CRESTO TECHNO LIMITED Directors Report

Dear Members,

Your Directors have pleasure in presenting their Thirteen (13 th ) Annual Report on the business and operations of the company together with the audited financial statements of the Company for the financial year ended 31 st March, 2026.

FINANCIAL HIGHLIGHTS

The financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under section 133 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014.

The standalone and consolidated financial highlights of your Company for the Financial Year ended 31 st March, 2026 are summarised as follows:

(? in Lakhs

Particulars	FY 2025-26		FY 2024-25
	Standalone	Consolidated	Standalone	Consolidated
Revenue from Operations	561.63	2307.82	537.53	2,624.31
Add: Other Income	18.71	18.71	13.25	13.25
Total Revenue	580.34	2326.53	550.77	2,637.25
Expenses
Employee Benefit Expenses	201.64	201.64	207.38	207.38
Depreciation and amortisation expense	41.73	41.73	44.70	44.70
Finance Charges	1.43	1.43	4.14	4.14
Other Expenses	119.24	120.10	65.73	66.07
Total Expenses	753.76	2503.15	535.01	2,621.71
Net Profit / Loss Before Tax (PBT)	(173.42)	(176.61)	15.76	15.84
Current Tax	-	-	-	-
Previous Year Income Tax Short Provision	-	-	-	-
Deferred Tax	22.08	22.07	(4.38)	(4.38)
MAT Credit Entitlement	-	-	-	-
Net Profit /Loss (PAT)	(195.50)	(198.69)	20.14	20.22
Earnings Per Share	(1.82)	(1.44)	0.20	0.20

COMPANY PERFORMANCE

During the FY 2025-26, the total income stood at Rs. 580.34 lakhs as compared to Rs. 550.77 lakhs in the previous FY 2024-25, registering increase of 5.3%. During the FY 2025-26, the revenue from operations stood at Rs. 561.63 lakhs as compared to Rs. 537.53 lakhs in the previous FY 2024-25, registering increase of 4.5%. Profit before tax (PBT) during the FY 2025-26 stood at Rs. (173.42) lakhs as compared to Rs. 15.76 lakhs in the previous FY 2024-25. Profit After tax (PAT) during the FY 2025-26 stood at Rs. (195.50) lakhs as compared to Rs. 20.14 lakhs in the previous FY 2024-25.

The Company is looking forward to increasing its profits in the coming financial years with the support of all the stakeholders of the Company.

DIVIDEND

In view of the loss recorded by the Company during the past few years, the Directors have not recommended any dividend for the financial year 2025-26.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Your Company did not have any funds lying unpaid or unclaimed which were required to be transferred to Investor Education and Protection Fund (IEPF) under section 125 of Companies Act, 2013.

TRANSFER TO RESERVES

During the FY 2025-26, the Company has not transferred any amount to Reserves.

SUBSIDIARIES AND JOINT VENTURES The Company has following foreign Subsidiaries: a. *Dream Boat Entertainment LLC (USA)

The above-mentioned company is wholly owned subsidiary of the Company.

The statement containing the salient features of the financial statements of Subsidiaries, Pursuant to Sub-Section 3 of Section 129 of the Companies Act, 2013, in Form AOC-1 is herewith annexed to this report and marked as Annexure - I. The statement also provides the details of performance, financial position of the subsidiaries.

Your Company does not have any Associate Companies or Joint Ventures

(*w.e.f 30.03.2026, Company has disinvested its investment in Dream Boat Entertainment LLC (USA)). CORPORATE SOCIAL RESPONSIBILITY (CSR)

As the Company does not fall under the criteria specified under Section 135 of the Act and the rules made thereunder, the Company does not have any CSR policy, any CSR Committee and did not spend any amount under corporate social responsibility.

DIRECTORS & KEY MANAGERIAL PERSONNEL

The details of the directors and key managerial personnel of the company are provided as follows:

