Prime Cable Industries Limited Directors Report

To,

The Members,

Prime Cable Industries Limited

(Formerly known as Prime Cable Industries Private Limited)

Your directors take pleasure in presenting the Eighteenth (18 th ) Annual Report on the business and operations of the company for the Financial Year ended on 31 st March 2026.

1. FINANCIAL SUMMARY

The financial performance of the Company for the financial year ended 31 st March 2026 is summarized below: -

S. No. Particulars	For the Financial Year ended 31st March 2026 (in lakhs)	For the Financial Year ended 31st March 2025 (in lakhs)
1 Revenue from Operations	23,487.68	14,097.72
Other Income	93.34	12.75
Total Income	23,581.03	14,110.47
2 Profit before Depreciation, Exceptional and Extraordinary Items and Tax	1,993.47	1,100.55
3 Depreciation/ Amortization	(143.93)	(90.76)
4 Profit before Exceptional and Extraordinary Items and Tax	1,849.54	1,009.79
5 Extraordinary Items	(200.00)	-
6 Profit (+)/ Loss (-) before Tax	1,649.54	1,009.79
7 Tax Expenses:
Current Tax Deferred Tax Expenses/ Benefit	389.03 36.65	246.84 18.01
MAT Credit Entitlement (taken)/Utilised	-	23.88
Tax adjustments for earlier years	-	14.39
8 Profit (+)/ Loss (-) after Tax	1,223.86	735.45

STATE OF COMPANY AFFAIRS

Corporate Status, Initial Public Offer and Listing of Equity Shares:

Prime Cable Industries Limited (herein after referred to as the company) incorporated under the provisions of the Companies Act, 1956 and presently governed by the provisions of the Companies Act 2013 and applicable SEBI laws and regulations.

Prime Cable Industries Limited Bearing Corporate Identification Number L31905DL2008PLC177989 was originally incorporated as Prime Cable Industries Private Limited under the Companies Act, 1956 on May 12th, 2008. The Company was converted into a Public Limited Company pursuant to approval of the Shareholders at an Extraordinary General Meeting held on October 14th, 2024, and consequently, the name of our Company was changed to Prime Cable Industries Limited and a New Certificate of Incorporation consequent upon conversion from Private Company to Public Company was issued by Registrar of Companies, Delhi dated December 18th, 2024.

The Board of Directors, at its meeting held on April 21 st , 2025, approved the proposal for undertaking the Initial Public Offer (IPO) of the Equity Shares of the Company, in consultation with the Merchant Banker. Subsequently, the Members of the Company accorded their approval to the said proposal at the Extra-Ordinary General Meeting held on May 16th, 2025.

Pursuant to the authority granted by the Members of the Company, the Board of Directors appointed Indorient Financial Services Limited as Lead Manager and Skyline Financial Services Private Limited as Registrar to the Issue and Share Transfer Agent for the proposed Public Issue.

The Company had applied to the National Stock Exchange of India Limited (NSE) for obtaining in-principle approval for listing of its Equity Shares on the EMERGE Platform of NSE. Subsequently, NSE, vide its letter dated August 14th, 2025, granted in-principal approval to the Company for the proposed listing. Thereafter, the Company filed its Prospectus dated September 15, 2025, with the Registrar of Companies, New Delhi.

The Public Issue was opened on September 22nd, 2025, and closed on September 24th, 2025. The Company has applied for listing of its total equity shares to NSE, and it has granted its approval vide its letter dated September 26th, 2025. The trading of equity shares of the Company commenced on September 29th, 2025, on the Emerge Platform of NSE. The Equity Shares of the Company are listed on the Emerge Platform of NSE.

Brief description of the nature of business:

The Company is engaged in the business of manufacturing and sale of cables and wires which includes control cables, power cables, aerial bunch cables, instrumentation cables, housing/building wires and conductors catering to several institutions which includes EPC players, electricity boards, public sector undertakings responsible for generation, transmission and distribution of power (transmission, distribution and generation), oil & gas, mining, steel, real estate, electric panel builders, etc.

Financial Performance of the Company:

During the year, the financial performance of the company has improved as reflected in its profits and loss accounts, and highlights of the companys performances for the financial year 2025-26 as compared to the previous year 2024-25 are given below: -.

Total revenue is increased from Rs. 14,097.72 Lacs to Rs. 23,487.68 Lacs

Profit before Tax increased from 1,009.79 Lacs to Rs. 1,649.54 Lacs

Net Profit after Tax is increased from Rs. 735.45 Lacs to Rs. 1,223.86 Lacs

3. DIVIDEND

Considering the future growth prospects of the Company in the industry and investing the profits in other avenues for higher profits, the Company has decided to retain the profits and accordingly the Board didnt recommend any amount in the name of dividend to be distributed among the shareholders for the Financial Year 2025-26.

4. TRANSFER TO RESERVES AND SURPLUS

The Company has achieved profitability during the financial year, and the resulting profit has been transferred to the Profit & Loss Account under the Reserve & Surplus section of the Balance Sheet as of March 31, 2026.

INR 1,223.86 Lacs has been transferred to the Profit & Loss Account under the Reserve & Surplus section of the Balance Sheet as of March 31, 2026.

INR 3,164.09 Lacs has been added in Securities Premium under the Reserve & Surplus section of the Balance Sheet as of March 31, 2026.

5 TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

There is no unpaid/unclaimed dividend amount lying with the Company, therefore the provisions of Section 125 of the Companies Act, 2013 do not apply.

