Quantum Build-Tech Ltd Directors Report

To,

The Members

Cemantic Infra-Tech Limited,

(Formerly - Quantum Build-Tech Limited)

Hyderabad.

L INTRODUCTION:

Your Board of Directors (‘Board¹) have pleasure in presenting their Twenty Seventh (27di) Annual Report on the business and operations of the Company and the Audited Financial Statements and developments for the financial year ended on 31* March, 2025.

2. FINANCIAL SUMMARY:

During the year under review, financial performance of your company is as under:

(Amount In Lakhs)

Particulars	Year ended on 31.03.2025	Year ended on 31.03.2024
Revenue from operations	-	-
Other Income	0.27	0.05
Total Income	0.27	0.05
Less:Total Expenses	30.99	29.97
Profit / (Loss) before Taxation / Exeptional Item	(30.72)	(29.92)
Less: Exeptional Item	-	—
Profit / (Loss) after tax / after Exeptional Item	(30.72)	(29.92)
Profit / (Loss) C/F to the Next Year	(30.72)	(29.92)

3. BRIEF DESCRIPTION OF THE STATE OF COMPANYS AFFAIRS / PERFORMANCE:

The Company lias not undertaken any construction activity during the Financial Year under review and has incurred loss of Rs.(30.72) Lakhs as against loss of Rs. (29.92) Lakhs in previous financial year 2023-24.

The real estate sector is one of the most globally recognized sectors. It comprises four sub-sectors - housing, retail, hospitality, and commercial. The growth of this sector is well complemented by the growth in the corporate environment and the demand for office space as well as urban and semi-urban accommodation. The construction industry ranks third among the 14 major sectors in terms of direct, indirect and induced effects in all sectors of the economy.

During the year under review your Company is not having any revenue hence the loss of Rs. 30.72 Lakhs. However, the Board is considering to enter into strategic business tie up with other corporates for projects execution and growth and they feel extremely optimistic that the performance of die Company will improve in future as the Company is looking forward to invest in land parcel and other infrastructure projects also.

4. CHANGE IN NATURE OF BUSINESS:

During the year under review, there was no change in the nature of the business of the Company.

5. DIVIDEND:

Due to losses, the Directors of the Company have not recommended any dividend for the current financial year.

6. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

Tile provisions of Section 125(2) of the Companies Act, 2013 are not applicable as die Company has not declared and paid any dividend in previous years.

7. TRANSFER TO RESERVES:

For the FY 2024-25, the Company has transferred Rs. (30.72)Lakhs as loss, therefore as at 31" March 2025, the accumulated loss stinds at Rs. (2,239.32)Lakhs.

8. SHARE CAPITAL:

The Share capital of your Company is Rs. 25,06,56,300/- divided into 2,50,65,630 Equity Shares of Rs. 10/- each with Voting Rights as at 31.03.2025.

a. Provision of money by company for purchase of its own shares by employees or by trustees for the benefit of employees:

The Company has not made any provision of money for purchase of its own shares by employees or by trustees for die benefit of employees as per Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014.

b. Issue of Sweat Equity Shares:

The Company has not issued any sweat equity share during the financial year in accordance with the provisions of Section 54 of Companies Act, 2013 read with Rule 8 of die Companies (Share Capital and Debentures) Rules, 2014.

c. Issue of Equity Shares with Differential Voting Rights:

The Company has not issued any equity shares with differential voting rights during the financial year as per Rule 4(4) of Companies (Share Capit.il and Debentures) Rules, 2014.

d. Issue of Employee Stock Option:

The Company has not issued any employee stock option during the financial year as per Rule 12 of Companies (Share Capital and Debentures) Rules, 2014.

9. PUBLIC DEPOSITS:

There were no outstanding deposits within the meaning of Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014 at the end of the financial year. Your Company lias not accepted any such deposits during the financial year 2024-25.

27th Annual Report

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Your Board consists of Five Directors including Three Independent (Non-Executive Directors). The declaration from all the Independent Directors are being obtained both at the time of appointment and at the First Board meeting of each Financial Year.