Sl. No.	Name	Designation
1.	Badugu Anish Kumar (w.e.f 30.03.2026)	Chairman & Managing Director
2.	Tavva Nagamani (w.e.f 30.03.2026)	Non-Executive Non Independent Director
3.	Guthikonda Hari Krishna (w.e.f 30.03.2026)	Non-Executive Non Independent Director
4.	Jolita Mandhata (w.e.f 30.03.2026)	Independent Director
5.	Chukka Srinivasa Rao (w.e.f 30.03.2026)	Independent Director
6.	Prasada Rao Kalluri	Independent Director
7.	Itikapati Madhusudana Reddy (w.e.f 30.05.2026)	Chief Financial Officer
8.	Naneru Greeshma Sandhya (w.e.f 30.05.2026)	Company Secretary & Compliance Officer
9.	Ratnakarrao Chepur (till 30.03.2026)	Chairman & Independent Director
10.	Tekulapalli Sanjay Reddy (till 30.03.2026)	Managing Director
11.	Anil Kumar Pallala (till 30.03.2026)	Whole Time Director
12.	Swathi Reddy (till 30.03.2026)	Non- Executive Non - Independent Director
13.	Rammohan Paruvu (till 30.03.2026)	Independent Director
14.	Redrowthu Sai Manikanta (till 30.03.2026)	Chief Financial Officer
15.	Malireddy Sushma sree (till 30.05.2026)	Company Secretary & Compliance Officer

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Director Retiring by Rotation

In accordance with the provisions of Section 152 of the Companies Act, 2013, Mr. Anish Kumar Badugu (DIN: 11635335), Directors liable to retire by rotation and is proposed to retire at the ensuing Annual General Meeting and being eligible has offered himself for re-appointment at the said meeting of the Company.

Changes in the Board of Directors and the Key Managerial Personnel

During the year under review, the following changes in the Board of Directors and the Key Managerial Personnel took place:

i. During the Financial year, Mr. Ratnakarrao Chepur resigned as Chairman and Independent Director of the Company with effect from 30.03.2026.

ii. During the Financial year, Mr. Tekulapalli Sanjay Reddy resigned as Managing Director of the Company with effect from 30.03.2026.

iii. During the Financial year, Mr. Anil Kumar Pallala resigned as Whole Time Director of the Company with effect from 30.03.2026.

iv. During the Financial year, Mrs. Swathi Reddy resigned as Non- Executive Non - Independent Director of the Company with effect from 30.03.2026.

v. During the Financial year, Mr. Rammohan Paruvu resigned as Independent Director of the Company with effect from 30.03.2026.

vi. During the Financial year, Mr. Redrowthu Sai Manikanta resigned as Chief Financial Officer of the Company with effect from 30.03.2026.

vii. After the end of the Financial year, Mrs. Malireddy Sushma Sree resigned as Company Secretary & Compliance Officer of the Company with effect from 30.05.2026.

viii. During the Financial year, Mr. Badugu Anish Kumar appointed as Chairman and Managing Director of the Company with effect from 30.03.2026.

ix. During the Financial year, Mrs. Tavva Nagamani appointed as Non- Executive Non - Independent Director of the Company with effect from 30.03.2026.

x. During the Financial year, Mr. Guthikonda Hari Krishna appointed as Non- Executive Non - Independent Director of the Company with effect from 30.03.2026.

xi. During the Financial year, Mrs. Jolita Mandhata appointed as Independent Director of the Company with effect from 30.03.2026.

xii. During the Financial year, Mr. Chukka Srinivasa Rao appointed as Independent Director of the Company with effect from 30.03.2026.

xiii. After the end of the Financial year, Mr. Itikapati Madhusudana Reddy appointed as Chief Financial Officer of the Company with effect from 30.05.2026.

xiv. After the end of the Financial year, Mrs. Naneru Greeshma Sandhya appointed as Company Secretary & Compliance Officer of the Company with effect from 30.05.2026.

Declaration by Independent Directors

All Independent Directors have submitted their declaration of independence, pursuant to the provisions of Section 149(7) of the Act and Regulation 25(8) of the Listing Regulations, stating that they meet the criteria of independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience, expertise and hold highest standards of integrity.

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Separate Meeting of Independent Directors

In accordance with the provisions of Schedule IV to the Act and Regulation 25(3) of the SEBI (LODR), 2015, separate meeting of the Independent Directors of the Company was held on 12 th January, 2026 to discuss relevant items including the agenda items as prescribed under the applicable laws. The meetings were attended by all the Independent Directors of the Company.

Annual Performance Evaluation

The evaluation framework for assessing the performance of Directors of your Company comprises of contributions at the meetings, strategic perspectives or inputs regarding the growth or performance of your Company, among others.

The Nomination & Remuneration Committee have laid down the manner in which formal evaluation of the performance of the Board, its Committee and Individual Directors has to be made. The Board has carried out the Annual Performance Evaluation of its own performance, Board Committees and Individual Directors pursuant to the provisions of the Companies Act, 2013 and Regulation 17(10) of Listing Regulations.

