S & T Corporation Ltd Directors Report

To

The Members of S & T Corporation Limited L51900MH1984PLC033178 BSE Code - 514197 (BSE)

Your Directors are pleased to present the 42^nd Annual Report together with audited financial statements of the Company both on Standalone and Consolidated operations for the Financial year ended on March 31, 2026.

FINANCIAL HIGHLIGHTS

The Financial performance of your Company for the year ended March 31, 2026 is summarized below:

Particulars	Standalone		Consolidated
	31.03.2026	31.03.2025	31.03.2026	31.03.2025
Operating Revenue	232.63	26.69	232.63	26.69
Other Income	17.54	18.85	17.54	18.85
Total Revenue	250.17	45.54	250.17	45.54
Total Expenses	248.94	38.57	249.96	41.52
Profit / (Loss) before tax	1.24	6.97	0.21	4.02
Tax Expenses	-	-	-	-
Net Profit after Tax	1.24	6.97	0.21	4.02

There have been no material changes and commitments that have occurred after close of the financial year till the date of this report, which affect the financial position of the Company.

CHANGE IN NATURE OF BUSINESS

During the Financial Year 2025-26, the Company resumed trading in yarn and other textile products and leasing of properties, in addition to continuing its existing Real Estate Development business. These activities are in accordance with the Objects Clause of the Memorandum of Association of the Company. Accordingly, the Company is presently engaged in three major business segments viz. Real Estate Development, Trading of Yarn and other Textile Products, and Leasing of Properties.

REVIEW OF OPERATIONS & STATE OF AFFAIRS

During FY 25-26 your Companys Standalone Operating Revenue was Rs. 232.63 Lakhs as against Rs. 26.69 Lakhs in the previous year. Standalone operations during the year resulted in Net Profit (before tax) of Rs. 1.24 Lakhs against Net Profit (before tax) of Rs. 6.97 Lakhs in the previous year. Consolidated operations of the Company during the year, comprising of the financials of the Company and Ssavai - Smart Abodes LLP (a 95% Subsidiary), resulted in Operating revenue of Rs. 232.63 Lakhs as against Operating revenue of Rs. 26.69 Lakhs in the previous year and Net Profit (before tax) of Rs. 0.21 Lakhs as against Net Profit (before tax) of Rs. 4.02 Lakhs during previous year.

TRANSFER TO RESERVES & DIVIDEND

During the year under review, there was no amount transferred to General Reserves. Further to in view of carry forward losses and to conserve resources for future expansion, your Board does not recommend any dividend for FY 2025-26.

CAPITAL STRUCTURE

There was no change in Capital Structure of the Company during the year either by way of issuance or buy-back or otherwise. Companys Paid-up Capital as at March 31, 2026 was Rs. 6,36,62,410/ - comprising of 3,18,31,205 Equity Shares of Rs. 2 each. The Equity Shares of the Company are listed on BSE Limited (Stock Code 514197). Further, the Equity Shares are available for dematerialization under ISIN INE110Q01023 with both the Depositories. As at March 31, 2026, 81.15% of Paid-up Capital of the Company is held in Demat Mode. Further, the entire shareholding of the Promoter, except 230 Equity Shares held by an entity erroneously reported as Promoter group entity in the past, are held in Demat Mode. The Company has paid requisite Listing Fees for FY 2026-27 to BSE Ltd.

CORPORATE GOVERNANCE

As per Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) the Corporate Governance provisions as specified in Regulations 17 to 27; Regulation 46(2)(b) to (i) and (t) and Para C, D and E of Schedule V of the SEBI Listing Regulations shall not apply to the Company. However relevant Corporate Governance disclosures are appropriately included in this report. General Shareholders Information is annexed to this report as Annexure D and Management Discussions and Analysis Report is annexed to this report as Annexure C.

