Energy-Mission Machineries (India) Ltd Directors Report

To

The Members of,

ENERGY-MISSION MACHINERIES (INDIA) LIMITED

Your Directors have pleasure in submitting their 14^thAnnual Report of the Company together with the Audited Statements of Accounts for the year ended 31^stMarch, 2024.

1. FINANCIAL RESULTS

The financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014.

The financial performance of the Company, for the financial year ended on Sl^March, 2024 is summarized below:

(In Lac Rs)

PARTICULARS	Standalone		Consolidated*
	2023-24	2022-23	2023-24
Revenue from Operations	12628.93	9,956.34	12628.93
Other Income	93.86	109.78	93.86
Cost of materials consumed	7127.38	6224.62	7127.38
Employee Benefit Expenses	1422.89	924.43	1422.89
Changes in Inventories	(262.74)	(396.73)	(262.74)
Finance Costs	305.40	264.23	305.40
Depreciation & amortization Expense	202.33	195.22	202.33
Other Expenses	2405.06	1843.37	2405.06
Profit Before Tax	1540.47	1,010.97	1540.47
Less: Current Tax	388.87	257.98	388.87
Less: Deferred Tax	54.84	(58.78)	54.84
Profit After Tax	1096.79	737.50	1096.79

* Consolidated Financial Performance is not provided as the company had no Subsidiaries/Associate Companies as on 31^st March, 2023.

Earning per Equity Share

(Amount in Rs.)

PARTICULARS	Standalone		Consolidated**
	2023-24	2022-23	2023-24
Basic	13.14	26.51	13.14
Diluted	13.14	26.51	13.14

** Consolidated Earning Per Share is not provided as the company had no Subsidiaries/Associate Companies as on 31^st March, 2023.

2. PERFORMANCE AT A GLANCE

During the Financial Year 2023-24, the Company achieved total Revenue of Rs. 126Crores in the current year, against Rs. 99 Crores in the previous year, thereby registering increase of 27% as compared to the previous year. The Company has registered a profit of Rs. 1096.76 lakhs in the current year, against profit of Rs. 737.50 lakhs in the previous year, thereby registering anincrease in the Net Profit of 48.71% as compared to the previous year.

The Company has continued to achieve an allround growth in terms of Volume, Revenues, Profit Before Tax (PBT) and Profit After Tax (PAT) over the previous years and has demonstrated strong resilience during yet another challenging year. The performance has been achieved by the Company in spite of the environment of global uncertainty, volatile economic conditions and high cost pressures.

3. CHANGE IN NATURE OF BUSINESS

During the year under review there was no change in nature of Business of the Company.

4. SHARE CAPITAL

The Paid-up Equity Share capital of the Company was Rs.8,34,45,000/- as on 31^st March, 2024. During the year under review, the company has neither issued any shares with differential voting rights nor granted any stock Option nor any sweat Equity Shares.

During the year under review the company has done sub-division of its equity share and modified its Face Value from Rs. 1,000/- to Rs. 10/-.

Further the company issued 55,63,000 equity shares of Rs. 10 each through Bonus Issues to its existing shareholders.

Furthermore, the company issued 29,82,000Equity Shares of Rs. 10/- each at a premium of Rs. 128/- each through Initial Public Offer after the end of Financial year.

5. DIVIDEND

In view of the future expansion plans, the Board of Directors have not recommended any dividend on the Equity Share Capital of the Company for the financial year ended 31st March, 2024.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

Since there was no unpaid/unclaimed Dividend declared and paid last year, the provisions of Section 125 of the Companies Act, 2013 do not apply.

6. TRANSFER TO RESERVES:

During the year under review, the Company has not transferred any amount to General Reserve out of the amount available for appropriation.

7. FINANCIAL LIQUIDITY:

Cash and Cash equivalent as at March 31^st,2024 was Rs.5.32 Lacs. The Companys working capital management is robust and involves a well- organised process, which facilitates continuous monitoring and control over receivables, inventories and other parameters

8. DEPOSIT

During the year, the Company has not accepted any depositwithin the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 (including any statutory modification(s) or reenactment(s) for the time being in force) from the public or the members and as such, no amount on account of principal or interest on public is outstanding.

