Elcid Investments Ltd Directors Report

To,

The Members

Elcid Investments Limited

The Board of Directors have pleasure in presenting the 45th Annual Report together with the Audited Financial Statements for the Financial year ended 31st March 2026.

FINANCIAL RESULTS:

(? In lakhs)

PARTICULARS	STANDALONE		CONSOLIDATED
	2025- 26	2024- 25	2025- 26	2024- 25
Revenue from operations	9,355.78	13,842.93	13,396.92	21,113.97
Add/(Less): Total Expenses	(474.06)	(496.05)	(743.93)	(729.13)
Profit / (loss) before exceptional items and tax	9,008.64	13,567.01	12,794.08	20,604.97
Exceptional items	-	-	-	-
Profit/loss) before tax	9,008.64	13,567.01	12,794.08	20,604.97
Add/(Less): Provision for Tax-Current Deferred Tax Adjustment for previous years	2,165.60 19.54 (799.30)	2,606.35 869.58 (6.07)	3,121.97 (240.25) (939.68)	3,832.42 1,542.42 (69.43)
Profit/(loss) for the year from continuing operations	7,662.80	10,097.15	10,852.04	15,299.56
Profit/(loss) from discontinued operations	0.00	0.00	0.00	0.00
Tax Expense of discontinued operations	0.00	0.00	0.00	0.00
Profit/(loss) from discontinued operations (After tax)	0.00	0.00	0.00	0.00
Profit/(loss) for the year	7,662.80	10,097.15	10,852.04	15,299.56
Other Comprehensive Income	(42,147.56)	(1,85,681.07)	(60,308.76)	(2,66,848.30)
Total Comprehensive Income for the year	(34,524.76)	(1,75,583.92)	(49,456.72)	(2,51,548.74)
Basic EPS (\u20b9)	3,811.40	5048.57	5426.02	7649.78
Diluted EPS (\u20b9)	3,811.40	5048.57	5426.02	7649.78
Opening balance in Retained Earnings*	54,184.50	46,156.78	81,136.72	68,947.17
Profit Available for Appropriation	61,807.30	56,253.93	91,988.76	84,246.72
Less: Transfer to Statutory Reserve (u/s 45-IC of The Reserve Bank of India Act, 1934)	1,524.56	2,019.43	2,170.00	3,060.00
Less: Dividend paid	50.00	50.00	50.00	50.00
Less: Corporate Dividend Tax	-	-	-	-
Balance carried to balance Sheet	60,232.73	54,184.50	89,768.76	81,136.72

* Retained Earnings do not include Debt and Equity instruments classified at Fair Value through Other Comprehensive Income

REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS:

As per Standalone Financial Statements, the total net profit before tax of the Company is

? 9,008.64 lakhs in the current year compared to

? 13,567.01 lakhs in 2025. The Net profit after tax stood at ? 7,622.80 lakhs as compared to

? 10,097.15 lakhs in 2025.

As per Consolidated Financial Statements, total net profit before tax of the Company is

? 12,794.08 lakhs in the current year compared to ? 20,604.97 lakhs in 2025. The Net profit after tax stood at ? 10,852.04 lakhs as compared to ? 15,299.56 lakhs in 2025.

The continued expansion of the financial markets, coupled with the countrys strong economic fundamentals, is expected to support the Companys growth and enhance its long-term prospects.

DIVIDEND:

The Board of Directors is pleased to recommend the payment of a Final Dividend for the year ending March 31, 2026, on the Companys 2,00,000 Equity Shares of ? 25 /- per share. Upon approval by the Members at the forthcoming Annual General Meeting, the dividend will be paid to the Members whose names are recorded in the Register of Members as on Friday, July 24, 2026.

INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

In accordance with the applicable provisions of Companies Act, 2013 read with Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 (IEPF Rules), all unclaimed dividends are required to be transferred by the Company to the IEPF, after completion of seven (7) years. Further, according to IEPF Rules, the shares on which the dividend has not been claimed by the shareholders for seven (7) consecutive years or more shall be transferred to the demat account of the IEPF Authority.

