PAE Ltd Directors Report

To

The Members,

PAE Limited

Your directors have pleasure in presenting the 76^th Annual Report of your Company together with the Audited financial statements for the financial year ended March 31, 2026.

STATE OF AFFAIRS OF THE COMPANY

Your Company was into the business of trading in the Agro-commodities.

FINANCIAL HIGHLIGHTS:

(Amount in Lakhs)

Particulars	Year Ended 31.03.2026	Year Ended 31.03.2025
Revenue from Operations	253.13	0
Other Income	0.51	61,422.24
Total Income	253.64	61,422.24
Cost of Raw Materials Consumed	126.56	0
Purchase of Stocks in Trade	0	0
Changes in inventories of Finished Goods and Work in Progress	0	0
Employee Benefits Expenses	17.14	0
Finance Costs	0	1.21
Depreciation and Amortization	0	0
Other Expenses	76.80	60,072.89
Total Expenses	220.50	60,074.10
Profit/(Loss) before tax	33.14	1,348.14
Tax Expense	0	0
Net Profit/(Loss) after tax	33.14	1,348.14
Other Comprehensive Income/(Expenses)	0	0
Total Comprehensive Income for the year	33.14	1,348.14

For the financial year ended March 31, 2026, your Company has reported Rs. 253.13 Lakhs revenue from operations and Net Profit of Rs. 33.14 Lakhs as compared to previous financial year 2024-25 Nil revenue from operations and Net profit of Rs. 1,348.14 Lakhs.

DIVIDEND

Your directors in their meeting held on April 23, 2026 has proposed a Final dividend of Rs. 0.20/- (Twenty Paise only) per equity share of Rs. 10 (Rupees ten only). Dividend is subject to approval of members at the ensuing Annual General Meeting (AGM) and shall be subject to deduction of income tax at source.

SHARE CAPITAL & LISTING

a) Issue of shares or other convertible securities:

• Authorized Share Capital:

During the financial year under review, the Authorized Share Capital of the Company stood at Rs. 27,48,00,000/- (Rupees Twenty-Seven Crores Forty-Eight Lakhs only) comprising of 2,74,80,000 Equity Shares of Rs. 10/- each.

As on April 01, 2025, the authorised share capital of the company was Rs. 25,00,00,000/- (Rupees Twenty-Five Crores Only) divided into 2,50,00,000 Equity Shares of Rs. 10/- each. Pursuant to approval of shareholders in the Annual General Meeting of the company held on March 07, 2026, the authorised share capital of the company increase to Rs. 27,48,00,000/- (Rupees Twenty-Seven Crores Forty-Eight Lakhs only) comprising of 2,74,80,000 Equity Shares of Rs. 10/- each by addition of Rs. 2,48,00,000 divided into 24,80,000 Equity shares of Rs. 10/- each.

• Issued, Subscribed & Paid-Up Capital:

The Paid-up Equity Share Capital as at March 31, 2026 stood at 1,00,00,000/- consisting of 10,00,000 equity shares of Rupees 10/- each.

Pursuant to the terms of the Resolution Plan approved by the Honble National Company Law Tribunal (NCLT), Mumbai Bench vide order dated November 27, 2024, there was cancellation and extinguishment of 100% presently outstanding equity and preference shares and allotment of 50,000 equity shares to existing public in the ratio of 1 (one) fresh equity share of face value of Rs. 10 for every 98.35 ordinary equity shares and 95,00,000 equity shares to the promoter & promoter group, which was approved by the Board of Directors in their meeting held on April 14, 2025.

b) Issue of equity shares with differential rights:

During the year under review, your Company has not issued any Equity Shares with differential rights and hence the provisions of Section 43 of the Companies Act, 2013 read with the applicable Rules made thereunder.

c) Issue of Sweat Equity Shares:

During the year under review, your Company has not issued any Sweat Equity Shares pursuant to the provisions of Section 54 of the Companies Act, 2013 read with the applicable Rules made thereunder.

d) Details of Employee Stock Options:

The Company has not issued any shares under Employees Stock Options Scheme pursuant to the provisions of Section 62 of the Companies Act, 2013 read with the applicable Rules made thereunder, therefore, the disclosure regarding issue of employee stock options is not applicable.

e) Shares held in trust for the benefit of employees where the voting rights are not exercised directly by the employees:

During the year under review, the Company has not given loan to any employee for purchase of its own shares as per Section 67(3)(c) of Companies Act, 2013, therefore, the disclosure as per Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014 are not applicable.

f) Issue of debentures, bonds or any non-convertible securities:

During the year under review, the Company has not issued any debentures, bonds or any non-convertible securities pursuant to the applicable provisions of Companies Act, 2013 read with the Rules made there under.

g) Issue of warrants:

During the year under review, the Company has not issued any warrants pursuant to the applicable provisions of Companies Act, 2013 read with the Rules made there under.

