Rappid Valves India Ltd Directors Report

To,

The Members Rappid Valves (India) Limited

The Board of Directors are delighted to present the 24th Annual Report on the business and operations of Rappid Valves (India) Limited (“the Company”) along Audited Financial Statements, for the year ended March 31, 2026.

In compliance with the applicable provisions of the Companies Act, 2013, (‘the Act), the Securities and

Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing

Regulations), this Boards Report is prepared based on the standalone financial statements of the Company for the year under review.

OVERVIEW OF THE FINANCIAL PERFORMANCE & STATE OF AFFAIRS

The Key highlights of the financial year ended March 31st, 2026, is summarized as under:

(Rs. In Lakhs)

Particulars	2025-26	2024-25
Revenue from Operations	5323.3	5212.5
Other Income	31.9	21.1
Total Income	5355.2	5233.5
Less: Operating Expenses	4528.2	4022.5
Less: Other Expenses other than depreciation and interest	(235.7)	196.7
Gross Profit/(Loss) before Depreciation and Interest	1062.7	1014.3
Less: Finance Costs	132.9	112
Less: Depreciation and Amortization Expense	63.5	78.4
Profit/(Loss) before Tax Before exceptional and extra-ordinary items	866.3	823.9
Exceptional and Extra-ordinary Item	-	-
Profit/(Loss) before Tax after exceptional and extra-ordinary items	866.3	823.9
Less: Tax Expense (Net)	218.6	220.2
Current Tax	220	221.9
Deferred Tax	(1.4)	(11.6)
Provisions	-	9.9
Profit/(Loss) After Tax	647.7	603.7

BUSINESS OVERVIEW AND FINANCIAL HIGHLIGHTS

Business Overview - Engineering Excellence in Flow Control Solutions

The Company is engaged in the engineering, design, manufacturing, and supply of high-performance valve solutions under its established brand, “Rappid Valves.” The Company specializes in delivering precision-engineered flow control products that are designed to meet stringent industry standards, ensuring reliability, durability, and optimal performance across demanding operating environments.

Backed by a state-of-the-art manufacturing facility and advanced engineering capabilities, the Company manufactures and exports a comprehensive range of valves for critical applications across diverse industries, including Hydrocarbon, Marine,

Shipbuilding, Distillery, Brewery, Chemical, Power, Mining, and General Industrial sectors. Its integrated capabilities span product design and development, manufacturing, project execution, quality assurance, and technical support services.

With a strong focus on innovation, operational excellence, and customer-centric solutions, the Company is committed to addressing complex fluid flow control requirements while maintaining the highest standards of quality, safety, and performance. Through continuous technological advancement and process improvement, Rappid Valves aims to strengthen its position as a trusted provider of engineered valve solutions in both domestic and international markets.

During the year under review, the Company has recorded a total revenue from operations of Rs.5323.3/- lakhs as compared to previous year which was Rs.5215.5/- lakhs. Further during the year, the company earned a net profit of Rs. 647.8/- lakhs as compared to net profit of Rs. 603.7/- lakhs in the previous year.

CHANGE IN THE NATURE OF BUSINESS, IF ANY:

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

DIVIDEND & RESERVES Declaration and payment of Dividend

In order to conserve financial resources for meeting the Companys long-term working capital requirements and supporting its future growth and expansion plans, the Board of Directors has decided not to recommend any dividend for the financial year ended March 31, 2026.

Transfer to Reserve

As permitted under the Act, the board does not propose to transfer any amount to general reserve and has decided to retain the entire amount of profit for FY-2025-26 as retained earnings.

DEPOSITS

The Company has not accepted any deposits from the public during the year under review. No amount on account of principal or interest on deposits from the public was outstanding as on March 31, 2026.

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

There have been no material changes and commitments, affecting the financial position of the Company which occurred during the period between the close of the financial year 2025-26 and the date of this report.

However during the financial year under review, pursuant to the provisions of Section 27 read with Section 13(8) of the Companies Act, 2013, the applicable rules framed thereunder and amendments thereof and Regulation 32 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations,

2015 and the applicable provisions of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, the Members of the Company, by way of a Special Resolution passed through Postal Ballot on 29 April, 2026, approved the variation in the utilisation of the unutilised proceeds of the Initial Public Offer (“IPO”).

The Company had raised Rs. 3,040.96 Lakhs through its IPO pursuant to the Prospectus dated September 25, 2024. As on the date of seeking members approval, an amount of 764.51 Lakhs remained unutilised, comprising 364.51 Lakhs originally earmarked for funding capital expenditure towards purchase of new plant & machinery and software and 400.00 Lakhs allocated towards pursuing inorganic growth initiatives through acquisitions.