A structured questionnaire was prepared after taking into consideration inputs received from the Directors, covering various aspects of the Boards functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations and governance. A separate exercise was carried out to evaluate the performance of individual Directors including the Chairman of the Board, who were evaluated on parameters such as level of engagement and contribution, independence of judgement, safeguarding the interest of the Company and its minority shareholders etc. The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors who also reviewed the performance of the Secretarial Department. The Directors expressed their satisfaction with the evaluation process.

The details of programme for familiarization of Independent Directors of your Company is available on your Companys website https://sillymonks.com/disclosures-under-reg-46-of-sebi-lodr

Board Meetings

During the year, nine (9) meetings of the Board of Directors were held complying with the Companies Act, 2013, SEBI Listing Regulations and Secretarial Standards on Board Meeting. The particulars of the meetings held and attended by each Director are detailed in the Corporate Governance Report which forms part of this report. Further, maximum interval between two meetings of the Board of the Directors has not exceeded 120 days.

Board Committees

Your Company has in place the Committee(s) as mandated under the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. There are currently three (3) committees of the Board, namely:

1. Audit Committee

2. Nomination & Remuneration Committee

3. Stakeholders Relationship Committee

Details of the Committees along with their charter, composition and meetings held during the year, are provided in the Corporate Governance Report, which forms part of this report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

Related Party Transactions entered into during the financial year under review are disclosed in Notes forming part of standalone financials under the head Related Party Disclosures (AS - 18) . These transactions were at an arms length basis and in the ordinary course of business.

During the year under review, transactions were conducted by the Company pursuant to the Agreements entered into with its Related Parties during previous years; the same were on an arms length basis and in the ordinary course of business. There were no materially significant Related Party Transactions with the Companys promoters, directors, management or their relatives which could have had a potential conflict with the interests of the Company. Form AOC-2 , containing a note on the aforesaid Related Party Transactions is enclosed herewith as Annexure - II to this report.

The policy on Related Party Transactions, as approved by the Board may be accessed on the Companys website https://sillymonks.com/disclosures-under-reg-46-of-sebi-lodr .

AUDITORS AND THEIR REPORTS AND RECORDS

Statutory Auditors:

M/s. NSVR & Associates LLP (Registration No. 008801S/S200060), were appointed at the 11 th Annual General Meeting as the Statutory Auditors of the Company for a term of five years to hold office till the conclusion of the 16 th Annual General Meeting of the Company.

Internal auditors:

The Board on the recommendation of the Audit Committee of the company in its meeting held on 08 th May 2025, appointed M/s. Anantha Rami Reddy & Associates (Firm Registration No. 021849S), Chartered Accountants, Hyderabad as the Internal Auditor of the Company to conduct the Internal Audit for the financial year 2025-26.

Secretarial Auditors:

In terms of the provision of the Section 204 of the Act read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, M/s. P.S. Rao & Associates, Practicing Company Secretaries were appointed as the Secretarial Auditors of the company at 12 th AGM for a term of Five (5) consecutive years, to hold office upto the conclusion of 17 th AGM of the Company for conducting the Secretarial Audit of your Company. The Secretarial Audit Report, in form MR-3, for the financial year 2025-26 forms part of this Report as Annexure - III. The contents of the Secretarial Audit Report are self-explanatory and do not contain any qualification, reservation or adverse remark.

A Secretarial Compliance Report for the financial year ended 31 st March, 2026 on compliance of all applicable SEBI regulations and circulars/guidelines issued thereunder, was obtained from, M/s. P.S. Rao & Associates, Practicing Company Secretaries and the same has been submitted to the stock exchange (NSE). The said report do not contain any qualification, reservation or adverse remark.

Cost Audit and Cost Auditors:

The provisions of Section 148 of the Companies Act 2013 read with the Companies (Cost and Audit) Rules, 2014 and Rule 14 of the Companies (Audit and Auditor) Rules, 2014 are not applicable to the Company.

COMMENTS BY THE BOARD ON EVERY QUALIFICATION, RESERVATION OR ADVERSE REMARK OR DISCLAIMERS

Statutory Auditors:

As there is no qualification, reservation or adverse remark in the reports given by the Statutory Auditors for the Financial Year 2025-26, your directors need not provide any clarification on the same.

Secretarial Auditors:

There is no qualification, reservation or adverse remark in the reports given by the Secretarial Auditors, for financial year 2025-2026.

