Om Metallogic Ltd Directors Report

Dear Members,

Your Directors have pleasure in presenting this 15^th Boards Report and the Companys Audited Financial Statements for the Financial Year ended on 31^st March, 2026.

1. FINANCIAL RESULTS OF THE COMPANY

The Companys financial performance for the year ended 31^stMarch 2026 is summarized below:-

PARTICULARS	Year Ended 31.03.2026	Year Ended 31.03.2025
	(in Rs.)	(in Rs.)
Revenue from Operations	7513.03	5999.62
Other Income	50.62	41.27
Total Revenue	7563.65	6040.89
Expenditure	6908.61	5494.52
Profit before Exceptional Items & Tax	655.04	546.37
Exceptional Items	9.04	-
Profit before Tax	646	546.37
CurrentTax	175.58	139.86
DeferredTax	-1.07	-4.32
Profitafter Tax	471.48	410.83

2. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

During the year under review, the Company has earned net revenue from operations of Rs. 7513.03 lacs for the financial year 2025- 2026. Further, the Company has earned a Profit before Tax (PBT) of Rs. 646 Lacs and Profit after tax (PAT) of Rs. 471.48 Lacs.

3. DIVIDEND

With a view to conserve and save the resources for future prospects of the Company, the directors have not declared any dividend for the Financial Year 2025-26.

4. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION & PROTECTION FUND

There is no unclaimed/unpaid Dividend within the meaning of the provisions of Section 125 of the Companies Act, 2013.

5. TRANSFER TO RESERVES

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

6. SHARE CAPITAL AUTHORISED SHARE CAPITAL

As on 31st March, 2026, the Authorised Share Capital of the Company stood at INR 8,75,00,000/- (Rupees Eight Crore Seventy Five Lacs Only) divided into 87,50,000 (Eighty Seven Lakhs Fifty thousand) Equity Shares of INR 10/- (Rupees Ten) each.

There is no other change in the Authorised Share Capital of the Company.

ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL

25,98,400Equity Shares of face value of Rs. 10/- each at a premium of Rs. 76/- per share were issued through IPO and allotted on 03.10.2025.

The present issued, subscribed and paid-up share capital of the Company is Rs. 7,86,22,790divided into 78,62,279 Equity Shares of the Rs. 10/- each and the entire shares of the Company is listed on BSE-SME exchange w.e.f. 07^th October, 2025.

7. DETAILS OF INITIAL PUBLIC OFFERING

The Company made its initial public offer of equity shares by way of fresh issue of equity shares in accordance with Chapter IX of The SEBI (ICDR) Regulations, 2018 as amended, wherein 25,98,400 Equity Shares were offered through Initial Public Offer. The 25,98,400 Equity Shares were offer edatan offer price of Rs. 86/- per Equity Share (including a share premium of Rs. 76/- per equity Share). The shares were allotted on 03^rd October, 2025 to the respective successful applicants under various categories as approved in consultation with the Authorized Representative of the Designated Stock Exchange viz. BSE Limited. The Equity shares of the Company were listed on BSE Limited under SME segment with effect from 07^th October, 2025. The Companys IPO received an overwhelming response.

8. DETAILS OF UTILIZATION OF FUNDS AND STATEMENT OF DEVIATION(S) OR VARIATION(S)

Pursuant to Regulation 32 (1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations/ LODR) there was no deviation/variation in the utilizationof proceeds as mentioned in the objects stated in the Prospectus, in respect of the Initial Public Offering of the Company.

9. CHANGE IN THE NATUREOF BUSINESS

There is no change in the nature of the business of the company.

10. DETAILS OF THE SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES & ITS PERFORMANCE AND FINANCIAL POSITION

As on March 31, 2026, the Company does not have any Subsidiaries, Associates and Joint venture companies.

11. DETAILS OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES,

JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR ALONG WITH REASONS THERE FOR

The Company did not have Subsidiaries, Joint ventures companies or Associate companies during the year

12. CONSOLIDATED FINANCIAL STATEMENT

The Company does not have any Subsidiary company, Associate Company and Joint Venture Company hence company is not required to prepare Consolidated Financial Statement.

