Shivam Autotech Ltd Directors Report

Dear Members,

Your Directors are delighted to present before you, the 21^st Board Report on the business and operations of Shivam Autotech Limited ("the Company") together with the Audited Financial Statements of the Company for the Financial Year ended March 31, 2026.

Financial Highlights

The Companys financial performance, for the year ended March 31, 2026 is are summarized below:

In Lakhs

		In Lakhs
	Year Ended
Particulars	March 31, 2026	March 31 ,2025
Revenue from Operation	40,957.97	45,398.28
Other Income	244.55	250.42
Total income	41,202.52	45,648.70
Expenses		_
(a) Cost of materials consumed	14,536.91	16,915.91
(b) Changes in inventories of finished goods and work in progress	350.96	(627.79)
(c) Consumption of stores & spares	3,334.48	4,152.88
(d) Employee benefits expense	5,457.67	5,706.46
(e) Depreciation and amortization expenses	3,596.66	3,317.90
(f) Job work charges	1,810.73	2,093.13
(g) Finance Cost	6,792.05	5,940.62
(h) Other expenses	12,287.23	12,716.77
Total expenses	48,166.69	50,215.88
Profit / (Loss) before exceptional items and taxes	(6,964.17)	(4,567.18)
Total Exceptional Items	288.42	-
Profit / (Loss) after exceptional items and before tax	(7,252.59)	(4,567.18)
Total Tax Expense	880.57	237.01
Net Profit / (Loss) after tax for the period	(8,133.16)	(4,804.19)
Other Comprehensive Income	(72.11)	(63.84)
Total comprehensive income / (Loss) for the period	(8,205.27)	(4,740.35)
Earning per Share (Basic) (in INR)	(6.19)	(3.89)
Earning per Share (Diluted) (in INR)	(6.19)	(3.89)

State of Companys Affairs and Future Outlook

During the financial year 2025-26, revenue from operations was 40,957.97/- Lakhs as compared to 45,398.28/- Lakhs in 2024-25.

FY 2025-26 was a challenging year for the Company, primarily on account of working capital constraints that impacted production capacity and business volumes, resulting in a decline in sales turnover. Despite these challenges, the Company remained focused on maintaining customer commitments, operational continuity and long-term business development initiatives.

Business Overview

With improved financial flexibility, the Company is entering FY 2026-27 with a renewed focus on optimizing manufacturing capacity and improving operational efficiencies. The Company currently is focused on fulfilling existing customer commitments while simultaneously pursuing additional business opportunities from both existing and new customers. E_orts undertaken towards new product development are expected to support future revenue growth and strengthen the Companys market position.

As part of its long-term growth strategy, the Company continues to diversify its business beyond the automotive sector. In addition to its core automotive component business, the Company is actively exploring opportunities in Industrial Components, Renewable Energy Equipment Components, Power Sector Components, Construction Tool Components and Railways. These sectors offer significant potential to leverage the Companys manufacturing capabilities, engineering expertise and precision machining strengths while creating a more balanced revenue portfolio.

The Company also sees growing opportunities in export markets. The depreciation of the Indian Rupee, coupled with the increasing global focus on developing alternate and resilient supply chains, has enhanced the competitiveness of indian manufacturers in international markets. The Company continues to evaluate opportunities to expand its export footprint and strengthen relationships with global customers. Supported by its established manufacturing capabilities, customer relationships, ongoing product development initiatives and market diversification strategy, the Company believes it is well positioned to capitalize on opportunities in both domestic and international markets and create sustainable long-term value for its stakeholders.

Dividend

The Company has not earned any profit during the financial year ended March 31, 2026, and does not have accumulated profits or free reserves available for distribution. Accordingly, the Board of Directors has not recommended any dividend for the financial year 2025–26.

Transfer to General Reserve

During the year under review, the Company has not transferred any amount to General Reserves.

