The Directors of Arrow Greentech Limited present the 33rd Annual Report on the operations of the Company, together with the Audited
Accounts for the year ended 31st March, 2025.

Finanrial Rpciilt .. .....

Indian Accounting Standard

Financial Statement has been prepared in accordance with the Companies ("Indian Accounting Standards") Rules, 2015 (IND AS)
prescribed under Section 133 of the Companies Act, 2013 and other recognised accounting practices and policies to the extent
applicable.

Operations:

Standalone:

The total income from operations including other income for the financial year under review amounted to Rs.20,602 Lacs as compared to
Rs. 13,785 Lacs in the previous year. The Company has earned net profit of Rs 6,184 Lacs (including other comprehensive income) as
compared to Rs.3,922 Lacs in the previous year.

Consolidated:

The total income from operations including other income for the financial year under review amounted to Rs.24,861 Lacs as compared to
Rs. 15,111 Lacs in the previous year. The Company has earned net profit of Rs 6,429 Lacs (including other comprehensive income) as
compared to Rs.3,000 Lacs in the previous year.

Transfer to Reserves

The Board of Directors has not recommended transfer of any amount of profit to reserves during the year under review. Hence, the entire
amount of profit for the year under review has been carried to the Profit and Loss account.

Business outlook and future prospects:

Business outlook and future prospects of the Company is discussed in detail in Management Discussion and Analysis Report attached
herewith.

Dividend

Your Directors have recommended a Dividend of 40% on 1,50,87,938 Equity Shares of the face value of Rs. 10/- i.e. Rs.4 /- per equity
share for the financial year ended 31st March 2025 subject to the approval of the shareholders at the ensuing Annual General Meeting of
the Company. The dividend would be payable to all those Shareholders whose names appear in the Register of Members as on the Book
Closure Date.

Public 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.

Conservation of Energy, Technology absorption and Foreign Exchange earnings and outgo:

(a) Conservation of Energy and Technology Absorption

(i) The Company has paid special attention to the conservation of energy as a matter of principal and policy. This has been
reflected in the selection of equipment at the project stage. The cost of power has kept to the minimum by optimum operation.
Regular preventive maintenance has helped to operate unit efficiently.

(ii) Additional investment and proposals, if any, are being implemented for reduction of Conservation of Energy.

(iii) Impact of the measures at (i) and (ii) above for reduction of energy consumption and consequent impact on the cost of
production of goods is not ascertainable.

(b) Foreign Exchange earning and outgo

Foreign Exchange earnings - Rs.610 Lakhs (previous year Rs. 1494 Lakhs)

Foreign Exchange outgo - Rs.1461 Lakhs (previous year Rs. 2531 Lakhs)

Auditors And Auditors’ Report

Statutory Auditors

Members of the Company at the AGM held on September 29, 2021, approved the re-appointment of M/s. Haribhakti & Co. LLP, as the
statutory auditors of the Company to hold office for their second term of 5 (five) years from the conclusion of 29th Annual General Meeting
till the conclusion of 34th Annual General Meeting for the financial year 2025-26. The report of the Statutory Auditor forms part of the
Annual Report.

The notes on financials statement referred to in the Auditor’s report are self explanatory and do not call for further comments. The
auditors report do not contain any qualification, adverse remarks.

Secretarial Auditor:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and in accordance with the requirement of Regulation 24A of the SEBI (LODR),
Regulation, 2015, and subject to approval of shareholders in AGM, the Board of Directors has appointed M/s. Rajendra & Co.,a firm of
Company Secretaries in practice to undertake the Secretarial Audit for a period of five (5) consecutive financial year from FY 2025-26 to
2029-30. The Secretarial Audit Report in Form MR-3 for the said financial year is annexed to this Report as ANNEXURE - I. There is no
other qualification, reservation or adverse remark in their report.

Internal Auditor:

The Company has appointed M/s. J.A. Rajani & Co., Chartered Accountants, Mumbai as its Internal Auditor. The internal Auditor
monitors and evaluates the effectiveness and adequacy of internal control system in the Company, its compliances with operating
systems, accounting procedure and policies at all locations of the Company and reports the same on quarterly basis to the Audit
Committee.

Cost Auditors:

Mr. Dilip M Bathija, Cost Accountants, have conducted audit of Cost Accounting Records in respect of the Financial Year 2024-25 and
report thereon shall be finalized and filed as statutorily provided. The Board on recommendation of the Audit Committee has re¬
appointed Mr. Dilip M Bathija, Cost Accountants for the FY 2025-26 at a remuneration of Rs.80,000 (Rupees Eighty thousand only) plus
applicable taxes and out of pocket expenses has been fixed for the Cost Auditors subject to the ratification of such fees by the
shareholders at the 33rd Annual General Meeting. The Company has maintained cost records as specified under section 148(1) of the
Companies Act, 2013.

