EFC I Ltd Directors Report

Dear Members,

The Board of Directors (Board) of EFC (I) Limited (Company) with immense pleasure present their 42 nd report on the business and operations of your Company for the financial year 2025-26. This Report is being presented along with the Audited Standalone and Consolidated Financial Statements for the financial year ended March 31, 2026.

FINANCIAL HIGHLIGHTS

The Standalone and the Consolidated Financial Statements for the Financial Year ended March 31, 2026, forming part of this Annual Report, have been prepared in accordance with the Ind AS notified under Section 133 of the Companies Act, 2013 (the Act) and other relevant provisions of the Act.

The summarised financial highlights are depicted below:

( in Lakhs)

	STANDALONE		CONSOLIDATED
PARTICULARS	Year ended March 31, 2026	Year ended March 31, 2025	Year ended March 31, 2026	Year ended March 31, 2025
Revenue from operations	45,914.79	27,463.03	1,03,667.96	65,674.26
Other Income	2,657.68	2,040.32	1,710.99	1,752.21
Total Income	48,572.47	29,503.35	1,05,378.95	67,426.47
Expenditure	37,361.99	18,988.86	74,482.07	47,442.12
Profit / (Loss) for the year Before Tax	11,210.48	10,514.49	30,892.01	19,984.22
Less: Provision for Taxation	3,077.03	2,696.99	7,426.24	5,906.89
Net Profit/(Loss) After tax	8,133.45	7,817.50	23,465.77	14,077.33

Note: The previous year figures have been regrouped and/or rearranged, wherever considered necessary, to ensure comparability with the current year presentation, pursuant to the merger of Whitehills Interior Limited with the Company.

STATE OF COMPANYS AFFAIRS

(a) Based on Standalone financials

During the financial year under review, the Company delivered a strong improvement in its standalone financial performance, with substantial growth in revenue and profitability.

The Companys Revenue from Operations increased by 67.18%, from Rs. 27,463.03 Lakh in the previous financial year to Rs. 45,914.79 Lakh during the year under review. Accordingly, total income increased by 64.63%, from Rs. 29,503.35 Lakh to Rs. 4 8,572.47 Lakh.

The Companys Profit Before Tax (PBT) increased 6.61%, from Rs. 10,514.49 Lakh in the previous year to Rs. 11,210.48 Lakh during the year under review. The Company reported a Net Profit of Rs. 8,133.45 Lakh, representing a growth of 4.04% over the previous years Net Profit of Rs. 7,817.50 Lakh.

The steady increase in revenue and profitability reflects the Companys continued business expansion, improved operating performance and effective financial management during the year.

(b) Based on Consolidated financials

On a consolidated basis, the Company continued to demonstrate robust growth in its overall business operations, with a significant increase in revenue and profitability during the year under review.

Revenue from Operations increased by 57.85%, from 65,674.26 Lakh in the previous financial year to Rs. 1,03,667.96 Lakh during the year under review. Total Income increased by 56.29% from Rs. 67,426.47 Lakh to Rs. 1,05,378.95 Lakh.

The Companys Profit Before Tax (PBT) increased significantly by 54.58%, from Rs. 19,984.22 Lakh in the previous year to Rs. 30,892.01 Lakh during the year under review. The Company reported a Net Profit of Rs. 2 3,465.77 Lakh, representing a substantial growth of 66.69% over the previous years Net Profit of Rs. 1 4,077.33 Lakh.

The consolidated performance reflects the substantial expansion in the scale of operations and overall strengthening of the Groups financial position. The increase in consolidated revenue and Net Profit demonstrates the Companys continued focus on business growth, operational execution and value creation for its stakeholders.

Overall, the Company has witnessed significant growth in revenue and profitability during the financial year 2025-26.

THE AMOUNTS, IF ANY, WHICH IT PROPOSES TO CARRY TO ANY RESERVES

The amount of Rs. 8 ,007.37 Lakh was carried to reserves and is duly disclosed in Balance Sheet and Notes to Balance Sheet forming part of Financial Statements.

NUMBER OF MEETINGS OF THE BOARD

The Board of Directors meets at regular intervals to consider and deliberate on matters requiring its approval and guidance. The Company holds at least four Board Meetings in a year. The intervening gap between any two consecutive meetings did not exceed the statutory limit. Further, all resolutions passed by circulation(s), wherever considered necessary, were placed before the Board for noting at its subsequent meeting.