Share Capital

During the year under review, the Issued, Subscribed and Paid-up Equity Share Capital as on March 31, 2026 as-

(In Lakhs)

Authorised Share Capital	As at March 31, 2026	As at March 31, 2025
22,00,00,000 Equity Shares of 2 /- each	4400.00	4400.00
Issued, Subscribed and Fully Paid Up	_	_
13,14,95,219 Equity Shares of 2/- each	2629.90	2629.90
Total	2629.90	2629.90

During the year there being no change in the authorised and paid-up share capital of the company.

Material Changes Affecting the Financial Position of the Company

There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and date of this report. Your Company was able to raise the short-term/long term funds needed for its working capital related requirements at reasonable rates. The Company continues to focus on judicious management of its working capital.

Particulars of Loan, Guarantees and Investments under Section 186 of the Act

The Company has neither given any loans/guarantees / provided security nor have any investments been made by the Company under the provision of Section 186 of the Act.

Particulars of Contracts or Arrangements with Related Parties

All contracts /arrangements/transactions entered by the Company during the financial year with the related parties were in the ordinary course of business and on arms length basis and do not attract the provisions of Section 188 of the Companies Act, 2013. Hence, requirement of Form AOC-2 as required under Section 188(1) of the Act is not applicable to the Company.

All related party transactions are placed before the Audit Committee for its approval. During the year under review, the Audit Committee approved transactions through the omnibus mode in accordance with the provisions of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the year under review, the Company had not entered into any contracts /arrangements/transactions with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions. Suitable disclosure as required by the IND AS 24 has been made in the notes to the Financial Statements.

Transfer to Investor Education and Protection Fund

During the Financial Year under review, your Company has not required to transferred unpaid/ unclaimed dividend, to the Investor Education and Protection Fund (IEPF) of the Central Government of India.

Holding Company

The promoters of the Company i.e. Dayanand Munjal Investments Private Limited (DMIPL) hold 9,14,17,272 Equity Shares of 2/- each which represents 69.52% of the paid up equity capital of the Company. Your company continues to be a subsidiary company of DMIPL.

Subsidiary Companies, Joint Ventures or Associate Companies

The Company neither has any subsidiaries, joint ventures or associate companies nor any company have become or ceased to be its subsidiaries, joint ventures or associate companies during the year under review.

Deposits

During the year, the Company has not accepted any deposit.

Board of Directors a) Meeting of Board of Directors

During the Financial Year 2025-26, 8 meetings of the Board of Directors of the Company were held on 12^th May, 2025, 8^th August, 2025, 14^th August, 2025, 21^st October, 2025, 12^th November, 2025, 26^th November, 2025, 29^th November, 2025 and 4^th February, 2026. It is confirmed that the gap between two consecutive meetings was not more than one hundred and twenty days as provided in Section 173 of the Act. Detailed attendance records for all the Board meetings are available in the Corporate Governance Report, (Annexure-A) which forms part of this Annual Report.

b) Appointment/re-appointment of Directors

Mr. Yogesh Chander Munjal, (DIN: 00003491) Non- Executive, Non- Independent Director of the Company, retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re-appointment. A resolution seeking shareholders approval for her re-appointment forms part of the Notice.

The notice convening the meeting sets out the details of his re-appointment.

c) Changes in Directors and Key Managerial Personnel

During the year under review and upto the date of this report, the following are the changes in Directors and Key Managerial Personnel of the Company: i) Mr. Neeraj Munjal (DIN: 00037792), re-appointed as Managing Director w.e.f. 14.08.2025. ii) Continuation of the directorship of Mr. Anil Kumar Gupta (DIN: 02643623) as an Independent Director beyond age of 75 years w.e.f. 14.08.2025. iii) Mr. Shakti Kant Mahana, Company Secretary and the Compliance Officer resigned w.e.f. 23.06.2026 iv) Ms. Mehvish, appointed as Company Secretary and the Compliance Officer w.e.f. 01.07.2026. None of the aforesaid Directors are disqualified under Section 164(2) of the Companies Act 2013. Further, they are not debarred from holding the office of Director pursuant to order of SEBI or any other authority as required under the Circular dated 20^th June, 2018 issued by The BSE Limited ("BSE") and The National Stock Exchange of India Limited ("NSE").

