Prevest Denpro Ltd Directors Report

Performance Summary

The financial year 2025-26 reflects Prevest DenPro Limiteds continued commitment to innovation, excellence, and sustainable growth. Guided by our vision of advancing dental healthcare, we have remained focused on delivering high-quality, science-driven solutions while strengthening our global presence. Our unwavering dedication to customer satisfaction and operational excellence continues to create lasting value for all our stakeholders.

Throughout the year, the Company reinforced its strategic priorities through continuous investments in research and development, technological advancement, and manufacturing capabilities. Supported by strong corporate governance and responsible leadership, we have fostered a culture of integrity, resilience, and continuous improvement ^ that enables us to respond effectively to evolving industry needs and emerging opportunities across international markets.

As we look to the future, Prevest DenPro Limited remains committed to building a resilient and purpose-driven enterprise. With the trust of our shareholders, customers, employees, and business partners, we are well-positioned to accelerate our growth journey and shape the future of dental healthcare through innovation, collaboration, and sustainable value creation for generations to come.

To,

The Members,

Prevest Denpro Limited

Your Directors are pleased to present their 27th Annual Report on the business and operations of the Company together with the Audited Financial Statements for the Financial Year ended March 31,2026.

FINANCIAL AND OPERATIONAL PERFORMANCE

(Amount in Rs. Lakh)

Particulars	Standalone	Consolidated
	Year ended March 31,2026	Year ended March 31, 2025	Year ended March 31, 2026	Year ended March 31, 2025
Total Income (Revenue)	7,666.12	6717.76	7,672.36	6,709.42
Less: Expenses	4,812.08	4,290.49	4,911.12	4,284.44
Profit/(Loss) before taxation	2,854.04	2,427.27	2,761.23	2,424.97
Less: Tax Expense	712.22	607.14	712.19	609.46
Profit/(Loss) after tax	2,141.82	1,820.13	2,049.05	1,815.52

Results Of Operations & State Of Companys Affairs

During FY 2025-26, the Company has earned a profit before tax of Rs. 2,854.04 Lakh and an after-tax profit of Rs. 2,141.82 Lakh, as against a profit before tax of Rs. 2,427.27 Lakh and an after-tax profit of Rs. 1,820.13 Lakh during FY 2024-25.

During FY 2025-26, the Company has earned a consolidated profit before tax of Rs. 2,761.23 Lakh and an after-tax profit of Rs. 2,049.05 Lakh, as against a profit before tax of Rs. 2,424.97 Lakh and an after-tax profit of Rs. 1,815.52 Lakh during FY 2024-25.

The Company continues to focus on strengthening its operational framework and establishing a solid foundation for future growth. Your directors remain confident in the Companys long-term prospects and are optimistic about continued improvement in performance in the years ahead.

Change In Nature Of Business:

There is no change in the nature of business of the company during the financial year 2025-2026.

Dividend

The Board of Directors, after reviewing the Companys performance for the financial year 2025-26, has recommended a dividend of Rs. 1 (Rupees One) per equity share. This reflects the Companys ongoing efforts to enhance shareholder value and share the benefits of its performance with all stakeholders.

The proposed dividend is subject to approval of the shareholders at the ensuing Annual General Meeting. In accordance with applicable provisions of the Income-tax Act, 1961, tax will be deducted at source from the dividend amount payable to the Members.

Transfer To Reserves

During the year under review, no amount is proposed to be transferred to the General Reserve of the Company.

Share Capital

The paid-up share capital of the Company as on March 31,2026, was Rs. 12,00,30,000, comprising 1,20,03,000 equity shares of Rs. 10 each, fully paid-up. During the year under review, the Company has not issued any additional shares.

The Company has also not issued any shares with differential voting rights or sweat equity shares during the year, and accordingly, no disclosures are required under Rule 8(13) of the Companies (Share Capital and Debentures) Rules, 2014.

Further, there are no shares held by trustees for the benefit of employees; hence, the provisions of Rule 16(4) of the said Rules are not applicable.

Public Deposits

During the year under review, the Company has not accepted any deposits within the meaning of Chapter V of the Companies Act, 2013. Accordingly, the provisions relating to acceptance of deposits are not applicable.

Subsidairy And Associates Companies

As on March 31,2026, the Company has three wholly owned subsidiaries:

• Denvisio Biomed Limited

• Axiodent Inc.