Considering the evolving business requirements and after evaluating various strategic opportunities, the Board of Directors, based on the recommendation of the Audit Committee, approved the proposal to utilise the aforesaid unutilised IPO proceeds aggregating to 764.51 Lakhs towards the working capital requirements of the Company, in place of the original objects specified in the Prospectus. The Company had evaluated several opportunities; however, no suitable opportunity was identified that aligned with its long-term growth strategy. Accordingly, the Board considered the proposed variation to be in the best interest of the Company and its stakeholders, ensuring efficient utilisation of the IPO proceeds and supporting the Companys operational and business growth.

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

During the year under review, there is no Significant Order passed by the Regulators/ Courts or Tribunals impacting the going concern status and Company and its operations in future.

CORPORATE GOVERNANCE

Pursuant to provisions of Regulation 15 of the SEBI

(Listing Obligation and Disclosure Requirements)

Regulations, 2015, the SME Listed Companies are exempt from the provisions of Corporate Governance.

The Company being the SME, listed on Emerge Platform of NSE, the provisions pertaining to Corporate Governance are not applicable to the Company. Accordingly, the separate report on the Corporate Governance is not applicable Annual Report.

ANNUAL RETURN

Pursuant to Section 134(3)(a) of the Act, the Annual Return of the Company prepared as per Section

92(3) of the Act for the financial year ended March

31, 2026, is available on the Companys website and can be accessed at www.rappidvalves.in In terms of Rules 11 and 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return shall be filed with the Registrar of Companies, within prescribed timelines.

BOARD OF DIRECTORS

The Board of Directors provides strategic direction and oversight to the Companys operations and is responsible for ensuring effective governance and sustainable value creation for all stakeholders. As on March 31, 2026, the Board comprised 5 (five)

Directors possessing diverse experience and expertise across various fields, including business management, finance, operations, industry, and corporate affairs.

The composition of the Board includes Managing Director, 2 Non-Executive, Non-Independent Directors, and 2 Independent Directors. The Directors bring to the Board a balanced mix of skills, knowledge, industry experience, and leadership capabilities, which enables informed decision-making and effective oversight of the Companys business and affairs.

In the opinion of the Board, all the Directors, including the Directors re-appointed during the year under review possess the requisite qualifications, experience & expertise and hold high standards of integrity. The criteria for determining qualification, positive attributes and independence of a Director is provided in the Policy on Nomination, Appointment and Removal of Directors, which can be accessed on Companys website at https://www.rap-pidvalves.in/corporate-policies.

The Board of Directors of your Company comprises the following Directors, as on 31st March 2026:

Sr. No.	Name of Director	DIN	Designation
1	Gaurav Vijay Dalal	00494466	Chairman &Managing Director
2	Padma Madhusudan Lohiya	10699590	Non-Executive Director
3	Mansi Gaurav Dalal	09056966	Non-Executive Director
4	Dayaram Paliwal	03060803	Independent Director
5	Dinesh Gopal Mundada	07274519	Independent Director

Appointment, Re-appointment and re-designation of Directors during the FY 2025-26

During the year under review, the Board of Directors, at its meeting held on July 18, 2025, appointed Mrs. Mansi Gaurav Dalal (DIN: 09056966) as an

Additional Executive Director of the Company pursuant to the provisions of the Companies Act, 2013.

Subsequently, the Board of Directors, at its meeting held on September 01, 2025, approved the redesignation of Mrs. Mansi Gaurav Dalal from Additional Executive Director to Additional Non-Executive Director, considering the requirements and composition of the Board.

Thereafter, the Members of the Company at the 23rd Annual General Meeting held on September

27, 2025 approved the appointment of Mrs. Mansi Gaurav Dalal (DIN: 09056966) as a Non-Executive

Director of the Company, liable to retire by rotation, in accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company.

Re-appointment of Director retiring by rotation

In terms of the provisions Section 152(6) of the Act, Mrs. Padma Madhusudan Lohiya (DIN: 10699590),

Non-Executive, Non-Independent Director of the Company, retires by rotation at the ensuing Annual General Meeting. A resolution seeking her reappointment, forms part of the Notice convening the ensuing Annual General Meeting scheduled to be held on September 24, 2026. The profile along with other details of Mrs. Padma Madhusudan Lohiya are provided in the annexure to the Notice of the AGM

Pecuniary relationship or transactions with the Company

During the year under review, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, commission as applicable and reimbursement of expenses incurred by them for the purpose of attending meetings of the Board/ Committee(s) of the Company, if any.

Independent Directors

As on 31st March 2026, Mr. Dinesh Gopal Mundada and Mr. Dayaram Paliwal were Independent Directors of the Company.