d) Key Managerial Personnel

As on the date of this report, the following are Key Managerial Personnel ("KMPs") of the Company as per Sections 2(51) and 203 of Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

1. Mr. Neeraj Munjal (DIN: 00037792), Managing Director

2. Mrs. Charu Munjal, (DIN: 03094545), Whole Time Director

3. Mr. Devendra Kumar Goyal, Chief Financial Officer

4. Ms. Mehvish, Company Secretary & Compliance Officer*

*Mr. Shakti Kant Mahana has tendered his resignation from the position of Company Secretary and Compliance Officer of the company w.e.f. the close of business hours on 23.06.2026.

Ms. Mehvish has been appointed in place of Mr. Shakti Kant Mahana as Company Secretary and Compliance Officer of the company w.e.f. Board Meeting held on 01.07.2026.

e) Committees of the Board

As required under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has constituted the following statutory committees:

Audit Committee

Nomination and Remuneration Committee

Stakeholders Relationship Committee

Details of all the Committees such as terms of reference, composition, and meetings held during the year under review are disclosed in the Corporate Governance Report, (Annexure-A) which forms part of this Annual Report.

f) Declaration by Independent Director

The Company has received necessary declaration from all Independent Directors under Section 149 (7) of the Act and Regulation 25(8) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 that they meet the criteria of Independence laid down in Section 149(6) Act and Regulation 16(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In the opinion of the Board, Independent Directors fulfil the conditions specified in the Act, Rules made thereunder and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and are independent of the management.

g) Board Evaluation

The Board of Directors carried out an annual evaluation of its own performance, Board Committees, and Individual Directors in accordance with the Act, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Governance Guidelines. The Nomination and Remuneration Committee led an internal evaluation process to assess the performance of the Board, its committees, and individual directors. SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The performance of the Board as a whole, its Committee(s) and Individual Directors including the Chairman of the Board, was evaluated by a questionnaire formulated by the Company.

The questionnaire was formulated based on the following criteria:

The Board composition and structure,

Effectiveness of board processes,

Information and functioning, Knowledge & Skill

Personal Attributes,

The composition of committees,

Effectiveness of committee meetings,

The contribution of the individual director to the Board and committee meetings

Preparedness of Directors on the issues to be discussed,

Meaningful and constructive contribution of Directors and their inputs in meetings

As part of the evaluation process, the performance of Non-Independent Directors, the Chairman and the Board as a whole was conducted by the Independent Directors. The performance evaluation of the respective Committees and that of the Independent and Non-Independent Directors was done by the Board excluding the Director being evaluated. The performance evaluation was found satisfactory.

h) Separate Meeting of Independent Directors

In terms of requirements under Schedule IV of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate meeting of Independent Directors was held on March 16, 2026. In a separate meeting of Independent Directors, performance of Non-Independent Directors, performance of the board as a whole and performance of the Chairman was evaluated, taking into account the views of executive directors and non-executive directors.

i) Policy on Directors remuneration and other details

The Companys policy on Directors remuneration and other matters provided in Section 178(3) of the Act has been disclosed in the Corporate Governance Report, which forms part of the Boards report.

Directors Responsibility Statement

Pursuant to the provisions of Section 134(3)(c) and Section 134(5) of the Companies Act, 2013, the Directors, to the best knowledge and ability, confirm that for the year ended March 31, 2026:

(i) That in preparation of annual accounts for the financial year ended March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to the material departures;

(ii) That the directors of the company have selected such accounting policies and applied them consistently and made judgements 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 at March 31, 2026 and of the losses of the Company for the financial year ended March 31, 2026;

(iii) That the directors of the company have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and

(iv) That the directors of the company have prepared the annual accounts on a going concern basis.

(v) That the directors, in the case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(vi) That the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Managerial Remuneration

The details required pursuant to Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel), Rules, 2014 are provided in Corporate Governance Report attached as Annexure–A to this Boards Report.

Management Discussion and Analysis report

A detailed discussion on the business performance and future outlook forms part of Management Discussion and Analysis Report, which is separately attached as Annexure-B to this Boards Report.