6 DETAILS OF BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL APPOINTED/ RESIGNED DURING THE YEAR

The Board of Directors of your Company is duly constituted. None of the Directors of the Company is disqualified under the provisions of Companies Act, 2013.

As at March 31, 2026, the Board of Directors of the Company comprised 6 members, as detailed below:

S. No. Name of Directors	Designation	Date of Original Appointment
01 Mr. Purshotam Singla	Managing Director	12.05.2008
02 Mr. Naman Singla	Whole-time Director	13.11.2018
03 Mr. Nikunj Singla	Whole-time director	13.11.2018
04 Mrs. Shreya Jhalani Singla	Non-Executive Director	15.02.2025
05 Mr. Vinay Kumar Khanna	Independent Director	25.02.2025
06 Mr. Brahm Datt Verma	Independent Director	25.02.2025

As at March 31, 2026, following are the Key Managerial Personnel of the Company:

S. No. Name of Key Managerial Personnel	Designation	Date of Appointment
01 Mr. Naman Jain	Chief Financial Officer	15.02.2025
02 Mrs. Vandana	Company Secretary	01.03.2025

7 DETAILS OF CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

There is no change in the constitution of the Board of Directors and KMP of the Company during the financial year under review.

8. RETIREMENT BY ROTATION

Pursuant to Section 152 of the Companies Act 2013, Mr. Naman Singla (DIN: 07101556) Whole-time Director of the Company is liable to retire by rotation and being eligible has offered himself for reappointment at the ensuing Annual General Meeting. The Board recommends his reappointment.

The disclosures required regarding re-appointment Mr. Naman Singla pursuant to Regulation 36(3) of the SEBI Listing Regulations and Secretarial Standard on General Meeting issued by The Institute of Company Secretaries of India are given in the Notice of AGM, forming part of the Annual Report.

9. NUMBER OF MEETINGS CONDUCTED DURING THE YEAR BOARD MEETINGS:

During the period under review, the Board of Directors met Nineteen (19) times in respect of which proper notices were given, and the proceedings were properly recorded, signed and maintained in the Minutes book kept by the Company for the purpose.:

Sr. No. Date of Meeting	No. of Directors attended the Meeting
1. 05.04.2025	06
2. 21.04.2025	06
3. 23.04.2025	06
4. 17.05.2025	06
5. 26.05.2025	06
6. 09.06.2025	06
7. 10.06.2025	06
8. 05.07.2025	06
9. 13.08.2025	06
10. 02.09.2025	06
11. 08.09.2025	06
12. 15.09.2025	06
13. 16.09.2025	06
14. 17.09.2025	06
15. 19.09.2025	04
16. 24.09.2025	06
17. 25.09.2025	06
18. 31.10.2025	06
19. 26.02.2026	06

Attendance of Directors at Board Meetings

Sr. No. Date of Meeting	Name of Directors and their attendance at each Board Meeting
	Purshotam Singla	Naman Singla	Nikunj Singla	Shreya Jhalani Singla	Brahm Datt Verma	Vinay Kumar Khanna
1. 05.04.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
2. 21.04.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
3. 23.04.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
4. 17.05.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
5. 26.05.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
6. 09.06.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
7. 10.06.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
8. 05.07.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
9. 13.08.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
10. 02.09.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
11. 08.09.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
12. 15.09.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
13. 16.09.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
14. 17.09.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
15. 19.09.2025	\u2713	\u2715	\u2715	\u2713	\u2713	\u2713
16. 24.09.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
17. 25.09.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
18. 31.10.2025	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713
19. 26.02.2026	\u2713	\u2713	\u2713	\u2713	\u2713	\u2713

GENERAL MEETINGS:

The details of General Meetings of the Company held during the financial year are as under:

S. No Particulars	Date
1 Annual General Meeting	05.09.2025
2 Extra-Ordinary General Meeting	16.05.2025

10 DISCLOSURE RELATED TO COMMITTEES AND POLICY Audit Committee

The Audit Committee was constituted in line with the provisions of Section 177 of the Companies Act, 2013 read with Companies (Meetings of Board and its Powers) Rules, 2014, and accordingly, the Audit Committee presently consists of three Directors, out of which two are Non-executive Independent Directors and one is an Executive Director of the Company.

The Company Secretary of your Company is acting as the Secretary of the Committee.

Further, the detail Composition of the Audit Committee is given below: -

S.no. Name of Director	Nature of Directorship	Designation
Mr. Brahm Datt Verma	Non-Executive Director (Independent)	Chairman
Mr. Vinay Kumar Khanna	Non-Executive Director (Independent)	Member
Mr. Nikunj Singla	Executive Director- Whole Time Director	Member

Changes in the composition of Audit Committee during the Financial Year 2025-2026:

During the year under review, there was no change in the composition of the Audit Committee in the Company.

Meetings of the Audit Committee during the Financial Year under review:

The details of the meeting of the Audit committee are as follows:

	Name of Committee Members and their attendance at each meeting
S. No Designation / Date of Meeting	Brahm Datt Verma (Chairman)	Vinay Kumar Khanna (Member)	Nikunj Singla (Member)
1. 26.05.2025	\u2713	\u2713	\u2713
2. 09.06.2025	\u2713	\u2713	\u2713
3. 01.09.2025	\u2713	\u2713	\u2713
4. 08.09.2025	\u2713	\u2713	\u2713
5. 24.10.2025	\u2713	\u2713	\u2713
6. 02.02.2026	\u2713	\u2713	\u2713
Total Total no. of Meetings attended by each Committee Members	Six (6)	Six (6)	Six (6)

During the year under review, the Board has accepted the recommendation of the Audit Committee whenever received and given, if any, by the same.

