Vikran Engineering Ltd Directors Report

FOR FINANCIAL YEAR 2025-26

To,

The Members,

VIKRAN ENGINEERING LIMITED

(Formerly Known as Vikran Engineering & Exim Private Limited)

Your Directors have pleasure in presenting their 18^th Annual Report on the business and operations of Vikran

Engineering Limited (Formerly Known as Vikran Engineering & Exim Private Limited) ("The Company") together with the Audited Financial statements of the Company for the Financial Year ended March 31, 2026.

1. FINANCIAL STATEMENTS & RESULTS: Financial Results

The Companys performance during the year ended March 31, 2026 as compared to the previous financial year, is summarized below:

(Rs. in Lakhs.)

	Standalone		Consolidated
Particulars	For the financial year ended March 31, 2026	For the financial year ended March 31, 2025	For the financial year ended March 31, 2026	For the financial year ended March 31, 2025
Total Income	1,26,627	92,236	1,26,627	92,236
Less: Expenses	1,14,403	81,217	1,14,403	81,217
Profit before exceptional and	12,224	11,019	12,224	11,019
extraordinary items and tax
Exceptional items	(121)	-	(121)	-
Profit before tax	12,103	11,019	12,103	11,019
Less: Tax Expenses	2,933	3,238	2,933	3,238
Exception Income	-	-	-	-
Exception expenditure	-	-	-	-
Profit after Tax	9,170	7,781	9,170	7,781

2. OPERATIONAL REVIEW AND THE STATE OF COMPANYS AFFAIRS: STANDALONE & CONSOLIDATED BASIS:

-The Company has reported Total Revenue of Rs. 1,26,627 lakhs as compared to Rs. 92,236 lakhs in previous year.

The Company experienced a Profit after Tax of

Rs. 9,170 lakhs as compared to Rs. 7,781 lakhs in previous year.

-There was tax expense of Rs. 2,933 lakhs for the year ended March 31, 2026 as compared to Rs. 3,238 lakhs in previous year.

Your Directors are continuously looking for avenues for future growth of the Company.

3. CREDIT RATING:

During the year under review, the Companys credit

ratings were reviewed by the rating agencies.

Infomerics Valuation and Rating Limited(Infomerics),

vide its rating rationale dated December 22, 2025,

upgraded the Companys Long-Term/Short Term

Bank Facilities aggregating to 420.40 crore from

IVR BBB+/Stable to IVR A-/Stable, and Short-Term

Bank Facilities aggregating to 40.00 crore from

IVR A2 to IVR A2+. The cumulative amount rated

by Infomerics stands at 460.4 crore. The rating

upgrade was driven by the Companys improved

scale of operations and substantial growth in its

order book, while continuing to reflect the strength

of its experienced management, comfortable capital

structureandfinancialriskprofile

In addition to the above, India Ratings and Research

Private Limited, vide its rating rationale dated April 07, 2026, has reaffirmed the credit rating of the Companys Non-Convertible Debentures and Bank Loan Facilities at IND A-; however, the outlook has been revised from Stable to Negative. The short-term rating for bank loan facilities continues to be IND

A2+.

The details of the ratings are as under:

Non-Convertible Debentures aggregating to INR

500 million (reduced from INR 900 million): IND A- / Negative (earlier: IND A- / Stable)

Bank Loan Facilities aggregating to INR 4,700 million: IND A- / Negative / IND A2+ (earlier: IND

A- / Stable / IND A2+)

The reaffirmation of the credit ratings reflects the rating agencys continued confidence in the Companys financial strength and its ability to meet its long-term and short-term financial obligations in a timely manner.

4. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

During the year under review, the provisions of Section 125(2) of the Companies Act, 2013 are not applicable as there was no unclaimed dividend till date.

5. MANAGEMENTS DISCUSSION AND ANALYSIS REPORT:

The Managements Discussion and Analysis Report for the year under review, prepared in accordance with Regulation 34(2) of the Securities and Exchange

Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015, is provided in a separate section (Corporate Overview) and forms an integral part of this Annual Report.

6. SHARE CAPITAL STRUCTURE:

-AUTHORISED SHARE CAPITAL

During the period under review, there were no change in the Authorised Share Capital of the Company.

The Authorised Share Capital of the Company as on March 31, 2026, is Rs. 30,00,00,000/- (Rupees

Thirty Crores Only) divided into 30,00,00,000

Equity Shares of Rs. 1/- each.

-ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL

During the financial year 2025-26, the capital structure of the Company underwent a change pursuant to its Initial Public Offer ("IPO") comprising an initial public offering of up to 79,587,627 equity shares of face value of Re. 1/- each, including a fresh issue of up to 74,329,896 equity shares at an issue price of Rs. 97 per equity share (including a securities premium of Rs. 96 per equity share), aggregating up to Rs.

72,100.00 lakhs, and an Offer for Sale of up to

5,257,731 equity shares aggregating up to Rs. 5,100.00 lakhs. The equity shares were allotted to the successful applicants on September 01, 2025 and were listed on BSE Limited and the National Stock Exchange of India Limited with effect from

September 03, 2025.

Consequent to the aforesaid allotment under the

Fresh Issue, the issued, subscribed and paid-up equity share capital of the Company increased from Rs. 18,35,81,130/- (divided into 18,35,81,130 equity shares of face value of Re. 1/- each) to Rs. 25,79,11,026/- (divided into 25,79,11,026 equity shares of face value of Re. 1/- each).

The Company has only one class of equity shares having a face value of Re. 1 each.

7. EMPLOYEE STOCK OPTION SCHEME:

During the financial year under review, the Company doesnt have any Employees Stock Option Scheme for its employees/ directors and hence no information as per the provisions of Section 62(1) (b) of the Companies Act, 2013 read with applicable rules is furnished.

8. DIVIDEND:

The Board of Directors is pleased to recommend a final dividend of Rs. 0.18 (Rupees Zero Point One Eight Only) per equity share of face value of Re. 1/- each, representing 18% of the face value, for the financial year ended March 31, 2026. The proposed dividend is subject to the approval of the Members at the ensuing Annual General Meeting ("AGM") and shall be paid to the eligible Members after deduction of tax at source, as applicable under the provisions of the Income-tax Act, 1961.

