Vinyas Innovative Technologies Ltd Directors Report

To,

The Members,

Vinyas Innovative Technologies Limited

The Directors have pleasure in presenting the Twenty Fifth Annual Report on the business and operations of your Company along with the audited financial statements, for the financial year ended 31 March, 2026.

1. FINANCIAL HIGHLIGHTS

The financial results for the year ended 31 March, 2026 at Consolidated level is as under:

Particulars	For the year ended 31 March, 2026	For the year ended 31 March, 2025	For the year ended 31 March, 2026	For the year ended 31 March, 2025
Revenue from operations	51,432.37	39,663.56	51,432.37
Other Income	367.23	351.56	367.23
Total Income	51,799.61	40,015.12	51,799.61
Less: Total Expenses	47,585.38	37,482.17	47,585.38
Profit / (Loss) before tax and Exceptional Item	4,214.22	2,532.95	4,214.22
Exceptional Item	-	-	-
Profit/ (Loss) Before Tax	4,214.22	2,532.95	4,214.22
Less: Provision for Taxation				Not Applicable
a) Current Tax	1,060.64	651.72	1,060.64
b) Tax for earlier years	71.51	(95.65)	71.51
c) Deferred Tax	(4.75)	34.55	(4.75)
Profit / (Loss) after tax	3,086.83	1,942.32	3,086.83
Earnings Per Share (EPS)
Basic	24.53	15.43	24.53
Diluted	24.36	15.43	24.36

2. BUSINESS OPERATION AND REVIEW

The key aspects of your Companys performance during the financial year 2025-26 are as follows:

A. Revenue:

Total revenue of your Company for FY 2025-26 stood at Rs.51,432.37 Lakhs as against Rs.39,663.40 Lakhs for FY 2024- 25 marking an increase of 29.67%. This revenue growth was contributed by increase in Order inflow and timely execution of the same

B. Operating and Administrative Expenses:

Operating and administrative expenses (comprising of cost of material consumed, employee cost and other administrative expenses) during FY 2025-26 were Rs.47,585.38 Lakhs, an increase of 26.95% over the previous yearfigureof Rs.37,482.17 Lakhs.

C. Depreciation and Amortization Expenses:

Depreciation and amortization expenses during FY 2025- 26 were Rs.703.61 Lakhs, an increase of 24.21% over the previous years figure of Rs.566.49 Lakhs, mainly on account of addition to Plant Sd machinery.

D. Finance Cost:

Finance costs increased by 16.65 % in FY 2025-26 ( Rs.1,559.16 Lakhs as against Rs.1336.58 Lakhs in FY 2024-25).

The Company operates only in one business segment i.e. manufacture, sale and service of electronics PCBA for various sectors, and hence does not have any reportable segment as per Indian Accounting Standard 108 operating segments,

Your Company achieved a consolidated total income of Rs. 51,799.61 Lakh during the current year as against Rs.40,015.12 lakhs in the corresponding financial year ended 31 March, 2025. EBITDA for the year stood at Rs.6476.99 lakhs compared to Rs 4436.02 lakhs for the previous corresponding year. The Profit after exceptional item and before tax for the period stood at Rs 4,214.22 lakhs as against Rs 2,532.95 lakhs during the corresponding year. Net Profit for the year stood at Rs 3,086.83 Lakhs in the current financial year compared to Rs 1,942.32 lakhs in the previous year.

3. RESERVE & SURPLUS:

The Board of Directors have decided to retain the entire amount of profit under Retained Earnings. Accordingly, your Company has not transferred any amountto General Reserves for the year ended 31 March, 2026.

4. CHANGE IN THE NATURE OF BUSINESS:

The Company did not commence any new business nor discontinued/sold or disposed of any of its existing businesses and also did not hive off any segment or division during the year. Also, there has been no change in the nature of business carried on by the Companys associate during the year under review.

5. MATERIAL CHANGES AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There have been no material changes and commitments affecting the financial position of the company, which have occurred between the end of the financial year and up to the date of the report.