The Audit committee is vested with the following roles and responsibilities:

the recommendation for appointment, remuneration and terms of appointment of auditors of the company;

review and monitor the auditors independence and performance, and effectiveness of audit process;

examination of the financial statement and the auditors report thereon;

approval or any subsequent modification of transactions of the company with related parties;

scrutiny of inter-corporate loans and investments;

valuation of undertakings or assets of the company, wherever it is necessary;

evaluation of internal financial controls and risk management systems;

monitoring the end use of funds raised through public offers and related matters.

any other responsibility as may be assigned by the board from time to time.

Nomination and Remuneration Committee

The Nomination and Remuneration Committee was constituted in line with the provisions of Section 178(1) of the Companies Act, 2013 read with Companies (Meetings of Board and accordingly, the Committee presently consists of three Directors which are Non-Executive Independent Directors of the Company.

The Company Secretary of your Company is acting as the Secretary of the Committee.

Further, the detailed Composition of the Nomination and Remuneration Committee is given below:

S.no. Name of Director	Nature of Directorship	Designation
1 Mr. Vinay Kumar Khanna	Non-Executive Director (Independent)	Chairman
2 Mrs. Shreya Jhalani Singla	Non-Executive Director	Member
3 Mr. Brahm Datt Verma	Non-Executive Director (Independent)	Member

Changes in the composition of Nomination and Remuneration Committee during the Financial Year 2025-2026.

During the year under review, there was no change in the composition of the Nomination and Remuneration Committee in the Company.

Meetings of the Nomination and Remuneration Committee during the Financial Year under review :

The details of the meetings of the Nomination and Remuneration Committee are as follows:

Name of Committee Members and their attendance at each meeting Vinay Kumar Khanna Brahm Datt Verma Shreya Jhalani Singla Designation Chairman Member Member S. No Date of Meeting

1. 01.09.2025 Total no. of Meetings attended One (1) One (1) One (1) by each Committee Members

The Nomination and Remuneration committee is vested with the following roles and responsibilities:

Formulate the criteria for determining qualifications, positive attributes and independence of a director

Recommend to the board a policy relating to the remuneration of the directors, key managerial personnel and senior management personnel or other employees

Formulation of criteria for evaluation of independent director and board

Recommendation to board, appointment and removal of directors, KMP, and senior management personnel

To carry out any other function as is mandated by the board from time to time and /or enforced by any statutory notification, amendment or modification as may be applicable

Stakeholders Relationship Committee

The Stakeholders Relationship Committee was constituted in line with the provisions of Section 178(5) of the Companies Act, 2013 read with Companies (Meetings of Board and its Powers) Rules, 2014, and accordingly, the Committee presently consist of three Directors which are Executive and Non-Executive Independent Directors of the Company.

The Company Secretary of your Company will act as the Secretary of the Committee.

Further, the detail Composition of the Stakeholders Relationship Committee is given below: -

S.no. Name of Director	Nature of Directorship	Designation
1 Mrs. Shreya Jhalani Singla	Non-Executive Director	Chairman
2 Mr. Naman Singla	Executive - Whole Time Director	Member
3 Mr. Brahm Datt Verma	Non-Executive Director (Independent)	Member

Changes in the composition of Stakeholders Relationship Committee during the Financial Year 2025-2026.

During the year under review, there was no change in the composition of the Stakeholders Relationship Committee in the Company.

Meetings of the Stakeholders Relationship Committee during the Financial Year under review:

The details of the meeting of Stakeholders Relationship are as follows:

	Name of Committee Members and their attendance at each meeting
Designation	Shreya Jhalani Singla Chairman	Brahm Datt Verma Member	Naman Singla Member
S. No Date of Meeting
1. 02.02.2026	\u2713	\u2713	\u2713
Total no. of Meetings attended by each Committee Members	One (1)	One (1)	One (1)

This Stakeholders Relationship Committee supervises all grievances of Shareholders and investors, and its terms of reference include the following:

Redressing of shareholders and investor complaints such as non-receipt of declared dividend, annual report, transfer of Equity Shares and issue of duplicate/split/consolidated share certificates;

Monitoring transfers, transmissions, dematerialization, re-materialization, splitting and consolidation of Equity Shares and other securities issued by our Company, including review of cases for refusal of transfer/transmission of shares and debentures;

Reference to statutory and regulatory authorities regarding investor grievances;

To otherwise ensure proper and timely attendance and redressal of investor queries and grievances;

And to do all such acts, things or deeds as may be necessary or incidental to the exercise of the above powers.

Initial Public Offer Committee

The company has complied with the provisions of section 23 of the Companies Act, 2013, the company had constituted its Initial Public Offer Committee, and the company is having Initial Public Offer Committee comprising the following directors:

S. No Name of Director	Nature of Directorship	Designation
1 Mr. Purshotam Singla	Managing Director	Chairman
2 Mr. Naman Singla	Whole-time Director	Member
3 Mr. Nikunj Singla	Whole-time Director	Member

Independent Directors Committee

The Company has two Independent Directors, who hold one meeting during the year, the details of which are summarized below:

S. No Date of Meeting	Name of Committee Members and their attendance at each meeting
	Mr. Vinay Kumar Khanna	Mr. Brahm Dutt Verma
1. 15.09.2025	\u2713	\u2713
Total no. of Meetings attended by each Committee Members	One (1)	One (1)

Corporate Social Responsibility Committee

In compliance with the provisions of section 135 of the Companies Act, 2013, the company had constituted its Corporate Social Responsibility Committee and the details of the composition of the Corporate Social Responsibility Committee are as follows:

S. No Name of Director	Nature of Directorship	Designation
1 Mr. Brahm Dutt Verma	Independent Director	Chairman
2 Mr. Naman Singla	Whole-time Director	Member
3 Mr. Nikunj Singla	Whole-time Director	Member

Changes in the composition of Corporate Social Responsibility Committee during the Financial Year 2025-2026.

