Readymix Construction Machinery Ltd Directors Report

2024-25

To,
The Members / Shareholders,

The Board of Directors hereby presents the 14th Annual Report of READYMIX CONSTRUCTION MACHINERY LIMITED (Earlier known as Readymix Construction Machinery Private Limited) (CIN: L29248PN2012PLC142045) together with the Audited Financial Statements for the financial year ended 31st March 2026.

FINANCIAL HIGHLIGHTS

(Amount in Lakhs)

PARTICULARS	2025-26	2024-25
Revenue from business operation	9060.25	7327.58
Other Income	67.51	22.66
Total Income	9127.76	7350.24
Operating profit before depreciation, Finance Cost, Exceptional Item and Tax (EBITDA)	1331.40	1486.37
Less: Depreciation & Amortization expenses	130.81	108.51
Less: Finance Cost	189.15	123.64
Profit before tax	1011.44	1254.22
Less: Current Tax Expenses	269.88	324.16
Less: Deferred Tax Expenses	(6.57)	(3.85)
Net Profit for the year	748.12	933.91
Add: Other Comprehensive	0.00	0.00
Total Comprehensive Income	748.12	933.91
Weighted No. of Shares During Year	10958500	83,07,563
Paid up equity share capital	1095.85	1095.85
EPS (Equity Shares of Rs. 10/- each) Basic & Diluted (in Rs.)	6.83	11.24

BUSINESS OVERVIEW

The company is an engineering-led company, offering engineering solutions for design, development, fabrication and installation of various plant & machineries along with related equipments like Dry Mix Mortar Plant, Support equipment for Readymix Concrete Plant, High capacity Silos, Artificial Sand Plants (Crusher), Wall Putty Plants, Other Customized Projects etc., catering to industrial requirements of various industries like cement, concrete, crushing, construction and building materials etc. Company also provides complete end-to-end turnkey solutions from conceptualization, development, fabrication, assembling, testing, logistic support, final erection and installation of various plant & machineries along with related equipments at customers site and other incidental and allied activities related therewith along with after sales services which include repair & maintenance services.

Further, the Company also provide Annual Maintenance Service to our customers to close any possible wear and tear, providing updates and upgrades for plant operational software along with scheduled inspection & maintenance visits. Additionally, Readymix provides Business Consultancy Services which includes innovative design, engineering, technology, and operational challenges. From initial concept to final fabrication and commissioning, our solutions help reduce capital costs, improve efficiency, enhance plant performance, and increase automation. Company also offer online support for equipment installation at customer sites and Recipe Consultancy Services to evaluate ingredient feasibility and optimize recipes.

The Company initiated the activity of Research & Development in the Financial Year 2022-23 and continued the same in the Financial Year 2025-26 as well. The aim was to develop the components of the machines in-house in replacement of the ones being bought by outside suppliers. The Management had envisaged that this would substantially add to the Margins of the Company and would also leave them with more scope for customization.

PERFORMANCE REVIEW

Your Company delivered a solid all-round performance during the year under reviewed. In F.Y 2025-26, total revenue, including other income, stood at Rs. 9127.76 Lakhs against Rs. 7350.24 Lakhs in F.Y 2024-25. Profit/loss before tax is Rs. 1011.44 Lakhs as compared to Profit of Rs. 1254.22 Lakhs for the F.Y 2024-25. The Profit/loss after tax stood at Rs. 748.12 Lakhs as compared to Profit of Rs. 933.91 Lakhs for F.Y 2024-25.

DIVIDEND

The Board of Directors of the company after holistically considering the future financial needs of the company have decided not to declare any dividend for the financial year ended March 31st, 2026.

TRANSFER TO RESERVE

The directors do not propose transferring any amount to the General Reserve. The amounts of net profit are carried to reserve & surplus account of the Company.

CHANGE IN THE NATURE OF BUSINESS

During the year, the Company has not changed its business or object and continues to be in the same line of business as the main object of the Company.

SHARE CAPITAL

During the year, the Company has not changed authorized or paid-up share capital. The issued, subscribed and paid-up equity share capital of the Company as on 31st March 2026 was Rs. 1095.85 Lakhs comprising of 10958500 equity shares of Rs. 10/- each.