In accordance with the provisions of the Companies Act, 2013 and in terms of the Memorandum and Articles of Association of the Company, Mrs. K. Vijaya Rani liable to retire by rotation at die 27*Annual General Meeting and being eligible has offered herself for re-appointment. I Ier re-appointment is being placed for your approval at the Annual General Meeting. Your Directors recommend her re-appointment as the Non-Executive Director of your Company.

Shri Kyatham Prabhakar Reddy and Sliri Snpathi Ram Reddy resigned from their directorship of the Company vide their resignation letter dated 5^sAugust, 2024. Your Board had accepted the resignation w.e.f 12¹August, 2024.

The Board of your Company has appointed Shn Snehith Muppuri and Shri Nalluri Venkata Chalapathi Rao as the Additional and Independent Directors of the Company w.e.f 12.08.2024, and regularized them as Non-Executive Independent Director with the approval of shareholders of die Company in the 26" Annual General Meeting of the Company held on 28" September, 2024.

Board Meetings:

During the year under review, the Board of Directors met Six (6) times and the dates of the Board Meetings are:

Sr. No.	Date of Board Meeting
1.	29-05-2024
2.	27-06-2024
3.	124)8-2024
4.	284)8-2024
5.	12-11-2024
6.	124)2-2025

The details of the Meetings of Board are covered in the Corporate Governance Report.

A. Key Managerial Personnel (KMPs):

In compliance with the requirements of Section 203 of the Companies Act, 2013, following are the Key Managerial Personnel of the Company:

1. Mr. Guduru Satyanarayana - Managing Director

2. Mr. Manne Rama Koteswara Rao - Chief f inancial Officer

3. CS. Mrs. DeshnaJain* - Company Secretary and Compliance Officer

* CS Mrs. Desbnajain was appointed as the Company Seaetary and Compliance Officer of the Company w.e.f. 27.06.2024

B. Declaration by Independent Directors:

In accordance with Sub-section (7) of Section 149 of the Companies Act, 2013 (hereinafter called as "The Act"), the Independent Directors on your Board have given a Declaration that they meet the criteria of Independence as provided in sub section (6) of Section 149 of the Act. There has been no change in terms and conditions of appointment of Independent Directors, the Policy relating to their appointment is available on the website of the Company www.cemanticinfra.com

During the year under review, the separate meeting of Independent Directors of die Company without die presence of non-independent directors and members of the management and all the independent directors were present in die meeting held on 28" March, 2025 in Compliance with die Regulation 25 of SEBI (LODR) Regulation 2015 in which the following matters were considered:

i. Review of the performance of all the non-independent directors and die Board as a whole.

ii. Review of the performance of the Chairman of die Company, t,iking into accounts die views of Executive Directors and Non-Executive Directors; and

iii. Assessment of quality, quantity⁷, and timeliness of flow of information among the Company, management, and the Board, which is necessary for the Board to perform dieir duties effectively and reasonably.

C. Board Evaluation:

The Board of Directors has earned out an Annual Evaluation of its own performance and has devised a Policy on Evaluation of performance of Board of Directors, Committees and Individual Directors, pursuant to the provisions of die Act, the Corporate Governance requirements and as prescribed by Regulation 25 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Extract of die Policy on Evaluation of Performance of die Board, its Committees and Individual Directors, is available on the website of die Company www.cemanticinfra.com

D. Policy on directors appointment & remuneration and criteria for determining qualifications, positive attributes &Independence of a director:

Your Company has always considered sound advice from the Board and Senior Management as valuable assets of the Company. The Nomination & Remuneration Policy of the Company is designed to identify the persons for appointment as Director, and other Senior Management and to attract, motivate, improve productivity and retain manpower by creating a congenial work atmosphere, encouraging initiatives and teamwork by creating a sense of belonging and involvement, besides offering appropriate remuneration packages.

The objective of the Policy on Criteria for Determining Qualifications, Positive Attributes, and Independence of a Director is to determine the qualifications, positive attributes, and independence of a director.

The Nomination & Remuneration Policy as well as Criteria for Determining Qualifications, Positive Attributes and Independence of a Director are placed on die Companys website mvw.cemanticinfm.com.

