 The Cost Auditors are expected to file the cost audit report with Central Government within the specified time period.

Further, the remuneration proposed to be paid to M/s Gurvinder Chopra and Co., Cost Accountants is subject to ratification by the members of the Company at the ensuing Annual General Meeting.

SECRETARIAL AUDITORS

M/s Rajeev Bhambri & Associates, Practicing Company Secretaries (FCS No.: 4327; CP No.: 9491) were appointed as Secretarial Auditors of the Company in the last Annual General Meeting held on 27th September, 2025, for a term of five consecutive years commencing from financial year 2025-26 till financial year 2029-30.

The Secretarial Audit Report is annexed herewith forming part to this Report as Annexure-D. The Secretarial Audit report being self-explanatory and hence does not call for any further comments.

REPORTING OF FRAUD BY AUDITORS

During the year under review, there were no frauds reported by the Auditors, to the Audit Committee or the Board of the company as required under Section 143(12) of the Companies Act, 2013.

CODE FOR PREVENTION OF INSIDER TRADING

The Company has complied and formulated a Code of Conduct for Prevention of Insider Trading Policy, which prohibits trading in shares of the Company by insiders while in possession of unpublished price sensitive information in relation to the Company and can be accessed on the Companys website through the following link https.//www.deepakbuildersco.in/policies/

The objective of this Code is to protect the interest of shareholders at large, to prevent misuse of any price sensitive information and to prevent any insider trading activity by way of dealing in securities of the Company by its Designated Persons. The code is applicable to all directors, designated persons and their immediate relatives and connected persons who have access to unpublished price sensitive information.

Further, the Company has maintained a Structured Digital Database (SDD) pursuant to the requirement of Regulations 3(5) and (6) of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.

CORPORATE GOVERNANCE REPORT

The Company has complied with the requirements of Corporate Governance as stipulated under Regulation 34 read with Schedule V of the SEBI Listing Regulations. Accordingly, the Corporate Governance Report and requisite certificate from M/s Rajeev Bhambri & Associates Practicing Company Secretaries, regarding compliance with the conditions of Corporate Governance forms a part of this Report.

Your Company has enlisted in the new SEBI compliant redressal system (SCORES) enabling the investors to register their complaints, if any, for speedy redressal. The company has also been enlisted with Online Dispute Resolution (ODR) as per the requirement of SEBI, which is in addition to the existing SCORES platform, which can be utilized by the investors for dispute resolution.

RISK MANAGEMENT

The Company has a defined Risk Management framework to identify, assess, monitor and mitigate various risks to key business objectives. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. The framework provides for identification of risk, its assessment and procedures to minimize risk and is being periodically reviewed and control by the management.

INTERNAL CONTROL SYSTEMS

Your Company has in place, an adequate of Internal Control Systems, commensurate with its size and nature of its operations. The Company has comprehensive Internal Control Systems to ensure reliability of financial reporting timely feedback on achievement of operational and strategic goals, compliance with policies, procedures, safeguarding of assets, prevention and detection of frauds. The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of the Internal Control Systems and suggests improvements to strengthen the same.

The details in respect of internal controls and their adequacy are included in the Management Discussion and Analysis Report, which forms part of this Annual Report.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company is committed to provide a safe and conducive work environment to its employees. The Company has in place POSH Policy at its website https //www.deepakbuildersco in/wp- content/uDloads/2025/09/Policv-on-Prevention-of-Sexual-Harassment-PQSH-of-Women-at- WOrkplace.docx.pdf. in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013

Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment for all its employees covering permanent, contractual, temporary & trainees. The Company is complying with the provisions of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013, both in letter and spirit.

The details regarding the number of complaints received, disposed and pending during the Financial Year 2025-26. pertaining to incidents under the framework/ law are as follows:

(a) Number of complaints of sexual harassment received in the year 2025-26: NIL

(b) Number of complaints disposed off during the year 2025-26: NIL

(c) Number of cases pending for more than 90 days: NIL

MATERNITY BENEFIT COMPLIANCE

The Company continues to maintain an internal policy framework that is compliant with the applicable provisions of the Maternity Benefit Act, 1961, and remains committed to implementing all statutory benefits as and when the circumstances so require.

The Company further affirms its commitment to uphold the principles of equality, non-discrimination, and employee welfare and shall continue to ensure compliance with all applicable labour laws, including those concerning maternity benefits, in both letter and spirit

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

In Compliance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 22 of SEBI, Listing Regulations, the Company has in place the Whistle Blower Policy and Vigil Mechanism for directors, employees and other stakeholders which provides a platform to them for raising their voice about any breach of code of conduct, financial irregularities, illegal or unethical practices, unethical behaviour, actual or suspected fraud.

Adequate safeguards are provided against victimization to those who use such mechanism and direct access to the Chairman of the Audit Committee in appropriate cases is provided. The Whistle Blower Policy and Vigil Mechanism is available on the Companys website at https://www.deeoakbuildersco.in/policies/.

HUMAN RESOURCES

The employees are the most valuable and indispensable asset of the Company. Your Company has cordial relations with the workers and employees at all levels in the organisation. A section on Human Resources is provided in the Management Discussion and Analysis Report, which forms part of the Annual Report.

COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD MEETINGS AND GENERAL MEETINGS

During the financial year 2025-26, the Company has complied with all the relevant provisions of the applicable mandatory Secretarial Standards i.e. SS-1 and SS-2, relating to Meetings of the Board of Directors and General Meetings, respectively issued by the Institute of Company Secretaries of India and notified by Ministry of Corporate Affairs

GENERAL DISCLOSURES

Your Directors state that:

1. No material changes and commitments affecting the financial position of the company have occurred from the close of the financial year ended 31st March, 2026, till the date of this report.

2. During the year, no significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Companys operation.

3. During the financial year under review, there was no issue of equity shares with differential rights as to dividend, voting or otherwise.

4. During the financial year under review, the Company neither made any application nor any proceeding is pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).

5. The Company serviced all the debts & financial commitments as and when they became due with the Bankers or Financial Institution.

6. There was no instance of one-time settlement with any Bank or Financial Institution.

7. The Company does not have any share in unclaimed suspense demat account.

ACKNOWLEDGEMENT

Your Directors would like to express their appreciation for the co-operation and assistance received from the Government authorities. Banks and other financial institutions, vendors, suppliers, customers, shareholders and all other stakeholders during the year under review.

Your Directors also wish to place on record their deep sense of appreciation for the committed services of all the employees.

By order of the Board, For Deepak Builders & Engineers India Limited,

	Deepak Kumar Singal	Sunita Singal
Date: 14-08-2026	Managing Director	Whole Time Director
Place: Ludhiana	(DIN:01562688)	(DIN:01534585)