As on March 31, 2026, none of the Directors and/or Key Managerial Person of the Company hold instruments convertible in to Equity Shares of the Company.

The Companys Equity Shares are listed on the BSE Limited (“BSE”).

BUSINESS SEGMENT

The Company was engaged in Sale & Service of Lead Storage Batteries, Power Back up System & Automotive Parts. However, the shareholders of the company in 75 ^th Annual General Meeting of the company held on March 07, 2026 approved the change in Object of the company to deal in Agrocommodities. The company is engaged into the same business thereafter.

CORPORATE GOVERNANCE

Your directors consider corporate governance as an ethical and value-driven framework that underpins the sustainable growth of the Company. The Company remains committed to operating as a responsible corporate citizen, fostering long-term value creation for stakeholders, attracting and retaining talent and investors, and maintaining meaningful engagement with the community.

The Company is dedicated to upholding the highest standards of ethics, transparency, and corporate governance. It continues to comply with the Code of Conduct for the Board and Senior Management framed under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The governance framework is anchored on robust internal control systems, strict adherence to applicable laws and regulations, and accountability across all levels of the organization.

The Companys corporate governance practices are driven by effective Board oversight, timely and accurate disclosures, transparent accounting practices, and integrity in decision-making. The Corporate Governance Report for the year under review, as required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, forms part of this Report. A certificate from the Secretarial Auditors, M/s Kamlesh M. Shah & Co., Company Secretaries, confirming compliance with the conditions of Corporate Governance, is annexed to the said report.

CREDIT RATING OF SECURITIES

The credit rating is a financial indicator to potential investors of debt securities such as bonds. During the year under review, your Company has not issued any debt securities, so credit rating of securities is not applicable to the Company.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

There was no amount liable or due to be transferred to the Investor Education and Protection Fund during the financial year 2025-2026 ended March 31, 2026.

GENERAL RESERVES

During the financial year under review, the Company has transferred an amount of Rs.33.14 lakhs from the profits of the year to the General Reserve (Free Reserve) for appropriation purposes. The General Reserve is created by way of transfer within components of equity and does not constitute an item of Other Comprehensive Income. Accordingly, the amounts so transferred shall not be subsequently reclassified to the Statement of Profit and Loss.

FINANCE AND ACCOUNTS

As mandated by the Ministry of Corporate Affairs, the financial statements for the year ended on March 31, 2026 has been prepared in accordance with the Indian Accounting Standards (IND AS) notified under Section 133 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014. The estimates and judgements relating to the Financial Statements are made on a prudent basis, so as to reflect in a true and fair manner, the form and substance of transactions and reasonably present the Companys state of affairs, profits/(losses) and cash flows for the year ended March 31, 2026.

Accounting policies have been consistently applied except where a newly issued accounting standard, if initially adopted or a revision to an existing accounting standard requires a change in the accounting policy hitherto in use. Management evaluates all recently issued or revised accounting standards on an ongoing basis. The Company discloses financial results on a quarterly basis which are subjected to limited review and publishes audited financial results on an annual basis.

The Company continues to focus on judicious management of its working capital, receivables, inventories and other working capital parameters were kept under strict check through continuous monitoring.

The auditor is issued modified report (Disclaimer of Opinion) for the financial year under review. PARTICULARS OF LOANS, GUARANTEES & INVESTMENTS

Details of Loans, Guarantees and Investments, if any, covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

ANNUAL RETURN

In accordance with Section 92(3) and Section 134(3) (a) of the Companies Act, together with Rule 12 of the Companies (Management and Administration) Rules, 2014, we are pleased to announce that the Annual Return (MGT-7) of the Company as of March 31, 2026, is available on our website http://www.paeltd.com/ This initiative is part of our ongoing commitment to ensure transparency and ease of access to our corporate disclosures.

DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES

As on March 31, 2026, the company does not have any Subsidiary company or Joint Venture or Associate Companies.

RELATED PARTY TRANSACTIONS

The requisite details under Form AOC-2 in Annexure I have been provided in this Report.

The Company has put in place a mechanism for certifying the Related Party Transactions Statements placed before the Audit Committee and the Board of Directors.

The Policy on Related Party Transactions as approved by the Board of Directors has been uploaded on the website of the Company.

