Euro Pratik Sales Ltd Directors Report

To the Members,

Euro Pratik Sales Limited

(formerly known as Euro Pratik Sales Private Limited)

Your directors are pleased to present the 17 th (Seventeenth) Annual Report together with the Standalone and Consolidated Audited Financial Statements of the Company for the financial year ended 31 st March, 2026.

1. FINANCIAL HIGHLIGHTS

The Companys financial performance for the financial year ended 31 st March, 2026 is summarized below:

( Rs. in Lakh)

PARTICULARS	STANDALONE		CONSOLIDATED
	2025-26	2024-25	2025-26	2024-25
Revenue from Operations	20,989.23	21,943.65	33,496.18	28,422.57
Other Income	1,255.01	1,199.27	808.07	792.35
Total Income	22,244.24	23,142.92	34,304.25	29,214.92
Profit before Interest, Depreciation and Taxes	6,906.51	8,545.92	12,118.93	10,924.05
Less: Interest	99.70	158.09	316.80	400.16
Less: Depreciation (Net)	397.67	418.61	621.12	545.68
Profit before exceptional item and tax	7,403.88	7,969.22	11,178.01	9,978.21
Less: Exceptional item	788.79	-	788.79	-
Profit before tax	6,615.09	7,969.22	10,389.22	9,978.21
Less: Provision for Tax (including deferred tax)	1,507.51	1,980.04	2,673.02	2,409.26
Profit After Tax	5,107.58	5,989.18	7,716.20	7,568.95
Other Comprehensive Income / (Loss) (Net of Tax)	21.81	32.8	65.00	35.43
Total Comprehensive Income	5,129.39	6,021.98	7,781.20	7,604.38

2. OPERATIONAL PERFORMANCE AND OUTLOOK

On a standalone basis, the Company could achieve total revenue of RS. 20,989.23 Lakh during the financial year under review compared to RS. 21,943.65 Lakh in the previous financial year. On a consolidated basis, the Company achieved higher total revenue of RS. 33,496.18 Lakh during the financial year under review compared to RS. 28,422.57 Lakh in the previous year.

The gross profit of the Company on standalone basis was at RS. 6,906.51 Lakh as against RS. 8,545.92 Lakh in the previous financial year. After considering the interest of RS. 99.70 Lakh, depreciation of RS. 397.67 Lakh, Profit before tax was at RS. 7,403.88 Lakh (previous year RS. 7,969.22 Lakh). With a tax provision of RS. 1,507.51 Lakh (previous year RS. 1,980.04 Lakh) Profit after tax stood at RS. 5,107.58 Lakh as against RS. 5,989.18 Lakh in the previous financial year. Total comprehensive income was RS. 5,129.39 Lakh (previous financial year RS. 6,021.98 Lakh).

The gross profit of the Company on consolidated basis was at RS. 12,118.93 Lakh as against RS. 10,924.05 Lakh in the previous financial year. After considering the interest of RS. 316.80 Lakh, depreciation of RS. 621.12 Lakh, Profit before tax was at RS. 10,389.22 Lakh (previous year RS. 9,978.21 Lakh). With a tax provision of RS. 2,673.02 Lakh (previous year RS. 2,409.26 Lakh) Profit after tax stood at RS. 7,716.20 Lakh as against RS. 7,568.95 Lakh in the previous financial year. Total comprehensive income was RS. 7,781.20 Lakh (previous financial year RS. 7,604.38 Lakh).

It was another successful year on the journey of excellence and growth and the Company posted excellent results.

To accelerate growth momentum, the Company has acquired 51% stake in Chawla Brothers, a partnership firm, to have more presence in Punjab and nearby markets.

3. THE CHANGE IN THE NATURE OF BUSINESS

There was no change in the nature of business of the Company during the financial year under review.

4. INITIAL PUBLIC OFFER

During the financial year under review, the Company completed its Initial Public Offer of 1,82,74,798 Equity Shares of face value of Re. 1/- each at an issue price of RS. 247/- per share. The entire issue comprised of Offer for Sale by Selling Shareholders. Pursuant to the IPO, the equity shares of the Company are listed on National Stock Exchange of India Limited and BSE Limited w.e.f. 23 rd September, 2025.

5. MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION BETWEEN THE END OF THE FINANCIAL YEAR AND DATE OF THE REPORT

There were no material changes and commitments affecting the financial position of the Company between the end of the financial year to which the financial statements relate and the date of this report.

6. SHARE CAPITAL OF THE COMPANY

During the financial year under review, there was no change in the share capital of the Company. The Paid-Up Equity Share Capital of your Company as on 31 st March, 2026 was RS. 10,22,00,000/- (Rupees Ten Crore Twenty Two Lakh only) divided into 10,22,00,000 (Ten Crore Twenty Two Lakh only) Equity Shares of Re. 1/- (Rupee One only) each fully paid up.

During the financial year under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity.

7. DIVIDEND & DIVIDEND POLICY

The Board of Directors declared an interim dividend of Re. 0.20 per share (20%) on 23 rd March, 2026.

With a view to conserve resources for expansion of business, your Directors have thought it prudent not to recommend any further dividend for the financial year under review.

Pursuant to the provisions of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), the Company has formulated the Dividend Distribution Policy. The policy can be accessed on the Companys website at: h t t p s : / /cd n .e u ro p ra t i k .co m /p ay lo a d - m e d i a / s t a t i c / D i v i d e n d %2 0 D i s t r i b u t i o n % 2 0 P o l i c y. pdfRs2026-03-21T11:30:56.335Z.

8. RESERVES

During the financial year under review, no amount was transferred to the General Reserve.

9. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

During the financial year under review, the Company acquired majority stake in Euro Pratik Star LLP on 22 nd April, 2025, Euro Pratik Craft LLP on 8 th July, 2025 and URO Veneer World, Partnership Firm on 1 st December, 2025.

As on 31 st March, 2026, the Company had two wholly owned subsidiaries viz. Gloirio Décor Private Limited and Euro Pratik Trade - FZCO, Dubai, five subsidiaries viz. Euro Pratik C Corp INC, USA, Europratik Intex LLP Euro Pratik Star LLP, Euro Pratik Craft LLP and URO Veneer World (partnership firm) and two step down subsidiaries viz. Euro Pratik USA LLC and Euro Pratik EU D.O.O.

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 (the Act), a statement containing salient features of financial statements of the subsidiaries in Form AOC-1 is attached to the financial statements of the Company forming part of this Annual Report.

No subsidiary, joint venture or associate Company was formed, acquired or ceased during the financial year under review except those mentioned hereinabove.

10. CONSOLIDATED AUDITED FINANCIAL STATEMENTS

Pursuant to the provisions of Sections 129 and 133 of the Act read with the Companies (Accounts) Rules, 2014 and as required under Regulation 34 of the Listing Regulations, the Company has prepared Consolidated Audited Financial Statements consolidating financial statements of its two wholly owned subsidiaries viz. Gloirio Décor Private Limited and Euro Pratik Trade - FZCO, Dubai, five subsidiaries viz. Euro Pratik C Corp INC, USA, Europratik Intex LLP, Euro Pratik Star LLP, Euro Pratik Craft LLP and URO Veneer World (partnership firm), and one step down subsidiary viz. Euro Pratik USA LLC with its financial statements in accordance with the applicable provisions of Indian Accounting Standards (Ind-AS). As there were no operations / transactions in Euro Pratik EU D.O.O. during the financial year ended 31 st March, 2026, accounts of this step down subsidiary are not consolidated. The Consolidated Audited Financial Statements along with the Independent Auditors Report thereon are annexed and form part of this Annual Report.

The summarized consolidated financial position is provided in point no. 1 above.

11. RISK MANAGEMENT AND AREAS OF CONCERN

The Company has laid down a well-defined Risk Management Policy covering risk mapping, trend analysis, risk exposure, potential impact and risk mitigation process. A detailed exercise is being carried out from time to time to identify, evaluate, manage and monitoring of both business and non-business risks. The Board periodically reviews the risks and suggests steps to be taken to control and mitigate the same through a properly defined framework.

Pursuant to the provisions of Regulation 21 of the Listing Regulations, the Company has constituted Risk Management Committee. As on 31 st March, 2026, Risk Management Committee comprised of

Mr. Jai Gunvantraj Singhvi, Executive Director and Mr. Manish Kailash Ramuka, Independent Director as its members and Mr. Pratik Gunvantraj Singhvi, Managing Director as its Chairman. The Company Secretary and Compliance Officer of the Company acts as Secretary of the Committee.

