Pritika Auto Industries Ltd Directors Report

Dear Shareholders,

The Directors have pleasure in presenting their 45^thAnnual Report on the business and operations together with the Audited Statement of Accounts of the Company for the year ended 31^st March, 2025.

1.FINANCIAL RESULTS

The Financial results are briefly indicated below:

(Rs. In Lakhs)

Particulars	Standalone		Consolidated
	2024-25	2023-24	2024-25	2023-24
Revenue from operations (net)	35475.89	34071.63	35688.65	34209.34
Other Income	1024.63	214.91	943.41	162.11
Profit before Interest, Depreciation and Tax (PBIDT)	4912.59	4318.21	6658.23	5409.75
Interest	1169.01	1159.74	1603.27	1478.36
Profit before Depreciation and Tax (PBDT)	3743.58	3158.47	5054.96	3931.39
Depreciation	1385.62	1348.83	1975.10	1672.15
Profit before Tax Expenses	2357.96	1809.64	3079.86	2259.24
Tax Expenses	542.16	461.19	689.45	574.05
Profit after Tax	1815.80	1348.45	2390.41	1685.19
Other Comprehensive Income	7091.21	3658.93	(88.55)	(175.35)
Total Comprehensive Income	8907.01	5007.38	2301.86	1509.84
EPS- Basic	1.11	1.26	1.03	1.18
Diluted	1.11	1.19	1.03	1.11

The Standalone Revenue from the operations (net) for the Financial Year 2024-25 was Rs.35475.89 lac (Previous year Rs. 34071.63 lac). The company earned Net Profit of Rs. 1815.80 lac (Previous Year Rs. 1348.45 lac).The Total Comprehensive Income for the year was Rs. 8907.01 lac (Previous Year Rs. 5007.38 lac).

The Consolidated Revenue from the operations (net) for the Financial Year 2024-25 was Rs. 35688.65 lac (Previous Year Rs. 34209.34 lac). The company earned Consolidated Net Profit Rs. 2390.41 lac (Previous Year Rs. 1685.19 lac). The Consolidated Total Comprehensive Income for the year was Rs. 2301.86 lac (Previous Year Rs. 1509.84 lac).

There was no change in the nature of business of the company during the year.

2.INDUSTRIAL SCENARIO Indian Economy Outlook

Indias economic performance in FY25 has demonstrated resilience amid global uncertainties, with real GDP growth estimated between 6.3% and 6.5%. This steady growth trajectory is underpinned by robust domestic demand, strategic public investments, and a rebound in key sectors.

Deloittes May 2025 outlook projects Indias GDP growth in the range of 6.3% to 6.5% for FY25, with expectations of 6.5% to 6.7% for FY26. This optimistic forecast is attributed to tax incentives boosting consumer spending and strong domestic demand. However, potential headwinds include global trade uncertainties and the impact of international tariff regimes.

EYs assessment aligns with this outlook, projecting Indias real GDP growth at 6.4% for FY25 and 6.5% for FY26. The firm emphasizes the importance of well-calibrated fiscal strategies that support human capital development while maintaining fiscal prudence to enhance long-term growth prospects.

On the supply side, the agriculture sector is projected to grow by 3.8%, bolstered by favorable monsoon conditions and enhanced productivity in horticulture, livestock, and fisheries. The industrial sector is expected to expand by 6.2%, supported by growth in construction activities and utilities. The services sector continues to be a significant contributor, maintaining its upward trajectory.

Source: https://www2.deloitte.com/us/en/insights/economy/asia-pacific/india-economic-outlook.html https://www.pib.gov.in/PressReleasePage.aspx?PRID=2113316 https://www.ev.com/en in/services/tax/india-economic-pulse

Indian Auto-Components Industry

Amid speculation about a possible 25 per cent tariff imposition on imports by the US, the Indian automotive component industry is expected to maintain a steady growth trajectory and expand by 8-10 per cent in FY26. The sector, which saw a 14 per cent growth in FY24, is projected to witness a more moderate expansion of 7-9 per cent in FY25.

Credit rating agency ICRA forecasts that this growth will be driven by strong export performance, increasing localization of electric vehicle (EV) components, and rising demand in the aftermarket.

