Rukmani Devi Garg Agro Impex Ltd Directors Report

Dear Members, RUKMANI DEVI GARG AGRO IMPEX LIMITED

Your directors have immense pleasure in presenting their 28 th Directors Report on the business and operations of the Company together with Audited Financial Statements for the year ended on 31 st March, 2026.

FINANCIAL SUMMARY/HIGHLIGHTS ON STANDALONE FINANCIAL STATEMENTS (in Lakhs)

PARTICULARS	F.Y. 2025-26	F.Y. 2024-25
Revenue from Operations	46,052.85	32,699.50
Other Income	18.73	32.82
Total Income	46,071.59	32,732.32
Less: Total Expenses	44,625.72	31,457.32
Profit/(Loss) from ordinary activities before finance costs,	1,445.87	1,275
exceptional items and Tax
Less: Finance Costs , exceptional items	254.82	251.71
Profit/(Loss) from ordinary activities after finance costs,	1,191.04	1,023.29
exceptional items but before Tax
Less: Taxation (including FBT & Deferred Taxation)	302.53	265.84
Net Profit / (Loss) after Tax & exceptional items	888.51	757.45

FINANCIAL SUMMARY/HIGHLIGHTS ON CONSOLIDATED FINANCIAL STATEMENTS (in Lakhs)

PARTICULARS	F.Y. 2025-26	F.Y. 2024-25
Revenue from Operations	46,052.85	32,699.50
Other Income	18.73	32.82
Total Income	46,071.59	32,732.32
Less: Total Expenses	44,625.83	31,457.45
Profit/(Loss) from ordinary activities before finance costs,	1,445.76	1,274.87
exceptional items and Tax
Less: Finance Costs, exceptional items	254.82	251.71
Profit/(Loss) from ordinary activities after finance costs,	1,190.94	1,023.16
exceptional items but before Tax
Less: Taxation (including FBT & Deferred Taxation)	302.53	265.84
Net Profit / (Loss) after Tax & exceptional items	888.41	757.32

BRIEF DESCRIPTION OF THE COMPANY S WORKING DURING THE YEAR/STATE OF COMPANY S AFFAIR

The Company is primarily engaged in the trading and retailing of agricultural products. The Company intends to continue its existing business operations in the future. During the year under review, the Company received assurance from its suppliers regarding a regular supply of raw materials, thereby ensuring smooth continuation of operations.

During the Financial year 2025-26 the Standalone Aggregate turnover and other Income is Rs 46,071.59 Lakhs is more than as against Rs 32,732.32 Lakhs . In the last year.

The standalone Net Profit after depreciation and Taxation was Rs 888.51 Lakhs. as against Rs. 757.45 Lakhs .in previous year. The Company s revenue and profit have shown a significant increase compared to the previous year, reflecting improved operational performance.

FUTURE OUTLOOK

Our unwavering focus on providing high-quality agricultural commodities and reliable services has enabled us to build and nurture long-term relationships with our farmers, partners, and customers. Our consistent track record of timely deliveries, industry expertise, and commitment to excellence has helped us establish strong credibility and trust within the market. A significant portion of our revenue continues to come from repeat business and sustained partnerships.

The agricultural sector is evolving rapidly with increasing demand for high-quality, sustainably sourced commodities. To stay ahead, we will continuously upgrade our procurement processes, adopt new technologies for quality assurance, and diversify our product range to include organic, specialty, and value-added commodities. These initiatives will enable us to meet the changing needs of our customers and develop long-term, mutually beneficial relationships.

We are committed to sustainable trading practices that support farmers, promote environmental stewardship, and ensure the consistent availability of quality agricultural commodities. With a strategic focus on innovation, quality, and customer satisfaction, we are confident in our ability to capitalize on emerging opportunities and achieve sustained growth in the future.

TRANSFER TO RESERVES

The Board of Directors have not proposed to transfer any sum to the General Reserve. No amount has been transferred to any reserves during the financial year under review..