91

DIVIDEND DISTRIBUTION POLICY

Pursuant to Regulation 43A of the SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015, as amended, the Company has voluntarily adopted a Dividend Distribution Policy, which sets out the parameters and circumstances to be considered by the Board while recommending or declaring dividends.

The Dividend Distribution Policy is available on the Companys website at https://www.vikrangroup.com/ investors-relation/financials.

The Board has recommended the dividend for the financial year 2025-26 after considering the principles and parameters set out in the said Policy. There were no changes to the Dividend Distribution Policy during the year under review.

9. TRANSFER TO RESERVES:

Pursuant to Section 71 of the Companies Act, 2013 read with Rule 18 of the Companies (Share Capital and Debentures) Rules, 2014, the Company was required to maintain a Debenture Redemption Reserve (DRR) up to the date on which it became a listed company.

Upon listing of the Companys equity shares on BSE Limited and the National Stock Exchange of India Limited on September 03, 2025, the requirement to maintain the Debenture Redemption Reserve ceased to be applicable to the Company. Accordingly, no further amount was transferred to the Debenture

Redemption Reserve during the financial year under review.

10. NON-CONVERTIBLE DEBENTURES: a. During the financial year 2025-26, the Company raised funds through the issuance of Secured, Rated, Redeemable, Unlisted, Non-Convertible Debentures ("NCDs") on a private placement basis, aggregating to Rs. 25,00,00,000/- (Rupees Twenty-Five Crores Only). The NCDs were issued for cash consideration in the following tranches:

Sr. No. Date of Allotment	Mode of allotment	No. of Debentures	Face Value per Debenture ()	Amount in	Rate of Interest
1. April 17, 2025	Private Placement	20	50,00,000/-	10,00,00,000/-	12%
2. April 24, 2025	Private Placement	30	50,00,000/-	15,00,00,000/-	12%

During the financial year 2025-26, the Company redeemed its 50 Secured, Rated, Redeemable, Unlisted, Non-Convertible Debentures aggregating to Rs. 25,00,00,000/- (Rupees Twenty-Five Crore Only) on January 23, 2026, in accordance with the terms of issue and the applicable provisions of the Companies Act, 2013 and other applicable laws. The principal amount due to the debenture holder(s) was paid on the scheduled redemption date i.e. January 23, 2026 and the redemption process was completed without any default.

Accordingly, as on March 31, 2026, the total outstanding NCDs stands at 50,00,00,000/- (Rupees Fifty Crores Only) comprising 100 NCDs of the face value of 50,00,000/-(Rupees Fifty Lakhs Only).

11. INITIAL PUBLIC OFFER (IPO) OF EQUITY SHARES

The financial milestone in the Companys journey with the successful completion of its Initial Public Offer ("IPO") and the listing of its equity shares on BSE Limited and the National Stock Exchange of India Limited on

September 03, 2025.

The IPO, aggregating to approximately Rs. 77,200.00 lakhs, comprised a fresh issue of equity shares amounting to Rs. 72,100.00 lakhs and an Offer

Sale aggregating to Rs. 5,100.00 lakhs by the selling shareholders. The public issue was launched through the book-building process in August 2025 and received an encouraging response from institutional, non-institutional and retail investors. The equity shares were allotted to the successful applicants on September 01, 2025.

The proceeds from the Fresh Issue are being utilised towards funding theyear 2025-26 marked a significant Companys working capital requirements and for general corporate purposes, in accordance with the objects of the issue set out in the Prospectus.

The listing of the Companys equity shares on the recognised stock exchanges has enhanced the Companys visibility and credibility in the capital markets, broadened its shareholder base and strengthened its corporate governance and disclosurefor framework. The IPO has also provided the Company with improved financial flexibility to support its long-term growth strategy while reinforcing stakeholder confidence in the Companys business model and future prospects.

12. MATERIAL CHANGES BETWEEN THE END OF FINANCIAL YEAR AND DATE OF THE BOARD REPORT: a) Issue of Debentures on Private Placement basis:

During the financial year under review, the Company raised Rs. 50,00,00,000/- (Rupees Fifty Crores Only) through the issuance of Secured, Rated, Redeemable, Unlisted, Non-Convertible Debentures ("NCDs") on a private placement basis. The NCDs were issued for cash consideration in two tranches, the details of which are provided below:

Sr. No. Date of Allotment	Type of allotment	No. of Debentures	Face Value	Amount in Rs.	Form of consideration
1. April 24, 2026	Private Placement	40	50,00,000	20,00,00,000/-	Cash
2. April 29, 2026	Private Placement	60	50,00,000	30,00,00,000/-	Cash
		100		50,00,00,000

b) Redemption of Debentures issued on Private Placement basis:

The Company redeemed its outstanding 50

Secured, Rated, Redeemable, Unlisted, Non-

Convertible Debentures aggregating to Rs.

25,00,00,000/- (Rupees Twenty-Five Crores Only) on April 10, 2026 in accordance with the terms of issue and the applicable provisions of the Companies Act, 2013 and other applicable laws. The principal amount due to the debenture holder(s) was paid on the scheduled redemption date i.e. April 10, 2026 and the redemption process was completed without any default. c) Incorporation of Wholly Owned Subsidiary - Vikran Renewable Private Limited:

As part of its business expansion strategy, the Company incorporated Vikran Renewable Private

Limited as its Wholly Owned Subsidiary on May 04, 2026, in the State of Maharashtra. The Wholly

Owned Subsidiary was incorporated with an authorised share capital of Rs. 15,00,000/- (Rupees Fifteen Lakhs Only) and an initial paid-up share capital of Rs. 1,00,000/- (Rupees One Lakhs Only).