During the financial year under review, 08 (Eight) meetings of the Board were held. The particulars of the meetings including the attendance of the Directors are detailed in the Corporate Governance Report which forms part of this Integrated Annual Report.

MATERIAL CHANGES AND COMMITMENTS

Subsequent to the close of the financial year ended March 31, 2026, certain material changes and commitments affecting the financial position of the Company have occurred. The details of such changes and commitments are set out below:

1. The Company has successfully completed its Rights Issue by Allotment of 1,06,62,786 Equity Shares of face value of Rs. 2 /- each to the eligible equity shareholders of the Company on a rights basis on May 25, 2026, at an issue price of Rs. 1 50/- per Equity Share, including a securities premium of Rs. 1 48/- per Equity Share aggregating to Rs. 1 59,94,17,900/- (Rupees One Hundred Fifty-Nine Crore Ninety-Four Lakh Seventeen Thousand and Nine Hundred only).

SIGNIFICANT EVENTS DURING THE YEAR UNDER REVIEW

1. Direct Listing on the National Stock Exchange of India Limited (NSE)

During the year under review, the equity shares of the Company were directly listed on the National Stock Exchange of India Limited (NSE) with effect from August 20, 2025. The listing marked a significant milestone in the Companys growth journey and enhanced its visibility among investors, strengthened its corporate governance framework, improved liquidity for shareholders and facilitated broader access to the capital markets.

The successful listing reflects the Companys continued progress, financial and operational growth and its commitment towards maintaining high standards of corporate governance, transparency and regulatory compliance. The listing has enhanced the visibility and profile of the Company among investors and other stakeholders and has provided a wider platform for the Company to engage with the investment community.

The listing is also expected to facilitate greater liquidity and marketability of the Companys equity shares, provide enhanced opportunities for shareholder participation and enable broader access to the capital markets. Further, being a listed entity strengthens the Companys corporate governance framework and reinforces its commitment towards timely disclosures, transparency and accountability in its dealings with shareholders and other stakeholders.

The Board considers the successful listing of the Companys equity shares on the NSE as a significant achievement during the year and believes that it will provide a strong foundation for the Company to pursue its strategic objectives, support its future growth initiatives and create sustainable long-term value for all its stakeholders.

2. Scheme of Amalgamation

During the year under review, the Scheme of Amalgamation (Merger by Absorption) of Whitehills

Interior Limited with the Company was sanctioned by the Honble National Company Law Tribunal, Mumbai Bench, vide its Order dated November 12, 2025. The Scheme became effective on November 28, 2025, pursuant to which Whitehills Interior Limited stood amalgamated with the Company. In accordance with the approved share exchange ratio under the Scheme, the Company allotted 3,77,30,000 fully paid-up equity shares of face value Rs. 2 each to the eligible shareholders of Whitehills Interior Limited. Consequently, the authorised share capital of the Company stood increased to Rs. 4 0,10,00,000, comprising 20,05,00,000 equity shares of face value Rs. 2 each, and the paid-up equity share capital stood at Rs. 2 7,45,66,752, comprising 13,72,83,376 equity shares of face value 2 each.

3. Reclassification of Promoters

During the year under review, pursuant to the approval of the application for reclassification, certain erstwhile Promoters and Promoter Group members of the Company, who were part of the Promoter and Promoter Group prior to the acquisition and change in control of the Company by the present Promoters, were reclassified from the Promoter and Promoter Group category to the Public category with effect from January 28, 2026, in accordance with the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) and other applicable laws.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

Particulars of Loans, Investments and Guarantees, covered under the provisions of Section 186 of the Act are given in the Note No. 41 of the Standalone Financial Statements.

RISK MANAGEMENT

The Company operates in a dynamic business environment and is exposed to inherent uncertainties owing to the sectors in which it operates. A key factor in determining the Companys capacity to create sustainable value is the risks that the Company is willing to take (at strategic and operational levels) and its ability to manage them effectively. Many risks exist in the Companys operating environment, and they emerge on a regular basis. The Companys Risk Management processes focus on ensuring that these risks are identified on a timely basis and addressed. The Board has duly constituted a Risk Management Committee of Directors during the financial year in compliance of Regulation 21 (5) Listing Regulations.

The Company is well aware of the above risks and as part of business strategy has a robust risk management framework to identify, evaluate and mitigate business risks with timely action. This framework seeks to enable growth, create transparency, minimize adverse impact on the business objectives and enhance the Companys competitive advantage by undertaking effective steps manage risks.

The Board approved Enterprise Risk Management policy has been put in place, which has been reviewed periodically, to establish appropriate system and procedures to mitigate all risks faced by the Company.