• Prevest Denpro Gulf General Trading L.L.C

Pursuant to Section 129(3) of the Act, a statement containing the salient features of the financial statements of the Companys subsidiaries, associates, and joint ventures, in the prescribed format Form AOC-1, is annexed to this Report as “Annexure A”.

Consolidated Financial Statements

In accordance with the provisions of the Companies Act, 2013 (“the Act”) and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, the Audited Consolidated Financial Statements of the Company form part of this Annual Report for the financial year 2025-26.

In accordance with Section 136 of the Act, the financial statements of the subsidiaries are also made available on the Companys website at www.prevestdenpro.com. under the Investors section.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT;

There are no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this report.

Statutory Auditors And Statutory Audit Report

The members at the 22nd Annual General Meeting had appointed M/s. Mittal & Associates, Chartered Accountant, (Firm Registration No. 106456W) as a Statutory Auditors of the Company for a period of five years, from the conclusion of the 22nd Annual General Meeting until the conclusion of the 27th Annual General Meeting of the Company.

The Auditors Report on the financial statements for the year ended March 31,2026, does not contain any qualification, reservation, or adverse remark.

The Notes regarding the financial statements, as referred to in the Auditors Report, are selfexplanatory and do not require any further explanation from the Board.

Moreover, The Board of Directors at its Meeting held on May 27,2026 proposed the appointment of M/s. A D V & Associates, Chartered Accountant, (Firm Registration No. 128045W) as the Statutory Auditors of the Company for a period of five years, from the conclusion of the 27th Annual General Meeting until the conclusion of the 32nd Annual General Meeting of the Company.

The Statutory Auditors have confirmed that they satisfy the Independence criteria required under the Companies Act, 2013 and Code of Ethics issued by the Institute of Chartered Accountants of India and also confirm that they are eligible to continue with their appointment and that they have not been disqualified in any manner from continuing as Statutory Auditor.

Secretarial Auditors And Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed NKM & Associates, a firm of Company Secretaries in Practice, to carry out the Secretarial Audit for the financial year ended March 31,2026.

The Secretarial Audit Report issued by the Secretarial Auditor is annexed to the Report as “Annexure B”. The Report does not contain any qualifications, reservations, or adverse remarks.

Internal Auditors

In accordance with the provisions of Section 138 of the Companies Act, 2013, read with Rule 13 of the Companies (Accounts) Rules, 2014, and other applicable provisions, if any, the Company has appointed M/s VNB and Company, Chartered Accountants, as the Internal Auditors of the Company. The Internal Auditors periodically review the adequacy of internal control systems and the efficiency of business processes, and their findings and recommendations are reviewed by the Audit Committee from time to time for implementation and continuous improvement.

Cost Audit

Pursuant to the provisions of Section 148 of the Companies Act, 2013, read with the Companies (Cost Records and Audit) Rules, 2014, the Company has appointed PAN & Associates, Cost Accountants, as the Cost Auditors of the Company for the financial year 2025-26 to carry out the audit of the cost records maintained by the Company.

The Company continues to comply with the requirement of maintaining cost records as prescribed under the Act.

The particulars of loans, guarantees, and investments made by the Company during the financial year, as required under the provisions of Section 186 of the Companies Act, 2013, are disclosed in the notes to the financial statements, which form an integral part of this Annual Report.

Further, pursuant to Paragraph A(2) of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the details of loans and advances given to subsidiaries have also been provided in the notes to the financial statements forming part of the Annual Report.

Particulars Of Remuneration Of Directors And Certain Specified Employees:

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and the Companies (Particulars of Employees) Rules, 1975, are annexed to this Report as “Annexure C”.

Further, pursuant to Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the particulars of employees, as prescribed under the said Rules, are provided below.

The Company confirms that the employment of the employees mentioned herein is permanent in nature and not contractual.

Name	Designation	Remuneration	Experience in Company	Q ualification	Date of joining	Age	Name of the Previous Employer
Mr. Atul Modi	Managing Director	Rs.1.425 Cr	27 years	BE(Mechanical)	05/05/1999	72	-
Mrs. Namrata Modi	Whole-Time Director and CFO	Rs.1.425 Cr	27 years	MBA	05/05/1999	68
Mr. Vaibhav Munjal	Director and Chief Marketing Director	Rs.1.36 Cr	3 year	BE(Mechanical) and MBA	27/04/2023	42	Samsung India

Disclosure About The Receipt Of Commission

In terms of Section 197(14) of the Act and rules made there under, during the year under review, Mr. Vaibhav Munjal, Director of the Company, has received commission from the Company, pursuant to special resolution passed on AGM dated 30th August, 2023.