RESERVES:

Company proposes to transfer a sum of

? 15,24,55,990/- to Special reserve created

under the provisions of section 45-IC of Reserve Bank of India (Amendment) Act 1997.

MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OFTHE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENT RELATE AND THE DATE OF THE REPORT

There were no material changes and commitments affecting the financial position of your Company between the end of financial year 2025-26 and the date of this report, which could have an impact on your Companys operation in the future or its status as a Going Concern.

RBI REGISTRATION:

During the year under preview, the company and its subsidiaries namely Murahar Investments and Trading Company Limited and Suptaswar Investments and Trading Company Limited have received the Certificate of Registration (COR) as Type-1 - NBFC- ND from the Department of Regulation, Reserve Bank of India on September 15, 2025.

ANNUAL RETURN:

The Annual Return of the Company as on March 31, 2026, in Form MGT - 7 in accordance with Section 92(3) of the Act read with the Companies (Management and Administration) Rules, 2014, is available on the website of the Company at

MATERIAL SUBSIDIARY COMPANIES:

The Company has two material unlisted subsidiary companies viz. Murahar Investments & Trading Company Limited & Suptaswar Investments & Trading Company Limited. However, the Company does not have any joint venture or associate company.

A separate statement containing the salient features of the financial statements of all subsidiaries of your company in the prescribed Form AOC-1 as Annexure 2 forms part of consolidated financial statements in compliance with section 129(3) and any other

applicable sections, if any, of Companies Act 2013 read with the rules issued thereunder.

The Companys Policy for determining Material Subsidiaries is available on the Companys website at

Secretarial Audit Report for the above two material subsidiaries is annexed as Annexure 4 .

CONSOLIDATED FINANCIAL STATEMENTS:

The Consolidated financial statements of your Company for the financial year 2025-26, are prepared in compliance with applicable provisions of the Companies Act, 2013, Accounting Standards and as per provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The consolidated financial statements have been prepared based on the audited financial statements of your company and its material subsidiaries as approved by the respective Board of Directors.

Pursuant to Section 136 of the Companies Act 2013, the audited financial statements including consolidated financial statements of each of the subsidiary companies are available on companys website at &

AMENDMENT IN THE MEMORANDUM OF ASSOCIATION OF THE COMPANY AND ITS MATERIAL SUBSIDIARIES

The Members of the Company approved, by way of Special Resolution through Postal Ballot on March 04, 2026, the alteration of Clause III(A)(2) of the Main Objects Clause of the

Memorandum of Association (MOA) to align the objects of the Company with the business activities of a Type-I Non-Banking Financial Company - Non-Deposit Taking (NBFC-ND) in accordance with the applicable guidelines issued by the Reserve Bank of India (RBI).

The aforesaid amendment does not result in any change in the principal business activities of the Company, and the amended objects are fully aligned with the existing line of business being carried on by the Company.

Further, during the year, similar alterations to the Main Objects Clauses of the Memorandum of Association were undertaken by the Companys unlisted material subsidiaries, namely Murahar Investments & Trading Company Limited and Suptaswar Investments & Trading Company Limited, to align their respective objects with the business activities of a Type-I NBFC-ND and the applicable RBI guidelines.

The Members of the unlisted material subsidiaries, namely Murahar Investments & Trading Company Limited and Suptaswar Investments & Trading Company Limited approved the alteration of Clause III(A)(3) of their Main Objects Clause of the Memorandum of Association (MOA) by passing the special resolution in their extra ordinary general meeting dated March 17, 2026.

Consequent to the alteration of the Main Objects Clause, the classification of the Companys business activity under the Corporate Identification Number (CIN) has been updated. Accordingly, the CIN of the Company and its material subsidiaries have changed as shown below:

Name of the Company	Old CIN	New CIN
Elcid Investments Limited	L65990MH1981PLC025770	L64990MH1981PLC025770
Murahar Investments & Trading Company Limited	U67120MH1979PLC021880	U64990MH1979PLC021880
Suptaswar Investments & Trading Company Limited	U67120MH1979PLC021876	U64990MH1979PLC021876

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Board of Directors

As on March 31, 2026, the composition of the Board is in accordance with the provisions of Section 149 of the Act and Regulation 17 of the SEBI Listing Regulations, with an appropriate combination of Executive Director, Non-Executive Directors and Independent Directors. The list of Directors of the Company has been disclosed as part of the Corporate Governance Report.