DIVIDEND

In view of the need to conserve resources for future growth and in the interest of the Company, the Board of Directors has decided not to recommend any dividend for the financial year 2025-26.

FIXED DEPOSITS

The Company has not accepted any deposits from the public within the meaning of Sections 73 to 76 of the Companies Act, 2013, and the Companies (Acceptance of Deposits) Rules, 2014

CHANGE IN THE NATURE OF BUSINESS

There has been no change in the nature of the business of the Company during the financial year ended March 31, 2026. The Company did not undertake any new business activity during the year under review.

MATERIAL CHANGES AND COMMITMENTS

In accordance with Section 134(3)(l) of the Companies Act, 2013, there have been no material changes or commitments affecting the financial position of the Company between the end of the financial year and the date of this report.

DETAILS OF REVISION OF FINANCIAL STATEMENT OR THE REPORT

There have been no revisions of the financial statements or the Board s report for any of the preceding three financial years, either voluntarily or pursuant to judicial orders.

CAPITAL STRUCTURE

The Authorized Share Capital of the Company remains at Rs. 11, 00, 00,000 (Rupees Eleven Crores Only). The Paid-up Equity Share Capital has increased from Rs. 6, 50, 00,000 (Rupees Six Crores Fifty Lakhs Only) to Rs. 8, 87, 60,000 (Rupees Eight Crores Eighty-Seven Lakhs Sixty Thousand Only) due to the completion of the Initial Public Offer (IPO) during the year dated 06/10/2025

INITIAL PUBLIC OFFER (IPO)

During the year, Company has debuted in the capital market by making an Initial Public Offer of 23,76,000

Equity Shares to the public at large via Prospectus. The shares of the Company has been listed on the BSE SME Platform dated 06/10/2025. Further, the Directors placed on record their Appreciation of contributions made by the entire IPO team with all the dedication, diligence and commitment which led to successful listing of the Company s equity shares on the BSE SME platform. Further, the success of the IPO reflects the trust and faith reposed in Your Company by the Investors, customers and business partners and your directors thank them for their confidence in Your Company.

DETAILS OF EMPLOYEES STOCK OPTIONS

During the financial year 2025-26, the Company did not issue any Employees Stock Option.

CHANGE IN DIRECTORS AND KEY MANAGERIAL PERSONNEL

The composition of the Board of Directors and Key Managerial Personnel underwent changes set out below:

During the year under review:

1. Mr. Vishal Garg (DIN: 00840692) who was retire by rotation at the meeting held on 15/09/2025, was re-appointed by the shareholders.

2. Mrs. Anju Garg (DIN: 02061437) is liable to retire by rotation at the ensuing AGM and, being eligible, offers herself for re-appointment. The Board and Nomination and Remuneration Committee, recommends her re-appointment.

Subsequent changes in composition till the date of this Report:

1. Mr. Ankur Garg (DIN: 11759352) was appointed as an Additional Independent Director and was regularized at the AGM held on 01/09/2026, for a term of five years, subject to shareholder approval.

2. Mr. Lakshya Gupta, CFO, resigned from the post of CFO w.e.f 22/04/2026 due to personal reason.

3. Mr. Naresh Dutta Sharma (DIN: 00158469), an Independent Director, resigned w.e.f 14/05/2026 due to personal reason and

The Board of Directors hereby confirms that the Directors of the Company, as on the date of this report, are not disqualified from being appointed as Directors in terms of Regulation 34(3) and Schedule V Para C Clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Certificate is annexed as Annexure-I

Except aforesaid changes further no changes occurred in the KMP during the year under review.

DECLARATION OF INDEPENDENCE BY INDEPENDENT DIRECTORS

In accordance with Section 149(7) of the Companies Act, 2013 and Regulation 16(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Independent Directors have submitted declarations affirming that they meet the criteria of independence. The Board has reviewed these declarations and is of the opinion that the Independent Directors fulfill the prescribed conditions and are independent of the management. There has been no change in the circumstances affecting their independence during the year.