6. DIVIDEND:

The Board does not recommend any dividend on the equity shares of the Company for the financial year 2025-2026.

7. DIVIDEND DISTRIBUTION POLICY:

Your Company has in place the Dividend Distribution Policy for the purpose of declaration and payment of dividend in accordance with the provisions of the Companies Act, 2013 (the Act) and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations). The Dividend Distribution Policy is available on the website of the Company at https://vinvasit.com/

8. SHARE CAPITAL OF THE COMPANY:

A. Authorized Share Capital

The authorized share capital of the Company as on 31 March, 2026 is 15,00,00,000 (Rupees Fifteen Crore Only) divided into 1,50,00,000 (One crore fifty lakh) Equity Shares of Rs.10/- (Rupees Ten only) each.

B. Paid-up Share Capital

The paid-up Equity share capital of the Company as on 31 March, 2026 is Rs.12,58,47,260 (Twelve Crore fifty-eight lakhs, forty-seven thousand two hundred sixty only) divided into 1,25,84,726 (One Crore twenty-five eighty- four thousand seven hundred twenty-six only) equity shares of Rs.10/- (Rupees Ten Only)

9. PREFERENTIAL ALLOTMENT:

a) During the financial year under review, the Company raised funds by way of preferential issue of warrants convertible into equity shares, pursuant to the applicable provisions of Sections 42 and 62(1)(c) of the Companies Act, 2013 read with the rules made thereunder, the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations,2018 (SEBIICDR Regulations), as amended, and other applicable laws.

Pursuant to the approval of the Members of the Company and receipt of the requisite in-principle approval from the National Stock Exchange of India Limited, the Board of Directors of the Company, on 3 September, 2025, allotted 13,64,000 (Thirteen Lakh Sixty-Four Thousand) warrants, convertible into an equivalent number of fully paid-up equity shares of face value of Rs.10/- each, on a preferential basis to persons belonging to the Promoter and Non-Promoter categories.

The Warrants were issued at a price of Rs.1,100/- per Warrant, including a premium of Rs.1,090/- per Warrant, aggregating to an issue size of Rs.150.04 Crore.

Each Warrant carries a right to subscribe to one fully paid- up equity share of the Company of face value of Rs.10/- each upon payment of the balance consideration, as applicable, and exercise of the option by the respective Warrant holder within a period of 18 months from the date of allotment, in accordance with the applicable provisions of the SEBI ICDR Regulations.

The proceeds from the preferential issue are intended to be utilised towards the objects approved by the Members of the Company, including working capital requirements, capital expenditure and general corporate purposes, in accordance with the terms of the issue and applicable regulatory requirements.

The utilisation of the proceeds of the preferential issue is being monitored in accordance with the applicable provisions of the SEBI ICDR Regulations and other applicable regulatory requirements. During the year under review, the proceeds received by the Company were utilised towards the stated objects of the issue and there was no deviation or variation in the utilisation of the proceeds from the objects for which the funds were raised.

The Warrants remaining unconverted as at 31 March, 2026 shall continue to be eligible for conversion into Equity Shares upon payment of the balance consideration by the respective Warrant holders and exercise of their conversion rights within the period prescribed under the SEBI ICDR Regulations and the terms of the preferential issue.

10. BONUS ISSUE:

During the year, the Company has not issued any bonus shares.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors of the Company as on 31 March, 2026, comprised of 6 Directors out of which 3 are Executive Directors and 3 are Non-Executive Independent Directors. The composition of the Board of Directors of the Company is in accordance with the provisions of Section 149 of the Companies Act, 2013 and Regulation 17 oftheSEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with an appropriate combination of Executive, Non-Executive and Independent Directors.

The Directors and Key Managerial Personnel of the Company are summarized below:

Sr. No	Name	Designation	DIN/PAN
1	Mr. Narendra Narayanan	Chairman & Managing Director	00396176
2	Mr. Sumukh Narendra	Whole Time Director	08119005
3	Mr. T R Srinivasan	Whole Time Director	00379256
4	Mr. BS Ramakrishna Mudre	Independent Director	10049340
5	Ms. Deepa Prakash	Independent Director	09703921
6	Mr. Pradeep Vithoba Desai	Independent Director	07668334
7	Mr. Amitava Majumdar	Chief Financial Officer	ACWPM1672L
8	Mr. Subodh MR	Company Secretary & Compliance Officer	FCXPS0071K

During the year no directors and Key Managerial Personnel were appointed to the board.

