Rapid Fleet Management Services Ltd Directors Report

Your directors have pleasure in presenting the 9t h Annual Report on the business and operations of your company along with the Audited Financial Statements, Boards Report and Auditors Report for the financial year ended 31 st March 2026.

1. FINANCIAL HIGHLIGHTS

The Financial Results for the year ended 31st March, 2026.

(Amount in INR Lakhs)

Particulars	2025-26	2024-25
Revenue from operations	20,435.08	1 7,243.98
Other Income	154.58	325.64
Total Income	20,589.66	17,569.62
Total Expenses	18,918.83	16,213.30
Profit/(Loss) before tax	1670.83	1,356.32
Exceptional Item	-3.02	0
Tax Expenses:
Current Tax	477.78	332.65
Deferred tax	-57.13	-16.02
Profit / (Loss) carried to Balance sheet	1247.16	1,027.97

2. BUSINESS PERFORMANCE:

The Company during the year has achieved a turnover of Rs. 20,435.08 Lakhs as compared to a turnover of Rs. 17,243.98 Lakhs in the previous year. The Company has incurred net profit of Rs. 1247.16 Lakhs as compared to the profit of Rs. 1,027.97 Lakhs in the previous year. Your directors are continuously taking all the efforts to improve the existing business.

3. NATURE OF BUSINESS AND CHANGE IN NATURE OF BUSINESS DURING THE YEAR UNDER REVIEW:

During the year under review there has been no change in nature of business of the Company.

The Company is engaged in the business of Comprehensive Logistics and Road Transportation Services.

4. SHARE CAPITAL:

The Authorised Share Capital of the Company as on 31 st March 2026 was Rs.10,00,00,000/- (Rupees Ten Crores Only) and the Paid-up Equity Share Capital of the company as on March 31, 2026 was Rs. 7,43,48,000/- (Seven crore forty-three lakh forty-eight thousand).

5. DETAILS ABOUT DIVIDEND AND UNPAID DIVIDEND AND DISCLOSURES AS REQUIRED AS PER 1EPF. RULES:

The Board recommends a dividend of Rs. 1.20 per share for the financial year ended 31st March 2026, subject to the approval of the shareholders.

As on 31st March 2026, there are no unpaid or unclaimed dividends lying with the Company. Accordingly, no amounts are required to be transferred to the Investor Education and Protection Fund (IEPF).

6. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

The Company has not made any loans, given any guarantees, or made any investments under Section 186 of the Companies Act, 2013 during the financial year 2025-26.

7. TRANSFER OF PROFITS TO RESERVES:

The Amount of the Net Profit Rs 1247.16 lakhs carried to the Reserves and surplus as shown in notes to the financial statement for the year ended on March 31,2026.

8. DEPOSITS FROM PUBLIC:

During the period under review, your Company has neither accepted nor renewed any deposits within the meaning of provisions of Chapter V - Acceptance of Deposits by Companies of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014 i.e. public deposits.

Deposits accepted during the year (Renewal)	Nil
Deposits remained unpaid or unclaimed as at the end of the year	Nil

Default in repayment of deposits or payment of interest thereon during the year, if any (indicate no. of cases)	Amount
	At the beginning of the year	Maximum during the year
At the end of the year
	Nil

Deposits which are not in compliance with the requirements of Chapter V of the Act	Nil

9. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

All related party transactions that were entered into during the financial year ended March 31, 2026, were on an arms length basis and were in the ordinary course of business as per the provisions of Section 188 of the Companies Act, 2013. Details of Related Party Transactions including Material Related Party transaction are provided in Form No. AOC-2 is attached to this Report as Annexure I.

The details of related party transactions during the year under review have been disclosed in notes to financial statements as per Ind AS - 24.

10. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report on the business and operations of the Company for the financial year ended 31 st March 2026 as stipulated under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) and under the provisions of the Companies Act, 2013 (the Act) is annexed as an Annexure II to this report.

11. BOARD POLICIES:

The Company has the following policies which are applicable as per the provisions of the Companies Act, 2013 and the Listing Regulations which are placed on the website of the Company at https://rapidfleet.in/

i. Code of conduct for Board and Senior Management Personnel.

ii. Terms and Conditions of appointment of Independent Directors.

iii. Vigil Mechanism/ Whistle Blower Policy.

iv. Policy for determination of materiality of events or information.

v. Familiarisation program for Independent Directors.

vi. Policy on Preservation and Archival of Documents.

vii. Performance Evaluation Policy.

viii. Code of conduct for Prevention of Insider Trading.

ix. Policy for determination of material subsidiaries

x. Policy on Related Party Transaction.

xi. Nomination and Remuneration Policy.

xii. Code of Fair Disclosure of Unpublished Price Sensitive Information

xiii. Policy on Prevention of Sexual Harassment of Women at Workplace

Being listed on SME segment the provisions of the Listing Regulations relating to compliance of corporate governance provisions is not applicable to the Company.