BOARD MEETINGS

The Company held 20 meetings of the Board of Directors during the financial year 2025-2026, in accordance with Section 173 of the Companies Act, 2013, and Secretarial Standard-1 on Meetings of the Board of Directors. The meetings were convened with prior notice, and detailed agendas and reports were circulated in advance. The maximum interval between any two meetings did not exceed 120 days.

Attendance at the Board meetings was as follows:.

									NAME OF DIRECTORS
Date of												Mrs. Priyanka			Mr. Naresh			% of
Meetings		Mr. Vishal Garg				Mrs. Anju Garg			Mr. Lalit Modi			Alwani			Dutta Sharma			Attendance
																		100
30/04/2025		Yes				Yes			Yes			Yes			Yes
																		40
14/05/2025		Yes				Yes			No			No			No
																		60
28/05/2025		Yes				Yes			No			Yes			No
																		40
30/06/2025		Yes				Yes			No			No			No
																		40
22/07/2025		Yes				Yes			No			No			No
																		60
31/07/2025		Yes				Yes			No			Yes			No
																		40
11/08/2025		Yes				Yes			No			No			No
									Yes			Yes			Yes			100
22/08/2025		Yes				Yes
									Yes			Yes			Yes			100
23/08/2025		Yes				Yes
									Yes			Yes			Yes			100
02/09/2025		Yes				Yes
									Yes			Yes			Yes			100
05/09/2025		Yes				Yes
																		40
13/09/2025		Yes				Yes			No			No			No
									Yes			Yes			Yes			100
20/09/2025		Yes				Yes
									Yes			Yes			Yes			100
22/09/2025		Yes				Yes
																		80
30/09/2025		Yes				Yes			Yes			Yes			NO
																		40
01/10/2025		Yes				Yes			No			No			No
																		40
03/10/2025		Yes				Yes			No			No			No
																		100
14/11/2025		Yes				Yes			Yes			Yes			Yes
																	40
19/12/2025	Yes			Yes			No			No			No
																40
20/03/2026	Yes			Yes			No			No			No
In Previous																-
AGM
Attendance			Yes		Yes			Yes			Yes			No

Committees of the Board:

As on March 31, 2026, the Company had the following Board Committees:

1. The Audit Committee

The Audit Committee was constituted in accordance with Section 177 of the Companies Act, 2013. During FY 2025-26, the Committee met nine (9) times. The meetings were held with proper notice and in compliance with applicable laws.

Attendance at Audit Committee meetings:

NAME OF COMMITTEE MEMBERS

Date of Meetings	Mr. Lalit Modi	Mr. Vishal Garg	Mrs. Priyanka Alwani	% of Attendance
28/05/2025	Yes	Yes	Yes	100
11/08/2025	No	Yes	Yes	67
22/08/2025	Yes	Yes	Yes	100
02/09/2025	Yes	Yes	No	67
05/09/2025	Yes	Yes	Yes	100
18/09/2025	No	Yes	Yes	67
22/09/2025	Yes	Yes	No	100
14/11/2025	Yes	Yes	No	67
20/03/2026	No	Yes	Yes	100

2. Nomination and Remuneration Committee

The Nomination and Remuneration Committee was constituted as per Section 178 of the Companies Act, 2013. During FY 2025-26, the Committee met twice.

Attendance at Nomination & Remuneration Committee meetings:

NAME OF	COMMITTEE	Date of Meetings		% of
MEMBERS				Attendances
		22.08.2025	02.09.2025
Mr. Lalit Modi		Yes	Yes	100%
Mr. Vishal Garg		Yes	Yes	100%
Mrs. Priyanka Alwani		Yes	Yes	100%

NOMINATION & REMUNERATION POLICY

The Nomination & Remuneration Policy, adopted by the Company, is available on the Company s website: www.rdgagro.com. The policy lays down the framework for appointment, removal, and remuneration of Directors, Key Managerial Personnel, and other employees, in accordance with applicable laws and best practices.

