National Standard India Ltd Directors Report

Dear Members,

The Directors are pleased to present the 63 rd Annual Report of the Company along with the Audited Financial Statements for the financial year ended March 31, 2026.

FINANCIAL HIGHLIGHTS

(Rs. in Lakhs )

Particulars	2025- 26	2024- 25
Revenue from operations	2,041.81	2,232.97
Other Income	1,953.96	1,813.40
Total Income	3,995.77	4,046.37
Cost of projects	2,020.21	1,993.15
Total expenditure	2,667.84	2,219.34
Profit before tax	1,327.93	1,827.03
Tax Expenses	362.04	507.11
Profit for the year	965.89	1,319.92

REVIEW OF PERFORMANCE AND FUTURE OUTLOOK

Revenue from operations during the financial year 2025-26 was 2,041.81 lakhs as against 2,232.97 lakhs during the previous financial year. Total income reduced from 4,046.37 lakhs in the previous financial year to 3,995.77 lakhs in financial year 2025-26. The net profit after tax for the financial year 2025-26 was 965.89 lakhs as compared to 1,319.92 lakhs during the previous financial year.

The Companys real estate project was completed in 2018. The Company does not have any ongoing business operations and does not intend to undertake any new real estate development project. The Company trades in building and construction materials.

DIVIDEND AND RESERVES

The Board does not recommend any dividend for the financial year under review. No amount is proposed to be transferred to reserves during the year.

DIVIDEND DISTRIBUTION POLICY

In terms of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (Listing Regulations) the Board of Directors of the Company (Board) has formulated and adopted a Dividend Distribution Policy which sets out the parameters and circumstances to be considered by the Board in determining the distribution of dividend to its shareholders and/or retaining profits earned by the Company. The Policy is available in the investor section of the Companys website at www.nsil.net.in .

CHANGES IN SHARE CAPITAL

There was no change in the authorised and paid-up share capital of the Company during financial year 2025- 26.

KEY DEVELOPMENTS

The Company has filed an application for a Scheme of Merger by Absorption with its holding company Lodha Developers Limited before the National Company Law Tribunal, Mumbai Bench on June 11, 2026, pursuant to Sections 230 to 232 and other applicable provisions of the Act. Further details on the scheme are provided in the notes to the financial statements.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return for financial year 2025-26 is available on the Companys website at www.nsil.net.in .

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Mr. Vikas Jain, Mr. Ravi Dodhia, Mr. Kurian Arimpur, all Non-Executive, Non-Independent Directors and Mr. Prakash Vaghela, Mr. Sanjay Bahad and Ms. Ritika Bhalla, all Independent Directors are Directors of the Company as on the date of this report.

Appointment

Mr. Vikas Jain was appointed as an Additional Director (Non Executive Non Independent), by the Board on recommendation of the NRC with effect from July 6, 2026. Mr. Sanjay Bahad was appointed as an Independent Director for a first term of five consecutive years from July 6, 2026 to July 5, 2031, by the Board on recommendation of the NRC with effect from July 6, 2026, subject to approval of the shareholders at the ensuing Annual General Meeting (AGM).

Ms. Ritika Bhalla was reappointed as an Independent Director for a second term of five consecutive years from July 12, 2027 to July 11, 2032, by the Board on recommendation of the NRC w.e.f. July 20, 2026, subject to approval of the shareholders at the ensuing AGM.

Relevant details with respect to their experience, attributes, skills, directorships held in other companies and committee memberships, etc., as stipulated under the Listing Regulations and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, form part of the notice of the ensuing AGM.

Retirement by rotation

Mr. Kurian Arimpur, retires by rotation and being eligible offers himself for re-appointment. The Board on the recommendation of the NRC has recommended his reappointment at the ensuing AGM. Necessary resolution for his re-appointment forms part of the accompanying AGM Notice.

Cessation

Ms Smita Ghag tendered her resignation as Director of the Company with effect from close of business hours on November 6, 2025 due to other professional commitments.

Mr Bhushan Shah ceased to be a director upon completion of his second term as Independent Director on July 5, 2026 and Mr Vinod Shah ceased to be a director upon completion of his first term as Independent Director on July 19, 2026. The Board places on record its sincere appreciation for the valuable contribution made by them during their tenure.