9. ADEQUACY OF INTERNAL FI NANCIAL CONTROLS

Your Company has established adequate internal financial control systems to ensure reliablefinancial reporting and compliance with laws and regulations. All resources are put to optimal use and adequately protected against any loss.

Internal control systems commensurate with its size and operations to ensure orderly and efficient conduct of business while safeguarding the assets, quality, and safety, procurements, finance and accounts and reducing and detecting error.

The Company also has appointed an external firm of Chartered Accountants to supplement the efficient Internal Audit.

10. MANAGEMENT DISCUSSION AND ANALYSIS The Management Discussion and Analysis Report as required under Regulation 34(2)(e) read with Schedule V of SEBI (Listing Obligations & Disclosure Requirements) Regulation 2015 is provided in a separate section and forms an integral part of this Report and is annexed as Annexure A.

11. CORPORATE GOVERNANCE

Maintaining of high standards of Corporate Governance has been fundamental to the business of your Company since its inception. However,thereport on Corporate Governanceas required under Regulation 34 (3) read with Schedule V of SEBI (Listing Obligation & Disclosure Requirements) Regulation, 2015 is notprovided pursuant to Regulation 15 (2) (b) ofSEBI (ListingObligations&Disclosure

Requirements)Regulation, 2015 as the company is listed National Stock Exchange (EMERGE) SME Platform.

12. RELATED PARTY TRANSACTIONS

All contracts/arrangements/transactions entered by the Company during the previous financial year with the related parties were in the ordinary course of business and on arms length basis. There were no materially significant related party transactions entered by the Company with its Promoters, Directors, Key Managerial Personnel or other persons which may have potential conflict with the interest of the Company. All Related Party transactions are placed before the Audit Committee for approval, wherever applicable. Prior omnibus approval for normal business transactions is also obtained from the Audit Committee for the related party transactions which are of repetitive nature and accordingly, the required disclosures are made to the Committee on a quarterly basis in terms of the approval of the Committee. The disclosure of Related Party Transactions as required under Section 134(3)(h) of the Act in Form AOC - 2 is annexed as Annexure B. The Related Party Transactions took placed during the financial year 2023-24 have placed in Notes of Financial Statements of the Company.

13. REMUNERATION OF DIRECTORS,KEY MANAGERIAL PERSONNEL & PARTICULARS OF EMPLOYEES

The information required under Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure Cto this report PARTICULARS OF EMPLOYEES:

The statement containing particulars of employees as required under section 197 of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, will be provided upon request. In terms of Sectionl36 of

the Companies Act, 2013, the Report and accounts are being sent to the members and others entitled thereto, excluding the information on employees particulars which is available for inspection by members at the registered office of the Company during business hours on working days of the Company. If any member is interested in obtaining a copy of the same, such member may write to the Company Secretary in this regard at cs@energymission.com.

14. WEBLINK / EXTRACT OF ANNUAL RETURN Pursuant to Section 92(3) read with section 134(3) (a) of the Act, a copy of the Annual Return of the Company for the financial year under review prepared under Section 92(1) of the Act read with Rule 11 of Companies (Management and Administration) Rules, 2014 in prescribed Form No. MGT-7 is placed on the website of the Company and can be accessed at the weblink: https://www.energymission.com/investor- relations/#5836ab5abc.

15. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Appointment and Resignation of Directors/KMP

During the F.Y 2023-24, the following Directors are appointed:

Name of Director	Date of Appointment
Mr. Vipul Mehta	27/11/2023
Mr. Himanshu Trivedi	27/11/2023
Mrs. Sumitraben Mehta	01/11/2023

During the F.Y 2023-24, the following Directors have resigned from the Board:

Name of Director	Date of Appointment
Snehal Narendra Mehta	10/11/2023
Sanjay Shantukumar Khankar	10/11/2023

During the FY 2023-24 the designations of following directors are changed

Name of Director	Date of Change
Dineshkumar ChaudharyAppointed as Managing Director	01/11/2023
Ashokkumar Panchal appointed as Whole-Time Director	01/11/2023

During the year under review, Mrs. BHARGAVI DILIPBHAI GUPTAwas appointed for the post of