The Company holds 100% of the equity share capital of the said Wholly Owned Subsidiary. d) Incorporation of Section 8 Wholly Owned

Subsidiary for CSR Initiatives - Vikran for Good Foundation:

With the objective of strengthening the implementation of its Corporate Social Responsibility ("CSR") initiatives, the Company incorporated Vikran for Good Foundation, a wholly owned subsidiary incorporated under Section 8 of the Companies Act, 2013, on May

04, 2026, in the State of Maharashtra. The Wholly

Owned Subsidiary was incorporated with an authorised share capital of Rs. 5,00,000/- (Rupees Five Lakhs Only) and an initial paid-up share capital of Rs. 1,00,000/- (Rupees One Lakhs Only). The Company holds the 100% paid-up share capital of the Foundation. e) Acquisition of 100% stake in NOPL Solar

Projects Private Limited:

The Company completed the acquisition of the entire equity share capital of NOPL Solar Projects Private Limited in two phases. The Company initially acquired a 49% equity stake on May 15, 2026 for an aggregate consideration of Rs. 4.90 crore. Thereafter, on May 20, 2026, it acquired the remaining 51% equity stake comprising 5,100 equity shares for an aggregate consideration of Rs. 5.10 crore.

Consequent to the aforesaid acquisitions, NOPL

Solar Projects Private Limited became a Wholly Owned Subsidiary of the Company with effect from

May 20, 2026. The acquisition is aligned with the

Companys long-term strategy of strengthening its presence in the renewable energy sector and expanding its solar power portfolio. f) Closure of Loan Facility Extended to Onix Renewable Limited:

Pursuant to the Composite Amendment and Supplement Agreement dated May 20, 2026 executed amongst the concerned parties, the outstanding loan receivable of approximately

Rs. 49.15 crore from Onix Renewable Limited was fully settled through the agreed settlement mechanism. Out of the said amount, Rs. 10.00 crore was adjusted towards the consideration payable for the acquisition of equity shares of

NOPL Solar Projects Private Limited, while the balance amount of Rs. 39.15 crore was adjusted as an unsecured loan in NOPL Solar Projects Private Limited towards promoters contribution for project requirements.

13. SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANIES:

As on March 31, 2026, Company has One (1) Wholly

Owned Subsidiary and Four (4) Joint Ventures which are as follows:

Wholly Owned Subsidiary:

Vikran MP Solar Private Limited (VMSPL) is a Private Limited Company incorporated on 22^nd January 2026 as a Wholly Owned Subsidiary of Vikran Engineering Limited. The Wholly Owned Subsidiary has an authorized share capital of Rs. 15,00,000 and a paid-up share capital of Rs. 1,00,000.

The Wholly Owned Subsidiary was incorporated to undertake the business of setting up solar power projects and generating solar energy.

Since it was incorporated during the financial year, the Wholly Owned Subsidiary had not commenced commercial operations and, accordingly, did not generate any operating revenue for the year ended

March 31, 2026. The Wholly Owned Subsidiary reported a loss after tax of Rs. 0.25 Lakhs for the year.

Refer "Annexure E" attached to the report.

Joint Ventures

The Company is engaged in project-specific joint ventures in the form of an unincorporated "association of persons" as defined under the Income-tax Act, 1961 established to target and execute certain projects. These JVs are treated as an extension of the Company itself as in substance the Company assumes all the risk and rewards related to such arrangements including managing operations of such projects.

Sr. No.	Name of Joint Venture	Nature of Project
1.	Vikran - M/s EMRE Ray Enerji Insaat San. Ve Tic. A.S. JV	Railway Electrification (Southern Railway)
2.	Vikran M/s R & B Infra Project Limited JV	Water Supply Infrastructure (MP Jal Nigam)
3.	Vikran - Vishnu Prakash R Punglia Limited JV	Rural Water Supply Projects (Uttar Pradesh)
4.	Vikran Engineering Limited M/s RCP Engineering Consortium	Solar Water Pumping Systems (PM- KUSUM Scheme, Maharashtra)

1. Vikran-M/s Emre Ray Enerji Insaat San.Ve Tic. A.S. ("VIKRAN - EREI JV")

Your Company entered into an agreement dated December 21, 2021 with M/s Emre Ray Enerji Insaat San.Ve Tic. A.S. to constitute a joint venture for the purpose of executing the contract of Design, Supply, Erection, Testing & Commissioning of 25 kV, 50 Hz, Single Phase, AC Electrification Works including OHE & TSS as Composite Electrical Work" in Sengottai (Excl.) -

Punalur (Excl.) Section Gr 276A of Madurai Division of Southern Railway, under RE Project Chennai, Total 50 RKM/ 55 TKM through EPC contract. The agreement shall remain valid and in force for the entire period of the completion/extended period of completion of the work including maintenance/ guarantee period and can be extended by mutual agreement.

Percentage participation:

Partner	Share in the joint venture
Company	74%
M/s Emre Ray Enerji	26%
Insaat San. Ve Tic. A.S.

2. Vikran-M/s R & B Infra Project Limited ("VIKRAN

- RBIPL JV")

Your Company entered into a memorandum of understanding dated June 16, 2022 ("MOU") with M/s R & B Infra Project Limited to constitute a joint venture for the purpose of participating in various bids/ tenders floated/ to be floated by MP Jal Nigam of MP, India. One of them being for the purposes of participating in the bidding process for executing the contract of Engineering, Procurement, Construction, Testing,

Commissioning, Trial Run and Operation &

Maintenance of Various Components of Ghogri

Multi-Village Scheme, District Betul in Single Package on Turn-Key Job Basis including Trial Run and Operation & Maintenance of the Entire Water Supply Scheme for 10 Year on behalf of MP

Jal Nigam on EPC basis ("Project"). The agreement provides that both the parties be jointly and severally responsible for all obligations and liabilities relating to the aforesaid project.

Percentage Participation:

As per the terms of the MOU, there is no percentage participation agreed to between the parties. However, pursuant to the MOU, our

Company shall be the lead partner/lead member/ member-in-charge and M/s R & B Infra Project Limited shall be the other partner / member partner. Further, as per the terms of the MOU, our Company shall, inter alia, be responsible for the execution of the Project and pre and post investment in the Project.