The Company has received the necessary declaration from the Independent Directors as required under Section 149(7) of the Companies Act, 2013 and the SEBI (Listing Obligations and

Disclosure Requirements) Regulations, confirming that they meet the criteria of Independence as laid down in Section 149(6) of the Act and that of Listing

Regulations. Independent Directors comply with the Code of Conduct prescribed under Schedule-IV of the Companies Act, 2013. None of the Independent Directors of your Company are disqualified under the provisions of Section 164(2) of the Act. Your directors have made necessary disclosures as required under various provisions of the Act and the Listing Regulations and in the opinion of the Board, all the Independent Directors are person of integrity and possesses relevant expertise and experience and are independent of the management.

All the Independent Directors have complied with the Code for Independent Directors prescribed in Schedule IV to the Companies Act, 2013.

All the Independent Directors of your Company are registered with the Indian Institute of Corporate Affairs, Manesar (“IICA”) and have their name included in the ‘Independent Directors Data Bank maintained by the IICA.

Familiarization programme for Independent Directors

The Company proactively keeps its directors informed of the activities of the Company, its management and operations and provide an overall industry perspective as well as issues being faced by the industry. Details of the Familiarization program for Independent Directors forms part of the website of the Company at https://www. rappidvalves.in/corporate-policies.

Terms and Conditions of Appointment

The terms & conditions of appointment of

Independent Director stipulates under section 149,

150 and 152 of the Companies Act 2013 read with ‘Guidelines for Professional Conduct pursuant to Schedule IV to the Act. The details of such terms are available on the website of the company at https://www.rappidvalves.in/corporate-policies.

Board Evaluation

The annual evaluation of the performance of the Board of Directors, its Committees and Individual Directors were carried out in accordance with the provisions of the Act, the SEBI Listing Regulations and applicable governance guidelines. The Nomination and Remuneration Committee (‘NRC) conducted the internal evaluation process for assessing the performance of the Board, its Committees and Individual Directors.

The performance of the Board was evaluated by the Board including Independent Directors after seeking inputs from all the directors based on various criteria such as Board Composition, process, dynamics, quality of deliberations, strategic discussions, effective reviews, committee participation, governance reviews etc.

The Board and the Nomination and Remuneration Committee reviewed the performance of the individual directors based on the criteria such as contribution of the individual director to the Board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution, inputs in meetings, etc. In addition, the Chairman was also evaluated on the key aspects of his role.

In a separate meeting of the Independent Directors, the performance of the Non-Independent Directors, the Board as a whole and the Chairman of the Company was evaluated. The outcomes of the evaluation process were discussed by the Board.

KEY MANAGERIAL PERSONNEL

As on 31st March 2026, the following are the Key Managerial Personnel (KMPs) of the Company as per Section 2(51) and 203 of the Act.

Sr. No.	Name of Key Managerial Personnel	Designation
1	Gaurav Vijay Dalal	Managing Director
2	Dipesh Bhalchandra Dalvi	Chief Financial Officer
3	Vanshita Beeshamdass Wadhwani	Company Secretary & Compliance Officer

Appointment & Resignation of Key Managerial Personnel during the FY 2025-26

Pursuant to the provisions of Section 203 of the

Companies Act, 2013 read with Rule 8A of the

Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amendments thereof, Ms. Vrinda Saboo (A75838), Company

Secretary and Compliance Officer of the Company, tendered her resignation from this designation due to personal reasons, with effect from February 28,

2026. The Board of Directors, at its meeting held on

March 07, 2026, took note of her resignation and placed on record its sincere appreciation for the valuable services rendered by her during her tenure with the Company.

Subsequently, based on the recommendation of the Nomination and Remuneration Committee at its meeting held on March 07 2026, the Board of

Directors, at its meeting held on same day, approved the appointment of Ms. Vanshita Beeshamdass

Wadhwani (A77960) as the Company Secretary and Compliance Officer of the Company with effect from March 07 2026, pursuant to the provisions of Section 203 of the Companies Act, 2013 read with Rule 8A of the Companies (Appointment and

Remuneration of Managerial Personnel) Rules, 2014 and amendments thereof. The Board welcomed her and expressed its confidence that her expertise and experience would contribute significantly to the Companys governance and compliance framework.

BOARD MEETINGS

The Board of Directors meet regularly to review the Companys business policies, strategies and key governance matters. Effective oversight of operations is ensured through quarterly meetings. The agenda for Board and Committee meetings is circulated along with detailed notes on the items to be discussed, enabling Directors to take informed decisions.

The Board of Directors met 6 (Six) times during the year under review as mentioned below. The gap between any two consecutive board meetings did not exceed 120 days as per the provisions of Companies Act, 2013 and rules made thereunder.