12. RISK-MANAGEMENT & ITS POLICY:

Pursuant to Section 134 of the Companies Act, 2013, the Company has a Risk Management Policy in place, which provides a structured framework for identifying, assessing, analyzing, evaluating, and mitigating key risks that may impact its business objectives. The policy also ensures risk reporting, disclosures, and integration with the Companys strategic and business planning processes.

The Company has an effective risk management mechanism to monitor and address major risks identified across its business functions. These risks are reviewed and discussed periodically by the Management, Audit Committee, and the Board of Directors, and appropriate mitigating actions are undertaken on a continuous basis.

13.NOMINATION AND REMUNERATION POLICY:

Pursuant to Section 178(3) of the Companies Act, 2013, the Board of Directors has framed a policy which lays down a framework in relation to remuneration of Directors, Key Managerial Personnel and Senior Management of the company. The policy also lays down the criteria for selection and appointment of Board Members. The policy and details of Nomination and Remuneration is available on the website of the Company at https://rapidfleet.in/

In accordance with the Nomination and Remuneration Policy, the Nomination and Remuneration

Committee has, inter alia, the following responsibilities:

1. The Committee had formulated the criteria for determining qualifications, positive attributes, and independence of a director and the same is available on the Companys website at https://rapidfleet.in/

2. The Committee shall identify persons who are qualified to become Director and persons who may be appointed in Key Managerial and Senior Management positions in accordance with the criteria laid down in this policy.

3. Recommend to the Board, appointment and removal of Director, KMP and Senior Management Personnel.

4. The Board shall carry out evaluations of the performance of every Director, KMP and Senior Management Personnel at regular intervals (yearly).

5. The remuneration/compensation/commission etc. to the Managerial Personnel, KMP and Senior Management Personnel will be determined by the Committee and recommended to the Board for approval. The remuneration/compensation/ commission etc. shall be subject to the prior/post approval of the members of the Company and Central Government, wherever required.

6. Increments to the existing remuneration/compensation structure may be recommended by the Committee to the Board which should be within the slabs approved by the members in the case of Managerial Personnel.

7. Where any insurance is taken by the Company on behalf of its Managerial Personnel, Chief Executive Officer, Chief Financial Officer, the Company Secretary, and any other employees for indemnifying them against any liability, the premium paid on such insurance shall not be treated as part of the remuneration payable to any such personnel. Provided that if such person is proved to be guilty, the premium paid on such insurance shall be treated as part of the remuneration.

8. The Non-Executive/Independent Director is paid remuneration by way of fees for attending meetings of the Board or Committee thereof.

9. Commission to Non-Executive/Independent Directors, if proposed may be paid within the monetary limit approved by the members, subject to the limit not exceeding 1% of the net profits of the Company computed as per the applicable provisions of the Companies Act, 2013.

IMMATERIAL DEVELOPMENTS IN HUMAN RESQURCES/INDUSTRIAL RELATIONS FRONT:

During the financial year, there were no material developments in the Human Resources/Industrial Relations front which had a significant impact on the operations of the Company. The Company continued to maintain cordial relations with its employees and focused on employee welfare, development and a conducive work environment

15.PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (POSH) AND INTERNAL COMPLAINTS COMMITTEE:

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 framed thereunder. Internal Complaints Committee (ICC) is in place to redress complaints received regarding sexual harassment. The policy on Prohibition, Prevention & Redressal of Sexual Harassment is available on the website of the Company at https://rapidfleet.in/

The Committee met once in the financial year 2025-26. The Company is committed to provide a safe and conducive work environment to its employees.

Your Directors state that during the financial year 2025-26, there were no cases filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

During the financial year under review, the Company has complied with all the provisions of the POSH Act and the rules framed thereunder. Further details are as follow:

a. Number of complaints of Sexual Harassment received during the year	Nil
b. Number of complaints disposed off during the year	Nil
c. Number of cases pending for more than ninety days	Nil

16.SUBSIDIARY / JOINT VENTURES / ASSOCIATE COMPANIES:

As on March 31, 2026, Company doesnt have any Subsidiary (ies), Joint Venture(s) and Associate Company (ies) at the end of the year.