The Enterprise Risk Management policy of the Company is available on the website at https://www.efclimited.in/ investor-relation/policies/

CHANGE IN THE NATURE OF BUSINESS

There was no material change in the nature of business carried on by the Company during the financial ended on March 31, 2026.

CAPITAL STRUCTURE

Authorized Share Capital

The authorized share capital of the Company as of March 31, 2025, stood at Rs. 2 5,00,00,000 (Rupees Twenty-Five Crore only) divided into 12,50,00,000 (Twelve Crore Fifty Lakh only) equity shares of Rs. 2 (Rupees Two only) each.

During the financial year 2025-26, the authorized share capital of the Company has been increased from Rs. 2 5,00,00,000 (Rupees Twenty-Five Crore only) divided into 12,50,00,000 (Twelve Crore Fifty Lakh only) equity shares of Rs. 2 (Rupees Two only) each to Rs. 4 0,10,00,000 (Rupees Forty Crore Ten Lakh only) divided into 20,05,00,000 (Twenty Crore Five Lakh only) equity shares of Rs. 2 (Rupees Two only) each.

Paid-up Share Capital

The paid-up share capital of the Company as of March 31, 2025, stood at Rs. 1 9,91,06,752 (Rupees Nineteen Crore Ninety-One Lakh Six Thousand Seven Hundred and Fifty-Two only), divided into 9,95,53,376 (Nine Crore Ninety-Five Lakh Fifty-Three Thousand Three Hundred and Seventy- Six only) equity shares of Rs. 2 (Rupees Two only) each.

During the Financial Year 2025-26, pursuant to the Scheme of Amalgamation of Whitehills Interior Limited (Transferor Company) with the Company, the Company has allotted 3,77,30,000 equity shares to the eligible shareholders of the Transferor Company in the approved share exchange ratio i.e. 770 (Seven Hundred and Seventy only) fully paid-up equity shares of the Company having a face value of Rs. 2 /- (Rupees Two only) each for every 1 (One) fully paid-up equity share of the Transferor Company having a face value of Rs. 1 0/- (Rupees Ten only) each.

Consequent to the aforesaid allotment, the paid-up equity shares capital of the Company increased from Rs. 1 9,91,06,752 (Rupees Nineteen Crores Ninety-One Lakhs Six Thousand Seven Hundred and Fifty-Two only), divided into 9,95,53,376 (Nine Crores Ninety-Five Lakhs Fifty-Three Thousand Three Hundred and Seventy-Six) equity shares of Rs. 2 /- each to Rs. 2 7,45,66,752 /- (Rupees Twenty-Seven Crores Forty Five Lakhs Sixty-Six Thousand Seven Hundred and Fifty- two only) comprising 13,72,83,376 (Thirteen Crores Seventy-Two Lakhs Eighty- Three Thousand Three Hundred and Seventy-Six) equity shares of Rs. 2 /- each.

Further, during the year under review, the Company had neither issued any equity shares with differential rights as to dividend, voting rights or otherwise nor issued sweat year equity shares to its Directors or employees.

SHARE WARRANTS

As on March 31, 2026, there were no outstanding share warrants of the Company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors comprises an optimum combination of Executive, Non-Executive, Independent and Woman Director, in compliance with the provisions of the Act and the Listing Regulations. The composition of the Board is well balanced and provides an appropriate mix of skills, expertise, experience and diversity required foreffective governance of the Company.

As on March 31, 2026, the composition of the Board of Directors was as follows:

Name of the Director	Category of Directorship in the Company
Mr. Umesh Kumar Sahay	Chairman and Managing Director
Mr. Abhishek Narbaria	Non-Executive Non- Independent Director
Mr. Nikhil Dilipbhai Bhuta*	Whole-time Director
Mr. Rajesh Chandrakant Vaishnav	Non-Executive Independent Director
Ms. Gayathri Srinivasan Iyer	Non-Executive Independent Director
Mr. Mangina Srinivas Rao	Non-Executive Independent Director

* Mr. Nikhil Dilipbhai Bhuta was re-appointed as a Whole-Time

Director for a period of 5 (five) years from October 1, 2025 to September 30, 2030, vide shareholder approved dated September 30, 2025.

In the opinion of the Board, all the Directors possess the requisite qualifications, experience, expertise, proficiency and hold high standards of integrity.