Sr. No.	Name of Director	Category	No. of Board Meetings entitled to attend / held during the Year	No. of Board Meetings attended during the Year
1	Gaurav Vijay Dalal	Chairman & Managing Director	06	06
2	Mansi Gaurav Dalal	Non-Executive Director	04	04
3	Dayaram Paliwal	Independent Director	06	06
4	Dinesh Gopal Mundada	Independent Director	06	06
5	Mrs. Padma Madhusudan Lohiya	Non-Executive Director	06	06

COMMITTEES OF THE BOARD

Pursuant to the requirement under the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has constituted the following statutory Committees a) Audit Commi3ee b) Nomination and Remuneration Commi3ee c) Stakeholders Relationship Commi3ee d) Executive Commi3ee A) AUDIT COMMITTEE

The Audit Committee of the Company is constituted in line with the provisions of Section 177 and all other applicable provision, if any, of the Companies Act, 2013 and the Companies (Meeting and Its

Powers) Rules, 2014 read with regulation 18 and all other applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.

The Audit committee review reports of the Internal Auditor, meet Statutory Auditors as and when required and discuss their findings, suggestions, observations, and other related matters and reviews major accounting policies followed by the Company.

Composition of the Committee & Committee Meetings

As on March 31, 2026, the Committee comprised of 3 (three) directors, of which 2 (two) are Independent directors and includes the Chairman of the Committee. The members of the Audit Committee have relevant experience in financial matters as well as have accounting or related financial management expertise and are considered financially literate as defined in Regulation 18(1)(c) of the

SEBI Listing Regulations. The Chairman of the Audit Committee has expert knowledge in accounts & finance, and governance matters.

During the year under review, the Audit Committee met 4 (Four) times. The Company Secretary acts as the Secretary to the Audit Committee Meetings. The gap between two consecutive meetings did not exceed 120 days and all members were present for all the meetings of the Committees.

The composition of the Audit Committee and particulars of attendance by the members at the meetings of the

Committee held in FY 2025-26 are given below:

Sr. No.	Name of Committee Mem- ber	Category	No. of Board Meet- ings entitled to attend / held during the Year	No. of Board Meet- ings attended during the Year
1	Mr. Dinesh Gopal Mundada (Chairman)	Non-Executive Independent Director	04	04
2	Mr. Dayaram Paliwal	Non-Executive Independent Director	04	04
3	Mr. Gaurav Vijay Dalal	Chairman & Managing Director	04	04

B) NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee of the Company is constituted in line with the provisions of Section 178 of the Companies Act, 2013 read with Regulation 19(1) of the SEBI (Listing Obligations and Disclosure Requirements)

Regulations, 2015.

Apart from that all the matters provided under

Section 178 of the Companies Act, 2013 read with Regulation 19 of the SEBI (Listing Obligations and

Disclosure Requirements) Regulations, 2015, the Nomination and Remuneration Committee identifies (a) criteria for determining qualifications, positive attributes, independence of a director, etc. and (b) guiding principles for payment of remuneration to Directors, Key Managerial Personnel and other employees of the company.

Composition of the Committee & Committee Meetings

As on March 31, 2026, the Nomination and Remuneration Committee comprised of 3 (three) Non-Executive Directors, of which 2 (two) are Independent Directors. During the year under review, the Nomination and Remuneration Committee met 3 (three) times. The Company Secretary acts as the Secretary to the Nomination and Remuneration Committee meetings. All Members were present for all the meetings of the Committee. The composition of the Committee and particulars of attendance by the members at the meetings of the Committee held in

FY 2025-26 are given below:

Sr. No.	Name of Committee Mem- ber	Category	No. of Board Meet- ings entitled to attend / held during the Year	No. of Board Meet- ings attended during the Year
1	Ms. Padma Madhusudan Lohiya (Chairman)	Non-Executive Director	03	03
2	Mr. Dayaram Paliwal	Non-Executive In- dependent Director	03	03
3	Mr. Dinesh Gopal Mundada	Non-Executive In- dependent Director	03	03

C) STAKEHOLDERS RELATIONSHIP COMMITTEE

In accordance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 20 of the

SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has formed Stakeholders Relationship Committee, composition and terms of reference of which are in conformity with the said provisions.

The scope of the Shareholders Relationship Committee is to review and address the grievance of the shareholders in respect of share transfers, transmission, non-receipt of annual report, non-receipt of dividend etc, and other related activities. In addition, the Committee also investigates matters which can facilitate better investors services and relations.

Composition of the Commi•ee & Commi•ee Meetings

As on March 31, 2026, the Stakeholders Relationship Committee comprised of 3 (three) Directors of which 2 (two) are independent directors which includes the Chairman of the Committee.