Risk Management Policy:

The Board of Directors of your Company have identified industry specific risk and other external, internal, political and technological risk which in opinion of the board are threat to the Company and Board has taken adequate measures and actions which are required to take for diminishing the adverse effect of the risk.

The Risk Management Policy of the Company is available on the website and can be accessed at: www.prevestdenpro.com.

Details In Respect Of Fraud Reported By Auditors:

Pursuant to Section 143(12) of the Act, during the year under review there were no frauds reported by the Statutory Auditors, Internal Auditors, Cost Auditors and Secretarial Auditors of the Company to the Audit Committee or the Board of Directors. Hence, there is nothing to report under Section 134(3)(ca) of the Act.

Conservation Of Energy, Technology, Absorption And Foreign Exchange Earnings And Outgo

Details required to be furnished pursuant to Section 134(3)(m) of the Companies Act, 2013 are as under: Conservation of Energy:

As a manufacturer of dental materials and oral care products, our operations are not energy-intensive by nature. However, the Company continues to focus on responsible energy use. Efforts are made to ensure electricity is used efficiently by installing energy-saving devices and maintaining equipment regularly to avoid unnecessary consumption.

We have also adopted LED lighting, power-efficient systems, and automated machinery that consume less power while delivering consistent performance. While these measures dont have a major financial impact due to our industry profile, they reflect our ongoing commitment to energy-conscious practice. Technology Absorption: We believe that technology and quality go hand in hand, especially in the dental care industry where precision and safety are paramount. Over the past year, we have continued to invest in improving our production capabilities by using modern machinery and precision tools.

Our production floors are equipped with advanced quality control equipment, and we have a dedicated team that oversees strict compliance with manufacturing standards. The focus remains on delivering products that meet both domestic and international expectations.

We also keep an eye on global advancements and are prepared to upgrade our infrastructure as and when needed. This readiness to adopt new technologies helps us stay competitive and ensures we continue offering reliable, high-quality dental solutions to our customer.

Foreign Exchange Earnings and Outgo:

(Amount in Rs. Crore)

Sl. No Particulars	As at March 31,2026	As at March31,2025
01 Foreign Exchange Earnings	39.05	35.87
02 Foreign Exchange Outgo	14.98	13.02

Research And Development:

The Company has a fully functional Research and Development Centre at its manufacturing unit, which continues to play an important role in supporting our efforts to develop and improve dental materials and oral care products.

During the year, the R&D team focused on improving product stability, exploring new formulations, and aligning our products with changing industry requirements, especially in terms of safety, performance, and regulatory standards.

The Centre is equipped with the necessary tools and facilities required for lab-scale development, testing, and product evaluation.

Human Resources:

Your Company treats its "Human Resources" as one of its most important assets. Your Company continuously invests in attraction, retention and development of talent on an ongoing basis, You Company thrust is on the promotion of talent internally through job rotation and job enlargement. The Company maintains healthy, cordial and harmonious industrial relation at all levels. The enthusiasm amongst employees has enabled the Company to remain at a leadership position in the industry.

Corporate Governance:

As a Small and Medium-sized Enterprise (SME) listed on the SME exchange of BSE Limited, the company is exempt from complying with certain corporate governance provisions. Specifically, pursuant to Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, compliance with corporate governance requirements specified in Regulations 17, 17A, 18, 19, 20, 21, 22, 24, 24A, 25, 26, 26A, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C, D, and E of Schedule V is not mandatory.

Further, please note that your Company has a paid-up equity share capital exceeding Rupees ten crore and a

net worth exceeding Rupees twenty-five crore, as on the last day of the previous financial year. Accordingly, the provisions of Regulation 23 are applicable. Corporate governance does not form part of this Boards Report.

However, please be assured that the company is committed to adhering to good corporate governance practices. We are working diligently to ensure that our governance practices align with the highest standards and contribute to the overall integrity and transparency of the organization.