As on March 31, 2026, the Board of Directors comprised of 6 directors, 3 of which are independent Director(s), 1 Executive Director and 2 Non-Executive Director(s).

During the financial year under review, the following changes occurred in the composition of the Board of Directors of the Company:

Ms. Amrita Vakil (DIN:00170725) was appointed as a Whole Time Director (Executive Director) for a period of five years with effect from May 24, 2025, to May 23, 2030.

Ms. Margarette Shwetha Thomas (DIN:11109438) was appointed as an Independent Director (Non-Executive) for a period of five years (first term) with effect from May 24, 2025, to May 23, 2030, by the shareholders in its meeting held on July 31, 2025.

Mrs. Ragini Vakil (DIN:07792011) was appointed as a director with effect from May 24, 2025.

Mr. Essaji Vahanvati (DIN:00157299) was reappointed as an Independent Director (Non-Executive) for a period of five years (Second Term) with effect from November 02, 2025, to November 01, 2030, by the shareholders in its meeting held on July 31, 2025.

After the financial year under review, the Board of Directors in its meeting held on May 25, 2026, based on the recommendations of the Nomination & Remuneration Committee, inter alia, approved the following re-appointment,

which shall be subject to the shareholders approval in the ensuing Annual General Meeting.

Mr. Kartikeya Kaji (DIN:07641723) as an Independent Director (Non-Executive) for a period of five years (Second Term) with effect from April 01, 2027, to March 31,

2032.

In the opinion of the Board, Mr. Kartikeya Kaji possess the requisite qualifications, experience, expertise, integrity and proficiency necessary to contribute effectively to the growth and governance of the Company. His diverse professional backgrounds and valuable insights are expected to add significant value to the Company.

The Company has received all necessary consents, declarations and disclosures from them as required under the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Accordingly, the Board recommends their appointment for the approval of the Members at the ensuing 45th Annual General Meeting of the Company.

The Brief Profile of Mr. Kartikeya Kaji is given in the Notes forming part of the notice to 45 th Annual General Meeting and is also available on the companys website at

Retirement by rotation & subsequent reappointment:

In accordance with the provisions of Section 152 and other applicable provisions, if any, of the Act and the Articles of Association of the Company, Ms. Amrita Vakil (DIN: 0170725), Whole Time Director of the Company, is liable to retire by rotation at the ensuing AGM and being eligible has offered herself for re-appointment. Based on performance evaluation and recommendation of Nomination and Remuneration Committee, the Board of Directors recommends her re-appointment as a Director of the Company, liable to retire by rotation subject to the approval of the

shareholders in the ensuing 45 th Annual General Meeting.

The Brief Profile of Ms. Amrita Vakil is given in the Notes forming part of the notice to 45 th Annual General Meeting and is also available on the companys website at

Key Managerial Personnel

As on March 31, 2026, the following people are considered as the Key Managerial Personnel:

Ms. Amrita Vakil - Whole Time Director

Ms. Shraddha Manjrekar - Chief Financial Officer

Mr. Ayush Dolani - Company Secretary & Compliance Officer.

During the financial year under review, the following changes occurred in the composition of the Key Managerial Personnel of the Company:

Appointment of Ms. Amrita Vakil as the Whole Time Director of the Company with effect from 24 th May 2025.

Resignation by Mrs. Ragini Vakil as the Chief Executive Officer with effect from 23 rd May 2025 & Chief Financial Officer with effect from 18 th June 2025.

The Board records its deepest appreciation for contribution by Mrs. Ragini Vakil in guiding and supporting the management during his tenure as Chief Executive Officer & Chief Financial Officer of the Company.