Company Secretaryas on 01^stof October, 2023 and Mr. SATISHKUMAR KANJIBHAI PARMAR is appointed as Chief Financial Officer of the company as on 01^st November, 2023

MD and CFO Certification

The requisite certification from the Managing Director and Chief Financial Officer required to be given under Regulation 17(8) read with Part B of Schedule II of SEBI (LODR) Regulations, 2015. The aforesaid certificate, duly signed by the Managing Director and Chief Financial Officer in respect of the financial year ended 31^stMarch 2024, has been placed before the Board.(Annexure D)

Retirement by Rotations

In accordance with the provisions of section 152 (6) of the Act and in terms of the Articles of Association of the Company, Mr.Satishkumar Kanjibhai Parmar (DIN: 03297705) and Mr. DINESHKUMAR SHANKARLAL CHAUDHARY (DIN: 03297711), will retire by rotation at the ensuing Annual General Meeting and being eligible, offers themselves for re-appointment. The board recommends their re-appointment.

Profile of Directors Seeking Appointment / Reappointment

As required under Regulation 36 (3) of the SEBI (LODR) Regulations, 2015, particulars of Directors seeking appointment / re-appointment at the ensuing Annual General Meeting are annexed to Annexure I of the notice convening 14^thAnnual General Meeting.

Training of Independent Directors To familiarise the new inductees with the strategy, operations and functions of our Company, the executive directors / senior managerial personnel make presentations to the inductees about the Companys strategy, operations, product and service offerings, organisation structure, finance, human resources, technology, quality and facilities. Further, the Company has devised a Familiarisation Program for Independent Directors as per Regulation 46 (2) of SEBI (Listing Obligations and Disclosures

Requirements)Regulations, 2015 and the same has been placed on the website of the Company at:

Key Managerial Personnel

Pursuant to Section 203 of the Companies Act 2013, the following are the Key Managerial Personnel of the Company as on 31st March, 2024:

Mr.Dineshkumar Chaudhary	Managing Director
Mr.Ashokkumar Panchal	Whole time Director
Mrs. Bhargavi Gupta	Company Secretary
Mr. Satishkumar Parmar	Chief Financial Officer

Evaluation of Performance of the Board, its Committees and Individual Directors

During the year, the evaluation of the annual performance of individual directors including the Chairman of the Company and Independent Directors, Board and Committees of the Board was carried out under the provisions of the Act and relevant Rules and the Corporate Governance requirements as prescribed under Regulation 17 of Listing Regulations, 2015 and the circular with respect to Guidance Note on Board Evaluation. The Nomination and Remuneration Committee had approved the indicative criteria for the evaluation based on the SEBI Guidance Note on Board Evaluation.

The Exercise was carried out through a structured evaluation process covering the various aspects of the Boards functioning suchas composition of board 8i committees, experience & competencies, performance of specific duties & obligations, governance issues etc.

The evaluation of the independent Directors was carried out by Board, except the independent Director being evaluated and the chairperson and the non-independent Directors was carried out by the independent Directors.

Board of Director Meetings Regular meetings of the Board are held at least once in a quarter, inter-alia, to review the quarterly, half yearly and annual financial results of the Company. Additional Board meetings are convened to discuss and decide on various business policies, strategies and other businesses.

TheBoard business generally includes consideration of important corporate actions and events including:-

• quarterly and annual result announcements;

• oversight of the performance of the business;

• development and approval of overall business strategy;

• Board succession planning;

• review of the functioning of the Committees and

• other strategic, transactional and governance matters as required under the Companies Act, 2013, Listing Regulations and other applicable legislations

The notice of Board meeting is given well in advance to all the Directors. Usually, meetings of the Board are held in Registered Office of the company. The Agenda of the Board Meetings is set by the Company Secretary in consultation with the Chairman and the Managing Director and Whole time Directorof the Company. The Agenda is circulated a week prior to the date of the meeting. The Board Agenda includes an Action Taken Report comprising the actions emanating from the Board Meetings and status update thereof. The Agenda for the Board Meetings covers items set out as per the guidelines in Listing Regulations to the extent it is relevant and applicable. The Agenda for the Board Meetings include detailed notes on the items to be discussed at the meeting to enable the Directors to take an informed decision.