Management Discussion And Analysis

The Management Discussion and Analysis Report for the year under review, as required under Regulation 34(2)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is provided in a separate section and forms an integral part of this Annual Report for the financial year ended March 31, 2026.

Board Of Directors And Key Managerial Personnel

As on March 31, 2026 the companys Board has a strength of Six (06) Directors including Two (2) women Director. The Composition of the board is as below:

Sl. No. Name of the Director	Category	Number of other Directorshi ps held in other public/List ed companies	Number of Committee membership held in other public companies (limited to only Audit and Stakeholders? Relationship Committees)	% of Equity Shares held in the Company (%)
			As Chairperson	As Member
1 Mr. Atul Modi	Chairman, Managing Director	1	Nil	Nil	37.52.%
2 Mrs. Namrata Modi	Whole Time Director, CFO	1	Nil	Nil	36.03%
3 Dr. Sai Kalyan Surapaneni	Director Research	1	Nil	Nil	0.00083%
4 Mr. Vaibhav Munjal	Director and CMO	1	Nil	Nil	Nil
5 Mrs. Niharika Modi	Non-Executive Director	Nil	Nil	Nil	0.03%
6 CA Pardeep Gandotra	Non-Executive Independent Director	Nil	Nil	Nil	Nil

During the year under review, the following changes took place in the Key Managerial Personnel of the Company:

Mrs. Namrata Modi was re-appointed as the Whole-time Director of the Company with effect from December 21, 2025, pursuant to the resolution passed by the Board of Directors on December 20, 2025, for a term of three (3) years, subject to the approval of the Members.

Mr. Sai Kalyan Surapaneni was re-appointed as the Executive Director of the Company with effect from December 21, 2025, pursuant to the resolution passed by the Board of Directors on December 20, 2025, for a term of three (3) years, subject to the approval of the Members.

( Mr. Nikhil Shrikant Bobade and Mr. Sudeep Murthy ceased to hold office as Independent Directors of the Company upon completion of their respective terms of office, with effect from the close of business hours on March 16, 2026.

After the closure of financial year, the following changes took place in the Key Managerial Personnel of the Company:

Mr. Pardeep Gandotra ceased to hold office as an Independent Director of the Company upon completion of his term of office, with effect from the close of business hours on April 26, 2026.

Mr. Piyush Kiranprakash Gupta was appointed as Additional Directors in the capacity of Non-Executive Independent Directors of the Company for a term of five(5) consecutive years with effect from April 22, 2026, subject to the approval of the Members.

Mr. Abhijeet Sadashiv Haridas Gupta was appointed as Additional Directors in the capacity of Non Executive Independent Directors of the Company for a term of five(5) consecutive years with effect from April 22, 2026, subject to the approval of the Members.

Mr. Sukhen Pal Babuta was appointed as an Additional Director in the capacity of Non-Executive Independent Director of the Company for a term of five (5) consecutive years with effect from May 27, 2026, subject to the approval of the Members.

Mr. Aman Sadhotra resigned from the office of Company Secretary and Compliance Officer of the Company with effect from April 6, 2026.

Mr. Pratul Gupta was appointed as the Company Secretary and Compliance Officer of the Company with effect from May 27, 2026

Retire By Rotation

In accordance with the provisions of Section 152 of the Act read with rules thereunder and the Articles of Association of the Company, Mrs. Niharika Modi (DIN: 07818057), retires by rotation at the ensuing Annual General Meeting (“AGM") and being eligible, has offered herself for re-appointment. In compliance with Secretarial Standard-2, the brief resume, expertise and other details of Mrs. Niharika Modi (DIN: 07818057) is given in the notice convening this AGM. Based on the recommendations of the Nomination and Remuneration (“NRC") of the Company, the Board has recommended her reappointment as Director at the ensuing AGM.

Directors Responsibility Statement

Pursuant to the provisions of section 134(5) of the Companies Act, 2013, the Directors confirm that.

In the preparation of the annual accounts for the Financial Year ended March 31,2026, the applicable accounting standards have been followed along with proper explanation relating to material departures;

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 your Company as at March 31, 2026 and of the profits of the Company for the period ended on that date;

Q Proper and sufficient care have been taken for the maintenance of adequate accounting records in accordance with the provisions of Act for safeguarding the assets of your Company and for preventing and detecting fraud and other irregularities;

? The annual accounts have been prepared on a going concern basis;

? Proper internal financial controls laid down by the Directors were followed by the Company and that such internal financial controls were adequate and operating effectively; and

? Proper systems to ensure compliance with the provisions of all applicable laws were in place and that such systems were adequate and operating effectively.