Further, all the Directors of the Company have also given declaration that they are not disqualified from being appointed or continuing as Directors under the provisions of the Act, and that they are not debarred from holding the office of Director pursuant to any order of the Securities and Exchange Board of India (SEBI) or any other statutory or regulatory authority.

There were no changes in the Composition of Directorship from the closure of financial year and up to the date this report.

Key Managerial Personnel:

As on March 31, 2026, the Key Managerial Personnel of the Company, in terms of the applicable provisions of the Act, comprised:

1. Mr. Umesh Kumar Sahay, Chairman and Managing Director;

2. Mr. Nikhil Dilipbhai Bhuta, Whole-time Director;

3. Mr. Uday Tushar Vora, Chief Financial Officer; and

4. Mr. Aman Gupta, Company Secretary and Compliance Officer.

Other details of the Directors on the Board

I. the number of other Directorships, Committee Chairmanships/ Memberships held by the Directors in other Companies; II. names of other Equity Listed Companies (if any), where the Directors of the Company hold Directorships, along with the category of such Directorships, are disclosed in the Corporate Governance Report of the Company, attached as Annexure IV.

Further, the details with respect to the meetings of the Board, its committees and remuneration of Directors are disclosed in the Corporate Governance Report of the Company for the year under review, which forms part of the Annual Report separately.

During the financial year under review and till the date of this report, there was no change in the Key Managerial Personnel of the Company.

DEPOSITS

During the year under review, Your Company has not accepted any deposits within the meaning of Section 73 of the Act, read with the Companies (Acceptance of Deposits) Rules, 2014 and, as such, no amount of principal or interest on public deposits was outstanding as on the date of the balance sheet.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE

During the year under review, there were no significant or material orders passed by any regulator, court or tribunal which could impact the going concern status of the Company or materially affect its future operations.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The Companys internal financial controls have been identified based on risk assessments conducted across the respective business processes and have been appropriately implemented. The Audit Committee of the Board periodically reviews the internal audit reports, the adequacy and effectiveness of the internal financial controls, and the risk management framework. These systems provide reasonable assurance that the Companys internal financial controls are adequately designed and operating effectively.

INTERNAL COMPLAINTS COMMITTEE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company is committed to providing a safe, secure and inclusive work environment that is free from discrimination, harassment and intimidation. The Company has adopted a Policy on Prevention of Sexual Harassment at the Workplace in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Act).

The Company has complied with provisions relating to the constitution of Internal Complaints Committee under (POSH Act). The Company has a framework for employees to report sexual harassment cases at workplace and the process ensures complete confidentiality of information The Committee comprises the prescribed members, including an external member with relevant experience, and is entrusted with the responsibility of prevention, prohibition and redressal of complaints relating to sexual harassment at the workplace. The Company has established appropriate mechanisms for reporting complaints while ensuring confidentiality, fairness and timely resolution of all matters received.

During the period under review, no complaints were received from employees in this regard.

Particulars	Details
Number of complaints of sexual harassment received during the year	NIL
Number of complaints disposed off during the year	NIL
Number of cases pending for more than ninety days	NIL

A STATEMENT BY THE COMPANY WITH RESPECT TO THE COMPLIANCE TO THE PROVISIONS RELATING TO THE MATERNITY BENEFIT ACT, 1961

The Company affirms that it is fully compliant with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments thereof.

During the year under review, the Company has ensured that all eligible female employees were granted maternity benefits in accordance with the provisions of the Act. There were no instances of non-compliance or complaints reported under the Maternity Benefit Act, 1961 as amended during the reporting period.

THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR

There were no proceedings, either filed by the Company or against the Company, pending under the Insolvency and Bankruptcy Code, 2016, before the National Company Law Tribunal or any other courts as on March 31, 2026.

DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

There was no instance of one-time settlement with any Bank or Financial Institution, during the year under review.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

The Company has not entered into any related party transactions as provided in sub-section (1) of section 188 of the Act, which are not in its ordinary course of business or not on arms length basis.

Hence, in accordance with proviso four of sub-section (1) of section 188 of the Act, the sub-section (1) of section 188 of the Act, is not applicable.

The Policy on Related Party Transactions is available on the Companys website i.e. https://www.efclimited.in/ investor-relation/policies/

In compliance with the requirement of Listing Regulations names of related parties and details of transactions with them have been included in Note no. 39 to the standalone financial statements and Note no. 45 of the consolidated financial statements, respectively, forming part of this Integrated Annual Report.

DIVIDEND

The Board of Directors of the Company, keeping in view the current financial position, has decided not to recommend any dividend for the Financial Year ended March 31, 2026.