Pursuant to the provisions of Section 152 of the Companies Act, 2013Mr. Sumukh Narendra (DIN: 08119005) will retire by rotation at the Twenty Fifth (25 th ) Annual General Meeting and being eligible, has offered himself for re-appointment.

None of the Directors of the Company are disqualified under Section 164(2) of the Companies Act, 2013.

Key Managerial Personnel (KMP):

In terms of the provisions of Sections 2(51) and 203 of the Companies Act, 2013 (the Act), the following are the KMPs of the Company:

• Mr. Narendra Narayanan, Chairman & Managing Director

• Mr. T R Srinivasan, Whole Time Director

• Mr. Sumukh Narendra, Whole Time Director

• Mr. Amitava Majumdar, Chief Financial Officer

• Mr. Subodh M R, Company Secretary & Compliance Officer

12. DECLARATION BY INDEPENDENT DIRECTORS:

Directors who are independent Directors, have submitted a declaration as required under section 149(7) of the Act that each of them meets the criteria of Independence as provided in sub Section (6) of Section 149 of the Act and under regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time and there has been no change in the circumstances which may affect their status as Independent Director during the year. In the opinion of the Board, the independent directors possess appropriate balance of skills, experience and knowledge, as required.

Further, in terms of Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, Independent Directors of the Company have confirmed that they have registered themselves with the databank maintained by the Indian Institute of Corporate Affairs (IICA).

13. DETAILS OF MEETINGS OF BOARD OF DIRECTORS:

A. Board of Directors:

During the financial year 2025-26, 6(Six) Meetings of the Board of Directors were held on 29-05-2025, 30-06-2025, 02-09-2025. 03-09-2025,05-11-2025, 05-02-2026.

The details of meetings attended by the Directors are as follows:

SI. No.	Name of the Director	Number of Board Meeting attended
1	Narendra Narayanan	6
2	Sumukh Narendra	6
3	T R Srinivasan	6
4	BS Ramakrishna Mudre	6
5	Deepa Prakash	6
6	Pradeep V Desai	6

B. Audit Committee of Board of Directors:

Asa measure of good Corporate Governanceand to provide assistance to the Board of Directors in overseeing the Boards responsibilities, an Audit Committee was formed as a sub-committee of the Board. The Committee is in line with the requirements of Section 177 of the Companies Act,2013and Regulation 18oftheSEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.

The terms of reference of the Audit Committee covers all matters specified in Part C of Schedule II of Regulation 18 (3) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 and also those specified in Section 177 of the Companies Act, 2013.

The composition and attendance of the members for the Audit Committee Meetings held during the year are as follows:

SL No	Name of Director	No of meeting Attended
1	BS Ramakrishna Mudre	4
2	PradeepVDesai	4
3	Sumukh Narendra	4

The Meetings of Audit Committee were held on 29-05- 2025, 02-09-2025, 05-11-2025, 05-02-2026.

C. Nomination and Remuneration Committee:

In compliance with Regulation 19 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Section 178 of the Companies Act, 2013, the Board has constituted the Nomination and Remuneration Committee.

The composition of the Nomination & Remuneration Committee &attendance in the meetings for the financial year 2025-26 was as follows:

SL No	Name of Director	No of meeting Attended
1	Pradeep V Desai	1
2	BS Ramakrishna Mudre	1
3	Deepa Prakash	1

The Meetings of Nomination & Remuneration Committee were held on 02-09-2026.

D. Stakeholders Relationship Committee

In compliance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 20 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Board has constituted the Stakeholders Relationship Committee

The Stakeholders Relationship Committee has been formed for the effective redressal of the investors complaints and reporting of the same to the Board periodically.

