Purple Agrotech Industries Ltd Directors Report

TO,

THE MEMBERS

PURPLE AGROTECH INDUSTRIES LIMITED

(Formerly known as Purple Entertainment Limited)

Your directors have pleasure in presenting the Directors Report of your Company together with the Audited Statement of Accounts and the Auditors Report of your company for the financial year ended, 31st March, 2026.

1. FINANCIAL HIGHLIGHTS:

The standalone financial statements for the year ended 31st March, 2026 have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under Section 133 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014.

(Rs. in Lakhs)

Particulars	Standalone
	2025-26	2024-25
Revenue from operations	1999.59	-
Other Income	101.51	123.01
Total Income	2101.10	123.01
Expenses	2077.75	81.68
Profit before tax	23.35	41.33
Less: Tax Expense	6.90	10.53
Profit after Tax	16.45	30.80
Other comprehensive Income (net of taxes)	-	-

2. STATE OF COMPANYS AFFAIRS AND FINANCIAL PERFORMANCE:

The Company has achieved total revenue of Rs. 2101.10 Lakhs as against that of Rs. 123.01 Lakhs in the previous year. The Profit before Tax for the year amounts to Rs. 23.35 Lakhs against that of Rs. 41.33 Lakhs in the previous year. The Profit after tax amounted to Rs. 16.45 Lakhs against that of Rs. 30.80 Lakhs in the previous year. Your directors are striving hard to improve performance of the Company.

3. CHANGE IN NATURE OF BUSINESS:

During the financial year under review, the Company has changed its line of business from entertainment sector to trading of agricultural commodities, after approval of members of the company at the AGM held on 30th September, 2025 and subsequently approved by the Ministry of Corporate Affairs (MCA) on 4th November, 2025.

The change was undertaken after evaluating the prevailing market conditions, future growth opportunities, and the long-term strategic objectives of the Company. The Board believes that the new business activities offer better prospects for sustainable growth, profitability, and enhanced value creation for the stakeholders.

All necessary approvals, wherever applicable, including statutory and regulatory approvals, have been obtained for undertaking the new line of business. The Company has commenced operations in the new business segment and will continue to focus on strengthening its presence in this area.

The Board is confident that the change in the nature of business will contribute positively to the Companys performance in the coming years.

4. DIVIDEND AND DIVIDEND DISTRIBUTION POLICY:

Considering the present financial status of the Company, your directors do not recommend any dividend for the year under report. In terms of the regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board approved and adopted Dividend Distribution Policy of the Company. The policy can be accessed at the website of the Company https://purpleagrotech.com/code-of-conduct/.

5. RESERVES AND SURPLUS:

The Board of Directors has decided to retain the entire profit for the current financial year and transferred the same to the Reserves and Surplus account.

6. SHIFTING OF REGISTERED OFFICE:

During the year under review, the registered office of the Company was shifted from 30-B, Third Floor, Ajanta Complex, Income Tax, Ashram Road, Ahmedabad, Gujarat, India, 380009 to B-301, Titanium City Centre, Near Sachin Tower, 100 Feet Ring Road, Anandnagar, Satellite, Jodhpur Char Rasta, Ahmedabad, Ahmadabad City, Gujarat, India, 380015 with effect from 4th November, 2025.

7. ALTERATION OF MEMORANDUM OF ASSOCIATION:

During the year under review, the Company made the following alterations to its Memorandum of Association. The Board of Directors, at its meeting held on 1st September, 2025, approved the proposed alterations to the Memorandum of Association, which were subsequently approved by the Members of the Company at the AGM held on 30th September, 2025.

Accordingly, the Memorandum of Association of the Company was altered by replacing the existing clauses in the main object clause III(A) of the Memorandum of Association of Company with the new object clauses (1) to (9) in the main object clause III(A) of the Memorandum of Association of Company.

8. During CHANGE OF NAME OF THE COMPANY:the year under review, the Company has changed its name from "PURPLE

ENTERTAINMENT LIMITED" to "PURPLE AGROTECH INDUSTRIES LIMITED" approved at the meeting of Board of Directors held on 20th August, 2025, which were subsequently approved by the Members of the Company at the AGM held on 30th September, 2025.