17. COMMISSION RECEIVED BY DIRECTOR FROM HOLDING OR SUBSIDIARY COMPANY:

The Company neither has any Holding nor has any Subsidiary Company, therefore, disclosure under Section 197 (14) of the Companies Act, 2013 is not applicable to the Company for the financial year under review.

18. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There have been no material changes and commitments affecting the financial position of the

Company occurred between the end of the financial year to which these financial statements relate and the date of this report under Section 134(3) (i) of the Companies Act, 2013.

19.SIGNIFICANT AND MATERIAL ORDERS PASSED NY THE REGULATORS OR COURTS

During the financial year under review, no significant and material order has been passed by the regulators, courts, tribunals impacting the going concern status and Companys operations in future.

20. REPORTING OF FRAUDS BY AUDITORS:

During the year under review, the Statutory Auditors and Secretarial Auditors in their reports have not reported any instances of frauds committed in the Company by its Officers or Employees under Section 143(12) of the Companies Act, 2013.

21. AUDITORS AND AUDIT REPORTS:

STATUTORY AUDITORS:

M/s. Jay Gupta Agarwal & Associates, Chartered Accountants Firm was appointed as the Statutory Auditors of the company at the 7 th Annual General Meeting for a period of five consecutive years i.e., till the conclusion of the AGM to held on 31 st March 2028.

COMMENT ON STATUTORY AUDITORS REPORT:

There are no qualifications, reservations, remarks or disclaimers made by M/s. Jay Gupta Agarwal & Associates, Chartered Accountants, Statutory Auditors, in their audit report on the financial statements for the year ended 31 st March 2026.

SECRETARIAL AUDITOR:

Pursuant to the requirements of Section 204(1) of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s. Lakshmmi Subramanian & Associates, Practicing Company Secretaries (CP No. 1087, FCS: 3534), have been appointed as the Secretarial Auditors of the Company for a term of five consecutive financial years commencing from the financial year 2025-2026 to the financial year 2029-2030, to conduct the Secretarial Audit of the Company.

The Secretarial Audit report as received from the Secretarial Auditor is annexed to this report as Annexure III

BOARDS REMARKS on QUALIFICATION MADE BY THE SECRETARIAL AUDITOR IN THE

SECRETARIAL AUDITOR REPORT

a) Material transactions with SLB Logistics Private Limited were conducted in the ordinary course of business and on an arms length basis. The Company is seeking the necessary approval of the Members at the ensuing Annual General Meeting pursuant to Regulation 23 of Administrative big Obligations and Disclosure Requirements) Regulations, 2015.

b) Remuneration paid to Mr. Anand Poddar, Managing Director, during FY 2025-26 exceeded the specific limit previously approved by Members. The Company is seeking the necessary approval of the Members at the ensuing Annual General Meeting to ensure necessary compliances.

c) Administrative processes are being strengthened to ensure strict compliance.

INTERNAL AUDITORS:

Mr. Suprith Thiriveedhi, Chartered Accountants was appointed as the Internal Auditor of the Company. The Audit Committee determines the scope of internal Audit line with regulatory and business requirements.

COST AUDITORS;

Pursuant to Section 148 of the Companies Act, 2013 read with notification of the Companies (Cost Records and Audit) Rules, 2014 the Company does not fall under the purview of the Cost Audit.

22. DIRECTORS AND KEY MANAGERIAL PERSONNEL Board Composition

The Board of the Company as on March 31,2026 consists of two executive directors, two Independent Directors, one Non-Executive Director and two KMPs including a Company Secretary and a Chief Financial officer.

S.NO PARTICULARS	DESIGNATION
1. Mr. Anand poddar	Managing director
2. Mrs. Shruti Poddar	Executive Director
3. Mr. Akash Poddar	Non - Executive Director
4. Mr. Varun Kaushik	Independent Director
5. Mr. Rupesh Kothari	Independent Director
6. Mr. Manish Kumar Agrawal	Chief Financial Officer
7. Mrs. Ankita Gupta	Company Secretary

During the financial year under review, no changes occurred in the Board of Directors and Key Managerial Personnel of the Company.

23. FORMAL ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD. ITS COMMITTEES AND INDIVIDUAL DIRECTORS

Pursuant to the provision of the Companies Act, 2013, a structured questionnaire was prepared after taking into consideration of the various aspects of the Boards functioning, the composition of the Board and its committees, culture, execution and performance of specific duties, obligations, and governance.

