Filtra Consultants & Engineers Ltd Directors Report

To

The Members,

Filtra Consultants and Engineers Limited

Your Directors have pleasure in presenting the 15 th Annual Report of the Board on the performance of the Company and the

Standalone Audited Financial Statements of the Company for the financial year

Report thereon.

1. Financial Results:

The summarized financial results for the financial year ended March 31, 2026, are highlighted as under:

(Amount in Rs. Lakhs)

Particulars	March 31, 2026	March 31, 2025
Total Income	9,812.43	8729.70
Less: Total Expenses excluding Depreciation	9313.55	8292.98
Profit/(Loss) before Depreciation, Exceptional Item and Tax	498.88	436.72
Less: Depreciation	22.76	22.80
Profit/ (Loss) before Tax and Exceptional Item	476.12	413.92
Less: Exceptional Item	0.00	0.00
Less: Tax Expenses	103.43	122.53
Profit/(Loss) after tax	372.69	291.39

2. Brief description of the Companys working during the year / State of Companys affairs and Operational Results:

The Company is trading in various water treatment products such as Multiport Valves, Dosing System, Electronic dosing pump, Pressure Vessels, Conductivity Meters, Rota Meters etc. Your Company is one stop solution for all water treatment components, providing wide range of components and spares, gives advantage and freedom to the clients to choose products and spares parts as per their requirement. In addition to that the Company also assemble the parts and sell the customized products as per the customers needs. The Company runs business through its various branches as well as through its online portal where products are sold on B2B basis.

The total income of the Company stood at Rs.9,812.43 Lakhs compared to Rs.8,729.70 Lakhs in the previous year, with

Profit Before Tax at Rs.476.12 Lakhs versus Rs.413.92 Lakhs last year. The improvement during the year is encouraging.

However, Management remains focused on converting this progress into consistent, sustainable and cash-generative growth, supported by financial discipline, operational efficiency and prudent risk management.

Company has developed the ability to design and fabricate UF plants using Pentair Norit UF membranes and Norit Non Submerged MBR Membrane, which will give an advantage to the Company to grow forward and contribute towards water recycle, water reuse and contribute in a better way towards environment conservation.

Company will also be promoting and using glass media for better and fine filtration instead of natural sand media, this step used for backwashing. This step will contribute towards environment and willgivebetterfiltration, water conservation.

Company has sourced few new suppliers for components and accessories which are required when a high value product is sold, addition of these small value components will improve the customer service and more business for the Company.

Our next phase of growth will increasingly be supported by digital initiatives. Filtras B2B e-commerce journey was built on our belief in transparent information and systematic processes. Building on this foundation, Management has developed a fully functional chatbot, with its public launch targeted for September 15, 2026.

The chatbot is intended to make product discovery, enquiry handling and routine customer support faster and more while continuing to preserve human interaction, technical support and personal accountability.

We are also exploring the application of quick-commerce principles to industrial B2B distribution. For Filtra, this means improving stock visibility, speeding up quotations and order conversion, placing inventory more efficiently, streamlining fulfilment and ensuring predictable dispatch.

Our objective is not speed alone. We believe that speed supported by strong systems, processes and discipline can improve customer service, efficiency and overall business value.

The Management is continuously working on increasing the revenue and to give better results in coming years by introducing new technologically advanced products at competitive rates, using IT system, hiring and training sales team, adding new customers by venturing into new market and area and also do better inventory management. The Management is also working on to increasing the online sale through digital marketing and making website user friendly.

3. Change in the nature of business, if any:

The Company is in the business of selling water treatment products and provides the related services. There was no change in nature of business during the period under report.

4. Reserves:

The Board does not propose to carry any amounts to reserves.

5. Dividend:

Your Directors are pleased to recommend a final dividend of Rs. 2/- (Rupees Two Only) per equity share of Rs. 10/- each fully paid up (i.e. @ 20% per share) for the financial year ended March 31, 2026 out of the profit of the Company for the year 2025-26 and and/or credit balance lying in profit and loss account appearing in Balance sheet on the fully paid-up equity shares of the Company. The total outflow on dividend account will be Rs.2,19,28,000/- (Rupees Two Crore Nineteen Lac Twenty-Eight Thousand Only).

The dividend payment is subject to the approval of the Members at the ensuing Annual General Meeting (AGM) and shall be subject to deduction of tax at source. The Dividend will be paid to the Members whose names appear in the Register of Members/Beneficial Holders as on Book Closure Date fixed for the said purpose.