The Committee assists the Board in fulfilling its oversight responsibilities with regard to enterprise risk management. The Committee reviews the risk management practices and actions deployed by the management with respect to identification, impact assessment, monitoring, mitigation and reporting of key risks while at the same time trying to achieve its business objectives.

This Committees responsibilities include achieving the objective of developing a risk mitigated culture that supports decision making and helps improving the Companys performance as stated in the Risk Management Policy of the Company. The role and terms of reference of the Risk Management Committee are in conformity with the requirements of the Act and Regulation 21 of the Listing Regulations.

12. ANNUAL RETURN

In accordance with the provisions of Section 92(3) read with the Section 134(3)(a) of the Act, the Annual Return of the Company as on 31 st March, 2026 will be placed on the website of the Company and can be accessed at the website of the Company viz. www.europratik.com.

13. DIRECTORSANDKEYMANAGERIALPERSONNEL

(KMP) a) Composition

As on 31 st March, 2026, the Board comprised of 6 (six) Directors including one Independent Women Director. The Board has an appropriate mix of Executive Directors and Independent Directors, which is in compliance with the requirements of the Act and the Listing Regulations, and is also aligned with the best practices of Corporate Governance. b) Retirement by rotation

In accordance with the provisions of Section 152(6) of the Act read with the Companies (Management and Administration) Rules, 2014 and the Articles of Association of the Company, Mr. Jai Gunvantraj Singhvi (DIN: 00408876), Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible, has offered himself for re-appointment. The Board of Directors, on the recommendation of Nomination and Remuneration Committee, recommends his re-appointment as such to the members of the Company. c) Appointment and Re-appointment

Upon the recommendation of Nomination and Remuneration Committee and the Board of Directors of the Company, the members of the Company reappointed Mr. Pratik Gunvantraj Singhvi (DIN: 00371660) as Director of the Company, who retired by rotation at 16 th AGM in terms of provisions of Section 152(6) of the Act.

Upon recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company appointed Mrs. Priya Abhishek Jain as Additional Independent Director of the Company w.e.f. 17 th November, 2025; and the members of the Company through postal ballot, result of which was declared on 30 th January, 2026 appointed her as an Independent Director of the Company for a period of 5 (five) consecutive years. Apart from above, no other Director was appointed / reappointed during the financial year under review. d) Changes in Key Managerial Personnel of the Company:

There were no changes in the Key Managerial Personnel of the Company during the financial year under review. e) Cessation

Mrs. Dhruti Apurv Bhagalia (DIN: 10818872) resigned from the post of Independent Director of the Company w.e.f. close of business hours of 22 nd December, 2025. The Board of Directors of the Company places on record its appreciation for the invaluable contribution and guidance provided by her during her stint with the Company.

Apart from above, no other Director or KMP retired or resigned during the financial year under review.

f) Declaration from Independent Directors

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act read with Regulation 16(1)(b) and Regulation 25 of the Listing Regulations and declaring that they are not aware of any circumstance or situation, which exist 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. The Independent Directors have also confirmed that they have complied with the provisions of Schedule IV of the Act and the Companys Code of Conduct.

Further, the Independent Directors have also submitted their declarations in compliance with the provisions of Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014, which mandates the inclusion of their names in the data bank of Indian Institute of Corporate Affairs (IICA) till they continue to hold the office of an independent director.

None of the directors of your Company are disqualified under the provisions of Section 164(2) of the Act. Your directors have made necessary disclosures as required under various provisions of the Act and the Listing Regulations.

In the opinion of the Board, all the independent directors of the Company are person of integrity and possess relevant expertise and experience and are independent of the management. g) Annual Performance and Board Evaluation

The Board has devised a policy pursuant to the provisions of the Act and the Listing Regulations for performance evaluation of the chairman, board, individual directors (including independent directors) and committees which includes criteria for performance evaluation of non-executive directors and executive directors.

The Nomination and Remuneration Committee of the Company has specified the manner of effective evaluation of the performance of the Board, its committees and individual directors of the Company and has authorized the Board to carry out the evaluation. Based on the manner specified by the Committee, the Board has devised a questionnaire to evaluate its performance and that of its committees and individual directors. Such questions are prepared considering the business of the Company and the expectations that the Board has from each of the directors. The performance of each committee was evaluated by the Board. The reports on performance evaluation of the individual directors were reviewed by the Board.