11. ANNUAL RETURN:

The extracts of the Annual Return pursuant to the provisions of Section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rules, 2014 in Draft of Annual Return Form No. MG 1-7 will be available on the website of the Company www.cemanticinfra.com. and the web link for the same is www.cemanticinfra.com/investors.php

12. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Act, your directors, to the best of their knowledge and ability, confirm that:

a) In the preparation of the annual accounts for die Financial Year ended 31" March 2025, die applicable accounting standards had been followed along widi proper explanation relating to material departures;

b) The directors had selected such accounting policies and applied them consistendy and made judgments and estimates diat are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31" March 2025 and of die loss of die 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 the Act for safeguarding the assets of the Company and for preventing and detecting fraud and otiier irregularities;

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

e) The directors had devised proper systems to ensure compliance with die provisions of all applicable laws and that such systems were adequate and operating effectively;

f) The directors had laid down internal financial controls to be followed by the Company and diat such internal financial controls are adequate and were operating effectively.

13. DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS:

fhe Company has Internal Financial Controls which are adequate and were operating effectively. The controls are adequate for ensuring the orderly and efficient conduct of the business, including adherence to the Companys policies, die safeguarding of assets, die prevention and detection of frauds and errors, die accuracy and completeness of accounting records and timely preparation of reliable financial information. The details in respect of Internal Financial Controls are included in the Management Discussion and Analysis Report, which forms part of the Annual Report.

14. AUDIT OF ACCOUNTS AND STATUTORY AUDITORS:

As per die provisions of Section 139 of the Comp-.inies Act, 2013, M/s. Suryanarayana & Surcsh, Chartered Accountants (Firm Registration No. 006631S), were re-appointed as Statutory Auditors of die Company by the members / shareholders in the Annual General Meeting held on 28* September 2022 for 5 consecutive years, for issuing the Audit report on the financial position of the Company.

M/s. Suryanarayana & Suresh, Chartered Accountants (Firm Registration No 006631S), Statutory Auditors of the Company issued Auditors Report for the financial year ended 31" March, 2025 which is widi unmodified opinion (unqualified). The observations made by die Statutory Auditors in dieir report for the financial year ended 31 March, 2025 read with the explanatory notes therein are self-explanatory and dierefore, do not call for any further explanation or comments from the Board under Section 134(3)(f) of die Companies Act, 2013.

The auditors report does not contain any qualifications, reservations, or adverse remarks.

15. SECRETARIAL AUDIT:

Pursuant to die provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, die Company had appointed CS. Ajay Suman Shrivastava, Practicing Company Secretary, I Ivderabad, to conduct die Secretarial Audit of the Company for the financial year 2024-25.The Report contains details of delays in compliance of SEBI (LODR) 2015, and penalties imposed by BSE Ltd during the year. The same are factual details and do not require any comments from the Directors.

The Secretarial Audit Report issued by the Secretarial Auditor for the financial year 2024-25 in Form MR-3 as Annexure-I forms a part of this Report.

16. DETAILS OF SIGNIFICANTr&MATERIALORDERS PASSED BYTHE REGULATORS OR COURTS OR TRIBUNAL:

No orders have been passed by any Regulator or Court or Tribunal which can have impact onthe going concern status and the Companys operations in future.

17. INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC):

No corporate insolvency resolution processes were initiated against die Company under die Insolvency and Bankruptcy Code, 2016, during die year under review.

18. DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS, IF ANY:

During die year under review, diere has been no one-time settlement of loans taken from banks and financial Institutions.

19. CREDIT RATING OF BORROWING:

Your Company is not required to obtain nor it has obtained any Credit Raring from ICRA or CRISIL- Credit Raring Agency.

20. STATEMENT SHOWING THE NAMES OF THE TOP TEN EMPLOYEES IN TERMS OF REMUNERATION DRAWTN AND THE NAME OF EVERY EMPLOYEE AS PER RULE 5(2) & (3) OF THE COMPANIES (APPOINrMENT & REMUNERATION) RULES, 2014:

During the year, NONE of the employees are drawing a remuneration of Rs.1,02,00,000/- and above per annum or Rs.8,50,000/- and above in aggregate per month, the limits specified under the Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

2L RATIO OF REMUNERATION TO EACH DIRECTOR:

Under section 197(12) of the Companies Act, 2013, and Rule 5(1) (2) & (3) of the Companies (Appointment & Remuneration) Rules, 2014 read with Schedule V of die Companies Act, 2013 the ratio of remuneration of A lanaging Director (Mr. G. Satyanarayana) of the Company to the median remuneration of the employees is Not Applicable since Managing Director is not paid any remuneration for the Financial Year 2024-25.