3. Vikran-Vishnu Prakash R Punglia Limited

("VIKRAN - VPRPL JV")

Your Company entered into an agreement dated September 19, 2022 with Vishnu Prakash R Punglia

Limited to constitute a joint venture for the purpose of participating in the tender invited for

Empanelment of Contractors for implementation of various rural water supply projects comprising of tube well/Intake Well, WTP, rising/ pressure mains, CWRs, overhead tanks, distribution pipe networks, individual house connections, public stand posts, Retrofitting etc. including O&M for 10 years, located in the State of Uttar Pradesh on EPC basis. Subsequently, the contract was awarded to VIKRAN - VPRPL JV, and hence our Company entered into a revised internal agreement dated

March 06, 2023 with VPRPL. As per the terms of the agreement, our Company has sub-contracted the work to VPRPL.

Percentage participation:

Partner	Share in the joint venture
Company	95%
Vishnu Prakash R Punglia Limited	5%

Associate Companies:

The Company did not have any Associate Company within the meaning of Section 2(6) of the Companies Act, 2013, as on March 31, 2026.

14. DEPOSITS:

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

15. PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS AND SECURITIES:

The detail of the Loans, Guarantees and Investments covered under the provision of Section 186 of Companies Act, 2013 are given in the notes to the

Financial Statements. (Please refer Note No. 7 & 8 of the Financial Statement).

16. CORPORATE SOCIAL RESPONSIBILITY:

The Company remains committed to conducting its business in a socially responsible and sustainable manner and continues to undertake initiatives that create a positive impact on the communities in which it operates. The Companys Corporate Social Responsibility ("CSR") initiatives are guided by its CSR Policy, which is in line with the provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014.

During the financial year 2025-26, the Company was required to spend an amount of Rs. 1,85,45,199/- (Rupees One Crore Eighty-Five Lakh Forty-Five Thousand One Hundred Ninety-Nine Only) towards

CSR activities. The Annual Report on CSR activities, containing the disclosures prescribed under the Companies (Corporate Social Responsibility Policy) Rules, 2014, forms part of this Report as Annexure B.

The Company also incorporated Vikran for Good Foundation, a wholly owned subsidiary incorporated under Section 8 of the Companies Act, 2013, to facilitate the implementation of its CSR programmes in a structured and focused manner.

The CSR Policy is available on the Companys website and can be accessed at https://www.vikrangroup. com/investors-relation/financials

17. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All Related Party Transactions (RPTs), along with any subsequent modifications, are submitted to the Audit

Committee for review and approval. For transactions that are repetitive in nature or conducted in the ordinary course of business at arms length, prior omnibus approval is obtained from Audit Committee. Additionally, all RPTs undergo independent review and verification by the Statutory Auditors of the Company to ensure compliance with applicable regulations.

During the period under review, all transactions entered into by the Company with the RPTs were at arms length and ordinary course of business and adhered to all applicable provisions of the Companies

Act, 2013 and the SEBI (LODR) Regulations, 2015. There were no materially significant related party transactions made by your Company with Promoters, Directors or Key Managerial Personnel, etc. which had a potential conflict of interest and which are not disclosed to and approved by the Audit Committee.

Accordingly, the disclosure of Related Party

Transactions in Form AOC-2, pursuant to Section

134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014, is annexed to this Report as Annexure F.

The Company has also made full disclosure of transactions with the related parties as set out in Note. 42 of Standalone Financial Statement, forming part of the Annual Report.

The policy on Related Party Transactions as approved by the Board is available on the website of the Company at https://www.vikrangroup.com/investors-relation/financials.

18. RISK MANAGEMENT:

The Company has constituted a Risk Management

Committee of the Board to oversee the identification, assessment, monitoring and mitigation of risks that may impact its business operations, financial performance and strategic objectives. The Committee periodically reviews key business, operational, financial, regulatory and other emerging risks and evaluates the adequacy of the measures implemented to address such risks.

As per Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the requirement to adopt a formal Risk Management Policy is applicable to the top 100 listed entities based on market capitalisation. Accordingly, the Company is not required to adopt a Risk Management Policy under the said regulation. The Company however remains committed to maintaining an effective risk management framework and believes that the existing mechanisms are adequate and commensurate with the nature and scale of the Companys operations.

19. INTERNAL CONTROL SYSTEMS:

The Board has adopted policies and procedures for ensuring orderly and efficient conduct of its business including adherence to the Companys Policies, the safeguarding of its assets, the prevention and detection of Frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial disclosures.

The Companys internal control system is commensurate with its size, scale and complexities of its operations. The Board of Directors actively reviews the adequacy and effectiveness of the internal control system and suggests improvements to strengthen the same.

20. DETAILS OF DIRECTORS & KEY MANAGERIAL PERSONNEL:

The Board of Directors of the Company is duly constituted. None of the Directors is disqualified from being appointed as such under the provision of Section 164 of the Companies Act, 2013. There was no change in Directors during the year under review a. The Composition of Board of Directors as on March 31, 2026 is as follows:

Sr No.	Name of Director	Designation	Date of Appointment
1.	Mr. Rakesh Ashok Markhedkar	Chairman & Managing Director	20/11/2015
2.	Mr. Avinash Ashok Markhedkar	Whole Time Director	02/11/2015
3.	Mr. Nakul Markhedkar	Whole Time Director	01/02/2024
4.	Ms. Priti Paras Savla	Independent Director	24/09/2024
5.	Mr. Rakesh Kumar Sharma	Independent Director	24/09/2024
6.	Mr. Arun Bhagwan Unhale	Independent Director	24/09/2024

b. In terms of Section 203 of the Companies Act, 2013, the following are the Key Managerial Personnel (KMP) of the Company as on March 31, 2026.