The evaluation framework for assessing the performance of directors comprises of the following key areas:

i. Attendance at Board and Committee meetings;

ii. Quality of contribution to Board deliberations;

iii. Strategic perspective or inputs regarding future growth of the Company and its performance; and

iv. Providing perspective and feedback going beyond information provided by the management.

The details of the programmes for familiarization of Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company and related matters are put up on the website of the Company at the link: https://cdn.europratik.com/payload-media/ static/Familiarization%20programme%20for%20 Independent%20Director.pdfRs2026-03-21T11:30:56.334Z h) Key Managerial Personnel (KMP)

The details of Key Managerial Personnel of the Company are as follows:

14. PARTICULARS OF EMPLOYEES AND MANAGERIAL PERSONNEL

A. DETAILS PURSUANT TO THE PROVISIONS OF SECTION 197 OF THE ACT READ WITH RULE 5 OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

Disclosure pertaining to remuneration and other details as required under Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in Annexure -A, which forms part of this Report.

The statement containing particulars of employees as required under Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in a separate annexure forming part of this Report. However, in terms of Section 136 of the Act, the reports and financial statements are being sent to the members excluding the aforesaid annexure. The said annexure is available for inspection at the registered office of the Company during the working hours and any member interested in obtaining copy of the same may write to the Company Secretary and Compliance Officer of the Company and the same will be furnished on request.

B. MATERNITY BENEFIT ACT, 1961.

During the financial year under review, the Company has complied with and adhered to provisions relating to the Maternity Benefit Act, 1961, as part of inclusive HR practices. The Company remains dedicated to supporting the health, dignity and work-life balance of all women employees and reaffirms its commitment to upholding the rights and welfare of women employees by ensuring strict compliance with the provisions of the said Act.

The Company believes in and practices no discrimination or no termination of employment on the grounds of maternity, promoting gender equity and facilitating a safe

Sr. No. Name	Designation
1. Mr. Pratik Singhvi	Managing Director
2. Mr. Jai Singhvi	Whole Time Director and CFO
3. Mr. Abhinav Sacheti	Whole Time Director
4. Mr. Shruti Shukla	Company Secretary and Compliance Officer

and supportive working environment, facilitating safe and hygienic working conditions in all office locations including godowns, thus supporting the holistic well-being of all employees including women employees.

C. INFORMATION UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has complied with the provisions relating to the constitution of the Internal Committee(s) as required under Section 4 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The details as required under Section 134(3) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, are as follows: (a) number of complaints of sexual harassment received in the year : Nil (b) number of complaints disposed off during the year : Nil (c) number of cases pending for more than ninety days : Nil

15. REMUNERATION POLICY

Pursuant to the provisions of Section 178 of the Act and Regulation 19 of the Listing Regulations and on the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company has adopted a policy for selection and appointment of Directors, Key Managerial Personnel (KMP), Senior Management Personnel (SMP), other employees and their remuneration including criteria for determining qualifications, positive attributes, independence of a director and other related matters.

The Remuneration Policy is placed on the website of the Company viz. www.europratik.com.

Female :	10
Male :	47
Transgender:	Nil

D. NUMBER OF EMPLOYEES AS ON THE CLOSURE OF FINANCIAL YEAR ENDED 31 ST MARCH, 2026:

16. MEETINGS OF THE BOARD

The Board met 15 (fifteen) times during the financial year under review, the details of which are given in the Corporate Governance Report, forming part of this Annual Report and are also given herein below:

Sr. No. Date of meeting	Total Number of directors as on the date of meeting	Attendance Number of directors attended	% of attendance
1. 02.04.2025	6	6	100.00
2. 18.07.2025	6	6	100.00
3. 21.08.2025	6	6	100.00
4. 22.08.2025	6	6	100.00
5. 05.09.2025	6	6	100.00
6. 09.09.2025	6	6	100.00
7. 15.09.2025	6	6	100.00
8. 18.09.2025	6	6	100.00
9. 19.09.2025	6	6	100.00
10. 11.10.2025	6	5	83.33
11. 05.11.2025	6	5	83.33
12. 17.11.2025	6	5	83.33
13. 26.12.2025	6	6	100.00
14. 07.02.2026	6	6	100.00
15. 23.03.2026	6	5	83.33

The intervening gap between the two consecutive meetings was within the period prescribed under the Act and Listing Regulations.