22. STATUS OF LITIGATIONS :

Mrs. Kodali Yijaya Rani, Promoter Director of the Company lias filed a petition under Section 421 read widi Section 241-242 of Companies Act, 2013 with National Company Law Appellate Tribunal (NCLAT) at Chennai against 7 shareholders vide Petition Nq 59 of 2022 arising out of the NCLT Order dt 15.06.2022 in CP No.240/241 /I IDB/ 2020. Matter was listed on 01.08.2025 and further adjourned for hearing on 10.09.2025.

An FIR has been registered lay⁷ Mr. G.Satyanarayana in the capacity of Managing Director of Quantum Build-Tech Ltd vide FIR No. 182 of 2020 U/s 420 IPC in CCS at Hyderabad against Accused Mr. Aveena Gudapari & other 7 Shareholders of Necx Pvt Ltd. During the course of Investigation, the case is finally referred as "Lick of Evidence" and filed final report vide SR No.3221 of 2021 dt31.05.2021.

Further die complainant filed a Protest Petition vide Crl M.P No.2307 of 2022, on the above Protest Petition in die Honble XII Addl Chief Metropolitan Magistrate Court, at Nampally made an Order on 21.10.2023 and issued a memo vide Dis No.2026/XII ACMM/HYD/2023 dt 17.11.2023 and directed the Investigating Agency to proceed further investigation in diis case on proper lines and submit the report.In pursuance to the above orders, the Dy.Commissioner of Police, CCS, DD, I Iyderabad entrusted die case for furdier investigation. As per die Investigation conducted so far die offence established against the accused Aveena Gudapari & odier7 Shareholders of

M/s.Necx Pvt Ltd and as such a Charge Sheet has been filed on 27.07.2024 against the accused A1-A7 in XII Addl Chief Metropolitan Magistrate Courtwith case no. CC 8496 of 2024. The matterwas posted to 28.11.2025

Mr. Velledi Srinivasa Rao, -\2 in charge sheet has filed a Quash Petition before the Honble High Court for the State of Telangana with case no. CRLP 14451 of 2024 to Quash the charge sheet filed in XII ACMM Court vide case no. CC8496 of 2024. The matter in I Ionble I Iigh Court was posted to 08.10.2025.

Mr.Tadepalli Srinivasa Rao, A3 in charge sheet has filed a Quash Petition before the Honblc I Iigh Court for the State of Telangana with case no. CRLP 13920 of 2024 to Quash the charge sheet filed in XII ACMM Court vide case no. CC8496 of 2024. The matterwas posted to 13.08.2025.

Company lias filed a case under Negotiable Instruments Act vide Case No. 1290 of 2021 in the Court of VIII Metropolitan Magistrate for Cheque Bounce on Mr k. Phaneendra Kumar Proprietor of M/s. Sri Sai Techno Fab for Rs 2,00,00,000/-with interest. The Petition filed by accused was dismissed on 21.01.2025 by rite Till MM Court and for defence arguments posted to 29.01.2025 and further posted to 22.08.2025.In die mean time the accused Mr. K Phaneendra Kumar, Proprietor of Sri Sai Techno Fab filed a Petition in Honble High Court for the State of Telangana vide CRLP No.1790 of 2025 dated 06.02.2025 to set aside the order dated 21.01.2025 inCC NI No. 1290 of2021 on the file ofVIII Judicial Magistrate by allowing the petition in the interest of Justice. The Petition filed by the accused in the Honblelligh Court has been all owed on 16.07.2025.