Number Of Meetings Board Of Directors

During the Financial Year 2025-26, seven meetings of the Board were held on the following dates:

May 27, 2025; June 29, 2025; August 13, 2025; October 25, 2025; November 12, 2025; December 20, 2025 and February 14, 2026.

The gap between any two meetings did not exceed one hundred and twenty days. The necessary quorum was present for all the meetings.

Attendance of Directors at the Board Meetings held during the financial year 2025-26:

Name of the Directors	Board Meetings entitled to attend	Board Meetings attended
Mr. Atul Modi	7	7
Mrs. Namrata Modi	7	7
Dr. Sai Kalyan Surapaneni	7	7
Mr. Vaibhav Munjal	7	4
Mrs. Niharika Modi	7	N=RIGHT>4
CA Pardeep Gandotra	7	1
Dr. Nikhil Shrikant Bobade	7	4
Dr. Sudeep Haralakatte Murthy	7	4

The Board Meetings are prescheduled, and adequate notice is given to the Board embers. Board Meetings are generally held at the registered office of the Company either through video conference or through physical presence.

Independent Directors

Pursuant to the provisions of Section 149 of the Act and SEBI Listing Regulations, the Independent Directors have submitted declarations stating that each of them fulfils the criteria of independence as provided in Section 149(6) of the Act along with rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations.

There has been no change in the circumstances affecting their status as Independent Directors of the Company. In the opinion of the Board, the Independent Directors are competent, experienced, proficient and possess the necessary expertise and integrity to discharge their duties and functions as Independent Directors. The Independent Directors of the Company have undertaken requisite steps towards the inclusion of their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.

The Independent Directors have complied with the Code of Conduct prescribed under Schedule IV of the Act and the declaration by Independent Directors had also been submitted by them.

Further, none of the Companys Directors are disqualified from being appointed as a director as specified in Section 164 of the Act. All Directors have further confirmed that they are not debarred from holding the office of a director under any order from SEBI or any other such authority.

During the financial year 2025-26, one (1) meeting of the Independent Directors was held on February 01, 2026, inter-alia, to review the following:

? Review performance of non-independent directors and the Board of Directors as a whole.

? Review performance of the Chairperson of the Company.

? Assess the quality, quantity, and timeliness of the flow of information between the management of the Company and the Board of Directors that is necessary for the Board to perform their duties effectively and reasonably.

The meeting was attended by all the Independent Directors.

The familiarization program and other disclosures as specified under SEBI (LODR) Regulations, 2015 is available on the Companys website www.prevestdenpro.com

Annual Evaluation Of Performance By The Board, Its Committees And Of Individual Directors:

Pursuant to the applicable provisions of the Act and the SEBI Listing Regulations, the Board of Directors has put in place a process to formally evaluate the effectiveness of the Board along with performance evaluation of each Director to be carried out on an annual basis. The performance evaluation was carried out by the NRC in its meeting. The recommendations of the Committee were subsequently considered by the Board thereby concluding the performance evaluation process.

The evaluation was conducted via a questionnaire containing qualitative questions with responses provided on a rating scale. Evaluation was based on criteria such as the composition of the Board and its Committees, their functioning, communication between the Board, its Committees and the management of the Company and performance of the Directors and Chairperson of the Board based on their participation in effective decision making and their leadership abilities.

The outcome of the performance evaluation as carried out on the basis of the above mechanism was discussed by the NRC and the Board at their respective meetings and noted the performance to be satisfactory and it also reflected the commitment of the Board members and its Committees to the Company

Committees Of The Board

Audit Committee

Composition of the Committee and Meetings held and attended by each member:

Name of the Member	Category	Designation	Meetings
			Held	Attended
Dr. Sudeep Haralakatte Murthy	Independent Director	Chairperson	4	4
Dr. Nikhil Shrikant Bobade	Independent Director	Member	4	4
Mrs. Namrata Modi	Executive Director	Member	4	4

The Audit Committee is duly constituted in accordance with Section 177 of the Act read with Rule 6 of the Companies (Meetings of Board and its Powers) Rules, 2014. It adheres to the terms of reference, prepared in compliance with Section 177 of the Act, and the SEBI Listing Regulations to the extent applicable. The Audit Committee of the Company is entrusted with the responsibility to supervise the Companys internal controls and financial reporting process. The Committee acts as a link between the Management, the Statutory Auditors, the Internal Auditors, Secretarial Auditors and the Board of Directors.