17. COMMITTEES OF THE BOARD

In accordance with the applicable provisions of the Act and the Listing Regulations, the Company has constituted 5 (five) committees of the Board, namely:

1. Audit Committee,

2. Stakeholders Relationship Committee,

3. Nomination and Remuneration Committee,

4. Risk Management Committee, and

5. Corporate Social Responsibility (CSR) Committee.

Details of the Committees constituted by the Board under the Act and Listing Regulations, along with their composition and changes thereof, if any, terms of reference and meetings during the financial year under review are provided in the Corporate Governance Report, which forms part of this Annual Report.

The number and dates of meetings of various Committees held during the financial year under review and attendance thereat are also provided herein below:

No. of meetings held Type of Meeting	Date of meeting	Total no. of members as on the date of meeting	Attendance
			No. of members attended	% of attendance
1. Audit Committee	02.04.2025	3	3	100.00
2.	18.07.2025	3	3	100.00
3.	21.08.2025	3	3	100.00
4.	22.08.2025	3	3	100.00
5.	05.09.2025	3	3	100.00
6.	11.10.2025	3	3	100.00
7.	05.11.2025	3	3	100.00
8.	17.11.2025	3	3	100.00
9.	07.02.2026	3	3	100.00
1. Nomination & Remuneration Committee	02.04.2025	3	3	100.00
2.	17.11.2025	3	2	100.00
1. Stakeholders	02.04.2025	3	3	100.00
2. Relationship Committee	07.02.2026	3	3	100.00
1. 2. Risk Management Committee	17.11.2025 07.02.2026	3 3	3 3	100.00 100.00
1. CSR Committee	02.04.2025	3	3	100.00
2	18.07.2025	3	3	100.00

18. AUDIT COMMITTEE AND ITS COMPOSITION

The Audit Committee is duly constituted as per the provisions of Section 177 of the Act and Regulation 18 of Listing Regulations. As on 31 st March, 2026, the Audit Committee comprised of Mr. Manish Kailash Ramuka, Mr. Jai Gunvantraj Singhvi and Mr. Mahendra Kachhara. Mr. Manish Kailash Ramuka is Chairman of the Audit Committee. The Company Secretary and Compliance Officer of the Company acts as Secretary of the Audit Committee. All the recommendations made by the Audit Committee were accepted by the Board of Directors of the Company. Other details with respect to Audit Committee are given in Corporate Governance Report, which forms part of this Annual Report.

The Audit Committee reviews the reports to be submitted to the Board of Directors with respect to auditing and accounting matters, etc. It also supervises the

Companys internal control, financial reporting process and vigil mechanism.

19. DIRECTORS RESPONSIBILITY STATEMENT

Your Directors, to the best of their knowledge and belief and according to the information and explanations obtained by them and as required under Section 134(3) (c) read with Section 134(5) of the Act, state that:

(a) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(b) the directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;

(c) the directors have 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 have prepared the annual accounts on a going concern basis;

(e) the directors have 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 have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

20. PUBLIC DEPOSITS

During the financial year under review, the Company has not accepted or renewed any public deposit within the meaning of Sections 73 to 76 of the Act read with Companies (Acceptance of Deposits) Rules, 2014. As on 31 st March 2026, there were no deposits which remained unclaimed / unpaid and due for repayment nor payment of interest thereon.

21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO IN SECTION 188(1) OF THE ACT

All contracts / arrangements / transactions entered by the Company during the financial year under review with related parties were in ordinary course of business and on arms length basis and are entered into based on considerations of various business exigencies, such as synergy in operations, their specializations etc. and to further the Companys interests.

The details of material related party transactions as referred to in Section 188(1) of the Act in the prescribed Form AOC-2 under the Companies (Accounts) Rules, 2014 are given in Annexure - B which forms part of this report.

In accordance with the provisions of Regulation 23 of the Listing Regulations, the Company has adopted the policy on related party transactions and the same is available on the Companys website at https://cdn.europratik. com/payload-media/static/Related%20Party%20 Transaction%20Policy.pdfRs2026-03-21T11:30:56.328Z.