The auto component sector will incur capital expenditure (capex) of Rs 25,000-30,000 crore in FY26, focusing on capacity expansion, localization, and technological advancements, including EV components, ICRA estimates.

Demand from domestic Original Equipment Manufacturers (OEMs), which contribute over half of the industrys revenue, is expected to grow, aided by premiumisation and higher value addition. The replacement market is also set to grow by 5-7 per cent in FY25 and 7-9 per cent in FY26, fuelled by an increase in vehicle age, the rising popularity of used cars, and preventive maintenance trends.

Source: (https://www-business-standard-Com/industrv/auto/automotive-component-industrv-likelv-to-grow- 8-10-in-fy26-says-icra-125022001211 1.html?utm source=chatgpt.com)

Indian Agricultural Tractor Market

The Indian agricultural tractor market is a large and growing sector, driven by the countrys predominantly agrarian economy and increasing mechanization of farming practices. The market is expected to reach a value of USD 15.3 billion by 2034, with a compound annual growth rate (CAGR) of 7.0%. Key factors contributing to this growth include government initiatives to boost agricultural productivity, rising rural incomes, and the increasing use of tractors for non-agricultural purposes like construction and transport.

The market is dominated by Indian OEMs like Mahindra & Mahindra Limited, TAFE, International Tractors Ltd (Sonalika), and Escorts Limited. International players like Deere & Company and CNH also have a notable presence. Government initiatives, including subsidies and support for farm mechanization, contribute to market growth.

The industry is experiencing significant capital investments in manufacturing infrastructure, reflecting confidence in the markets growth potential. Major manufacturers are expanding their production facilities to meet the growing demand and incorporate advanced manufacturing technologies. In March 2024, Sonalika Tractors invested in two new plants in Hoshiarpur, Punjab, including a tractor assembly facility and a high- pressure foundry plant. Similarly, Escorts Kubota Ltd announced plans to invest approximately Rs 4,500 crore in a new manufacturing plant in Rajasthan, aiming to double their domestic tractor production capacity to 3.4 lakh units annually. These investments underscore the industrys commitment to enhancing production capabilities and maintaining technological leadership in the global market. Source: https://www.mordorintelligence.com/industry-reports/india-agricultural-tractor-machinery-market.

Source: https://www-mordorintelligence-Com/industrv-reports/india-agricultural-tractor-machinerv-market

Agricultural Tractors Market Outlooks

Industry poised to farm significant growth in CY2025. Having closed CY2024 with a strong performance in December (99,292 units, up 25.7% YoY), the Indian tractor industry has entered CY2025 on a bullish note. According to Hemant Sikka, President - Farm Equipment Sector, Mahindra & Mahindra, “Sentiments have remained positive in December on account of positive cash flow momentum from the kharif harvest. Additionally, favorable reservoir levels have resulted in strong sowing for the rabi season, further bolstering demand for tractors. Looking ahead, the tractor industry is poised for significant growth, underpinned by positive agricultural sentiments and favorable terms of trade for farmers.”

FADA too is optimistic about growth this year and states that dealers across vehicle categories sense resurgence in market confidence, fuelled by improved rural liquidity, evolving government policies and a wave of new product launches. Despite financing headwinds and heightened competition, many retailers believe that focused marketing strategies, robust supply chains and better alignment with customer preferences will create a foundation for sustained expansion.

Source:https://www.autocarpro.in/analvsis-sales/tvs-ahead-of-baiai-auto-ather-and-ola-in-e2w-sales-in-ianuarv-week-1-124280

3.SHARE CAPITAL

During the Financial Year 2024-25 the company has completed the Conversion of pending warrants into equity shares with allotment of 61,23,000 equity shares of the Face Value of Rs. 2 each per share on a premium of Rs. 17.00 per share on conversion of 61,23,000 Warrants. As on 31^st March, 2025, the paid up share capital of the company has become Rs. 33,30,25,334 divided into 16,65,12,667 equity shares of Rs. 2 each.

4.DIVIDEND

Considering the financial results and to plough back surplus of the Company, the Board did not recommend payment of any dividend for the year ended 31^st March, 2025.