Company has filed a case under Negotiable Instruments Act vide Case No. 1283 of 2021 in the Court of VIII Metropolitan Magistrate for Cheque Bounce on P.Krishna Prasad Proprietor of M/s. P R Consultancy for Rs. 1,00,00,000/- with interest.The Petition tiled by die accused was dismissed on 21.01.2025 by the VIII MM Court and for defence arguments posted to 29.01.2025 and further posted to 22.08.2025.In the mean time the accused Mr. P.Krishna Prasad, Proprietor of P R Consultancy filed a Peddon in Honble High Court for the State of Telangana vide CRLP No.1789 of 2025 dated 06.02.2025 to set aside the order dated 21.01.2025 in CC NI No. 1283 of 2021 on die file of Till Judicial Magistrate by allowing the peddon in the interest ofjusrice. The Peddon filed by the accused in Flonble High Court has been allowed on 16.07.2025.

Your company has received GST Order dated 18.04.2024 for the financial year 2018-19 to pay an amount of Rs 23,10,501 /- on account of disallowance of Input Tax Credit. Company filed an appeal on 15.07.2024 against the Order dt 18.04.2024 before "The Appellate Joint Commissioner (ST) Secunderabad Division". Upon submission of all the relevant required documents the Office of the Appellate Joint Commissioner (Sl) Secunderabad Division has issued an Order dated 21.11.2024 by allowing Input Tax Credit of Rs 22,78,676/- and directed to pay the balance amount of Rs 31,824/-due to mismatch in Input Tax Credit. Your company has adjusted the same from the excess input credit amount during the year 2025-26.

23. THE SEXUAL HARASSMENT OF WOMAN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has placed an Anti-Sexual I harassment policy in line with the requirement of die Sexual harassment of Woman at Workplace (Prevention, prohibition and redressal) Act, 2013. There have been NIL complaints of such nature during die period under review.

24. RISK MANAGEMENT:

Risk mitigation continues to be a key area of concern for the Comp,my, which has regularly invested in insuring itself against unforeseen risks. The Companys stocks and insurable assets like furniture & fixtures, vehicles etc have been adequately insured against major risks.

The Board of directors of the Company lias also formulated Risk Management Policy in place in accordance with the Act. The aim of risk management policy is to maximize opportunities in all activities and to minimize adversity. The policy includes identifying types of risks and its assessment, risk handling, monitoring and reporting which in die opinion of the Board may threaten die existence of the Company.

27th Annual Report

In die opinion of the Board, following are risks involved in the industry:

a. High Interest rate.

b. Fluctuation in prices of building materials.

c Competitive Risk due to entry of many players in local market.

d. Operational Risk of market saturation.

e. Stringent regulatory framework.

f. Slow Disbursement of approvals.

25. ESTABLISHMENT OFVIGIL MECHANISM:

The Vigil Mechanism as envisaged in die Companies Act, 2013, the Rules prescribed thereunder ,ind the Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is implemented through the Companys Whisde Blower Policy to enable the Directors, employees and all stakeholders of die Company to report genuine concerns, to provide for adequate safeguards against victimization of persons who use such mechanism and make provision for direct access to the Chairman of the Audit Committee.

Whistle Blower Policy of your Company is available on die website of die Company wAvvv.cemanticinfra.com

26. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

The Company in its ordinary course of business has entered Contract/Arrangement and paid / provisioned rent of premises amounting to Rs. 57,000/- (Rupees Fifty Seven Thousand only) to the Director during die financial year 2024-25. The transaction is on Arms Length basis. In pursuant to Sec. 188(1) of the Companies Act, 2013, Form AOC-2 is annexed herewith as Annexure - III.

27. PARTICULARS OF LOANS, GUARANTEES, INVESTMENT AND SECURITIES.

The Company has not given any loan to any person or other body corporate or given any guarantee or provided security in connection with a loan to any other body corporate or person or acquired by way of subscription, purchase or otherwise, the securities of any other body corporate during the financial year under review.

28. CORPORATE SOCIAL RESPONSIBILITY (CSR):

During the financial year under review, the Companys performance does not attract die provisions set out under Section 135 of the Companies Act, 2013 read with rules made thereunder. Hence, die compliances to the provisions of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy) Rules, 2014, are not applicable.

29. CORPORATE GOVERNANCE:

Corporate Governance encompasses a set of systems and practices to ensure that die Companys affairs are being managed in a manner which ensures accountability, transparency and fairness in all transactions in the widest sense. The objective is to meet stakeholders aspirations and societal expectations. Good governance practices stem from the dynamic culture and positive mindset of die Company.