Key Managerial Personnel

Mr. Rohit Singhvi was appointed as Chief Financial Officer of the Company with effect from April 18, 2026 in place of Mr.

Rameshchandra Chechani who resigned with effect from April 17, 2026.

Mr. Darshan Multani, Chief Executive Officer, Mr. Rohit Singhvi, Chief Financial Officer and Mr. Hitesh Marthak, Company Secretary and Compliance Officer are the KMPs of the Company in terms of Section 203 of the Act, as on the date of this Report.

Declarations by Independent Directors

The Company has received declarations from all independent directors confirming that (i) they meet the criteria of independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations; (ii) they are not

disqualified from being appointed as directors in terms of Section 164 of the Act; (iii) they are not debarred from holding office of director pursuant to any order of SEBI, MCA or any such other statutory authority; and (iv) they are not aware of any circumstance or situation which exists 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. They have also confirmed that they have successfully registered in the Independent Directors Databank maintained by the Indian Institute of Corporate Affairs and that there has been no change in the circumstances affecting their status as Independent Directors of the Company.

The Board of Directors of the Company have taken on record the aforesaid declaration and confirmation submitted by the Independent Directors. In the opinion of the Board, the Independent Directors fulfil the conditions specified in the Listing Regulations and are independent of the management.

BOARD AND BOARD MEETINGS

The Board has an optimum combination of Executive and Non-Executive Directors including woman directors and confirms compliance with the provisions of the Act and Listing Regulations. As on March 31, 2026, the Board comprised six Directors, out of which two were Non-Executive Non-Independent Directors and four were Non- Executive Independent Directors (including one woman independent director).

Meetings of the Board

Five Board meetings were held during the year. The necessary quorum was present for all the meetings. The maximum interval between two Board meetings did not exceed 120 days. For details of meetings and composition of the Board and Board Committees, please refer to the Corporate Governance Report, which forms part of the Annual Report.

Board Committees

The Board has constituted various committees viz. Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Risk Management Committee and Stakeholders Relationship Committee. All recommendations made by all Board Committees were accepted by the Board. Further details are provided in the Corporate Governance Report which forms part of the Annual Report.

BOARD EVALUATION

The Board carried out an annual evaluation of its own performance, board committees, and individual directors pursuant to the provisions of the Act and the Listing regulations. Performance of the board was evaluated after seeking inputs from all the directors on the basis of criteria such as board composition and structure, effectiveness of board processes, information and functioning, etc. The performance of the committees was evaluated by the Board after seeking inputs from the committee members. The Board and the NRC reviewed the performance of individual directors on the basis of criteria such as the contribution of the individual director to the board and committee meetings.

In a separate meeting of independent directors, performance of non-independent directors, Chairperson and the Board as a whole was evaluated, taking into account the views of the directors. Performance evaluation of Independent directors was done by the entire Board, excluding the Independent director being evaluated.

CORPORATE SOCIAL RESPONSIBILITY

A brief outline of the CSR policy of the Company and the CSR activities taken up during the year are set out in

Annexure I to this report. The CSR policy is available on the Companys website at www.nsil.net.in

POLICY ON NOMINATION & REMUNERATION OF DIRECTORS, KMPs & OTHER EMPLOYEES

In terms of the provisions of Section 178(3) of the Act and Regulation 19 read with Part D of Schedule II to the Listing Regulations, the NRC is responsible for formulating the criteria for determining qualifications, positive attributes and

independence of a Director. The NRC is also responsible for recommending to the Board, a policy relating to remuneration of Directors, Key Managerial Personnel and other employees. In line with this requirement, the Board has adopted a Nomination and Remuneration Policy which is available on the Companys website at www.nsil.net.in. Salient features of the Policy are provided in Annexure II to this Report.

AUDITORS & AUDITORS REPORT

Statutory Auditors & Auditors Report

MSKA & Associates LLP, Chartered Accountants were re-appointed as Statutory Auditors of the Company at the 58 th Annual General Meeting held on September 24, 2021, for a second term of five consecutive years and hold office till the conclusion of this AGM.

The Statutory Auditors report for financial year 2025-26 does not contain any qualifications, reservations or adverse remarks. The Auditors report is enclosed with the financial statements with this Annual Report.