The dividend, if declared at the AGM, would be paid/dispatched within thirty days from the date of declaration of dividend to those persons or their mandates: a) whose names appear as beneficialowners as at the end of the business hours on Thursday, September 17, 2026 in the list of the BeneficialOwners to be obtained from the Depositories i.e. National Securities Depository Limited and Central Depository Services (India) Limited, in respect of the shares held in electronic/dematerialized mode; and b) whose names appear as Members in the Register of Members of the Company as on Thursday, September 17, 2026, after giving effect to valid transmission or transposition request lodged with the Company/R&TA, in respect of the shares held in physical mode.

Further, the details of unclaimed dividend and due dates for transfer of unclaimed dividend to IEPF account has been given in Notes to the Notice calling 15 th AGM.

6. Annual Return:

Pursuant to Section 92(3) and 134(3)(a) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return is placed on website of the Company and which shall be treated as part of this Report. The link of the Annual Return is as follows: https://www.filtra.in/upload/investment/1787988384.MGT-7_WEBSITE.pdf

7. Auditors:

a) Statutory Auditors:

On the recommendation of the Audit Committee and the Board, the Members had at the 13 th AGM held on July 02, 2024 appointed M/s. Rajendra B. Shah & Co, Chartered Accountants, (FRN: 112596W), as the Statutory Auditors of the Company to hold office for a term of five consecutive financial years from the conclusion of the Thirteenth AGM of the Company till the conclusion of the Eighteenth AGM to be held for the financial year 2028-29.

b) Internal Auditors:

M/s. CNK & Associates LLP were Internal Auditors of the Company for the financial year 2025-26. In compliance with the provisions of Section 138 of the Companies Act, 2013, the Board, on the recommendation of the Audit Committee, has appointed M/s. CNK & Associates LLP as Internal Auditors of the Company for the financial year 2026-27.

c) Secretarial Auditors:

As required under section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board, on the recommendation of the Audit Committee, appointed M/s. Hemanshu Kapadia & Associates (FCS: 3477 and C.P. No.: 2285), Practicing Company Secretaries, as the Secretarial Auditors of the Company for the financial year 2025-26 to undertake the Secretarial Audit of the Company for the financial year 2025-26 and issue Secretarial Audit Report as required under the Act.

8. Auditors Report:

a) Statutory Audit Report:

The Auditors Report and annexure to the Auditors Report are self-explanatory and does not contain any observation/ qualification, therefore, no explanations need to be provided for in this report

b) Secretarial Audit Report:

The Secretarial Audit Report in form MR-3 issued by M/s. Hemanshu Kapadia & Associates, Practicing Company

Secretaries, who were appointed as the Secretarial Auditors of the Company for the financial year 2025-26, is appended as Annexure - 1 to the Boards Report. The Secretarial Audit Report for the financial year 2025-26 does not contain any qualification or adverse remark.

9. Conservation of energy, technology absorption and foreign exchange earnings and outgo: A. Conservation of energy : i. The steps taken or impact on conservation of energy:

As the Company is into Design, Service, Assembly, Repair and Service of water treatment Plants as well as trading of various water treatment products, it does not require much energy to operate. Your Company has always considered energy and natural resource conservation as a focus area and has been constantly making efforts towards its conservation. Even though the operations of the Company are not energy-intensive, the Company on continuous basis has taken several sustainable steps voluntarily to contribute towards better environment. Select few steps taken are listed below:

a) Monitoring the Electricity Expenses on monthly basis,

b) Reducing the wastage in transport by internal Branch Movement as well as the supply to clients. This is challenging but leads to less consumption of energy or Transportation which means less pollution and better Environment,

c) The Company isplanningtoinstallSolarElectricityGenerationinHeadofficeofFiltra,

d) Installation of LED lights in all the offices of the Company,

e) Using Cross ventilation and time based auto light sensors for less electricity consumption,

f) Use of energy efficient electric equipment,

g) Educating employees and workers for energy conservation, and

h) Provides small value spares and repair services for low value items also which extends the life of Products and reduce the wastage.

ii. The steps taken by the Company for utilizing alternate sources of energy:

The Company is using electricity as main source of its energy requirement.The Company is planning to install Solar Electricity Generation at its Head office.

iii. The capital investment on energy conservation equipment:

The Company has not made any capital investment on energy conservation equipment.