5.TRANSFER TO RESERVE

During the financial year, there was no amount proposed to be transferred to the Reserves.

6.AUDITORS & AUDITORS REPORT

M/s. Sunil Kumar Gupta & Co., Chartered Accountants, New Delhi were reappointed as statutory auditors of the company for their second term of five years in the 43^rdAGM from the conclusion of 43^rd Annual General Meeting till the conclusion of 48^th Annual General Meeting to be held for the Financial Year 2027-28.

The Auditors Report for the fiscal 2025 does not contain any qualification, reservation or adverse remark. Further, in terms of section 143 of the Companies Act, 2013 read with Companies (Audit & Auditors) Rules, 2014, as amended, no fraud has been reported by the Auditors of the Company where they have reasons to believe that an offence involving fraud is being or has been committed against the company by officers or employees of the company.

7.DEPOSITS

The Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014. Hence, company need not to give details related to deposits. There is no non-compliance of the provisions of Chapter V of the Companies Act 2013.

8.PARTICULARS OF EMPLOYEES

Disclosure pertaining to the remuneration and other details as required under the Companies Act, 2013 read with rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and any amendments thereof, is attached as Annexure-A.

9.POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION

The Board has, on the recommendation of the Nomination & Remuneration Committee, adopted a policy for selection and appointment of Directors, Key Managerial Personnel, Senior Management and their remuneration.

-The Nomination & Remuneration Committee identifies and ascertains the integrity, qualification, expertise and experience of the person for appointment as Director and ensures that the candidate identified possesses adequate qualification, expertise and experience for the appointment as a Director.

-The Nomination & Remuneration Committee ensures that the candidate proposed for appointment as Director is compliant with the provisions of the Companies Act, 2013.

-The candidates appointment as recommended by the Nomination and Remuneration Committee requires the approval of the Board.

-In case of appointment of Independent Directors, the Nomination and Remuneration Committee satisfies itself with regard to the independent nature of the Directors vis- a-vis the Company so as to enable the Board to discharge its function and duties effectively.

-The Nomination and Remuneration Committee ensures that the candidate identified for appointment as a Director is not disqualified for appointment under Section 164 of the Companies Act, 2013.

-The policy can be viewed at companys website at https://pritikaautoindustries.com/nomination- remuneration-policy.pdf

10.CORPORATE GOVERNANCE

Report on Corporate Governance and Certificate of the Secretarial Auditors of your Company regarding compliance of the conditions of Corporate Governance as stipulated in Schedule V read with Regulation 34(3), of the SEBI (LODR) Regulations, are provided in a separate section and forms part of this Report as Annexure-B.

11.SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES

The company has one subsidiary namely ‘Pritika Engineering Components Ltd.

In accordance with the provisions of Section 129(3) of the Act, read with the Companies (Accounts) Rules, 2014, a report on the performance and financial position of the subsidiary is attached as Annexure-C to this Report.

Pritika Engineering Components Limited has one wholly owned subsidiary in the name of Meeta Castings Limited, which is a step down subsidiary of the company.

No other company has become or ceased to be associates or subsidiary or joint ventures during the year under purview.

12.STATEMENTS OF PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

Information in accordance with the provisions of Section 134 (3)(m) of the Act read with the Companies (Accounts) Rules, 2014 regarding Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo during the reporting period is attached herewith as Annexure-D.

13.RELATED PARTY TRANSACTIONS

Information on transactions with related parties pursuant to Section 134(3)(h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Form AOC-2 and forms part of this report as Annexure- E.

14.INVESTOR EDUCATION AND PROTECTION FUND (‘IEPF)

During the financial year 2025-26, the company would be transferring unpaid or unclaimed dividend amount for the financial year 2017-18 (Final Dividend) within 30 days from the due date of transferring the amount to IEPF i.e. 03.11.2025. Further, the Company is also required to transfer the shares in respect of which dividends have not claimed for seven consecutive years from the financial year 2017-18 (Final Dividend), to the demat account of the IEPF Authority. The Company has also given individual intimations to concerned shareholders indicating that such shares shall be transferred to IEPF Authority and also advertised in the newspapers seeking action from said shareholders. Accordingly, the concerned members are requested to claim the unclaimed dividend for the financial year 2017-18 (Final Dividend) on or before 15.10.2025.

