Techknowgreen Solutions Ltd Directors Report

Dear Members,

The Board of Directors is pleased to present the 04^th Annual Report of Tech knowgreen Solutions Limited along with the audited financial statements for the financial year ended March 31, 2026.

1.FINANCIAL HIGHLIGHTS

The Financial highlights (standalone and consolidated) of the Company for the FY 2025-26 are mentioned hereinbelow:

Particulars	Consolidated	Standalone
	2025-26	2024-25	2025-26	2024-25
Revenue from Operations	41.07	32.98	41.03	32.98
Other Income	0.1	0.24	0.1	0.24
Total Income	41.17	33.22	41.13	33.22
Total Expense other than Finance Cost and Depreciation	26.18	22.94	26.07	22.85
Profit before Interest and Depreciation and Tax	14.99	10.28	15.06	10.37
Finance Cost	0.63	0.01	0.63	0.01
Depreciation	2.16	0.83	2.16	0.83
Profit before Prior period items and Tax	12.19	9.43	12.27	9.53
Prior Period items	-	-	-	-
Tax Expense	2.51	1.84	2.53	1.87
Net Profit after Tax	9.67	7.58	9.74	7.66
Earnings per equity share (face value of iNr 10/- each):
Basic (Rs.)	13.11	10.27	13.19	10.37
Diluted (Rs.)	13.11	10.27	13.19	10.37

2. STATE OF COMPANYS AFFAIRS AND FUTURE OUTLOOK

On a consolidated basis, the Company has achieved a total income of INR 41.17 crores for FY 2026, an increase of 23.93% compared to the previous years total income of INR 33.22 crores. The Company has posted a net profit of INR 9.67 crores for FY 2026, higher by 27.57% over the previous years net profit of INR 7.58 crores in FY 2025.

On a standalone basis, the Company has reported a total income of INR 41.13 crores for FY 2026, higher by 23.81% over the previous years total income of INR 33.22 crores. The Company has posted a net profit of INR 9.74 crores for FY 2026, higher by 27.15% over the previous years net profit of INR 7.66 crores in FY 2025.

3. TRANSFER TO RESERVES IN TERMS OF SECTION 134 (3) (J) OF THE COMPANIES ACT, 2013

During the year, the Company has not proposed any amount to be transferred to Reserve out of the net profits of the Company in terms of section 134(3)(j) of The Companies Act, 2013.

4. DIVIDEND

The Board continues to adopt a forwardlooking approach in managing the Companys financial resources. In line with its commitment to maintaining healthy cash flows, strengthening internal reserves, and strategically positioning the Company to capitalise on future growth opportunities, the Board has decided to retain the profits earned during the year. Accordingly, no dividend has been recommended for the financial year under review. This decision is aimed at maximising long-term shareholder value by reinvesting earnings into the business for sustainable expansion and operational resilience.

5. SUBSIDIARY COMPANIES

As of March 31, 2026, the Company has two wholly owned subsidiary companies, as detailed below:

A. Techknowgreen Solutions PTE LTD - A wholly owned subsidiary incorporated in Singapore to cater to the Southeast Asian market and facilitate regional collaborations and service delivery.

B. Techknowgreen Solutions Inc. - A wholly owned subsidiary incorporated in the United States of America (USA) to support the Companys strategic growth in North America and to address the growing demand for environmental and sustainability solutions.

Pursuant to the requirements of Section 136 of the Act, the Standalone and Consolidated financial statements along with relevant documents and audited financial statements of the subsidiaries are hosted on the Companys website.

Pursuant to Section 129(3) of the Companies Act, 2013 ("the Act") read with Rule 5(1) of the Companies (Accounts) Rules, 2014, the statement containing the salient feature of the financial statement of a Companys subsidiary is given as "Annexure- I" in the Form AOC-1.

6. CHANGE IN NATURE OF BUSINESS

During the year, there has been no change in the nature of business of company.

7. MATERIAL CHANGES & COMMITMENTS

During the year, there has been no other material change or commitment affecting the financial position of the Company between the end of the financial year and the date of this Report.