B. Technology absorption:

i. The efforts made towards technology absorption:

The Companys main income is from trading activities hence; no efforts were made for technology absorption.

However, the Company is keeping track worldwide on technological development of the products in which it deals to have competitive advantage.

ii. The benefits derived like product improvement, cost reduction, product development or import substitution:

Not Applicable.

iii. In case of imported technology (imported during the last three years reckoned from the beginning of the financial year): No technology has been imported by the Company during the last three financial years.

iv. The expenditure incurred on Research and Development: Nil

C. Foreign exchange earnings and Outgo:

The Company is majorly engaged in activities relating to trading of water treatment component/ equipment in India.

The Company is also engaged in export activities and taking measures for increasing exports, developing new export markets and formulating export plans. Details of total foreign exchange used and earned on actual basis are given below:

(Amount in Rs. Lakhs)

Particulars	2025-26	2024-25
Foreign exchange earned	150.69	180.63
Foreign exchange used	1127.11	680.96

10. Particulars of contracts or arrangements with related parties:

The particulars of every contract or arrangements entered into by the Company with related parties referred to in sub-section

(1) of Section 188 of the Companies Act, 2013 including material transactions entered at arms length basis and in ordinary course of business, as provided under third proviso to Section 188(1), in prescribed Form No. AOC -2 is appended as

Annexure - 2 to the Boards Report.

The details of transactions entered into with related parties, as per Accounting Standards, are disclosed in the Note No. 26 of the Financial Statements.

11. Particulars of Loans, Guarantees or Investments under Section 186:

During the year under report the Company has not given any loans or guarantees to any person, except to the employees of the Company, details of which are given in Note No. 17 of the financial statements. Further, the Company does not have any investment falling within the preview of Section 186 of the Act. However, the Company has invested surplus funds, which was not immediately required, in liquid funds/mutual funds details of which are given in Note No. 13 of the financial statements.

12. Directors and Key Managerial Personnel:

a) Directors and Key Managerial Personnel and changes therein:

As on the date of this Report, your Company has 6 (Six) Directors consisting of 3 (Three) Independent Directors (including a Woman Director) and 3 (Three) Executive Directors (Promoters) including a Woman Director (Promoter).

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with the applicable Rules thereto and Articles of Association of the Company, Mr. Ashfak Mulla (DIN: 03506172), retires by rotation at the ensuing AGM and, being eligible, offers himself for re-appointment. The Board recommends to the Members his re-appointment as Director of the Company.

At the 14 th AGM, Mr. Ketan Khant (DIN: 03506163) was liable to retire by rotation pursuant to Section 152 of the Act and, being eligible, offered himself for re-appointment, was re-appointed at the saidAGM.

Based on the recommendation of Nomination & Remuneration Committee, the Board of Directors of the Company had approved and passed resolution by circulation on August 17, 2026 for appointment of Ms. Seema C Kakade. (DIN: 11881723) as Additional Independent Director for a term offiveyears with effectfrom August 17, 2026, subject to approval of Members at the 15 th AGM.

Further, Mr. Mahesh Tolaram Ahuja, Independent Director of the Company, vide his letter dated July 01, 2026, received through e-mail at 13:35 (IST), has tendered his resignation as the Independent Director of the Company, with effect from close of business hours on July 01, 2026.

Based on the recommendation of the Nomination and Remuneration Committee and the Board of Directors of the Company, the Members in its 12 th AGM had approved re-appointment of Mr. Ketan Khant (DIN: 03506163) as Managing Director and Mrs. Anjali Khant (DIN: 03506175) & Mr. Ashfak Mulla (DIN: 03506172) as Whole-time Directors of the Company for a period of three years w.e.f. April 01, 2024 i.e. till March 31, 2027 and approved their remuneration. As their tenure is expiring soon, the Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, in its meeting held on August 25, 2026 has approved their re-appointment for a further period of three years w.e.f. April 01, 2027 to March 31, 2030, which is subject to the approval of the Members at the ensuing Annual General Meeting.

Other than above there was no change in Directors or Key Managerial Personnel by way of appointment, resignation, death or cessation.