Business Responsibility & Sustainability Report (BRSR)

In accordance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015), the BRSR describes the performance of the Company on environmental, social and governance aspects. SEBI mandates the top 1000 Listed Companies by market capitalisation to include Business Responsibility & Sustainability Report ("BRSR Report") in their Annual Report.

Your Company falls under the top 2000 Listed Companies by market capitalisation. Accordingly, a BRSR Report does not form part of this Report.

Statement in Respect of Adequacy of Internal Financial Control with Reference to the Financial Statements

The Company believes that Internal Control is one of the key pillars of governance, which provides freedom to the management within a framework of appropriate checks and balances. The Company has a robust internal control framework, which has been instituted considering the nature, size and risks in the business.

Your company has adequate internal control for its business processes across departments to ensure efficient operations, compliance with internal policies, applicable laws and regulations. The internal controls are complemented, on an on-going basis, by an extensive program of internal audits being implemented throughout the year. The internal controls are designed to ensure that the financial and other records of the company are reliable for preparing financial statements and other data for maintaining the accountability of assets in conformity with established accounting principles and that the assets of the company are adequately safe-guarded against any significant misuse or loss.

The Company has robust ERP systems based on SAP platform. This ensures high degree of systems-based checks and controls. The systems and processes are continuously improved by adopting best-in-class processes and automation and implementing the latest IT tools.

The Company also has an internal audit system which is conducted by an independent firm of Chartered Accountants. The same has also been verified by the statutory auditors who have reported that all the material internal financial controls exist during the financial year 2025-26. The internal audit plan is dynamic and aligned to the business objectives of the Company which is reviewed by the Audit Committee each quarter. Further, the Audit Committee monitors the adequacy and effectiveness of your Companys internal control framework.

Most importantly, the senior management sets the tone at the top of no tolerance to non-compliance and promotes a culture of continuous innovation and improvement.

Particulars of Employees

The information required under Section 197(12) of the Act read with Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is attached as Annexure - C to this Boards Report.

Audit Committee

The Audit Committee comprises mainly of Independent Directors and the composition is as under:

Mr. Sunil Chinubhai Vakil	Chairperson
Dr. Anil Kumar Gupta	Member
Mr. Yogesh Chander Munjal	Member
Ms. Neetika Batra	Member

The terms of reference of the Audit Committee are wide enough to cover the matters specified for the Audit Committee under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as well as Section 177 of the Act; the detailed terms of reference are as mentioned in the Annexure A to this Board Report.

During the year under review, the Board has accepted all recommendation of Audit Committee and accordingly no disclosure is required to be made in respect of non-acceptance of the recommendation of the Audit Committee by the Board.

Nomination and Remuneration Committee

The Nomination and Remuneration Committee (NRC) has been constituted according to Section 178(5) of the Act and the composition is as under:

Mr. Sunil Chinubhai Vakil	Chairperson
Dr. Anil Kumar Gupta	Member
Mr. Yogesh Chander Munjal	Member
Ms. Neetika Batra	Member

The detailed terms of reference are as mentioned in the Annexure A to this Boards Report.

Nomination and Remuneration Policy and Remuneration to the Directors

The Board on the recommendation of the Nomination

& Remuneration Committee has framed a policy for selection and appointment of Directors, Senior Management Personnel including Key Management Personnel and afixing their remuneration. The salient features of the Nomination and Remuneration Policy and the details of remuneration under Section 197 of the Companies Act, 2013 paid to Directors are provided in Corporate Governance Report which forms integral part of this Report.

Disclosure on Establishment of a Vigil Mechanism

Your Company is committed to highest standards of ethical, moral and legal business conduct. Accordingly, the Board of Directors has formulated a vigil mechanism through Whistle Blower Policy for directors and employees to deal with instances of unethical behaviour, actual or suspected, fraud or violation of Companys code of conduct or ethics policy and to report their genuine concerns or grievances to the Vigilance and Ethics Officer. Your Company hereby afirms that no Director/ Employee have been denied access to the Chairman of the Audit Committee. The policy is available on the companys website www.shivamautotech.com.