During the year under review, there was no change in the composition of the Corporate Social Responsibility Committee in the Company.

Meetings of the Corporate Social Responsibility Committee during the Financial Year under review:

The details of the meeting of Corporate Social Responsibility Committee are as follows:

	Name of Committee Members and their attendance at each meeting
Designation	Brahm Datt Verma Chairman	Naman Singla Member	Nikunj Singla Member
S. No Date of Meeting
1. 25.10.2025	\u2713	\u2713	\u2713
2. 03.03.2026	\u2713	\u2713	\u2713
Total no. of Meetings attended by each Committee Members	Two (2)	Two (2)	Two (2)

11 CHANGES IN CAPITAL STRUCTURE OF YOUR COMPANY

Authorised Capital

The Authorised Capital of the Company is Rs.11,00,00,000/- (Rupees Eleven Crores Only) divided into 2,20,00,000 (Two Crore Twenty Lakhs) Equity Shares of face value of Rs. 5/- (Rupees Five Only) each fully paid up. During the year under review, there are no changes in the Authtorized share Capital of your Company.

Issued and Paid-up Share Capital

During the year under review, your Board of Directors of the Company has made an allotment of shares by way of Private Placement and Initial Public Offer.

(A) Private Placement

The Company raised funds aggregating to Rs.2,30,00,040/- (Rupees Two Crores Thirty Lakhs and Forty Only) (including securities premium of Rs.2,11,74,640/-) and, pursuant to a private placement, allotted 3,65,080 Equity Shares on April 05th, 2025 at an issue price of Rs.63/- per Equity Share (including a premium of Rs.58/- per Equity Share), having a face value of Rs.5/- each.

(B) Initial Public Offer (IPO)

During the Financial Year under review, the Company offered 42,22,400 equity shares (fresh issue) to the public on Initial Public Offer basis on September 22 nd , 2025. The issue was oversubscribed 6.19 times, and equity shares of the Company successfully got listed on NSE Limited (SME Platform) on September 29th, 2025.

Our Companys IPO was one of the most successful IPOs in the FY 2025-26.

Accordingly, the Authorized share Capital and paid-up Equity Share Capital of the Company as on financial year ended March 31, 2026, which is as follows:

Particulars	As on 31.03.2026	As on 31.03.2025
Authorized Share Capital	2,20,00,000 Equity Shares of Rs.5 each amounting to Rs.11,00,00,000/-	2,20,00,000 Equity Shares of Rs.5 each amounting to Rs.11,00,00,000/-
Paid up Share Capital	1,83,24,060 Equity Shares of Rs.5 each amounting to Rs.9,16,20,300/-.	1,37,36,580 Equity Shares of Rs.5 each amounting to Rs.6,86,82,900/- .

During the period under review, your Company has not bought back any of its securities/has not issued any Sweat Equity Shares / has not issued any Bonus Shares/ has not issued shares with differential voting rights and there has been no change in the voting rights of the shareholders.

12. STATEMENT BY THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR

Your Board of Directors is satisfied about the Integrity, Expertise, and Experience, including the proficiency of the Independent Directors has been appointed during the financial year under review in the Board of Directors of the Company.

13 UTILIZATION OF FUNDS RAISED THROUGH PUBLIC ISSUE (IPO)

The Company had raised funds through Initial Public Offer (IPO) on September 29th, 2025, where the equity shares are listed on NSE EMERGE Platform of National Stock Exchange of India Ltd. The proceeds of aforesaid issue are being utilized for the purpose for which it was raised by the Company in accordance with the terms of the issue.

An object of the issue mentioned below:

Our Company intends to utilize the Net Proceeds for the following objects:

S. No Original Object	Original Allocation (Rs. in lakhs)	Funds Utilized (Rs. in lakhs)
1 Capital Expenditure toward Setting up a new factory to manufacture Medium Voltage (Up to 33 KV) Cables & Covered Conductors	1445.51	474.07
2 Repayment/ prepayment of certain borrowings availed by the Company	447.56	447.56
3 Funding Working Capital requirements of the Company	705.48	705.48
4 General Corporate Purpose*	492.92	492.92
5 Offer related expenses	413.13	409.22

* The amount utilized for general corporate purposes shall not exceed 25% of the gross proceeds of the Issue.

14 EXPLANATION FOR DEVIATION(S) OR VARIATION(S) IN ACCORDANCE WITH REGULATION 32 OF SEBI (LODR) REGULATIONS,2015

The provisions of Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are applicable to the Company during the financial year under review.

The Company has duly complied with the requirements of Regulation 32 and has submitted the Statement of Deviation(s) or Variation(s) regarding the utilization of proceeds to the Stock Exchange(s) within the prescribed statutory timelines. The same has also been placed on the website of the Company in accordance with the applicable regulations.

15 DEPOSITS

During FY 2025-26, the Company has not accepted deposits from the public falling within the meaning of Section 73 of the Act and the Companies (Acceptance of Deposits) Rules 2014. As such no amount of deposit or interest thereon is outstanding as on March 31, 2026.

