To,
The Members
Your Directors have pleasure in presenting the 32 nd Annual Report on the business and operations of the Company together with the Audited Financial Accounts for the year ended 31st March, 2026.
FINANCIAL RESULTS
The financial highlights of the current year in comparison to the previous year are as under:
A) STANDALONE:
| PARTICULARS | 2025-26 | 2024-25 |
| Total Revenue | 3,42,652.46 | 63,896.12 |
| Less: Operating Expenses | 1,40,223.06 | 55,041.56 |
| Gross Profit/(Loss) before Depreciation and Interest | 2,02,429.40 | 8,854.56 |
| Less: Finance Costs | 28,058.35 | 21,357.66 |
| Depreciation and Amortization Expense | 3,162.70 | 2,161.36 |
| Profit/(Loss) before tax before exceptional items | 1,71,208.35 | (14,664.46) |
| Exceptional items | 0.00 | 0.00 |
| Profit/(Loss) before tax after exceptional items | 1,71,208.35 | (14,664.46) |
| Less: Tax Expense (Net) | 55,200.69 | 0.00 |
| Profit/(Loss) After Tax | 1,16,007.67 | (14,664.45) |
| Balance of Profit brought forward | (3,88,137.17) | (3,73,472.71) |
| Profit available for appropriation | (2,72,129.50) | (3,88,137.17) |
| APPROPRIATIONS | ||
| Proposed Dividend | 0 | 0.00 |
| Tax on the proposed dividend | 0 | 0.00 |
| Transfer to General Reserve | 0 | 0.00 |
| Balance carried to Balance Sheet | (2,72,129.50) | (3,88,137.17) |
B) CONSOLIDATED:
| PARTICULARS | 2025-26 | 2024-25 |
| Total Revenue | 2,86,205.00 | 63,915.53 |
| Less: Operating Expenses | 1,24,839.25 | 59,803.19 |
| Gross Profit/(Loss) before Depreciation and Interest | 1,61,365.75 | (4,112.34) |
| Less: Finance Costs | 28,058.35 | 21,357.66 |
| Depreciation and Amortisation Expense | 3,162.70 | 2,161.36 |
| Profit/(Loss) before tax before exceptional items | 1,30,144.71 | (19,406.68) |
| Exceptional Item | 0.00 | 0.00 |
| Profit/(Loss) before tax after exceptional items | 1,30,144.71 | (19,406.68) |
| Less: Tax Expense (Net) | 55,200.69 | 0.00 |
| Profit/(Loss) After Tax | 74,994.02 | (19,406.68) |
STATE OF THE COMPANYS AFFAIRS
The total revenue of your Company for the year under review is Rs. 3426.52 lakhs as compared to Rs. 638.96 lakhs for the previous year ended 31st March, 2025. Profit/(Loss) after tax is Rs. 1160.08 lakhs as against Rs. (146.64) lakhs in the previous year.
The projects undertaken by the Company are at different stages of execution, and the Companys performance during the current year, i.e., 2026-27, is expected to be in accordance with the Companys plans.
PROPERTY DEVELOPMENT PROJECTS CHENNAI:
SSPDL Park Centre Project:
SSPDL has executed a Deed of Lease of land of 5.72 grounds (13,728 sq. ft.) for 33 years, with the option to extend one more term of 33 years, with the sole trustee of Sir John Demote. SSPDL has paid a Rs. 2 crore interest-free, non-refundable deposit to Sir John Demote Trust and registered the Deed. The total leasable area is approximately 30,408 sq. ft.
We got the approval for the reclassification of land use from CMDA. All works are complete, with RERA registration, CMDA completion certificate, GCC property assessment, Metro water/ sewer connections, and fully installed electrical infrastructure with service connection obtained.
We are happy to announce that we have already signed a Lease Deed with M/s. Work Easy Space Solutions Private Limited for leasing of A grade Warm Shell for 12 years with an initial lock-in period of 5 years. The monthly lease rental is 70 per sq. ft. for the first 36 months, with a 15% escalation every 3 years. M/s. Work Easy Space Solutions Private Limited currently manages more than 1.5M sq. ft. of co-working space, and 90% of it is in Chennai.