During the year under review, the Committee met 1 (One) time. All Members were present for all the meetings of the Committee.

Sr. No.	Name of Committee Member	Category	No. of Board Meetings entitled to attend / held during the Year	No. of Board Meetings attended during the Year
1	Mr. Dayaram Paliwal (Chairman)	Non-Executive Independent Director	01	01
2	Mr. Dinesh Gopal Mundada	Non-Executive Independent Director	01	01
3	Mr. Gaurav Vijay Dalal	Chairman & Managing Director	01	01

D) EXECUTIVE COMMITTEE

The Company has an Executive Committee to oversee and facilitate the day-to-day operational and administrative matters of the Company, within theauthoritydelegatedtoitbytheBoardofDirectors. The Committee assists the management in ensuring effective implementation of the decisions of the Board and monitoring key operational matters. The Executive Committee operates under the overall supervision and guidance of the Board of Directors.

Composition of the Committee & Committee Meetings As on March 31, 2026, the Executive Committee comprised of 2 (two) Directors of which 1 (one) is independent director.

During the year under review, the Committee met 1 (One) time. All Members were present for all the meetings of the Committee.

Sr. No.	Name of Committee Mem- ber	Category	No. of Board Meet- ings entitled to attend / held during the Year	No. of Board Meet- ings attended during the Year
1	Mr. Dayaram Paliwal	Non-Executive Independent Director	01	01
2	Mr. Gaurav Vijay Dalal	Chairman & Managing Director	01	01

VIGIL MECHANISM

In compliance with the provisions of Section 177 of the Companies Act, 2013 and Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, The Companys vigil mechanism allows the Directors and employees to report their concerns about unethical behaviour, actual or suspected frauds or violation of the code of conduct /business ethics as well as to report any instance of leak of Unpublished Price Sensitive Information. The vigil mechanism provides for adequate safeguards against victimization of the Director(s) and employ-ee(s) who avail of this mechanism. No person has been denied access to the Chairman of the Audit Committee. The Whistle-Blower Policy of the Company can be accessed on the Companys website at https:// www.rappidvalves.in/corporate-policies.

INTERNAL FINANCIAL CONTROLS AND ITS ADE-

QUACY

The Company has in place proper and adequate internal control systems commensurate with the nature of its business, size and complexity of its business operations. Internal control systems comprise policies and procedures which are designed to ensure reliability of financial reporting, compliance with policies, procedures, applicable laws and regulations and that all assets and resources are acquired economically used efficiently and adequately protected.

The Audit Committee evaluates the efficiency and adequacy of the financial control system in the Company, its compliance with operating systems, accounting procedures, and strives to maintain standards in Internal Financial Control.

GENERAL MEETINGS

The Members of the company Met One (1) time during the Financial Year 2025-26 on the following date:

Sr. No.	Date of Meeting	Type of Meeting
1	September 27, 2025	Annual General Meeting

During the Financial Year 2025-26, the Company conducted [One] Postal Ballot pursuant to the provisions of

Section 110 of the Companies Act, 2013 read with the applicable rules made thereunder, for seeking approval of the Members on the following matter(s):

Sr. No.	Date of Postal Bal- lot Notice	Voting Period	Result
1	March 24, 2026	Tuesday, March 31, 2026 09:00	Passed with requisite majority
		A.M. (IST) to Wednesday, April 29,
		2026 05:00 P.M. (IST)

The voting results of the Postal Ballot were declared on April 30, 2026 and the resolutions were passed by the Members with the requisite majority.

The details of the Postal Ballot, including the voting results, are available on the website of the Company at www.rappidvalves.in and on the website of the Stock Exchange(s), as applicable.

AUDITORS AND AUDITORS REPORT Statutory Auditors and Auditors Report

Based on the recommendation of the Board of Directors, Members of the Company at the 21st Annual General Meeting held on September 30, 2023, appointed M/s. Kava & Associates (Firm

Registration No. 145721W) as the Statutory Auditors for the term of 5 (five) years commencing from the

Financial Year 2023-24 to the Financial Year 2027-28. The Members authorized the Board to finalize the terms and conditions of re-appointment, including remuneration of the Statutory Auditor, based on the recommendation of the Audit Committee. M/s. Kava & Associates, Chartered Accountants

(Firm Registration No. 145721W), has given consent and eligibility certificate for appointments as the Statutory Auditors of the Company.

The Notes on Financial Statements referred to in the Auditors Report are self-explanatory and do not call for any further comments.

