Storage Technologies & Automation Ltd Directors Report

To the Members, Your directors are pleased to present the 16th Boards Report of your Company, along with Audited Financial Statements for the year ended 31st March, 2026.

1. FINANCIAL HIGHLIGHTS (STANDALONE & CONSOLIDATED)

The Companys Standalone Financial Performance for the year under review along with the previous years figures given under:

Amount in Lakhs

Particulars	Standalone	Consolidated
	For the Year ended 31st March 2026	For the Year ended 31st March 2025	For the Year ended 31st March 2026	For the Year ended 31st March 2025
Income from Business Operations	8,480.04	9,441.63	8,496.97	10,037.99
Other Income	51.80	18.96	51.81	20.51
Total Income	8,531.84	9,460.59	8,548.78	10,058.50
Profit before Extraordinary items & Tax	(422.21)	527.21	(436.93)	567.99
Less: Extraordinary items	0	0	0	0
Less: Current Income Tax (Inc: earlier year tax)	23.43	50.37	90.41	217.12
Tax adjustments for earlier years
Less: Deferred Tax	(132.93)	(4.11)	(132.87)	(4.25)
Net Profit/Net Loss after Tax	(312.71)	321.92	(327.45)	355.12
Amount transferred to General reserve	0	0	0	0
Balance carried to Balance Sheet	193.22	193.22	282.01	644.37
Earnings per share (Basic -Weighted Average)	(2.44)	2.59	(2.55)	2.85
Earnings per Share (Diluted-Weighted Average)	(2.44)	2.59	(2.55)	2.85

2. DIVIDEND:

The Board of Directors have not recommended dividend for the financial year 2025-26.

Interim Dividend: During the financial year under review, the Company has not declared or paid any Interim Dividend.

3. STATE OF COMPANY FINANCIAL AFFAIRS:

During the year under review, the company has recorded total revenue of Rs. 8,496.97 Lakhs as compared to the previous year amount of Rs. 9,441.63Lakhs. The Expenditure incurred including Depreciation during the year was Rs. 8954.05 Lakhs as compared to the previous year amount of Rs.8933.38 Lakhs. The Company is looking forward to increase its numbers in the coming financial year.

4. TRANSFER TO RESERVES:

The company has not transferred any amount to any specific reserve fund during the financial year under review.

5. BONUS SHARES

During the financial year under review, the Company has not issued any Bonus Shares. Accordingly, the provisions relating to issue of Bonus Shares are not applicable to the Company during the year under review.

6. CREDIT RATING OF SECURITIES

During the financial year under review, the Companys securities were not assigned any credit rating. Accordingly, the disclosure relating to credit rating of securities is not applicable to the Company.

7. INSURANCE:

The Company has taken Insurance on its Assets.

8. MATERIAL CHANGES AND COMMITMENTS, IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY, HAVING OCCURRED SINCE THE END OF THE YEAR TILL THE DATE THE REPORT:

No material changes and commitments affecting the financial position of the Company have occurred between the end of the Financial Year and the date of this report.

9. SHARES AND SHARE CAPITAL

During the year under review, the Company has not issued any new shares; therefore, there was no change in the Authorized, Issued and Paid-Up share capital of the Company.

10. OTHER DISCLOSURES AND INFORMATION THAT THE COMPANY:

Has not allotted any shares with differential voting rights during the year, hence there is nothing to disclose under provisions of section 43 of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014.

Has not allotted any sweat equity shares during the year, in accordance with the provision of section 54(1 )(d) of Companies Act, 2013 read with Rule 8 (13) of the Companies (Share Capital and Debenture) Rules, 2014.

Has not allotted stock option to any employee during the year, as per Rule 12 (9) of the Companies (Share Capital and Debenture) Rules, 2014.

The company has not given any loan pursuant to provisions of section 67 of the act to its employees for purchase of its own shares hence there is nothing to disclose under provisions of section 67(3) of the Act read with 16(4) of the Companies (Share Capital and Debentures) Rules, 2014.

11. CHANGE IN NATURE OF BUSINESS

There was no change in nature of Business of the Company during the year under review.

12. DEMATERIALISATION OF EQUITY SHARES:

Equity Share of the Company is in Dematerialized Form with either of the depositorys viz. NSDL and CDSL. The ISIN No. allotted is INE0RGM01016.