The term of M/s. MSKA & Associates LLP, Statutory Auditors of the Company expires at the conclusion of this AGM. The Board of Directors, at its meeting held on April 17, 2026, based on recommendation of the Audit Committee, has recommended the appointment of M/s Walker Chandiok & Co. LLP, Chartered Accountants (Firm Registration No. 001076N/N500013), as Statutory Auditors of the Company, for a term of 5 (five) consecutive years from the conclusion of the 63 rd AGM till the conclusion of the 68th AGM to be held in the year 2031. Accordingly, an Ordinary Resolution, proposing appointment of M/s Walker Chandiok & Co. LLP, as the Statutory Auditors of the Company for a term of five consecutive years pursuant to Section 139 of the Act, forms part of the 63rd AGM Notice. The Company has received written consent and a certificate that M/s. Walker Chandiok & Co. LLP satisfy the criteria provided under Section 141 of the Act and that their appointment, if made, shall be in accordance with the applicable provisions of the Act and rules framed thereunder.

Secretarial Auditor & Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Shravan A. Gupta & Associates, Practicing Company Secretaries (PCS no. 9990) was appointed as Secretarial Auditor to conduct secretarial audit of records and documents of the Company for a first term of five consecutive financial years commencing from financial year 2025-26. The Secretarial Audit Report for financial year 2025-26 does not contain any qualifications, reservations or adverse remarks. The Secretarial Audit Report is annexed as Annexure III to this Report.

Further, in terms of the regulatory requirements, Shravan A. Gupta & Associates, Practicing Company Secretary (PCS no. 9990) has issued the Annual Secretarial Compliance Report for financial year 2025-26, confirming compliance by the Company of the applicable SEBI regulations and circulars/guidelines issued thereunder.

Reporting of Fraud

During the year under review, neither the Statutory Auditor nor the Secretarial Auditor has reported any instance of fraud to the Audit Committee or the Board under Section 143(12) of the Act.

PARTICULARS OF LOANS, GUARANTEES, SECURITIES AND INVESTMENTS

In compliance with the provisions of the Act and Listing Regulations, the Company extends financial assistance in the form of investments, loans and guarantees to its group companies, from time to time in order to meet their business requirements. Particulars of loans given form part of notes to the standalone financial statements. The Company has not provided any guarantee or security or made any investments during the year. The Company is in the business of real estate development, which is covered under the definition of infrastructure facilities, in terms of Section 186 read with Schedule VI of the Act.

RELATED PARTY TRANSACTIONS

The Company has put in place a comprehensive governance framework for overseeing related party transactions (RPTs). Transactions/contracts/arrangements, falling within the purview of provisions of Section 188(1) of the Act, entered by the Company with related parties as defined under the provisions of Section 2(76) of the Act, during the financial year under review were in the ordinary course of business and have been transacted at arms length basis. Necessary disclosure in form AOC-2 is given in Annexure IV to this report. The Related Party Transactions Policy is available on our website at www.nsil.net.in. Disclosures as required pursuant to Para A of Schedule V of the Listing regulations form part of the Audited Financial Statements for financial year 2025-26.

Pursuant to the Listing Regulations, the resolution for seeking approval of the Members for material related party transactions forms part of the accompanying AGM notice.

HOLDING COMPANY, SUBSIDIARIES, JOINT VENTURE AND ASSOCIATES

The Company is a subsidiary of Lodha Developers Limited. During the year, under review, the Company did not have any subsidiary, joint ventures or associate companies. The ultimate holding company is Sambhavnath Infrabuild and Farms Private Limited.

RISK MANAGEMENT AND INTERNAL CONTROLS

Risk Management

Your Company has robust process in place to identify key risks and to prioritise relevant action plans to mitigate these risks. Your Company has adopted a Risk Management policy which is based on three pillars: Business Risk Assessment, Operational Controls Assessment and Policy Compliance processes. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis.

Internal Controls and their adequacy

The Companys internal control systems are commensurate with the nature of its business and the size and complexity of operations. These systems are routinely tested and certified by the Statutory as well as the Internal Auditor. The Board

/ Audit Committee reviews adequacy and effectiveness of the Companys internal control environment. These systems provide a reasonable assurance in respect of financial and operational information, complying with applicable statutes, safeguarding of assets of the Company, prevention & detection of frauds, accuracy & completeness of accounting records and ensuring compliance with corporate policies.