REPORTING OF FRAUDS

During the year under review, neither the Statutory Auditors nor the Secretarial Auditors have reported to the

Audit Committee, any instances of fraud committed against the Company by its officers and employees, the details of which would need to be mentioned in Boards Report under Section 143(12) of the Act.

NOMINATION AND REMUENRATION POLICY

A committee of the Board named as Nomination and Remuneration Committee has been formed in compliance with Regulation 19 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and pursuant to the provisions of section 178 of Companies Act, 2013. The main object of this Committee is to identify persons who are qualified to become directors and who may be appointed in senior management of the Company, recommend to the Board their appointment and removal and shall carry out evaluation of every Directors performance, recommend the remuneration package of both the Executive and the Non-Executive Directors on the Board and also the remuneration of Senior Management, one level below the Board. The Committee reviews the remuneration package payable to Executive Director(s) and the Key managerial personnel and makes appropriate recommendations to the Board and acts in terms of reference of the Board from time to time.

On the recommendation of the Nomination and Remuneration Committee, the Board has adopted and framed a Remuneration Policy for the Directors, Key Managerial Personnel and other Employees pursuant to the provisions of the Companies Act, 2013 and SEBI Listing Regulations. The policy can be accessed in the investors section of the companys website https://sillymonks.com/disclosures-under-reg-46-of-sebi-lodr .

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS MADE BY THE COMPANY UNDER THE PROVISIONS OF SECTION 186 OF THE COMPANIES ACT, 2013

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 read with Companies (Meetings of Board and its Powers) Rules, 2014, are given in the notes to the Financial Statements.

DEPOSITS

During the year under review, Your Company has not accepted any deposits within the meaning of Section 76 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 (5) of the Companies Act, 2013 Your Directors confirm that:

i) In preparation of annual accounts for the financial year ended 31 st March, 2026, the applicable Accounting Standards have been followed along with proper explanation relating to material departures, if any;

ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give true and fair view of the state of affairs of the Company at the end of the financial year ended 31 st March, 2026 and of the loss of the Company for that period;

iii) The Directors have taken proper and sufficient care for their 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;

iv) The Directors had prepared the annual accounts for the Financial year 2025-26 on a going concern basis;

v) The Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and

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

SHARE CAPITAL

The Authorised Share Capital of the Company as on date of Balance Sheet is Rs. 14,00,00,000/- comprising of 1,40,00,000 equity shares of Rs.10/- each.

The Paidup share capital of the company as on 31 st March 2026 is Rs. 13,83,58,370/- comprising of 1,38,35,837 equity shares of Rs.10/- each.

During the year under review,

• On 04.11.2025, the Company has increased its Authorized Capital from 11 Cr to 14 Cr.

• On 09.09.2025, the Company has allotted 18,298 equity shares of Rs. 10 /- each to the employees under the Sillymonks employee stock option Plan 2023.

• On 23.12.2025, the Company has allotted 7,173 equity shares of Rs. 10 /- each to the employees under the Sillymonks employee stock option Plan 2023.

• On 12.01.2026, the Company has allotted 22,00,000 equity shares of Rs.10/- each to promoter and nonpromoter category on Preferential Basis and has allotted 13,75,000 warrants of Rs.10/- each promoter on Preferential Basis.

• On 30.03.2026, pursuant to the conversion of warrants allotted on 12 January 2026, the company allotted 13,75,000 equity shares of Rs.10/- each to promoter.

The Company has introduced the Silly Monks Employee Stock Option Plan- 2023 (ESOP 2023) in the year 2023. The scheme has been approved by the Board of Directors at their meeting held on 4th May 2023, and the Shareholders of the Company on 25 th August 2023.

The objective of the Scheme is to motivate the Employees to provide means to enable the Company to attract and retain appropriate human talent in the employment of the Company, to motivate the employees of the Company with incentives and reward opportunities, to achieve sustained growth of the Company and to create a sense of ownership and participation amongst the employees or otherwise increase their proprietary interest, to incentivize the senior and critical talents in line with corporate growth and creation of shareholders value, to provide additional deferred rewards to Employees.

Further, information pursuant to Section 62 of the Companies Act, 2013 read with Rules made there under and details of the Scheme as specified in Part F of Schedule - I of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 are available on Companys website and may be accessed at http://www.sillymonks. com/investor-relations .

Further, it is confirmed that the Scheme is in compliance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, and during the year under review there were no material changes in the Scheme.

Certificate from Mr. P S Rao & Associates, Practicing Company Secretary, Secretarial Auditors of your Company confirming that the scheme has been implemented in accordance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, forms part of the Corporate Governance Report and is also placed on the website of your Company at http://www.sillymonks.com/investor-relations .