For the financial year 2025-26, the Statutory

Auditors Report does not contain any qualifications, reservations, adverse remarks or disclaimers. Further, no fraud has been reported by the Statutory

Auditors as specified under Section 143(12) of the

Companies Act, 2013, for the year under review. The Statutory Auditors have also expressed an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls.

Secretarial Auditors and Auditors Report

Pursuant to the provisions of Regulation 24A of the SEBI Listing Regulations and Section 204 of the Act, read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel Rules, 2014, based on the recommendation of the Audit Committee and the Board of Directors, Members of the Company at the Annual General Meeting held on September 27, 2025, approved the appointment and remuneration of M/S H.K. Gupta & Associates, Practicing Company Secretary, Membership No.

F12032 & Certificate of Practice No.17869), as the

Secretarial Auditor of the Company for Financial

Year 2025-26.

Further pursuant to the amended provisions of Regulation 24A of the SEBI Listing Regulations, the Audit Committee and the Board of Directors have, based on their respective recommendations, approved the appointment and remuneration of M/s Nishtha Khandelwal & Associates, Practicing

Company Secretaries (Membership No. A71865, Certificate of Practice No. 27466 and Firm Registration No. S2024MH989400), as the

Secretarial Auditor of the Company for a term of five (5) consecutive years commencing from April 1,

2026, subject to the approval of the Members of the Company at the ensuing Annual General Meeting. M/S Nishtha Khandelwal & Associates, Practicing Company Secretary has consented to act as the Secretarial Auditor of the Company and confirmed that her appointment, if approved, would be within the limits prescribed under the Companies Act, 2013 and SEBI LODR Regulations. She has further confirmed that she is not disqualified to be appointed as the Secretarial Auditor under the applicable provisions of the Act, rules made thereunder, and SEBI Listing Regulations.

The Secretarial Audit Report submitted by M/S H.K. Gupta & Associates, the Secretarial Auditors for the financial year 2025-26 does not contain any qualification, reservation, adverse remark or disclaimer. The said report is annexed as “Annexure

- A” to this Report.

Internal Auditor

Pursuant to Section 138 of the Companies Act 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014 and other applicable provisions if any of the Companies Act, 2013 M/s Vijay Bhardwaj & Co., the Chartered Accountant firm, Mumbai were appointed as Internal Auditor for the Financial Year

2025-26.

The Audit committee of the board, in consultation with the internal auditor, shall formulate the scope, functioning, periodicity and methodology for conducting the internal audit.

COST RECORDS AND COST AUDIT

The provisions relating to maintenance of Cost Records as specified by the Central Government under Section 148 of the Companies Act, 2013 is not applicable to the Company for the financial year 2025-26. Also, as per rule 4 of the Companies (Cost Records and Audit) Rules, 2014, cost audit is not applicable to your company. Accordingly, the cost auditor is not appointed for the financial year

2025-26.

EXPLANATION OR COMMENTS TO QUALIFICATION, RESERVATION, ADVERSE REMARK OR DISCLAIMER MADE, IF ANY, IN THE STATUTORY AUDITORS REPORT AND THE SECRETARIAL AUDIT REPORT.

The Statutory Auditors Report, and the Secretarial Audit Report to the members, for the year ended March 31, 2026, does not contain any qualification, reservation, adverse remark or disclaimer which require explanations or comments by the Board.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143:

During the year under review, neither the statutory auditors nor the secretarial auditors has reported to the Audit committee, under section 143(12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officer or employees, the details of which would need to be mentioned in the Boards report.

DISCLOSURE OF ACCOUNTING TREATMENT

The financial statements have been prepared and presented under the historical cost basis except for certain financial instruments which are measured at fair value or amortized cost and accrual basis of accounting, unless otherwise stated, and are in accordance with Generally Accepted Accounting Principles in India (‘GAAP), statutory requirements prescribed under the Accounting Standards (‘AS) specified under Section 133 of the Companies Act, 2013 read together with the Companies

(Accounting Standards) Rules, 2021, in so far as they are applicable to the Company.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 became applicable to the Company with effect from the

Financial Year 2025-26.

During the financial year under review, the Company spent 9,56,940/- (Rupees Nine Lakh Fifty-Six Thousand Nine Hundred and Forty Only) towards its Corporate Social Responsibility (CSR) obligations by contributing the said amount to Hetal Apurva Foundation for carrying out eligible CSR activities. The details of the CSR expenditure, as required under Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, are provided in “Annexure B” to this Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In termsoftheprovisionsofRegulation 34 ofthe SEBI

(Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), a separate report on Management Discussion and Analysis is enclosed as an “Annexure -C” to this Report.

DETAILS OF SUBSIDIARY/JOINT VENTURES/ ASSOCIATE COMPANIES

During the year under review, the Company do not have any subsidiary/joint ventures/ associate companies.