In accordance with the requirements of Regulation 43A of the Listing Regulations, the Board has adopted Dividend Distribution Policy (DDP). The DDP is available on the website of the Company at https://efclimited.in/investor-relation/policies/

ANNUAL RETURN

In terms of Section 92(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules,

2014, the draft Annual Return of the Company is available on the Companys website under the web link https:// www.efclimited.in/investor-relation/annual-return/

PARTICULARS OF EMPLOYEE AND RELATED DISCLOSURES

The statement containing particulars of employees, as required under Section 197 of the Act, read with rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is as follows:

However, in terms of Section 136 of the Companies Act, 2013, the Annual Report is being sent to the shareholders and others entitled thereto, excluding details of top ten employees in terms of remuneration drawn, which is available for inspection by the shareholders at the Registered Office of your Company during business hours on working days of your Company. If any shareholder is interested in obtaining a copy thereof till the date of

Annual General Meeting, such shareholder may write to the Company Secretary of the Company at compliance@ efclimited.in in this regard.

Details pertaining to the remuneration 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:

The remuneration given is as per the Policy on Nomination, Remuneration and Board Diversity policy of the company.

The said Policy is available on the Companys website at https://www.efclimited.in/investor-relation/policies/

The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary during the financial year 2025-26, ratio of the remuneration of each

Director to the median remuneration of the employees of the Company for the financial year 2025-26 are as under:

Sr. No. Name of Director/ KMP and Designation	% Increase/ (Decrease) in Remuneration in the Financial Year 2025-26	Ratio of remuneration of each Director/ to median remuneration of employees
1 Mr. Umesh Kumar Sahay, Chairman and Managing Director	1,244.62%	179.38:1
2 Mr. Abhishek Narbaria, Non-Executive Director	880.09%	130.74:1
3 Mr. Nikhil Dilipbhai Bhuta, Whole-time Director	283.33%	20.45:1
4 Mr. Rajesh Chandrakant Vaishnav, Independent Director	(21.43%)	0.65:1
5 Ms. Gayathri Srinivasan Iyer, Independent Director	(14.52%)	0.78:1
6 Mr. Mangina Srinivas Rao, Independent Director	(16.39%)	0.76:1
7 Mr. Uday Tushar Vora, Chief Financial Officer	Nil	5.33:1
8 Mr. Aman Gupta, Company Secretary and Compliance Officer	Nil	4.15:1

(a) the percentage increase in the median remuneration of employees in the financial year was 196.69%.

(b) There were 122 permanent employees on the rolls of Company as on March 31, 2026;

The total number of permanent employees on the payroll of the EFC Group, including its subsidiaries and other group companies, were 466.

The percentage increase in remuneration of the Directors during FY 2025-26, when compared with the previous year, may not reflect a like-for-like comparison, as the remuneration in the previous year was partly drawn from the Companys subsidiaries. During the current year, the remuneration structure has been consolidated at the level of the listed Company, with no separate remuneration being drawn from the subsidiaries. Accordingly, the reported percentage increase should be viewed in the context of this change in remuneration structure.

AUDITORS

Statutory Auditors

Pursuant to the provisions of Section 139 of the Act, the members of the Company, at the 38th (Thirty-Eighth) Annual General Meeting (AGM), held on September 30, 2022, appointed M/s. Mehra Goel & Co. LLP Chartered Accountants, As the Statutory Auditors of the Company to hold office for a first term of 5 (five) consecutive years commencing from the conclusion of 38th (Thirty-Eighth) AGM till the conclusion of 43rd (Forty-Third) AGM of the Company to be held in the financial year 2027-28.

Secretarial Auditors

Pursuant to the provisions of Section 204 of the Act read with the rules made thereunder and Regulation 24A of the Listing Regulations, M/s. Sachapara & Associates, Practicing Company Secretaries, was appointed as Secretarial Auditor of the Company for a term of 5 (five) consecutive financialyearscommencingfromfinancial year 2025-26 till the conclusion of financial year 2029-30, to conduct the Secretarial Audit of the Company in accordance with the applicable provisions of the Act and the rules made thereunder, by shareholders on September 30, 2025.

The Secretarial Audit Report for the Financial Year 2025-26, issued in Form MR-3 forms part of this Report and is annexed hereto as Annexure-I. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.