Sr No. Name of Key Managerial Personnel	Designation	Date of Appointment
1. Mr. Ashish Dinesh Bahety	Chief Financial Officer	21/08/2023
2. Mr. Dibyendu Ray	Chief Operating Officer	23/05/2024
3. Ms. Kajal Sagar Rakholiya	Company Secretary & Compliance	06/05/2024
	Officer
4. Mrs. Kanchan Rakesh Markhedkar	Key Managerial Personnel
5. Mr. Vipul Markhedkar	Key Managerial Personnel

During the Financial Year under review, following are the changes in the Composition of Key Managerial Personnel: i. Mrs. Kanchan Rakesh Markhedkar was appointed as a Key Managerial Personnel of the Company With effect from September 22, 2025, and her position was elevated from Head - Human Resources and Administration to

Chief Human Resources Officer, reflecting the enhanced strategic responsibilities entrusted to her in leading the

Companys human capital and organisational development initiatives. ii. Mr. Vipul Markhedkar was appointed as a Key Managerial Personnel of the Company With effect from September 22, 2025, and his position was elevated from Head Business Operations to Chief Business Officer, reflecting his expanded leadership responsibilities in driving the Companys operational excellence, business execution and strategic growth initiatives.

c. Re-appointment of Director(s) retiring by rotation:

In accordance with the provisions of Section 152 of the Companies Act, 2013 with rules made thereunder and the Articles of Association of the Company, Mr. Nakul Markhedkar (DIN: 07028044),

Whole time Executive Director of the Company is liable to retire by rotation at the ensuing Annual

General Meeting and being eligible, offers himself for re-appointment. The Board recommends the reappointment.

Brief details as required under Secretarial Standard - 2 are provided in the Notice of the Annual General

Meeting being sent to the shareholders along with the Annual Report.

21. DECLARATION OF INDEPENDENT DIRECTORS:

The Independent Directors of the Company have submitted the requisite declarations confirmingthat they continue to meet the criteria of independence as prescribed under Section 149(6) of the Companies

Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015.

The Independent Directors have also confirmed that they have complied with the provisions of Rule 6 of the

Companies (Appointment and Qualification of Directors)

Rules, 2014 relating to registration with the Independent Directors Databank, wherever applicable.

In the opinion of the Board, all the Independent Directors fulfilthe conditions of independence as specified under the Companies Act, 2013 and the SEBI Listing

Regulations and are independent of the management.

The Board is satisfied that the Independent Directors possess the requisite integrity, expertise, experience and proficiency required to effectively discharge their duties and responsibilities.

The composition of the Board is in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI Listing Regulations relating to Independent

Directors.

22. PERFORMANCE EVALUATION:

The Company has a policy for performance evaluation of the Board, Committees and other Individual Directors

(including independent directors) which includes criteria for performance evaluation of Non-executive Directors and Executive Directors. In accordance with the manner of evaluation specified by the NRC, the Board carried out annual performance evaluation of the Board, its

Committees and Individual Directors. The independent directors carried out annual performance evaluation of the Chairman, the non-independent directors and the Board as a whole. The Chairperson of the respective

Committees shared the report on evaluation with the respective Committee members. The performance of each Committee was evaluated by the Board, based on the report of evaluation received from respective Committees.

The Performance Evaluation Policy is available on the Companys website and can be accessed at https://www. vikrangroup.com/investors-relation/financials .

23. REMUNERATION POLICY AND CRITERIA FOR

SELECTION OF CANDIDATES FOR APPOINTMENT AS DIRECTORS, KEY MANAGERIAL PERSONNEL AND SENIOR LEADERSHIP POSITIONS:

The Company has a Board-approved policy in place for theremunerationofDirectors,KeyManagerialPersonnel and senior leadership, along with clear criteria for their selection. The policy outlines the guiding principles, approach, and basis for determining remuneration-covering executive and non-executive Directors

(through sitting fees) and Key Managerial Personnel. The selection criteria include various factors assessed by the Nomination & Remuneration Committee and the Board. This policy, along with the selection criteria, is available on the Companys website at https://www. vikrangroup.com/investors-relation/financials .

24. DISCLOSURES RELATED TO BOARD: a. BOARD MEETINGS:

The Board of Directors met 8 times during the financial year ended on March 31, 2026 in accordance with the provisions of the Companies Act, 2013 and rules made there under. The intervening gap between the meetings was within the period as prescribed under the Companies Act, 2013.

The maximum gap between any two Board Meetings was less than One Hundred and Twenty days. The names of members of the Board, their attendance in the Board Meetings are as under:

Sr. No. Name of Directors	Designation	No. of Meetings attended	Total Meetings Held
1. Mr. Rakesh Ashok Markhedkar	Chairman & Managing Director	8	8
2. Mr. Avinash Ashok Markhedkar	Whole-time Director	8	8
3. Mr. Nakul Markhedkar	Whole-time Director	8	8
4. Ms. Priti Paras Savla	Independent Director	8	8
5. Mr. Rakesh Kumar Sharma	Independent Director	8	8
6. Mr. Arun Bhagwan Unhale	Independent Director	8	8

The date of meetings of the Board that each Director attended is provided in the Report on Corporate Governance, appended to, and forming part of, this Report. b. Directors RESPONSIBILITY STATEMENT:

In terms of Section 134(3)(C) of the Companies Act,

2013, in relation to the audited financial statements of the Company for the year ended March 31, 2026, the Board of Directors hereby confirms a) in the preparation of the annual accounts, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same; b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 of the Company for the year ended on that date; c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) the Directors have prepared the annual accounts on a "going concern basis". e) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and 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.

25. AUDITORS:

(a) STATUTORY AUDITORS

In the Annual General Meeting for the F.Y 2023-24 held on 26^th August, 2024, M/s. Walker Chandiok & Co LLP, Chartered Accountants (FRN-001076N/ N500013) were re-appointed as the Statutory Auditors of the Company to hold office for a term of 5 (Five) years from the conclusion of the Annual General Meeting till the conclusion of the Annual

General Meeting to be held for the financial year 2028-29.

EXPLANATION OR COMMENTS ON

QUALIFICATIONS, RESERVATION OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE

STATUTORY AUDITOR IN THEIR REPORT.

The Auditors Report does not contain any qualification, reservation, adverse remark or disclaimer. The Notes to Financial Statements referred to in the Auditors Report are self-explanatory and do not call for any further comments.

Pursuant to the circular dated January 7, 2026 issued by the National Financial Reporting Authority, the Company has adopted a Framework for Effective Communication between Statutory

Auditors and Those Charged with Governance for the purpose of audit of financial statements of the relevant financial year.