Prior approval from the Board is obtained for circulating the Agenda items with shorter notice for matters that form part of the Board Agenda and are considered to be in the nature of Unpublished PriceSensitive Information.

The minutes of proceeding of each Board meetings are maintained in terms of statutory provisions.

During the year under review, the Board of Directors of the Company met Twenty times.

Thp Datps nf mpetines arp as fnllnws-

Board Meeting No.	Date of Meeting
01/2023-24	30/05/2023
02/2023-24	10/06/2023
03/2023-24	15/06/2023
04/2023-24	22/06/2023
05/2023-24	13/07/2023
06/2023-24	18/07/2023
07/2023-24	28/07/2023
08/2023-24	14/08/2023
09/2023-24	01/09/2023
10/2023-24	01/10/2023
11/2023-24	10/10/2023
12/2023-24	18/10/2023
13/2023-24	25/10/2023
14/2023-24	01/11/2023
15/2023-24	10/11/2023
16/2023-24	15/12/2023
17/2023-24	30/12/2023
18/2023-24	19/01/2024
19/2023-24	13/02/2024
20/2023-24	20/02/2024

16. COMMITTEES OF BOARD OF DIRECTORS

The Board of Directors has constituted Board Committees to deal with specific areas and activities which concern the Company and requires a closer review. The Board Committees are formed with approval of the Board and function under their respective Charters. These Committees play an important role inthe overall management of day-to-day affairs and governance of the Company. The Board Committees meet at regular intervals and take necessary steps to perform its duties entrusted by the Board. The Minutes of the Committee Meetings are placed before the Board for noting. The Board of Directors of the Company have constituted the following Committees:

a. Audit Committee

b. StakeholdersRelationship Committee

c. Nomination and Remuneration Committee

d. Corporate Social Responsibility Committee,

a. AUDIT COMMITTEE

The composition of the Audit Committee is in alignment with the provisions of Section 177 of the companies Act, 2013 read with the Rules issued there under and Regulations of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015.

All the Members of the Audit Committee are well Qualified, experienced and possess sound knowledgeof finance, accounting practices and internal controls. The Company Secretary of the Company acts as the Company Secretary of the Audit Committee.

All the recommendations made by the Audit Committee were accepted by the Board of Directors of the Company.

The Composition of Audit Committee:

Name of the Director	Status in Committee	Nature of Directorship
Hussain Bootwala	Chairman	Independent Director
Himanshu Jayantilal Trivedi	Member	Independent Director
Vipul Mehta*	Member	Independent Director
Ashokkumar Panchal	Member	Whole Time Director

*Mr. Vipul Mehta resigned from the Board of Directors and Committee on 15^th June 2024 and Mr. Hussain Bootwala was appointed as Chairman of Audit Committee on 23^rd August, 2024

MEETING AND ATTENDENCE

During the Financial Year ended 31^stMarch, 2024, the Audit Committee met One time on 19^th January, 2024 and the requisite Quorum was present.

b. NOMINATION & REMUNERATION COMMITTEE

The composition of the Nomination & Remuneration Committee is in alignment with the provisions of Section 178 of the companies Act, 2013 read with the Rules issued there under and Regulations of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015.

The Composition of Nomination and Remuneration Committee:

Name of the Director	Status in Committee	Nature of Directorship
Hussain Bootwala	Chairman	Independent Director
Himanshu Jayantilal Trivedi	Member	Independent Director
Vipul Mehta*	Member	Independent Director
Sumitraben Mehta	Member	Non-executive Director

*Mr. Vipul Mehta resigned from the Board of Directors and Committee on 15^th June 2024 and Mr. Hussain Bootwala was appointed as Chairman of Nomination and Remuneration Committee on 23^rd August, 2024

MEETING AND ATTENDENCE

During the Financial Year 2023-24the Nomination & Remuneration Committee met onceon 19^th January, 2024 and the requisite Quorum was present.

c. STAKEHOLDERS RELATIONSHIP COMMITTEE AND SHARE TRANSFER COMMITTEE

The compliance with the provisions of Section 178 of the companies Act, 2013 read with the Rules issued there under and Regulation 20 of the SEBI (Listing Obligations and Disclosures Requirements) Regulations, 2015, the Board has constitutedStakeholders RelationshipCommittee and share transfer committee. The Committee is entrusted with the responsibility of addressing the stakeholders / investors complaints with respect to share transfers, non-receipt of annual reports, dividend payments, issue of duplicate shares, etc and other shareholders related queries, complaints, as well as relating to transfer of shares, Review and approval of all requests pertaining to sub-division, consolidation, transfer, transmission of shares and issue of duplicate share certificates; etc.