The board and the committee were evaluated on various criteria as stated below:

1. Composition of the Board and Committee.

2. Understanding of the Company and its business by the Board.

3. Availability of information to the board and committee.

4. Effective Conduct of Board and Committee Meetings.

5. Monitoring by the Board management effectiveness in implementing strategies, managing risks and achieving the goals.

The Board also carried out the evaluation of directors and chairman based on following criteria:

1. Attendance of meetings.

2. Understanding and knowledge of the entity.

3. Maintaining Confidentiality of board discussion.

4. Contribution to the board by active participation.

5. Maintaining independent judgment in the decisions of the Board

The Board found that the performance of all the Directors was quite satisfactory. The Board also noted that the term of reference and composition of the Committees was clearly defined. The Committee performed their duties diligently and contributed effectively to the decisions of the Board. The functioning of the Board and its committees were quite effective. The Board evaluated its performance as a whole and was satisfied with its performance and composition of Independent and Non-Independent Directors.

24. AUDIT COMMITTEE RECOMMENDATION:

During the year all the recommendations of the Audit Committee were accepted by the Board.

25. COMPOSITION OF COMMITTEES OF THE BOARD OF THE DIRECTORS:

The following was the composition and changes in the Committees of the Board as per the provisions of the Companies Act, 2013 and the Listing Regulations as on 31 st March 2026:

AUDIT COMMITTEE

As per Section 177 of the Companies 2013 and in line with Regulation 18 of SEBI (listing obligation and Disclosure Requirements) 2015, The constitution of the Committee as follows:

Name	Designation	Status
Mr. Varun Kaushik	Independent Director	Chairman
Mr. Rupesh Kothari	Independent Director	Member
Mr. Anand Poddar	Managing Director	Member

NOMINATION AND REMUNERATION COMMITTEE

As per Section 178 of the Companies 2013 and in line with Regulation 19 of SEBI (Listing obligations and Disclosure Requirements) 2015, The constitution of the Committee as follows:

Name	Designation	Status
Mr. Varun Kaushik	Independent Director	Chairman
Mr. Rupesh Kothari	Independent Director	Member
Mr. Akash Poddar	Non Executive Director	Member

STAKEHOLDERS RELATIONSHIP COMMITTEE

As per Section 178 of the Companies 2013 and in line with Regulation 19 of SEBI (Listing obligations and Disclosure Requirements) 2015, The constitution of the Committee as follows:

Name	Designation	Status
Mr. Akash Poddar	Non Executive Director	Chairman
Mr. Rupesh Kothari	Independent Director	Member
Mr, Varun Kaushik	Independent Director	Member

26. MEETINGS OF BOARDS OF DIRECTORS AND IT S COMMITTEES

The Board meets at regular intervals to discuss and decide on business strategies / policies and review the financial performance of the Company. The Board Meetings are pre-scheduled, and a tentative annual calendar of the Board is circulated to the Directors well in advance to facilitate the Directors to plan their schedules.

Meeting	No. of Meetings during the Financial Year 2025-26	Date of the Meetings
Board Meeting	17	01-04-2025, 09-04-2025,21-04-2025, 24-05-2025, 06-06-2025, 08-06-2025, 30-06-2025,04-09-2025,10-09-2025, 11-11-2025,13-11-2025,17-11-2025, 17- 12-2025,23-01-2026,17-02-2026, 18- 02-2026,04-03-2026
Audit Committee	4	24-05-2025,04-09-2025,13-11-2025,04-032026
Nomination & Remuneration Committee	1	04-03-2026
Stakeholders Relationship Committee	1	04-03-2026
Independent Directors Meeting	1	04-03-2026
CSR Committee Meeting	2	01-04-2025,04-03-2026

27- SEPARATE MEETING OF THE INDEPENDENT DIRECTORS:

As required under Clause VII of Schedule IV of the Companies Act, 2013, the Independent Directors held a Meeting on 04 th March, 2026 without the attendance of Non-Independent Directors and the members of Management.

28- FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS:

The familiarization program is to update the Directors on the roles, responsibilities, rights and duties under the Act and other statutes and about the overall functioning and performance of the Company. The policy and details of familiarization program is available on the website of the Company at https://rapidfleet.in/

29. INDEPENDENT DIRECTOR S DECLARATION:

All the Independent Directors have given declarations that they meet the Criteria of independence laid down under Section 149 of the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 in respect of financial

year ended 31 st March, 2026, which has been relied on by the Company and placed at the Board Meeting.