Appointment of Ms. Shraddha Manjrekar as the Chief Financial Officer with effect from 19 th June 2025.

BOARD OF DIRECTORS:

Number of Board Meetings Conducted during the year under review:

During the Financial Year 2025-26, seven (7) Board Meetings were held. The details of the meetings of the Board of Directors and its Committees, convened during the Financial Year 2025-26, are given in the Corporate Governance Report which forms part of this report.

The Maximum interval between the 2 board meetings did not exceed 120 days as prescribed by the act and the Listing Regulations.

Companys Policy Relating to Directors Appointment, Payment of Remuneration and Discharge of their Duties :

The Companys Policy relating to appointment of Directors, payment of Managerial remuneration, Directors qualifications, positive attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 are decided by the Nomination & Remuneration Committee constituted by the Company.

The details of the said Committee are given in the Corporate Governance Report which forms part of this report.

PARTICULARS OF EMPLOYEES

Ratio of Directors Remuneration to Median Employees Remuneration and other Disclosures:

The information required pursuant to Section 197 of the Companies Act 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are as follows:

Ratio of the remuneration of each director and key managerial personnel to the median remuneration of the employees of the Company for the Financial Year are as follows:

Name	Ratio (Remuneration of Director/Key Managerial Personnel to Median Remuneration)	% increase in remuneration in the financial year
Non-Executive Directors
Mr. Varun Vakil	Nil	-
*Mrs. Ragini Vakil	0.11	-
Mr. Essaji vahanvati	0.15	-
Mr. Kartikeya Kaji	0.20	-
#Ms. Margarette Shwetha Thomas	0.10	-
Executive Director
**Ms. Amrita Vakil	1.62	-
Chief Financial Officer
^ Ms. Shraddha Manjrekar	0.99
Company Secretary & Compliance Officer
Mr. Ayush Dolani	1.00	30%

*Appointed with effect from 24th May 2025 # Appointed with effect from May 24, 2025

**Includes the sitting fees of ? 20,000 for the Board meeting dated May 23, 2025, and other amount is for remuneration of Whole Time Director for the financial year 2025-26 with effect from May 24, 2025.

^Appointed with effect from June 19, 2025

Note: All employees who served the Company for the full financial year have been considered.

All the Directors are paid remuneration in the form of sitting fees except for Ms. Amrita Vakil, who is a Whole Time Director.

There is no employee in the Company drawing monthly remuneration of

? 8,50,000/- per month or ?1,02,00,000/-per annum as per Rule, 5(2) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The median remuneration calculated for

the Financial Year 2025-26 is ?11,94,696/-

Percentage increase in the median remuneration of employees in the financial year:

The median remuneration of all employees per annum was ? 9,26,000 and ? 11,94,696 for the financial year 2024-25 and 2025-26 respectively. The increase in median remuneration of employees for the

financial year 2025-26 as compared to the financial year 2024-25 is 29.02%.

Number of permanent employees on the rolls of the Company at the end of the year as on March 31, 2026: 4

Average percentiles increase in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration;

The comparative percentile increase in the salary of such employees could not be reported as the employees were not on the roll for the complete year.

Affirmation that the remuneration is as per the remuneration policy of the company:

It is affirmed that the remuneration is as per the remuneration policy of the company.

DECLARATION OF INDEPENDENT DIRECTORS:

The Independent Directors have submitted their disclosures to the Board that they fulfill all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 to qualify themselves to be appointed as Independent Directors under the provisions of the Companies Act, 2013 and the relevant rules and have complied with the Code for Independent Directors prescribed under Schedule IV to the Companies Act 2013.

Further, all the Independent Directors of your Company have confirmed their registration/renewal of registration, on Independent Directors Databank.

PERFORMANCE EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its board and the committees as a whole.

The Independent Directors carried out annual performance evaluation of the Chairman, the non-independent directors and the Board as a whole. The performance of each Committee was evaluated by the Board based on the report of evaluation received from each Director.

The performance evaluation of the Board, its committees and individual Directors reflected the valuable contributions made by each Director and demonstrated their strong commitment towards the Companys governance, growth and strategic objectives.