3. Stakeholders Relationship Committee

The company has the Stakeholders Relationship Committee in line with the provisions of Section 178 of the Companies Act, 2013.

Attendance of Stakeholders Relationship Committee meetings held during the financial year 2025-26 are as follows:

NAME OF	COMMITTEE	Date of Meetings	% of
MEMBERS			Attendances
		20.03.2026
Mrs. Priyanka Alwani		Yes	100%
Mr. Lalit Modi		NO	-
Mr. Vishal Garg		Yes	100%

4. Corporate Social Responsibility (CSR) :

The CSR Committee, in accordance with Section 135 of the Companies Act, 2013, has formulated and recommended the CSR Policy, which is available on the Company s website. The Company spent Rs.

11,58,263/- (Rupees Eleven lakhs fifty eight thousand two hundred sixty three only) on CSR activities during FY 2025-26, details of which are provided in Annexure-II.

The Committees members and their attendance:

NAME OF COMMITTEE	Date of Meetings		% of
MEMBERS			Attendances
	15.05.2025	18.02.2026
Mr. Lalit Modi	Yes	Yes	100%
Mr. Vishal Garg	Yes	Yes	100%
Mrs. Anju Garg	Yes	Yes	100%

5. IPO Committee

The IPO Committee was constituted to take all decisions and approve, negotiate, finalize and carry out all activities relating to the proposed initial public offering (IPO).

Attendance of IPO Committee One meetings held during the financial year 2025-26 are as follows:

NAME	OF	Date of Meeting	% of
COMMITTEE			Attendances
MEMBERS		30.09.2025
Mr. Vishal Garg		Yes	100%
Mr. Lalit Modi		Yes	100%
Mrs. Anju Garg		Yes	100%

OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR

The Board is of the opinion that the Independent Directors appointed during the year possess the necessary integrity, expertise, and experience, and have the proficiency required to discharge their responsibilities effectively.

INTERNAL FINANCIAL CONTROL SYSTEMS

The Company maintains adequate internal financial controls with regard to financial reporting, which were tested during the year. The controls were found to be effective in all material respects, with no material weaknesses observed, as confirmed by the Statutory Auditor s report for FY 2025-26.

DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES.

Particulars	Details
Subsidiary Company	RDG Green Energy Private Limited
CIN	U19204RJ2024PTC092474
Date of Incorporation	02/02/2024
Ownership	100% Subsidiary
Joint Venture	Nil

In accordance with Section 129(3) of the Companies Act, 2013, a standalone financial statement of subsidiaries, joint ventures, and associate companies, including salient features, is annexed as Annexure-III in Form AOC-1.

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

During the financial year ended March 31, 2026, the Company did not grant any loans, provide any guarantees, or make any investments covered under the provisions of Section 186 of the Companies Act, 2013..

RELATED PARTY TRANSACTIONS

All related party transactions entered into during FY 2025-26 were at arms length and in the ordinary course of business, and did not attract the provisions of Section 188 of the Companies Act, 2013. Details of material related party transactions, if any, are disclosed in Form AOC-2, which is attached as Annexure-IV.

In compliance with Section 177 of the Act and Regulation 23 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, all related party transactions were reviewed and approved by the Audit Committee. Repetitive transactions entered in the ordinary course of business, on arms length basis, and with prior omnibus approval are also in accordance with applicable laws. A statement of related party transactions is included in the Annual Report. The Policy on Related Party Transactions, approved by the Board, is uploaded on the Companys website: www.rdgagro.com.

PERFORMANCE EVALUATION

The Board conducted an annual evaluation of its own performance, as well as that of its Committees and Individual Directors, in accordance with the provisions of the Companies Act, 2013, and SEBI Regulations. The evaluation criteria included board composition, effectiveness of meetings, and contribution to discussions, following the SEBI Guidance Note on Board Evaluation, 2017.