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

There are no significant/material orders passed by the Regulators or Courts or Tribunals impacting the going concern status of the Company and its operations in future.

14. STATEMENT IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Internal Financial Controls of the Company are adequate keeping in mind Companys business size and mode of operations. All processes and safety measures are followed to protect from financial or business loss, unauthorized use or disposition of its assets. All the transactions are properly regulated through proper channels to maintain control.

The Board has adopted policies and procedures to ensure orderly and efficient conduct of its business, including adherence to the Companys policies, safeguarding of its assets, prevention and detection of fraud, error reporting mechanisms, accuracy and completeness of the accounting records, and timely preparation of reliable financial disclosures.

15. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THIS REPORT

The Company has increased its Authorised Share Capital to Rs. 16,00,00,000 from Rs. 8,75,00,000 as on 29^th July, 2026.

Further, Company has initiated the process for the proposed Rights Issue of Equity Shares.

In this regard, the Company filed the Draft Letter of Offer on 11 August 2026 for the proposed Rights Issue. The Company is in the process of completing the necessary regulatory and statutory requirements in connection with the Rights Issue.

16. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The policy of the Company on directors appointment and remuneration, including the criteria for determining qualifications, positive attributes, independence of a director and other matters, as required under Companies Act, 2013, is available on our website, at www.ommetallogic.com.

17. SECRETARIAL STANDARDS

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

18. PARTICULARS OF LOANS,GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OFTHE COMPANIES ACT, 2013

The Company has not provided any loans nor it has provided any guarantees under the provisions of Section 186 of the Companies Act, 2013 during the financial year under review and hence the said provision is not applicable.

19. PARTICULARS OF CONTRACTS OR ARRANGMENTS MADE WITH RELATED PARTIES UNDER SECTION 188

Related party transactions that were entered during the financial year were on an arms length basis and were in the ordinary course of business. There were no materially significant related party transactions with the Companys Promoters, Directors, Management or their relatives, which could have had a potential conflict with the interests of the Company. The details of these transactions are part of Notes to Accounts and Form AOC - 2 attached to this report as Annexure B.

The Board of Directors of the Company has in place the policy to regulate transactions between the Company and its related parties, in compliance with the applicable provisions of the Companies Act 2013, the Rules thereunder and the Listing Regulations. This policy has been uploaded on the website of the Company at www.ommetallogic.com.

20. POLICIES

The Company is committed to adhere to the highest standards of ethical, social, moral and legal conduct of business operations. The different types of policies have been uploaded on the website of the Company at www.ommetallogic.com.

21. DIRECTORS

Board of Directors and Key Managerial Personnel:

NAME	DESIGNATION
Mr. Manish Sharma	Chairman & ManagingDirector
Mrs. Seema Sharma	Whole Time Director
Mrs. Kajal Garg	Non Executive Independent Director
Mr. Neeraj Bajaj	Non Executive Independent Director
Mrs. Deepali Sehgal Kulshrestha	Non Executive Independent Director
Mr.Tulsiram	Chief Financial Officer
Mrs.Prachi Gupta	Company Secretary & Compliance Officer

The appointment of Mrs. Kajal Garg as an Independent Director of the Company was with effect from 28 May 2025. Further, Mr. Neeraj Bajaj and Mrs. Deepali Sehgal Kulshrestha were appointed as Independent Directors of the Company with effect from 12 June 2025.

Mr. Suryakant Gupta resigned from the position of Independent Director of the Company with effect from 20 June 2025. Ms. Kritika Gupta and Mr. Piyush Keserwani resigned from the position of Independent Directors of the Company with effect from 11 June 2025.

Mr. Tulsiram, holding PAN: AVQPT5025P, was appointed as the Chief Financial Officer (CFO)of the Company w.e.f. 23 April 2025 and Mr. Hoshyar Sharma having PAN: FIJPS8149N has resigned from the office of Chief Financial Officer of the Company w.e.f. 15 April 2025.

22. MEETINGS OF THE BOARD A. Board Meeting

During the year under review, total 12 (Twelve) Board Meetings were convened. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time.