Based on the evaluation, the Board is satisfied that its composition possesses an appropriate balance of skills, experience, expertise, independence and diversity required for the effective discharge of its responsibilities. The Committees of the Board were acknowledged for their efficient functioning and meaningful deliberations, not only on matters within their respective terms of reference but also on issues of broader strategic importance to the Company.

The evaluation further highlighted the active participation, constructive guidance and significant contributions made by each Director towards the overall effectiveness of the Board and the long-term success of the Company.

The detailed process of evaluation and the outcomes thereto are set out in the report of Corporate Governance forming part of this Annual Report.

CODE OF CONDUCT

Your Company has adopted a comprehensive Code of Conduct applicable to the Board of Directors and Senior Management Personnel, embodying the ethical standards, professional integrity, and legal principles that guide its operations. The Company remains firmly committed to maintaining the highest standards of corporate governance and ethical business practices.

During the financial year ended March 31, 2026, all Directors and Senior Management Personnel have adhered to and complied with the provisions of the said Code of Conduct. Necessary declarations and affirmations confirming such compliance have been received from the concerned individuals.

The Code of Conduct is available for reference on the Companys website at. and serves as a guiding framework for responsible and transparent decision-making across the organization.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS:

All the Independent Directors are familiarized with the operations and functioning of the Company at the time of Appointment and on an ongoing basis.

The details of the training and familiarization programme are given in the report of Corporate Governance forming part of the annual report and are also available on the Companys website at

MANAGEMENT DISCUSSION AND ANALYSIS:

The Management Discussion and Analysis Report, providing an overview of the Companys industry structure, opportunities and threats, outlook, risks and concerns, internal control systems, financial and operational performance, and other material developments, forms an integral part of this Annual Report.

COMMITTEES:

As on March 31, 2026, the Company has 4 Committees:

Audit Committee

Nomination & Remuneration Committee

Stakeholders Relationship Committee

Corporate Social Responsibility Committee.

During the year all the recommendations of the Committees were approved by the Board. A detailed note on the composition of the Board and its committees is provided in the Corporate Governance Report forming a part of this Annual Report.

DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

The Company remains committed to conducting its business in a socially responsible and sustainable manner. As part of its Corporate Social Responsibility (CSR) philosophy, the Company endeavors to create a positive and lasting impact on society through initiatives that contribute to social welfare, environmental sustainability and community development. The Company believes that responsible growth must go hand in hand with the well-being of all stakeholders and the communities in which it operates. Through its CSR programs, the Company strives to achieve a balanced approach towards economic progress, social development and environmental stewardship. By integrating CSR principles into its business practices and actively supporting initiatives aligned with sustainable development goals, the Company seeks to contribute meaningfully towards inclusive growth and long-term societal progress.

The Company has constituted a Corporate Social Responsibility (CSR) Committee in compliance with Section 135 of the Companies Act, 2013. On the recommendation of the CSR committee, the Board has approved the CSR policy of the Company which is published on the Companys website

CSR Policy:

CSR activities of the Company are carried out directly and through Non-Government Organizations, who have track record of minimum of 3 years in carrying out the activities, and other criteria as prescribed under Section 135 of the Companies Act, 2013 read with Schedule VII and Companies (Corporate Social Responsibility Policy) Rules, as amended from time to time. As per the Companies Act, 2013, as prescribed, companies are required to spend at least 2% of their average net profits for three immediately preceding financial years.

The Annual Report on CSR activities undertaken by the Company during the financial year 2025-26, is annexed as Annexure 1 and forms part of this Report.

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

Considering the nature of business activities carried out by the Company, your company has nothing to report disclosures about Conservation of Energy and Technology Absorption as required under Section 134(m) of the Companies Act, 2013.

There was no foreign exchange Inflow or Outflow during the financial year under review.

STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY:

The Company is an investment company and therefore the predominant risk pertains to investments including capital market risks such as stock market crashes, economic downturn, interest rate changes etc. Inflation is another factor for the managing the risks because Inflation erodes the real value of investment returns, reducing purchasing power and

potentially diminishing the overall performance of market-based assets, especially fixed-income investments.