13. FOREIGN CURRENCY EARNINGS AND OUTGO:

In lakh

Particulars	2025-26	2024-25
Total Foreign exchange inflow	864.77	282.33
Total Foreign exchange outflow	205.33	13.64

14. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION

The particulars as required under the provisions of Section 134(3)(m) of the Companies Act, 2013 in respect of conservation of energy and technology absorption have not been furnished considering the nature of activities undertaken by the company during the year under review.

a. Conservation of Energy

The Company has requisite checks and balances in place to consume lowest possible amount of power in its activities and therefore the operations involve low consumption of energy. Nevertheless, Company is implementing various measures to conserve and minimize the use of energy.

b. Technology Absorption

The Company has undertaken efforts in technology absorption and innovation during the year, leading to improvements in processes and operational efficiency. The benefits derived include better quality, cost optimization, and enhanced productivity.

15. CORPORATE SOCIAL RESPONSIBILITY (CSR) INITIATIVES:

At Storage Technologies And Automation Limited, we believe that our responsibilities extend beyond the realm of business. Guided by our commitment to CSR, we strive to make a meaningful difference in the communities we serve. Our CSR Policy, framed in accordance with Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014, reflects our dedication to ethical governance and transparency in all our initiatives.

During the year, the Company reaffirmed its commitment to social responsibility by extending support to an old age home, an orphanage, and underprivileged families through initiatives aimed at poverty eradication. These efforts reflect the Companys dedication to creating a positive social impact and improving the quality of life of vulnerable communities.

16. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 185 & 186 OF THE COMPANIES ACT, 2013:

The Company has not given any loan u/s 185 of the Companies Act, 2013.

During the year under review, the Company has not given any loan, provided any guarantee or security, or made any investment falling within the purview of Section 186 of the Companies Act, 2013.

17. DISCLOSURES BY DIRECTORS

The Directors on the Board have submitted notice of interest under Section 184(1) i.e., in Form MBP-1, intimation under Section 164(2) i.e., in Form DIR-8 and declaration as to compliance with the Code of Conduct of the Company. All Independent Directors have also given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Act.

18. DIRECTORS / KEY MANAGERIAL PERSONNEL:

There was no Change in the Directors and KMP during the period under review, and the Composition of Board of Directors as on 31 st March, 2026 is as follows;

NAME	DATE OF APPOINTMENT	CURRENT DESIGNATION
MOHAMMAD ARIF ABDUL GAFFAR DOR	19/03/2010	Managing Director
HANIF ABDUL GAFFAR KHATRI	01/06/2016	Director & Chairman
KHASIM SAIT	19/03/2010	Whole-time director
NUUMAAN KHASIM	01/06/2016	Whole-time director & CFO
AFZAL HUSSAIN	01/06/2016	Whole-time director & CEO
SYED AZEEM	01/06/2016	Whole-time director & COO
SREENIVASAN RAMAKRISHNAN	23/11/2023	Independent Director
FAYAZ GANGJEE	23/11/2023	Independent Director
ARTHUR DENZLIN HIRENALLUR GIRISHAPPA	23/11/2023	Independent Director
JAPNA CHOUDHARY	23/11/2023	Independent Director
CAUVERAMMA B B	07/02/2025	Company Secretary And Compliance officer

19. MEETINGS OF THE BOARD:

During the period under review, total of 5 Board meetings were held. The maximum time-gap between any two consecutive meetings did not exceed 120 days. The details of the Board meetings are:

DATE	NO OF DIRECTORS ATTENDED
30-05-2025	9
03-09-2025	10
13-11-2025	9
09-03-2026	10
30-03-2026	10

 

NAME OF DIRECTORS	NO MEETINGS ATTENDED	MEETINGS ENTITLED
1 Mohammad Arif Abdul Gaffar Dor	5	5
2 Khasim Sait	5	5
3 Nuumaan Khasim	5	5
4 Afzal Hussain	5	5
5 Syed Azeem	5	5
6 Hanif Abdul Gaffar Khatri	5	5
7 Sreenivasan Ramakrishnan	3	5
8 Fayaz Gangjee	5	5
9 Arthur Denzlin Hirenallur Girishappa	4	5
10 Japna Choudhary	5	5

20. SEPARATE MEETING OF INDEPENDENT DIRECTORS:

Regulation 25 of the Listing Regulations and Section 149 read with Schedule IV of Companies Act, 2013 mandates that the Independent Directors of the Company shall hold at least one meeting in a year, without the presence of Non-Independent Directors and members of the management and requires all the Independent Directors to be present at such meeting.