Meeting Dates	Present
1 10.04.2025	05
2 23.04.2025	05
3 27.05.2025	05
4 01.06.2025	06
5 04.06.2025	06
6 12.06.2025	06
7 04.07.2025	05
8 26.07.2025	05
9 11.09.2025	05
10 16.09.2025	05
11 14.10.2025	05
12 09.02.2026	05

B. GeneralMeeting

Type of Meeting	Date of meeting	Total Number of Members entitled to attend the meeting	Attendance
			Number	% of total shareholding
1. Annual General Meeting	30.09.2025	47	12	91.86
2. Extraordinary General Meeting	28.05.2025	45	10	91.50
3. Extraordinary General Meeting	12.06.2025	45	11	91.55
4. Extraordinary General Meeting	11.09.2025	47	12	91.86

Committees of the Board of Directors

In compliance with the requirement of applicable laws and as part of the best governance practice, the Board has constituted various Committees of its members. These Committees hold meetings at such frequencies as is deemed necessary by them to effectively undertake and deliver upon the responsibilities and tasks assigned to them. Minutes of the meetings of each of these Committees are tabled regularly at the Board Meetings.

AUDIT COMMITTEE
Name of Director	Status	Nature of Directorship
Mr. Neeraj Bajaj	Chairperson	Non-Executive Independent Director
Ms. Kajal Garg	Member	Non-Executive Independent Director
Mr. Manish Sharma	Member	Managing Director and Chairperson
STAKEHOLDER RELATIONSHIP COMMITTEE
Ms. Deepali Sehgal Kulshrestha	Chairperson	Non-Executive Independent Director
Ms. Kajal Garg	Member	Non-Executive Independent Director
Ms. Seema Sharma	Member	Whole Time Director
NOMINATION AND REMUNERATION COMMITTEE
Ms. Kajal Garg	Chairperson	Non-Executive Independent Director
Mr. Neeraj Bajaj	Member	Non-Executive Independent Director
Ms. Deepali Sehgal Kulshrestha	Member	Non-Executive Independent Director

23. RETIRES BY ROTATION OF DIRECTORS

Inpursuant to the provisions ofSection152oftheCompaniesAct,2013, Mrs. Seema

Sharma,Whole time director would retire by rotation at the 15^th Annual General Meeting of the Company and being eligible for re-appointment. Mrs. Seema Sharma has offered herself for re-appointment.

24. CREDIT RATING OF SECURITIES

The Company has not obtained any credit rating of its securities due to non-applicability.

25. FRAUD REPORTING

There have been no instances of fraud reported by the Statutory Auditors under Section 143(12) of the Act and Rules framed thereunder either to the Company or to the Central Government.

26. OTHER DISCLOSURES

The Directors state that the Company has made disclosures in this report for the items prescribed in section 134 (3) of the Act and Rule 8 of The Companies (Accounts) Rules, 2014 and other applicable provisions of the Act and Listing Regulations, to the extent the transactions took place on thoseitems during the year. The Directors further state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review;

I. The Company has not bought back any of its securities during the year under review.

II. The company has not issued any Sweat Equity Shares during the year under review.

III. The company has not issued any Bonus Shares during the year under review.

IV. The company has not provided any Stock Option Scheme to the employees.

V. There is no revision in the Boards report or the Financial Statements.

27. GENERAL INFORMATION

There is no major change in the industry to which your company belongs. The overall view of the industry is positive. Your Board feels that the external environment and economic outlook is also encouraging. The Company has not inducted any strategic partner.

28. DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY

The company has been addressing various risks impacting the company and the policy of the company on risk management is provided as required under the provisions of Section 134(3) (n) as under:

The company has established a risk management policy commensurate with the size and pursuant to the nature of business of the company. The Company is also in the process of skill development of the employees to improve the quality and efficiency. The operational risks of fire and accidents etc are mitigated through insurance cover, safety norms and continued training to employees.

29. DETAILS OF CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE

INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC)

No corporate insolvency resolution process is initiated against our Company under Insolvency and Bankruptcy Code, 2016 (IBC).