The company regularly appoints and seeks advice from reputed portfolio managers like Axis bank, Kotak Bank, IIFL Securities, Motilal Oswal etc. to mitigate the risks and accordingly carry out its investments within the risk management framework.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

Your Company is a Non-Banking Finance Company (NBFC) registered with the Reserve Bank of India. Investments made by the Company are in the ordinary course of business. Hence Section 186 of the Companies Act 2013 is not applicable on the Company.

There were no loans and guarantees made by the Company under Section 186 of the Companies Act, 2013 during the year under review and hence the said provision is not applicable.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

All contracts / arrangements / transactions entered into by the Company during the year under review with Related Parties were in the ordinary course of business and on arms length basis in terms of provisions of the Act. All transactions with related parties were reviewed and approved by the Audit Committee and are in accordance with the Policy on dealing with and materiality of Related Party Transactions and the Related Party Framework, formulated and adopted by the Company. The Companys Policy on dealing with and materiality of related party transactions is available on its website at

Form AOC-2 pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is set out in the Annexure 3 to this report.

STATUTORY AUDITORS:

M/s VK Beswal & Associates, Chartered Accountants (FRN: 101083W) are the Statutory Auditors of the Company appointed on August 28, 2024, at the 43 rd Annual General Meeting held in 2024 and shall hold office for a term of 3 years up to the conclusion of the 46 th Annual General Meeting to be held in 2027.

They satisfy the prescribed eligibility criteria, and they have confirmed that they are not disqualified from continuing as Statutory Auditors of the company.

The Statutory Auditors have issued unmodified opinion on the financial statements for the financial year 2025-26 and the Statutory Auditors report forms part of this Annual report. During the financial year under review, no fraud against the Company or by the Company was found by the Statutory Auditor of the Company.

SECRETARIAL AUDITOR & SECRETARIAL AUDIT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and Regulation 24(A) of the SEBI Listing Regulations the Members at their 44 th Annual General Meeting held on July 31, 2025, had appointed M/s. Ruchi Kotak & Associates, Practicing Company Secretaries (FCS:9155 CP No. 10484) as the Secretarial Auditor of the Company for a term of five years, i.e., from Financial year 2025-26 up to Financial year 2029-30.

The Secretarial Auditor has confirmed that they have subjected themselves to Peer Review process by the Institute of Company Secretaries of India (ICSI) and hold valid certificate issued by the Peer Review Board of ICSI.

The Secretarial Audit Report for the financial year 2025-26 does not contain any observation, qualification, reservation or adverse remark. During the financial year under review, no fraud against the Company or by the Company was found by the Secretarial Auditor of the Company.

The Report of the Secretarial Auditor is annexed herewith as Annexure 4 for the company and its material subsidiaries.

DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submit its responsibility Statement:

in the preparation of the annual accounts, the applicable accounting standards were followed and there were no material departures from the same.

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.

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.

the directors had prepared the annual accounts on a going concerning basis.

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

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.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

In terms of the provisions of Section 138 of the Companies Act, 2013, the board of directors, on the recommendations from the Audit Committee, had appointed M/s. Ravi. A. Shah & Associates, Chartered Accountants to undertake the Internal Audit of the Company for the year 2025-26

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, the safeguarding of its assets, prevention & detection of fraud and errors, accuracy and completeness of the accounting records and timely preparation of financial disclosures. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board.

The Company monitors and evaluates the efficacy and adequacy of the internal control system in the Company, its compliance with operating systems, accounting procedures and policies in the Company. Significant audit observations and corrective actions thereon are presented to the Audit Committee of the Board.

During the year under review, no material observation has been made by the internal auditor and statutory auditor of the Company in relation to efficiency and effectiveness of such controls.