The Company has received declarations from all the Independent Directors of the Company pursuant to the provisions of Section 149(7) of the Companies Act, 2013 along with Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations stating that they meet the criteria of independence as provided under the Act and the Listing

Regulations and that they are not disqualified to become Directors under the Act; and in the opinion of the Board of Directors, all the Independent Directors fulfill the criteria of independence as provided under the Act read with the Listing

Regulations and that they are independent of the Management.

At the time of the appointment of an Independent Director, the Company issues a formal letter of appointment outlining his/her role, function, duties and responsibilities. The format of the letter of appointment is available on our website at http://filtra.in/upload/investment/1535001740.Appointment_letter_of_ID.pdf

As on March 31, 2026 following were the Directors and Key Managerial Personnel in the Company:

1. Mr. Ketan Khant (DIN: 03506163) Chairman & Managing Director - Key Managerial Personnel

2. Mrs. Anjali Khant (DIN: 03506175), Whole-Time Director

3. Mr. Ashfak Mulla (DIN: 03506172), Whole-Time Director

4. Mr. Milind Madhukar Bibikar (DIN: 02632586), Independent Director

5. Mr. Mahesh Tolaram Ahuja (DIN: 07120487), Independent Director (upto July 01,2026)

6. Mr. Pinaki Bhadury (DIN: 10788323), Independent Director

7. Ms. Vaishali Pai (PAN: AOWPP3359K), Chief Financial Officer - Key Managerial Personnel

8. Ms. Keshmira Behram Behramkamdin (Membership No. A40724), Company Secretary & Compliance Officer - Key Managerial Personnel

Brief resume of the Directors proposed to be appointed / re-appointed at the 15 th AGM, relevant information as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards 2 have been given in the Notice convening the 15 th AGM.

Mr. Ketan Khant (DIN: 03506163) and Mrs. Anjali Khant (DIN: 03506175), Directors of the Company, are related to each other ( inter-se ).

b) Board Evaluation:

The Board evaluation process is carried through a structured questionnaire which was prepared after taking into consideration inputs received from the Directors, setting out parameters of evaluation; the questionnaire for evaluation are to be filled in, consolidated and then evaluation was carried out.

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and terms of reference of Nomination and Remuneration Committee, the Committee had decided that performance of the Board, Committee and all the Directors, excluding Independent Directors, would be carried by Independent Directors and performance evaluation of Independent Directors would be carried by the Board of Directors once in year. In accordance with the criteria suggested by the Nomination and Remuneration Committee, the performance of each Independent Director was evaluated by the entire Board of Directors in its meeting held on August 04, 2025 (wherein the Director getting evaluated was absent) on various parameters like engagement, leadership, analysis, decision making, communication, governance, interest of stakeholders, etc. The Board was of the unanimous view that every Independent Director was a reputed person and brought their rich experience to the deliberations of the Board and suggesting new system and process to improve performance of the Company.

The performance of all the Non-Independent Directors was evaluated by the Independent Directors at their separate meeting held on August 04, 2025. The various criteria considered for the purpose of evaluation included leadership, engagement, transparency, analysis, decision making, functional knowledge, governance, stakeholders, etc. Independent Directors were of the unanimous view that all the Non-Independent Directors were having good business and leadership skills. The Independent Directors also reviewed and discussed the performance of the Board as whole and flow of information from Management to the Directors.Theyweresatisfiedwith the performance of the Board as a whole.

Further, they have also evaluated the performance of the Chairman of the Company on various aspects such as Meeting dynamics, Leadership (business and people), Governance and Communication, etc. and expressed their satisfaction over the same.

c) Declaration by Independent Director(s) and re-appointment, if any:

All the Independent Directors have provided declaration of Independence, as required pursuant to Section 149(7) of the Companies Act, 2013, stating that they meet the criteria of independence as provided in sub-section (6) of Section 149 of the Companies Act, 2013, there has been no change in the circumstances affecting their status as Independent Directors of the Company and that they are not disqualified to become Independent Directors under the Act. In the opinion of the Board of Directors, all the Independent Directors fulfill the criteria of independence as provided under the Act and that they are independent of the Management.