The Composition of Stakeholders Relationship Committee and Share TransferCommittee:

Name of the Director	Status in Committee	Nature of Directorship
Jiten Balkrushna Pandya	Chairman	Independent Director
Himanshu Jayantilal Trivedi	Member	Independent Director
Vipul Mehta*	Member	Independent Director
Sumitraben Mehta	Member	Non-executive Director

*Mr. Vipul Mehta resigned from the Board of Directors and Committee on 15^th June 2024 and Mr. Jiten Pandya was appointed as Chairman of Stake Holder Relationship Committee on 23^rd August, 2024.

There was one meetingof Stakeholders Relationship Committee held during the yearas under on 19^th January, 2024.

d. Corporate Social Responsibility Committee

The purpose of our Corporate Social Responsibility Committee is to formulate andrecommend to the Board, a Corporate Social ResponsibilityPolicy, which shall indicate the initiatives to be undertakenby the Company, recommend the amount of expenditure theCompany should incur on Corporate Social Responsibility(CSR) activities and to monitor from time to time the CSRactivities and Policy of the Company. The CSR Committeeprovides guidance in formulation of CSR strategy and itsimplementation and also reviews practices and principles tofoster sustainable growth of the Company by creating valuesconsistent with longterm preservation and enhancementof financial, manufacturing, natural, social, intellectual andhuman capital.The CSR policy is available on our website

2 (Two) meetings of the CSR Committee were held duringthe financial year ended March 31, 2024. These meetingswere held on 19^thJanuary, 2024 and 20^th February, 2024.

The requisite quorum was present for allthe meetings.

The Composition of Corporate Social Responsibility Committee

Name of the Director	Status in Committee	Nature of Directorship
Dineshkumar Shankarlal Chaudhary	Chairman	Managing Director
Himanshu Jayantilal Trivedi	Member	Independent Director
Vipul Mehta*	Member	Independent Director
Sumitraben Mehta	Member	Whole Time Director

*Mr. Vipul Mehta resigned from the Board of Directors and Committee on 15^th June 2024 and Mr. Himanshu Jayantilal Trivediwas appointed as Member of CSR Committee on 23^rd August, 2024.

17. REMUNERATION AND NOMINATION POLICY

The Board of Directors has framed a policy which lays down a framework in relation to remuneration of directors, Key Managerial Personnel and Senior Management of the Company. This policy also lays down criteria for selection and appointment of the board members.

The Remuneration and Nomination Policy is available on our website at https://www.energymission.com/investor- relations/#5836ab5abc.

18. DECLARATION BY INDEPENDENT DIRECTORS

All the independent Directors of your company have given their declarations, that they meet the criteria of independence as laid down under Section 149(6) of the Act and the SEBI(listing Obligations and Disclosure Requirements) Regulations,2015.

In the opinion of the Board, there has been no changein the circumstances which may affect their status aslndependent Directors of the Company and the Boardis satisfied of the integrity, expertise, and experience(including proficiency in terms of Section 150(1) of theAct and applicable rules thereunder) of all IndependentDirectors on the Board. Further, in terms of Section 150read with Rule 6 of the Companies (Appointment andQualification of Directors) Rules, 2014, as amended,Independent Directors of the Company have includedtheir names in the data bank of Independent Directorsmaintained with the Indian Institute of Corporate Affairs.

19. AUDITORS

STATUTORY AUDITOR AND THEIR REPORT

The Board has duly reviewed the Statutory Auditors Report for the year ended on 31^stMarch, 2024 and the observations and comments, appearing in the report are selfexplanatory and do not call for any further explanation / clarification by the Board of Directors as provided under section 134 of the Companies Act, 2013.

AUDITORS REPORT:

• The Auditors Report for the Financial Year ended 31st March, 2024 does not contain any qualifications, reservations or adverse remarks.

