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Integrated Hitech Ltd Directors Report

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Nov 3, 2026|04:00:00 PM

Integrated Hitech Ltd Share Price directors Report

Dear Stakeholders,

Your directors take pleasure in presenting the 33 rd Board Report of Integrated Hitech Limited (the Company) and along with it, the Audited Financial statements for the financial year ending 31 st March, 2026.

1. FINANCIAL RESULTS:

The financial results of the Company for the year ending 31 st March, 2026 are summarized below:

(Rs. In Lakhs)

PARTICULARS For the year ended 31 st March 2026 For the year ended 31 st March 2025
Revenue from operations 0.99 1.70
Other Income 24.98 2.06
Total expenses 33.95 306.66
Profit/(Loss) before Exceptional Item and Tax (7.97) (302.90)
Exceptional Item - -
Profit / (Loss) Before Tax (7.97) (302.90)
Tax Expenses Current Tax - -
Deferred Tax - -
Profit / Loss After Tax (7.97) (302.90)

2. STATE OF THE COMPANYS AFFAIRS:

During the Financial year under review, your company has made Revenue by sales of Rs. 0.99 Lakhs as compared to previous year Rs. 1.70 Lakhs resulting in decrease in revenue. The Company has earned through Interest in Income and Profit on sale of Assets of Rs. 24.98 Lakhs as compared to previous year Rs. 2.06 Lakhs resulting in the increase in other Income.

The Profit / (Loss) Before Tax is Rs. (7.97) Lakhs as compared to Loss in previous year of Rs. (302.90) Lakhs.

Your directors are making concentrated efforts to increase the turnover which will generate the more profitability and Companys growth.

3. CHANGE IN NATURE OF BUSINESS, IF ANY:

There is no change in nature of business of the Company during the year.

4. DIVIDEND:

With a view to working capital requirements, your Board of Directors does not recommend any dividend for the year under review.

5. CAPITAL STRUCTURE:

During the financial year under review, there was no change in Authorized Share Capital as well as Paid up Share Capital of the Company.

Authorized Share Capital of the Company is Rs. 11,00,00,000/- (in words Eleven Crore only) divided by 1,10,00,000 (in words One Crore Ten Lakhs) Equity Shares of Rs. 10/- each

Paid Share Capital of the Company is Rs. 10,00,46,000/- (in words Rupees Ten Crore and Forty-Six Thousand only) divided by 1,00,46,000 (One Crore Forty-Six Thousand) Equity Shares of Rs. 10/- each

6. AMOUNT PROPOSED TO BE CARRIED TO ANY RESERVES :

The Board does not propose any transfer to reserves from the profit or loss A/c of the company during the year.

7. LISTING WITH STOCK EXCHANGES:

The Company has been Listed of BOMBAY STOCK EXCHANGE (BSE) having script code-532303 . Further , the Company confirms that it has paid the annual Listing Fees for the year 2025-26.

8. DETAILS OF SUBSIDIARIES OR JOINT VENTURES OR ASSOCIATE COMPANIES:

The Company does not have any subsidiary or JV or Associates Company. Hence, the clause is not applicable.

9. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

During the year under review, the company has neither given any loans & advances, provide securities, given guarantees or made any investments as covered under the provisions of section 186 of the Companies Act, 2013. Hence, Clause is not applicable.

10. DEPOSITS:

During the year under review, the Company has not accepted any deposits within the meaning of Section 73 to 76A of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

11. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

Your Company has in place a Policy on Related Party Transactions for purpose of identification and monitoring of Related Party Transactions and is published on the Companys website at https://easitax.com/

The Company has established a robust and transparent framework for the review, approval, and monitoring of Related Party Transactions (RPTs). This framework ensures that all transactions with related parties are conducted in a fair, arms-length manner and are aligned with the Companys commitment to ethical business practices and regulatory compliance.

In accordance with the provisions of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the Companys Policy on Materiality and Dealing with Related Party Transactions, all relevant information pertaining to proposed RPTs including transaction details, nature of the relationship, commercial rationale, and pricing justification is submitted for prior review and approval of the Audit Committee.