9. MATERIAL CHANGES AND COMMITMENTS

2026, a penalty of 50 Lakhs was imposed and a restraint period of 4 yearsPursuant to SEBI Final Order bearing No. WTM/AS/IVD-2/ID16/32460/2026-27 dated 30th June, from the date of the Order was directed. There were no other material changes or commitments affecting the financial position of the Company between the end of the financial year and the date of this report, except as stated above. Company has filed appeal for the same at SAT.

10. SHARE CAPITAL OF THE COMPANY

(A) AUTHORIZED SHARE CAPITAL

The authorized share capital of the Company as on 31st March, 2026 was Rs. 10,25,00,000/- (Rupees Ten Crore Twenty Five Lakhs Only) divided into 1,02,50,000 (One crore Two Lakh Fifty Thousand) Equity Shares of Rs. 10/- (Rupees Ten only) each.

(B) PAID-UP SHARE CAPITAL

The paid-up Equity share capital of the Company as on 31st March, 2026 is Rs. 8,64, 59,650/- (Rupees Eight Crore Sixty-Four Lakh Fifty-Nine Thousand Six Hundred Fifty Only) divided into 86,45,965 (Eighty-Six Lakh Forty-Five Thousand Nine Hundred Sixty-Five) equity shares of Rs. 10/- (Rupees Ten Only) each.

11. ANNUAL RETURN

The copy of Annual Return as per under section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, is available on the website of the company for your kind perusal and information. The link of the website is https://purpleagrotech.com/annual-return/.

12. MEETINGS OF THE BOARD OF DIRECTORS

During the Financial Year 2025-26, the Company held Ten (10) board meetings of the Board of Directors as per Section 173 of Companies Act, 2013 which is summarized below. The provisions of Companies Act, 2013 and SEBI LODR were adhered to while considering the time gap between two meetings.

Sr. No.	Date of Meeting	Board Strength	No. of Directors Present
1.	30/05/2025	5	5
2.	20/06/2025	5	5
3.	14/08/2025	5	5
4.	20/08/2025	6	6
5.	01/09/2025	7	7
6.	10/10/2025	7	7
7.	04/11/2025	7	7
8.	14/11/2025	9	9
9.	03/02/2026	5	5
10.	13/02/2026	5	5

13. DIRECTORS RESPONSIBILITY STATEMENT

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for the year ended 31st March, 2026; the Board of Directors hereby confirms that:

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) The directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

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

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

(e) The directors, in the case of a listed company, 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.

14. AUDITORS AND REPORT THEREON

Based on the recommendations of the Audit Committee and board of directors, Members of the company at the Annual General Meeting held on 27th September, 2023 appointed M/s. H S K & CO. LLP, Chartered Accountants, (FRN: 117014W) as the Statutory Auditors for the term of 5 (five) years commencing from the conclusion of the Annual General Meeting till the conclusion of the Annual General Meeting to be held in Financial Year 2028.

The Auditors have issued an unmodified opinion on the standalone Financial Statements for the financial year ended 31st March, 2026. The said Auditors Report for the financial year ended 31st March, 2026 forms part of this Annual Report.

Below are the explanation or comments from the Board of Directors under Section 134(3) of the Companies Act, 2013 on observations, qualification, adverse remark or reservation given by the of Statutory Auditors on Accounts for the year ended 31st March, 2026.

Sr. No.	Observations or qualifications	Boards Explanations or Comments
1.	The company has not used accounting software for maintaining its books of accounts which has a feature of recording audit trail (edit log) facility and the same has not been operated up till September 30, 2025 for all relevant transactions recorded in the software. Additionally, the audit trail of prior year(s) has not been preserved by the Company as per the statutory requirements for record retention to the extent it was enabled and recorded in the respective years.	Company has implemented an audit- trail-enabled (edit log) system w.e.f. 1st October, 2025.
2.	In our opinion, though the Company is required to have an internal audit system under section 138 of the Companies Act, 2013, it does not have the same established for the year.	Company has made efforts to identify and appoint a suitable and competent person for the position of Internal Auditor; however, the Company has not yet been able to identify a suitable candidate meeting the requisite qualifications and experience. Company is in process of Complying the same.

The Auditors have not reported any matter to the Company required to be disclosed under Section 143(12) of the Companies Act, 2013.

15. LOANS, GUARANTEES AND INVESTMENTS

The company has not given any guarantees or made any Investments under section 186 of the Companies Act, 2013. The details of the loan made by company are given in the notes to the financial statements.