13. Number of meetings of the Board of Directors:

The Board of Directors met Five (5) times during the financial year 2025-26. The intervening gap between any two meetings was not more than 120 days as prescribed by the Companies Act, 2013. Details of date of Board meeting held during the year and attendance of Directors are given in table below:

Name of the Director	20.05.2025	04.08.2025	14.08.2025	13.11.2025	26.02.2026
Mr. Ketan Khant	Yes	Yes	Yes	Yes	Yes
Mrs. Anjali Khant	Yes	Yes	Yes	Yes	Yes
Mr. Ashfak Mulla	Yes	Yes	Yes	Yes	Yes
Mr. Milind Madhukar Bibikar	Yes	Yes	Yes	Yes	Yes
Mr. Mahesh Tolaram Ahuja	Yes	Yes	Yes	Yes	Yes
Mr. Pinaki Bhadury	Yes	Yes	Yes	Yes	Yes

14. Details of Committees of the Board:

Currently the Board has 3 Committees: the Audit Committee, Nomination & Remuneration Committee and Stakeholders Relationship Committee. The Composition of various Committees and other details are as follows:

A. Audit Committee:

The Board has an Audit Committee in conformity with the provisions of Section 177 of the Companies Act, 2013. As on March 31, 2026, the Audit Committee comprised of three Independent Directors namely, Mr. Mahesh Tolaram Ahuja (DIN: 07120487), Mr. Milind Bibikar (DIN: 02632586) and Mr. Pinaki Bhadury (DIN: 10788323), where Mr. Mahesh Tolaram Ahuja (DIN: 07120487) was the Chairman of the Committee till July 01, 2026. Further, Ms. Keshmira Behram Behramkamdin, Company Secretary and Compliance Officer of the Company, acts as Secretary of the Committee. The Audit Committee was reconstituted and Ms. Seema C Kakade was appointed as a Chairperson of the Committee w.e.f. August 17, 2026. literate and have accounting or AlltheMembersoftheAuditCommitteearefinancially related financial management expertise as required under the Companies Act, 2013.

All the major steps impacting the financials of the Company are undertaken only after the consultation of the Audit Committee. During the year under review, the Board of Directors of the Company had accepted all the recommendations of the Audit Committee.

The details of number of Committee Meetings held during the year 2025-26 and attendance of Members of the Committee are given in table below:

Name of Committee Members	20.05.2025	04.08.2025	13.11.2025	26.02.2026
Mr. Mahesh Tolaram Ahuja	Yes	Yes	Yes	Yes
Mr. Milind Madhukar Bibikar	Yes	Yes	Yes	Yes
Mr. Pinaki Bhadury	Yes	Yes	Yes	Yes

Details of establishment of Vigil mechanism cum Whistle Blower policy for Directors and employees:

The Company, pursuant to Section 177(9) of the Companies Act, 2013, has established Vigil Mechanism cum Whistle Blower Policy for Directors and Employees to report their concerns and has also taken steps to safeguard any person using this mechanism, from victimization. Further, in appropriate and exceptional cases, there is direct access to approach the Chairman of the Audit Committee. The Policy on vigil mechanism may be accessed on the Companys website at the link: http://www.filtra.in/upload/investment/1529333294.16.pdf

B. Nomination & Remuneration Committee:

The Board has Nomination & Remuneration Committee (NRC) in conformity with the provisions of Section 178 of the Companies Act, 2013. As on March 31, 2026, the NRC comprised of three Independent Directors namely, Mr. Milind Bibikar (DIN: 02632586), Mr. Mahesh Tolaram Ahuja (DIN: 07120487) and Mr. Pinaki Bhadury (DIN: 10788323), where Mr. Milind Bibikar (DIN: 02632586) acted as the Chairman of the Committee. Further, Ms. Keshmira Behram Behramkamdin, Company Secretary and Compliance Officer of the Company, acted as Secretary of the Committee. Mr. Mahesh Tolaram Ahuja ceased to be member of the NRC w.e.f. July 02, 2026. The NRC was reconstituted and appointed Ms. Seema C Kakade, Independent Director as a member of the Committee w.e.f. August 17, 2026.

The appointment of the Directors and Key Managerial Personnel is recommended by the NRC to the Board. Your Company has devised the Nomination and Remuneration Policy for the appointment of Directors and Key Managerial Personnel (KMPs) of the Company who have ability to lead the Company towards achieving sustainable development. The said Policy also covers the matters related to the remuneration of Directors, Key Managerial Personnel and Senior Managerial Personnel. A copy of the policy is appended as Annexure - 3 to the Boards Report. The Nomination and Remuneration Policy may be accessed on the Companys website at the link: https://www.filtra.in/upload/investment/1529333364.19. pdf

The Details of remuneration paid to the Directors are given in form MGT-7 and also in annexures to the Boards Report.