In accordance with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has in place the Policy on dealing with Related Party Transactions which is available on its website http://www.paeltd.com/.

MANAGEMENT DISCUSSION & ANALYSIS

The Management Discussion and Analysis on the operations of the Company as prescribed under Part B of Schedule V read with regulation 34(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015, is provided in a separate section and forms part of the Directors Report.

MATERIAL CHANGES AFFECTING THE COMPANY

In terms of the approved Resolution Plan, and upon receipt of listing approval from BSE on November 28, 2025, the Company further obtained trading approval from BSE on January 06, 2026. Accordingly, the equity shares of the Company were permitted to be traded on the stock exchange with effect from January 07, 2026, marking the successful completion of the revival process and reinstatement of market participation.

CHANGE IN NATURE OF BUSINESS, IF ANY

Pursuant to the successful implementation of the approved Resolution Plan, the Company has revised its Object Clause to align with its new strategic direction. Accordingly, the Company has transitioned from its earlier business of dealing in batteries to operating in the Agro-Commodities segment.

The necessary approvals as required under applicable laws have been duly obtained, and the Object Clause of the Company has been amended to reflect the aforesaid change. The shift in business operations marks a strategic repositioning aimed at ensuring sustainable growth and long-term value creation for stakeholders.

PERFORMANCE EVALUATION

The Company has a policy for performance evaluation of the Board, Committees and other individual Directors (including Independent Directors) which includes criteria for performance evaluation of Non-Executive Directors and Executive Directors.

In accordance with the manner of evaluation specified by the Nomination and Remuneration Committee, the Board carried out annual performance evaluation of the Board, its Committees and Individual Directors. The Independent Directors carried out annual performance evaluation of the Chairman, the non-independent directors and the Board as a whole.

The Chairman of the respective Committees shared the report on evaluation with the respective Committee members. The performance of each Committee was evaluated by the Board based on the report of evaluation received from the respective Committees.

BOARD MEETINGS

During the financial year 2025-26, the Board of Directors of the Company met 11 times on the following dates:

Sr. No.	Date of Meeting	Day	Number of Members attended
1	April 14, 2025	Monday	3
2	May 05, 2025	Monday	2
3	May 29, 2025	Thursday	5
4	July 07, 2025	Monday	4
5	July 25, 2025	Friday	5
6	August 06, 2025	Wednesday	5
7	September 02, 2025	Tuesday	5
8	October 15, 2025	Wednesday	5
9	December 31, 2025	Wednesday	5
10	February 06, 2026	Friday	5
11	March 27, 2026	Friday	6

These meetings were conducted to discuss and review various matters relating to the operations, performance, and governance of the Company.

MEETINGS OF THE MEMBERS

During the year under review, there was one Annual general meeting held on March 07, 2026 through video conferencing / other audio-visual means.

DISCLOSURE OF MEETING OF COMMITTEES

All Committees of the Board of Directors are constituted in line with the provisions of the Companies Act, 2013 and applicable regulations of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Audit committee:

The Audit Committee comprises of Ms. Bhargavi Dilipbhai Gupta (Chairperson), Mr. Nimeshkumar Ganpatbhai Patel and Mr. Mayankkumar Ashokbhai Sedani as on March 31, 2026. All the recommendations made by the Audit Committee were accepted by the Board.

Audit Committee met 6 (six) times during the year 2025-26:

Sr. No.	Date of Meeting	Day	Number of Members attended
1	April 14, 2025	Monday	3
2	May 29, 2025	Thursday	3
3	July 25, 2025	Friday	3
4	August 06, 2025	Wednesday	3
5	October 15, 2025	Wednesday	3
6	February 06, 2026	Friday	3

Nomination & Remuneration committee:

The Nomination & Remuneration Committee comprises of Mr. Akash Nareshbhai Patel (Chairman), Ms. Bhargavi Dilipbhai Gupta and Mr. Mayankkumar Ashokbhai Sedani as on March 31, 2026.

Nomination & Remuneration committee met 6 (six) times during the year 2025-26:

Sr. No.	Date of Meeting	Day	Number of Members attended
1	April 14, 2025	Monday	2
2	May 29, 2025	Thursday	3
3	August 06, 2025	Wednesday	3
4	September 02, 2025	Tuesday	3
5	December 31, 2025	Wednesday	3
6	February 06, 2026	Friday	3

Stakeholders Relationship committee:

The Stakeholders Relationship Committee comprises Mr. Akash Nareshbhai Patel (Chairman), Ms. Bhargavi Dilipbhai Gupta and Mr. Mayankkumar Ashokbhai Sedani as on March 31, 2026.