DIRECTORS AND KEYMANGERIAL PERSONNEL

As at March 31, 2026, your Board comprised of seven (7) Directors including two (2) Executive Directors viz Mr. Ajay Surendra Savai, Managing Director and Ms. Trishna Ajay Savai, Executive Director & CFO; two (2) Non-executive Directors viz. Mr. Dhaval Ajay Savai and Mr. Tejas Hasmukh Shah and three (3) Independent Directors viz Mr. Pramit Mahendra Shah, Mr. Nipun Kesharichand Zaveri and Mr. Ketan Vinay Shah. Except for the Promoter Directors viz. Mr. Ajay Surendra Savai (78,70,068 - 24.72 %), Ms. Trishna Ajay Savai (35,89,345 - 11.28%) and Mr. Dhaval Ajay Savai (29,18,841 - 9.17%) none of the other Directors hold any Shares of the Company.

As per Section 152 of The Companies Act, 2013, Mr. Dhaval Ajay Savai is due to retire by rotation at the ensuing Annual General Meeting and being eligible offers himself for re-appointment. Your Board recommends his re-appointment for approval of Shareholders. Mr. Dhaval Ajay Savai does not suffer from any disqualification as prescribed u/ s. 164 of the Companies Act, 2013 from being re-appointed as Director of the Company liable to retire by rotation.

None of the Directors of the Company are Director in any other Listed entities or Member / Chairperson of any statutory Board Committees of other Listed entities. None of the Directors of your Company is a Director in more than twenty companies (including ten public companies) or acts as an Independent Director in more than seven listed companies, or as Whole-time Directors in three listed companies.

Mr. Ajay Surendra Savai, Mr. Dhaval Ajay Savai and Ms. Trishna Ajay Savai are related with each other, except for this none of the other Directors are inter se related to each other. All directors have financial and accounting knowledge.

The details of chart matrix setting out skills competence and expertise of Directors is as mentioned herein:

	Skill Sets
Name of Director	Finance	Real Estate	Marketing
Ajay Savai	V	V	V
Dhaval Savai	V	V	V
Trishna Savai	V	-	V
Tejas Shah	V	V	V
Pramit Shah	V	V	V
Nipun Zaveri	V	V	V
Ketan Shah	V	V	-

During the year under review, Mr. Shailesh Paranjape resigned as Company Secretary & Compliance Officer of the Company with effect from 1^st March 2026. The said vacancy was filled by the Board on 1^st May 2026 with appointment of Ms. Riya Waghela as Company Secretary who shortly after appointment resigned with effect from 17^th June 2026. The resultant vacancy caused in the office of Company Secretary was filled by the Board with appointment of Ms. Akanksha Motwani as Company Secretary and Compliance Officer with effect from 7^th August 2026.

As at March 31, 2026, Mr. Ajay Savai and Ms. Trishna Savai, continues as Key Managerial Personnel in the position of Managing Director and Chief Financial Officer respectively.

DECLARATION BY INDEPENDENT DIRECTORS

Pursuant to the provisions of Section 149 of the Act and Regulation 25 of SEBI Listing Regulations, the Independent Directors have submitted annual declarations confirming that they are eligible to continue as Independent Director(s) of the Company. Your Board confirms that the Independent Directors fulfill the conditions specified in SEBI Listing Regulations and are independent of Management. No Independent Director resigned during the year under review.

Based on disclosures and confirmations provided by all Directors, your Board confirms that none of the Directors of the Company are disqualified to continue as Directors of the Company. The certificate of non-disqualification of directors from the Secretarial Auditor forming part of this Annual report and annexed as Annexure E.

The familiarization program for Independent Directors are done at the time of appointment and subsequently during Board meetings where unaudited financial results were approved. Details of familiarization program for the Independent directors are uploaded on website of the Company at familiarisation-programme.pdf. The terms of appointment of Independent Directors is uploaded on website of the Company at terms and conditions of appt of Independent Directors.pdf

NUMBER OF BOARD MEETINGS & ATTENDANCE OF DIRECTORS

During FY 2025-2026, your Board of Directors met 5 (five) times on 17^th May 2025, 21^st July 2025, 7^th November 2025, 20^th November 2025 and 5^th February 2026. Details of attendance of Directors at the Board Meeting held during FY 2025-26 and at the 41^st Annual General Meeting held on 26^th September 2025 are as mentioned herein:

	Board Meeting					AGM
Name	17.05.2025	21.07.2025	07.11.2025	20.11.2025	05.02.2026	26.09.25
Ajay Savai	Yes	Yes	Yes	Yes	Yes	Yes
Dhaval Savai	Yes	Yes	Yes	Yes	Yes	Yes
Trishna Savai	Yes	Yes	Yes	Yes	Yes	Yes
Tejas Shah	Yes	Yes	Yes	Yes	Yes	Yes
Pramit Shah	Yes	Yes	Yes	Yes	Yes	Yes
Nipun Zaveri	Yes	Yes	Yes	Yes	Yes	Yes
Ketan Shah	Yes	Yes	Yes	Yes	Yes	Yes

During the year, your board had accepted all recommendations of various Board Committees. PERFORMANCE EVALUATION

During the year under review, as per Schedule IV of the Companies Act, 2013 and SEBI Listing Regulations, Independent Directors of the Company, in a separate meeting held on May 17, 2025 without the presence of other Directors and Management, had evaluated the performance of Chairman, Non-Executive Directors, Board and Board Committees and the flow of information between the Company and Board. The performance of Independent Directors was evaluated by the Board at the Meeting held on May 17, 2025. The evaluation process was based on set criteria which inter alia included attendance and participation at the meetings etc.

BOARD COMMITTEES

Particulars of constitution as available on the website of the Company, and other details relating to the Board Committee are as mentioned herein:

Audit Committee

As at March 31, 2026, the Audit Committee constituted as per Section 177 of the Companies Act, 2013 and Regulation 18 of SEBI Listing Regulations, comprised of four (4) Directors including three (3) Independent Directors. During FY 2025-26, the Audit Committee met four (4) times on 17^th May 2025, 21^st July 2025, 7^th November 2025 and 5^th February 2026

The composition of the Audit Committee as at March 31, 2026, and particulars of attendance of the members at the meetings of the Audit Committee held in FY 2025-26 are given below:

Name	Category of Director	Number of Meeting
		Entitled to attend	Attended
Nipun Zaveri, Chairman	Independent Director	4	4
Ketan Shah	Independent Director	4	4
Tejas Shah	Non-Executive Director	4	4
Pramit Shah	Independent Director	4	4

Scope and Terms of reference of Audit Committee is as per SEBI Listing regulation and Section

177 of Companies Act, 2013 and broadly includes:

• recommendation of appointment, remuneration, other terms Statutory / Internal Auditors and discussion with internal auditors of any significant findings and follow up there on;

• review and monitor auditors independent and performance, and effectiveness of the audit process;

• reviewing with the management, the quarterly/half yearly/yearly financial statements before submission to the board for approval;

• oversight of Companys financial reporting process and reviewing disclosures to ensure that the financial statement is correct, sufficient and credible

• approval or any subsequent modification of transactions proposed to be entered into with related parties;

• scrutiny of inter-corporate loans and investments

• valuation of undertakings or assets of the entity, wherever it is necessary;

• evaluation of internal financial controls and risk management systems;

• to review the functioning of the whistle blower mechanism;

• approval of appointment of chief financial officer after assessing the qualifications, experience and background, etc. of the candidate;

Nomination and Remuneration Committee

As at March 31, 2026, the Nomination and Remuneration Committee constituted as per Section

178 of the Companies Act, 2013 and Regulation 19 of SEBI Listing Regulations, comprised of four (4) Directors including three (3) Independent Directors and (1) non-executive director. During the year under review, the Committee met once on 21^st July 2025.