The Stakeholders Relationship Committee meeting was held on 29-05-2025 during the year. The details of attendance of the Committee Members in the meeting are given below:

SL No	Name of Director	No of meeting Attended
1	Pradeep V Desai	1
2	BS Ramakrishna Mudre	1
3	T R Srinivasan	1

E. Corporate Social Responsibility Committee:

In compliance with the provisions of Section 135 of the Companies Act, 2013, the Board has constituted Corporate Social Responsibility (CSR) Committee.

The details of attendance of the Committee Members in the meeting are given below:

SL No	Name of Director	No of meeting Attended
1	Deepa Prakash	2
2	BS Ramakrishna Mudre	2
3	Narendra Narayanan	2

The Meetings of Corporate Social Responsibility Committee were held on 02-09-2025 & 09-03-2026.

14. EVALUATION OF BOARD:

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 read with Part D of Schedule II to the Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the Directors individually as well as the evaluation of the working of its Committees, on the basis of attendance, contribution towards development of the Business and various other criteria as recommended by the Nomination and Remuneration Committees, experience and expertise, performance of specific duties and obligations etc. were carried out. The Directors expressed their satisfaction with the evaluation process and outcome.

In a separate meeting of Independent Directors, the performances of Executive a nd Non - Executive Directors were evaluated in terms of their contribution towards the growth and development of the Company. The achievements of the targeted goals were evaluated, the outcome of which was satisfactory for all the Directors of the Company.

15. VIGIL MECHANISM:

Your Company has formulated and published a Whistle Blower Policy to provide a mechanism (Vigil Mechanism) for employees including directors of the Company to report genuine concerns. The provisions of this policy are in line with the provisions of the Section 177 (9) of the Act. The Whistle Blower Policy (Vigil Mechanism) is uploaded on the Company web link: https://vinvasit.eom/wp-content/uploads/2023/10/8. Viail-Mechanism.pdf .

16. COMPANYS POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES:

Your Company has formulated and published The Nomination & Remuneration Policy for Directors, key Managerial Personnel and Senior Management The provisions of this policy are in line with the provisions of Section 178(1) of the Act. The Policy is uploaded on the website of the company. The web link is https://vinvasit.eom/wp-content/uploads/2023/10/6. Nomination-and-Remuneration-Policv.pdf .

17. DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the requirements under Section 134, sub-section

3(c) and sub-section 5 of the Companies Act, 2013, the Board of

Directors, to the best of their knowledge and ability, state and confirm that:

a. In the preparation of the annual accounts, the applicable Accounting Standards have been followed, along with proper explanation relating to material departures;

b. Such Accounting Policies have been selected and applied consistently and judgements and estimates have been made that are reasonable and prudent to give a true and fair view of the Companys state of affairs as on 31 March, 2026 and of the Companys profit or loss for the year ended on that date.

c. Proper and sufficient care has been taken for the maintenance of adequate accounting records, in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d. The annual financial statements have been prepared on a Going Concern Basis.

e. Internal financial controls have been laid down to be followed by the company and that such internal financial controls were adequate and operating effectively.

f. Proper systems were devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

18. ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The Company has in place adequate internal financial controls with reference to financial statement across the organization. The same is subject to review periodically by the internal audit for its effectiveness. During the financial year, such controls were tested and no reportable material weaknesses in the design or operations were observed. The Statutory Auditors of the Company also test the effectiveness of Internal Financia I Controls in accordance with the requisite standards prescribed by ICAI. Their expressed opinion forms part of the Independent Auditors report.

Internal Financial Controls are an integrated part of the risk management process, addressing financial and financial reporting risks. The internal financial controls have been documented, digitized and embedded in the business processes.

Assurance on the effectiveness of internal financial controls is obtained through management reviews, control self- assessment, continuous monitoring by functional experts. We believe that these systems provide reasonable assurance that our internal financial controls are designed effectively and are operating as intended. During the year, no reportable material weakness was observed.

19. SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANY:

SI No. Name of Company	SUBSIDIARY/ ASSOCIATE	Holding Percentage
1 Vinyas Technologies Private Limited	SUBSIDIARY	100%
2. Vinyas Innovative Technologies Inc. (USA)	SUBSIDIARY	100%

1. During the year Vinyas Technologies Private Limited, a wholly owned subsidiary of the Company, was incorporated on 6 December 2025 with paid-up equity share capital of Rs.1,00,000. The Company obtained the commencement of business certificate during the year and, accordingly, its financial statements have been consolidated for the financial year ended 31 March 2026 in accordance with the applicable provisions of the Companies Act, 2013 and the Indian Accounting Standards (Ind AS).

2. Vinyas Innovative Technologies Inc., a wholly owned subsidiary was incorporated in the United States of America on 3 February, 2026. As on 31 March 2026, the subsidiary had not commenced business operations nor completed the ODI as per FEMA Regulations. Accordingly, its financial statements have not been consolidated with those of the Company for the financial year ended 31 March 2026.

The Company does not have any associate company as of 31 March 2026.

20. SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS:

During theyear nosignificantand material orders passed by the regulators orcourts or tribunals impacting the going concern status and companys operations in the future.

21. EXTRACT OF ANNUAL RETURN:

The Annual return referred to in sub section (3) of Section 92 of the Companies Act, 2013, for the financial year ended 31.03.2026 will be placed on the website of the company at https://vinvasit.com/ afterconclusion of the ensuing annual general meeting.

22. AUDITORS AND AUDITORS REPORT

A. Statutory Auditor

M/s. P. CHANDRASEKAR LLP, Chartered Accountants, Bangalore (Firm Registration No. 000580S/S200066), were appointed as the statutory auditors of the company for a period of five consecutive years in the Annual General Meeting of the Members held on 19 August, 2023 to hold office from the conclusion of the 22 nd AGM of the Company till the conclusion of 27 th AGM of the Company at a remuneration as mutually agreed upon by the Board of Directors.

B. Secretarial Auditor

Pursuant to Section 204(1) of the Companies Act, 2013 the Company is required to obtain Secretarial Audit Report and the same is given in Annexure V of the Boards Report. Accordingly, the Board, at its meeting held on 29 May, 2025, appointed M/s. A A A&Co, Company Secretaries to conduct the Secretarial audit of the Company for a period of five years commencing from FY 2025-26 till FY 2029-2030.

C. Cost Auditor

Pursuant to Section 148(1) of the Companies Act, 2013 the Company is required to maintain cost records as specified by the Central Government and accordingly such accounts and records are made and maintained.

Pursuant to Section 148(2) of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the Company is also required to get its cost accounting records audited by a Cost Auditor. Accordingly, the Board, at its meeting held on 28 May, 2026, appointed M/s. Mallikarjuna Syamala, Cost Accountant to conduct the audit of the cost accounting records of the Company for FY 2026- 27.

23. AUDITORS REPORT AND SECRETARIAL AUDITORS REPORT

Auditors Report

The Auditors Report for Financial Year 2026 does not contain any qualification, reservation or adverse remark. The Auditors Report is enclosed with the financial statements in this Annual Report.

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

No fraud has been reported by the Auditor under section 143(12) of the Companies Act, 2013 requiring disclosure in the Boards Report.

The auditors certificate for Financial Year ending on 31 st March 2026 does not contain any qualification, reservation or adverse remark except as stated in the report.

Secretarial Auditors Report

The Secretarial Audit Report is annexed as Annexure V and forms an integral part of this Report. The Secretarial Auditor has not expressed any qualifications in their Secretarial Audit Report for the year under review. Pursuant to regulation 24A of the Listing Regulations read with SEBI Circular No. CIR/CFD/ CMD1/27/2019 dated 08 February, 2019, the Annual Secretarial Compliance Report forms part of this Report and is uploaded on the website of the Company.

24. CORPORATE SOCIAL RESPONSIBILITY:

The Annual Report on CSR activities as required to be given under the Act read with Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 has been provided in Annexure-ll.