EXPLANATION OR COMMENT BY THE BOARD ON EVERY QUALIFICATION, RESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE BY STATUTORY AUDITOR IN ITS REPORT

The Statutory Auditors Report on the Financial Statements for the financial year ended March 31, 2026 does not contain any qualification, reservation, or adverse remark. The report is enclosed with the financial statements in the Integrated Annual Report.

EXPLANATION OR COMMENT BY THE BOARD ON EVERY QUALIFICATION, RESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE BY COMPANY SECRETARY IN PRACTICE IN ITS SECRETARIAL AUDIT REPORT

The Secretarial Auditors Report for the financial year ended March 31, 2026 does not contain any qualification, reservation, or adverse remark. The report is enclosed with the financial statements in the Integrated Annual Report.

Pursuant to the provisions of Section 204 of the Act, the Secretarial Audit report of the Material Subsidiary Company i.e. EFC Limited for the financial year 2025-26 is also annexed herewith as Annexure-II. The Boards point-wise explanations or comments on qualifications, reservations or adverse remarks or disclaimers Contained in the Secretarial Audit report are furnished below:

Observation	Explanation
1. In respect of Form MGT-14 filed under SRN AB8570214 for the conversion of a Loan into Compulsorily Convertible Debentures (CCDs), the Company inadvertently annexed an incorrect version of the Board Resolution. The attached resolution contained clerical errors regarding the names of the authorised Directors. The Company has rectified the error by filing revised Form MGT-14 (SRN AB8752620) with additional fees of Rs. 1 200/- after due date.	The Company had duly filed the requisite Forms MGT-14 within the prescribed timelines. However, due to an inadvertent and bona fide clerical error, incorrect versions of the Board Resolution and the Special Resolution, respectively, were annexed to the Forms MGT-14 at the time of their original filings. The errors pertained to the names of the authorised Directors mentioned in the respective resolutions.
2. In respect of Form MGT-14filed under SRN AB8580251 for the conversion of a Loan into Compulsorily Convertible Debentures (CCDs), the Company inadvertently annexed an incorrect version of the Special Resolution. The attached resolution contained clerical errors regarding the names of the authorised Directors. The Company has rectified the error by filing revised Form MGT-14 (SRN AB8752730) with additional fees of Rs. 1 200/- after due date.	Upon noticing the inadvertent errors, the Company took prompt steps to rectify the same by filing revised Forms MGT-14 along with the correct resolutions and payment of the applicable additional fees. The revised filings were made solely for the purpose of rectifying the inadvertent clerical errors in the documents annexed to the original filings. The requisite Forms MGT-14 had otherwise been duly filed within the prescribed timelines..

DETAILS IN RESPECT OF FRAUDS REPORTED

BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OTHER THAN THOSE WHICH ARE

REPORTABLE TO THE CENTRAL GOVERNMENT

During the year under review, no fraud has been reported by the Statutory Auditors under Section 143(12) of the Act, or the Secretarial Auditor to the Audit Committee involving officers or employees of the Company, requiring disclosure in this Boards Report.

DECLARATION BY INDEPENDENT DIRECTOR

The Company has received requisite declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence prescribed under Section 149(6) of the Act read with Rule 5 of the Companies (Appointment and Qualification of Directors) Rules, 2014 and Regulation 16(1) (b) of the Listing Regulations.

As per Regulation 25(8) of the Listing Regulations, the Independent Directors have also 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 judgment and without any external influence and that they have registered themselves as an Independent Director in the data bank maintained with the Indian Institute of Corporate Affairs (IICA).

Further, the Board members are satisfied with regard to integrity, expertise, experience and proficiency of the Independent Directors of the Company.

The Board has taken on record the declarations and confirmations submitted by the Independent Directors after undertaking due assessment of the veracity of the same.

VIGIL MECHANISM AND WHISTLE-BLOWER POLICY

The Company has formulated a Vigil Mechanism / Whistle Blower Policy in accordance with the provisions of the Act, and the Listing Regulations. The mechanism enables Directors and employees to report genuine concerns relating to unethical behaviour, actual or suspected fraud, violations of the Companys Code of Conduct or any other improper practices, without fear of retaliation.

Your Company hereby affirms that no Director/Employee has been denied access to the Chairperson of the Audit Committee. Further, no complaint was received through the said mechanism during the year under review.

The Vigil Mechanism/Whistle Blower Policy is hosted on the website of the Company under the web-link: https:// www.efclimited.in/investor-relation/policies/

COMPLIANCE OF THE SECRETARIAL STANDARDS

During the year under review, the Company has complied with the applicable provisions of Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India and notified by Ministry of Corporate Affairs under Section 118(10) of the Act.

POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

Pursuant to the provisions of Section 178 of the Act and the Listing Regulations the Board of Directors, on recommendation of the Nomination and Remuneration Committee, has adopted the Policy on Nomination, Remuneration and Board Diversity as amended on May 28, 2026. The Policy, inter alia, lays down the criteria for appointment of Directors, Key Managerial Personnel and Senior Management Personnel, their qualifications, positive attributes and independence of Directors, and provides the framework for determining remuneration, performance evaluation and succession planning, with a view to attracting, retaining and motivating competent individuals to contribute towards the sustainable growth and long-term success of the Company.

The Policy, inter alia, lays down the criteria for identifying and appointing the individuals who are qualified to be appointed as Directors, Key Managerial Personnel (KMP), Senior Management Personnel (SMP). It also provide the framework for evaluation of the performance of Board, its committee and individual Directors, and for determining the remuneration payable to Directors, KMPs and SMPs. The remuneration framework is designed to ensure that the level and composition of remuneration is reasonable, adequate and commensurate with the roles, responsibilities and performance of such personnel, and is aligned with the objective of attracting, retaining and motivating talent to contribute towards the long-term growth and sustainable success of the Company.

The said Policy is available on the Companys website under the web link: https://www.efclimited.in/investor-relation/policies/ .

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

Your Company has no activity requiring conservation of energy or technology absorption; hence particulars of statement under Section 134(3) (m) of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014 for conservation of energy and technology absorption are not applicable.

Foreign exchange earnings and Outgo-

With regard to foreign exchange earnings and outgo for the financial year 2025-26 the position is as under:

	Financial year ended
Particulars	March 31, 2026	March 31, 2025
Income in foreign currency	NIL	NIL
Expenditure in foreign currency	NIL	NIL

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Pursuant to the provisions of Section 135 of the Act, read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended from time to time, the Company remains committed to conducting its business in a socially, economically, and environmentally responsible manner while creating sustainable value for all its stakeholders.

The CSR policy is available on the website of your

Company and link for the same is https://efclimited.in/ wp-content/uploads/2026/06/EFC-I-CSR-Policy.pdf

The Chief Financial Officer of your Company has certified that CSR spends of your Company for FY 2025-26 have been utilized for the purpose and in the manner approved by the Board of your Company.

The Annual Report on CSR Activities, containing the particulars prescribed under the Companies (Corporate

Social Responsibility Policy) Rules, 2014, including details of CSR expenditure and other disclosures, forms part of this Boards Report as Annexure -III.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

At the end of year under review, details of subsidiaries/joint ventures/associate companies are as follows:

Sr. No. Name of Entity	Relation
1 EFC Limited	Wholly-owned Subsidiary
2 EFC Estate Private Limited	Wholly-owned Subsidiary
3 EFC Investment Advisors Private Limited	Wholly-owned Subsidiary
4 EFC Trezure Lifestyle Private Limited (Formerly known as EFC Estate 710 Alpha Private Limited)	Wholly-owned Subsidiary
5 Sanvritti Alpha Private Limited (Formerly known as EFC Estate 56 Alpha Private Limited)	Wholly-owned Subsidiary
6 EFC Retail Spaces Limited* (Formerly Known as Forty Two Ventures Limited)	Wholly-owned Subsidiary
7 Ek Design Industries Limited	Subsidiary
8 EFC AIF LLP	Subsidiary
9 EFC Tech Space Private Limited	Step-down Subsidiary
10 EFC Investment Manager Private Limited	Step-down Subsidiary
11 EFC Estate Marisoft 2 Private Limited (Formerly known as EFC Estate Marisoft 23 Private Limited)	Step-down Subsidiary
12 EFC Estate Wakadewadi GF Private Limited (Formerly known as EFC Estate Wakadewadi Private Limited)	Step-down Subsidiary
13 EFC Estate Marisoft 1 Private Limited (Formerly Known as EFC Estate Marisoft 14 Private Limited)	Step-down Subsidiary
14 Bigbox Ventures Private Limited	Step-down Subsidiary
15 Sprint Office Spaces LLP	Step-down Subsidiary
16 M/s. EFC Prime	Step-down Subsidiary
17 M/s. Sprint Workspace	Step-down Subsidiary
18 M/s. Monarch Workspace	Step-down Subsidiary

*Became wholly owned subsidiary on 26-12-2025

Subsequent to March 31, 2026, the Company incorporated five wholly owned subsidiaries, namely EFC Estate Marisoft 3 Private Limited, EFC Estate Marisoft 4 Private Limited, EFC Estate Wakadewadi 1 Private Limited, EFC Estate Wakadewadi 2 Private Limited and EFC Estate Wakadewadi 3 Private Limited.