The company recognizes the role that Independent Directors play in ensuring an efficient and transparent work environment, hence all the Independent directors of the company separately met once during the year 2025-2026 without the presence of any Non-Independent Directors and/or any members of the management on 12th February 2026 and discussed about the flow of Information to the Board, Compliances, and various other Board Related matters and identify areas where they need clarity or information from management and to annually review the performance of Non- Independent Directors, the Board as whole and the Chairman.

The Independent Directors updated the Audit Committee and the Board about the outcome of the meetings and actions required to be taken by the Company.

21. NUMBER OF MEETINGS OF THE SHAREHOLDERS:

Type of Meeting	Date of Meeting
1 Annual General Meeting (AGM)	27-09-2025

22. AUDIT COMMITTEE:

The Committee comprises of three Directors viz. Ms. Japna Choudhary, Chairman, Mr. Arthur Denzlin Hirenallur Girishappa, Member. Mr. Nuumaan Khasim, Member. The Committee fulfils the composition requirement as specified under the provisions of the Companies Act, 2013 and Listing Regulations.

The key responsibilities of the Audit Committee are to assist the Board in fulfilling its oversight responsibilities in relation to financial reporting, the effectiveness of the system of risk management and robustness of internal financial controls and risk management framework and monitoring the qualifications, expertise, resources and independence of both the internal and external auditors and assessing the auditors performance and effectiveness each year.

During the year under review, 5(Five) meetings of the Audit Committee were held during the year 2025- 2026.

DATE	NO OF MEMBERS ATTENDED
30-05-2025	3
03-09-2025	3
13-11-2025	2
09-03-2026	3
30-03-2026	3

 

NAME OF DIRECTORS	NO MEETINGS ATTENDED	MEETINGS ENTITLED
1 Nuumaan Khasim	5	5
2 Arthur Denzlin Hirenallur Girishappa	4	5
3 Japna Choudhary	5	5

Review of Financial Results for FY 2025-26: The Committee reviewed the Standalone & Consolidated Financial Statements for FY 2025-26 and based on this review and discussions with management, the Committee was satisfied that the Financial Statements were prepared in accordance with applicable Accounting Standards and fairly presents the financial position and results for the year ended March 31 st, 2026. The Committee therefore recommended the Financial Statements for the year ended March 31st, 2026for approval of the Board.

The Company Secretary of the Company is the Secretary of the Committee.

All the recommendations of the Audit Committee made during the year were accepted by the Board.

23. STAKEHOLDER RELATIONSHIP COMMITTEE:

The Committee comprises of three Directors viz. Mr. Arthur Denzlin Hirenallur Girishappa, Chairman, Mr. Fayaz Gangjee, Member , Mr. Mohammad Arif Abdul Gaffar Dor, Member. The Committee fulfils the composition requirement as specified under the provisions of the Companies Act, 2013 and Listing Regulations.

The Company recognizes the worth of sustaining an ongoing relation with the Companys stakeholders to ensure a mutual understanding of the Companys strategy, performance and governance. The Stakeholder Relationship Committee (SRC) assists the Company and its Board in maintaining strong and long-term relationships with all its shareholders. The SRC mainly oversees and reviews the timely redressal of the entire Security holders grievance; ways to enhance shareholder experience; performance of Registrar & Transfer Agent; shareholding movement etc.

During the year under review, one (1) meeting of the Stakeholder Relationship Committee were held during the year 2025-26.

DATE	NO OF MEMBERS ATTENDED
09-03-2026	3

 

NAME OF DIRECTORS	NO MEETINGS ATTENDED	MEETINGS ENTITLED
1 Fayaz Gangjee	1	1
2 Arthur Denzlin Hirenallur Girishappa	1	1
3 Mohammad Arif Abdul Gaffar Dor	1	1

24. INVESTOR COMPLAINTS

Companys Registrar & Transfer Agent, Integrated Registry Management Services Private Limited and resolves investor grievances in consultation with the Compliance Officer. All grievances can be addressed either to RTA or to the Company directly. An update on the status of complaints is quarterly reported to the Board and is also filed with stock exchanges.

Company has not received any investor complaints during the Financial Year 2025-26.