8. SHARE CAPITAL

• Authorised Share Capital: The Authorised Share Capital of the Company as on 31^st March 2026 is INR 10,00,00,000/- (Rupees Ten Crore Only) divided into 1,00,00,000 Equity Shares of Rs.10/- each.

• Issued, Subscribed and Paid-up Share Capital: The issued, subscribed and paid- up Share Capital is INR 7,38,27,300/- divided into 73,82,730 Equity Shares of INR 10/- each.

During the year, there has been no change in the share capital of the Company.

9. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

During the year, your Company was not required to transfer any amount of unclaimed dividend to Investor Education and Protection Fund.

10. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The particulars of loans, investments and guarantees as on March 31, 2026, as provided under Section 186 of the Act read with the Companies (Meetings of Board and its Powers) Rules, 2014, as amended and SEBI LODR Regulations, are given in the notes to the standalone financial statements of the Company.

11. DEPOSITS

During the year under review, your Company has not invited any deposits from public/shareholders as per Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014.

12. RELATED PARTY TRANSACTIONS

The Company has in place the ‘Techknowgreen Solutions Limited - Policy on dealing with Related Party Transactions ("RPT Policy") in compliance with Regulation 23 of the SEBI LODR Regulations. The Policy lays down the process to be followed while dealing with Related Party Transactions and is intended to ensure that all applicable approvals are obtained in relation to such transactions.

During the year under review, all related party transactions entered into by the Company were in the ordinary course of business and conducted on an arms length basis. These transactions were in compliance with the provisions of Section 188 of the Companies Act, 2013.

Details of the related party transactions are mentioned in Form AOC-2 and annexed herewith as ‘Annexure - II.

13. DIRECTORS AND KEY MANAGERIAL PERSONNEL

Directors:

As on March 31, 2026, the Board comprised of six(6) members, including three(3) executive and three(3) non-executive Independent Directors.

During FY 2026, the Companys Board underwent the following changes:

• Mrs. Ronita Ghosh (DIN: 09240267) resigned from the post of non-executive Independent Director of the Company with effect from April 19, 2025. The Board places on record its appreciation for the contribution made by Mrs. Ghosh during her tenure with the Company. Subsequently, Ms. Rujuta Prakash Jagtap (DIN: 00861890) was appointed as non-executive Independent Director, effective July 18, 2025. Her appointment was subsequently approved by the shareholders at the 03^rd annual general meeting of the Company.

• In terms of applicable provisions of the Act and the Articles of Association of the Company, Mr. Prasad Rangrao Pawar (DIN - 02033491), Whole time Director and Chief Executive Officer (CEO) of the Company is liable to retire by rotation at the ensuing Annual General Meeting ("AGM"). The Board has recommended the reappointment of Mr. Pawar as Director at the ensuing AGM.

In the opinion of the Board, the Independent Directors of the Company are persons of high repute and integrity and possess relevant expertise and experience in their respective fields. They fulfil the conditions specified in the Act, rules made thereunder and SEBI LODR Regulations and are independent of the management.

Key Managerial Personnel:

As on March 31, 2026, Mr. Ajay Ramakant Ojha - Managing Director, Mr. Aniket Vijay Kadam - Whole time Director and Chief Financial Officer and Mr. Dhirendra Jawaharlal Bundele - Company Secretary and Chief Compliance Officer were the Key Managerial Personnel of the Company in accordance with the provisions of Section 2(51) and 203 of the Act read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

14. DECLARATION BY INDEPENDENT DIRECTORS

The Board of Directors of the Company hereby confirms that all the Independent Directors duly appointed by the Company .have given the declaration and they meet the criteria of independence as provided under Section 149(6) of the Companies Act, 2013.

The Board opined and confirmed, in terms of Rule 8 of the Companies (Accounts) Rules, 2014 that the Independent Directors are persons of high repute, integrity and possess the relevant expertise and experience in their respective fields

15. NUMBER OF MEETING OF BOARD OF DIRECTORS

The Board met 7(seven) times during the year.

Date of Board Meeting	No. of Directors as on the date of meeting	No. of Directors present	% of attendance
1 May 27, 2025	5	5	100
2 Rs.Jul 18, 2025	5	5	100
3 Sep 2, 2025	6	6	100
4 Nov 13, 2025	6	6	100
5 Dec 18, 2025	6	6	100
6 Dec 31, 2025	6	6	100
7 Jan 31, 2026	6	6	100

The AGM of the Company was held on September 27, 2025.