MATERIAL CHANGES & COMMITMENTS

There were no material changes in the Company during the period under review.

BOARD OF DIRECTORS

The composition of Board complies with the requirements of the Companies Act, 2013 ("Act"), Further, in pursuance of Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015("Listing Regulations"), the Company is exempted from requirement of having composition of Board as per Regulation 17 of Listing Regulations.

None of the Directors of Board is a member of more than ten Committees or Chairman of more than five Committees across all the Public Companies in which they are Director. The necessary disclosures regarding Committee positions have been made by all the Directors. None of the Director of the Company is serving as a Whole-Time Director in any Listed Company and is holding position of Independent Director in more than 3 Listed Company and none of the Director of the Company is holding position as Independent Director in more than 7 Listed Company.

None of the Directors of the Company is disqualified for being appointed as Director as specified in Section 164 (2) of the Companies Act, 2013.

During the financial year under review there were no changes in the constitution of the Board of Directors of the Company. The strength of the Board of Directors on 31st March 2026 was Six Directors as follows:

S.NO	DIN	Name of Director	Date of Appointment	Designation
1	05151936	Mr. Anand Suresh Watve	24/01/2012	Managing Director
2	05151943	Mr. Atul Jagannath Kulkarni	24/01/2012	Whole-time director
3	05151954	Mr. Prashant Balasaheb Kanikdale	24/01/2012	Whole-time director
4	08455451	Mrs. Pinki Kedia	02/08/2024	Independent Director
5	10252288	Mr. Gaurav Maheshwari	02/08/2024	Independent Director
6	10708550	Mr. Neeraj Bangur	02/08/2024	Independent Director

During the financial year under review, no changes have occurred in the constitution of the Board of Directors of the Company:

MEETING OF THE BOARD OF DIRECTORS

The Board meets at regular intervals to discuss and decide on Company / business policy and strategy apart from other Board business. The notice for the Board meeting is given well in advance to all the Directors.

During the financial year under report the Board of Directors of the company have duly met 05 times, in respect of which meetings, proper notices were given, and the proceedings were properly recorded and signed in the minutes book maintained for purpose.

The meetings of the Board of Directors of the Company were held on:

S. No	Date of Meeting	Place of Meeting	Board Strength	Name of Director present at meeting
1	26/05/2025	Registered Office	6	Mr. Anand Suresh Watve, Mr. Atul Jagannath Kulkarni, Mr. Prashant Balasaheb Kanikdale, Neeraj Bangu
2	11/08/2025	Registered Office	6	Mr. Anand Suresh Watve, Mr. Atul Jagannath Kulkarni, Mr. Prashant Balasaheb Kanikdale, Pinki kedia
3	04/09/2025	Registered Office	6	Anand Suresh Watve, Atul Jagannath Kulkarni, Prashant Balasaheb Kanikdale, Pinki Kedia, Neeraj Bangu, Gaurav Maheshwari
4	14/11/2025	Registered Office	6	Mr. Anand Suresh Watve, Mr. Gaurav Maheshwari, Mr. Prashant Balasaheb Kanikdale, Mrs. Pinki Kedia
5	27/02/2026	Registered Office	6	Anand Suresh Watve, Atul Jagannath Kulkarni, Prashant Balasaheb Kanikdale, Neeraj Bangu

INDEPENDENT DIRECTORS

In terms of Section 149 of the Companies Act, 2013 and rules made there under, the Company Has Three Non-Promoter Non-Executive Independent Directors in line with the act. A separate meeting of Independent Directors was held on 04th September 2025 to review the performance of Non-Independent Directors and Board as whole and performance of the Company including assessment of quality, quantity and timeliness of flow of information between Company management and Board.

The Company has received necessary declaration from each director under Section 149(7) of the act that they meet the criteria of independence laid down in Section 149 (6) of the act.