Stakeholders Relationship committee met 3 (three) times during the year 2025-26:

Sr. No.	Date of Meeting	Day			Number of Members attended
1	July 25, 2025		Friday	3
2	October 15, 2025		Wednesday	3
3	February 06, 2026		Friday	3

MEETING OF THE INDEPENDENT DIRECTORS

During the year under review, the meeting of independent directors was held on February 06, 2026 to carry out the annual performance evaluation.

Matrix setting out the skills/expertise/competence of the Board of Directors

Sr. No Essential Core skills/expertise/competencies required for the Company	Core skills/expertise/competencies of all the Directors on the Board of the Company
1. Strategic and Business Leadership	The Directors and especially the Managing Director have many years of experience.
2. Financial expertise	The Board has eminent business leaders with deep knowledge of finance and business.
3. Governance, Compliance and Regulatory	The presence of Directors with qualifications and expertise in Law and Regulatory affairs lends strength to the Board.
4. Knowledge and expertise of Trade and Technology	The Directors have profound knowledge of economic Affairs, trade and technology related matters.

MANAGEMENT

During the financial year under review, there was a change in the management of the Company pursuant to the appointment and resignation of Directors, as detailed in the table set out in the following section. The reconstitution of the Board was carried out in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Board believes that the changes in management will bring in enhanced expertise and leadership, and will further strengthen the governance framework and operational efficiency of the Company. All necessary approvals and disclosures in this regard have been duly complied with.

Change in the composition of Board and KMP during the current financial has been provided herein below:

Name of Director	Category	DIN	Date of Appointment/Change in Designation	Date of Cessation
Mr. Jatinbhai Ramanbhai Patel*	Non-Executive Director	06973337	06.02.2026
Mr. Nandish Shaileshbhai Jani	Independent Director	09565657	-	27.08.2025
Mr. Rajesh Chinubhai Sutaria	Independent Director	02102686		02.09.2025
Ms. Priyanka Joshi	Independent Director	10133653	14.04.2025	27.08.2025
Ms. Bhargavi Dilipbhai Gupta	Independent Director	11227180	06.08.2025	-
Mr. Akash Nareshbhai Patel	Independent Director	11226837	06.08.2025	-
Mr. Mayankkumar Ashokbhai Sedani	Independent Director	11271230	02.09.2025
Mr. Pinalkumar Kalidas Patel#	Executive Director & CFO	11445554	06.02.2026	-

* Designation changed from Executive to Non-Executive w.e.f. 06^th February 2026 and resigned as Chief Financial Officer

# Appointed as Executive Director and Chief Financial Officer w.e.f. 06^th February 2026

DIRECTORS

As on March 31, 2026, the Board comprised of 6 (six) directors, with a balanced mix of executive and independent directors, complying with Regulation 17 of SEBI LODR (at least 50% independent directors for a non-executive chairman-led board). None of the directors hold positions exceeding the limits under Regulation 17A of SEBI LODR Regulations, 2015. All independent directors provided declarations under Section 149(6) of the Companies Act, 2013, confirming their independence.

Following are the details of changes in Board during the year till 31^st March, 2026

Name of Director	Category	DIN	Date of Appointment	Date of Resignation
Mr. Nimeshkumar Ganpatbhai Patel	Managing Director & Chairman	10939411	18-02-2025	-
Mr. Jatinbhai Ramanbhai Patel	Non -Executive Director	06973337	18-02-2025	-
Mr. Nandish Shaileshbhai Jani	Non-executive & Independent Director	09565657	18-02-2025	27-08-2025
Mr. Rajesh Chinubhai Sutaria	Non-executive & Independent Director	02102686	18-02-2025	02-09-2025
Mr. Priyanka Joshi	Non-executive & Independent	10133653	14-04-2025	27-08-2025
	Director
Ms. Bhargavi Dilipbhai Gupta	Non-executive & Independent Director	11227180	06-08-2025
Mr. Akash Nareshbhai Patel	Non-executive & Independent Director	11226837	06-08-2025
Mr. Mayankkumar Ashokbhai Sedani	Non-executive & Independent Director	11271230	02-09-2025
Mr. Pinalkumar Kalidas Patel	Executive Director	11445554	06-02-2026	-

In the opinion of the Board, the Independent Directors possess the requisite expertise and experience and are the persons of high integrity and repute.

They fulfil the conditions specified in the Companies Act, 2013 and the Rules made thereunder and are independent of the management.

Further, none of the Directors of the Company are disqualified under sub-section (2) of Section 164 of the Companies Act, 2013.