SSPDL has completed construction and commenced commercial office operations. The Company has issued its first rental invoice for July 2026 and received the rent.
Alpha City Project
This Project was completed in 2007. As on 31.03.2025, we have to receive Rs. 2.05 crores. During the year under review, we have collected the entire amount of receivables of Rs.2.05 crores. With this, the liability of Alpha City is Nil.
SSPDL Lakewood Enclave
A Residential Villa (Lakewood) / Apartment (Mayfair) project on a 3.89 Acre plot of land situated at Thalambur Village of Old Mahabalipuram (IT Express Highway), Chennai. The apartment project is completed and handed over.
Residential Villa project consists of 32 Villas. Layout sanction and planning permissions are received. Buildings have been precertified GOLD by the Indian Green Building Council (IGBC). We have already sold 1 3 Villas from our share of 1 8 villas in Lakewood. Construction of Villas is in progress and has an unsold area of 1 1,982 sq. ft. One of the survey numbers belonging to the Company was wrongly classified as Government Porambokku land in the online revenue records. The Company filed a writ petition before the Honble Madras High Court challenging the said classification. The High Court delivered its verdict in favour of the Company.
The matter is currently pending for rectification of the classification in the Government records. Upon completion of the rectification process, the Company will commence construction activities during the financial year.
HYDERABAD:
SSPDL Suri Nilayam
Company entered into a Joint Development Agreement (JDA) for constructing residential apartments in Domalguda, Hyderabad. Approximate built-up area is 25,800 sft. The share of the Company and the Owner is 45:55. We re-negotiated the sharing ratio to 50:50. Proposed to complete the project within 24 months from obtaining all sanctions or within such extended time as per the terms of the JDA.
We are happy to inform you that we have received all statutory approvals from GHMC to start the construction, and the project is registered with TSRERA. All the relevant fees have been paid. On 25th of Jan 2024, we took possession of the property. After obtaining the statutory approvals from GHMC, we started the construction work in July 2024 and as on date we have completed the entire structural work, all slabs, brickwork, internal flooring works, plumbing works, electrical works, plastering work and external Painting work. The project will be ready for delivery by 31.12.2026.
Future Projects: The Company owned lands in Kollur village are currently under 22A the prohibited list and as and when cleared by the Government they will be taken up for development.
CONSTRUCTION BUSINESS:
Members are aware that the Company has incorporated a Subsidiary Company, i.e., SSPDL Infratech Private Limited ("SIPL") for carrying on the Construction Business. SIPL did not enter into any contracts during the financial year under review.
DIVIDEND
Your Directors do not recommend any dividend for the Financial Year ended March 31,2026.
THE AMOUNTS PROPOSED TO CARRY TO ANY RESERVES
The Company does not propose to transfer any amount to the general reserve for the financial year ended March 31,2026.
EXTRACT OF ANNUAL RETURN
As provided under Section 92(3) & 134(3)(a) of the Act, Annual Return for FY 2025-26 is uploaded on the website of the Company and can be accessed at https://www.sspdl.com/Annual-return.php.
DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)
Appointment / Reappointment
During the year under review, in the 31 st Annual General Meeting (AGM) held on 29.09.2025, (i) Smt S. Devaki Reddy (DIN: 02930336) was reappointed as a Director.
On 08.08.2025, through Postal Ballot, (i) Sri K. Shashi Chandra (DIN: 07258691) was re-appointed as an Independent Director for a period of five years with effect from 12th August, 2025 to 11th August, 2030, and (ii) Sri P. Muralikrishna (DIN: 08043970) was reappointed as an Independent Director for a period of five years with effect from 4th September, 2025 to 3rd September, 2030.
Pursuant to the provisions of Section 152 of the Companies Act, 2013, Sri E. Bhaskar Rao (DIN: 00003608), Director, is liable to retire by rotation at the ensuing Annual General Meeting, and being eligible, offers himself for re-appointment. The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, has recommended the re-appointment of Sri E. Bhaskar Rao, Director, retiring by rotation.