RISK MANAGEMENT

The Company has a Risk Management Policy aimed at identifying, assessing, and mitigating business risks. The policy promotes transparency and safeguards the Company s interests. The policy is available on the Company s website: www.rdgagro.com.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

There were no significant or material orders passed by regulators, courts, or tribunals that could impact the Company s operations or financial position during FY 2025-26 .

AUDITORS AND AUDITOR S REPORT

Statutory Auditor: Pursuant to the provisions of Section 139 of the Companies Act, 2013 and rules made thereunder, M/S Sarupria Somani & Associates, Chartered Accountants (FRN: 010674C), was appointed as the Statutory Auditor of the Company at the 26 th Annual General Meeting held on August 19, 2024, The appointment is valid until the conclusion of the 30th Annual General Meeting of the Company, scheduled to be held in 2029.

The Auditor s Report for the financial year ended 31st March, 2026 does not contain any qualification, adverse remark, reservation or disclaimer and therefore, does not call for any further explanation or comments from the Board under Section 134(3) of the Companies Act, 2013..

SECRETARIAL AUDITOR

Secretarial Auditor: M/s Bharat Rathore & Associates, Company Secretaries (FRN: S2018RJ589300), were appointed to conduct the Secretarial Audit for FY 2025-26. The Secretarial Audit Report is annexed as

Annexure-V.

Based on the recommendation of the Board at its meeting held on 31 st July, 2026, it is proposed to appoint M/s Bharat Rathore & Associates, Company Secretaries, Kota (FRN: S2018RJ589300), as the Secretarial Auditors of the Company to hold office for a period of five consecutive years, commencing from the financial year 2026 27 to 2030 31, subject to approval of the shareholders as per the provisions of the Listing Regulations read with Section 204 of the Companies Act, 2013 and the applicable rules there-under

INTERNAL AUDITOR

Pursuant to the provisions of Section 138 of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014, the Board of Directors had appointed M/s Mahipal Jain & Company (FRN: 007284C) Chartered Accountants, Kota as the Internal Auditor of the Company to conduct the internal audit for the financial year 2025 26. The Internal Audit Report submitted by the Internal Auditors was reviewed by the Audit Committee and the Board of Directors, and the observations, if any, were duly addressed by the Management from time to time. During the financial year 2025 26, no fraud was reported by the Internal Auditor in their audit report. The Board has also re-appointed M/s Mahipal Jain & Company (FRN: 007284C) as the Internal Auditor of the Company for the financial year 2026 27.

SECRETARIAL STANDARDS AND COST RECORDS

The Company has complied with all applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI). Maintenance of cost records as per Section 148 of the Companies Act, 2013, is not applicable for FY 2025-26.

INSOLVENCY & BANKRUPTCY

No proceedings under the Insolvency and Bankruptcy Code, 2016, were initiated during FY 2025-26.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Your Company continuously strives to conserve energy, adopt environment friendly practices and employ technology for more efficient operations.

As per the Section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 information on conservation of energy, technology absorption and foreign exchange earnings and outgo is given in ANNEXURE VI to this report.

ANNUAL RETURN

In accordance with the provisions of Section 134(3) read with Section 92(3) of the Companies Act, 2013, the Annual Return for the financial year ended on 31st March 2026 in the prescribed form MGT-7 is disclosed on the website at www.rdgagro.com.

MANAGEMENT DISCUSSION & ANALYSIS REPORT

A detailed discussion on the industrial structure, development, opportunities, threats, review of operational performance and risks, as required under Regulation 34 of the Securities and Exchange Board of India (Listing Regulations and Disclosure Requirements) Regulations, 2015, forms part of this report as ANNEXURE VII .

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has established a Whistle Blower Policy in accordance with Section 177(9) & (10) of the Companies Act, 2013. No complaints were received during FY 2025-26. The policy is accessible at: https://rdgagro.com/wp-content/uploads/2024/08/15-Policy-on-vigil-mechanism.pdf

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

The Company has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, and the Rules made thereunder. The Audit Committee of the Company has been authorized to oversee the implementation of the said policy.