25. NOMINATION AND REMUNERATION COMMITTEE:

The Committee comprises of three Directors viz. Mr. Fayaz Gangjee, Chairman, Mr. Sreenivasan Ramakrishnan, Member , Mr. Arthur Denzlin Hirenallur Girishappa, Member . All the Members of the Committee are Independent Directors. The Committee fulfils the composition requirement as specified under the provisions of the Companies Act, 2013 and Listing Regulations.

The NRC is responsible for making recommendations to the Board on the structure, size and composition of the Board, ensuring that the appropriate mix of skills, experience, diversity and independence is present on the Board for it to function effectively. The Committee also carries out the entire process of Board Evaluation.

When setting remuneration for the Executive Directors, the Committee takes into account the overall business performance of the company operations and The Committee is also focused on aligning the interests of the Executive Directors and the management group with those of shareholders, to build a sustainable performance culture.

During the year under review, one (1) meeting of the Nomination and Remuneration Committee was held.

DATE	NO OF MEMBERS ATTENDED
09-03-2026	3

 

NAME OF DIRECTORS	NO MEETINGS ATTENDED	MEETINGS ENTITLED
1 Fayaz Gangjee	1	1
2 Arthur Denzlin Hirenallur Girishappa	1	1
3 Sreenivasan Ramakrishnan	1	1

26. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

The Committee comprises of three Directors namely Mr. Sreenivasan Ramakrishnan, Chairman,

Mr. Afzal Hussain , Member, Mr. Hanif Abdul Gaffar Khatri , Member The Committee fulfils the composition requirement as specified under the provisions of the Companies Act, 2013 and Listing Regulations.

When setting remuneration for the Executive Directors, the Committee takes into account the overall business performance of the company operations and The Committee is also focused on aligning the interests of the Executive Directors and the management group with those of shareholders, to build a sustainable performance culture.

During the year under review, three (3) meeting of Corporate Social Responsibility Committee were held.

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DATE	NO OF MEMBERS ATTENDED
13-11-2025	3
09-03-2026	3
30-03-2026	3

27. PARTICULARS OF THE EMPLOYEES AND RELATED DISCLOSURES:

None of the employee has received remuneration exceeding the limit as stated in Rule 5(2) of the Companies (Appointment and remuneration of Managerial Personnel) Rules, 2014. Disclosures pertaining to the remuneration as required u/s 197 (12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and remuneration of Managerial Personnel) Rules, 2014 are given as Annexure B forming part of this Report.

28. NON-APPLICABILITY OF THE INDIAN ACCOUNTING STANDARDS (IND-AS)

As per provision to regulation Rule 4(1) of the Companies (Indian Accounting Standards) Rules, 2015 notified vide Notification No.G.S.R.111 (E) on 16th Feb., 2015, Companies whose shares are listed on SME exchange as referred to in Chapter XB of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009, are exempted from the compulsory requirement of adoption of IND-AS w.e.f. 1 st April, 2017. As the Company is listed on BSE SME Platform of BSE Limited, it is covered under the exempted category and is not required to comply with IND-AS for preparation of financial statements beginning with the period on or after 1st April 2017.

29. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

Glaukoustech Solutions Private Limited: During the year under review the Company has achieved revenue from operation is Rs. 16.9 lakh and incurred loss of Rs.2.6 lakh for the current financial year 2025-26.

DI&P Services Private Limited: During the financial year under review, the Company did not generate any revenue from operations. The Company incurred a loss of Rs 12.10 lakh during the financial year 2025-26.

The Companys policy for determination of material subsidiary, as adopted by the Board of Directors, in conformity with regulation 16(1 )(c) of the Listing Regulations, 2015, can be accessed on the Companys website at https://racksandrollers. com/investors/ under policies

Associate and Joint Venture: During the year under review no companies had become or ceased to be its associate or joint venture companies during the year.

30. DEPOSITS:

The Company has neither accepted nor renewed any deposits during the year under review.

31. AUDITORS:

M/s MSSV & Co., Chartered Accountants (Firm Registration No. 001987S), were the Statutory Auditors of the Company for the financial year 2025-26. They shall hold the office till the conclusion of Annual General Meeting for the year 2029-2030. During the year no changes were made.

32. INTERNAL FINANCIAL CONTROLS

Company has appointed M/S. MUV&Co , qualified Chartered Accountant, having Membership No.019097S its Internal Auditor for Financial Year 2025-26 . The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Companys policies, safeguarding of its assets, prevention and detection of fraud, error reporting mechanisms, accuracy and completeness of the accounting records, and timely preparation of reliable financial disclosures.

33. SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as the company was listed after the end of the financial year the company had appointed Mr. Ajay Madaiah B B, proprietor of M/s ABM & Associates, having registration no. (4224/2023) as Secretarial Auditor of the Company.

The report of the secretarial auditors in Form No.MR-3 are attached as Annexure D The report does not contain any qualification, reservation or adverse remark or disclaimer.

34. OBSERVATIONS AND REMARKS OF AUDITOR:

We draw attention to Note 36B to the standalone financial statements, which states that, pursuant to the Karnataka Compulsory Gratuity Insurance Rules, 2024, issued under the powers conferred by the Payment of Gratuity Act, 1972, the Company is required to obtain gratuity insurance or establish an approved gratuity fund to meet its gratuity obligations. However, as at the balance sheet date, the Company has neither obtained such insurance nor established an approved gratuity trust, resulting in non-compliance with the aforesaid regulatory requirements.

Further, the company has recognized the entire past service cost arising on account of the impact of the new wage code in the Statement of Profit and Loss during the year. As per paragraph 94 of Accounting Standard (AS) 15 - *Employee Benefits*, past service cost attributable to unvested employees is required to be recognised over the average remaining vesting period, while the vested portion is recognised immediately. However, the Company has not bifurcated the past service cost between vested and unvested employees and consequently the amount requiring deferred recognition could not be ascertained. In the opinion of the management, the impact thereof is not material to the financial statements.

The Board has taken note of the observations made by the Statutory Auditors.

With respect to compliance with the Karnataka Compulsory Gratuity Insurance Rules, 2024, the Company is in the process of evaluating the available options for obtaining gratuity insurance or establishing an approved gratuity fund in accordance with the applicable regulatory requirements. The Company is committed to ensuring compliance with the provisions of the Payment of Gratuity Act, 1972 and the rules framed thereunder.

In relation to the recognition of past service cost arising from the impact of the new wage code, the Company has recognized the entire past service cost during the year based on the actuarial valuation and the assessment of the management. Considering the immaterial impact on the financial statements, the Company did not separately bifurcate the past service cost between vested and unvested employees. The management will review the accounting treatment in consultation with the actuary and the Statutory Auditors to ensure compliance with the applicable accounting standards in future reporting periods.

The Company has adequate system of internal control to safeguard and protect from loss, unauthorized use or disposition of its assets.

Observation of auditor: certain controls and processes in a few areas were found to be insufficiently documented.

Management reply to observation

Management has reviewed and agreed with the observations and recommendations and has represented that necessary steps will be taken to implement the same within a reasonable timeframe, thereby further enhancing the effectiveness of the internal financial control framework

35. FRAUD REPORTING BY THE AUDITORS:

During the year under review, neither the statutory auditors nor the Secretarial Auditors has reported to the audit committee u/s 143(12) of the Companies Act, 2013 any fraud committed against the Company by any of its officers, employees.

36. CORPORATE GOVERNANCE:

As the company has been listed on BSE Start-up Segment SME Platform of BSE Limited, by virtue of Regulation 15 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 the compliance with the corporate Governance provisions as specified in regulation 17,18,19, 20, 21,22, 24, 25, 26, 27 and Clause (b) to (i) of sub regulation (2) of Regulation 46 and Para C, D and E of schedule V are not applicable to the company. Hence Corporate Governance Report does not form a part of this Board Report, though we are committed for the best corporate governance practices.

37. BOARD EVALUATION:

The Board of Directors has carried out an annual evaluation of the board, its committees and individual directors pursuant to the provisions of the Act and as prescribed by the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015 (SEBI Listing Regulations).

The performance of the board was evaluated by the board after seeking inputs from all the directors on the basis of criteria such as the board composition and structure, effectiveness of board processes, information and functioning, etc. as provided by the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India on January 5, 2017. The performance of the committees was evaluated by the board after seeking inputs from the Committee members on the basis of criteria such as the composition of committees, effectiveness of committee meetings, etc.

The Board and the Nomination and Remuneration Committee reviewed the performance of individual directors on the basis of criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.

In a separate meeting of independent directors, performance of non-independent directors and the board as a whole was evaluated, taking into account the views of executive directors and non-executive directors. The same was discussed in the board meeting that followed the meeting of the independent directors, at which the performance of the board, its committees, and individual directors was also discussed. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated.