DIRECTOR AND KEY MANAGERIAL PERSONNEL

Following is the composition of the Board of Directors and Key Managerial Personnel of the Company as on 31st March 2026:

S.NO	DIN	Name of Director	Date of Appointment	Designation
1	05151936	Mr. Anand Suresh Watve	24/01/2012	Managing Director
2	05151943	Mr. Atul Jagannath Kulkarni	24/01/2012	Whole-time director
3	05151954	Mr. Prashant Balasaheb Kanikdale	24/01/2012	Whole-time director
4	08455451	Mrs. Pinki Kedia	02/08/2024	Independent Director
5	10252288	Mr. Gaurav Maheshwari	02/08/2024	Independent Director
6	10708550	Mr. Neeraj Bangur	02/08/2024	Independent Director
7	*****4655C	Mrs. Shubhangi Rohit Deo	02/08/2024	Chief Financial Officer
8	*****3486	PCS Munjaji P Dhumal	26/05/2025	Company Secretary

Based on the disclosures provided by the directors or the Company in pursuance to the provisions of Section 164 of the Companies Act 2013, none of the Directors of the Company is found to be disqualified.

PERFORMANCE EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, board committees and individual directors pursuant to the provisions of the Act.

The performance of the board was evaluated by the board, after seeking input from all the directors, based on the criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc. The performance of the committees was evaluated by the board after seeking input from the committee members based on the criteria such as the composition of committees, effectiveness of committee meetings, etc. The board and the nomination and remuneration committee reviewed the performance of the individual directors based on the criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the chairman was also evaluated on the key aspect of his role.

Separate meeting of Independent Directors was held to evaluate the performance of non-independent directors, performance of the board as a whole and performance of the chairman, taking into account the views of executive directors and non-executive directors. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated.

DIRECTOR RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the Company confirms that:

• In the preparation of the annual accounts for the year ending March 31st, 2026, the Company has followed the applicable accounting standards and there are no material departures from the same;
• 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 state of affairs of the Company as of March 31st, 2026, and of the profit and loss of the Company for that period;
• The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
• The Directors have prepared the annual accounts on a going concern basis;
• The Directors have laid down the internal financial Control and that internal financial Control are adequate and operate effectively.
• The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

COMMITTEE OF BOARD

As per the provision of the Companies Act, 2013 the Company has constituted following committees of the Board:

• Audit Committee
• Nomination and Remuneration Committee
• Stakeholder Relationship Committee
• Corporate Social Responsibility Committee

AUDIT COMMITTEE

The Board of Director has constituted Audit Committee as per the provision of Section 177 of the Companies Act, 2013.

The Composition of Audit Committee are as follows:

NAME	POSITION	DESIGNATION
Mr. Neeraj Bangur	Chairman	Non-Executive-Independent Director
Mr. Gaurav Maheshwari	Member	Non-Executive-Independent Director
Mr. Anand Suresh Watve	Member	Managing Director

The meeting of Audit Committee was held on:

S.No	Date of Meeting	Name of Member present
1	26/05/2025	Mr. Neeraj Bangur, Mr. Anand Suresh Watve
2	11/08/2025	Mr. Neeraj Bangur, Mr. Anand Suresh Watve
3	04/09/2025	Mr. Neeraj Bangur, Mr. Anand Suresh Watve, Mr. Gaurav Maheshwari
4	14/11/2025	Mr. Neeraj Bangur, Mr. Anand Suresh Watve, Mrs. Pinki Kedia

NOMINATION & REMUNERATION COMMITTEE

The Board of Director has constituted Nomination & Remuneration Committee as per the provision of Section 178 of the Companies Act, 2013.

The Composition Nomination & Remuneration Committee of are as follows:

S.No.	NAME	POSITION	DESIGNATION
1	Mr. Neeraj Bangur	Chairman	Non-Executive-Independent Director
2	Mr. Gaurav Maheshwari	Member	Non-Executive-Independent Director
3	Mrs. Pinki Kedia	Member	Non-Executive-Independent Director

The meeting of Nomination & Remuneration Committee was held on:

S.No	Date of Meeting	Name of Member present in the meeting
1	26/05/2025	Mr. Neeraj Bangur, Mrs. Pinki Kedia
2	04/09/2025	Mr. Neeraj Bangur, Mrs. Pinki Kedia, Mr. Gaurav Maheshwari
3	30/01/2026	Mr. Neeraj Bangur, Mrs. Pinki Kedia