DEMATERIALISATION OF SHARES

The Companys equity shares are traded in dematerialized form on NSE. As of March 31,

2026, 100% of the paid-up equity share capital of the Company are in dematerialized mode. The shares are assigned the International Securities

Identification Number (ISIN) INE0MVO01012 under the Depository System.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013

The financial statements contain the requisite disclosures in respect of loans, guarantees and investments covered under Section 186 of the Act.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

In line with the requirements of the Companies Act,

2013 and SEBI (LODR) Regulations, your Company hasformulatedaPolicyonRelatedPartyTransactions which is available on Companys website and can be accessed https://www.rappidvalves.in/corporate-policies . The Policy intends to ensure that proper reporting, approval and disclosure process are in place for all transactions between the Company and related parties.

During the financial year 2025-26, all contracts, arrangements and transactions entered into with related parties, including any material modifications thereof, were in the ordinary course of business and on an arms length basis, and were approved by the Audit Committee in accordance with the applicable regulatory requirements. Further, none of the transactions during the year were material in nature which require approval of the shareholders under Section 188(1) of the Companies Act, 2013 read with Regulation 23(4) of the SEBI Listing

Regulations.

Accordingly, the disclosure of particulars of contracts/arrangements with related parties in

Form AOC-2, pursuant to Section 134(3)(h) of the Companies Act, 2013 read with rule 8(2) of the Companies (Accounts) Rules, 2014 is not applicable. Moreover, the details of related party transactions, as required under the applicable accounting standards have been disclosed in the Notes to the Financial Statement forming part of this Annual Report.

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

The Company upholds a zero-tolerance policy toward sexual harassment at the workplace and remains committed to providing a safe, respectful, and inclusive working environment for all employees. In line with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the applicable rules, the Company has instituted a comprehensive framework for the prevention, prohibition, and redressal of sexual harassment.

The Company has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace and the same can be accessed at https://www.rappidvalves.in/corporate-policies. In compliance with the said Act, the Company has also constituted an Internal Complaints Committee (“ICC”) to consider and address complaints of sexual harassment, if any.

The details of complaints received and disposed of during the financial year under review are as follows:

Particulars	2025-26	2024-25
Number of complaints of sexual harassment received in the year	Nil	Nil
Number of complaints disposed off during the year	Nil	Nil
Number of cases pending for more than 90 days	Nil	Nil

MATERNITY BENEFITS

In accordance with the Maternity Benefit Act, 1961, the Company provides statutory maternity benefits, including paid leave, medical benefits, and related facilities for its female employees, and affirms complete compliance with the provisions of the

Maternity Benefit Act, 1961.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE EARNINGS

AND OUTGO

Your Company has not carried any activities relating to the conservation of energy. Your Company has not acquired any technologies during the year under review. The details of foreign exchange earnings and outgo during the financial year are as under:

(Amount in Lakhs)

Particulars	2025-26	2024-25
Earning in Foreign Currency	5.5	0.9
Expenditure in Foreign Currency	2.3	Nil

RISK MANAGEMENT

The Board of Directors of the Company has established a comprehensive risk management framework to effectively manage internal and external risks across its businesses. The Board oversees the risk management function by defining and approving the objectives and philosophy of risk management and continuously monitoring and reviewing risks across the organization. This framework aims to foster a strong risk culture integratedwiththeCompanysbusinessstrategyand ensure that the Company undertakes businesses that are well understood and within its defined risk appetite. It further focuses on building profitable and sustainable businesses through a conservative approach to risk, proactively managing risks across the organization, and adopting best-in-class risk management practices to enhance shareholder value and strengthen stakeholder confidence. In addition, the Board has put in place a comprehensive Risk Management Policy aimed at optimizing the risk-reward trade-off and enhancing shareholder value. The Companys approach to risk management is based on a clear understanding of thevarietyofrisksitfaces,disciplinedriskmonitoring and measurement, and continuous assessment and mitigation measures to ensure sustainable growth and value creation for all stakeholders.

COMPLIANCE WITH SECRETARIAL STANDARDS

During the year under review, the Company has complied with all the applicable Secretarial Standards on Board Meetings and General Meetings issued by The Institute of Company Secretaries of

India, as mandated under Section 118 of the Act.

MANAGERIAL REMUNERATION AND PARTICULARS OF EMPLOYEES:

The remuneration paid to the Directors and Key Managerial Personnel of the Company during the Financial Year 2025-26 was in accordance with the Nomination and Remuneration Policy of the Company. Disclosures with respect to the remuneration of Directors and employees as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial

Personnel) Rules, 2014 have been given as

“Annexure-D” to this Report.