The Audit Committee plays a critical oversight role by ensuring that such transactions are in the best interest of the Company and its stakeholders, and do not result in any conflict of interest. For material RPTs and those requiring shareholder approval, the Company ensures timely disclosure and compliance with all applicable regulatory requirements and SEBI circulars.

During the year under review, there were no related party transactions that were entered with related party as per section 188 of Companies Act 2013. Therefore AOC-2 is not annexed.

12. BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL (KMP):

The Company recognizes that a diverse and well-rounded Board is crucial to its long-term success and effective governance. In line with the requirements of Section 149 of the Companies Act 2013 and Regulation 17 of the SEBI Listing Regulations, the Board is structured to ensure a balanced representation of both Executive and Non-Executive Directors.

As on March 31, 2026, the Board comprises Five (5) Directors, including: One (1) Executive Directors, and Four (4) Non-Executive Directors, including Independent Woman Director

The Following is list of Directors as on 31 st March 2026 :

Sr. No Name Designation
01 Ebenezer Gerald Managing Director and Chairman
02 Ramesh Chandra Mishra Non-Executive Director
03 Saroj Kumar Choudhury Executive-Director
04 Aakansha Vaid Independent Director
05 Sushma Anuj Yadav Independent Director

The list of Key Managerial Personnel is as below:

1 Shazia Fatima Mohammed Karimuddin Shaikh Company Secretary and Compliance Officer
2 Iranee Tripathy Chief Financial Officer

Changes in Directorship and KMP during the years:

1. Mrs. Rajendhiran Eswari Angali, Independent Director of the Company has been retired from the designation as Independent Director as her 2 terms has been ended with effect from 15 th June 2025.

2. Mr. Saroj Kumar Choudhury, Independent Director was appointed as additional Director on board w.e.f. 01 st July 2025 and has been appointed and regularized in 32 nd AGM 2025.

3. Mrs. Rainy Ramesh Singhi, Non-Executive Non-Independent Director has been resigned from the Company w.e.f. 26 th March 2026.

4. Iranee Tripathy has been appointed as Chief Financial Officer by Board of Directors w.e.f. 28 th April 2025.

5. Ms. Shantwana Adhikari, Chief Financial Officer has been resigned from the company w.e.f. 28 th April 2025.

Director retiring by Rotation:

Pursuant to the provisions of Section 152 of the Act read with the relevant rules made thereunder, Mr. Ramesh Chandra Mishra (DIN: 00206671) Non-Execute Non-Independent Director being longest in the office is liable to retire by rotation at the ensuing Annual General Meeting (33 rd AGM) and being eligible to re-appoint on Board subject to approval from members in ensuing AGM.

Pursuant to Regulation 36 of the SEBI Listing Regulations read with Secretarial Standard 2 on General Meetings, necessary details of Mr. Ramesh Chandra Mishra (DIN: 00206671), are provided as an Annexure to the Notice of the Annual General Meeting.

Composition of committees of the Board as on 31 st March 2026:

Audit Committee
Mrs. Sushma Anuj Yadav Chairperson
Mrs. Aakansha Vaid Member
Mr. Saroj Kumar Chouhury Member

Nomination and Remuneration Committee

Mrs. Sushma Anuj Yadav Chairman
Mrs. Aakansha Vaid Member
Mr. Saroj Kumar Chouhury Member

Stakeholders Relationship Committee

Mrs. Aakansha Vaid Chairman
Mrs. Sushma Anuj Yadav Member
Mr. Ramesh Chandra Mishra Member

Corporate Social Responsibility Committee

Mrs. Aakansha Vaid Chairman
Mrs. Sushma Anuj Yadav Member
Mr. Ramesh Chandra Mishra Member

13. NUMBER OF MEETINGS OF THE BOARD AND BOARDS COMMITTEE:

The Board meets at regular intervals to discuss and decide on business strategies / policies and review the financial performance of the Company. The Board Meetings are pre-scheduled, and a tentative annual calendar of the Board is circulated to the Directors well in advance to facilitate the Directors planning their schedules.