30.SECRETARIAL STANDARDS:

In terms of Section 118 (10) of the Act, the Company states that the applicable Secretarial Standards i.e., SS-1 and SS-2, issued by the Institute of Company Secretaries of India (ICSI), relating to the Meetings of Board of Directors and General Meetings respectively, have been duly complied with however improvements in certain areas are being made by the Board.

31. WHISTLE BLOWER POLICY/ VIGIL MECHANISM:

Pursuant to Section 177(9) of the Companies Act, 2013, your Company has established a Vigil Mechanism policy for directors and employees to report concerns about unethical behaviors, actual or suspected fraud, violations of Code of Conduct of the Company etc. The mechanism also provides for adequate safeguards against the victimization of employees who avail themselves of the mechanism and also provides for direct access by the Whistle Blower to the Audit Committee. It is affirmed that during the Financial Year 2025-26, no employee has been denied access to the Audit Committee. The details of the vigil mechanism is displayed in the website rapidfleet.in

32. INTERNAL CONTROL AND ITS ADEQUACY:

The Company has formulated a Framework on Internal Financial Controls In accordance with Rule 8 (5) (viii) of Companies (Accounts) Rules, 2014, the Company has adequate internal control systems to monitor business processes, financial reporting and compliance with applicable regulations and they are operating effectively.

The systems are periodically reviewed by the Audit Committee of the Board for identification of deficiencies and necessary time-bound actions are taken to improve efficiency at all the levels. The Committee also reviews the observations forming part of internal auditors report, key issues and areas of improvement, significant processes and accounting policies.

33. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT;

The Board of Directors has adopted a policy and procedure on the Code of Conduct for the Board Members and Employees of the Company in accordance with the SEBI (Prohibition of Insiders Trading] Regulations, 2015.

This Code helps the Company to maintain the Standard of Business Ethics and ensure compliance with the legal requirements of the Company.

The Code is aimed at preventing any wrong doing and promoting ethical conduct at the Board and by employees. The Compliance Officer is responsible to ensure adherence to the Code by all concerned.

The Code lays down the standard of Conduct which is expected to be followed by the Directors and the designated employees in their business dealings and in particular on matters relating to integrity in the workplace, in business practices and in dealing with stakeholders.

All the Board Members and the Senior Management Personnel have confirmed Compliance with the Code.

34. CORPORATE SOCIAL RESPONSIBILITY (CSR):

As per the provisions of Section 135 of the Companies Act, 2013, the Company has constituted a Corporate Social Responsibility Committee (CSR Committee) since the net profit of the Company for the year 2025-2026 is more than Rs. 5 Crores. The CSR Committee, as per the requirements of Section 135 of the Companies Act, 2013, comprises three directors, including one Independent Director. Following are the members of CSR Committee-

S.No Name of Director	Mature of Directorship
1 Mr. Anand Poddar	Chairman
2 Ms. Shruti Poddar	Member
3 Mr. Varun Kaushik	Member

The Company had formulated a CSR policy and the CSR Committee of the Board has been entrusted with the responsibility of formulating, recommending, and monitoring the companys CSR policy.

The CSR Report is attached as Annexure IV

35.EXTRACT OF ANNUAL RETURN:

The extract of Annual Return in accordance with Section 92(3) of the Companies Act, 2013 read with the Companies (Management and Administration) Rules, 2014, is available on Companys website and can be accessed at -https://rapidfleet.in/

36. PARTIULARS OF EMPLOYEES:

There are no employees falling within the provisions of Section 197 of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, during the financial year ended 31 st March 2026.

37. DISCLOSURE REQUIREMENTS;

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and is of the view that such systems are adequate and operating effectively.

38. DIRECTORS RESPONSIBILITIES STATEMENT:

Pursuant to the requirement of Section 134 (5) of the Act, the Directors hereby confirm:

That in the Preparation of Final Accounts, the applicable Accounting Standards has been

followed along with proper explanation relating to material departures;

That they had selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for that period.

That they had taken proper and sufficient care for the maintenance of adequacy Accounting Records in accordance with the provisions of the Act, for safeguarding the Assets of the Company and for preventing and detecting fraud and other irregularities;

That they had prepared the Annual Accounts on a Going Concern basis.