The Company has adopted its Corporate Social Responsibility Policy (the CSR Policy) in line with the provisions of the Act. The CSR Policy deals with objectives, scope/areas of CSR activities, implementation and monitoring of CSR activities, CSR budget, reporting, disclosures etc. The policy on Corporate Social Responsibility is uploaded on the website of the Company at https://vinvasit.com/ .

25. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186:

During the financial year under review, the Company has not granted any loans, provided any guarantees, or furnished any security in connection with any loan to any person or other body corporate within the meaning of Section 186 of the Companies Act, 2013.

During the year, the Company made an investment by subscribing to 9,999 equity shares of Vinyas Technologies Private Limited, its wholly owned subsidiary, having a face value of Rs.10/- each, aggregating to Rs.99,990. The said investment was made pursuant to the incorporation of the subsidiary and falls within the ambit of Section 186 of the Companies Act, 2013. The investment was made with the objective of promoting the Companys business interests and expanding its operations through the wholly owned subsidiary.

The Company has complied with the applicable provisions of Section 186 of the Companies Act, 2013 in respect of the aforesaid investment.

26. PUBLIC DEPOSIT:

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

27. RISK MANAGEMENT POLICY:

The Board of Directors of the Company have framed a Risk Assessment and Management Policy and are responsible for reviewing the risk management plan and ensuring its effectiveness.

VINYAS INNOVATIVE TECHNOLOGIES LIMITED

The Audit Committee exercises additional oversight in the area of financial risks and controls. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. The policy on Risk Management is uploaded on the website of the Company at https://vinvasit.com/ .

28. RELATED PARTIES TRANSACTIONS

All Related Party Transactions (RPT) that were entered into during the financial year were on an arms length basis and in the ordinary course of business.

The disclosure of material RPT is required to be made under Section 134(3)(h) read with Section 188(2) of the Companies Act, 2013ine-Form A0C2.

Your directors draw your attention to Note No. 33 to the Standalone financial statements, which sets out related party disclosures.

29. INSIDER TRADING REGULATIONS AND CODE OF DISCLOSURE

The Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information and Code of Internal Procedures and Conduct for Regulating, Monitoring and Reporting of Trading by Insiders in accordance with the requirements of the SEBI (Prohibition of Insider Trading) Regulation, 2015 and in view of recent amendments to the SEBI (Prohibition of Insider Trading) 2015 by SEBI (Prohibition of Insider Trading) (Amendment) Regulations, 2018, the Policy on Determination of Legitimate purpose and the Policy on inquiry in case of leak or suspected leak of UPSI are adopted by the Company and are made available on the Website of the Company at https://vinvasit.com/ .

30. MANAGEMENTS DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of this Annual Report as Annexure -1

31. CORPORATE GOVERNANCE REPORT

In accordance with SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, corporate governance provisions are not mandatory for the Company, as it is listed as a Small and Medium-sized Enterprise (SME).

32. GENERAL SHAREHOLDER INFORMATION

A AGM: Day, Date, Time and Venue	Friday, 25 th September 2026,11:30 AM, VC Mode
B Financial Year	2025-26
C Date of Book Closure	31 August, 2026
D Listing on Stock Exchanges	NSE- Emerge
E Scrip Code	VINYAS
F ISIN	INE0OLS01010
G Payment of Listing Fee	The Company confirms that it has paid Annual Listing fees due to the stock exchange for the financial year 2025- 2026
H Market Price Data (High, Low during each month in last financial year 2025-26)	*Table attached below
I Registrar and share transfer agents	Skyline Financial Services Private Limited D-153 A 1st Floor Okhla Industrial Area, Phase -1 New Delhi-110 020.