NOMINATION & REMUNERATION POLICY

Nomination and Remuneration Policy in the Company is designed to create a high-performance culture. It enables the Company to attract motivated and retained manpower in competitive market, and to harmonize the aspirations of human resources consistent with the goals of the Company. The Company pays remuneration by way of salary, benefits, perquisites and allowances to its Managing Director and the Executive Directors. The Nomination and Remuneration Policy, as adopted by the Board of Directors, is placed on the website of the Company at www.rcmpl.co.in and is annexed to this report as Annexure A

The Nomination and Remuneration Policy, as adopted by the Board of Directors, is placed on the website of the Company at www.rcmpl.co.in and is annexed to this report as Annexure A

REMUNERATION TO DIRECTOR

The details of remuneration/sitting fees paid during the financial year 2025-2026 to Executive Directors/ Directors of the Company are provided in Annual Return which is available on the website of Company www.rcmpl.co.in

STAKEHOLDER RELATIONSHIP COMMITTEE

The Board of Director has constituted Stakeholder Relationship Committee as per the provision of Section 178 of the Companies Act, 2013. The Composition of Stakeholder Relationship Committee is as follows:

S.No. NAME	POSITION	DESIGNATION
1 Mr. Neeraj Bangur	Chairman	Non-Executive-Independent Director
2 Mr. Anand Watve	Member	Managing Director
3 Mr. Atul Kulkarni	Member	Whole-Time Director

The meeting of Stakeholder Relationship Committee was held on:

S.No.	Date of Meeting	Name of Member present in the meeting
1	04/09/2025	Mr. Anand Suresh Watve, Mr. Atul Jagannath Kulkarni
2	14/11/2025	Mr. Anand Suresh Watve, Mr. Atul Jagannath Kulkarni
3	30/01/2026	Mr. Anand Suresh Watve, Mr. Atul Jagannath Kulkarni, Mr. Neeraj Bangur

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

The Board of Director has constituted Corporate Social Responsibility Committee as per the provision of Section 135 of the Companies Act, 2013. The Composition Corporate Social Responsibility Committee of are as follows:

S.No.	NAME	POSITION	DESIGNATION
1	Mr. Anand Suresh Watve	Chairman	Managing Director
2	Mr. Prashant Balasaheb Kanikdale	Member	Whole-Time Director
3	Mr. Neeruj Bangur	Member	Non-Executive Independent Director

The meeting of Corporate Social Responsibility Committee was held on:

S.No	Date of Meeting	Name of Member present in the meeting
1	26/05/2025	Anand Suresh Watve, Prashant Balasaheb Kanikdale
2	14/11/2025	Anand Suresh Watve, Prashant Balasaheb Kanakdale
3	27/02/2026	Anand Suresh Watve, Prashant Balasaheb Kanikdale

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Pursuant to Regulation 34(2)(f) of the SEBI Listing Regulations, the Business Responsibility and Sustainability Report is not applicable to your Company.

WHISTLE BLOWER POLICY

Your Company is committed to highest standards of ethical, moral and legal business conduct. Accordingly, the Board of Directors have formulated a Whistle Blower cum Vigil Mechanism Policy which is in compliance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 22 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Under the policy, the Directors and Employees are free to report any violation of the applicable laws and regulations and the code of conduct of the Company.

The Vigil Mechanism of your Company provides for adequate safeguards against victimization of Whistle blowers who avail of the mechanism and also provides for direct access to the Chairman of the Audit Committee in exceptional cases.

No person has been denied access to the Chairman of the Audit Committee. The said policy is uploaded on the website of your Company www.rcmpi.co.in.

During the year under review, the Company has not received any complaints under the Whistle Blower cum Vigil Mechanism Policy.

CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING AND CODE OF PRACTICES AND PROCEDURE FOR FAIR DISCLOSURE OF UNPUBLISHED PRICE SENSITIVE INFORMATION

Your Company has adopted a Code of Conduct for Prohibition of Insider Trading ("PIT Code") in terms of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 ("SEBI PIT Regulations"). The Company has also formulated a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information ("UPSI Code") in compliance with the SEBI PIT Regulations. The PIT Code and UPSI Code is applicable to all directors, employees, designated persons, connected persons and their immediate relatives, who have access to unpublished price sensitive information relating to the Company. The aforesaid Codes are uploaded on the Companys website www.rcmpi.co.in. In addition to the above, the company also maintains a Structured Digital Database in terms of Regulation 3(5) of the SEBI PIT Regulations containing the nature of UPSI and the name of persons sharing the information, names of persons with whom information is shared along with the Permanent Account Number (PAN).