The composition of the Nomination and Remuneration Committee as at March 31, 2026 and particulars of attendance by the members at the Committee meetings held in FY 2025-26 are given below:

Name	Category of Director	Number of Meeting
		Entitled to attend	Attended
Pramit Shah - Chairman	Independent Director	1	1
Nipun Zaveri	Independent Director	1	1
Ketan Shah	Independent Director	1	1
Tejas Shah	Non-Executive Director	1	1

The Scope and Terms of reference of Nomination and Remuneration Committee is as per SEBI

Listing regulation and Section 178 of Companies Act, 2013 broadly includes:

• formulation of criteria for evaluation of performance of independent directors and the Board of directors;

• devising a policy on diversity of Board of Directors;

• identifying and recommending persons who are qualified to become directors and who may be appointed in senior management;

• specify criteria for effective evaluation of the performance of the Board, Board Committees and Directors;

• to recommend to Board a policy, relating to remuneration for the director, key managerial personnel and other employee;

• to determine remuneration to directors, key managerial personnel and senior management Stakeholders Relationship Committee

As at March 31, 2026, the Stakeholders Relationship Committee constituted as per Section 178 of the Companies Act, 2013 and Regulation 20 of SEBI Listing Regulations, comprised of four (4) Directors, including three (3) Independent Directors and one (1) Executive Director. During the year under review, the Committee met twice on 7^th November 2025 and 5^th February 2026.

The composition of the Stakeholders Relationship Committee as at March 31, 2026 and particulars of attendance by the members at the Committee meetings held in FY 2025-26 are given below:

Name	Category of Director	Number of Meeting
		Held	Attended
Pramit Shah, Chairman	Independent Director	2	2
Nipun Zaveri	Independent Director	2	2
Ketan Shah	Independent Director	2	2
Ajay Savai	Managing Director	2	2

Terms or reference and role of Stakeholder Relationship Committee as per Listing regulation and Section 178 of Companies Act, 2013 broadly includes:

• resolving grievances of security holders including complaints related to transfer /transmission, non-receipt of annual report, non-receipt of declared dividends, issue of new/duplicate certificates, general meetings etc;

• review of measures taken for effective exercise of voting rights by shareholders;

• Review of adherence to the service standards adopted by the Registrar & Share Transfer Agent in connection with various services being rendered by it to the Company;

At the beginning of the year one (1) investor compliant was outstanding. During the year, 11 (eleven) investors complaint were received and all 12 (twelve) complaints were resolved. Accordingly, no investors complaint was outstanding as at March 31, 2026. Investors grievances are managed by the Company Secretary in coordination with the Registrar & Share Transfer Agent of the Company.

Your Board confirms that all the recommendations of the Board Committees, wherever applicable, were accepted by the Board during the year under review.

Corporate Social Responsibility

Section 135 of the Companies Act, 2013 mandating inter alia for constitution of Corporate Social Responsibility (CSR) Committee or approving CSR policy or making CSR contributions are not applicable to the Company as the Company does not meet the threshold prescribed under the said provisions.

Finance Committee

Additionally, to facilitate day-to-day banking operations and to exercise borrowing and other powers as per Section 179 of the Companies Act, 2013, the Board of Directors have constituted Finance Committee comprising of Promoter Directors viz. Mr. Ajay Savai, Mrs. Trishna Savai and Mr. Dhaval Savai. During the year Finance Committee met twice on 10^th July 2025 and 1^st September 2025 and the said meetings were attended by all Committee Members.

SENIOR MANAGEMENT

Considering the scale of operations the company does not have any Senior Management Personnel other than the Key Managerial Personnel viz. Managing Director, Chief Financial Officer and Company Secretary. The details of changes in the Company Secretary during and after the end of financial year is mentioned elsewhere in this report.

REMUNERATION OF DIRECTORS

Considering the scale of business operations, none of the Directors including Executive Directors are paid any remuneration or Sitting Fees. The Remuneration Policy of the Company is available on website of the Company at https:/ / www.stcl.co.in/policies.html

GENERAL MEETINGS

Details of the location and time of General Meetings held during the last three years along with particulars of Special Resolution passed at the said Meetings are as mentioned herein:

Details of General Meeting	Special Resolutions passed
39th Annual General Meeting held on Thursday, September 28, 2023 at 2.00 p.m. via Video Conferencing / Other Audio Visual Means with deemed location as Registered Office	- To re-appoint Mr. Nipun Zaveri (DIN: 03184387) as Independent Director for 2nd term of 5 years from 29th February 2024
	- To re-appoint Mr. Pramit Shah (DIN:01960991) as Independent Director for 2nd term of 5 years from 29th February 2024
	- Regularization of appointment of Mr Ketan Shah (DIN: 03338785) as Independent Director for 5 years from March 23, 2023
	- To authorize, pursuant to Section 180(1)(a) of the Companies Act, 2013, Board of Directors to create charge on assets of the Company to secure borrowings upon limits approved by Shareholders pursuant to Section 180(1) (c)
40th Annual General Meeting held on Friday, September 13, 2024 at 3.00 p.m. via Video Conferencing / Other Audio Visual Means with deemed location as Registered Office	- None
41st Annual General Meeting held on Friday,	- None
September 26, 2025 at 3.00 p.m. via Video Conferencing / Other Audio Visual Means with deemed location as Registered Office

All the above resolutions were passed with requisite majority. None of the resolutions proposed at the ensuing Annual General Meeting needs to be passed by Postal Ballot.

POLICIES

Code of Conduct

The Board of Directors has adopted Code of Conduct for the Directors and Senior Management. The said Code has been communicated to all the Directors and Members of Senior Management, and they have affirmed their compliance with the Code of Conduct as approved and adopted by the Board of Directors. A declaration to the effect that the Directors and Senior Managerial Personnel have adhered to the same, signed by the Managing Director of the Company, is as mentioned herein. Copy of the Code has been uploaded on the Companys website at Microsoft Word - Code of Conduct for Directors

DECLARATION ON COMPLIANCE WITH CODE OF CONDUCT

I confirm that the Company has obtained from all Directors and Senior Management Personnel of the Company their affirmation of compliance with the Code of Conduct for Members of the Board and Senior Management of the Company for the financial year ended March 31, 2026.

	S/d
	Mr. Ajay Savai
	Managing Director
	DIN: 01791689
Mumbai, May 28, 2026

Familiarisation Programme for Independent Directors

Independent Directors are familiarized with their roles, rights and responsibilities at the time of their appointment as Directors and regular business updates are provided at the Board /Board Committees meeting held for consideration of periodic financial results. The details of familiarization program can be viewed on Companys website at familiarisation-programme.pdf.

Whistle Blower & Vigil Mechanism Policy

The Board of Directors had adopted the Whistle Blower and Vigil Mechanism policy to deal with instances of fraud and mismanagement, if any. Copy of the Policy is available in Investor section of the Company website at https: / /www.stcl.co.in/assets/pdf/whistleblower-policy.pdf. The policy has been functioning effectively and no Personnel was denied access to the Audit Committee.

Policy on Related Party Transaction

All related party transactions entered into during the year were approved by the Audit Committee. The Company has adopted the Policy on Related Party Transactions in line with the requirement of Act as amended from time to time, which is available on the website of the Company at policy-related-party-transactions.pdf. There are no materially significant related party transactions that may have potential conflict with interest of the Company at large.

All the transactions/contracts/arrangements of the nature as specified in Section 188(1) of the Companies Act, 2013 entered by the Company during the year under review with related party(ies) were not material, in ordinary course of business and on arms length terms and therefore the details of contract or arrangement with related parties required to be reported in AOC 2 is Nil. Details of related party transactions as per Accounting Standards are disclosed in Notes to Financial Statement forming part of the Annual Report.

Policy on Directors appointment and remuneration and other details

The Companies policy on appointment of Directors is available on website of the Company at https:/ /www.stcl.co.in/assets/pdf/ policy-criteria-procedure-for-appointment-and- evaluation-of-performance.pdf

Policy on Documents Preservation

The details of policy can be viewed at https:/ /www.stcl.co.in/assets/pdf/preservation-of- documents-and-archival-policy.pdf

Insider Trading Code

Copy of Insider Trading Code as per SEBI (Prohibition of Insider Trading) Regulations is available on website at https:/ /www.stcl.co.in/assets/pdf/Insider%20Trading%20Code.pdf.