WHISTLE BLOWER POLICY AND VIGIL MECHANISM

The Companys Whistle Blower Policy is in line with the provisions of Section 177 of the Act and as per Regulation 22 of the Listing Regulations. This Policy establishes a vigil mechanism for Directors and employees to report genuine concerns regarding unethical behaviour, actual or suspected fraud or violation of the Companys Code of Conduct. The said mechanism also provides for adequate safeguards against victimisation of persons who use such mechanism and makes provision for direct access to the chairperson of the Audit Committee in appropriate or exceptional cases. The Vigil Mechanism / Whistle Blower Policy is posted on the Companys website at www.nsil.net.in. During the year, the Company did not receive any complaint/ concern under Vigil Mechanism.

DISCLOSURE UNDER SECTION 197(12) OF THE ACT AND OTHER DISCLOSURES AS PER RULE 5 OF COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014

The information required under Section 197 of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is not relevant to the Company as the Company has no employees, directors do not draw any remuneration (other than sitting fees) and Key Managerial Personnel have been deputed by the holding

company. The provisions of 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, as amended from time to time also do not apply as there are no employees.

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

The Company currently has no ongoing project and therefore disclosures pertaining to conservation of energy and technology absorption are not applicable to your Company during the year under review. The Company remains committed to optimisation of energy usage. During the financial year 2025-26, the Company neither earned any foreign exchange in terms of actual inflows nor is there any foreign exchange outgo in terms of actual outflows.

CORPORATE GOVERNANCE REPORT

The Corporate Governance Report, pursuant to the requirements of Regulation 34 of the Listing Regulations, forms part of this Annual Report. A certificate from Shravan A Gupta & Associates, Practicing Company Secretary, Secretarial auditor confirming compliance of conditions of Corporate Governance during financial year 2025-26 as stipulated under the Listing Regulations is annexed as Annexure V to this Report.

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34 of the Listing Regulations, the Management Discussion and Analysis for the year under review, is presented in a separate section and forms part of this Annual Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The Business Responsibility and Sustainability Report pursuant to Regulation 34 of the Listing Regulations, forms part of this Annual Report. The Company does not have any ongoing project nor is any envisaged in the near future. The revenue is derived from sale of inventory of a past real estate project which was completed in 2018. The Company has no employees or workers. The Key Managerial Personnel are on deputation from the holding company, Lodha Developers Limited. In view of this, the Company is reporting only on Essential Indicators and Leadership Indicators to the extent applicable for financial year 2025-26.

GENERAL DISCLOSURES

Your Directors state that for the financial year ended March 31, 2026, no disclosure is required in respect of the following items and accordingly confirm as under:

? The Company has neither revised the financial statements nor the Boards report.

? There are no material changes or commitments affecting the financial position of the Company between March 31, 2026 and the date of this report.

? The Company has not accepted any deposits within the meaning of Section 73 of the Act, read with the Companies (Acceptance of Deposits) Rules, 2014.

? No significant or material orders were passed by the Regulators/Courts/Tribunals which impact the going concern status and Companys operations in future.

? There was no change in the nature of the business of the Company.

? The provisions related to Cost Audit are not applicable to the Company.

? There has been no issue of equity shares with differential rights as to dividend, voting or otherwise.

? The Company has complied with applicable Secretarial Standards issued by the Institute of the Company Secretaries of India.

? The Company was not required to transfer any amount to the Investor Education and Protection Fund under section 125 of the Act.

? No petition/ application has been admitted under Insolvency and Bankruptcy Code, 2016, by the National Company Law Tribunal

? There were no instances of one-time settlement with any bank or financial institution.

? As there are no employees, the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Maternity Benefits Act, 1961 are not applicable to the Company.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement of clause (c) of sub-section (3) of Section 134 of the Act, your Directors confirm that:

? In the preparation of the Annual accounts for the Financial Year ended March 31, 2026, the applicable accounting standards read with the requirements set out under Schedule III to the Act, have been followed and there are no material departures thereof;

? 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 as at March 31, 2026 and of the profit and loss of the Company for the FY ended on that date;

? they 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;

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

? they 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

? they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

ACKNOWLEDGEMENTS

Your Directors would like to express their grateful appreciation for the assistance and support extended by all stakeholders.

For and on behalf of the Board National Standard (India) Limited

Vikas Jain Ravi Dodhia

Director Director

DIN: 11383069 DIN: 09194577

Date: July 20, 2026 Place: Mumbai