30. DETAILSOF FAILURETOIMPLEMENTANYCORPORATEACTION

The provisions relating to failure to implement any corporate action are not applicable to the company

31. KEY INITIATIVES WITH RESPECT TO STAKEHOLDER RELATIONSHIP, CUSTOMER RELATIONSHIP, ENVIRONMENT, SUSTAINABILITY, HEALTH AND SAFETY

The company has taken all possible effort in respect of Stakeholder relationship, Customer relationship, Environment, Sustainability, Health and Safety.

32. NUMBER OF COMPLAINTS RELATING TO CHILD LABOUR, FORCED LABOUR, INVOLUNTARY LABOUR

The Company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

No cases of child labor, forced labor, involuntary labour and discriminatory employment were reported in the financial year under review.

33. CORPORATE GOVERNANCE

The Company strives to incorporate the appropriate standards for corporate governance. However, pursuant to Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company is not required to mandatorily comply with the provisions of certain regulationsof the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and therefore the Company has not provided a separate report on Corporate Governance, although few of the information are provided in this report under relevant heading.

34. PARTICULARS OF EMPLOYEES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule5(1)of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure C which forms part of this report.

35. DISCLOSURES PURSUANT TO SECTION 197(14) OF THE COMPANIES ACT,2013

Company has not any Companys Holding or Subsidiary company hence no Managing Director or Whole-Time Director of the Company was in receipt of any remuneration or commission from the Companys Holding or Subsidiary companies during the financial year.

36. DIRECTORS RESPONSIBILITY STATEMENT

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

(i) in the preparation of the annual accounts for the financial year ended 31^st March, 2026, the applicable accounting standards read with requirement set out under Schedule III of the Companies Act, 2013 had been followed and there is no material departure from the same;

(ii) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2026 and of the profit and loss of the company for that period;

(iii) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(iv) the directors had prepared the annual accounts on a going concern basis; and

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

37. DECLARATION BY INDEPENDENT DIRECTORS

The Company appointed Independent Directors under Section 149(4) and Rule 4 of the Companies (Appointment and Qualification of Directors) Rules, 2014 and applicable SEBI Regulation and declaration has been obtained from independent directors.

38. DETAILED REASON OR REPORT ON REVISION OF FINANCIAL STATEMENTS

There is no revision of financial statement during the year. Hence, it is not applicable to ourcompany.

39. FORMAL ANNUAL EVALUTION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND OF INDIVIDUAL DIRECTORS

The Annual Evaluation of the performance of the Board, its committees, and of Individual Directorsis carried out by the Board and Committees from time to time.

40. STATUTORY AUDITOR

M/s N. K. Mittal & Associates, Chartered Accountants having Firm Regd. No. 009462N, Statutory Auditors of the Company having Firm Registration Number 113281W, appointed as the Statutory Auditors of the Company in the Annual General Meeting ("AGM") held on September 28, 2024, for a period of five years i.e. till the conclusion of the Annual General Meeting ("AGM") to be held in 2029.

41. AUDITORS REPORT

There is no qualification or observation or adverse remark made by the Auditor in its Report. Moreover, the notes to the financial statements are self-explanatory and does not call for any further comment. Hence Board of Director is not required to give any comment under section 134(3) (f) of Companies Act 2013.

42. SECRETARIAL AUDIT

Pursuant to the provision of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors have appointed M/s K. Deepika &Co., Company Secretaries for conducting Secretarial Audit of the Company for the year ended 31^st March 2026. Secretarial Audit Report issued by M/s K. Deepika & Co., in Form MR-3 (Annexure D) forms part of this report. There are no qualifications, reservations or adverse remarks made by M/s K. Deepika & Co., Secretarial Auditors of the Company in their Audit Report for the year under review.

43. DEPOSITS

The Company has not invited/ accepted any deposits from the public during the year ended March 31, 2026. There were no unclaimed or unpaid deposits as on March 31, 2026.

44. CORPORATE SOCIAL RESPONSIBILITY

As on 31^st March, 2026, the provisions prescribed under Section 135 of the Companies Act, 2013 in respect of CSR is not applicable to the Company. Hence, the Company has neither made any provision towards CSR nor has it constituted the Corporate Social Responsibility (CSR) Committee.

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

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as "Annexure- A".

46. WEBSITE OF THE COMPANY

Company maintains a website www.ommetallogic.comwhere detailed information of the Company and specified details in terms of the Companies Act, 2013.