99

(b) INTERNAL AUDITORS

M/s. Shetty & Shetty, Chartered Accountants (Firm Registration No. 140140W), who had been appointed as the Internal Auditors of the Company for a term of five financial years commencing from FY 2021-22, tendered their resignation with effect from February 13, 2026. The resignation was on account of health-related reasons affecting the senior audit professional leading the engagement, which impacted the

s ability to commence and complete the firm internal audit assignments within the envisaged timelines.

Consequent to the said resignation and based on the recommendation of the Audit Committee, the Board of Directors appointed RSM Astute Consulting Private Limited as the Internal

Auditors of the Company to fill the casual vacancy. The appointment is effective from

January 01, 2026 and shall continue up to March 31, 2029, subject to the applicable provisions of the Companies Act, 2013.

Prior to the appointment, RSM Astute Consulting Private Limited confirmed its eligibility, independence and consent to act as the Internal Auditors of the Company in accordance with the applicable provisions of the Companies Act, 2013.

EXPLANATION OR COMMENTS ON

QUALIFICATIONS, RESERVATION OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE INTERNAL AUDITOR IN THEIR REPORT:

The Internal Auditors Report does not contain any qualification, reservation, adverse remark or disclaimer.

(c) SECRETARIAL AUDITOR

M/s. Geeta Canabar & Associates (M. No. 8702),

Company Secretaries in practice, have been appointed as the Secretarial Auditor of the Company for a period of 5 consecutive years, commencing from FY 2025-26 to FY 2029-30, at the Annual General Meeting held on August 25,

2025, based on the recommendations of the

Audit Committee and the approval of the Board of Directors.

The Secretarial Audit Report for the financial year ended March 31, 2026 is annexed and marked as "Annexure A" to this Report.

EXPLANATION OR COMMENTS ON

QUALIFICATIONS, RESERVATION OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE SECRETARIAL AUDITOR IN THEIR REPORT:

The Secretarial Audit Report confirms that the

Company has complied with the provisions of the Act, Rules, Regulations and Guidelines and that there were no deviations or non-compliances. However the Secretarial Auditor of the Company have made the following observation in their report:

During the financial year, there was a delay of one day in filing the disclosure of a Related Party

Transaction for the half year ended September

30, 2025 under the provisions of the SEBI (Listing

Obligations and Disclosure Requirements) Regulations, 2015. DIRECTORS RESPONSE:

The Board noted the delay in compliance and further noted that the applicable penalty was duly paid by the Company on April 16, 2026. The delay was inadvertent and isolated in nature. The Company has since strengthened its internal compliance monitoring and review mechanisms to enhance regulatory oversight and ensure timely statutory disclosures going forward.

(d) COST AUDITOR

The Company has voluntarily appointed M/s. R.R,

Ahirwar & Associates, Cost Accountants (Firm

Registration No. 103745), as the Cost Auditor of the Company for conducting the audit of the cost records of the Company for the financial year 2025-2026.

Further, in accordance with 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 cost records.

26. REPORTING OF FRAUD:

The Auditors of the Company have not reported any fraud as specified under Section 143(12) of the

Companies Act, 2013. Further, no case of Fraud has been reported to the Management from any other sources.

27. CORPORATE GOVERNANCE:

Pursuant to Regulation 34 of the SEBI Listing

Regulations, Report on Corporate Governance along with the certificate from a Practicing Company

Secretary certifying compliance with conditions of Corporate Governance is attached as "Annexure D" to this Report.

28. COMMITTEES:

1. AUDIT COMMITTEE:

The Company constituted Audit Committee in compliance with the requirements of the Regulation 18 of the

SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 177 of the Companies Act,

2013.

Composition:

Name of Directors	Nature of Directorship	Designation in Committee
Ms. Priti Paras Savla	Independent Director	Chairperson
Mr. Rakesh Kumar Sharma	Independent Director	Member
Mr. Nakul Markhedkar	Whole Time Director	Member
The attendance of members of the Audit Committee is as under:
Name of Directors	No. of Meetings attended	Total Meetings Held
Ms. Priti Paras Savla	7	7
Mr. Rakesh Kumar Sharma	7	7
Mr. Nakul Markhedkar	7	7

2. NOMINATION AND REMUNERATION COMMITTEE:

The Company constituted Nomination and Remuneration Committee in compliance with the requirements of the Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and section

178 of Companies Act, 2013.

Composition:

Name of Directors	Nature of Directorship	Designation in Committee
Mr. Rakesh Kumar Sharma	Independent Director	Chairman
Ms. Priti Paras Savla	Independent Director	Member
Mr. Arun Bhagwan Unhale	Independent Director	Member

The attendance of members of the Nomination and Remuneration Committee is as under:

Name of Directors	No. of Meetings attended	Total Meetings Held
Mr. Rakesh Kumar Sharma	3	3
Ms. Priti Paras Savla	3	3
Mr. Arun Bhagwan Unhale	3	3

3. RISK MANAGEMENT COMMITTEE:

The Board of Directors decided to voluntarily constitute Risk Management Committee in accordance with SEBI

(Listing Obligations and Disclosure Requirements) Regulations, 2015.

Composition:

Name of Directors	Nature of Directorship	Designation in Committee
Mr. Nakul Markhedkar	Whole Time Director	Chairman
Mr. Rakesh Ashok Markhedkar	Chairman and Managing Director	Member
Mr. Rakesh Kumar Sharma	Independent Director	Member

The attendance of members of the Risk Management Committee is as under:

Name of Directors	No. of Meetings attended	Total Meetings Held
Mr. Nakul Markhedkar	2	2
Mr. Rakesh Ashok Markhedkar	2	2
Mr. Rakesh Kumar Sharma	2	2

4. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

The Company has reconstituted its Corporate Social Responsibility Committee in accordance with section 135 of Companies Act, 2013. The Details of reconstituted Corporate Social Responsibility Committee are given herein below:

Composition:

Name of Directors	Nature of Directorship	Designation in Committee
Mr. Avinash Ashok Markhedkar	Whole Time Director	Chairman
Mr. Arun Bhagwan Unhale	Independent Director	Member
Mr. Rakesh Ashok Markhedkar	Chairman and Managing Director	Member

The attendance of members of the Corporate Social Responsibility Committee are as under:

Name of Directors	No. of Meetings attended	Total Meetings Held
Mr. Avinash Ashok Markhedkar	1	1
Mr. Rakesh Ashok Markhedkar	1	1
Mr. Arun Bhagwan Unhale	1	1

5. STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Company formulated Stakeholders Relationship Committee in compliance with the with the requirements of the Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 pursuant to the provisions of Section 178 of the Companies Act, 2013.