Subsequent to the close of the financial year ended March 31, 2026, pursuant to the appointments and cessation of Directors on the Board, the Audit Committee was reconstituted with effect from April 22, 2026 as under:

Name of the Member	Category	Designation
Dr. Piyush Kiranprakeash Gupta	Independent Director	Chairman
Dr. Abhijeet Sadashiv Haridas	Independent Director	Member
Mrs. Namrata Modi	Whole Time Director & CFO	Member

The reconstituted Audit Committee continues to function in accordance with the applicable provisions of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and its terms of reference.

Nomination And Remuneration Committee

Composition of the Committee and Meetings attended by each member:

Name of the Member	Category	Designation	Meetings
			Held	Attended
Dr. Nikhil Shrikant Bobade	Independent Director	Chairperson	1	1
Mrs. Niharika Modi	Non-Executive Director	Member	1	1
Dr. Sudeep Haralakatte Murthy	Independent Director	Member	1	1

The Nomination and Remuneration Committee has been constituted in order to bring about objectivity in determining the remuneration package while striking a balance between the interest of the Company and the shareholders. As per the provisions of the Act and the SEBI Listing Regulations, the Nomination and Remuneration Committee (the “Committee”) has laid down the evaluation criteria for performance evaluation of Independent Directors and the Board. The manner for performance evaluation of Directors (including Independent Directors) and Board as whole has been covered in the Boards Report.

Subsequent to the close of the financial year ended March 31, 2026, pursuant to the appointments and cessation of Directors on the Board, the Nomination and Remuneration Committee was reconstituted with effect from April 22, 2026 as under:

Name of the Member	Category	Designation
Dr. Abhijeet Sadashiv Haridas	Independent Director	Chaiiperson
Dr. Piyush Kiranprakeash Gupta	Independent Director	Member
Mrs. Niharika Modi	Non-Executive Director	Member

The reconstituted Nomination and Remuneration Committee continues to function in accordance with the applicable provisions of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and its terms of reference.

Stakeholder Relationship Committee

Composition of the Committee and Meetings held and attended by each member:

Name of the Category	Member	Designation	Meetings
			Held	Attended
Mr. Atul Modi	Managing Director	Chairperson	1	1
Mrs. Namrata Modi	Executive Director	Member	1	1
Dr. Nikhil Shrikant Bobade	Independent Director	Member	1	1

During the financial year 2025-26, the Committee met once to review and resolve shareholder grievances and queries. All members of the Committee were present during the meeting.

Subsequent to the close of the financial year ended March 31, 2026, pursuant to the appointments and cessation of Directors on the Board, the Stakeholder Relationship Committee was reconstituted with effect from April 22, 2026 as under:

Name of the Member	Category	Designation
Dr. Piyush Kiranprakeash Gupta	Independent Director	Chairperson
Mrs. Atul Modi	Managing Director	Member
Mrs. Namrata Modi	Whole Time Director & CFO	Member

The reconstituted Nomination and Remuneration Committee continues to function in accordance with the applicable provisions of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and its terms of reference.

Corporate Social Responsibility (csr) Committee

Your Company believes that Corporate Social Responsibility (CSR) is an integral part of its business. It seeks to operate its business in a sustainable manner that benefits society at large and aligns with the interests of its stakeholders. In accordance with section 135 and Schedule VII of the Companies Act, 2013, the Board of Directors has constituted a CSR Committee.

The CSR Committee has developed a CSR Policy, which has been uploaded to the company?s website at www.prevestdenpro.com.