22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013

The details of loans, guarantees or investments made by the Company as required under Section 186 of the

Act are given under Notes to Accounts on financial statements forming part of this Annual Report.

23. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

Pursuant to the provisions of Section 135 of the Act read with the Companies (Corporate Social Responsibility) Rules, 2014, the Company has formed Corporate Social Responsibility Committee and the Corporate Social Responsibility (CSR) Policy. The CSR Policy has been placed on the website of the Company viz. www. europratik.com.

As required under the provisions of Rule 8 of the Companies (Corporate Social Responsibility) Rules, 2014, a brief outline/salient features of the Companys CSR Policy and the Annual Report on CSR activities undertaken by the Company during the financial year under review are given in Annexure - C, which forms part of this Report.

24. WHISTLE BLOWER / VIGIL MECHANISM POLICY

The Company has a Vigil Mechanism / Whistle Blower Policy to deal with instances of fraud and mismanagement, if any. The mechanism also provides for adequate safeguards against victimization of directors and employees who avail of the mechanism and also provide for direct access to the Chairman of the Audit Committee in appropriate and exceptional cases. The details of the Vigil Mechanism Policy are explained in the Corporate Governance Report and the policy has been placed on the website of the Company viz. www. europratik.com.

We affirm that during the financial year under review, no employee or director was denied access to the Chairman of the Audit Committee.

25. STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014, the members of the Company at their 13 th Annual General Meeting held on 30 th September, 2022, re-appointed M/s. Monika Jain and Co., Chartered Accountants (Firm Registration No. 130708W), as Statutory Auditors of the Company to hold office till the conclusion of the 18 th Annual General Meeting, to be held for the financial year ending 31 st March, 2027.

Further, the member of the Company at their 15 th Annual General Meeting held on 11 th September, 2024, appointed M/s. CNK & Associates LLP, Chartered Accountants, Mumbai (having FRN: 101961W / W-100036) as Joint Statutory Auditors of the Company, for a term of 5 (five) consecutive years to hold office from the conclusion of 15 th Annual General Meeting till the conclusion of 20 th Annual General Meeting to be held for the financial year ending on 31 st March, 2029.

M/s. Monika Jain and Co. and M/s. CNK & Associates LLP have furnished written confirmation to the effect that they are not disqualified from acting as Statutory Auditors of the Company in terms of the provisions of Sections 139 and 141 of the Act and the Companies (Audit and Auditors) Rules 2014.

26. SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the Listing Regulations, the Company appointed M/s. M Baldeva Associates, Company Secretaries, Mumbai as Secretarial Auditors of the Company to undertake Secretarial Audit for the financial year ended 31 st March, 2026.

The Secretarial Audit Report is annexed asAnnexure - D which forms part of this Report.

With respect to the observations made by the Secretarial Auditors in their report your directors would like to state that (a) short notice to stock exchanges w.r.t. record date was inadvertent; and (b) the delay in filing of some eforms with the Registrar of Companies was inadvertent. Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the Listing Regulations, the Board, at its meeting held on 10 th August, 2026, based on the recommendation of the Audit Committee, has recommended appointment of M/s. M Baldeva Associates (Peer Review No. 1436/2021), Company Secretaries, Mumbai as Secretarial Auditors of the Company for a term of 5 (five) consecutive years w.e.f. financial year 2026-27 to financial year 2030-31, on payment of such fees, basis the recommendation of the Audit Committee, as may be mutually agreed between the Board and the Secretarial Auditors from time to time, to the members of the Company at the ensuing AGM. Your Directors seek members approval for appointment of M/s. M Baldeva Associates as Secretarial Auditors of the Company, as aforesaid.

M/s. M Baldeva Associates have confirmed they are not disqualified from being appointed as Secretarial Auditors of the Company and satisfy the prescribed eligibility criteria.

As per Regulation 24A of the Listing Regulations, the Company is required to annex the Secretarial Audit Report of its material subsidiary to its Annual Report. Accordingly, the Secretarial Audit Report of the material subsidiary is attached as Annexure - E which forms part of this Report.

27. INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Act read with the Companies (Accounts) Rules, 2014, the Board, on recommendation of the Audit Committee, appointed M/s. D N A & Associates, Chartered Accountants, Mumbai, as Companys Internal Auditors for the financial year 2025-26.