The interval between two Board Meetings was well within the maximum period mentioned under section 173 of the Companies Act, 2013, and SEBI Listing (Disclosures and Obligations Requirements) Regulations, 2015.

Meeting No. of Meetings during the Financial Year 2025-26 Date of the Meeting
Board Meeting 6 28.04.2025
21.06.2025
01.07.2025
14.08.2025
14.11.2025
14.02.2026
Audit Committee 5 28.04.2025
21.06.2025
01.07.2025
14.08.2025
14.11.2025
14.02.2026
Nomination & Remuneration Committee 3 28.04.2025
21.06.2025
14.08.2025
Stakeholder & Relationship Committee 3 28.04.2025
14.08.2025
14.11.2025
Independent Directors 1 14.02.2026

14. EXTRA-ORDINARY GENERAL MEETINGS:

During the year under review, pursuant to section 100 of Companies Act 2013 and rules made thereunder, any meeting of shareholders held between annual general meetings to address urgent or special matters requiring immediate approval the board calls the extra ordinary general meeting for the special business.

EOGM held on 30 th April 2025 in which 45 Members attended the meeting out of 21,085 Shareholders from cut off date 23 rd April 2025

15. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

Your Company is committed to fostering a work environment that upholds the highest standards of safety, ethics, and legal compliance across all levels of its operations. To this end, a structured Vigil Mechanism and Whistle blower Policy has been implemented in line with the provisions of the Companies Act, 2013 and the SEBI Listing Regulations.

These mechanisms are designed to enable employees and other stakeholders to confidentially report concerns regarding actual or suspected misconduct, including unethical behavior, violations of legal or regulatory requirements, and breaches of the Companys Code of Conduct. The system ensures that disclosures are handled in a fair, transparent, and secure manner, without fear of retaliation. Comprehensive information on the Companys Vigil Mechanism and Whistle blower Policy is provided in the Corporate Governance Report, which forms an integral part of this Integrated Annual Report. The Policy is also available on the Companys official website at https://easitax.com/

There were no Complaints received for the financial year ended March 31, 2026.

16. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has formulated a Framework on Internal Financial Controls In accordance with Rule 8 (5) (viii) of Companies (Accounts) Rules, 2014, the Company has adequate internal control systems to monitor business processes, financial reporting and compliance with applicable regulations and they are operating effectively.

The systems are periodically reviewed by the Audit Committee of the Board for identification of deficiencies and necessary time-bound actions are taken to improve efficiency at all levels. The Committee also reviews the observations forming part of internal auditors report, key issues and areas of improvement, significant processes and accounting policies.

17. ANNUAL EVALUATION BY THE BOARD:

The Company has established a comprehensive framework for evaluating the performance of the Board of Directors, its Committees, and individual Directors, in line with the requirements of Sections 134 and 178 of the Act, Regulation 17(10) of the SEBI Listing Regulations, and the Companys Nomination and Remuneration Policy.

As part of this evaluation process, structured and confidential questionnaires were circulated to all Directors to obtain feedback on various aspects of the Boards functioning, the effectiveness of its committees, and the performance of each Director. The observations and responses received were compiled, analysed, and subsequently presented to the Chairman of the Board for review and discussion.

The evaluation of Directors covered several aspects, including their attendance and participation in meetings, understanding of the Companys operations and business environment, application of knowledge and expertise, quality of contributions to discussions, maintenance of confidentiality, integrity, and independent judgment. Directors were also evaluated on their alignment with the Companys core values, commitment to fiduciary responsibilities, and adherence to the Code of Conduct.

The Boards performance was assessed based on criteria such as the effectiveness of its oversight on compliance and governance matters, clarity in the roles of the Chairman and Executive/Non-Executive Directors, the diversity and mix of skills and expertise, strategic involvement, and overall guidance in areas such as risk management, financial reporting, ethics, and succession planning. Emphasis was placed on the Boards ability to provide strategic foresight and review the implementation of key initiatives and policies.