Business Risk Management

The Company has in place a robust risk management framework that identifies and evaluates business risks and opportunities. The Company recognises that these risks need to be handled effectively and mitigated to protect the interests of the shareholders and stakeholders, to achieve business objectives and create sustainable value and growth. The Companys risk management processes focus on ensuring that these risks are promptly identified and a mitigation action plan is developed and monitored periodically to ensure that the risks are being addressed accordingly. The Companys risk management framework operates with the following objectives:

Proactively identify and highlight risks to the right stakeholders;

Facilitate discussions around risk prioritisation and mitigation;

Provide a framework to assess risk capacity and appetite;

Develop systems to warn when the appetite is getting breached.

With a multi-sourcing strategy plan, your Company was able to successfully manage this risk.

The Company has Debt Equity Ratio at (9.80) as compared to 10.59 during the previous year Further the Board has also identified the following risks: The Company is exposed to various business and operational risks, including dependence on a limited customer base, stringent environmental, safety and regulatory requirements, increasing competition, margin pressures, economic downturns, customer grievances and natural or man-made disasters.

The Company has implemented a Risk Management Policy to identify, assess and mitigate key risks that may have a significant impact on its operations. Appropriate measures such as quality improvement, productivity enhancement, cost controls, regulatory and safety compliance, quality certifications and timely redressal of customer complaints are in place to mitigate identified risks.

The provisions relating to constitution of a Risk Management Committee under the applicable SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are not applicable to the Company Accordingly, no separate Risk Management Committee has been constituted, and the Audit Committee oversees the Risk Management System and Policy of the Company.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

Information as required u/s 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014 pertaining to measures for Conservation of Energy, Technology Absorption and details of Foreign Exchange Earning and Outgo forming part of this Report are given in Annexure D of this report.

Statutory Auditors and Auditors Report

Pursuant to Section 139 of the Act, read with the Companies (Audit and Auditors) Rules, 2014, the Members of the Company, at the 12th Annual General Meeting ("AGM"), appointed M/s NSBP & Co., Chartered Accountants, New Delhi (Firm Registration No. 001075N), as the Statutory Auditors of the Company for the first term of five consecutive years, to hold office from the conclusion of the 12th AGM until the conclusion of the 17th AGM. Subsequently, at the 17th AGM, the Members of the Company re-appointed M/s NSBP & Co. as the Statutory Auditors for a second term of five consecutive years, to hold office from the conclusion of the 17th AGM until the conclusion of the 22nd AGM of the Company, to be held in the financial year 2026-27.

Reporting of Frauds by Auditors

During the year under review, the Statutory Auditors, and Secretarial Auditors have not reported any instances of frauds committed in the Company by its ofcers or employees, to the Audit Committee / Central Government under Section 143(12) of the Act, details of which are required to be mentioned in this Report.

Secretarial Auditor and Secretarial Audit & Compliance Report

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. Yogesh K & Associates, a proprietorship firm of Company Secretaries to undertake the Secretarial Audit of the Company for the financial year 2025-26

Secretarial Audit Report in prescribed format MR-3 are annexed as Annexure – E to this Boards Report.

Further, pursuant to SEBI Circular CIR/CFD/CMD1/27/2019 dated February 08, 2019, the Company has obtained Secretarial Compliance Report from Practising Company Secretary on compliance of all applicable SEBI (Listing Obligations and Disclosure requirements), Regulations 2015 and circulars/guidelines issued thereunder and the copy of the same has been submitted with the Stock exchanges within the prescribed due date.

Explanation to Secretarial Audit Report

The Management response to the qualification, reservation or adverse remarks in Secretarial Audit Report are as below:

Secretarial Auditors Remarks / Qualifications / Observations

Management Response

Form DPT-3 was filed with additional fee of 1200. 2. MGT- 15 was filed with additional fee of 1200. 3, Form CHG-9 was filed with additional fee of 3,600 vide SRN AC0250927. 4. Form CHG-9 was filed with additional fee of 3,600 vide SRN AC0246593. 5. Form CHG-9 was filed with additional fee of 3,600 vide SRN AC2357626. 6. MGT-14 was filed with additional fee of 2,400 vide SRN AC2423097. 7. MGT-14 was filed with additional fee of 1,200 vide SRN AC1154482. 8. form CHG-9 was filed with additional fee of RS. 3,600. vide SRN AC2482821. 9. form CHG-9 was filed with additional fee of RS. 3,600. vide SRN AC2483156.