Composition:

Name of Directors	Nature of Directorship	Designation in Committee
Mr. Arun Bhagwan Unhale	Independent Director	Chairman
Mr. Rakesh Ashok Markhedkar	Chairman and Managing Director	Member
Mr. Nakul Markhedkar	Whole Time Director	Member

The attendance of members of the Stakeholders Relationship Committee is as under:

Name of Directors	No. of Meetings attended	Total Meetings Held
Mr. Arun Bhagwan Unhale	2	2
Mr. Nakul Markhedkar	2	2
Mr. Rakesh Ashok Markhedkar	2	2

6. CORPORATE AFFAIRS COMMITTEE:

The Company formulated the Corporate Affairs Committee pursuant to provisions of section 179 and other applicable provisions of Companies Act, 2013.

Composition:

Name of Directors	Nature of Directorship	Designation in Committee
Mr. Rakesh Ashok Markhedkar	Chairman and Managing Director	Chairman
Mr. Avinash Ashok Markhedkar	Whole Time Director	Member
Mr. Nakul Markhedkar	Whole Time Director	Member
The attendance of members of the Corporate Affairs Committee is as under:
Name of Directors	No. of Meetings attended	Total Meetings Held
Mr. Rakesh Ashok Markhedkar	19	19
Mr. Avinash Ashok Markhedkar	19	19
Mr. Nakul Markhedkar	19	19

7. INITIAL PUBLIC OFFERING COMMITTEE:

The Company has formulated the Initial Public Offering Committee to undertake an initial public offer of the equity shares of the Company. The Details of Initial Public Offering Committee are given herein below:

Composition:

Name of Directors	Nature of Directorship	Designation in Committee
Mr. Rakesh Ashok Markhedkar	Chairman and Managing Director	Chairman
Mr. Avinash Ashok Markhedkar	Whole Time Director	Member
Mr. Arun Bhagwan Unhale	Independent Director	Member
The attendance of members of the Initial Public Offering Committee is as under:
Name of Directors	No. of Meetings attended	Total Meetings Held
Mr. Rakesh Ashok Markhedkar	7	7
Mr. Avinash Ashok Markhedkar	7	7
Mr. Arun Bhagwan Unhale	7	7

During the year, all recommendations of the

Board Committees, which were mandatorily required, were accepted by the Board. Details of the meetings and terms of reference of the

Board Committees are provided in the Corporate

Governance Report forming part of this Annual Report. The composition and terms of reference of the Board Committees are in compliance with the applicable provisions of the Companies

Act, 2013 and the SEBI (Listing Obligations and

Disclosure Requirements) Regulations, 2015.

29. INDEPENDENT DIRECTORS MEETING:

As required under Clause VII (1) of Schedule IV to the Companies Act 2013, a meeting of the Independent Directors held without the presence of Non-Independent Directors and members of the management, thereby ensuring a free and impartial environment for the Independent Directors to discuss matters pertaining to the overall functioning and performance of the Board, as well as to evaluate the quality, quantity, and timeliness of information received from the management.

Sr. No. of Date of Independent Director Meeting Meeting

1.	August 18, 2025
2.	February 13, 2026

30. VIGIL MECHANISM/WHISTLE-BLOWER POLICY:

YourCompanybelievesinpromotingafair,transparent, ethical and professional work environment. The

Board of Directors of the Company pursuant to the provisions of Section 177 of the Companies Act, 2013 and Regulation 22 of Securities and Exchange

Board of India (Listing Obligations and Disclosure

Requirements) Regulations, 2015, has framed "Vigil Mechanism" for Directors and employees of the Company for reporting the genuine concerns or grievances or cases of actual or suspected, fraud or violation of the Companys code of conduct and ethics policy.

The Whistle-blower Policy is available on the

Companys website and can be accessed at https:// www.vikrangroup.com/investors-relation/financials.

31. INSIDER TRADING PREVENTION AND COMPLIANCE:

The Board of Directors has duly adopted a comprehensive Code of Conduct for Prevention of Insider Trading in accordance with the provisions of the SEBI (Prohibition of Insider Trading) Regulations,

2015. This Code outlines the framework for regulating, monitoring, and reporting trading in securities of the Company by individuals who may have access to Unpublished Price Sensitive Information (UPSI).

The Code is applicable to all Directors, members of the senior management team, and other designated employees who are likely to have access to UPSI in the normal course of business. It aims to ensure that such individuals adhere to the highest standards of transparency and integrity, and do not engage in trading activities that could potentially misuse such sensitive information.

The Code has been published and is accessible to all stakeholders on the Companys official website at: https://www.vikrangroup.com/investors-relation/ financials.

During the year under review, the Company has maintained strict compliance with the Code. No instances of violations were reported, and all persons covered under the Code have confirmed adherence to its provisions, thereby reinforcing the Companys commitment to ethical corporate governance and regulatory compliance.

32. STRUCTURED DIGITAL DATABASE COMPLIANCE

(PURSUANT TO SECURITIES AND EXCHANGE BOARD

OF INDIA (PROHIBITION OF INSIDER TRADING)

REGULATIONS, 2015):

The Company has established a robust framework for the identification, handling and preservation of Unpublished Price Sensitive Information ("UPSI") in accordance with the provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015.