16 LOAN FROM DIRECTORS OR DIRECTORS RELATIVE

During the year under review, to the provisions of Section 73 of Companies Act, 2013 read with Rule 2 (1)(c)(viii) of the Companies (Acceptance of Deposit) Rules, 2014, the company has accepted borrowing(s) from its directors and relatives, mentioned as below:

S. No Name	Relation	Opening Balance (in lakhs)	Closing Balance (in lakhs)*
1 Mr. Purshotam Singla	Managing Director	374.67	374.93
2 Mr. Naman Singla	Whole Time Director	80.19	172.45
3 Mr. Nikunj Singla	Whole Time Director	117.67	119.55
4 Mrs. Shreya Jalani Singla	Director	14.06	14.34
5 Mrs. Vijay Lakshmi Singla	Relative of Director	258.61	263.85

*The closing balance of loans from directors and their relatives includes interest accrued on such borrowings.

17. PARTICULARS OF LOANS, GUARANTEE OR INVESTMENTS UNDER SECTION 186

The Company has not given any Loan, given any guarantee or provided security in connection with a Loan to any other body corporate or person and has not acquired by way of subscription, purchase or otherwise, the securities of any other body corporate.

18 PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH THE RELATED PARTIES UNDER SECTION 188 OF THE COMPNAIES ACT, 2013

During the year under review, all contracts / arrangements / transactions entered by the Company with related parties were in the ordinary course of business and on an arms length basis.

Therefore, the disclosure of information on transactions with related parties has been mentioned as such in Form AOC-2 placed as Annexure I of this report. Members may refer to Note no. 38 to the Financial Statement which sets out Related Party Disclosures pursuant to Indian Accounting Standards.

19 MATERIAL CHANGES AND COMMITMENTS 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 have been no material changes and commitments 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 this report, which forms part of this report.

20. MATERIAL EVENTS DURING THE YEAR UNDER REVIEW

During the financial year under review, the Company witnessed significant corporate developments, initiation and completion of the Initial Public Offer (IPO) process and listing of its Equity Shares on the NSE EMERGE Platform.

Approval and Launch of Initial Public Offer (IPO)

The Board of Directors, at its meeting held on April 21, 2025, approved the proposal to undertake an Initial Public Offer (IPO) of the Equity Shares of the Company, subject to the approval of the members and applicable regulatory authorities. The shareholders subsequently approved the IPO proposal at the Extraordinary General Meeting held on May 16, 2025.

In connection with the proposed public issue, the Company appointed Indorient Financial Services Limited as the Lead Manager and Skyline Financial Services Private Limited as the Registrar to the Issue and Share Transfer Agent.

In-Principle Approval from NSE

The Company applied to the National Stock Exchange of India Limited (NSE) for obtaining in-principle approval for listing of its Equity Shares on the NSE EMERGE Platform. NSE, vide its letter dated August 14, 2025, granted in-principle approval for the proposed listing. Thereafter, the Company filed its Prospectus dated September 15, 2025, with the Registrar of Companies, New Delhi.

Successful Completion of IPO and Listing of Equity Shares

The Initial Public Offer of the Company opened for subscription on September 22, 2025, and closed on September 24, 2025. Pursuant to the completion of the public issue, the Company applied for listing of its Equity Shares on the NSE EMERGE Platform. NSE granted its final listing and trading approval vide its letter dated September 26, 2025.

The Equity Shares of the Company were listed and admitted to dealings on the NSE EMERGE Platform with effect from September 29, 2025. The listing of the Companys Equity Shares marks a significant milestone in its growth journey and provides enhanced visibility, improved corporate governance standards, and access to capital markets for future growth opportunities.

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

Information on conservation of Energy, Technology absorption, Foreign Exchange earnings and outgo required to be disclosed under Section 134 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 are provided hereunder:

(A) CONSERVATION OF ENERGY

A. The steps taken or impact on conservation of energy;	Energy conservation continues to receive priority attention at all levels. All efforts are made to conserve and optimize the use of energy with continuous monitoring, improvement in maintenance and distribution systems and through improved operational techniques.
B. The steps taken by the company for utilizing alternate sources of energy;	The Company is conscious of the need to reduce dependence on conventional energy sources and is in the process of evaluating feasible options for utilizing alternate sources of energy. Appropriate steps will be taken in the future based on technical and commercial viability.
C. The capital investment on energy conservation equipment;	Capital investments in energy conservation equipment are not separately indicated as they are part of other substantive capital assets.

(B) TECHNOLOGY ABSORPTION

A. The efforts made towards technology absorption	The updation of technology is a continuous process and technology absorption implemented and adapted by the Company for innovation is based on as and when required. Efforts are continuously made to develop new products required in the industry.
B. The benefits derived like product improvement, cost reduction, product development or import substitution	Efforts are continuously made for product improvement, cost reduction, product development or import substitution.
C. In case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-	N.A.
(a) the details of technology imported
(b) the year of import
(c) whether the technology been fully absorbed
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof
D. The expenditure incurred on Research and Development.	N.A.

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO

A. Foreign Exchange Earning	NIL (Previous Year NIL)
B. Foreign Exchange Outgo	INR 1.61 Lakhs (Previous Year NIL)

22. AUDITORS AND THEIR REPORTS

STATUTORY AUDITOR

M/s Mittal Goel & Associates, Chartered Accountants (FRN NO. 017577N) , Chartered Accountants, were appointed as the Statutory Auditors of the Company for 5 Years from the conclusion of AGM of F.Y. 2025-26 until the conclusion of Annual General Meeting to be held for the Financial Year 2029-30 on such remuneration as mutually agreed between the Board of Directors of the Company and the Auditors.