15.ANNUAL RETURN

The copy of Annual Return as at 31^st March, 2025, is available on the companys website at http://www.pritikaautoindustries.com/annual-return.html.

16.SECRETARIAL AUDITORS AND SECRETARIAL AUDIT REPORT

Pursuant to the amended provisions of Regulation 24A of the SEBI Listing Regulations and Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Audit Committee and the Board of Directors have recommended the appointment of M/s S K Sikka & Associates, Company Secretaries, Chandigarh, as the Secretarial Auditor of the Company for a term of five consecutive years for the Financial year 2025-26 to 2029-30 i.e. from the conclusion of 45^th Annual general Meeting until the conclusion of 50^th Annual General Meeting of the Company to be held for the Financial Year 2029-30.

A brief profile and other relevant details of M/s S K Sikka & Associates, Company Secretaries, Chandigarh is provided in the Notice convening the ensuing AGM.

M/s S K Sikka & Associates, Company Secretaries, Chandigarh has consented to act as the Secretarial Auditor of the Company and confirmed that his appointment, if approved, would be within the limits prescribed under the Companies Act, 2013 and SEBI LODR Regulations. He has further confirmed that he is not disqualified to be appointed as the Secretarial Auditor under the applicable provisions of the Act, rules made thereunder, and SEBI Listing Regulations.

As required under section 204(1) of the Companies Act, 2013 and Rules made there under, the Company has appointed M/s S K Sikka & Associates, Company Secretaries, Chandigarh as Secretarial Auditor of the Company for the Financial Year 2024-25.The Secretarial Audit Report forms part of the Annual Report.

The Copy of Secretarial Audit Report for the Financial Year 2024-25 issued by Mr. Sushil K Sikka, Company Secretary in Practice has been attached and marked as Annexure - F. The Secretarial Auditors Report for the fiscal 2025 does not contain any qualification, reservation or adverse remark.

The Secretarial Audit Report of Pritika Engineering Components Ltd., the subsidiary of the company has been attached and marked as Annexure-G.

17.MANAGEMENT DISCUSSION ANALYSIS REPORT

The details forming part of Management Discussion and Analysis Report is annexed herewith to the Board Report as Annexure-H.

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

During the year under review no significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.

19.PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Details of loan, guarantee and investment covered under the provisions of Section 186 of the Act read with the Companies (Meetings of Board and its Powers) Rules, 2014 are given in the Notes to the financial statements.

20.CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Annual Report on CSR initiatives taken during the year is enclosed at Annexure-I. The company has also developed a policy on Corporate Social Responsibility which can be viewed at the companys website at https://www.pritikaautoindustries.com/csr-policv-pritika-auto.pdf

21.MEETINGS OF BOARD OF DIRECTORS

The Board met seven times during the year, the details of which are given in the Corporate Governance Report. The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and the Listing Regulations.

22.MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year to which this financial statements relate till the date of this report.

23.CORPORATE ACTIONS DURING THE YEAR 2024-25

During the current Financial Year, on exercise of option to convert the convertible warrants into equity shares by the warrant holders, the following corporate actions done by the Company:

•The Board of Directors of the company in its meeting held on 23.05.2024 has converted 12,98,000 warrants into 12,98,000 equity shares of face value of Rs. 2 each on a premium of Rs. 17 per share.

•The Board of Directors of the company in its meeting held on 28.09.2024 has converted 48,25,000 warrants into 48,25,000 equity shares of face value of Rs. 2 each on a premium of Rs. 17 per share.

24.COMPOSITION OF COMMITTEES

The Company has complied with the SEBI (LODR) Regulations along with the Companies Act, 2013 with respect to the Composition of the Committees as required therein and the details of which is given under Corporate Governance Report annexed to this Report.

25.BOARD EVALUATION

The Board of Directors have carried out an annual evaluation of its own performance, its various committees and individual directors pursuant to the provisions of the Act and the Corporate Governance requirements as prescribed under Regulation 17(10), 25(4) and other applicable provisions of the SEBI (LODR) Regulations. The manner of evaluation is provided in the Corporate Governance Report.