A separate statement containing the salient features of financial statements of subsidiaries/joint venture/ associate companies of the Company as at the end of the financial year, in the prescribed Form AORS. 1 in compliance with Section 129 (3) and other applicable provisions, if any, of the Act read with Rule 5 of the Companies (Accounts) Rules, 2014 forms part of the Annual Report.

The said Form also highlights the financial performance of each of the subsidiaries included in the Consolidated Financial Statements (CFS) of the Company pursuant to

Rule 8(1) of the Companies (Accounts) Rules, 2014.

In accordance with Section 136 of the Act, the financial statements of the subsidiaries are available for inspection by the members at the Registered Office of the Company during business hours on all working days up to the date of the Annual General Meeting of the Company. Any member desirous of obtaining a copy of the said financial statements may write to the Company Secretary at the

Registered Office of the Company.

The financial statements including the CFS, and all other documents required to be attached to this report have been uploaded on the website of the Company at https:// www.efclimited.in/

OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE OF THE INDEPENDENT DIRECTOR

In the opinion of the Board, all the Independent Directors, including Independent Directors appointed during the year, if any, are persons of integrity and have expertise and experience in relevant field.

Further, all the Independent Directors have cleared proficiency self-assessment test conducted by the Indian Institute of Corporate Affairs.

ANNUAL EVALUATION OF PERFORMANCE OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

The Board has adopted a formal mechanism for evaluating its performance and as well as of its committees and individual Directors, including the Chairperson of the Board. The detailed process of annual evaluation of the performance of the Board, its chairperson, its committees and of individual Directors has been made available in the Corporate Governance Report forming an integral part of this Boards Report.

MAINTENANCE OF COST RECORDS

The Company is not required to maintain cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013.

COMMITTEES OF THE BOARD

The Board has constituted various Committees in accordance with the provisions of the Act, and Listing Regulations, to assist it in effectively discharging its responsibilities. The Committees function within their respective terms of reference approved by the

Board and periodically report on their deliberations and recommendations.

As on the date of this Report, the Board has following Committees:

1. Audit Committee;

2. Nomination and Remuneration Committee;

3. Risk Management Committee;

4. Stakeholders Relationship Committee; and

5. Corporate Social Responsibility Committee*.

*Corporate Social Responsibility Committee was constituted by the Board on May 28, 2026,

The detailed disclosures about the composition, terms of reference and meetings of the committees are provided in the Corporate Governance Report, attached as

Annexure-IV.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of sub-section (5) of section 134 of the Act, the Board hereby state 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 judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit 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;

(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; 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.

CORPORATE GOVERNANCE REPORT

Corporate Governance Report pursuant to Part C of Schedule V of Listing Regulations is attached to this report as Annexure-IV.

COMPLIANCE CERTIFICATE BY CHEIF FINANCIAL OFFICER AND MANAGING DIRECTOR

Compliance Certificate by Chief Financial Officer Managing Director pursuant to regulation 17(8) and Part B of Schedule II of the Listing Regulations is attached to this report as Annexure-V.

DECLARATION AFFIRMING COMPLIANCE OF CODE OF CONDUCT

The Company has received confirmations from all the Board of Directors as well as Senior Management Executives regarding compliance of the Code of Conduct during the year under review. A declaration by the Managing Director affirming compliance of Board Members and Senior Management Personnel to the Code is attached to this report as Annexure-VI.

COMPLIANCE CERTIFICATE BY PRACTISING COMPANY SECRETARY

Compliance Certificate regarding compliance of conditions of Corporate Governance by Practising

Company Secretary pursuant to Part E of Schedule V of the Listing Regulations is attached to this report as

Annexure-VII.

MANAGEMENT DISCUSSION AND ANALYSIS

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

ACKNOWLEDGEMENTS

Your Directors would like to express their sincere appreciation to its Members, financial institutions, bankers and business associates, Government authorities, customers and vendors for their co-operation and support and looks forward to their continued support in future. Your Directors also place on record, their deep sense of appreciation on for the committed services by the employees of the Company.

On Behalf of the Board of Directors
For EFC (I) Limited

Umesh Kumar Sahay
Chairman and Managing Director
(DIN: 01733060)

Date: September 8, 2026
Place: Pune