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

The Company has an Internal Complaints Committee in place as prescribed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. During the year,

• Number of complaints for sexual harassment were received during the year -NIL.

• Number of complaints disposed off during the year - NIL

• Number of complaints pending for more than 90 days - NIL

39. HUMAN RESOURCES AND EMPLOYEE RELATIONS

During the period under review, the personal and work relationship with the employees remained cordial in all respects. The management has always carried out systematic appraisal of performance and imparted training at periodic intervals. The Company recognizes talent and has judiciously followed the principle of rewarding performance. The Board wishes to place on record their sincere appreciation to the co-operation extended by all the employees in maintaining cordial relations.

During the period under review Total Number of Employess:182

Number Male Employees: 168

Number Female Employees: 14

40. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATION OR COURT OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATION IN FUTURE:

There were no significant and material Orders passed by the Regulators or Courts or Tribunals impacting the going concern status and Companys operations in future.

41. COST AUDIT:

Pursuant to the provisions of Section 148(1) of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, the Company has maintained such cost accounts and records as are required to be maintained for the financial year 2024-25.

42. COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS:

The Company has complied with the provisions of Secretarial Standards (I & II) issued by the Institute of Company Secretaries of India and approved by the Central Government under section 118(10) of the Companies Act, 2013.

43. POLICIES:

The Companies Act 2013 along with the SEBI (LODR) Regulation, 2015 and mandate to formulation of certain policies for all listed Companies. Accordingly, the Company has formulated the Policies for the same as the Company believed to retain and Courage high level of ethical standard in business transaction.

• VIGIL MECHANISM/ WHISTLE BLOWER POLICY:

o The Board has, pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 and the Listing Regulations framed "Whistle Blower Policy and Vigil Mechanism" ("the Policy").

o The Company believes in the conduct of the affairs of its constituents in a fair and transparent manner by adopting highest standards of professionalism, honesty, integrity and ethical behaviour.

o The Policy has been framed with a view to provide a mechanism, inter alia, enabling stakeholders, including Directors, individual employees of the Company and their representative bodies, to freely communicate their concerns about illegal or unethical practices and to report genuine concerns or grievance as also to report to the management concerns about unethical behaviour, actual or suspected fraud or violation of the Companys Code of Conduct or ethics policy.

o The Whistle Blower Policy and Vigil Mechanism may be accessed on the Companys website at the link.

• POLICY ON PRESERVATION OF THE DOCUMENTS:

o The Company has formulated a Policy pursuant to regulation 9 of the Securities Exchange Board of India (Listing obligation and Disclosure Requirements) Regulations, 2015 ("Regulations") on Preservation of the Document ensure safekeeping of the record and safeguard the Documents from getting mutilated or destroyed, while at the same time avoiding superfluous inventory of Documents.

o Policy on Preservation on the documents may be accessed on the Companys website at the link www.racksandrollers.com/investors

• POLICY ON CRITERIA FOR DETERMINING MATERIALITY OF EVENTS:

o The Policy is framed in accordance with the requirements of the Regulation 30 of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations,2015 ("Regulations"). The object of the policy is to determine materiality of events of information of the Company and to ensure that such information is adequately disseminated in pursuance with the Regulation and to provide an overall governance framework for such determine of materiality.

o Policy on criteria for determining materiality of events may be accessed on the Companys website at the link www.racksandrollers.com/investors

44. INSIDER TRADING REGULATIONS:

Based on the requirement under SEBI (Prohibition of Insider Trading) Regulation, 1992 read with SEBI (Prohibition of Insider Trading) Regulation, 2015, as amended from time to time, the code of conduct for prevention of insider trading and the Code for Fair Disclosure ("Code"), as approved by the Board from time, are in force by the Company. The objective of this Code is to Price the interest of shareholders at large, to prevent misuse of any price sensitive information and to prevent any Insider Trading activity by dealing in shares of the Company by its Directors, designated employees and other employees and other employees. The Company also adopts the concept of Trading window closure, to prevent its Directors,

Officers, designated employees and other employees from trading in the securities of Storage Technologies and Automation Limited at the time when there is unpublished price sensitive information.

Policy on criteria for Insider Trading Regulations may be accessed on the Companys website at the link: www.racksandrollers.com/investors

45. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

There are no material related party transactions during the year under review with the Promoters, Directors or Key Managerial Personnel(s) (KMP(s)). All related party transactions are mentioned in the notes to the accounts. The Company has formulated a Policy on "Materiality of Related Party Transactions" and on "the process of dealing with such transactions", which are in line with the provisions of Section 188 of the Companies Act, 2013 and Regulation 23 of SEBI LODR Regulations, 2015. The same is also available on the company website.