BOARD POLICIES

The SEBI Listing Regulations mandate formulation of certain policies for listed companies. Accordingly, the Board of Directors has, from time to time, framed and approved policies as required under the SEBI Listing Regulations as well as under the Act. Accordingly, the Board has also adopted below mentioned policies:

a. Code of Conduct for Independent Directors
b. Code of Conduct for Board of Directors and Senior Management of the Company
c. Risk Management Policy

d. Nomination and Remuneration Policy
e. Related Party Transaction Policy
f. Whistle Blower-cum-Vigil Mechanism Policy
g. Policy on Determination of Materiality
h. Insider Trading Policy
i. Code of Practices and Procedure for Fair Disclosure of Undisclosed Price Sensitive Information
j. Prevention of Sexual Harassment of Women at Workplace Policy (POSH)
k. Familiarization Programmed for Independent Directors
l. Policy on Preservation of Documents
m. Criteria for making payment to Non-Executive Directors
n. Policy for Determining Material Subsidiary
o. Corporate Social Responsibility Policy (CSR).

All above named policies and codes are available on our Company website as mentioned below www.rcmpl.co.in

DEPOSITS

In terms of the provisions of Sections 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014, the Company has not accepted any deposits during the year under review and as such, no amount of principal or interest was outstanding as on 31st March, 2026.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186

During the year under review, the Company has not provided any loans, Corporate Guarantee or made any investment which is covered under the provisions of Section 186 of the Companies Act, 2013.

ANNUAL RETURN

Pursuant to Section 92(3) and 134(3)(a) of the Companies Act, 2013, the Annual Return of the Company prepared in accordance with Section 92(1) of the Act read with Rule 11 of the Companies (Management and Administration) Rules, 2014 (as amended), is placed on the website of the Company and is accessible at the web-link: https://www.rcmpl.co.in/annual-returns/.

RELATED PARTY TRANSACTIONS

During the financial year under review the Company entered into the contract or arrangements Pursuance of the provisions of section 188(1) of the Companies Act 2013, the particulars of such transactions in prescribed Form No. AOC-2, has been annexed herewith as "Annexure B".

DIRECTORS REMUNERATION

The details of remuneration/sitting fees paid during the financial year 2025-26 to Executive Directors/Directors of the Company is provided in Annual Return which is available on the website of Company www.rcmpl.co.in.

1. Steps taken or impact on conservation of energy
• Various measures have been undertaken to improve energy efficiency, including:
• Company has Installed Generator at corporate office for in-house renewable energy generation.
• All new installations and replacements at our units utilize energy-efficient LED lights, contributing to significant energy savings.
• Measures to minimize compressed air losses, including leakage control and installation of efficient compressed air dryers.
• A Capacitor Panel with Harmonic Filters has been installed at the load side to enhance power factors and reduce energy losses.
2. Steps taken by the Company for utilizing alternate sources of energy

The Company has made substantial investments in alternative energy sources, notably Installation of Power Generator at Corporate office offering a cost effective and sustainable energy solution.

3. Capital investment on energy conservation equipments

The Company continues to invest in energy conservation equipment and practices, including the use of secondary sources like gents to minimize daily electricity consumption. Our facilities leverage natural resources such as ample sunlight and natural air circulation to optimize energy efficiency in machine operations. Strict monitoring of electricity usage ensures responsible and efficient energy utilization across all processes.

4. Water Management

The Company is dedicated to rainwater conservation, implementing a system that collects rainwater from rooftops and channels it into an underground water tank with a capacity of approximately 10,000 liters. This initiative not only reduces reliance on municipal water but also supports sustainable water management practices, contributing to the preservation of natural resources

5. Waste Management

The Company promotes responsible waste management practices by emphasizing reuse, recycling, and appropriate disposal methods. Our initiatives aim to minimize waste generation and maximize material reuse or recycling wherever feasible. By adopting these measures, we actively reduce our environmental footprint and promote a cleaner, healthier planet.