The details of number of Committee Meetings held during the year 2025-26 and attendance of Members of the Committee are given in table below:

Name of Committee Members	13.11.2025	26.02.2026
Mr. Mahesh Tolaram Ahuja	Yes	Yes
Mr. Milind Madhukar Bibikar	Yes	Yes
Mr. Pinaki Bhadury	Yes	Yes

C. Stakeholders Relationship Committee:

The Company has always valued its investors and stakeholders. In order to ensure the proper and speedy redressal of shareholders/investors complaints, the Stakeholders Relationship Committee was constituted. The role of the Committee is to consider and resolve security holders complaint and to attend all the investors request. The constitution and terms of reference of the Stakeholders Relationship Committee is in conformity with the provisions of Section 178(5) of the Companies Act, 2013. As on March 31, 2026, the Stakeholders Relationship Committee was comprised of Mr. Pinaki Bhadury (DIN: 10788323), Mr. Mahesh Tolaram Ahuja (DIN: 07120487) and Mr. Milind Bibikar (DIN: 02632586), where Mr. Pinaki Bhadury (DIN: 10788323) acted as the Chairman of the Committee. Mr. Mahesh Tolaram Ahuja ceased to be member of the NRC w.e.f. July 02, 2026. The NRC was reconstituted and appointed Ms. Seema C Kakade, Independent Director as a member of the Committee w.e.f. August 17, 2026.

The details of number of Committee Meetings held during the year 2025-26 and attendance of Members of the Committee are given in table below:

Name of Committee Members	20.05.2025	04.08.2025	13.11.2026
Mr. Milind Bibikar	Yes	Yes	Yes
Mr. Pinaki Bhadury	Yes	Yes	Yes
Mr. Mahesh Tolaram Ahuja	Yes	Yes	Yes

15. Management Discussion & Analysis Report:

In accordance with Regulation 34 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion & Analysis Report is appended as Annexure - 4 of the Boards Report.

16. Directors Responsibility Statement:

As stipulated under section 134(3)(c) read with Section 134(5) of the Companies Act, 2013, your Directors subscribe to the Directors Responsibility Statement and state that:

a) in the preparation of the annual accounts for the financial year ended on March 31, 2026, the applicable accounting standards have been followed and that there are no material departures from the same;

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

c) they have taken proper and sufficient care for the maintenance provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) they have prepared the annual accounts on a going concern basis;

e) they have laid down internal financial controls for operating effectively during the financial year ended March 31, 2026; and

f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively during the financial year ended March 31, 2026.

17. Managerial Remuneration:

The information required to be disclosed with respect to the remuneration of Directors and KMPs in the Boards Report 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 for the financial year 2025-26, is appended as Annexure – 5 to the Boards Report. The names of top ten employees of the Company in terms of remuneration drawn for thefinancialyear 2025-26, as required pursuant to Section 197 of the Companies Act, 2013, read with Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is appended as Annexure - 6 to the Boards Report.

18. Report on Corporate Governance:

Your Company is committed to maintain the highest standards of corporate governance. We believe sound corporate governance is critical to enhance and retain investor trust. We have implemented best corporate governance practices in the Company to enhance long-term shareholder value and respect minority rights in all our business decisions.

Being listed on SME Exchange of BSE Ltd., as per Regulation 15 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Corporate Governance provisions contained in the said Regulations are not applicable to your Company, hence your Company is not required to give report on Corporate Governance. Even though the provisions of Corporate Governance are not applicable to the Company, the Company in words and spirit follows the most of the provisions of Corporate Governance.

19. Cost Records:

As the provisions of Section 148(1) of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 was not applicable on the Company; the Company was not required to maintain Cost records.

20. Risk Assessment and Management:

Your Company has a well-defined Risk Management System in place, as a part of its good Corporate Governance practices. All the risks are identified at various levels and suitable mitigation measures are thereafter adopted. These are subjected to a quarterly review by the Audit Committee as well as the Board. Accordingly, management of risk has always been an integral part of the Companys Strategy of Organisation and straddles its planning, execution and reporting processes and systems.