DIRECTOR RETIRING BY ROTATION

Pursuant to the provisions of Section 152(6) of the Companies Act, 2013, Mr. Jatinbhai Patel (DIN: 06973337) Non-executive Director of the Company, retires by rotation at the ensuing annual general meeting and being eligible offers himself for re-appointment. He has given a declaration in terms of Section 164(2) of the Companies Act, 2013 to the effect that he is not disqualified from being reappointed as a Director of the Company.

INDEPENDENT DIRECTORS & KMPs

As per provisions of Section 149 of the 2013 Act, independent directors shall hold office for a term up to five consecutive years on the board of a company, but shall be eligible for re-appointment for another term up to five years on passing of a special resolution by the company and disclosure of such appointment in Boards Report. Further Section 152 of the Act provides that the independent directors shall not be liable to retire by rotation in the Annual General Meeting (AGM) of the Company.

As per requirements of Regulation 17A of SEBI (Listing Obligations and Disclosure Requirements), 2015, a person shall not serve as an independent director in more than seven listed entities, provided that any person who is serving as a whole-time director in any listed entity shall serve as an independent director in not more than three listed entities. Further, independent directors of the listed entity shall hold at least one meeting in a year, without the presence of non-independent directors and members of the management and all the independent directors shall strive to be present at such meeting.

In the opinion of the Board, the Independent Directors possess the requisite expertise and experience and are the persons of high integrity and repute. They fulfil the conditions specified in the Companies Act, 2013 and the Rules made thereunder and are independent of the management.

Independent Directors have confirmed that they have complied with the Companys Code of Business Conduct & Ethics.

DECLARATION BY INDEPENDENT DIRECTOR(S) AND RE-APPOINTMENT, IF ANY

All the Independent Directors have submitted their disclosures to the Board that they fulfil all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, so as to qualify themselves to be appointed as Independent Directors under the provisions of the Companies Act, 2013 and the relevant rules. In terms of Regulation 25(8) of Listing Regulations, they have confirmed that they are not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact their liability to discharge their duties. Based on the declaration received from Independent Directors, the Board of Directors have confirmed that they meet the criteria of Independence as mentioned under Section 149 of the Companies Act, 2013 and Regulation 16(1)(b) of Listing Regulations and they are independent of the management.

FAMILIARISATION PROGRAM FOR DIRECTORS

As a practice, all new directors (including independent directors) inducted to the Board are given a formal orientation.

The familiarization programme for the independent directors is customized to suit their individual interests and area of expertise. The directors are usually encouraged to interact with members of senior management as part of the induction programme. The senior management make presentations giving an overview of the Companys strategy, operations, products, markets and group structure, Board constitution and guidelines, and the major risks and risk management strategy. This enables the directors to get a deep understanding of the Company, its people, values and culture and facilitates their active participation in overseeing the performance of the management.

The details of the familiarization program conducted during the Year Under Review can be accessed from Company website

https://paeltd.com/code-of-conduct-policies.html NOMINATION & REMUNERATION POLICY

The Company has devised a Nomination and Remuneration Policy (“NRC Policy”) which inter alia sets out the guiding principles for identifying and ascertaining the integrity, qualification, expertise and experience of the person for the appointment as directors, key managerial personnel (“KMPs) and senior management personnel (“SMPs”).

The NRC Policy has been framed with the objective-

a. To ensure that appointment of directors, KMPs and SMPs and their removals are in compliances with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015;

b. to set out criteria for the evaluation of performance and remuneration of directors, KMPs and SMPs;

c. to adopt best practices to attract and retain talent by the Company; and

d. to ensure diversity of the Board of the Company

The NRC Policy of the Company can be accessed at the website of the Company at https://paeltd.com/code-of-conduct-policies.html.

DISCLOSURE OF REMUNERATION OF EMPLOYEES COVERED UNDER RULE 5(2) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014

None of the Managerial personnel of your company, who was employed throughout the financial year, was in receipt of remuneration in aggregate of Rupees One Crore and Two Lakhs or more or if employed for the part of the financial year was in receipt of remuneration of Rupees Eight Lakh and Fifty Thousand or more per month and there were no employees in the company hence the provisions of Rule 5(2) with respect to employees are not applicable to the company.

POLICIES

All the Policies adopted by the Board have been mentioned in the Corporate Governance Report. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, TRIBUNALS OR COURTS

During the financial year 2025-26, no significant or material order was passed against the company.