The brief profile of the director seeking reappointment at the ensuing Annual General Meeting is presented in the annexure to the Notice of the 32nd Annual General Meeting.
Key Managerial Personnel
Pursuant to the provisions of sections 2(51) and 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as at the date of this report, the following have been designated as the Key Managerial Personnel (KMPs) of the Company:
a. Sri Prakash Challa - Chairman and Managing Director,
b. Sri U.S.S. Ramanjaneyulu N - Chief Financial Officer, and
c. Sri. A. Shailendra Babu - Company Secretary and Compliance Officer.
During the year under review, there were no changes in the KMPs of the Company.
NUMBER OF MEETINGS OF THE BOARD
During the year 2025-26, five (5) meetings of the Board of Directors were held on 12th May, 2025, 29th May, 2025, 12th August, 2025, 14th November, 2025, and 12th February, 2026. The details of the meetings and directors attendance are furnished in the Corporate Governance Report, which is enclosed with this report.
STATEMENT ON DECLARATION GIVEN BY INDEPENDENT DIRECTORS
As on March 31, 2026, Sri S. Suryanarayana, Sri P. Muralikrishna, and Sri K. Shashi Chandra are Independent Directors on the Board.
The Board hereby confirms that all the Independent Directors of your Company have given a declaration that they meet the criteria of Independence as provided in Section 149(6) of the Companies Act, 2013, and Regulation 1 6(1 )(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"). Further, the Independent Directors confirmed that the respective Independent Director is not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with objective independent judgment and without any external influence.
Pursuant to Regulation 25(9) of the SEBI Listing Regulations, the Board of Directors took on record the declarations and confirmations submitted by the independent directors under Regulation 25(8) after undertaking due assessment of the veracity of the same.
All Independent Directors declared that their respective names are registered with the Independent Directors databank. Further, declarations on Compliance with Rule 6(3) of the Companies (Appointment and Qualification of Directors) Rules, 2014, regarding the requirement of enrolment in the Data Bank created by MCA for Independent Directors, are received from all Independent Directors.
After assessment of disclosures, declarations and confirmations received from all independent directors, the Board has opined that the Independent Directors of the Company are persons of integrity and possess the relevant expertise and experience (including the proficiency, as per the applicable law) to qualify as Independent Directors of the Company and are Independent of the Management.
FAMILIARIZATION PROGRAMMES IMPARTED TO INDEPENDENT DIRECTORS
The Members of the Board of the Company have been provided opportunities to familiarize themselves with the Company, its Management, and its operations. Through Board proceedings, the Directors are provided with relevant documents and information to enable them to have a better understanding of the Company, its operations, and the industry in which it operates.
All the Independent Directors of the Company are made aware of their roles and responsibilities at the time of their appointment through a formal letter of appointment, which also stipulates various terms and conditions of their engagement.
COMMITTEES OF THE BOARD
Pursuant to the requirement under the Companies Act, 2013 and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 201 5, the Board of Directors has constituted Committees of the Board, i.e., Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, and Corporate Social Responsibility Committee.
During the year under review, upon re-appointment of Sri K. Shashi Chandra and Sri P. Muralikrishna as independent directors, w.e.f. 11.08.2025, all 4 (four) Committees of the Board have been reconstituted. The details of the reconstituted committees are provided below:
Audit Committee: As on the date of this report, the Audit Committee comprises Sri S. Suryanarayana (Chairman), Sri P. Muralikrishna (Member), and Sri K. Shashi Chandra (Member).
Nomination and Remuneration Committee: As on the date of this report, the Nomination and Remuneration Committee comprises Sri S. Suryanarayana (Chairman), Sri P. Muralikrishna (Member), and Sri K. Shashi Chandra (Member).
Stakeholders Relationship Committee: As on the date of this report, the Stakeholders Relationship Committee comprises Sri S. Suryanarayana (Chairman), Sri Prakash Challa (Member), and Sri P. Muralikrishna (Member).
Corporate Social Responsibility Committee: As on the date of this report, the Corporate Social Responsibility (CSR) Committee comprises Sri Prakash Challa (Chairman), Sri S. Suryanarayana (Member), and Sri P. Muralikrishna (Member).