The facility of participating through video conferencing was made available to the Directors, to enable them to attend the meetings of the Board and its Committees in compliance with applicable provisions.

Details of attendance of each Director at Board meetings held during FY 2026 and at the previous years AGM:

Name of the Director	Category	No. of board meetings held during his / her tenure	No. of board meetings attended	%Attendance	Attendance at previous AGM held on September 27, 2025 (Y/ N)
1 Mr. Ajay Ramakant Ojha	Managing Director	7	7	100	Y
2 Mr. Prasad Rangrao Pawar	Whole time Director	7	7	100	Y
3 Mr. Aniket Vijay Kadam	Whole time Director	7	7	100	Y
4 Mr. Vinayak Dattatray Kelkar	Independent Director	7	7	100	Y
5 Mr. Kuntal Jitendra Dave	Independent Director	7	7	100	Y
6 Ms. Rujuta Prakash Jagtap*	Independent Director	5	5	100	Y

*Ms. Rujuta Prakash Jagtap was appointed as non-executive Independent Director of the Company w.e.f. July 18, 2025.

16.COMMITTEES OF THE BOARD

AUDIT COMMITTEE

1. Mr. Vinayak Dattatraya Kelkar - Chairman of Committee

2. Ms. Rujuta Prakash Jagtap - Member*

3. Dr Prasad Rangrao Pawar - Member

*Ms. Rujuta Prakash Jagtap was inducted as a member of the audit committee w.e.f. July 18, 2025, consequent to her appointment as non-executive Independent Director of the Company. Mrs. Ronita Ghosh ceased to be a member of the audit committee following her resignation as the non-executive Independent Director of the company w.e.f. April 19, 2025.

During the year 5 (five) meetings were held by the members of Audit Committee which is summarised below:

Date of Meeting	Members Present
1 May 26, 2025	Mr. Vinayak Dattatraya Kelkar
	Dr. Prasad Rangrao Pawar
2 Sep 2, 2025	Mr. Vinayak Dattatraya Kelkar
	Ms. Rujuta Prakash Jagtap
	Dr. Prasad Rangrao Pawar
3 Nov 12, 2025	Mr. Vinayak Dattatraya Kelkar
	Dr. Prasad Rangrao Pawar
4 Dec 17, 2025	Mr. Vinayak Dattatraya Kelkar
	Ms. Rujuta Prakash Jagtap
	Dr. Prasad Rangrao Pawar
5 Mar 27, 2026	Mr. Vinayak Dattatraya Kelkar
	Ms. Rujuta Prakash Jagtap
	Dr. Prasad Rangrao Pawar

• NOMINATION AND REMUNERATION COMMITTEE

1. Mr. Vinayak Dattatraya Kelkar - Chairman of Committee

2. Mr. Kuntal Dave - Member

3. Ms. Rujuta Prakash Jagtap - Member

1 (one) meeting was held during the financial year on July 18, 2025, and all members were present at the meeting.

*Ms. Rujuta Prakash Jagtap was inducted as a member of the audit committee w.e.f. July 18, 2025, consequent to her appointment as non-executive Independent Director of the Company. Mrs. Ronita Ghosh ceased to be a member of the audit committee following her resignation as the non-executive Independent Director of the company w.e.f. April 19, 2025.

The Policy of the Company on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided under sub-section (3) of section 178 has been upload on the website of the Company at https://cms.techknowgreen.com/uploads/8 Nomination and Remuneration Policy fd1072049e.pdf

STAKEHOLDERS RELATIONSHIP COMMITTEE

1. Mr. Vinayak Dattatraya Kelkar - Chairman of Committee

2. Ms. Rujuta Prakash Jagtap - Member

3. Dr. Prasad Rangrao Pawar - Member

*Ms. Rujuta Prakash Jagtap was inducted as a member of the audit committee w.e.f. July 18, 2025, consequent to her appointment as non-executive Independent Director of the Company. Mrs. Ronita Ghosh ceased to be a member of the audit committee following her resignation as the non-executive Independent Director of the company w.e.f. April 19, 2025.