The evaluation of Committees considered their structure, independence, frequency of meetings, adherence to defined procedures, effectiveness in fulfilling their responsibilities, and the extent of their contribution to Board decisions. The Committees were also assessed on their ability to engage meaningfully with internal and external auditors, and their role in supporting oversight functions.

Based on the outcome, the Board concluded that the overall performance of the Board, its committees, and individual Directors, including Independent Directors, was found to be satisfactory.

18. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report for the year under review, as stipulated under the Regulation 34 read with Schedule V of SEBI Listing Regulations, forms part of this Annual Report and is annexed as Annexure-II . The state of the affairs of the business along with the financial and operational developments have been discussed in detail in the Management Discussion and Analysis Report.

19. CORPORATE GOVERANCE:

The Company remains steadfast in its commitment to upholding the highest standards of Corporate Governance, emphasizing transparency, accountability, and ethical business practices in all aspects of its operations. In accordance with Regulation 34 read with Schedule V of the SEBI Listing Regulations, a separate report on Corporate Governance has been included as part of this Integrated Annual Report as Annexure-III.

Additionally, a certificate issued by M/s. Suprabhat & Co., Practicing Company Secretary Secretarial Auditor of the Company, confirming compliance with the Corporate Governance requirements as prescribed under the Listing Regulations is annexed as Annexure- IV.

20. RISK MANAGEMENT POLICY:

The Company continues to have an effective Risk Management process in place. The Company has in place a mechanism to identify, assess, monitor and mitigate various risks to key business objectives. Major risks identified by the businesses and functions are systematically addressed also discussed at the meetings of the Audit Committee and the Board of Directors of the Company.

Major risks, if Any, identified by the business and functions are systematically addressed through mitigating action on a continuous basis.

21. NOMINATION AND REMUNERATION POLICY:

The Company has established a comprehensive Policy on Director Appointment and Remuneration, which also encompasses Key Managerial Personnel and other employees. This policy serves as a framework for the Nomination and Remuneration Committee to identify and recommend individuals who possess the necessary qualifications, skills, and experience to serve as Directors. It also lays down clear criteria for assessing the independence of Directors in accordance with regulatory requirements and the Companys governance standards.

Furthermore, the policy ensures that the Companys remuneration strategy is aligned with its overarching business objectives. Remuneration packages are designed to reward individual contributions as well as overall organizational performance, while remaining competitive and in line with industry benchmarks. This approach not only motivates Directors and employees to deliver sustainable value but also supports the retention of high-caliber talent.

In addition to fixed and variable pay components, the policy emphasizes transparency, fairness, and alignment with shareholder interests. The Committee regularly reviews the policy to adapt to changing regulatory landscapes and evolving best practices in corporate governance. This enables the Company to maintain a balanced and performance-driven reward system that fosters long term growth and accountability.

The remuneration policy approved by the board of Directors is available on the website of the Company https://easitax.com/

22. BOARD POLICIES:

The Company has the following policies which are applicable as per the Companies Act, 2013 and SEBI (LODR) Regulations, 2015 which are placed on the website of the Company https://easitax.com/

a) Code of Conduct for Directors and Senior Management

b) Nomination and Remuneration Policy

c) Policy on Disclosure of Material Events

d) Policy on preservation of Documents

e) Policy on archival of data

f) Whistle Blower Policy

g) Policy on Related Party Transactions

h) POSH Policy

i) Dividend Distribution Policy

j) Policy on Material Subsidiary

23. REMUNERATION T0 EMPLOYEES:

None of the employees has received remuneration exceeding the limit as stated in rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 i.e. Rs. 8,50,000/- per month or Rs. 1,02,00,000/-P.A.

24. ENVIRONMENT, HEALTH AND SAFETY:

Your Company remains fully committed to upholding the highest standards of legal compliance and operational excellence in all aspects of Health, Safety, and Environmental (HSE) management. During the year under review, the Company continued to focus on energy and water conservation, enhanced utilization of renewable energy sources, and efforts to minimize waste generation across operations. These initiatives are in alignment with the Company9s broader goals of sustainable development and environmental stewardship.