Kindly refer to the Corporate Governance Report for matters relating to the Board, Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, and Corporate Social Responsibility Committee for constitution, meetings, etc.
THE DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS
The company has placed a system of internal financial controls with reference to the financial statements. In our view, these internal financial controls are adequate and are operating effectively.
AUDITORS
In pursuance of the provisions of sections 139, 142 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, (including any statutory modification(s), amendment(s) or re-enactment(s) thereof, for the time being in force), M/s. Karvy & Co., Chartered Accountants (ICAI Firm Registration No. 001757S), Hyderabad, was appointed, at the 28th Annual General Meeting (AGM) of the Company held on 27.09.2022, as the Statutory Auditors of the Company to hold office for a term of 5 (five) years from the conclusion of 28th AGM until the conclusion of the 33rd Annual General Meeting of the Company to be held in the year 2027, at such remuneration plus applicable taxes, out of pocket expenses as may be incurred by them during the course of the Audit, as may be mutually agreed between the Board of Directors of the Company and the Auditors.
AUDITORS REPORT
The Auditors Report to the shareholders do not contain any qualification and has issued an unmodified opinion.
COST RECORDS AND COST AUDIT
For the financial year 2025-26, the provisions relating to maintenance of Cost Records as specified by the Central Government under Section 148 of the Companies Act, 2013 are not applicable to the Company. Also, as per Rule 4 of the Companies (Cost Records and Audit) Rules, 2014, cost audit is not applicable to your company. Accordingly, the cost auditor has not been appointed for the financial year 2025-26.
INTERNAL AUDITORS
The Board of Directors of the Company appointed M/s. Vemulapalli & Co., Chartered Accountants, Hyderabad as the Internal Auditors to conduct the Internal Audit of the Company for the Financial Year ended March 31,2026.
SECRETARIAL AUDIT
Pursuant to the provisions of Section 204 of the Companies Act, 2013, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and amended Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, members of the Company at the 31 st Annual General Meeting held on September 29, 2025, appointed M/s. Savita Jyoti Associates, Practicing Company Secretaries (CP No. 1796), as Secretarial Auditors of the Company for a period of five consecutive financial years commencing from April 1,2025 till March 31,2030.
The Secretarial Audit Report, for the financial year 2025-26, issued by the Secretarial Auditors in Form No. MR-3 is annexed with this Report as ANNEXURE - 1A.
SECRETARIAL AUDIT OF MATERIAL UNLISTED INDIAN SUBSIDIARIES
The Secretarial Audit of M/s. SSPDL Infratech Private Limited (material unlisted subsidiary of the Company) was carried out as per Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Secretarial Audit Report, for the financial year 2025-26, issued by M/s. Savita Jyoti Associates, Practicing Company Secretaries, Hyderabad, is annexed to this report as ANNEXURE - 1B.
<b>THE DISCLOSURE OF REMUNERATION DETAILS AND PARTICULARS OF EMPLOYEES
The disclosure pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 201 3 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and a statement showing the names, remuneration received, and other particulars of top ten employees as prescribed in Rules 5(2) and 5(3) of the aforesaid Rules, are provided in ANNEXURE - 2.
During the year under review, no employee of your company drawn the remuneration in excess of the prescribed limits as laid down in rule 5(2) i.e., Employees who (i) was employed throughout the financial year and received remuneration in the aggregate, not less than rupees one crore and two lakh, (ii) employed for a part of the financial year and received remuneration, in the aggregate, not less than rupees eight lakh and fifty thousand per month. Also, during the year under review, no employee of your company was employed throughout the financial year under review or part thereof and received remuneration which, in the aggregate, or as the case may be, at a rate which, in the aggregate, is in excess of that drawn by the managing director and holds by himself or along with his spouse and dependent children, not less than two percent of the equity shares of the company.
EXPLANATION OR COMMENTS TO QUALIFICATION, RESERVATION, ADVERSE REMARK OR DISCLAIMER MADE, IF ANY, IN THE STATUTORY AUDITORS REPORT AND THE SECRETARIAL AUDIT REPORT.