Market Price Data

Month	Low	High
October- 2025	1096.00	1264.00
November- 2025	1124.00	1350.00
December- 2025	1100.00	1260.05
January- 2026	1030.10	1188.00
February- 2026	974.00	1130.00
March-2026	810.00	1,061.95

Distribution of Shareholding as on 31 March, 2026

Share Nominal Value (7)	Number of Shareholders	% to Total Numbers	Shareholding Amount (7)	% to Total Amount
Up To 5,000	985	58.88	2218610.00	1.76
5001 To 10,000	312	18.65	2444350.00	1.94
10001 To 20,000	136	8.13	2099740.00	1.67
20001 To 30,000	54	3.23	1404800.00	1.12
30001 To 40,000	37	2.21	1342240.00	1.07
40001 To 50,000	19	1.14	889200.00	0.71
50001 To 1,00,000	56	3.35	4197660.00	3.34
1,00,000 and Above	74	4.42	111250660.00	88.40
Total	1673	100.00	125847260.00	100.00

Pattern of Shareholding as on 31 March, 2026

SI. _ No. Category	No. of shares held	Percentage of holding
1 Promoter and promoter group	3699402	29.4
2 Foreign Institutional Investors/ Mutual Funds	6110	0.49
3 Bodies Corporate	1469993	11.68
4 Individual shareholders holding nominal shares Capital up to Rs.2 Lakhs	1286169	10.22
5 Individual Shareholders holding nominal Shares Capital in excess of Rs.2 Lakhs	4784104	38.02
6 Hindu Undivided Family	219010	1.74
7 Trusts	62756	0.50
8 Non-Resident Indians	50180	0.40
9 Any other	1007002	7.55
Total	1,25,84,726	100

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

The company has in place a policy for prevention of sexual harassment in accordance with the requirements of the Sexual Harassment of women at workplace (Prevention, Prohibition & Redressal) Act, 2013. Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The Company did not receive any complaints during the year 2025-26.

a. Number of complaints of sexual harassment received in the year: NIL

b. Number of complaints disposed off during the year: NILand

c. Number of cases pending for more than ninety days: NIL

34. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO: a. Conservation of Energy

The Company remains committed to energy conservation and continues to prioritize initiatives aimed at reducing energy consumption.

Plans are underway to transition all outdoor lighting to solar-powered alternatives, aligning with our longterm sustainability goals. Additionally, the installation of automated on/off systems for emergency lighting has contributed to measurable power savings.

Ongoing assessments are being conducted to identify further opportunities for energy efficiency improvements, reinforcing ourcommitmentto responsible and sustainable energy management.

b. Technology Absorption

i. Efforts, in brief, made towards technology absorption during the year under review: NIL

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

iii. I n case of imported technology (imported during the last 3 years reckoned from the beginning of the financial year), following information may be furnished: Not Applicable

iv. Expenditure incurred on Resea rch and Development: NIL

35. PARTICULARS OF EMPLOYEES:

Pursuant to Section 197 of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the particulars of employees is given in Annexure IV .

The information required under Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in the Annexure forming part of this Report. In terms of the proviso to Section 136 of the Act, the Report and Accounts are being sent to the Members excluding the aforesaid.

36. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

The Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, there were no funds that were required to be transferred to the Investor Education and Protection Fund (IEPF).

37. COMPLIANCE WITH SECRETARIAL STANDARDS

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India on the Board Meetings and General Meetings.

38. DISCLOSURES UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016:

There are no applications made or any proceedings pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year, along with their status as at the end of the financial year.

39. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN

FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:

As Company has not done any one-time settlement during the year under review hence no disclosure is required.

40. 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 committed 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.

41. GENDER-WISE COMPOSITION OF EMPLOYEES:

In alignment with the principles of diversity, equity, and inclusion (DEI), the Company discloses below the gender composition of its workforce as on 31, March, 2026.

Male Employees: 251

Female Employees: 162

Transgender Employees: NIL

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

42. ACKNOWLEDGEMENTS:

The Directors wish to place on record their sincere appreciation for the excellent support received from the Banks and financial institutions during the financial year under review. Your Directors also express their warm appreciation to all employees for their contribution to your Companys performance and for their superior levels of competence, dedication, and commitment to Directors are also grateful to you, the Shareholders, for the confidence you continue to repose in the Company.

	For and on behalf of the Board of Directors
	Narendra Narayanan	T R Srinivasan
Place: Mysuru	Managing Director	Whole Time Director
Date: 28 August, 2026	DIN: 00396176	DIN:00379256