In line with this commitment, the management has actively fostered a culture of safety and well-being across the organization. The Company organizes routine fire safety drills, along with periodic health check-ups for both permanent and contractual employees, ensuring proactive care and risk prevention at the workplace.

The Company recognizes that safety is not a one-time initiative but an ongoing journey of continuous improvement. Accordingly, it has outlined plans aimed at further enhancing the overall workforce well-being, promoting a proactive approach to health and safety, and embedding a strong safety-first culture throughout all operational sites.

Additionally, your Company reaffirms its commitment to providing a safe, healthy, and secure working environment across all manufacturing units and office, thereby ensuring a responsible and people-centric approach to organizational growth.

25. DISCLOSURE UNDER SEXUAL HARRASMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

Your Company is committed to providing a safe and conducive work environment and has zero tolerance towards sexual harassment at workplace. Your Company has in place a Policy on Prevention of Sexual Harassment in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Act) and the Rules made thereunder.

The Company is firmly committed to fostering a safe, respectful and inclusive workplace and maintains a zero-tolerance policy towards any form of discrimination or harassment. In alignment with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company has implemented a comprehensive Anti-Harassment and Grievance Redressal Policy. Further the has constituted Internal Complaints Committee under the Sexual Harassment of Women at Workplace.

The Details of Complaints reported under POSH Act during FY 2025-26 are as follows:

Number of complaints at the beginning of the Financial Year NIL
Number of complaints filed and resolved during the Financial Year NIL
Number of complaints pending at the end of the Financial Year or more than 90 days NIL

26. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961:

As there are less than 10 female employees in the Company, the provisions of Maternity Benefit Act, 1961 is not applicable to the Company during the year under review.

27. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMEMT RELATED AND THE DATE OF REPORT:

During the Financial Year under review, there are no material changes and commitments that occurred between the end of the Financial Year of the company to which the financial statements relate and the date of the report affecting the financial position of the company except one which is as follows;

1. The Petition for Reduction of Share Capital Hearing of Company bearing No. CP(CA)/105/CHE/2025) filed before NCLT Chennai, we hereby inform you that; The Honble NCLT Chennai bench via its order dated 06/05/2026 has dismissed the petition as withdrawn with liberty.

We further inform you that the Honble NCLT Chennai at the hearing held on 06 May, 2026, granted permission to withdraw the petition and accordingly passed an order to that effect.

2. The Company has sold the premises situated at Office Flat Old No. 150/113, New No.2/122, Flat No. 12, 3rd Floor, CISONS COMPLEX, Montieth Road, Egmore, Chennai - 600008.

28. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company is following the applicable Secretarial Standards as prescribed and formulated by the Institute of Company Secretaries of India during the financial year 2025-26, to the extent as applicable.

29. INDEPENDENT DIRECTORS:

a) Declaration of Independent Directors:

The Company has received necessary declaration from all the Independent Directors of the Company under Section 149(7) of the Companies Act, 2013 read with Rule 6 of Companies (Appointment and Qualification of Directors) Rules, 2014 and Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 that the Independent Directors of the Company meet the criteria of their Independence laid down in Section 149(6).

b) Independent Directors Meeting:

The meeting of the Independent Directors was held on 14 th February 2026 as per schedule IV of the Companies Act, 2013.

c) Familiarization Programme for Independent Directors:

The familiarization program is to update the Directors on the roles, responsibilities, rights and duties under the Act and other statutes and about the overall functioning and performance of the Company. The policy and details of familiarization program is available on the website of the Company at www.suncitysyntheticsltd.com.

30. REPORTING OF FRAUDS BY AUDITORS :

During the year under review, neither the Statutory Auditors nor the Secretarial Auditor has reported to the Audit Committee under Section 143(12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Boards Report.