1 (one) meeting was held during the financial year on March 27, 2026, and all members were present at the meeting.

17. BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, Board Committees, and Individual Directors pursuant to the provisions of Companies Act, 2013.

A structured questionnaire was prepared after taking into consideration the inputs received from Nomination and Remuneration Committee, 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, who were evaluated on parameters such as level of engagement and contribution, independence of judgment, 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 excluding the Director being evaluated. The performance evaluation of Non-Independent Directors, Board as a whole was evaluated in a separate meeting of Independent Directors taking into account the views of executive Directors and non-executive Directors.

The feedback and results of the questionnaire were collated and consolidated report was shared with the Board for improvements of its effectiveness. The Directors expressed their satisfaction with the evaluation process. Further, the evaluation process confirms that the Board and its Committees continue to operate effectively, and the performance of the Directors is satisfactory.

18. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the Company confirms that-

(a) In the preparation of the annual accounts, 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 the 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 of the company for that period;

(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) proper internal financial controls laid down by the Directors were 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.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, the work performed by the internal, statutory and secretarial auditors and the reviews performed by management and the relevant board committees, including the Audit Committee, the Board is of the opinion that the Companys internal financial controls were adequate and effective during FY 2026.

19. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Companies Act, 2013 re-emphasizes the need for an effective Internal Financial Control system in the Company. The system should be designed and operated effectively. Rule 8(5)(viii) of Companies (Accounts) Rules, 2014 requires the information regarding adequacy of Internal Financial Controls with reference to the financial statements to be disclosed in the Boards report.

To ensure effective Internal Financial Controls the Company has laid down the following measures:

• All operations are executed through Standard Operating Procedures (SOPs) in all functional activities for which key manuals have been put in place. The manuals are updated and validated periodically.

• All legal and statutory compliances are ensured on a monthly basis. Non-compliance, if any, is seriously taken by the management and corrective actions are taken immediately. Any amendment is regularly updated by internal as well as external agencies in the system.

• Approval of all transactions is ensured through a preapproved Delegation of Authority Schedule which is reviewed periodically by the management.

• The Company follows a robust internal audit process. Transaction audits are conducted regularly to ensure accuracy of financial reporting, safeguard and protection of all the assets. Fixed Asset verification of assets is done on an annual basis. The audit reports for the above audits are compiled and submitted to Managing Director and Board of Directors for review and necessary action.

20. STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR

The Board of Directors, after evaluating the parameters laid down under the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is of the opinion that the independent directors appointed during the year possess the requisite integrity, expertise, and experience (including proficiency ascertained through the online proficiency self-assessment test conducted by the Indian Institute of Corporate Affairs, where applicable). The Board considers their backgrounds, qualifications, and professional experience as valuable additions contributing meaningfully to the Companys governance and decision-making processes.

21. ANNUAL RETURN

In compliance to provisions of section 134(3)(a) of the Companies Act, 2013 copy of the Annual Return referred to in sub section (3) of Section 92 of the Act in Form No. MGT 7 shall be placed on the website of the company (www.techknowgreen.com) post ensuing Annual General Meeting.

22. CORPORATE SOCIAL RESPONSIBILITIES ("CSR)

The Company has duly discharged its Corporate Social Responsibility (CSR) obligations by supporting initiatives aligned with the activities prescribed under Schedule VII of the Companies Act, 2013. All CSR activities were undertaken in accordance with the Companys CSR Policy. The detailed report on CSR initiatives and expenditure, as required under the Companies Act, 2013, is annexed to this Annual Report as "Annexure - III".

23. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO

(A) CONSERVATION OF ENERGY:

Steps taken / impact on conservation of energy, with special reference to the following:

? Steps taken or impact on conservation of energy: The operations of the Company are not energy intensive in nature. However, the Company remains committed to energy conservation and sustainability across its operations. In this regard, the following measures have been initiated and implemented during the year:

• Use of energy-efficient equipment: The Company has progressively replaced conventional lighting with LED fixtures and energy-efficient appliances across its offices and facilities, resulting in measurable reductions in electricity consumption.