That they laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating properly; and

That they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

39. THE CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Energy Conservation: Conservation of energy continues to receive increased emphasis and steps are being taken to reduce the consumption of energy at all levels. The Company has taken steps to conserve energy in its office use, consequent to which energy consumption had been minimized. Since the Company has not carried on industrial activities, disclosure regarding impact of measures on cost of production of goods, total energy consumption, etc, is not applicable.

Foreign Exchange Earnings and Outgo: The Company has not earned or spent any foreign exchange during the year under review.

Research and Development & Technology Absorption: The Company has not done any technology absorption for its business and hence no reporting is required to be furnished under this heading. The Company will adopt necessary technology as and when required in the furtherance of the business.

40. CORPORATE GOVERNANCE REPORT:

As prescribed under the provisions of Regulation 15(2) of the SEBI (Listing Obligations and Disclosures Requirements) Regulations 2015, your Company does not fall under the purview of complying with the provisions of Corporate Governance provisions. During the year, with the approval of the Board of Directors, your Company has informed the non-applicability provision to the NSE Limited.

Since, the provisions of Corporate Governance is not applicable for the entire financial year 2025-26, a separate report of Corporate Governance is not disclosed in the Annual Report for 2025-26.

41. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR:

There are no proceedings initiated and pending under the Insolvency and Bankruptcy Code, 2016 against the Company during the year under review.

42.THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:

The Company has not made any one-time settlement for loans taken from the banks or financial institutions, and hence the details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the banks or Financial Institutions along with the reasons thereof is not applicable during the year under review.

43-THE RATIO OF THE REMUNERATION OF EACH DIRECTOR TO THE MEDIAN REMUNERATION OF THE EMPLOYEES OF THE COMPANY FOR THE FINANCIAL YEAR AND PERCENTAGE INCREASE IN REMUNERATION OF EACH DIRECTOR AND KMP:

The information required pursuant to Section 197 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company and Directors is furnished hereunder:

S. Name No	Designation	Remuneration paid. FY 202526	Remuneration paid. FY 202425	Increase /Decrease in remuneration from previous year	Ratio / times per median of employee remuneration
1 Anand Poddar	Managing Director	30,00,000	24,00,000	6,00,000	7.34
2 Shruti Poddar	Executive Director	24,00,000	30,00,000	(6,00,000)	5.87

44. L15TING FEES:

The Company confirms that it has paid the annual listing fees for the year 2025-26 to NSE Limited.

45. CLOSURE OF REGISTER OF MEMBERS AND SHARE TRANSFER BOOKS:

The Register of Members and Share Transfer books of the Company were closed from Wednesday, 24 th September 2025 to Monday, 30 th September 2025 (both days inclusive) during the year under review.

For the Purpose of ensuing AGM the Register of Members and Share Transfer books of the Company will be closed from Saturday, 19 th September 2026 to Friday, 25 ,h September 2026 (both days inclusive)

46. TRANSFER OF UNCLAIMED DIVIDEND, TO INVESTOR EDUCATON AND PROTECTION FUND:

The Company have no amounts in unpaid dividend account, application money due for refund, matured deposits and interest accrued thereon which have remained unclaimed or unpaid for a period of seven years to be transferred to Investor Education and Protection Fund (IEPF).

47. COMPLIANCE UNDER MATERNITY BENEFIT ACT:

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

48-NO ESOP/ BUYBACK DECLARATION

The Company has not issued any shares under an Employees Stock Option Scheme, Sweat Equity, nor undertaken any Buyback of Securities during the year under review.

49. ACKNOWLEDGEMENT:

Your Directors take this opportunity to express their sincere gratitude to the encouragement, assistance, co-operation, and support given by the Central Government, the Government of Tamil Nadu during the year. They also wish to convey their gratitude to all the customers, auditors, suppliers, dealers, and all those associated with the Company for their continued patronage during the year.

Your Directors also wish to place on record their appreciation for the hard work and unstinting efforts put in by the employees at all levels. The Directors are thankful to the esteemed stakeholders for their continued support and the confidence reposed in the Company and its management.

50. CAUTIONARY STATEMENT;

The statements contained in the Boards Report and Management Discussion and Analysis Report contain certain statements relating to the future and therefore are forward looking within the meaning of applicable securities laws and regulations. Various factors such as economic conditions, changes in government regulations, tax regime, other statues, market forces and other associated and incidental factors may however lead to variation in actual results.

WWW.RAPIDFLEET.IN

Place: Chennai	sd/-	sd/\u2019
Date: 28.08.26	Anand Poddar	Shruti Poddar
	Managing Director	Executive Director
	DIN:00697859	DIN:07899028