ANNUAL RETURN

The Annual Return of the Company as on 31 st March, 2026 is available on the Companys website and can be accessed at https://sillymonks.com/annual-report/ .

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34 (2) (e) of SEBI (LODR) Regulations, 2015, a report on Management Discussion & Analysis is herewith annexed as Annexure - IV.

RISK MANAGEMENT POLICY

Risk management is the process of identification, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events. The Company has initiated a process of preparing a comprehensive risk assessment and minimization procedures. The major risks are being identified by the Company in areas of operations, financial processes, human resources and statutory compliances.

The Company has developed and implementing a risk management policy which includes the identification therein of elements of risk, which in the opinion of the board may threaten the existence of the Company.

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

a) Conservation of Energy, Technology Absorption :

The particulars prescribed by section 134(3)(m) the Companies Act, 2013, pertaining to disclosure mea-sures taken in relation to conservation of energy and technology absorption are not applicable.

b) Foreign Exchange earnings and Outgo:

Foreign Exchange Earnings: Rs. 27835072.19 Foreign Exchange Outgoings: Nil

HUMAN RESOURCES

Your Company considers its Human Resources as the key to achieve its objectives. Keeping this in view, your Company takes utmost care to attract and retain quality employees. The employees are sufficiently empowered and such work environment propels them to achieve higher levels of performance. The unflinching commitment of the employees is the driving force behind the Companys vision. Your Company appreciates the spirit of its dedicated employees.

Particulars of Employees (Section 197 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014) Information in accordance with the provisions of Section 197 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 regarding remuneration and other details is annexed as Annexure - V to this Report.

CORPORATE GOVERNANCE

The Company has in place a system of Corporate Governance. A separate report on Corporate Governance along with Auditors Certificate regarding compliance of conditions of corporate governance set out by the Securities and Exchange Board of India (SEBI) under Listing Regulations is annexed to this Annual Report.

CEO / CFO CERTIFICATION

As required under Regulation 17(8) of the Listing Regulations, certificate duly signed by the CEO/ CFO of the Company is appended as an Annexure to this Report.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Company has an adequate system of internal financial controls with reference to financial statements, including but not limited to safeguard and protection of assets from loss, their unauthorized use or disposition. All the transactions were properly authorized, recorded and reported to the Management. The Company is following all the applicable Accounting Standards for properly maintaining the books of accounts and reporting in the financial statements. Your Company continues to ensure proper and adequate systems and procedures commensurate with its size and nature of its business.

LISTING AND DEPOSITORY FEE

Your Company has paid Annual Listing Fee for the financial year 2025-26 to National Stock Exchange of India Ltd according to the prescribed norms & regulations. Company has also paid Annual Custody Fee to National Securities Depository Limited and Issuer Fee to Central Depository Services (India) Limited for the financial year 2025-26.

ESTABLISHMENT OF VIGIL MECHANISM / WHISTLE BLOWER POLICY FOR DIRECTORS AND EMPLOYEES

Your Company promotes ethical behavior in all its business activities and has put in place a mechanism wherein the employees are free to report illegal or unethical behavior, actual or suspected fraud or violation of the Companys Codes of Conduct or Corporate Governance Policies or any improper activity to the Chairman of the Audit Committee of the Company or Chairman of the Board.

The Whistle Blower Policy has been duly communicated within your Company. Under the Whistle Blower Policy, the confidentiality of those reporting violation(s) is protected, and they are not subject to any discriminatory practices. No personnel have been denied access to the Audit Committee in this regard. The Vigil Mechanism and Whistle Blower Policy may be accessed on the Companys website www.sillymonks.com.

POLICY ON SEXUAL HARASSMENT

Your Company has always provided a safe and harassment free workplace to every individual working in its premises through various policies and practices. Your Company always endeavors to create an environment that is free from discrimination and harassment, including sexual harassment. Your Company has been actively involved in ensuring that the clients and all the employees are aware of the provisions of the POSH Act, 2013 and the rights available to them there under.

Your Company has adopted policy on prevention of sexual harassment of women at workplace in accordance with The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. As per the said Policy, an Internal Complaint Committee (ICC) has duly constituted by the Company.

During the financial year ended March 31, 2026, the company has not received any complaints pertaining to sexual harassment. The policy adopted by the Company for Prevention of Sexual Harassment is available on its website at www.sillymonks.com.