A summary of sexual harassment complaints received and disposed of during the financial year 2025 26 is as under:

Number of complaints pending at the beginning of the year	: NIL
No. of complaints received during the year	: NIL
Number of complaints disposed off during the year	: NIL
Number of cases pending at the end of the year	: NIL

OTHER DISCLOSURES

1. The Company has not entered into any one-time settlement with banks or financial institutions during FY 2025-26.

2. No agreements as specified under Clause 5A of Schedule III of SEBI Regulations were entered into.

3. The Company has adopted a Code of Conduct for Insider Trading, available on the Company s website: www.rdgagro.com.

4. The equity shares are listed on BSE SME platform (Scrip Code: 544552). Listing fees for FY 2025-26 have been paid.

5. No resolutions were passed through postal ballot during FY 2025-26.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with Section 134(3)(c) of the Companies Act, 2013, the Directors confirm that:

. The applicable accounting standards have been followed.

. They have selected appropriate accounting policies and applied them consistently.

. Internal controls are adequate and operating effectively.

. The financial statements present a true and fair view of the state of affairs and profit of the Company. . Proper systems are in place to ensure compliance with applicable laws.

PARTICULARS OF EMPLOYEES AND RATIO OF REMUNERATION TO EACH DIRECTOR

As on March 31, 2026, the Company employed 16 employees, including 14 male and 2 female employee. In accordance with the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(1) and Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the statement containing the ratio of the remuneration of each director to the median remuneration of the employees, along with other requisite details, and the particulars of employees are annexed herewith as Annexure VIII , forming an integral part of this Report.

CORPORATE GOVERNANCE REPORT

In accordance with Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the following provisions of Regulations 17 to 27 (excluding regulation 23(1)(a)), clauses (b) to (i) and (t) of sub-regulation (2) of Regulation 46, and Para C, D, and E of Schedule V shall not apply to the Company, being a listed entity:

(a) the listed entity having paid up equity share capital not exceeding rupees ten crore and net worth not exceeding rupees twenty five crore, as on the last day of the previous financial year:

(b) the listed entity which has listed its specified securities on the SME Exchange :

As on the last day of the previous financial year, the Company is SME listed hence the Company is exempt from the compliance requirements relating to Corporate Governance, including Regulation 27(2) of SEBI (LODR) Regulations, 2015. Consequently, the Company has decided that the Corporate Governance Report is not applicable and, therefore, does not form part of the Annual Report for the financial year 2025 26

ACKNOWLEDGEMENT

The Directors express their sincere appreciation to shareholders, banks, regulators, employees, and all stakeholders for their continued support and cooperation.

ANNEXURE I

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS

(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015)

To,

The members of

RUKMANI DEVI GARG AGRO IMPEX LIMITED

PLOT N. 7 BHAMA SHAH MANDI ANANTPURA KOTA RAJASTHAN, INDIA, 324005 CIN: U24246RJ1998PLC014771

I/We Bharat Rathore & Associates, Practicing Company Secretaries have examined the relevant registers, records, forms, returns and disclosures received from the Directors of RUKMANI DEVI GARG AGRO IMPEX LIMITED (CIN: U24246RJ1998PLC014771) and having registered office at PLOT N. 7 BHAMA SHAH MANDI ANANTPURA KOTA RAJASTHAN, INDIA, 324005 (hereinafter referred to as the Company ), produced before me/us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In my/our opinion and to the best of my/our information and according to the verifications (including Directors Identification Number (DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to me / us by the Company & its officers, I hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on 31 st March, 2026 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority .

Ensuring the eligibility of for the appointment/continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For Bharat Rathore & Associates, Company Secretaries

Sd/- CS Bharat Rathore Membership No. ACS 48426 COP No 20295

UDIN: A048426H000937875 Date: 31/07/2026

Place: Kota

ANNEXURE II

CSR Annual Report

1. Brief outline on CSR Policy of the Company . Our CSR policy lays emphasis on making positive impact on society through economic development and encouraging a positive effect through supporting causes concerning the environment, communities and our stakeholders

2. Composition of CSR Committee:

Sl. No. Name of Director	Designation / Nature of Directorship	Number of meetings of CSR Committee held during the year	Number of meetings of CSR Committee attended during the year
1. Mr. Vishal Garg	Chairman (Managing Director)	2	2
2. Mr. Lalit Modi	Member (Independent Director)	2	2
3. Mrs. Anju Garg	Member (Whole time Director)	2	2

3. Provide the web-link where Composition of CSR committee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company.

The Company has framed a CSR Policy in compliance with the provisions of the Companies Act, 2013 and the same will be placed on the Company s website and the web link for the same is www.rdgagro.com

4. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (attach the report).

Average CSR obligation of the company is less than ten crore rupees in pursuance of sub-section (5) of section 135 of the Companies Act, 2013 in the three immediately preceding financial years. Hence no impact assessment was required to be undertaken.

5. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any Not Applicable

Sl. No. Financial Year	Amount available for set-off preceding financial years (in Rs)	Amount required to be set-off for the financial year, from if any (in Rs)
1 2024-2025	74221	74221

6. Average net profit of the company as per section 135(5): Rs. 5, 79, 13,162/-

7. (a) Two percent of average net profit of the company as per section 135(5) Rs. 11,58,263

( b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years. 74,221/-

(c) Amount required to be set off for the financial year, if any 74,221/-

(d) Total CSR obligation for the financial year (7a+7b-7c). 11, 58,263/-

8. (a) CSR amount spent for the financial year : 11,58,263/-

	Amount Unspent (in Rs.)
Total Amount Spent for the Financial Year. (in Rs.)	Total Amount transferred to Unspent CSR Account as per section 135(6).		Amount transferred to any fund specified under Schedule VII as per second proviso to section 135(5).
	Amount.	Date of transfer.	Name of the Fund	Amount.	Date of transfer.
Rs. 1158263	NA	NA	NA	NA	NA

(b) Details of CSR amount spent against ongoing projects for the financial year: NIL c Details of CSR amount spent against other than ongoing projects for the financial year:

(1) (2)	(3)	(4)	(5)		(6)	(7)	(8)
Sl. No. Name of Project	Item from the list activities schedule VII to the Act.	Local of area in(Yes/ No).	Location of the project.		Amount spent for the project (in Rs.).	Mode of implementation	Mode of implementation Through implementing agency.
			State.	District.		Direct (Yes/No).	Name.	CSR registration number.
1. Promoting gender equality, empowering women, setting up homes and hostels for women and orphans setting up old age homes, day care centers and such other facilities for senior citizens and measures for reducing inequalities faced by socially and economically backward groups.	(Clause III Schedule VII of Companies Act,2013)	of Yes	Rajasthan	Keshopura Kota	Rs.1158263	No	Shi Ram Raghunath Garg Charitable Trust	CSR00082423
Total					Rs. 1158263

(d) Amount spent in Administrative Overheads : NIL

(e) Amount spent on Impact Assessment, if applicable: NA

(f) Total amount spent for the Financial Year (8b+8c+8d+8e) . Rs. 11, 58,263/-

(g) Excess amount for set off, if any

Sl. No. Particular	Amount (in Rs.)
(i) Two percent of average net profit of the company as per section 135(5)	1158263
(ii) Total amount spent for the Financial Year	1158263
(iii) Excess amount spent for the financial year [(ii)-(i)]	0.00
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any	74221
(v) Amount available for set off in succeeding financial years [(iii)- (iv)]	74221

9. (a) Details of Unspent CSR amount for the preceding three financial years : NIL

(b) Details of CSR amount spent in the financial year for on-going projects of the preceding financial year(s):

(1) (2)	(3)	(4)	(5)	(6)	(7)	(8)	(9)
Sl. No. Project ID.	Name of the Project.	Financial in which project	Year Project the duration. was commenced.	Total amount allocated for project (inreporting Rs.).	Amount spent on the project the in the Financial Year (in Rs).	Cumulative amount spent at end reporting Financial Year. (in Rs.)	Status of the project - the Completed of/Ongoing.
NA