47. VIGIL MECHANISM

The Company has established a vigil mechanism, through a Whistle Blower Policy, where Directors and employees can voice their genuine concerns or grievances about any unethical or unacceptable business practice. A whistle-blowing mechanism not only helps the Company in detection of fraud, but is also used as a corporate governance tool leading to prevention and deterrence of misconduct.

It provides direct access to the employees of the Company to approach the Compliance Officer or the Chairman of the Audit Committee, where necessary. The Company ensures that genuine Whistle Blowers are accorded complete protection from any kind of unfair treatment or victimization. The Whistle Blower Policy is disclosed on the website of the Company at www.ommetallogic.com.

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

The following is a summary of sexual harassment complaints received and disposed off during the year 2025-26;

No of complaints received : NIL No of complaints disposed off : NIL

49. ANNUAL RETURN

The Annual Return required under section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014 is applicable to the company as the company have website. The web link of such annual return is on www.ommetallogic.com.

50. RELATED PARTY TRANSACTIONS

Particulars of contracts or arrangements with related parties referred to in sub-section (1) ofsection 188 in the form AOC-2 is annexed herewith as "Annexure-B".

51. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a review of the performance of the Company for the year under review, Management Discussion and Analysis Report, highlighting the important aspects of the business of the Company is presented in a separate section forming part of this Annual Report as Annexure - E.

52. MAINTENANCE OF COST RECORD

The cost record is not applicable to the company during the year 2025-26.

53. HUMAN RESOURCES

The Management maintains healthy relationship with the officers and the Employees.

54. MATERIAL CHANGES AND COMMITMENTS

There is material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statement relates and the date of this report.

Particular	Date
1. The Company has increased its Authorised Share Capital to Rs. 16,00,00,000 from Rs. 8,75,00,000	29.07.2026
2. Company has initiated the process for the proposed Rights Issue of Equity Shares. In this regard, the Company filed the Draft Letter of Offer on 11 August 2026 for the proposed Rights Issue.	11.08.2026

The company shall do compliances in future related to above mentioned point as on director report date and thereafter material changes in the structure of the company.

55. DOWNSTREAM INVESTMENT

The Company neither has any Foreign Direct Investment (FDI) nor invested as any Downstream Investment in any other Company in India.

56. INTERNAL AUDIT

At the beginning of each financial year, an audit plan is rolled out with approval of the Companys Audit Committee. The plan is aimed at evaluation of the efficacy and adequacy of internal control systems and compliance thereof, robustness of internal processes, policies and accounting procedures and compliance with laws and regulations. Based on the reports of internal audit, process owners undertake corrective action in their respective areas. Significant audit observations and corrective actions are periodically presented to the Audit Committee of the Board.

57. EMPLOYEES STOCK OPTION SCHEMES

The Company has not implemented any Employee Stock Option Scheme (ESOP) or other employee stock-based benefit scheme during the financial year under review. Accordingly, no shares have been issued under any ESOP scheme, and the provisions of Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014 are not applicable to the Company for the financial year ended 31st March 2026.

58. CORPORATE GOVERNANCE EMPLOYEES STOCK OPTION SCHEMES

The Company is listed on SME Platform of BSE, by virtue of Regulation 15 of Listing Regulation the compliance with the corporate governance provisions as specified in Regulation 17, 17A, 18, 19, 20, 21, 22, 24, 24A, 25, 26, 27 clauses (b) to (i) and (t) of sub regulation 2 of Regulation 46 and Para C, D and E of Schedule V of the listing regulation are not applicable to the Company. Hence, the Corporate Governance Report does not form part of this Annual Report.

59. DEMATERIALISATION OF EQUITY SHARES

All the equity shares of the Company are in dematerialized form with either of the depositories viz NSDL and CDSL. The ISIN No. allotted to the company is INE0R8Q01018.

60. ACKNOWLEDGMENTS

Your Directors take this opportunity to place on record their appreciation and sincere gratitude to the Government of India, Government of Haryana, and the Bankers to the Company for their valuable support and look forward to their continued co-operation in the years to come.

Your Directors acknowledge the support and co-operation received from the employees and all those who have helped in the day to day management.