• As regards the comments made in the Auditors Report, the Board is of the opinion that they are self-explanatory and does not require further clarification.

Pursuant to Section 139 of the Companies Act,

2013 and Rules made thereunder, M/S S S P J & Co., Chartered Accountants (Firm Registration No. 018083N), are appointed for a period of Four yearsuntil the conclusion of the 15^thAnnual General Meeting to be held in the year 2025.

INTERNAL AUDITOR AND THEIR REPORT

The provisions of Section 139 of the Companies Act, 2013 and The Companies (Accounts) Rules, 2014 was not applicable to the company during the year under review.

For Financial Year 2024-25 the Board has appointed M/s SGVG & Co., Chartered Accountants, in its meeting held on 23^rd August, 2024 as the Internal Auditors of the company and the Internal Audit of the functions and activities of the Company will be undertaken by the them.

SECRETARIAL AUDITOR AND THEIR REPORT

The provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules, 2014, were not applicable to the company during

the year under review. Hence Secretarial Audit Report for the Financial Year 2023-24 is not a part of this report.

COST AUDITORS

The section 148 read with Companies (Audit & Auditors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013 were not applicable to the Company during the year under review. Hence, the Board of Directors of your company had not been appointed Cost Auditor for obtaining Cost Compliance Report of the company for the financial year 2023-24.

20.PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013 The Company has not provided any loan to any person or body corporate or given any guarantee or provided security in connection with such loan or made any investment in the securities of anybody corporate pursuant to section 186 of the Companies Act, 2013 during the year under review and hence the said provision is not applicable.

For details of investments made in shares of Wholly Owned Subsidiary Company (WOS), M/s. EM PRESS FORM SOLUTIONS PRIVATE LIMITED, please refer Note [No.13] of the Standalone Financial Statements forming part of the Annual Report for F.Y. 2023-24.

21. PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

The Particulars as prescribed under sub-section (3)(m) of Section 134 of the Companies Act,

2013, read with the Companies (Accounts) Rules,

2014, forms an integral part of this report and is annexed as Annexure - E.

22. CORPORATE SOCIAL RESPONSIBILITY

The objective of the Companys Corporate Social Responsibility (CSR) initiatives is to improve the qualityof life of communities through long-term value creationfor all stakeholders. The Companys CSR policy providesguidelines to conduct CSR activities of the Company.

The salient features of the Policy forms part of theAnnual Report on CSR activities annexed to the BoardsReport. The Annual Report on CSR activities, in terms of Sectionl35 of the Companies Act, 2013 and the Rules framedthereunder, is annexed to this Report as Annexure F.

23. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company has following Subsidiary Companies

Sr. No Name of Subsidiary

1. EM PRESS FORM SOLUTIONS PRIVATE LIMITED

2. ENERGY MISSION MACHINERIES USA INC*

*The Company is in process of remitting Share Subscription by making Overseas Direct Investment to ENERGY MISSION MACHINERIES USA INC.

In accordance with Section 129(3) of Companies Act, 2013, the Consolidated Financial Statements of the Company and its Subsidiaries in accordance with the relevant accounting standards have been prepared which forms part of the Annual Report. Further, a statement containing the salient features of the financial statements of the Subsidiaries in Form AOC-1 forms an integral part of this report and is annexed as Annexure - G

24. VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Vigil Mechanism of the Company, which also incorporates a whistle blower policy in compliance with the provisions of Section 177(9) &(10) of the Companies Act, 2013 and Regulation 22 of the SEBI (LODR), 2015, includes an Ethics & Compliance Task Force comprising senior executives of the Company. Protected disclosures can be made by a whistle blower through an e-mail or a letter to the Task Force or to the Chairman of the Audit Committee. The Vigil Mechanism and Whistle Blower Policy may be accessed on the Companys website athttps://www.energymission.com/investor- relations/#5836ab5aaa.

25. PREVENTION OF INSIDER TRADING:

Your company has adopted the "Code of Conduct on Prohibition of insider trading"and"Code of Conduct for Directors and Senior Management Personnel" for regulating the dissemination of Unpublished Price Sensitive Information and trading in security by insiders. The Policy on Code of Conduct is available at the website of the company at https://www.energvmission.com/investor- relations/#5836ab5aaa.