With reference to the observation, it is respectfully submitted that the delay in filing the mentioned e-forms was primarily due to technical glitches on the MCA portal and operational constraints. The Company has filed all forms with applicable additional fees as per Section 403 of the Companies Act, 2013, and the Board has duly taken note of the same.

Listing

Pursuant to Clause C(9)(d) of Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the shares of your Company are listed at NSE and BSE, and pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Annual Listing fees for the year 2026-27 have been paid. The Company has also paid the annual custodian fees for the year 2026-27 in respect of Shares held in dematerialized mode to National Securities Depository Limited (NSDL) & Central Depository Services Limited (CDSL).

The Company has complied with the requirements of Corporate Governance as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as applicable.

Corporate Governance

Your Company is committed to follow the highest standards and principles of Corporate Governance with all integrity and fairness. The Company always places major thrust on managing its affairs with diligence, transparency, responsibility and accountability thereby upholding the important dictum that an organisations corporate governance philosophy is directly linked to high performance. It has put in place an effective Corporate Governance system which ensures that provisions of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are duly complied with, not only in form but also in substance.

A certificate from the Practising Company Secretary regarding the compliance of the conditions of Corporate Governance by the Company as stipulated under Chapter IV of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is also attached to this Report.

Separate detailed chapters on Corporate Governance, additional Shareholder information and Management Discussion and Analysis are attached herewith and form part of this Report. Declaration by MD that the Board Members and Senior Management Personnel have complied with the Code of Conduct for the financial year 2025-26 is annexed with this report.

Disclosures for Maintenance of Cost Records

Your company is not covered under sub-section (1) of Section 148 of the Act for maintenance of Cost records and accordingly such accounts and records are not required to be made and maintained.

Significant or Material Orders passed by the Regulators

No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Companys operations in future.

Changes in the Nature of Business

There is no change in the nature of the business of the Company during the Financial Year 2025-26.

Web address for Annual Return

In terms of provisions of Section 92(3), 134(3)(a) of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, annual return of the Company for the Financial Year ended March 31, 2026 is available under the ‘Investors section of the Companys website i.e. at www.shivamautotech.com.

ATF 16949/ISO 14001/ISO 45001 Accreditation

Your Companys manufacturing facilities are located at Binola, Haridwar, Kolar and Rohtak and we continue to maintain and uphold the prestigious IATF 16949:2016, ISO 14001:2015 and ISO 45001:2018 (Occupational Health & Safety Assessment Series) certifications from reputed leading Indian and International Certification Institutions. These certifications help in continuous improvements, besides emphasis being laid on prevention of defects, reduction of wastes, prevention of near misses and to ensure maximized customer delight.

Prevention of Sexual Harassment at workplace

The Company 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 ("POSH Act") and the Rules thereunder. All women associates (permanent, temporary, contractual and trainees) as well as any women visiting the Companys office premises or women service providers are covered under this Policy. The Company has duly constituted an Internal Complaints Committee (ICC) under the POSH Act which is responsible for redressal of complaints related to sexual harassment. The Company aims at providing a workplace that enables employees to work without gender bias and sexual harassment. The necessary disclosure in terms of requirements of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in this regard is given below: a. Number of complaints filed during the financial year – Nil b. Number of complaints disposed of during the financial year – N.A. c. Number of complaints pending as at the end of the financial year – N.A.

Various workshops and awareness Programmes w.r.t. prevention of sexual harassment has been carried out during the FY 2025-26.

Compliance with Maternity Benefit Act, 1961

The Company is compliant with the applicable provisions of the Maternity Benefit Act, 1961 and has policies, systems and processes in place to ensure ongoing compliance.