The committee?s composition and the meetings held during the year are as follows:

Name of the Member	Category	Designation	Meetings
			Held	Attended
Mr. Atul Modi	Managing Director	Chairperson	1	1
Mrs. Namrata Modi	Executive Director	Member	1	1
Dr. Nikhil Shrikant Bobade	Independent Director	Member	1	1

Subsequent to the close of the financial year ended 31 March 2026, pursuant to the appointments and cessation of Directors on the Board, the Corporate Social Responsibility Committee was reconstituted with effect from April 22, 2026 as under:

Name of the Member	Category	Designation
Mrs. Atul Modi	Managing Director	Chairperson
Dr. Piyush Kiranprakeash Gupta	Independent Director	Member
Mrs. Namrata Modi	Whole Time Director & CFO	Member

The reconstituted Corporate Social Responsibility Committee continues to function in accordance with the applicable provisions of the Companies Act, 2013, and its terms of reference. The disclosures as per Rule 9 of Companies (Corporate Social Responsibility Policy) Rules, 2014 related to CSR activities is detailed in “Annexure D”.

Annual Return

Pursuant to Section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rules, 2014, a copy of the Annual Return of the Company for Financial Year 2025-26 prepared in accordance with Section 92(1) of the Act has been placed on the website and is available at www.prevestdenpro.com/investors/annual-returns/.

Corporate Social Responsibility (csr) Committee

The Board of Directors of the Company has on the recommendation of the Audit Committee, adopted a Related Party Transactions Policy for identifying, reviewing, and approving transactions between the Company and the Related Parties, in compliance with the applicable provisions of the Listing Regulations, the Act and the Rules thereunder which is reviewed frequently by the Board, the policy is also available on the Company?s website at www.prevestdenpro.com/investors/policies/.

The Company has a well-defined process of identification of related parties and tracking transactions with related parties, its approval and review process. All related party transactions entered into by the Company during the Financial Year 2025-26 were in the ordinary course of business and on an arm?s length basis. There was no material related party transaction entered into by the Company with Promoters, Directors, Key Managerial Personnel, or other related parties, which may have a potential conflict with the interest of the Company at large.

The Audit Committee considered and granted Omnibus Approval for entering into transactions with related parties for the Financial Year 2025-26, which are repetitive in nature, at arm?s length and in ordinary course of business, which was further approved by the Board. The transactions entered pursuant to the omnibus approval so granted and a statement giving details of all transactions with related parties are placed before the Audit Committee for quarterly review. The details of the related party Transactions are set out in Notes to the Standalone Financial Statements forming part of this Report.

Pursuant to the provisions of Section 188 of the Act read with rules framed thereunder, the disclosure of particulars of contracts/arrangements with Related Parties in Form AOC-2 is attached as “Annexure E” and forms part of this Report.

Prevention Of Insider Trading:

The Company has adopted a Code of Conduct for Prevention of Insider Trading, in accordance with the requirements of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 as amended from time to time. The Company Secretary is the Compliance Officer for monitoring adherence to the said Regulations. The Code is displayed on the Company?s website at www.prevestdenpro.com/investors/policies.

General Meetings

The Annual General Meeting of the Company was held at its registered office through VC for the Financial Year 2025-26.

Financial Year	Nature of Meeting	Time	Date
2025-26	AGM	12.30PM	10th September, 2025

Registrar And Share Transfer Agent Information

The Company has appointed Bigshare Services Private Limited as its Registrar and Share Transfer Agent (RTA) to handle all investor-related services, including share transfer, dematerialization, rematerialization, and other related activities.

RTA Contact Details:

Big Share Service Private Limited

Office No: S6-2, 6th Floor, Pinnacle Business Park,

Next to Ahura Centre, Mahakali Caves Road,

Andheri (East) Mumbai - 400093 Tel :- +91 -22-262638200 Email:- aliya@bigshareonline.com

Disclosure Under The Sexual Harassment Of Women At Workplace Act And Maternity Benefit Act

A.Sexual Harassment of Women at Workplace

In accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Companies (Accounts) Second Amendment Rules, 2025, the Company has implemented a comprehensive Prevention of Sexual Harassment (POSH) Policy.

An Internal Complaints Committee (ICC) is duly constituted at the corporate level to deal with complaints related to sexual harassment at the workplace. The policy covers all categories of employees, including permanent, temporary, contractual, interns, and trainees.

During the financial year ended March 31,2026, the following is disclosed in accordance with the amended rules:

Particular	Number
Complaints received during the financial year	0
Complaints disposed of during the year	0
Complaints pending beyond 90 days	0
Total complaints pending as on March 31,2026	0

and training for employees and ICC members during the year. The ICC functions independently and ensures a safe, respectful, and inclusive workplace environment.