Further, the statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees as required under Section

197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report.

DISCLOSURE UNDER SECTION 43(A)(III) OF THE COMPANIES ACT, 2013:

During the year under review, the Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)

(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

DISCLOSURE UNDER SECTION 54(1)(D) OF THE COMPANIES ACT, 2013:

During the year under review, the Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 and SEBI (Issue of Sweat

Equity) Regulations, 2002 is furnished.

DISCLOSURE UNDER SECTION 62(1)(B) OF THE COMPANIES ACT,2013:

During the year under review, the Company has not issued any equity shares under Employees Stock Options scheme pursuant to provisions of Section 62 read with Rule 12 of Companies (Share Capital and Debenture) Rules, 2014.

TRANSFER OF AMOUNT TO INVESTOR EDUCATION AND PROTECTION FUND

The Company did not have any funds lying unpaid or unclaimed which were required to be transferred to Investor Education and Protection Fund (IEPF).

SEBI COMPLAINTS REDRESS SYSTEM (SCORES)

The investor complaints are processed in a centralized web-based complaints redress system. The salient features of this system are centralized database of all complaints, enables online upload of Action Take Reports\(ATRs) by the concerned companies and online viewing by investors of actions taken on the complaint and its current status. Your Company has been registered on SCORES and makes every effort to resolve all investor complaints received through SCORES or otherwise, within the statutory time frame from the date of receipt.

During the financial year 2025-26, the Company did not receive any complaints on SCORES. The details of investor complaints received, resolved, and pending during the year are as follows:

Sr. No.	Complaints Received	Complaints Re- ceived	Complaints solved	Complaints Pending
1	Non-receipt of Shares certifi- cate after transfer etc.	Nil	Nil	Nil
2	Non-receipt of dividend war- rants	Nil	Nil	Nil
3	Query regarding demat credit	Nil	Nil	Nil
4	Others	Nil	Nil	Nil
	Total	Nil	Nil	Nil

DIRECTORS RESPONSIBILITY STATEMENT

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors including the audit of internal financial controls over financial reporting by the statutory auditors and the reviews performed by the management and the relevant Board Committees including the Audit Committee, the Board is of the opinion that the Companys internal financial controls were adequate and operating effectively during FY 2025-26. Pursuant to Section 134 (5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm that for the financial year ended March 31, 2026 and according to the information and explanations obtained and received from the operating management, your directors make the following statement and confirm that: a) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; b) The directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the situation of the Company at the end of the financial year and of the loss of the Company for that period; c) The directors have 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 have prepared the annual accounts on a going concern basis; and e) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively; f) Proper internal financial controls were followed by the Company, and such internal financial controls are adequate and were operating effectively.

POLICIES OF THE COMPANY

The Companies Act, 2013 read with the Rules framed thereunder and the Securities and Exchange Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015 (“Listing

Regulations”) have mandated the formulation of certain policies for listed companies. All the Policies and Codes adopted by your Company, from time to time, are available on the Companys website on www.rappidvalves.in/corporate-policies, pursuant to Regulation 46 of the Listing Regulations. The Policies are reviewed periodically by the Board of Directors and its Committees and are updated based on the need and new compliance requirements.

CAUTIONARY STATEMENT

Statements in the Annual Report, particularly those which relate to Management Discussion and Analysis, describing the Companys objectives, projections, estimates and expectations, may constitute “forward looking statements” within the meaning of applicable laws and regulations.

Although the expectations are based on reasonable assumptions, the actual results might differ.

APPRECIATIONS AND ACKNOWLEDGEMENTS

Your directors place on records their sincere appreciation for the significant contribution made by our employees through their dedication, hard work and commitment.

The Board places on record its appreciation for the support and co-operation your Company has been receiving from its customers, suppliers, distributors, stockists, retailers, business partners and others associated with the Company as its trading partners. Your Company looks upon them as partners in its progress. It will be the Companys endeavour to build and nurture strong links with the trade based on mutuality of benefits, respect for and co-operation with each other, consistent with consumer interests. The Directors also take this opportunity to thank all Shareholders, Investors, Clients, Vendors, Bankers, Government and Regulatory Authorities and Stock Exchanges, for their continued support.

	on behalf of the Board of Directors
	For Rappid Valves (India) Limited
	Sd/-
	Gaurav Vijay Dalal
	Chairman & Managing Director
	DIN: 00494466
Date: 29.08.2026
Place: Palghar
Registered Office:
Genesis Industrial Complex, Plot No. 30,
Village Kolgaon, Palghar (East),
Thane, Maharashtra 401404
CIN: L74999MH2002PLC135992
Email Id: investors@rapidvalves.net
Website: www.rappidvalves.in