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

There was no material change or commitment affecting the financial position of the company between the end of the financial year and the date of the report.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013 the Board of Directors confirms that:

1. In the preparation of the annual accounts, for the year ended March 31, 2026, all the applicable accounting standards prescribed by the Institute of Chartered Accountants of India have been followed along with proper explanation relating to material departures, if any;

2. 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 of the Company for the year ended on that date;

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

4. that the Directors had prepared the annual accounts on a going concern basis;

5. that 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; and

6. that 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.

REGISTRAR AND SHARE TRANSFER AGENT

The Company has appointed MUFG Intime India Private Limited as its Registrar and Transfer Agent (“RTA”) for handling share registry and investor-related services. The RTA is registered with SEBI and has been efficiently managing all related activities during the year under review.

BUSINESS RISK MANAGEMENT

The company has put 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 through mitigating actions on a continuing basis.

Risk management is embedded in your Companys operating framework. Your Company believes that managing risks helps in maximizing returns. The Companys approach to addressing business risks is comprehensive and includes periodic review of such risks and a framework for mitigating controls and reporting mechanism of such risks.

Further, the Company is not required to constitute Risk Management Committee under SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015.

STATEMENT SHOWING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY

Business Risk Evaluation and Management is an on-going process within the organization. In compliance with the provisions of Section 134(3)(n) of the Companies Act, 2013, the Board of Directors has formulated and adopted the Risk Management Policy to identify, monitor and minimize risks while identifying business opportunities which enables the Company to ensure sustainable business growth with stability and to promote a proactive approach in reporting, evaluating and resolving risks associated with the business.

INTERNAL AUDIT AND INTERNAL FINANCIAL CONTROL AND ITS ADEQUACY

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, the work performed by the internal, statutory and secretarial auditors and external consultants, including the audit of internal financial controls over financial reporting by the statutory auditors and the reviews performed by management and the relevant board committees, including the audit committee, the Board is of the opinion that the Companys internal financial controls were adequate and effective during FY 2025-26.

BOARD DIVERSITY POLICY

The Policy on Diversity of Board aims to set out the approach to achieve diversity on the Board of Directors of the Company. Building a Board of diverse and inclusive culture is integral to the success of the “Company”.

The Board considers that its diversity, including gender diversity, is a vital asset to the business.

Inclusive and diverse Board allows more wider perspectives to be integrated when brainstorming, problem solving and developing new ideas for the growth of company business.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has a Whistle Blower Policy to report genuine concerns or grievances. The Whistle Blower Policy has been posted on the website of the Company http: / /www.paeltd.com/.

AUDIT AND AUDITORS

? STATUTORY AUDITORS

The Statutory Audit for FY 2025-26 was conducted by M/s J. M. Patel & Bros., Chartered Accountants (Firm Registration No.: 107707W). The shareholders of the company in 75^th Annual General Meeting of the company held on 07^th March 2026 appointed M/s J. M. Patel & Bros., Chartered Accountants (Firm Registration No.: 107707W) to conduct the statutory audit and Limited review for each quarter from the financial year 2025-26 to financial year 2029-30.

The Audit Report issued by M/s J. M. Patel & Bros. on the financial statements for the financial year 2025-26 forms part of the Annual Report. The notes to the financial statements, as referred to in the Auditors Report, are self-explanatory and do not require any further clarification or comment.

EXPLANATIONS IN RESPONSE TO AUDITORS QUALIFICATIONS:

The Auditors Report for the financial year March 31, 2026 is modified, i.e. It contains the qualification as follows:

SSr No. Audit Qualification (Standalone)	Type of Audit Qualification	Comment of the Board on the Qualification
1 Write-off of Quasi-Equity cum Deposit against Accumulated Losses	Disclaimer of Opinion	The Company has written off Rs.5,38,84,446/- pertaining to quasiequity cum deposit received from Mr. Jatinbhai R. Patel in accordance with the NCLT-approved resolution plan. The amount, being in the nature of quasi-equity, was adjusted against accumulated losses.
		The Company has obtained written confirmation from Mr. Jatinbhai R. Patel consenting to such write-off. Accordingly, the management believes that the accounting treatment is appropriate and in line with the approved resolution plan, and does not have any adverse impact on the