10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the financial year

(a) Date of creation or acquisition of the capital asset(s). NA

(b) Amount of CSR spent for creation or acquisition of capital asset. NIL

(c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address etc. NA

(d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset). NA

11. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5)

Annexure III

Form AOC-1

(Pursuant to first provision to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiaries or associate companies or joint ventures Part A Subsidiaries

(Information in respect of each subsidiary)

(In Rupees)

Sl. No. Particulars	1st Subsidiary
1 Name of the subsidiary	RDG GREEN ENERGY PRIVATE LIMITED
Reporting currency and Exchange rate as on the last date of the relevant Financial	Indian Rupee
2 year in the case of foreign subsidiaries
3 Share capital	10,00,000
4 Reserves & surplus	(25320)
5 Total assets	986,480
6 Total Liabilities	986,480
7 Investments	0
8 Turnover including other incomes	0
9 Profit before taxation	-10659
Provision for taxation
- Current Tax including earlier year exp.	0
10 - Deferred Tax	0
11 Profit after taxation	-10659
12 Proposed Dividend	0.00
13 % of shareholding	99.99%

1. Names of subsidiaries which are yet to commence operations NIL

2. Names of subsidiaries which have been liquidated or sold during the year. NIL

Annexure IV

Form No. AOC-2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014)

Form for disclosure of particulars of contracts/arrangements entered into by the company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm s length transactions under third proviso thereto

1. Details of contracts or arrangements or transactions not at arm s length basis: NA

(a) Name(s) of the related party and nature of relationship: (b) Nature of contracts/arrangements/transactions: (c) Duration of the contracts / arrangements/transactions:

(d) Salient terms of the contracts or arrangements or transactions including the value, if any: (e) Justification for entering into such contracts or arrangements or transactions (f) Date(s) of approval by the Board: (g) Amount paid as advances, if any:

(h) Date on which the special resolution was passed in general meeting as required under first proviso to section 188:

2. Details of material contracts or arrangement or transactions at arm s length basis:

Name(s) of the related party	Nature of relation ship	Nature of contracts/arrangements/transactions
Kosco Hybrid & Research Private Ltd	Entities under common control	Interest received
Indian Warehousing Corporation Ltd	Entities under common control	Rent Paid
RDG Solvent Ltd.	Entities under common control	Sales of Goods
Vishal and Co.	Entities under common control	Sales of Goods
Shri Vishal Agro Trade Syndicate	Entities under common control	Sales of Goods
Indian Warehousing Corporation Ltd	Entities under common control	Sales of Goods
Priyesh Impex Private Limited	Entities under common control	Sales of Goods
RDG Overseas Private Limited	Entities under common control	Sales of Goods
Kosco Hybrid & Research Private Ltd.	Entities under common control	Sales of Services
RDG Solvent Ltd.	Entities under common control	Purchase of Goods
Indian Warehousing Corporation Ltd	Entities under common control	Purchase of Goods
Shri Vishal Agro Trade Syndicate	Entities under common control	Purchase of Goods
Vishal & Co.	Entities under common control	Purchase of Goods
Kosco Hybrid & Research Private Ltd.	Entities under common control	Purchase of Goods
Priyesh Impex Private Limited	Entities under common control	Purchase of Goods
RDG Overseas Private Limited	Entities under common control	Purchase of Goods
Kosco Hybrid & Research Private Ltd.	Entities under common control	Receipt of Loan Given
Garg Sweet Industries	Entities under common control	Sales of Goods

Vishal Garg	Managing Director	Remuneration
Anju Garg	Whole Time Director (Relative of director)	Remuneration
Lakshya Gupta	CFO	Remuneration
Ayushi Agarwal	Company Secretary	Remuneration

Duration of the transactions	Date of approval by the Board	Amount paid as advances, if any
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00
Ongoing	30/04/2025	0.00