The Statutory Auditors Report and the Secretarial Audit Report to the members, for the year ended March 31, 2026, do not contain any qualification, reservation, adverse remark or disclaimer which require explanations or comments by the Board.
During the year, there were no instances of fraud reported by the auditors under section 143(12) of the Companies Act, 2013 to the Audit Committee.
SUBSIDIARY/ASSOCIATE COMPANIES
Names of the Companies which have become or ceased to be its subsidiaries, joint ventures, or associate companies during the year: Nil.
Report on highlights of the performance, the financial position of each of the subsidiaries, associates, and joint venture companies, and their contribution to the overall performance of the company during the period under report:
SSPDL Infratech Private Limited, a wholly owned subsidiary of the Company, recorded total revenue of Rs. 0.03 lakhs and profit/ (loss) after tax of Rs. (565.64) lakhs for the year ended 31st March, 2026, as compared to total revenue of Rs. 0.19 and profit/(loss) after tax of Rs. (47.42) lakhs in the previous year.
Northwood Properties India Private Limited, an associate of the Company, recorded total revenue of Rs. Nil and profit/ (loss) after tax of Rs. (0.42) Lakhs for the year ended 31st March, 2026, as compared to total revenue of Rs. 0.19 lakhs and profit/(loss) after tax of Rs. (0.31) lakhs in the previous year.
The Company do not have joint ventures, hence, no information is provided. The financial position of each of the subsidiary companies is provided in Form AOC-1 attached to the consolidated financial statements.
The Statement containing salient features of financial statements of subsidiaries:
In pursuance of the provisions of section 129(3) of the Companies Act, 2013, and Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing salient features of financial statements of subsidiaries in the prescribed format - Form AOC-1 is attached to the consolidated financial statements.
CONSOLIDATED FINANCIAL STATEMENTS
The audited consolidated financial statements presented by the Company are prepared in accordance with the Indian Accounting Standards (Ind AS), the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Companies Act, 2013, and other relevant provisions of the Companies Act, 2013, SEBI Listing Regulations.
In pursuance of the provisions of section 129(3) of the Companies Act, 2013, the consolidated financial statements are enclosed for laying before the annual general meeting of the company along with the laying of the financial statements of the Company.
Upon a request being received, the annual accounts of the subsidiary company will be made available to shareholders of the company. The annual accounts of the subsidiary company shall also be kept for inspection during business hours by any shareholder in the registered office of the company, and the same will be kept on the companys website, i.e., https://www.sspdl.com/financial- statements-of-subsidiaries.php.
CORPORATE SOCIAL RESPONSIBILITY
A Corporate Social Responsibility ("CSR") Committee has been constituted in accordance with the provisions of Section 135 of the Companies Act, 201 3. The CSR Policy is available on the website of the Company at http://sspdl.com/more-information.php.
Your company is not required to spend any amount on CSR during the year under review as it did not fall under the purview of section 135(1) of the Act.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
In terms of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), a separate report on Management Discussion and Analysis is enclosed as ANNEXURE - 3 to the Directors Report.
CORPORATE GOVERNANCE REPORT
A separate section on Corporate Governance, which forms part of the annual report, is enclosed as an ANNEXURE - 4 to the Directors Report. The Certificate on compliance with the Corporate Governance requirements under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 issued by M/s. Savita Jyoti & Associates, Practicing Company Secretary, the Secretarial Auditor of the Company, is enclosed.
SHARES PLEDGED BY THE PROMOTERS/DIRECTORS
The number of shares pledged by promoters and directors of the Company: NIL.
INSURANCE
The properties and insurable interest of the Company, wherever considered necessary and to the extent required, have been adequately insured.
DEPOSITS
During the year under review, your Company has neither accepted nor renewed any deposits from the public within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.
Details of the deposits accepted from the Companys directors are disclosed in the notes to the financial statements.
SHARE CAPITAL
During the year under review, your Company has (i) not issued equity shares with differential voting rights, (ii) not issued sweat equity shares, (iii) not issued employee stock options, and (iv) not made any provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees.