26.DIRECTORS AND KEY MANAGERIAL PERSONNEL Directors:

Re-Appointment of Director

Mr. Narinder Kumar Tyagi, Director (DIN:00483827) retires by rotation at the ensuing Annual General Meeting, and being eligible offers himself for re-appointment.

Independent Directors

Independent Directors on your Companys Board have submitted declarations of independence to the effect that they meet the criteria of independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. In the opinion of the Board our Independent Directors possesses requisite qualification, experience and hold high standards of integrity for the purpose of Rule 8(5)(iii a) of the Companies (Accounts) Rules, 2014.

Change in Composition of Board

During the Financial Year 2024-25 there were following changes in the composition of Board of Directors:

Mrs. Neha, Independent Director ceased to be director on 23^rd April, 2024 on completion of her second term. Mrs. Kritika Goyal was appointed as an Independent Director w.e.f. 23^rd April, 2024 for a period of three years.

Mr. Narinder Kumar Tyagi, CFO of the company was also appointed as Director w.e.f. 23^rd April, 2024. He was appointed as Whole Time Director w.e.f. 17^th July 2024.

During the current year the Board appointed Mr. Bishwanath Choudhary as an Additional Director in the category of Independent Director w.e.f. 24^th June, 2025 for a period of five years subject to approval of the members in the ensuing Annual General Meeting. Mr. Yudhisthir Lal Madan ceased to hold office w.e.f. 31^st July, 2025, upon completion of his second consecutive term as Non-Executive Independent Director of the Company.

Key Managerial Personnel

During the Financial Year 2024-2025 on the recommendation of Nomination & Remuneration Committee and Board of Directors, the members of the company has:

Re-appointed Mr. Harpreet Singh Nibber (DIN: 00239042) as Chairman & Managing Director of the company for a period ofthree years, w.e.f. 01/04/2025.

Re-appointed Mr. Ajay Kumar (DIN: 02929113) as Whole Time Director of the company for a period of three years, w.e.f. 01/04/2025.

Appointed Mr. Narinder Kumar Tyagi (DIN: 00483827), Chief Financial Officer as Whole Time Director, of the company for a period of three years, w.e.f. i.e. 17/07/2024.

27.DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134 (5) of the Companies Act, 2013, with respect to Directors Responsibilities Statement, it is hereby confirmed that:

a. In the preparation of the annual accounts for the financial year ended 31^st March, 2025 the applicable accounting standards had been followed along with proper explanation relating to material departures.

b. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 of the profit or loss of the Company for the year under review.

c. The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d. The Directors had prepared the accounts for the financial year ended 31st March, 2025 on a going concern basis.

e. The Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

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

28.COST AUDITORS

As per requirement of the Regulation 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, M/s. Khushwinder Kumar & Co., Cost Accountants, (Firm Registration No. 100123) was appointed as Cost Auditor to audit the Cost Accounts of the company for the Financial Year 2024-25.

On the recommendation of Audit Committee, the Board has appointed M/s. Verma Khushwinder & Co., Cost Accountants, (Firm Registration No. 000469) as Cost Auditor to audit the Cost Accounts of the company for the Financial Year 2025-26.

As required under the Act, a resolution seeking members ratification for remuneration payable to the Cost Auditor for the financial year 2025-26, forms part of the notice convening the Annual General Meeting for their ratification.

29.INTERNAL AUDITORS

The Board has re-appointed M/s A. K. Sood & Associates, Chartered Accountants, Chandigarh as Internal Auditors of the Company for financial year 2025-26.

30.COST RECORDS

As specified by the Central government under sub section (1) of section 148 of the Companies Act, 2013, the company has been maintaining cost records.

31.INTERNAL FINANCIAL CONTROLS & RISK MANAGEMENT

Pursuant to the provisions of Section 177(4) & Section 134(3)(n) of the Companies Act, 2013, the Board has developed Internal Finance Control Policy to identify and mitigate risks. The provisions of Regulation 21 of SEBI Listing Regulations 2015 pertaining to Risk Management Committee are not applicable to the company.