Tlie Company has adopted a Code of Conduct for its employees including the Managing Director and die Executive Directors. The said Code of Conduct is available on Companys Website www.cernanticinfra.com

A report on Corporate Governance pursuant to Regulation 34 (3) of the SEBI Listing regulations, covering amongst other details of Meetings of the Board and Committees along with a Certificate for compliance with the Corporate Governance requirements of Regulations 17 to 27 read with Schedule V and clauses (b) to (i) of Regulation 46(2) of SEBI (LODR) Regulations, 2015, as applicable, with regard to Corporate Governance, issued by CS. Ajay Suman Shnvastava,a Practicing Company Secretary, forms part of die Annual Report.

30. NOMINATION AND REMUNERATION COMMITTEE:

Tlie Company has constituted Nomination and Remuneration Committee of Directors in accordance with the requirements of Section 178 of the Companies Act, 2013 read with Regulation 19 of SEBI (LODR) Regulations, 2015. The details are given in the Corporate Governance report attached hereto.

31. SUBSIDIARY, HOLDING, ASSOCIATE COMPANIES AND JOINT VENTURES:

The Company does not have any Subsidiary, I lolding, Joint Venture or Associate Company as on date.

32. MATERIAL CHANGES AND COMMITMENTS, 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 die financial position of the Company occurred between die end of the financial year to which diese financial statements relate, till the date of this report.

33. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo as required under Section 134(3) (m) of die Companies Act, 2013 read with Rule 8(3) of die Companies (Accounts) Rules 2014 are as follows:

CONSERVATION OF ENERGY:

1. The steps taken or impact on conservation of energy.	Your Company requires minimal energy consumption and every endeavor is made to ensure optimal use of energy, avoid wastages and conserve energy as far as possible.
2. The steps taken by the company for utilizing alternate sources of energy.
3. The capital investment on energy conservation equipments.

FECI INOLOGY ABSORPTION:

1. Tile effors made towards technology absorption.	Since the Company is not engaged in any manufacturing, die information in connection with technology absorption is NIL
2. The benefits derived like product improvement, cost reduction, product development or import substitution.
3. In case of imported technology (imported dunng the last three years reckoned from the beginning of the financial year) the details of technology imported the year of import,- whether the technology been fully absorbed:- if not fully absorbed, areas where absorption has not taken place, and die reasons thereof.
4. The expenditure incurred on Research and Development.	NIL

FOREIGN EXCHANGE EARNINGS AND OUTGO :

Particulars of foreign currency earnings and outgo during die financial year are NIL.

34. PREVENTION OF INSIDER TRADING:

The Board has formulated code of conduct for regulating, monitoring and reporting of trading of shares by Insiders. This code lays down guidelines, procedures to be followed and disclosures to be made by die insiders while dealing with shares of the Company and cautioning them on consequences of non-compliances. The copy of the same is available on die website of die Company at www.cemanticinfra.com

35. LISTING:

The shares of your Company are listed at Bombay Stock Exchange (BSE Ltd.). The Company has duly complied with all die requirements of concerned Stock Excliange in accordance with applicable provisions of the SEBI (lasting Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time. There have been some instances of delay in compliance as reported elsewhere in the Annual Report.

36. ACKNOWLEDGEMENTS:

Your Directors wish to place on record their appreciation and sincere thanks to all government agencies, banks, shareholders, vendors and other related organizations, who through their continued support and co-operation, have helped, as partners, in your Companys progress. Your Directors also acknowledge die hard work, dedication and commitment of the employees.

Annexure	Contents
I	Secretarial Audit Report - Form MR — 3
II	Annual Secretarial Compliance Report
III	Particulars of Contract with related parties - Form AOC — 2
IV	Certificate of Non Disqualification of Directors
V	Management Discussion and analysis Report
VI	Corporate Governance Report and certificate thereto

 

	For and on behalf of the Board
	Guduni Satyanarayana	Kodali Vijaya Rani
Date: 14.08.2025	Managing Director	Director
Place: Hyderabad	DIN: 02051710	DIN: 00102286