• Monitoring and optimization: Regular energy audits and consumption tracking are conducted to identify potential areas of energy savings. Adjustments in operational practices have been made to optimize the use of air conditioning, computing, and lighting systems.

• Awareness and training: Employees are periodically sensitized on best practices related to energy conservation, including responsible usage of electronic equipment, optimal use of lighting, and reducing idle machine time.

• Green initiatives: The Company is also exploring opportunities to integrate renewable energy sources and adopt sustainable infrastructure wherever feasible in future expansions.

(ii) Steps taken by the company for utilizing alternate sources of energy including waste generated: The operations of your Company are not energy intensive.

(iii) Capital investment on energy conservation equipment: NIL

As the company is under service consultancy business, there is no high energy consumption during the period under review.

(B) TECHNOLOGY ABSORPTION:

(i) Efforts, in brief, made towards technology absorption: None

(ii) Benefits derived as a result of the above efforts, e.g., product improvement, cost reduction, product development, import substitution, etc: Not Applicable

(iii) In case of imported technology (imported during the last 3 years reckoned from the beginning of the financial year), following information may be furnished:

(a) Details of technology imported: None

(b) Year of import: NA\

(c) Whether the technology been fully absorbed: NA

(d) If not fully absorbed, areas where absorption has not taken place, and the reasons therefore: NA

(iv)The expenditure incurred on Research and Development: 169.98 Lakhs

(C) FOREIGN EXCHANGE EARNINGS AND OUTGO

Particulars	Current Year	Previous Year
FOB Value of Export	-	0.38
CIF Value of Import	-	-
Expenditure on Store and Spares	-	-
Expenditure on Foreign Travel	-	-
Other	-	-

24. BUSINESS RISK MANAGEMENT

The Company has laid down a well-defined Risk Management Policy covering the risk mapping, trend analysis, risk exposure, potential impact and risk mitigation process. A detailed exercise is being carried out to identify, evaluate, manage and monitoring of both business and non- business risk. The Board periodically reviews the risks and suggests steps to be taken to control and mitigate the same through a properly defined framework.

Although, market conditions are likely to remain competitive, future success will depend upon offering improved products through technology innovation and productivity. The Company continues to invest in these areas. The Company has the risk management and internal control framework in place commensurate with the size of the Company. However, Company is trying to strengthen the same.

25. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There was no significant material orders passed by the Regulators/Courts which would impact the going concern status of the Company and its future operations.

26. AUDITORS

Statutory Auditors & their Report:

The members of the Company at its 1^st Annual General Meeting have appointed M/s Vishwas & Associates, Chartered Accountants (FRN: 143500W) as Statutory auditor for a term of 5 years who shall hold office till conclusion of 6^th Annual General Meeting of the Company and certificate from the Auditors to the effect, they are not disqualified to continue as statutory auditors under the provisions of applicable laws have been received by the management of the Company.

There are no qualifications, reservations or adverse remarks or disclaimers made by M/s Vishwas & Associates, Chartered Accountants (FRN: 143500W), Statutory Auditors, in their Report on the accounts of the Company for the year under review. The observations made by them in their Report are self-explanatory and do not call for any further clarifications from the Board.

? Cost Auditor

The Cost Audit pursuant to section 148 of the Companies Act, 2013 read with Companies (Cost Records and Audit) Rules, 2014 is not applicable to the company.

? Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company had appointed M/s. Kulkarni Pore and Associates ("Secretarial Auditors") to conduct the Secretarial Audit of your Company for the Financial Year 2025-26.

The Secretarial Audit Report for the Financial Year ended March 31, 2026, is annexed herewith as ‘Annexure - V and forms an integral part of this Annual Report. The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

The Secretarial Auditors of the Company have not reported any fraud as specified under the second proviso of Section 143(12) of the Companies Act, 2013 (including any statutory modification(s) or reenactment(s) for the time being in force.

27. CREDIT RATING OF SECURITIES

The Company has not obtained any credit rating of its securities.

28. DETAILS OF CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC)

No corporate insolvency resolution process is initiated against your Company under Insolvency and Bankruptcy Code, 2016 (IBC).