16. RELATED PARTY TRANSACTIONS aIn line Policywith onthe therequirements Related Partyof the Transactions,Act and the SEBI whichListing is availableRegulations, on thetheCompanys has websiteadopted at https://purpleagrotech.com/code-of-conduct/.

All the related party transactions and subsequent modifications are placed before the Audit Committee for their review and approval. Prior Omnibus approval is obtained before the commencement of each financial year, for the transactions that are repetitive in nature and for unforeseen transactions, subject to a prescribed financial limit. A statement of all related party transactions is placed before the Audit Committee on a quarterly basis specifying the nature, value and terms & conditions of the transactions.

During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions or which is required to be reported in Form No. AOC-2 in terms of Section 134 (3) (h) read with Section 188 of the Act and Rule 8 (2) of the Companies (Accounts) Rules, 2014.

17. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE

OUTGO:

(A) Conservation of energy and Technology absorption

As required under section 134(3)(m) of the companies Act, 2013 read with Rule 8 of the companies (Accounts) Rules 2014, Your Company has no activities relating to Conservation of Energy, Technology Absorption etc undertaken by the company during the year under review.

(B) Foreign exchange earnings and Outgo

There were no foreign exchange earnings and outgo during the year under review.

18. RISK MANAGEMENT

The Company has laid down a well-defined Risk Management Policy. The Board periodically reviews the risk and suggests steps to be taken to control and mitigate the same through a proper defined framework. The Risk Management Policy has been uploaded on the website of the Company and can be accessed at https://purpleagrotech.com/wp-content/uploads/2026/02/RISK-ASSESSMENT-AND-MANAGEMENT-POLICY.pdf.

19. DIRECTORS AND KMP

As on date of the report, the Board of Directors of the Company comprises of Five Directors, of which one Managing Director, one Executive Director and two Independent Directors (including Woman Independent Director).

The constitution of the Board of Directors of the Company is in accordance with Section 149 of the Companies Act, 2013 and Regulation 17 of the Listing Regulations, as amended from time to time.

1. Mr. Chirag Kirtikumar Shah (DIN: 08111288) retires by rotation at the ensuing 52nd Annual General Meeting and being eligible, offers himself for re-appointment in accordance with the section 152 of the Companies Act, 2013.

2. Mrs. Lata Gaurav Kimtani (DIN: 11754072) has appointed as Independent Director of the Company w.e.f. 3rd June, 2026. Further, the Board of Directors has recommended the regularization of her appointment for the approval of the Members at the ensuing 52nd Annual General Meeting of the Company.

Due to change in Management of the Company, there were some Appointment and Resignation of Directors/KMPs which are as under:

1. Mrs. Nidhi Bharatbhai Sarkhedi (DIN: 11225959) was appointed as Non- Executive Independent Additional Director of the Company w.e.f. 14th August, 2025. Her appointment was subsequently regularized by the members of the Company at the Annual General Meeting held on 30th September, 2025. Thereafter, she resigned from the post of Director w.e.f. 14th November, 2025.

2. Mr. Naishadh Dineshbhai Modi (DIN: 06538916) was appointed as Executive Additional Director of the Company w.e.f. 20th August, 2025. His appointment was subsequently regularized by the members of the Company at the Annual General Meeting held on 30th

September, 2025. Thereafter, the Board of Directors, at its meeting held on 14th November, 2025 appointed the him as Managing Director and CFO of the Company subject to the approval of the Members. Subsequently, at its meeting held 29th May, 2026, the Board appointed him as the Chairman of the Company. Further, Board has recommended to the Members the appointment of Mr. Naishadh Dineshbhai Modi (DIN: 06538916) as the Managing Director and Chief Financial Officer of the Company, for their approval at the ensuing 52nd Annual General Meeting.

3. Mrs. Jalpaben Nirav Joshi (DIN: 10184953) was appointed as Non- Executive Independent Additional Director of the Company w.e.f. 1st September, 2025. Her appointment was subsequently regularized by the members of the Company at the Annual General Meeting held on 30th September, 2025. She resigned from the post of Director w.e.f. 3rd June, 2026.

4. Mrs. Manjulaben Navinchandra Kothari (DIN: 08012476) ceased to be Independent Director of the Company w.e.f. 22nd September, 2025 due to her sad demise.