PARTICLARS OF EMPLOYEES

The information required pursuant to Section 197 (12) read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, in respect of employees of the Company is herewith annexed as Annexure- VI.

In terms of Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company does not have any employee who is employed throughout the financial year and in receipt of remuneration of Rs. 120 Lakhs or more, or employees who are employed for part of the year and in receipt of Rs. 8.50 Lakhs or more per month.

The Company does not have any employee who is employed throughout financial year or part thereof, who was in receipt of remuneration in financial year under review which in aggregate, or as the case may be, at a rate which in the aggregate is in excess of that drawn by the Managing Director or Whole-Time director and holds by himself/herself or along with his/her spouse and dependent children not less than 2% of the equity shares of the Company.

TREATMENT OF UNCLAIMED DIVIDEND & SHARES:

The provisions with regard to transfer of dividend and shares to IEPF is not applicable to the Company as, 7 (Seven) years has not been completed since the first declaration of dividend by the Company.

DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT:

Since no shares of the Company have been transferred to Demat Suspense Account/ Unclaimed suspense Account in accordance with Regulation 39 of the SEBI (LODR) Regulations, 2015 read with Schedule VI thereto, disclosures w.r.t. the same are not applicable to the Company.

APPLICATION OR PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

Your company has neither made any application nor has any proceedings pending under the Insolvency and Bankruptcy Code, 2016, during the financial year 2025-26.

COMPLIANCE TO THE PROVISIONS RELATING TO THE MATERNITY BENEFITS ACT, 1961:

The Company has duly complied with all provisions of the Maternity Benefit Act, 1961.

ONE-TIME SETTLEMENT

Your company has not made any one-time settlements against loans taken from banks or financial institutions during the financial year 2025-26.

OTHER INFORMATION

(i) Significant and material orders passed by the regulators

No significant and material orders have been passed during the year under review by the regulators or courts or tribunals affecting the going concern status and Companys operations in the future.

(ii) Material Changes & Commitments

During the year, Mr. Satyapoorna Yalamanchali entered into a Share Purchase Agreement (SPA) with the Promoters/Promoter Group of the Company on 03 November 2025 to acquire 40,94,146 fully paid-up equity shares of Rs.10 each, representing 29.59% of the Voting Capital, at a price of Rs.15.00 per share, aggregating to Rs.614.12 Lakhs in cash.

Following this, Mr. Satyapoorna Yalamanchali made an Open Offer to the Eligible Equity Shareholders of Silly Monks Entertainment Limited pursuant to Regulations 3(1) and 4 of SEBI (SAST) Regulations, 2011, to acquire up to 35,97,865 fully paid-up equity shares of Rs.10 each, representing 26.00% of the Voting Capital, at a price of Rs.18.50 per share, payable in cash.

Upon completion of the Open Offer, the previous Promoters/Promoter Group ceased to retain control over the Company. Control and management were transferred to Mr. Satyapoorna Yalamanchali, and the outgoing promoters were declassified from the Promoter/Promoter Group category and re-classified as public shareholders in accordance with Regulation 31A of SEBI (LODR) Regulations, 2015. Mr. Satyapoorna Yalamanchali was reclassified as Promoter of the Company.

(iii) Change in Nature of business, if any

There is no change in the nature of business of the Company during the year under review.

(iv) Compliance with Secretarial Standards

Your Company has complied with the secretarial standards i.e., SS-1, and SS-2 relating to Meetings of the Board of Directors and General Meetings respectively, issued by the Institute of Company Secretaries of India and notified by the Ministry of Corporate Affairs.

ACKNOWLEDGMENT AND APPRECIATION

Your directors express their sincere appreciation to all the stakeholders of the Company for the trust, confidence and support bestowed on the Company. The Board of Directors is also grateful to the subsidiary company for its contribution towards the growth and success of the Company.

The Board of Directors assures to uphold the Companys commitment towards acting with honesty, integrity and respect and to be responsible and accountable to all the stakeholders of the Company.

Further your directors convey their appreciation for the whole hearted and committed efforts by all its employees.

Your directors gratefully acknowledge the ongoing co-operation and support provided by the Central and State Governments, Stock Exchanges, RBI and other Regulatory Bodies.

By order of the Board of Directors For Silly Monks Entertainment Limited

	Sd/-	Sd/-
	Anish Kumar Badugu	Guthikonda Hari Krishna
	Chairman & Managing Director	Director
	DIN:11635335	DIN:11636121
Place: Hyderabad
Date: 12.08.2026