PAE LIMITED

ANNUAL REPORT 2025-2026

		financial statements.
2 Unverified Book Profit and Revenue (Rice Trading)	Disclaimer of Opinion	The Companys object clause was modified on March 07, 2026, pursuant to approval of shareholders in their 75th Annual General Meeting. Subsequent to this change, purchase and sale transactions were executed on a credit basis with agreed terms of 30-45 days, and accordingly, no bank movements arose during the period. Further, the goods traded fall under exempt categories, and hence, no E-way Bill requirement was applicable. The management affirms that these transactions are genuine and undertaken in the ordinary course of business.
3 Appropriateness of Dividend Provision	Disclaimer of Opinion	Following its successful resolution under CIRP, the Company has resolved to distribute dividends from the initial profits earned from its operations, with the intention of rewarding its existing shareholders.
4 Unverified Bank Balances	Disclaimer of Opinion	These bank accounts are no longer in use, and the company will proceed with the application of closure of bank account in Kotak Mahindra Bank in due course of time. The balances lying in these accounts will be transferred to the
		Companys primary operating account with HDFC Bank.
5 Shift in Business Focus (Alteration of Object Clause)	Disclaimer of Opinion	Pursuant to the change in management, the Company has amended its object clause to enable entry into the processing and trading of agricultural commodities. This strategic shift from the battery business is intended to enhance operational flexibility and align the Companys activities with its longterm growth objectives. The management believes that the agrocommodities sector offers stronger growth potential and sustainable opportunities, thereby positioning the Company for improved future performance.

? SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the shareholders of the company in 75^th Annual General Meeting of the company held on March 07, 2026 appointed M/s Kamlesh M. Shah & Co., Company Secretaries in Practice (COP-2072) to undertake the Secretarial Audit of the Company from the Financial year 2025-26 to FY 2029-30.

The Report of the Secretarial Audit Report in the prescribed Form MR-3 is annexed in this Annual Report as Annexure II.

? INTERNAL AUDITORS

Your Company has an effective internal control and risk-mitigation system, which are constantly assessed and strengthened with new/revised standard operating procedures. The Companys internal control system is commensurate with its size, scale and complexities of its operations. The internal and operational audit is entrusted to M/s PSG AND ASSOCIATES, Chartered Accountants (FRN: 133773W). The main thrust of internal audit is to test and review controls, appraisal of risks and business processes, besides benchmarking controls with best practices in the industry.

The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen the same.

The Audit Committee of the Board of Directors, Statutory Auditors and the Key Managerial Personnel are periodically apprised of the internal audit findings and corrective actions taken. Audit plays a key role in providing assurance to the Board of Directors.

EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, extract of the Annual Return for the financial year ended March 31, 2026 made under the provisions of Section 92(3) of the Act is available on Company website link https://paeltd.com/annual-returns.html.

DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT 2013 READ WITH RULES

The Company has a policy on Prevention of Sexual Harassment at Workplace in place.

Company has only 1 Female Employee, it is beyond the practicality to constitute a local compliance committee but a system has been put in place to protect Female Employee(s) from sexual harassment. During the year Company has not received any complaint of harassment.

STATUTORY INFORMATION AND OTHER DISCLOSURES

The information regarding Conservation of Energy, Technology Absorption, Adoption and Innovation, as defined under section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, is reported to be NIL.

The Disclosure required under Section 197(12) of the Act read with the Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as Annexure III and forms an integral part of this Report. The above Annexure is not being sent along with this annual report to the members of the Company in line with the provisions of Section 136(1) of the Act. Members who are interested in obtaining these particulars may write to the Company Secretary at the Registered Office of the Company. The aforesaid Annexure is also available for inspection by Members at the Registered Office of the Company, 21 days before and up to the date of the ensuing Annual General Meeting during the business hours on working days.

None of the employees listed in the said Annexure is a relative of any Director of the Company. None of the employees hold (by himself or along with his spouse and dependent children) more than two percent of the Equity Shares of the Company.

CORPORATE SOCIAL RESPONSIBILITY

As per the provisions of Section 135 of the Companies Act, 2013, read with rules framed there under, every company including its holding or subsidiary and a foreign company, which fulfils the criteria specified in sub section (1) of Section 135 of the Act shall comply with the provisions of Section 135 of the Act and its rules.

Since the Company is not falling under any criterial specified in sub section (1) of Section 135 of the Act, your company is not required to constitute a Corporate Social Responsibility (“CSR”) Committee.

BUSINESS RESPONSIBILITY REPORT

As the Company is not among top 500 or 1000 Companies by turnover on Stock Exchanges, the disclosure of Report under of Regulation 34(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is not applicable to the Company for the year under review.

FOREIGN EXCHANGE EARNINGS AND OUTGO

The Company has not earned or used foreign exchange earnings/outgoings during the year under review.

PUBLIC DEPOSITS

During the year under review, your Company has not accepted any deposit from the public falling within the ambit of Section 73 of the Companies Act, 2013 and The Companies (Acceptance of Deposits) Rules, 2014.