During the year under review, there were no material related party transactions under Regulation 23 (4) of SEBI LODR Regulations, 2015 entered into by the Company, which necessitates approval of Shareholders.

46. RISK MANAGEMENT:

The Board has adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Companys policies, safeguarding of its assets, prevention and detection of fraud, error reporting mechanisms, accuracy and completeness of the accounting records, and timely preparation of reliable financial disclosures. These procedures are being periodically reviewed to ensure that management controls risk through the means of properly defined framework of the Company.

47. CODE OF CONDUCT:

The Company has adopted the Code of Conduct for all its Senior Management Personnel and Directors and the same is affirmed by all the Board Members and Senior Management Personnel.

48. MANAGEMENT DISCUSSION & ANALYSIS REPORTS:

In terms of the provisions of Regulation 34 and schedule V of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 the Managements discussion and analysis report is annexed in "ANNEXURE-G".

49. CEO/CFO CERTIFICATION:

In compliance with Regulation 17(8) of the Listing Regulations, the CFO certification on the financial statements, duly signed by the CFO of the Company, for the year ended March 31,2025 is enclosed at the end of the Report "ANNEXURE F". The Company has adopted a back-up certification system by Business & Functional Heads for compliance with respect to their concerned areas in order to imbibe a compliance & ethical culture in the organization.

50. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, the Board hereby submits its responsibility Statement: -

In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

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 a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

The directors have 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;

the directors have prepared the annual accounts on a going concern basis; and

The directors, have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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.

51. ANNUAL RETURN

In accordance with Section 134(3) (a) of the Companies Act, 2013, the Annual Return of the company will be uploaded on the website of the company at https://www.racksandrollers.com/Investors

52. INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

During the year under review, the provision of section 125(2) of Companies Act, 2013 does not apply to the company; hence the company was not required to transfer any amount to the Investor Education Protection Fund (IEPF) established by Central Government of India.

53. RTA ANNUAL FEES

The Company has paid the applicable annual maintenance/retainer fees to its Registrar and Share Transfer Agent (RTA) for the financial year under review, in accordance with the terms agreed with the RTA

54. INSOLVENCY AND BANKRUPTCY CODE, 2016

During the financial year under review, no application was made by or against the Company under the Insolvency and Bankruptcy Code, 2016. Further, there were no proceedings pending under the said Code as at the end of the financial year.

Accordingly, the requirement to disclose the details of applications made or proceedings pending under the Insolvency and Bankruptcy Code, 2016, along with their status as at the end of the financial year, is not applicable to the Company.

55. ADDITIONAL DISCLOSURES UNDER LISTING REGULATIONS Management Discussion and Analysis Report (MDAR)

• The Managing Director and the Whole-time directors of the Company, as per the terms of appointment, do not draw any commission or remuneration from subsidiary companies. Hence, no disclosure as required under section 197(14) of the Act has been made.

• A cash flow statement for the FY 2025-2026 is attached to the Balance Sheet.

• The securities of the Company were not suspended from trading during the year under review on account of corporate actions or otherwise.

• There was no revision to the financial statements and Directors Report of the Company during the year under review.

• Details as prescribed under section 134 of the Act and Rules made thereunder, applicable to the Company, have been specifically given in this Report, wherever applicable.

56. COMPLIANCE OF MATERNITY BENEFITS ACT 1961

The Company confirms its compliance with the provisions of the Maternity Benefit Act, 1961, including all amendments thereto. During the financial year under review, there were no instances requiring any employee to make an application or avail benefits under the said Act.

57. ACKNOWLEDGEMENTS:

Your directors place on record their appreciation for their overwhelming co-operation and assistance received from investors, customers, business associates, banker, vendors, as well as regulatory and governmental authorities, Your Directors also thank the employee at all levels, our consistent growth was made possible by their hard work, solidarity, cooperation and support.

For and on behalf of the Board

Mohammad Arif Abdul Gaffar Dor

Managing Director

DIN:02943466

Place: Bangalore

Date: 01.09.2026

NUUMAN KHASIM

Whole Time Director

DIN:06752207

Date: 01/09/2026

Place: Bangalore