5. Ms. Anjali Akshani has resigned from the post of Company Secretary and Compliance Officer of the Company w.e.f. 10th October, 2025.

6. Mr. Manthan Gumansinh Thakor (DIN: 11356766) was appointed as Non- Executive Independent Additional Director of the Company w.e.f. 4th November, 2025. Further, the Board of Directors has recommended the regularization of his appointment for the approval of the Members at the ensuing 52nd Annual General Meeting of the Company.

7. Mr. Pradip Sudhakarbhai Birewar (DIN: 10672246) was appointed as Non-Executive and Non-Independent Director of the Company w.e.f. 4th November, 2025. Further, the Board of Directors has recommended the regularization of his appointment for the approval of the Members at the ensuing 52nd Annual General Meeting of the Company.

8. Mr. Alkesh Ajitkumar Shah (DIN: 09264246) has resigned from the post of Independent Director of the Company w.e.f. 14th November, 2025.

9. Ms. Dimple Alkeshkumar Shah (DIN: 09264261) has resigned from the post of Independent Director of the Company w.e.f. 14th November, 2025.

10. Mr. Mahavir Kamleshbhai Viramgami (DIN: 09618623) has resigned from the post of Independent Director of the Company w.e.f. 14th November, 2025.

11. Mr. Chirag Kirtikumar Shah (DIN: 08111288) has resigned from the Post of Managing Director and changed his designation to Executive Director of the company w.e.f. 14th November, 2025.

12. Ms. Seema Gupta has appointed as Company Secretary and Compliance Officer of the Company w.e.f. 3rd February, 2026.

Composition of Board as on 31st March, 2026:

Sr. No.	Name	DIN	Designation
1	Naishadh Dineshbhai Modi	06538916	Managing Director and CFO
2	Chirag Kirtikumar Shah	08111288	Executive Director
3	Pradip Sudhakarbhai Birewar	10672246	Non-Executive and Non- Independent Director
4	Manthan Gumansinh Thakor	11356766	Independent Director
5	Jalpaben Nirav Joshi	10184953	Independent Director

20. NOMINATION AND REMUNERATION POLICY

The Company has adopted a Nomination and Remuneration Policy in accordance with the provisions of Section 178 of the Companies Act, 2013 and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time.

The Policy lays down the criteria for appointment, re-appointment, qualification, remuneration, evaluation, and removal of Directors, Key Managerial Personnel and Senior Management Personnel. The Policy also provides the framework for determining the qualifications, positive attributes and independence of Directors. The Nomination and Remuneration Policy is available on the Companys website at https://purpleagrotech.com/wp-content/uploads/2026/02/NOMINATION-REMUNERATION-AND-EVALUATION-POLICY.pdf and may be accessed by the members.

21. STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY,

EXPERTISE AND EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR:

With regard to integrity, expertise and experience (including the proficiency) of the Independent Directors appointed/ re-appointed during the Financial Year 2025- 26, the Board of Directors have taken on record the declarations and confirmations submitted by the Independent Directors and is of the opinion that all the Independent Directors are persons of integrity and possess relevant expertise and experience and their continued association as Directors will be of immense benefit and in the best interest of the Company.

22. STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS

The Company has received declaration from all the Independent Directors of the Company confirming that they meet criteria of independence as prescribed under Section 149(6) of the Companies The Independent Directors have also confirmed that they have complied with the Companys Code Act, 2013 and Regulation 16(1)(b) of the Listing Regulations at the time of appointment. of Business Conduct and Ethics.

23. FAMILIARIZATION PROGRAMME FOR THE INDEPENDENT DIRECTORS

The Company follows a well-structured induction programme for orientation and training of Directors at the time of their joining to provide them with an opportunity to familiarise themselves with the Company, its management, its operations and the industry in which the Company operates. At the time of appointing a director, a formal letter of appointment is given to him/her, which inter-alia explains the role, function, duties and responsibilities expected of him/her as a Director of the Company. The Director is also explained in detail the Compliance required from him/her under the

Companies Act, 2013, the Listing Regulations and other relevant regulations and affirmation taken with respect to the same.

24. DEPOSITS

Your 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.

25. CORPORATE SOCIAL RESPONSIBILITY

The company does not meet the criteria of Section 135 of Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 so there is no requirement to constitute Corporate Social Responsibility Committee.

26. DISCLOSURE RELATING TO REMUNERATION:

Information required under Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 was reported as

ANNEXURE I.