26. PREVENTION OF SEXUAL HARASSMENT OFWOMAN AT WORKPLACE:

The company has in place the "Policy on Prevention of Sexual Harassment at theworkplace" in line the requirements of the sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act 2013. The Company had constituted Internal Complaints committee (ICC) to redress the complaints received regarding sexual harassment. During the year under review, no complaints were received by the Committee for Redressal.

The Policy on Prevention of Sexual Harassment is available at the website of the company at https://www.energymission.com/investor- relations/#5836ab5aaa.

27. BUSINESS RESPONSIBILITY AND SUSTAINIBILITY REPORT:

The Business Responsibility AND SUSTAIN I BILITYReport as per Regulation 34(2) of the SEBI (LODR) Regulations, 2015 is not applicable to the Company as the Company does not fall under top 1000 listed Companies on the basis of market capitalization.

28. HUMAN RESOURCE

The company considers its employees as its most valuable assets. The company focuses on building an organization through induction and development of talent to meet current and future needs.

29. DIRECTORS RESPONSIBILITY STATEMENT

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

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; and

e. The directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

f. the directors had devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems were adequate and operating effectively.

30. STOCK EXCHANGES

During the year under review your company was under process of its Initial Public Offer. On 16^th May, 2024 the company listed its equity shares on NSE EMERGE SME Platform.

31. RISK MANAGEMENT

Risk management is embedded in your Companysoperating framework. Your Company believes that managing risks helps in maximising returns. The Companys approach to addressing business risks is comprehensive and includes periodic review of such risks and a framework for mitigating controls and reporting mechanism of such risks. The risk management framework is reviewed periodically by the Board and the Audit Committee.

The policy on Risk Management of the Company is available at the website of the company at

https://www.energymission.com/investor-relations/#5836ab5aaa.

32. AFFIRMATION AND DISCLOSURE:

All the Members of the Board and the Senior Management Personnel have affirmed their compliance with the Code of Conduct as on 31^stMarch, 2024 and a declaration to that effect, signed by the Managing Director, forms an integral part of this report and is annexed as Annexure -H

33. MATERIAL CHANGES AND COMMITMENT

AFFECTING FINANCIAL POSITION OF THE COMPANY

There are no material changes and commitments, affecting the financial position of the Company which has occurred between the end of financial year and the date of Directors Report except as follows:

After the end of Financial year on 31^st March, 2024; your company allotted 29,82,000 EquityShareswith face value of Rs. 10/- each at a premium of Rs. 128/- each through Initial

Public Offer on 14^th May, 2024. Simultaneously on 16^th May, 2024; the company also got its Equity Shares listed on NSE EMERGE Platform.

34. SIGNIFICANT AND MATERIAL ORDERS:

There were no significant and material orders passed by any Regulators or courts or Tribunals during the year ended 31^st March, 2024impacting the going concern status and companys operations in future.

35. INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS:

The Statutory Auditors of the Company have not reported any instances of fraud to the Audit Committee or to the Board of Directors under Section 143(12) of the Companies Act, 2013, including rules made thereunder.

36. LISTING FEES:

The Companys Equity Shares are listed with National Stock Exchange EMERGE Platform. The Company has paid Listing Fees for the financial year 2024-25 to NSE within the prescribed time period.

37. OTHER DISCLOSURES:

a) The Company has complied with Secretarial Standardsissued by the Institute of Company Secretaries oflndia on Meetings of the Board of Directors andGeneral Meetings.

b) There was no application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year.

c) There was no instance of onetime settlement with any Bank or Financial Institution.

38. ACKNOWLEDGEMENTS

Your Directors wish to thank all stakeholders, employees, Companys bankers, various government authorities, members and business associates for their continued support and valuable co-operation. Your Directors also wish to place on record their deep sense of appreciation for the committed services by the executives, staff and workers of the Company.

On behalf of the Board of Directors

Sd/-

Satishkumar Parmar (Chairman, CFO and Director)

DIN:03297705

Sd/-

Dineshkumar Chaudhary (Managing Director)

DIN:03297711

Date:04/09/2024 Place: Ahmedabad