32.WHISTLE BLOWER POLICY AND VIGIL MECHANISM

To create enduring value for all stakeholders and ensure the highest level of honesty, integrity and ethical behavior in all its operations, the Company has established a vigil mechanism and formulated Whistle Blower Policy. This policy aspires to encourage all employees to report suspected or actual occurrence of illegal, unethical or inappropriate events (behaviors or practices) that affect Companys interest/image.

33.DISCLOSURE UNDER REGULATION 32 (7A) OF SEBI (LODR) REGULATIONS, 2015

The Board of Directors in their meeting held on March 16, 2023 came with a Preferential Issue and allotted 1,60,00,000 fully convertible warrants to Non-Promoter Public Category at an issue price of Rs. 19/- per warrant on receipt of 25% of the Issue Price as application money.

During the financial year 2024-25, 61,23,000 warrants were converted into Equity Shares on receipt of balance 75% of the Issue Price. The funds so raised on allotment of convertible warrants and further on their conversion into equity were fully utilized for the purpose for which these were raised and in accordance with the objectives of the said preferential issue stated in the explanatory statement to the notice of Extra Ordinary General Meeting dated January 30, 2023 and there had been no deviation or variation in the use of the proceeds/ funds so raised. As on March 31, 2025 no warrants were outstanding for conversion.

34.DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The company has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Company did not receive any complaint during the year and the details required pertaining to complaints are mentioned below:

(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 ninety days	Nil

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

36.During the year under review, the Company has complied with the provisions relating to the Maternity Benefit Act, 1961.

37.The accounts of the company with banks and financial institutions are regular. There was no default and as such there was no One Time Settlement with any bank or Financial Institution.

38.COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has complied with the applicable Secretarial Standards in the Financial Year 2024-25.

39.ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The Company is well equipped with adequate internal financial controls. The Company has a continuous monitoring mechanism which enables the organization to maintain the same standards of the control systems and help them in managing defaults, if any, on timely basis because of strong reporting mechanisms followed by the Company.

40.CODE OF CONDUCT

The Board has laid down a Code of Conduct (“Code”) for Board Members, Managerial Personnel and for Senior Management Employees of the Company. This Code has been posted on the Companys website at https://www.pritikaautoindustries.com/codes-policies.html. All the Board Members and Senior Management Personnel have affirmed compliance with this code. The Board has also laid down a Code of Conduct for Independent Directors pursuant to Section 149(8) and Schedule IV to the Companies Act, 2013 via terms and conditions for appointment of Independent Directors, which is a guide to professional conduct for Independent Directors and has been uploaded on the website of the Company. A declaration by the Managing Director & CEO in terms of SEBI LODR Regulations, 2015 to the effect that members of the Board and senior management personnel have affirmed compliance with this Code of Conduct is attached with this Report.

41.NON-DISQUALIFICATION OF DIRECTORS

All the directors of the Company are non-disqualified and certificate for the same from the Practicing Company Secretary is annexed with the report.

42.POLICY FOR PRESERVATION OF DOCUMENTS

Pursuant to the Regulation 9 of SEBI (LODR), 2015 the Company has maintained the policy of preservation of documents to keep the documents preserve as per Regulation 9(a) & 9(b)of SEBI (LODR), 2015 and the same has been uploaded on the website of the Company on https://www.pritikaautoindustries.com/archival- policv.pdf

43.REGISTRAR AND SHARE TRANSFER AGENT INFORMATION

Satellite Corporate Services Pvt. Ltd.

Regd. Office: Office No. 106 & 107, Dattani Plaza, East West Indl. Compound,

Andheri Kurla Road, Safed Pool, Sakinaka, Mumbai - 400072.

Tel: 022-28520461, 022-28520462 Email Id:info@satellitecorporate.com

service@satellitecorporate.com Website: www.satellitecorporate.com

44.ACKNOWLEDGEMENTS

Your Directors wish to express their sincere appreciation to all the Employees for their contribution and thanks to our valued clients, Bankers and shareholders for their continued support.

For and on behalf of the Board of Directors	Sd/-
Date: 13.08.2025	Harpreet Singh Nibber
Place: Mohali	Chairman & Managing Director DIN: 00239042