Policy for determination of materiality of event of information

The objective of this Policy is to assist the employees of the Company in identifying potential material events or information in an objective manner that may originate at the ground level which can be promptly escalated and reported to the authorised Key Managerial Personnel or other officers of the Company, as specified in this Policy, for determining the materiality of the said event or information and for making necessary disclosure to the BSE Limited. The details of policy available in Investor section on the website of the Company at https:/ /www.stcl.co.in/assets/pdf/Poilicy%20for%20determination%20of%20Materality%20of % 20Events % 20or % 20Information.pdf

Fair disclosure policy

Code of practices and procedures for Fair Disclosure of unpublished price sensitive information (UPSI) which would be followed by the Company for disclosure of UPSI. Fair Disclosure Policy shall be binding upon all the employees, officers, directors and the persons authorised to speak on behalf of the Company. The details of fair disclosure of policy can be viewed at www.stcl.co.in/assets/pdf/Policy%20On%20Fair%20Disclosure.pdf

INFORMATION ABOUT SUBSIDIARY/ JV/ASSOCIATE COMPANY

M/ s. Ssavai - Smart Abodes LLP wherein the Company holds 95% stake continues to be a nonmaterial subsidiary of the Company. There was no acquisition or divestment of stake in any of

its Subsidiary/Joint Venture / Associate during the year under review. Relevant financial details of the said Subsidiary LLP as at March 31, 2026, in AOC-1 is annexed to this report, as Annexure A.

As per Accounting Standard the Audited Consolidated Financial Statements of the Company along with its Subsidiary forms, prepared as per Indian Accounting Standards form part of the Annual Report for FY 2025-26.

STATUTORY AUDITORS

At the 40^th Annual General Meeting held on 13^th September 2024, Shareholders had approved appointment of M/s. MLR & Associates LLP, Chartered Accountants (Firm Reg No. 138605W/W100240), as Statutory Auditors of the Company to hold such office until the conclusion of 45^th Annual General Meeting to be held in the year 2030.

The Statutory Audit report on Standalone and Consolidated Financial Statements for FY 2025-26 forming part of this Annual report issued by M/s. MLR & Associates LLP, Chartered Accountants, does not include any qualification or observation. During the year under review, the Statutory Auditors have not reported any matter under Section 143 (12) of the Act, therefore no detail is required to be disclosed under Section 134 (3) (ca) of the Act.

SECRETARIAL AUDITOR

In terms of Section 204 of the Companies Act, 2013, the Secretarial Audit for FY 2025-26 was carried out by M/ s. M P Sanghavi & Associates LLP, Company Secretaries (Firm Reg No. L2020MH007000) a Peer reviewed Firm. The report from the Secretarial Auditor forming part of this Annual report is annexed as Annexure F. The report includes a qualification stating that entire Promoter Shareholding is not held in Demat mod. In this regard, one of the entity holding nominal shareholding in physical continues to be erroneously mentioned as Promoter group shareholding historically. The report additionally includes particulars of fine levied by Stock Exchange in connection with delayed filing of Statement of Investors grievances for the quarter ended September 30, 2025. In this regard, the Company inadvertently delayed the filing and paid fine as levied by Stock Exchange.

COST AUDIT & INTERNAL AUDIT

The requirement of maintenance of Cost Records or appointment of Cost Auditor is not applicable to the Company. Mr. Dhaval Savai, Non-Executive Director of the Company has been designated as Internal Auditor in compliance with the requirements of Section 138 of the Companies Act, 2013.

ANNUAL RETURN

Draft of Annual Return of the Company for the year ended March 31, 2026 can be viewed on the website of the Company at www.stcl.co.in.

DEPOSITS

The Company has neither accepted nor renewed any public deposits under Chapter V of the Act and the rules made thereunder. There was no deposit outstanding at the beginning or end of the year.

LOAN GUARANTEE & INVESTMENT

Details of Loans, Guarantees and Investments pursuant to the provisions of Section 186 of the Act, read with Companies (Meetings of Board and its Powers) Rules, 2014, are given in Note No. 8 & 9 to the Standalone Financial Statements.