Backed by strong internal control systems, the current Risk Management Framework consists of the following key elements:

• The Risk management policy of the Company clearly lays down the roles and responsibilities of the entity in relation to risk management covering a range of responsibilities, from the strategic to the operational. These role definitions, inter-alia, provides the foundation for your Companys Risk Management Policy and Framework that is endorsed by the Board and is aimed at ensuring formulation of appropriate risk management procedures, their effectiveimplementation across your Company and independent monitoring and reporting by Internal Auditors.

• Appropriate structures are in place to proactively monitor and manage the inherent risks in businesses with unique / relatively high risk profiles.

• The Audit Committee of the Board reviews Internal Audit findings and provides strategic guidance on internal controls.

The Audit Committee closely monitors the internal control environment within your Company including implementation of the action plans emerging out of internal audit findings.

• The Company has appointed Internal Auditors and Secretarial Auditors to ensure comply with the various provisions and compliances under applicable laws.

21. Internal Control System and their Adequacy:

Adequate internal controls, systems and checks are in place, which commensurate with the size of the Company and the nature of its business. The Management exercises financialcontrol on the operations through a well-defined budget monitoring process and other standard operating procedures. In addition to the above, the Audit Committee and the Board specifically reviews the Internal Control and Financial Reporting process prevalent in the Company. On a periodical basis, the Board also engages the services of professional experts in the said field in order to ensure that place. The Management also improvise the various Standard Operating Process (SoP) based on findings of Internal Auditors as well review of SoPs by the Management.

22. Disclosure under the Sexual Harassment of Women at work place (Prevention, Prohibition and Redressal) Act, 2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention of Sexual

Harassment at work place. The Company has not received any complaints pertaining to sexual harassment during the financial year 2025-26. Your Directors state that Company has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Further below are the details complaints for FY 25-26:

1. number of complaints of sexual harassment received in the year - NIL 2. number of complaints disposed off during the year - NA

3. number of cases pending for more than ninety days - NA

23. Secretarial Standards:

The Company has complied with the applicable Secretarial Standards, as issued by the Institute of Company Secretaries of

India and notified by the Central Government.

24. Statement on Compliance of Maternity Benefit Act, 1961:

The Company is in compliance with the provision relating to the maternity BenefitAct 1961 to the extent applicable.

25. Other Disclosures / Reporting:

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions/ event on these items during the year under review:

a) Issue of equity shares with differential rights as to dividend, voting or otherwise as no such shares were issued; b) Issue of shares (including sweat equity shares) to employees of the Company as no such scheme was drawn;

c) Voting rights which are not directly exercised by the employees in respect of shares for the subscription/purchase of which loan was given by the Company (as there is no scheme pursuant to which such persons can beneficially hold shares as envisaged under section 67(3)(c) of the Companies Act, 2013);

d) Material changes and commitments, if any, affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate and the date of the report; by the

e) regulators or courts or tribunals impacting the going concern Detailsofsignificant status and Companys operations in future;

f) Details relating to deposits covered under Chapter V of the Act;

g) Details of payment of remuneration or commission to Managing Director or Whole-time Director of the Company from any of its subsidiaries as the Company does not have any Subsidiaries/Joint Venture/Associate Company;

h) Details in respect of frauds reported by Auditors under sub-section (12) of Section 143 other than those which are reportable to the Central Government, as there were no such frauds reported by the Auditors;

i) Reporting on Corporate Social Responsibility as the Company does not attract any of the criteria as mentioned in Section 135(1) of the Act;

j) Details of Subsidiary/Associates/Joint Venture Company as the Company was not having any. Subsidiary/Associates/ Joint Venture Company;

k) The details of application made and proceeding pending under the Insolvency and Bankruptcy Code, 2016 as such there was no such application made or proceeding pending; and

l) The details of differencebetween amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the Banks or Financial Institutions as there was no one time settlement was made with the Banks or Financial Institutions

26. Acknowledgments:

Your Directors take this opportunity to thank Filtras customers, Members, suppliers, bankers, business partners and associates, financial institutions and Central and State Governments for their consistent support and encouragement to the Company.

Finally, your Directors would like to record sincere appreciation to the employees of the Company at all levels for their hard work and commitment.

For and on behalf of Board of Directors
Filtra Consultants and Engineers Limited,

Sd/-
Ketan Khant
Chairman and Managing Director
(DIN: 03506163)

Address: 17-34-A, Kutchi House,
Brahmanwada Road, Matunga,
Mumbai \u2013 400019

Date : August 25, 2026
Place: Mumbai