As27.perNOMINATION the sectionAND 178(1)REMUNERATION of the CompaniesCOMMITTEE:Act, 2013 the Companys Nomination and

Remuneration Committee comprises of three Non-executive Directors. The table sets out the composition of the Committee as on 31st March, 2026:

Name of the Director	Position held in the Committee	Category of the Director
Mr. Manthan Gumansinh Thakor	Chairman	Independent Director
Mrs. Jalpaben Nirav Joshi	Member	Independent Director
Mr. Pradip Sudhakarbhai Birewar	Member	Non-Executive Non-Independent Director

During the Financial Year, the Company underwent a changes in the board, pursuant to which the Nomination and Remuneration Committee was reconstituted w.e.f. 15th November, 2025.

During the year under review, a total six meetings of the Nomination and Remuneration Committee were held, on 14th August, 2025, 20th August, 2025, 1st September, 2025, 4th November, 2025, 14th November, 2025 and 3rd February, 2026.

28. AUDIT COMMITTEE

According to Section 177 of the Companies Act, 2013 the companys Audit Committee comprised of three directors. The table sets out the composition of the Committee as on 31st March, 2026:

Name of the Director	Position held in the Committee	Category of the Director
Mrs. Jalpaben Nirav Joshi	Chairman	Independent Director
Mr. Manthan Gumansinh Thakor	Member	Independent Director
Mr. Naishadh Dineshbhai Modi	Member	Managing Director and CFO

During the Financial Year, the Company underwent a changes in the board, pursuant to which the Audit Committee was reconstituted w.e.f. 15th November, 2025.

During the year under review, a total five meetings of the Audit Committee were held, on 30th May, 2025, 14th August, 2025, 1st September, 2025, 14th November, 2025 and 13rd February, 2026.

29. STAKEHOLDERS RELATIONSHIP COMMITTEE

According to Section 178(5) of the Companies Act, 2013 the companys Stakeholders Relationship Committee comprised of three directors. The table sets out the composition of the Stakeholders Relationship Committee as on 31st March, 2026:

Name of the Director	Position held in the Committee	Category of the Director
Mrs. Pradip Sudhakarbhai Birewar	Chairman	Non-Executive Non-Independent Director
Mr. Naishadh Dineshbhai Modi	Member	Managing Director and CFO
Mr. Manthan Gumansinh Thakor	Member	Independent Director

During the Financial Year, the Company underwent a changes in the board, pursuant to which the Stakeholders Relationship Committee was reconstituted w. .f. 15th November, 2025. During the year under review, total one meetings of the Stakeholders Relationship Committee were held, on 20th May, 2025.

30. SECRETARIAL AUDIT REPORT

Pursuant to provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and any other applicable provisions of the Companies Act, 2013 and the rules made thereunder the company has appointed CS Alpana Sethia, Practising Company Secretary, (COP: 5098, Membership No. A15758), a Peer Reviewed Firm, as a Secretarial Auditor of the Company for the Financial Year 2025-2026 due to casual vacancy caused due to resignation of M/s. Khushbu Trivedi & Associates , Practicing Company Secretary.

Furthermore, The Board of Directors of the Company, pursuant to the recommendations of the Audit Committee, has recommended appointment of CS Alpana Sethia, Practising Company Secretary, (COP: 5098, Membership No. A15758), as the Secretarial Auditors of the Company for a term of 5 (five) consecutive financial years commencing from 1st April, 2026 till 31st March, 2031 subject to approval of Members in the ensuing Annual General Meeting.

In terms of Section 204 of the Act and Rules made there under, CS Alpana Sethia, Practising Company Secretary, (COP: 5098, Membership No. A15758), a Peer Reviewed CS, has been appointed as the Secretarial Auditor of the Company for the Financial Year 2025-2026 and for the same MR-3 Secretarial Audit Report was issued as ANNEXURE II. The said report contains certain observation or qualifications which are as under:

Sr. No.	Observation or qualifications	Boards Explanations or Comments
1.	Company has not appointed an Internal Auditor as per section 138 of the Companies Act, 2013 during the financial year 2025-26.	Company has made efforts to identify and appoint a suitable and competent person for the position of Internal Auditor; however, the Company has not yet been able to identify a suitable candidate meeting the requisite qualifications and experience. Company is in process of appointing the same.
2.	The Company did not appoint a Chief Financial Officer as required under Section 203 of the Companies Act, 2013, up to 13th November 2025. Mr. Naishadh Dineshbhai Modi was appointed as the Chief Financial Officer with effect from 14th November, 2025. Accordingly, the Company was not in compliance with the provisions of Section 203 of the Companies Act, 2013, during the aforesaid period.	Company has appointed Mr. Naishadh Dineshbhai Modi as the Chief Financial Officer with effect from 14th November, 2025 to ensure compliance with the applicable provisions of the Act.
3.	The compliance officer of the company Ms. Anjali Akshani has put her resignation w.e.f. 10-10-2025. The Company failed to appoint a qualified Company Secretary as the Compliance Officer within three months of vacancy as required under Rule 6 of the SEBI(LODR), 2015. However, Company has appointed Ms. Seema Gupta as the Company Secretary and Compliance Officer with effect from 3rd February, 2026 as per the provisions of Section 203 of the Companies Act, 2013 and Rule 6 of the SEBI (Listing Obligations and Disclosure Requirements), 2015. Accordingly, the Company was not in compliance with the Rule 6 of the SEBI (Listing Obligations and Disclosure Requirements), 2015, during the aforesaid period.	Company has appointed Ms. Seema Gupta as the Company Secretary and Compliance Officer with effect from 3rd February, 2026 to ensure compliance with the applicable provisions of the Act.
4.	It was observed that the Company has maintained the Structured Digital Database (SDD) as required under Regulation 3(5) of the SEBI (Prohibition of Insider Trading) Regulations, 2015. However, we observed that certain entries pertaining to the sharing of Unpublished Price Sensitive Information (UPSI) were not recorded in the Structured Digital Database in a timely manner till the date 8th February, 2026, as required under the said Regulation. However, it is observed that company has made all the entries pertaining to the sharing of Unpublished Price Sensitive Information (UPSI) in the SDD software in a timely manner from 9th February, 2026.	The Board has taken note of the delay in recording certain entries pertaining to the sharing of Unpublished Price Sensitive Information (UPSI). Company has ensured that all entries pertaining to the sharing of UPSI are being recorded in the SDD software in a timely manner with effect from 9th February, 2026.
5.	Company has received SEBI Order (Order No. WTM/AS/IVD-2/ID16/32460/2026-27) dated 30th June, 2026. Pursuant to the said Order, a restraint period of four (4) years has been imposed from the date of the Order, along with a monetary penalty of 50,00,000/- (Rupees Fifty Lakhs only).	The Company has examined the said Order and Honble filed Memorandum Securities of Appeal before The Appellate Tribunal at Mumbai on 17th August, 2026 in this regard. The Board shall continue to monitor the matter and take such further actions as may be considered necessary in the interest of the Company and its stakeholders.

31. VIGIL MECHANISM

As per Section 177(9) and (10) of the Companies Act, 2013, the company has established Vigil Mechanism for directors and employees to report genuine concerns and made provisions for direct access to the chairperson of the Audit Committee. Company has formulated vigil mechanism/ Whistle Blower Policy to safeguard the interest of its stakeholders, Directors and employees, to freely communicate and address to the company their genuine concerns in relation to any illegal or unethical practice being carried out in the Company. The Vigil Mechanism Policy has been uploaded on the website of the Company at https://purpleagrotech.com/wp-content/uploads/2026/02/POLICY-ON-WHISTLE-BLOWER-POLICY-VIGIL-MECHANISM.pdf

32. ANNUAL EVALUATION OF BOARDS PERFORMANCE:

Annual Evaluation of Directors, Committees and Board Pursuant to the provisions of the Companies Act, 2013 and as per the Listing Regulations, the Board of Directors carried out annual performance evaluation of its own performance, the directors individually as well as the working of its committees.

The performance of the board as a whole and of its committees was evaluated by the board through structured questionnaire which covered various aspects such as the composition and quality, meetings and procedures, contribution to board processes, effectiveness of the functions allocated, relationship with management, professional development, adequacy, appropriateness and timeliness of information etc.

Taking into consideration the responses received from the Individual Directors to the questionnaire, performance of the Board and its Committees was evaluated. The Directors expressed their satisfaction with the evaluation process.