31. AUDITORS AND AUDITORS REPORT:

a) STATUTORY AUDITORS:

ABNJ & Co., Chartered Accountant (FRN: 121677W), Statutory Auditors were appointed as the Statutory Auditors of the Company and were appointed for term five financial years from 2025-26 to 2029-30 in 32 nd AGM by the shareholders.

During the year under review, the Auditor in their Auditors Report for Financial Year ended 31 st March 2026 does not contain any qualification, reservation or adverse remark. The Auditors Report is enclosed with the financial statements in the Annual Report and the same is self-explanatory.

b) SECRETARIAL AUDITOR & REPORT:

The Company has appointed Mr. Rabindra Kumar Samal as the Secretarial Auditor (Membership No. F7649 & COP: 18278) to conduct secretarial Audit for the term of 5 financial years 2025-26 to 2029-30. However, the Auditor is not the peer reviewed Hence, he has been resigned as secretarial Auditor w.e.f. 28 th May 2026.

The Board has recommended appointing Mr. Suprabhat Chakraborty (Membership No. A41030 and COP. 15878) peer reviewed auditor for term of three financial year from 2026-27 to 2028-29 subject to approval of shareholders in ensuing Annual General Meeting.

The Secretarial Audit Report as received from the Secretarial Auditor is annexed to this report as Annexure I .

Further, the Secretarial Auditor for the financial year ended 31 st March 2026 does not contain any qualification, reservation or adverse remark.

32. INTERNAL AUDITORS:

The Company has appointed Mr. Nitin Arvind Oza as the Internal Auditors of the company for the Financial Year 2025-26. The Audit Committee determines the scope of Internal Audit in line with regulatory and business requirements.

33. COST AUDITOR:

Pursuant to notification of Companies (Cost Records and Audit) Rules, 2014 read with Companies (Cost Records and Audit) Amendment rules, 2014 the Company does not fall under the purview of Cost Audit.

34. CORPORATE SOCIAL RESPONSIBILITY:

During the year under review, section 135 of the Companies Act 2013 is not applicable to the Company as the limits are not breached, a report on CSR activities is not required to be annexed with this report.

35. BOARD EVALUATION:

The Company has established a structured mechanism for assessing the performance of the Board, its Committees and individual Directors, in line with the requirements of Sections 134 and 178 of the Act, Regulation 17(10) of the SEBI Listing Regulations and the Nomination and Remuneration Policy of the Company.

As part of the evaluation exercise, detailed and confidential feedback questionnaires were circulated to all Directors to obtain their views on various aspects relating to Board functioning, effectiveness of Committees and contribution of individual members. The responses received were compiled, analysed and subsequently shared with the Chairman for consideration and discussion.

The assessment of individual Directors covered parameters such as their attendance and participation in meetings, understanding of the Companys business operations and external environment, application of professional expertise, quality of inputs provided, adherence to confidentiality, demonstration of integrity and exercise of independent judgement. The evaluation also considered their alignment with the Companys core values, commitment towards fiduciary responsibilities and compliance with the Companys Code of Conduct.

The Board evaluation as a whole was carried out on parameters including effectiveness in governance and compliance oversight, clarity in the roles of the Chairperson and other Directors, diversity of skills and experience and the Boards contribution towards strategic planning, risk management, financial supervision, ethical standards and succession planning. The review also focused on the Boards role in providing strategic direction and monitoring the implementation of key business initiatives and policies.

The Committees evaluation focused on their structure, independence and frequency of meetings, adherence to established procedures and their effectiveness in fulfilling their responsibilities. Their contributions to Board decisions were also assessed along with their ability to collaborate with both internal and external Auditors and their role in strengthening oversight functions.

Following the evaluation, the Board concluded that the overall performance of the Board, its committees and individual Directors including the Independent Directors was satisfactory.

36. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT:

The Board of Directors has adopted a policy and procedure on Code of Conduct for the Board Members and employees of the Company in accordance with the SEBI (Prohibition of Insiders Trading) Regulations, 2015. This Code helps the Company to maintain the Standard of Business Ethics and ensure compliance with the legal requirements of the Company.