Secretarial Standards

The Company has followed the applicable Secretarial Standards with respect to Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India.

Environment, Health & Safety

The Company is conscious of the importance of environmentally clean and safe operations. The Companys policy requires conduct of operations in such a manner so as to ensure safety of all concerned, compliances of environmental regulations and preservation of natural resources.

The Company has taken an initiative to preserve environment by indulging in paper recycling activity. The paper recycling pertains to the processes of reprocessing waste paper for reuse. Recycling paper preserves trees and forests. Recycled paper serves as an environmental friendly resource for paper manufacturers, saving costs and energy.

The Company has recycled approx. 4060 kgs of waste paper till March 31, 2026, contributing in saving 68 nos. of trees.

The Company is committed to adhere to the highest standards of health and safety. It strives to provide its employees with a safe and healthy workplace. The Company continuous to focus on deploying behaviour based safety programmes and global safety standards across its locations. Its manufacturing units are certified with ISO-45001 (International Occupational health & safety management system and standards), abiding by the highest standards of safety. The Company regularly conducts counselling and safety review meetings for the workers to appraise and educate them on the adoption of safety measures and avoidance of unsafe practices. Safe operating procedures, standards and systems have been laid down at all manufacturing locations. Prompt medical assistances are provided to its employees.

Human Resource Development

TheCompanybelievesthatpeoplewhofeeltrulyassociated with the organisation are the ones who perform to their peak capability. As a core part of our business strategy, it is committed to providing an environment where all of its employees feel enabled and have a sense of belonging. The Company believes in greater diversity within the business will maximise collective capability, allowing leveraging the diversity of thought, and better reflecting and understanding the diverse customer base. This should, in turn, lead to better decision making and higher shareholder value.

The Company takes pride in the commitment, competence and dedication of its employees in all areas of the business. The Company has a structured induction process at all locations. Objective appraisal systems based on key result areas (KRAs) are in place for staff members.

Your Company treats its "human resources" as one of its most important assets. Your Company continuously invests in attraction, retention and development of talent on an ongoing basis. The Companys thrust is on the promotion of talent internally through job rotation and job enlargement. A significant effort has also been undertaken to develop leadership as well as technical/ functional capabilities in order to meet future talent requirement.

Board Diversity Policy

The Company recognizes and embraces the importance of a diverse board in its success. We believe that a truly diverse board will leverage differences in thought, perspective, knowledge, skill, regional and industry experience, cultural and geographical background, age, ethnicity, race and gender, which will help us, retain our competitive advantage. The Board has adopted the Board Diversity Policy which sets out the approach to diversity of the Board of Directors.

Proceeding Under Insolvency and Bankruptcy Code, 2016

The Company has not made any application or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) ("IBC Code") during the year. Further, at the end of the year, Company does not have any proceedings related to IBC Code.

The details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the banks or financial institutions along with the reasons thereof

During the year under review, the Company has not made one-time settlement therefore, the same is not applicable.

Policies

We seek to promote and follow the highest level of ethical standards in all our business transactions guided by our value system. The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015) mandated the formulation of certain policies for all listed companies.

All our corporate governance policies are available on our website www.shivamautotech.com. (Web link- https://www.shivamautotech.com/cpage. aspx?mpgid=15&pgidtrail=42)

Acknowledgments

Your Companys organisational culture upholds professionalism, integrity and continuous improvement across all functions as well as efficient utilisation of the Companys resources for sustainable and profitable growth.

The Directors express their appreciation for the sincere co-operation and assistance of Central and State Government Authorities, Bankers, Customers, Suppliers and Business Associates. Your Directors also wish to place on record their deep sense of appreciation for the committed services by your Companys employees. Your Directors acknowledge with gratitude the encouragement and support extended by our valued shareholders.

The Board would like to reiterate its commitment to continue to build the organization into a truly world-class enterprise in all aspects.

	For and on behalf of the Board	For and on behalf of the Board
	Neeraj Munjal	Charu Munjal
Place: Gurugram	Managing Director	Whole Time Director
Date: August 13, 2026	DIN: 00037792	DIN:03094545