WHISTLEBLOWER POLICY
In pursuance of provisions of the Companies Act, 2013, and the SEBI Listing Regulations Company has formulated Whistle Blower Policy (Vigil Mechanism) with a view to providing a mechanism for
(i) directors and employees of the Company to freely communicate/ report genuine concerns or/and grievances about illegal or unethical practices, unethical behaviour, actual or suspected fraud or violation of the Companys code of conduct or ethics policy, and
(ii) the stakeholders of the company to freely communicate their concerns about illegal or unethical practices, and to approach the Whistle Officer/Chairman of the Audit Committee of the Company to, inter-alia, report the same to the management. This Policy is an extension of the Companys Code of Conduct.
The Audit Committee oversees the vigil mechanism through the committee. This Policy inter alia provides direct access to the Chairman of the Audit Committee.
The Whistle Officer/Chairman of the Audit Committee submits a report to the Audit Committee on a regular basis about the details of complaints, if any, referred to him/her since the last report together with the results of investigations, if any.
The Whistle Blower Policy may be accessed on the Companys website at the link: viz. https://www.sspdl.com/regulation-46.php
DEMATERIALISATION OF SHARES:
Of the total shares, 0.53% are held in physical form. Shareholders holding shares in physical form are once again advised to dematerialize their shares to avoid the risk associated with the physical holding of share certificates and to facilitate easy liquidity for shares.
TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
In terms of Section 125 and other applicable provisions of the Companies Act, 2013 and the Rules made thereunder, the amount that remained unclaimed for a period of seven years is required to be transferred to the Investor Education and Protection Fund (IEPF) administered by the Central Government.
The unclaimed dividend amount for the year 2006-07 was transferred earlier to the IEPF established by the Central Government under applicable law. During the year 2019-20, in terms of Section 124(6) of the Act read with Investor Education and Protection Fund Authority (Accounting, Auditing, Transfer and Refund) Rules, 2016, the Company has transferred 25,713 equity shares to the demat account of the IEPF Authority on 27.12.201 9 in respect of which the dividend has not been claimed for a period of seven years or more. Also, the Company uploaded the details of such shareholders and shares transferred to the IEPF on its website at https://www.sspd!. com/regulation-30(8).php.
The Shareholders may note that both the unclaimed dividend and corresponding shares transferred to the IEPF Authority, including all benefits accruing on such shares, if any, can be claimed back by them from the IEPF Authority after following the procedure (i.e. an application in E-form No. I EPF-5) prescribed in the Rules. Shareholders may refer to Rule 7 of the said Rules for Refund of shares/dividend etc., and follow the Refund Procedure as detailed on the website of the IEPF Authority http://iepf.gov.in/IEPF/refund. html
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company is committed to providing a protective environment at the workplace for all its women employees. Also, in terms of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 201 3 and the Rules made thereunder, the Company has complied with the constitution of Internal Complaints Committees to which employees can write their complaints and adopted a Policy on Prevention of Sexual Harassment of Women at Workplace.
During the year ended 31 March, 2026, there were no incidents of sexual harassment reported in the Company, i.e., Complaints pending at the beginning of the year: NIL, Complaints received during the year: NIL, disposed of during the year: NIL, pending at the end of the year: NIL.
DIRECTORS RESPONSIBILITY STATEMENT
In accordance with the requirements of Section 134(3)(c) of the Companies Act, 2013, your directors hereby confirm that:
(a) in the preparation of the annual accounts for the financial year ended March 31,2026, the applicable accounting standards had been followed along with proper explanation relating to material departures;
(b) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31,2026 and of the profit and loss of the company for the financial year ended March 31,2026;
(c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) the Directors had prepared the annual accounts on a going concern basis; and
(e) 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.
(f) 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.
THE CHANGE IN THE NATURE OF BUSINESS
There is no change in the nature of the business of the Company.
THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE
There are no significant and/or material orders passed by the regulators or courts or tribunals impacting the going concern status and the Companys operations in the future.
There are no proceedings initiated/pending against the Company under the Insolvency and Bankruptcy Code, 2016.