The Internal Auditors monitor and evaluate the efficacy and adequacy of internal control systems in the Company, its compliances with operating systems, accounting procedures and policies at all locations of the Company and reports are presented to the Audit Committee periodically.

28. COST RECORDS AND COST AUDITORS

The provisions of Section 148 of Act regarding maintenance of cost records and appointment of Cost Auditors were not applicable to the Company during the financial year under review.

29. COMMENTS ON QUALIFICATION BY STATUTORY AUDITORS AND SECRETARIAL AUDITORS

There are no qualifications, observations, adverse remarks or disclaimers by the Statutory Auditors in their reports. With respect to observations made by Secretarial Auditors in their report, your directors would like to clarify that:

1. As required under Regulation 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company gave intimation of record date 2 (two) days advance instead of at least

3 (three) days advance for fixation of 27 th March, 2026 as record date for payment of interim dividend for the financial year ended 31 st March, 2026.

Directors comments: The short notice was inadvertent, and the Company has paid fines imposed by the NSE and BSE.

2. Delay in filing of some e-forms with the Registrar of Companies, Mumbai.

Directors comments: The delay in filing of e-forms with the Registrar of Companies, Mumbai was inadvertent.

Further, none of the Auditors of the Company have reported any fraud as specified under Section 143(12) of the Act, and therefore disclosure of details under Section 134(3)(ca) of the Act is not applicable.

30. MANAGEMENT DISCUSSION AND ANALYSIS AND CORPORATE GOVERNANCE REPORT

Pursuant to the provisions of Regulations 34(2) & (3) and Schedule V of the Listing Regulations, the following have been made part of the Annual Report and are attached to this Annual Report:

Management Discussion and Analysis Report,

Corporate Governance Report,

Declaration on compliance with Code of Conduct,

Certificate from Practicing Company Secretary that none of the directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as director of Company, and

Practicing Company Secretary regarding compliance of conditions of Corporate Governance.

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

There was no significant or material order passed by any regulator or court or tribunal, which may impact the going concern status of the Company or will have a bearing on Companys operations in future.

32. INTERNAL FINANCIAL CONTROL WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has in place proper and adequate internal control systems commensurate with the nature of its business, size and complexity of its business operations. Internal control systems comprising of policies and procedures are designed to ensure reliability of financial reporting, compliance with policies, procedures, applicable laws and regulations and that all assets and resources are acquired economically, used efficiently and protected adequately.

33. TRANSFER OF UNCLAIMED SHARES TO UNCLAIMED SUSPENSE ACCOUNT OF THE COMPANY AND (DEMAT) SUSPENSE ESCROW ACCOUNT

During the financial year under review, the Company was not required to transfer any shares to the unclaimed suspense accounts as specified in Schedule VI of the Listing Regulations.

34. INVESTORS EDUCATION AND PROTECTION FUND (IEPF)

The Company was not required to transfer any amount in the account of IEPF during the financial year under review.

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

Pursuant to the provisions of Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, details regarding Conservation of Energy, Technology Absorption, Foreign Exchange earnings and outgo are given in Annexure - F, which forms part of this Report.

36. CREDIT RATINGS:

During the financial year under review, the Company had not taken any credit rating.

37. COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and your directors confirm compliance of the same during the financial year under review.

38. DETAILS OF PROCEEDINGS UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

During the financial year under review, no application was made or proceedings initiated against the Company under the Insolvency and Bankruptcy Code, 2016 nor any such proceeding was pending at the end of the financial year under review.

39. VALUATION OF ASSETS

During the financial year under review, there was no instance of one-time settlement of loans / financial assistance taken from Banks or Financial Institutions, hence, the Company was not required to carry out valuation of its assets for the said purpose.

40. APPRECIATION

Your directors would like to place on record their sincere appreciation for the continued co-operation, guidance, support and assistance extended during the financial year under review by our bankers, customers, suppliers, shareholders, distributors, retailers, other business partners, Government and Regulatory Authorities and stock exchanges. The Board also wishes to express its appreciation for the valuable contribution made by the employees at all levels during the financial year under review.

For and on behalf of the Board of Directors
of Euro Pratik Sales Limited

Pratik Singhvi
Chairman & Managing Director
DIN: 00371660

Place: Mumbai
Date: 10 th August, 2026