MAINTENANCE OF COST RECORDS

The maintenance of cost records for the services rendered by the Company is not required pursuant to Section 148(1) of the Companies Act, 2013 read with Rule 3 of Companies (Cost Records and Audit) Rules, 2014.

REPORTING OF FRAUDS BY AUDITORS

During the year under review, the Statutory Auditors and the Secretarial Auditors have not reported any instances of frauds committed in the Company by its officers or employees to the Audit Committee under Section 143(12) of the Companies Act, 2013, details of which needs to be mentioned in this Report.

REPORT ON CORPORATE GOVERNANCE

As per Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate section on corporate governance practices followed by the Company, together with a certificate from the Companys Auditors confirming compliance forms an integral part of this Report.

ANNUAL SECRETARIAL COMPLIANCE REPORT

A report on secretarial compliance by M/s Kamlesh M. Shah & Co., Company Secretaries for the FY 2025-26 will be submitted with the stock exchange.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Board of Directors affirms that the Company has complied with the applicable mandatory Secretarial Standards issued by the Institute of Company Secretaries of India.

COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive, and supportive workplace for women employees. All eligible women employees are provided with maternity benefits as prescribed under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from dismissal during maternity leave.

The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the legislation.

GENDER-WISE COMPOSITION OF EMPLOYEES

In alignment with the principles of diversity, equity, and inclusion (DEI), the Company discloses below the gender composition of its workforce as on the March 31, 2026.

Male Employees: 2 Female Employees: 1 Transgender Employees: 0

This disclosure reinforces the Companys efforts to promote an inclusive workplace culture and equal opportunity for all individuals, regardless of gender.

DOWNSTREAM INVESTMENT

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

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

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

(A) Conservation of energy:

The steps taken or impact on conservation of energy	Nil
The steps taken by the company for utilizing alternate sources of energy	Nil
The capital investment on energy conservation equipments	Nil

(B) Technology absorption:

The efforts made towards technology absorption	Nil
The benefits derived like product improvement, cost reduction, product development or import substitution etc.	Nil
In case of imported technology (imported during the last three years reckoned from the beginning of the financial year)	Not applicable
The details of technology imported	Not applicable
Year of Import	Not applicable
whether the technology been fully absorbed	Not applicable
If not fully absorbed, areas where has not taken place, reasons thereof	Not applicable
The expenditure incurred on Research and Development	Not applicable

(C) Foreign exchange earnings and Outgo:

The company has no foreign exchange earnings and outgo transactions during the current financial year under review.

AUDIT TRAIL APPLICABILITY (AUDIT AND AUDITORS) RULES 2014 - RULE 11 OF THE COMPANIES ACT 2013.

The Company has maintained its books of account for the financial year ended March 31, 2026, using an accounting software that incorporates an audit trail (edit log) feature. This facility ensures that all relevant transactions recorded in the software are tracked, with details of any additions, modifications, or deletions, providing transparency and accountability in accordance with the requirements of Rule 11 of the Companies (Audit and Auditors) Rules, 2014.

OTHER DISCLOSURE

During the financial Year Under Review, disclosure with respect to details of difference between amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the banks or financial institutions along with the reason thereof is not applicable.

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

During the financial year under review, there were no applications made or proceedings pending in the name of Company under the Insolvency and Bankruptcy Code, 2016.

DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS

During the financial year under review, there has been no one time settlement of loans taken from the Banks or Financial Institutions.

FAILURE TO IMPLEMENT ANY CORPORATE ACTION

The Company has not failed to complete or implement any corporate action between the end of the Financial Year to which this Financial Statements relates and date of this Report.

CAUTIONARY STATEMENT

Statements in this Directors Report and Management Discussion and Analysis describing the Companys objectives, projections, estimates, expectations or predictions may be “forward-looking

statements” within the meaning of applicable securities laws and regulations. Actual results could differ from those expressed or implied.

APPRECIATION

Your directors wish to place on record their appreciation towards the contribution of all the employees of the Company and their gratitude to the Companys valued customers, bankers and members for their continued support and confidence in the Company.

Date: April 23, 2026

Place: Ahmedabad

By order of the Board For PAE LIMITED

Sd/-

Nimeshkumar Ganpatbhai Patel Chairman & Managing Director DIN:10939411

Registered Office:

Level 1, Block A, Shivsagar Estate,

Dr. Annie Besant Road, Worli, Mumbai City,

Mumbai Maharashtra, India, 400018.

Corporate Office:

A-1115, Titanium Business Park,

Near Makarba Underpass, Makarba,

Ahmedabad - 380051.

CIN: L46201MH1950PLC008152 E-mail ID: compliance.pae@gmail.com