There was no one-time settlement with any bank or financial institution.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE FINANCIAL YEAR OF THE COMPANY AND DATE OF THIS REPORT
There are no material changes and commitments affecting the financial position of the Company which have occurred between the financial year ended March 31,2026 of the Company, and the date of this Report.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013
The particulars of loans, guarantees, and investments have been disclosed in the financial statements.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO IN SUB-SECTION (1) OF SECTION 188 OF THE COMPANIES ACT, 2013
All transactions entered into by the Company with Related Parties were in the Ordinary Course of Business and at an Arms Length pricing basis.
There were no transactions entered into by the Company that conflict with the interests of the Company. Suitable related party disclosures as required by the applicable accounting standards have been made in the Notes to the financial statements.
The Board has approved policies on Related Party Transactions and Material Subsidiaries. Both policies are available on the Companys website at https://www.sspdl.com/regulation-46.php.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE EARNINGS AND OUTGO
In terms of Section 1 34(3)(m) of the Companies Act, 201 3 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, the particulars of conservation of energy, technology absorption, foreign exchange earnings, and outgo are provided below:
(A) Conservation of energy-
| (i) the steps taken or impact of energy on conservation | Even though the Companys activity is Real Estate, Property Development and Civil Construction, which are not powerintensive, the Company is making every effort to conserve the usage of power. |
| (ii) the steps taken by the company for utilising alternate sources of energy | Not Applicable |
| (iii) the capital investment on energy conservation equipments | 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)- | No technology has been imported during the past 3 years. |
| (a) the details of technology imported | NIL |
| (b) the year of import; | NIL |
| (c) whether the technology been fully absorbed | NIL |
| (d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and | NIL |
| (iv) the expenditure incurred on Research and Development. | NIL |
(C) Foreign exchange earnings and Outgo-
The Foreign Exchange earned in terms of actual inflows during the year and the Foreign Exchange outgo during the year in terms of actual outflows:
| For the year ended | ||
| 31.03.2026 | 31.03.2025 | |
| - Foreign Exchange Earnings | NIL | NIL |
| - Foreign Exchange Outgo | NIL | NIL |
RISK MANAGEMENT
The Company has developed and implemented a risk management policy for the Company. In the opinion of the Board, there are no foreseeable risks that may threaten the existence of the Company.
COMPLIANCE WITH SECRETARIAL STANDARDS
The Company has complied with the applicable provisions of Secretarial Standards issued by the Institute of Company Secretaries of India.
NOMINATION AND REMUNERATION POLICY
The Nomination and Remuneration Policy, containing (a) criteria for determining qualifications, positive attributes, independence of a director, etc. and (b) guiding principles for payment of remuneration to Directors, Key Managerial Personnel and other employees, are provided in the Corporate Governance Report.
ANNUAL EVALUATION OF THE BOARD, ITS COMMITTEES, AND INDIVIDUAL DIRECTORS
The evaluation of the Board, Committee(s), and individual Directors was carried out based on a structured questionnaire encompassing parameters such as performing statutory duties, level of engagement and contribution, independence of judgment, etc. Further, the details on performance evaluation criteria are provided in the Corporate Governance Report.
MEETINGS OF INDEPENDENT DIRECTORS
The Companys Independent Directors meet at least once in every financial year without the presence of non-independent directors and members of the management.
The independent director in their meeting (a) review the performance of non-independent directors and the Board as a whole, (b) review the performance of the Chairperson of the company, taking into account the views of executive directors and non-executive directors, and (c) assess the quality, quantity, and timeliness of the flow of information between the company management and the Board that is necessary for the Board to effectively and reasonably perform their duties.
A meeting of the Independent Directors was held on 14th November, 2025, and Sri S. Suryanarayana, Sri P. Muralikrishna, and Sri K. Shashi Chandra, independent directors, attended.
ACKNOWLEDGEMENTS
Your Directors place on record their sincere appreciation to the Shareholders, Investors, Financial Institutions, Banks, Suppliers, Government, and Semi-Government agencies for their continued assistance and co-operation extended to the Company and also wish to place on record their appreciation of employees for their hard work, dedication, and commitment.
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.