Number of Employees as on the closure of Financial year as under:

Male:119

Female:20

A.Compliance with the Maternity Benefit Act, 1961

• In accordance with Rule 8A of the Companies

(Accounts) Rules, 2014 (inserted via the Companies (Accounts) Second Amendment Rules, 2025), the Company hereby confirms that it has complied with the provisions of the Maternity Benefit Act, 1961, including but not limited to:

• Grant of paid maternity leave as per applicable law

• Provision for nursing breaks

• Non-discrimination in employment and benefits The Company remains committed to providing a safe, equitable, and inclusive workplace for all its employees.

Internal Financial Control And Their Adequacy

Your company has an effective internal control and risk- mitigation system that is continuously assessed and strengthened through the implementation of new or revised standard operating procedures. The internal control system of the company is aligned with its size, scale, and complexity of operations.

The primary focus of the internal audit is to test and review controls, assess risks, evaluate business processes, and compare controls with industry best practices. The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of the internal control systems and provides recommendations for improvements. The company utilizes a robust Management Information System, which is an integral part of the control mechanism.

The Audit Committee, along with the Statutory Auditors and Business Heads, is regularly briefed on the findings of the internal audit and the corrective actions taken. The audit function plays a vital role in providing assurance to the Board of Directors. Noteworthy audit observations and the corresponding corrective actions implemented by the management are presented to the Audit Committee.

To maintain objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee.

Transfer Of Unclaimed Dividend And Equity Shares To Investor Education And Protection Fund (IEPF)

Pursuant to Section 124 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund Rules), 2016 (the IEPF Rules), during the year under review, no amount of Unclaimed dividend and corresponding equity shares were due to be transferred to IEPF account.

Environment And Safety

Your company is dedicated to ensuring a strong Safety, Health, and Environmental (SHE) performance in relation to its activities, products, and services. It takes consistent measures to develop safer process technologies and unit operations, investing significantly in areas such as process automation to enhance safety and reduce the potential for human error.

Additionally, the company emphasizes the importance of training in process and behavior-based safety, as well as adopting production processes that are both safe and environmentally friendly. The company maintains a continuous focus on improving its management system to enhance safety and environmental practices.

Furthermore, your company is committed to continuously taking further steps to provide a safe and healthy environment. This commitment reflects the ongoing dedication to ensuring the well-being of employees, stakeholders, and the community at large.

Significant And Material Orders Passed By The Regulators Or Courts

There are no significant and material orders passed by the Regulators/Courts that would impact the going concern status of the Company and its future operations.

Non-Disqualification Of Directors

None of the Directors of the Company has been debarred or disqualified from being appointed or continuing as director of Companies.

Secretarial Standards

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

Whistle Blower Policy/vigil Mechanism

The Company has Whistle Blower Policy/ Vigil Mechanism as required under Companies Act. 2013 and as per Listing Obligations and Disclosures Requirements Region Formulated by Securities and Exchange Board of India (SEBI) The Vigil (Whistle Blower) mechanism provides a channel to the employees and Directors to report to the management, concerns unethical behavior, actual or suspected fraud or violation of the Code of Conduct or policy. The mechanism provides for adequate safeguards against victimization of employees and Directors to avail the mechanism and also provide for direct access to the Chairman of the Audit Committee in exceptional cases. The said policy may be referred to at the Companys website at: www.prevestdenpro.com

Residual Disclosures

? During the year under review no application was made and no proceedings were pending against the company under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).

During the year under review there was no One Time settlement with any bank or Financial Institution.

? The Company?s equity shares continue to remain listed on the SME Platform of BSE Limited under Scrip Code 543363. The Company has duly paid the annual listing fees for the financial year 2025-26.

Acknowledgment And Appreciation

Your Directors extend their heartfelt gratitude for the support and cooperation received from Banks, Government Authorities, Shareholders, Suppliers, and Customers. They also acknowledge and express their appreciation for the contributions made by the employees at all levels, which have played a crucial role in achieving the Companys goals.

Your Directors also highly value and appreciate the dedication and commitment of every Member of the Prevest family.

On behalf of the Board of Director
Prevest Denpro Limited
Sd/-	Sd/-
Atul Modi	Namrata Modi
Managing Director	Whole-time Director
DIN:00788272	D I N:00788266
Date: 11/08/2026
Place: Jammu