The Code aims to prevent any wrongdoing and promote ethical conduct on the Board and by employees. The Compliance Officer is responsible for ensuring adherence to the Code by all concerned.

The Code lays down the standard of Conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the workplace, in business practices and in dealing with stakeholders.

All the Board Members and the Senior Management Personnel have confirmed Compliance with the Code. Declaration of Code of Conduct is annexed as Annexure- V.

37. SECRETARIAL STANDARDS COMPLIANCE:

Your Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2).

38. 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 is no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations except the BSE has imposed SOP for non-Compliance as below;

1. BSE LIMITED has imposed the SOP in relation to Late Submission of Reg 23(9) Related Party Transaction for quarter ended 31-03-2025 and the Company has paid SOP Fine to BSE;

2. BSE LIMITED has imposed the SOP in relation to Limited Review not submitted in PDF for Consolidated Financial Result

39. DIRECTORS RESPONSIBILITIES STATEMENT:

Pursuant to the requirement under Section 134(3)(c) of Companies Act, 2013, with respect to Directors Responsibility Statement, it is hereby confirmed that:

i. In the preparation of the annual accounts, the applicable accounting standard had been followed along with proper explanation relating to material departures

ii. 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 or Loss of the Company for that period.

iii. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provision of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv. The Directors have prepared the Annual accounts on a going concern basis.

v. 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.

vi. The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating.

40. MAINTAINANCE OF COST RECORDS:

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

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

There are no proceedings pending under the Insolvency and Bankruptcy Code, 2016 and that there is no instance of one-time settlement with any Bank or Financial Institution, during the year under review.

42. ANNUAL RETURN:

In accordance with the provisions of Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Companys official website at https://easitax.com/

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

No application made or no proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year.

44. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO AS PER SECTION 217(1) COMPANIES (DISCLOSURE OF PARTICULARS IN THE REPORT OF BOARD OF DIRECTORS) RULES, 1988.

Conservation of energy: -

1. The steps taken or impact on conservation of energy: N.A.

2. The steps taken by the Company for utilizing alternate sources of energy: N.A.

3. The capital investment on energy conservation equipment: N.A.

Technology absorption:

1. The efforts made towards technology absorption: N.A.

2. The benefits derived like product improvement, cost reduction product development or import substitution: N.A.

3. In case of imported technology (imported during the last three years reckoned from the beginning of the financial year) - The details of technology imported: N.A.

The year of import: N.A.

Whether the technology has been fully absorbed. N.A .

4. If not fully absorbed, areas where absorption has not taken place and the reasons thereof; and: N.A.

5. The expenditure incurred on Research and Development. N.A.

Foreign Exchange Earnings and Outgo: N.A.

45. CAUTIONARY STATEMENT:

Certain statements made in this Report, including those under Management Discussion and Analysis, Corporate Governance, the Notice to Shareholders, and other sections of the Annual Report, may constitute forward-looking statement as per applicable laws and regulations. These statements reflect the companys current intentions, expectations, projections, or forecast regarding future performance.

However, actual outcomes may vary materially from those expressed or implied, owing to changes in market conditions, economic developments, or unforeseen circumstances. The Company does not assume any obligation or responsibility for the accuracy or completeness of such forward-looking statements, which may be subject to revision based on future events, developments, or the availability of new information.

46. ACKNOWLEDGEMENTS:

Your directors wish to place on record their appreciation of the Contributions made by employees at all levels, towards the continued growth and prosperity of your Company. Directors also take this opportunity to convey theirs thanks to all the valued shareholders of the Company and to the Bankers for their valuable services.

For and on behalf of

Suncity Synthetics Limited

Sd/- Sd/-
Ebenezer Gerald Ramesh Chandra Mishra
Managing Director Director
DIN: 02026613 DIN: 00206671
Date: - 14.08.2026
Place: - Chennai

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Copyright © IIFL Capital Services Limited (Formerly known as IIFL Securities Ltd). All rights Reserved.

IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

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We are ISO/IEC 27001:2022 Certified.

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.