29. STATEMENT REGARDING COMPLIANCES OF APPLICABLE SECRETARIAL STANDARDS

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

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

Your Company is committed to creating and maintaining an atmosphere in which employees can work together, without fear of sexual harassment, exploitation and intimidation. Accordingly, the Company has in place an Anti-Sexual Harassment Policy in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act 2013. Internal Complaints Committee (ICC) was set up to redress complaints received regarding sexual harassment. All employees (Permanent, Contractual, temporary, trainees) are covered under this policy.

The following is a summary of sexual harassment complaints received and disposed of during the year:

No. of Complaints received	NIL
No. of Complaints disposed off	NIL
Number of cases pending for more than 90 days	NIL

31. COMPLIANCE UNDER THE MATERNITY BENEFIT ACT, 1961:

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive, and supportive workplace for women employees. All eligible women employees are provided with maternity benefits as prescribed under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from dismissal during maternity leave.

The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the legislation.

32. GENDER-WISE COMPOSITION OF EMPLOYEES

The Company discloses below the gender composition of its workforce as on the March 31, 2026:

Male Employees: 68 Female Employees: 34 Transgender Employees: Nil.

This disclosure reinforces the Companys efforts to promote an inclusive workplace culture and equal opportunity for all individuals, regardless of gender.

33. VIGIL MECHANISM / WHISTLE BLOWER POLICY

In Compliance with the provisions of section 177 of the Companies Act, 2013 applicable provisions of SEBI Listing Regulations (SEBI LODR, 2015), the Company has in place the Whistle Blower Policy and Vigil Mechanism for Directors, employees and other stakeholders which provides a platform to them for raising their voice about any breach of code of conduct, financial irregularities, illegal or unethical practices, unethical behaviour, actual or suspected fraud.

Adequate safeguards are provided against victimization to those who use such mechanism and direct access to the Chairman of the Audit Committee in appropriate cases is provided. The policy ensures that strict confidentiality is maintained whilst dealing with concerns and also that no discrimination is made against any person. The Whistle Blower Policy and Vigil Mechanism may be accessed on the Companys website: (www.techknowgreen.com) at https://cms.techknowgreen.com/uploads/9_Wistle_Blower_Policy_aa3a19a236.pdf

34. FRAUD REPORTING

There were no frauds reported by the auditor during the year under sub-section (12) of section 143 other than those which are reportable to the Central Government.

35. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

There were no frauds reported by the auditor during the year under sub-section (12) of section 143 other than those which are reportable to the Central Government.

36. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in the prescribed format and annexed herewith as ‘Annexure - IV to this Report. The statement containing particulars of employees as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this Annual Report.

37. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report of financial performance and results of operations of the Company, as required under the SEBI Listing Regulations is provided in a separate section and forms an integral part of Annual report. It inter-alia gives details of the overall industry structure, economic developments, performance and state of affairs of your Companys business, risks and concerns and material developments during the financial year under review.

38. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The reporting of Business Responsibility and Sustainability report is not applicable to the Company for the period under review.

39. INTERNAL AUDIT

At the beginning of each financial year, an audit plan is rolled out with approval of the Companys Audit Committee. The plan is aimed at evaluation of the efficacy and adequacy of internal control systems and compliance thereof, robustness of internal processes, policies and accounting procedures and compliance with laws and regulations. Based on the reports of internal audit, process owners undertake corrective action in their respective areas. Significant audit observations and corrective actions are periodically presented to the Audit Committee of the Board.

40. DETAILS OF MONEY ACCEPTED FROM DIRECTOR

During the period under review the Company has not accepted money in the form of unsecured loan from the director of the Company.

41. CAUTIONARY STATEMENT

The statements contained in the Boards Report contain certain statements relating to the future and therefore are forward looking within the meaning of applicable laws and regulations. Various factors such as economic conditions, changes in government regulations, tax regime, other statues, market forces and other associated and incidental factors may however lead to variation in actual results.

42. ACKNOWLEDGEMENT

Your Directors wish to express their grateful appreciation to the continued co-operation received from the Banks, Government Authorities, Customers, Vendors and Shareholders during the year under review. Your Directors also wish to place on record their deep sense of appreciation for the committed service of the Executives, staff, and Workers of the Company.