The auditors have confirmed their eligibility under Section 141 of the Companies Act, 2013 and the Rules framed there under.

The Auditors Report does not contain any qualification, reservation, adverse remark or disclaimer. The Notes to the financial statements referred to in the Auditors Reports are self-explanatory and do not call for any further comments.

SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s Neha R & Associates, Practicing Company Secretaries (Firm Registration Number S2018HR576000), were appointed as Secretarial Auditors of the Company for five (5) consecutive financial years from 2025-26 to 2029-30.

Accordingly, the Secretarial Audit Report submitted by the secretarial auditor in the prescribed form MR- 3 is attached as Annexure II to this report and forms part of this report. There are no qualifications or adverse remarks of the Secretarial Auditors in the Report issued by them for the Financial Year 2025-26 which calls for any explanation from the Board of Directors.

In terms of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Audit Committee recommended, and the Board of Directors appointed M/s Neha R & Associates, Practicing Company Secretaries (Firm Registration Number S2018HR576000) as the Secretarial Auditor of the Company for five (5) consecutive financial years from 2025-26 to 2029-30. The Company has received their written consent that the appointment is in accordance with the applicable provisions of the Act and rules framed thereunder.

COST AUDITOR

Pursuant to the provisions of Section 148 of the Companies Act, 2013 and rules framed thereunder, the Board of Directors had appointed M/s. Ajay Kumar Singh & Co., Cost Accountants, (Firm Registration No. 000386) , as Cost Auditors of the Company for the financial year 2025-26 to audit the cost records for the financial year ended March 31, 2026. The Cost Auditor conducts the cost records of the Company and reports to the Audit Committee and Board from time to time.

The Cost Audit Report for the year ended March 31, 2026, does not contain any qualifications, reservation and adverse remarks.

INTERNAL AUDITOR

Pursuant to the provisions of the section 138 of the Companies Act, 2013 and rule 13 of the Companie (Accounts Rules) 2014 and on recommendation of Audit Committee, M/s A K G S R & CO., having FRN; 027579N , has been appointed as the Internal Auditor of the company to conduct an internal audit of the functions and activities of the company for the Financial Year 2025-26.

The Internal Auditor conducts the internal audit of the functions and operations of the Company and reports to the Audit Committee and Board from time to time. There are no qualifications or adverse remarks of the Internal Auditor in the Report issued by them for the Financial Year 2025-26 which calls for any explanation from the Board of Directors.

MAINTENANCE OF COST RECORDS

Pursuant to the provisions of Section 148 read with the Companies (Cost Records and Audit) Rules, 2014, your Company is required to make and maintain the cost records relating to the manufacture of electrical cables and conductors, including power cables, control cables, aerial bunch cables, instrumentation cables and building wires manufactured by your Company. Accordingly, the Cost records have been made and maintained by your Company during the financial year 2025-2026.

REPORTING OF FRAUDS BY AUDITORS

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

23 PARTICULARS OF EMPLOYEES

Particulars of employees as required in terms of the provisions of Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 are set out in Annexure III.

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

The Companys policy on prevention of sexual harassment at workplace is in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder. Pursuant to the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder an Internal Complaint Committee has been set up to receive & redress the complaints regarding sexual harassment under the aforesaid Act. All employee (permanent, contractual, temporary, trainees) is covered under the policy.

There was no complaint received from any employee during the Financial Year 2025-26 and hence, no complaint is outstanding as at the end of the year for redressal.

S. No Name of Director	Designation in the company	Position in Committee
1 Mrs. Shreya Jhalani Singla	Non-Executive Director	Presiding Officer
2 Mr. Naman Singla	Whole-time Director	IC Member
3 Mrs. Vandana	Company Secretary	IC Member
4 Mr. Amitabh Maudghal	-	External Member (NGO Representative)

During the financial year under review, the Company has complied with all the provisions of the POSH Act and the rules framed thereunder, the following details is confirmed:

a. Number of complaints of Sexual Harassment received in the Year	NIL
b. Number of complaints disposed off during the Year	NIL
c. Number of cases pending for more than 90 days	NIL

25. CORPORATE SOCIAL RESPONSIBILITY (CSR):

The Company falls within the ambit of Section 135 of the Companies Act, 2013, read with the Companies (Corporate Social Responsibility Policy) Rules, 2014. The applicability of CSR provisions was triggered based on the net profits of the Company for the financial year 2025–26.

In accordance with its CSR Policy and in compliance with Schedule VII of the Companies Act, 2013, the Company has spent an amount of INR 9,06,000 (Rupees Nine Lakh Six Thousand) towards eligible CSR activities during the financial year.

This amount represents 2% of the average net profits of the Company for the preceding three financial years and was disbursed through Pragati, a registered NPO, for Project Shiksha Sampoorna (impact-free holistic primary education to the underprivileged) and Sewa Bharti, a registered NPO, for the Diagnostic & Dialysis Centre project, as registered implementing agencies.

The Report on CSR activities as required under the Companies (CSR Policy) Rules, 2014 along with the brief outline of the CSR policy is annexed as Annexure IV and forms an integral part of this Report.

26 . COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961 and has extended all statutory benefits to eligible women employees during the year.

27. NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES

Since the Company does not have any Subsidiary, Joint Venture or Associate Company, the provisions of Rule 8(5)(iv) of the Companies (Accounts) Rules, 2014 are not applicable to the Company.

28 STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY

Pursuant to the requirement of the Companies Act, 2013 & rules made thereunder and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has a well-defined Risk Management Policy. Your Company recognizes risk management as an integral component of good corporate governance and fundamental in achieving its strategic and operational objectives. The policy is intended to improve decision making, define opportunities and to mitigate material events that may impact shareholder value. Your Company has taken adequate insurance to protect its assets.

29 DIRECTORS RESPONSIBILITY STATEMENT

To the best of our knowledge and belief and according to the information and explanations obtained by us, Directors make the following statements in terms of Section 134(3)(c) of the Companies Act, 2013:

a) That in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

b) They 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 at the end of the financial year and the profit or loss of the company for that period.

c) They 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.

d) They had prepared the annual accounts on a going-concern basis; e) They had laid down proper internal financial controls and that internal financial controls are adequate and operating effectively in Your Company;

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

30. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATION IN FUTURE

No significant and material orders were passed by the regulators or courts or tribunals which affect the going concern status and future operation of the Company.

31 STATEMENT REGARDING COMPLIANCES OF APPLICABLE SECRETERIAL STANDARDS ON BOARD AND ANNUAL GENERAL MEETINGS

Pursuant to the provisions of the Secretarial Standards, a statement is hereby given that your Company has complied with all the applicable Secretarial Standards issued by the Institute of Company Secretaries of India and made applicable as per Section 118(10) of the Companies Act, 2013, while conducting and organizing the Board and General Meetings.

32. CHANGE IN THE NATURE OF BUSINESS, IF ANY

There has been no change in the nature of the business of the company during the financial year under review.

33 DECLARATION BY THE INDEPENDENT DIRECTORS

All the Independent Directors have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and that they are not aware of any circumstances or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence. As on the date, all the Independent Directors on the Board of Your Company have registered themselves on the Independent Directors Databank.

And they have confirmed that there has been no change in circumstances affecting their status as Independent Directors during the year.

34. WHISTLE BLOWER POLICY AND VIGILANCE MECHANISM

The Company has established vigil mechanism via formulating and implementing the Vigil Mechanism Policy, which is in conformity with the provisions of section 177 of the Companies Act, 2013, and the rules made thereunder. Further, this policy enables the Directors and employees to report to the management genuine concerns and instances of unethical behavior, actual or suspected fraud, or violation of Your Company Code of Conduct.

This vigil mechanism of your Company is overseen and reviewed by the Audit Committee and which even provides adequate safeguard against victimization of employees and also provides direct access to the Chairperson of the Audit Committee in exceptional circumstances.

During the year under review, your Company did not receive any complaints. None of the personnel of your Company were denied access to the Audit Committee. The whistleblower policy and vigil mechanism is available on the Companys website of your Company.

35 CODE FOR PREVENTION OF INSIDER TRADING PRACTICES

In accordance with the SEBI (Prohibition of Insider Trading) Regulations 2015 as amended (SEBI PIT Regulations), the Company has adopted code of conduct for regulating monitoring and reporting of trading by designated persons and their immediate relatives, code of practices and procedures for fair disclosure of unpublished price sensitive information and policy for procedure of inquiry in case of leak of unpublished price sensitive information.

The aforementioned codes prohibit procuring, communicating, providing or allowing access to unpublished price sensitive information except where such communication is in furtherance of legitimate purposes performance of duties or discharge of legal obligations.

The aforementioned codes/guidelines also forbid insiders from trading in securities when they have access to sensitive price information that has not yet been published and when the trading window is closed.

However, an insider is entitled to formulate a trading plan for dealing in securities of the Company and submit the same to the compliance Officer for approval and public disclosure. In light of the aforementioned, the Company has established an adequate and effective system of internal controls to ensure compliance with the requirements of SEBI PIT Regulations.

36 INTERNAL CONTROL SYSTEM AND INTERNAL FINANCIAL CONTROL SYSTEM

The Company has established adequate internal control systems, including internal financial controls, commensurate with the size, scale, and nature of its operations. These controls are designed to provide reasonable assurance regarding the accuracy and reliability of financial reporting, the safeguarding of assets, the prevention and detection of fraud and errors, and compliance with applicable laws and regulations.

The framework ensures:

Timely and accurate financial reporting in accordance with the applicable Accounting Standards and other regulatory requirements.

Optimumutilization of resources, efficient monitoring, timely maintenance, and safety of assets.

Compliance with applicable laws, rules, regulations, internal policies, and management procedures.

The internal financial controls were reviewed and tested for adequacy and operating effectiveness during the year. Based on such evaluation, the Board is of the opinion that the Companys internal financial controls were found to be adequate and operating effectively as on March 31, 2026, in all material respects, as envisaged under Section 134(5) (e) of the Companies Act, 2013.

37 ANNUAL RETURN

Pursuant to Sections 92(3) and 134(3)(a) of the Act, a copy of the annual return of the Company as on March 31, 2026, will be made available on the website and can be accessed at www.primecabindia.com/investor-relations.php

38 HUMAN RESOURCES AND INDUSTRIAL RELATIONS

The Company is pleased to report that during the year under reporting, the industrial relations were cordial.

39 DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR

During the period under review, neither any application has been made nor any proceeding are initiated or pending against and/or by the Company under the Insolvency and Bankruptcy Code, 2016.