6. Health, Safety and Environment

The Company has established an internal committee dedicated to ensuring comprehensive health, safety, and environmental standards within our operations. Our commitment is to maintain a secure and healthy workplace for employees and contractors alike, with rigorous adherence to environmental regulations.

We are pleased to report zero accidents or fatalities on our premises during the past year, underscoring our commitment to safety, operational excellence, and sustainable practices.

TECHNOLOGY ABSORPTION

The Company is dedicated to fostering a culture of innovation driven by technology and places a strong emphasis on cultivating this mindset throughout the organization. We are equipped with highly precise equipment for both production and quality management. Our commitment to delivering excellence is supported by a dedicated quality team that brings enthusiasm and tireless dedication to ensuring the highest standards of quality and service. This team works along with state-of-the-art quality equipment essential for our Machine Shop operations. In case of Imported technology (imported during the last 3 years reckoned from the beginning of the financial year): NIL

FOREIGN EXCHANGE EARNING & OUTGO

S.No. PARTICULARS	FY 2025-26	FY 2024-25
1 Foreign Exchange Earning	0.00	0.00
2 Foreign Exchange Outgo	58.55	20.24

RISK MANAGEMENT POLICY

In todays economic environment, Risk Management is a very important part of business. The Company is Exposed to inherent uncertainties owing to the sectors in which it operates. A key factor in determining a companys capacity to create sustainable value is the risks that the company is willing to take (at strategic and operational levels) and its ability to manage them effectively. Many risks exist in a companys operating environment, and they emerge on a regular basis. The Companys Risk Management processes focus on ensuring that these risks are identified on a timely basis and addressed. Pursuant to Section 134(3)(n) of the Companies Act, 2013, a Risk Management Policy has been framed by the Board in terms of the requirement of the Act, the Board has developed and implemented the Risk Management Policy, and the Board reviews the same periodically.

Your Company also has a Risk Management Framework in place covering all critical areas of operation. This framework is reviewed periodically keeping in mind the business dynamics and external environment and provides guidelines for managing the various risks across the business.

Our senior management teams review the risks faced by the Company and monitor the development and deployment of risk mitigation action plans and the status is updated to the members of the Audit Committee and the Board of Directors on regular basis.

This Policy seeks to minimize the adverse impact of these risks, thus enabling the Company to control market opportunities effectively and enhance its long-term competitive advantage. Several risks can impact on the achievement of a particular business objective. Similarly, a single risk can also impact on the achievement of several business objectives.

The focus of risk management is to assess risks and deploy mitigation measures. This is done through periodic review of the risk and strategy of the Board.

The Process of Risk Management includes following steps:

1. Risk Identification and Impact Assessment
2. Risk Evaluation
3. Risk Reporting and Disclosures
4. Risk Mitigating and Monitoring

INTERNAL FINANCIAL CONTROL

The Company has a proper and adequate system of internal controls. This ensures that all transactions are authorized, recorded and reported correctly, and assets are safeguarded and protected against loss from unauthorized use or disposition. In addition, there are operational controls and fraud risk controls, covering the entire spectrum of internal financial controls.

The Internal Auditor of the Company carries out review of the internal control systems and procedures. The internal audit reports are reviewed by Board.

Your Company has also put in place adequate internal financial controls with reference to the financial statements commensurate with the size and nature of the Company. During the year, such controls were tested and no material discrepancy or weakness in the Companys internal controls over financial reporting was observed.

DISCLOSURE OF REMUNERATION

Disclosures pertaining to remuneration and other details 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, as amended, containing, inter alia, the ratio of remuneration of each Director to the median of the employees remuneration and percentage increase/decrease in the remuneration of each Director and Key Managerial Person are annexed to this Board Report as Annexure C.

NAME OF THE TOP 10 EMPLOYEES IN TERM OF REMUNERATION DRAWN IN THE FINANCIALS YEAR 2025-26

A statement of Top 10 employees in terms of remuneration drawn as per rule 5(2) read with rule 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended, is annexed with the report "Annexure D".