In terms of requirements of Schedule IV of the Companies Act, 2013, a separate meeting of Independent Directors of the Company was held on Friday, 13th February, 2026 to review:

The performance of non-independent directors and the Board as a whole and its Committees thereof;

The performance of the Chairperson of the Company, taking into account the views of executive directors and non-executive directors;

To assess the quality, quantity and timeliness of the flow of information between the Management and the Board.

Performance evaluation of Independent Directors was done by the entire Board, excluding the Independent Director being evaluated.

33. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

(PREVENTION, PROHIBITION AND REDRESSEL) ACT, 2013:

The Company has zero tolerance for sexual harassment at workplace and has adopted a policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules thereunder for prevention and redressal of complaints of sexual harassment at workplace.

No compliant was received from any employees of the Company or otherwise during the financial year 2025-26 and hence no complaint is outstanding as on 31st March, 2026 for Redressal. Details for the same is as under:

Sr No	Particulars	Details
1	Number of complaints of sexual harassment received in the year;	Nil
2	Number of complaints disposed off during the year; and	Nil
3	Number of cases pending for more than ninety days	Nil

34. COMPLIANCE WITH MATERNITY BENEFIT ACT:

To the extent applicable, the Company has met with the respective compliances under the Maternity Benefit Act, 1961.

35. DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS

Your company has established adequate internal financial control systems to ensure reliable financial reporting and compliance with laws and regulations.

36. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report as required under Regulation 34(2)(e) read with Schedule V Part B of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations, 2015") is annexed herewith.

37. SECRETARIAL STANDARDS COMPLIANCE:

Secretarial Standards Compliance During the year under review, the Company has complied with all the applicable Secretarial Standards issued by The Institute of Company Secretaries of India and approved by the Central Government pursuant to Section 118 of the Companies Act, 2013.

38. INSIDER TRADING REGULATIONS AND CODE OF DISCLOSURE:

The Company has formulated and implemented the Code of Conduct for Prevention of Insider Trading to comply with relevant regulations laid down by SEBI available at the website of the company https://purpleagrotech.com/code-of-conduct/. Accordingly, the Company announces closure of Trading Windows, free period, declaration of prohibited period etc. The Company has designed a reporting system to prevent insider trading by designated persons. As mentioned in the said policy and takes quarterly and annual disclosure from the concerned persons.

The Board of Directors has approved a Code of Conduct which is applicable to the Members of the Board laid down by the Board is known as "Code of Business Conduct" which forms an Appendix to the Code.and all employees in course of day-to-day business operations of the Company. The code The Code has been posted on the Companys website.

39. CREDIT RATING

The Company has not issued any debt instruments and does not have any Fixed Deposit Program or any scheme or proposal involving mobilization of funds in India or abroad during the financial year ended 31st March, 2026. Hence during the financial year; there was no requirement to obtain such Credit Ratings.

40. LISTING WITH STOCK EXCHANGES

The Companys equity shares are listed on The BSE Limited (Scrip Code: 540159).

41. SHARE TRANSFER / DEMAT CONNECTIVITY

The Company has appointed Purva Sharegistry (India) Pvt. Ltd as Share Transfer Agent of the Company.

The Company is having demat connectivity with both depositories i.e. National Securities Depository Limited and Central Depository Services (India) Limited.

42. OTHER INFORMATIONS:

Your Directors hereby states that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

1. The Company did not have any subsidiary, joint venture or, associate Company, hence, no need to state anything about the same;

2. Maintenance of cost records as per sub-Section (1) of Section 148 of the Companies Act, 2013;

3. Frauds reported as per Section 143(12) of the Companies Act, 2013;

4. No significant material orders were passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.

5. There were no employees who are in receipt of salary in excess of the limits prescribed under Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

6. The details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year and;

7. The details of difference between amount of the valuation done at the time of onetime settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof.

43. ACKNOWLEDGEMENT

Your directors wish to express their grateful appreciation to the continued co-operation received from the Banks, Government Authorities, Customers, Vendors and Shareholders during the year under review. Your directors also wish to place on record their deep sense of appreciation for the committed service of the Executives, staff and Workers of the Company.

	FOR & ON BEHALF OF THE BOARD OF DIRECTORS
Date: 29.08.2026
Place: Ahmedabad
	SD/-
	NAISHADH DINESHBHAI MODI
	DIN: 06538916
	CHAIRMAN CUM M.D. & CFO