40 DETAILS OF DIFFERENCE BETWEEN THE AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS:

The Company has not made any settlements with the Banks and Financial Institutions. Therefore, there is nothing to report under this for the financial year under review.

41. NUMBER OF EMPLOYEES AS ON THE CLOSURE OF THE FINANCIAL YEAR

The Company is committed to maintaining a diverse and inclusive workplace. During the year, efforts were made to enhance gender balance across departments, especially in areas where female participation has traditionally been lower. Initiatives around womens leadership development, safety, flexible working arrangements, and return-to-work programs post-maternity were further strengthened.

As on the closure of the financial year ended 31st March 2026, the total number of employees on the rolls of the Company stood at 173 employees. The gender-wise breakup of employees is as follows:

Category	Number of Employees	Percentage (%)
Female	13	7.51%
Male	160	92.49%
Transgender	-	-
Total	173	100%

42 PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS INCLUDING INDEPENDENT DIRECTORS

In terms of the provisions of Section 134(3)(p) of the Companies Act, 2013 read with Rule 8(4) of the Companies (Accounts) Rules, 2014, the Nomination and Remuneration Committee has carried out the annual evaluation of Individual Directors of the Company; and the Board of Directors has carried out the annual evaluation of the performance of performance of the Board and its Committees and Independent Directors. Further, Independent Directors also reviewed the performance of the Non-Independent Director and Board as a Whole and performance of the Chairman. The evaluation sheet for evaluation of Board, committees and Directors/Chairman were circulated to the respective meetings of the Board, Nomination and remuneration Committee and Independent Directors Separate Meeting. A separate meeting of the Independent Directors was held on September 15, 2025, to consider the performance evaluation in accordance with Schedule IV of the Companies Act, 2013.

The performance of the Board is evaluated based on composition of the Board, its committees, performance of duties and obligations, governance issues etc. The performance of the committees is evaluated based on adequacy of terms of reference of the Committee, fulfilment of key responsibilities, frequency and effectiveness of meetings etc. The performance of individual Directors and Chairman was also carried out in terms of adherence to code of conduct, participation in board meetings, implementing corporate governance practices etc.

The Independent Directors are evaluated based on their participation and contribution, commitment, effective deployment of knowledge and expertise, effective management of relationship with stakeholders, integrity and maintenance of confidentiality and independence of behaviour and judgement.

Further, the Board has expressed its satisfaction and has been thankful to all its Independent Directors for sharing their knowledge and expertise, which has proved beneficial towards the progress of the Company.

43 FAMILIARIZATION PROGRAMS FOR INDEPENDENT DIRECTORS

The Board familiarization program comprises the following:

Induction program for new Independent Directors;

Presentation on business and functional issues;

Updating of business, branding, corporate governance, regulatory developments and investor relations matters.

Independent Directors are familiar with their roles, rights and responsibilities in the Company as well as with the nature of industry and business models of the Company by providing various presentations at board/committee meetings from time to time. These presentations provide a good understanding of the business to the Independent Directors which covers various functions of the Company and also an opportunity for the board to interact with the next level of management. There are opportunities for Independent Directors to interact amongst themselves.

Apart from the above, the Directors are also given an update on the environmental and social impact of the business, branding, corporate governance, regulatory developments and investor relations matters.

44 DISCLOSURE OF ACCOUNTING TREATMENT

The Company has not followed any treatment which is different from that prescribed in the applicable Accounting Standards. Therefore, there is no requirement by the management to furnish any explanation in relation thereto.

45 CORPORATE GOVERNANCE

The Company practices a culture that is built on core values and ethical governance practices and is committed to transparency in all its dealings. Further, pursuant to Regulation 15(2) SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015, exempt the Companies which have listed their specified securities on the SME Exchange to make the detailed disclosures in the Annual Report on the Corporate Governance as provided in para C, D and E of Schedule V of SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015.

Since, the Equity Shares of the Company are listed on the SME platform (NSE-emerge) of NSE Limited and accordingly the Company has not made detailed disclosures on the Corporate Governance in the Annual Report. However, the Company is in compliance to the extent of applicable sections of the Companies Act, 2013 with regard to Corporate Governance.

46 MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis (MD&A) Report for the year under review, prepared in accordance with the provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), is presented in a separate section, forms an integral part of this Annual Report as Annexure V .

47 COMPANYS WEBSITE

The Company has its fully functional website https:// www.primecabindia .com/ which has been designed to exhibit all the relevant details about the Company. The site carries a comprehensive database of information of the Company including the Financial Results, details of Board Committees, Corporate Policies/ Codes, business activities and current affairs of the Company.

48 POLICIES

The updated policies adopted by the Company as per statutory and governance requirements and are uploaded on website of the Company at www.primecabindia . com/investor-relations.php .

49 ACKNOWLEDGEMENT

The directors of the Company gratefully acknowledge all stakeholders of the Company for the co-operation and assistance received from financial institutions, Customers, Suppliers, Banks and Central and Government Authorities, dealers, vendors, banks and other business partners during the financial year. The Board of Directors also places on record their deep sense of appreciation for the commitment displayed by the employees, executives, staff and workers of The Company who have contributed to the growth and performance of the Company. The Directors of the Company look forward to the continued support of all stakeholders in the future.

	For and on behalf of the Board of Directors
	Prime Cable Industries Limited
	(Formerly Known as Prime Cable Industries Private Limited)
	Sd/-	Sd/-
	Purshotam Singla	Naman Singla
Date: 05/09/2026	Managing Director	Whole Time Director
Place: New Delhi	DIN: 01753320	DIN: 07101556