VIGIL MECHANISM & WHISTLE BLOWER POLICY:

Your Company is committed to the highest standards of ethical, moral and legal business conduct. Accordingly, the Board of Directors have formulated a Whistle Blower Policy which is in compliance with the provisions of Section 177 (10) of the Companies Act, 2013 and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015. The policy provides for a framework and process whereby concerns can be raised by its employees against any kind of discrimination, harassment, victimization or any other unfair practice being adopted against them. The Whistle Blower Policy has been appropriately communicated within the company and is available on the website of the Company at

DEPOSITS:

The Company has neither accepted nor renewed any deposits during the year under review.

SHARES:

There is no change in the Share Capital of the Company. As on March 31, 2026, the issued, subscribed and the paid-up share capital of the Company stood at ? 20,00,000/- comprising of 2,00,000 Equity Shares of ? 10/- each.

COST AUDIT:

The cost audit pursuant to the provisions of Section 148 of the Companies Act, 2013 is not applicable to the company.

CORPORATE GOVERNANCE:

As per Regulation 34 of the SEBI (Listing Obligations & Disclosure Requirement) Regulations 2015, a separate section on corporate governance practices followed by the Company, together with a certificate from the Companys Secretarial Auditor confirming compliance forms an integral part of this Report as Annexure 5.

COMPLIANCE WITH SECRETARIAL STANDARDS

Your Company is in compliance with the applicable Standards, issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Act.

LISTING WITH STOCK EXCHANGE:

The Company confirms that it has paid the Annual Listing Fees for the year 2025-26 to Bombay Stock Exchange Limited where the Companys Shares are listed.

DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has in place a policy on Prevention of Sexual Harassment at Workplace. Pursuant to applicable provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 read with Rule 14, the internal committee

constituted under the said act has confirmed that no complaint/case has been filed/pending with the Company during the year 2025-26.

MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT ACT 1961

The Company has ensured compliance with the applicable provisions of the Maternity Benefit Act, 1961 and continues to uphold its commitment towards employee welfare and statutory compliance.

WHOLE TIME DIRECTOR AND CFO CERTIFICATION:

As required under Regulation 17(8) of the SEBI Listing Regulations read with Part B of Schedule II of the regulations, Ms. Amrita Vakil, Whole Time Director and Ms. Shraddha Manjrekar, Chief Financial Officer of your Company have certified the accuracy of the Financial Statements, the Cash Flow Statement and adequacy of Internal Control Systems for financial reporting for the financial year ended 31 March, 2026. Their Certificate is annexed to this Directors Report as Annexure 7

SIGNIFICANT/MATERIAL ORDERS PASSED BY THE REGULATORS:

There are no other significant/material orders passed by the Regulators or Courts or Tribunals impacting the going concern status of your Company and its operations in future.

OTHER DISCLOSURES:

The CFO, CEO and Whole Time Director of the Company has not received any remuneration or commission from any of the Companys Subsidiary.

The Company has not issued any equity shares with differential rights to dividend, voting or otherwise.

The Company has not issued any shares, warrants, debentures, bonds or any other convertible or non-convertible securities.

The Company has not issued any sweat Equity shares to its directors or employees.

The Company has not made any changes in the voting rights.

The Company has not reduced or bought back its share capital, has not changed the share capital structure from any restructuring.

The companys securities were not suspended for trading during the year.

The Company has not failed to implement any corporate action.

The disclosure pertaining to explanation for any variations or deviation in connection with certain terms of a public issue, right issue, preferential issue etc is not applicable to the company.

There was no revision of financial statements and Boards Report of the Company during the year under review.

None of the Auditors of the Company have reported any fraud as specified under the second proviso of Section 143(12) of the Companies Act 2013.

No application has been made under the Insolvency and Bankruptcy Code; hence the requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year is not applicable; and

The requirement to disclose the details of difference between the amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable.

No credit rating has been obtained by the Company with respect to its securities.

ACKNOWLEDGEMENTS:

Your directors place on records their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continued support extended to your Companies activities during the year under review. Your directors also acknowledge gratefully the shareholders for their support and confidence reposed on your Company.

By Order of the Board of Directors For Elcid Investments Limited

Varun Vakil

Chairman (DIN: 01880759)

Place: Mumbai Date: May 25, 2026