Pursuant to Regulation 3(5) and Regulation 3(6) of the SEBI (Prohibition of Insider Trading) Regulations,

2015, the Company maintains a Structured Digital Database ("SDD") through an internally implemented software solution. The system enables the recording and monitoring of the sharing of UPSI on a need-to-know basis, along with the details of persons with whom such information is shared, thereby ensuring appropriate audit trails and regulatory compliance.

The Company confirms that the Structured Digital Database was maintained throughout the financial year in accordance with the applicable provisions of the SEBI (Prohibition of Insider Trading) Regulations,

2015 and that adequate internal controls and processes are in place to safeguard UPSI and prevent insider trading.

33. CODE OF CONDUCT:

The Company is committed to maintaining the highest standards of ethical business practices, integrity and corporate governance. To uphold these principles, the Company has adopted a Code of Conduct applicable to the Directors and Senior Management Personnel, which provides the framework for ethical conduct, regulatory compliance and responsible decision-making across the organisation.

The Code of Conduct is available on the Companys website, and a detailed overview of its implementation forms part of the Corporate Governance Report forming part of this Annual Report.

34. MATERIAL DEVIATIONS IN UTILISATION OF FUNDS:

There has been no deviation or variation in the utilization of proceeds from the objects stated in the offer document.

35. THE SEXUAL HARASSMENT OF WOMEN AT

WORKPLACE (PREVENTION AND REDRESSAL) ACT,

2013:

In accordance with the requirements of the Sexual

Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (POSH Act) and the

Rules made thereunder, the Company has in place a policy which mandates no tolerance against any conduct amounting to sexual harassment of women at workplace. The Company has constituted Internal Complaints Committee(s) (ICCs) to redress and resolve any complaints arising under the POSH Act.

Particulars	Cases
No. of Sexual Harassment Complaints	Nil
Received
No. of Complaints Disposed of	Nil
No. of Cases pending for more than 90	Nil
Days

36. MATERNITY BENEFITS AS PER MATERNITY BENEFIT

ACT, 1961:

In compliance with the provisions of the Maternity

Benefit Act, 1961 and the Rules framed thereunder, the Company has implemented a comprehensive

Maternity Benefit Policy. This policy outlines employee entitlements related to maternity leave, salary, benefits, and other associated provisions and the Company has duly complied with the same during the period under review. The Company confirms that all eligible women employees received the required benefits, including paid leave, continued salary and service, and post-maternity support like nursing breaks and flexible work options.

37. PARTICULARS OF EMPLOYEES:

The particulars of remuneration to Directors and employees and other related information required to be disclosed under Section 197 (12) and sub rule 1 of rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the Companies Act, 2013 and the Rules made thereunder are given in "Annexure C" 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 Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this Report. In terms of Section 136 of the Companies Act, 2013, the Annual Report is being sent to the Members excluding the aforesaid statement. Any Member interested in obtaining a copy of the same may write to the Company Secretary at companysecretary@ vikrangroup.com.

38. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

(a) Conservation of Energy

(i) the steps taken or impact on conservation of energy	The provisions relating to conservation of energy under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the
(ii) the steps taken by the Company for utilizing alternate sources of energy	Companies (Accounts) Rules, 2014 are not materially applicable to the nature of the Companys operations. Nevertheless, the Company remains committed to the efficient utilisation of energy resources and continues to adopt measures for the optimum use
(iii) the capital investment on energy conservation equipment	of electricity and other utilities across its operations. During the financial year under review, no capital investment was incurred towards energy conservation initiatives.

(b) Technology Absorption

(i) the efforts made towards technology absorption (ii) the benefits derived like product improvement, cost reduction, product development or import substitution	Considering the nature of the Companys business, there were no significant activities relating to technology absorption requiring
(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the - financial year)	disclosure under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014. During
(a) the details of technology imported	the financial year ended March 31, 2026, the
(b) the year of import	Company did not import any technology and no expenditure was incurred on research and development activities.
(c) whether the technology been fully absorbed
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof
(iv) the expenditure incurred on Research and Development

(c) FOREIGN EXCHANGE EARNINGS AND OUTGO

There was no foreign exchange inflow & outflow during the financial year under review.

39. ANNUAL RETURN:

Pursuant to Section 92(3) of the Companies Act, 2013 and read with Section 134(3)(a) and Rule 12(1) of the Companies (Management and Administration) Rules,

2014, Annual Return in MGT 7 for the FY 2025-26 can be accessed at our website - https://www.vikrangroup. com/investors-relation/financials

40. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE IF ANY:

During the financial year under review, there are no material orders passed by the Regulators or Courts or Tribunals Impacting the going concern status and Companys operations in future.

41. DISCLOSURE UNDER SECTION 54(1)(d) OF THE

COMPANIES ACT, 2013:

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

42. GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following matters as there were no transactions on these matters during the year under review: i. There has been no change in the nature of business of the Company. ii. There is no proceeding pending under the

Insolvency and Bankruptcy Code, 2016. iii. There was no instance of one-time settlement with any Bank or Financial Institution.

43. EQUITY SHARES WITH DIFFERENTIAL RIGHTS:

The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

44. SECRETARIAL STANDARDS

The Company has complied with the applicable provisions of Secretarial Standards, i.e. SS-1 and SS-2 relating to Meetings of the Board of Directors and General Meetings, respectively, issued by the Company Secretaries of India (ICSI).

45. SEBI COMPLAINTS REDRESS SYSTEM (SCORES):

The investor complaints are processed in a centralized web-based complaints redress system. The salient features of this system are a centralized database of all complaints, online upload of Action Taken Reports (ATRs) by the concerned companies, and online viewing by investors of actions taken on the complaint and its current status. Your Company has been registered on

SCORES and makes every effort complaints received through SCORES or otherwise within the statutory time limit from the receipt of the complaint.

The Company received 3 complaints through the SEBI

Complaints Redress System (SCORES) Portal during FY 2025-26. The Company has duly addressed and resolved all such complaints, and no complaints were pending as at March 31, 2026.

46. ACKNOWLEDGEMENTS AND APPRECIATION:

Your Directors take this opportunity to thank the customers, shareholders, employees, suppliers, bankers, business partners/associates, financial institutions and Central and State Governments for their consistent support and encouragement to the Company.