INTERNAL FINANCIAL CONTROL

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the year under review, no material or serious observation has been received from the Statutory Auditors and the Internal Auditors of the Company on the inefficiency or inadequacy of such controls.

INTERNAL CONTROL SYSTEM

Adequate internal control systems commensurate with the nature of the Companys business, size and complexity of its operations are in place and have been operating satisfactorily. Internal control systems comprising of policies and procedures are designed to ensure reliability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and regulations. Internal control systems are designed to ensure that all assets and resources are acquired economically, used efficiently and adequately protected.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively

PARTICULARS OF EMPLOYEES

There were Eight (8) employees, including Managing Director & Executive Director & CFO of the Company as at March 31, 2026. None of the employees draw remuneration in excess of limits prescribed under section 197 of the Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The information required under the provisions of Section 197 of the Companies Act, 2013 read with Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this report as Annexure B. None of the Directors including Non-Executive / Independent Directors are paid any remuneration or Sitting fees for attending any Meeting of Board / Board Committee. Statement containing particulars of top ten employees in terms of remuneration drawn shall be made available to any member on request.

RISK MANAGEMENT

The Board of Directors of the Company has put in place process for managing risk which aims at enhancing shareholders value and providing an optimum risk-reward tradeoff.

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

Your Company has zero tolerance towards sexual harassment at workplace and has adopted a Policy on prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. There was no complaint on sexual harassment

during the year under review. The Company is in compliance with applicable provisions of the Maternity Benefits Act.

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

There was no order passed by any regulator or court or tribunal, which impacts the going concern status of the Company or will have bearing on companys operations in future. There are no proceedings initiated by or against the company under the Insolvency and Bankruptcy Code, 2016.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE-TIME SETTLEMENT AND VALUATION DONE WHILE TAKING LOANS FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASON THERE OF:

There was no instance during the year attracting this disclosure

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE Considering the scale of business operations and industry in which your Company operates, the information in connection with Conservation of Entergy & Technology Absorption as mentioned herein is Nil/Not Applicable.

i) the steps taken or impact on conservation of energy	Nil
ii) the steps taken by the company for utilizing alternate sources of energy;	Nil
iii) the capital investment on energy conservation equipment	Nil
(B) Technology absorption-
i) the efforts made towards technology absorption;	Nil
ii) the benefits derived like product improvement, cost reduction, product development or import substitution;	Nil
iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year) viz (a) the details of technology imported; (b) the year of import; (c) whether the technology been fully absorbed; (d) if not fully absorbed, areas were absorption; has not taken place, and the reasons thereof; and	Nil
iv) the expenditure incurred on Research and Development.	Nil

There were no foreign exchange earnings or outgo during the year.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134(3)(c) and 134(5) of the Act, with respect to Directors Responsibility Statement, your Directors hereby state and confirm that:

a) Your 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 state of affairs of your Company as at March 31, 2026 and of the profit of your Company for that year.

b) Your 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, if any;

c) The annual accounts have been prepared on a going concern basis;

d) Your Directors had laid down internal financial controls to be followed by your Company and that such internal financial controls are adequate and were operating effectively.

e) Your Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

GENERAL DISCLOSURES

Your Directors state that for FY26, no disclosures are required in respect of the following items

and accordingly confirm as under:

(a) There has been no issue of equity shares with differential rights as to dividend, voting or otherwise. The Company does not have any Employee Stock Options Scheme and have not issued any Sweat Equity Shares during the year under review.

(b) The Company was not required to transfer any amount to the Investor Education and Protection Fund (IEPF) under section 125 of the Act.

ACKNOWLEDGEMENTS:

Your Board places on record its sincere thanks to bankers, associates, consultants and

Government authorities for their continued support. Your Board also acknowledge the support

and confidence reposed by the Shareholders of the Company.

By Order of the Board of Directors For S & T CORPORATION LIMITED

Ajay Surendra Savai	Trishna Ajay Savai
Managing Director	Executive Director & CFO
DIN: 01791689	DIN: 07003728
Place: Mumbai
Date: 07/08/2026