Particulars of Loans, Guarantees or Investments:

The company has not given any guarantees covered under the provisions of section 186 of the Companies Act,2013.

The details of the Loans given & investments made by company is given in the notes to the financial statements.

Subsidiaries

As on March 31,2025 there were 4 subsidiaries and 2 step down subsidiary of the Company:

Direct Indian subsidiary:

Arrow Secure Technology Private Limited (WOS of the Company)

Avery Pharmaceuticals Private Limited (WOS of the Company)

LQ Arrow Security Products (India) Private Limited
Direct Foreign subsidiary:

Arrow Green Technologies (UK) Limited (WOS of the Company)

Step down subsidiary:

Advance IP Technologies Limited (Subsidiary of Arrow Green Technologies (UK) Limited)

Advance Secure Products B.V. (Subsidiary of Arrow Green Technologies (UK) Limited)

Pursuant to Section 129(3) of the Act, a statement containing the salient features of the financial statements of each of the subsidiary in
the prescribed form AOC-1 as ANNEXURE II to this Report, the financial statements of the subsidiaries are kept for inspection by the
shareholders at the Registered Office of the Company. The said financial statements of the subsidiaries are also available on the website
of the Company www.arrowgreentech.com under the Investors Section.

A report on the performance and financial position of the each of the subsidiaries in the AOC-1 is annexed to the report and hence not
repeated here for the sake of brevity, under Rule 8 of the Companies (Accounts) Rules, 2014.

The Company has also formulated a Policy for determining material subsidiaries, which is uploaded on the website of the Company i.e.
www.arrowgreentech.com and can be accessed at

http://www.arrowgreentech.com/images/policies/Policy on Material Subsidiaries.pdf
Consolidated Financial Statements

Your Directors have pleasure in attaching the Consolidated Financial Statements pursuant to Section 129(3) of the Act and SEBI Listing
Regulations and prepared in accordance with the Accounting Standards prescribed by the Institute of Chartered Accountants of India, in
this regard.

In accordance with the Section 129(3) of the Act and Accounting Standard (Ind AS 110) on Consolidated Financial Statements, the
audited Consolidated Financial Statements are provided in this Annual Report.

Corporate Governance

Your Company is in compliance with the Corporate Governance guidelines, as laid out in the SEBI Listing Regulations.

As per Regulation 34 (3) read with Schedule V of the SEBI Listing Regulations, a separate section on corporate governance practices,
followed by the Company, together with a certificate from M/s. Haribhakti & Co., LLP, Chartered Accountants, confirming compliance
forms an integral part of this Report.

The annual report of the Company contains a certificate by the Chairman and Managing Director in terms of SEBI Listing Regulations on
the compliance declarations received from the Directors and the Senior Management personnel and a Certificate by M/s. Haribhakti &
Co., LLP, Chartered Accountants, who have examined the requirements of Corporate Governance with reference to SEBI Listing
Regulations and have certified the compliance, as required under SEBI Listing Regulations.

Internal control systems and their adequacy:

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and
authority of the Internal Audit function is defined in the Internal Audit Manual. To maintain its objectivity and independence, the Internal
Audit function reports to the Chairman of the Audit Committee of the Board & to the Chairman & Managing Director.

The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal control system in the Company, its
compliance with operating systems, accounting procedures and policies at all locations of the Company. Based on the report of internal
audit function, process owners undertake corrective action in their respective areas and thereby strengthen the controls. Significant
audit observations and recommendations along with corrective actions thereon are presented to the Audit Committee of the Board.

Internal Financial Controls

The Company has in place adequate internal financial controls with reference to financial statements. During the year, such controls
were tested and the auditor has not identified any material weakness relating to financial reporting

Extract of Annual Return:

The details forming part of the extract of the Annual Return in form MGT-9 is annexed herewith as “ ANNEXURE III”.

SHARE CAPITAL

The Paid up Share Capital as on March 31,2025 was Rs.15.09 crore. During the year under review, the Company has not issued any
shares.

EMPLOYEE STOCK OPTIONS

During the FY 2024-25, the Company implemented a broadbased employee stock ownership program namely ‘Arrow Greentech ESOP
Scheme 2024’ (Scheme) as a strategic initiative aimed at rewarding the employees for their dedicated service. The Scheme aims to
reinforce employees’ commitment, acknowledge their dedication, and align their interests with the long-term success of the Company.

The Board of Directors of the Company, based on the recommendations of the Nomination and Remuneration Committee ("the
Committee" or "NRC") deems it beneficial to extend the Scheme’s benefits to the employees of the Company. This attract the relevant
talent into the Company to drive its growth plans.

Arrow Greentech ESOP Scheme 2024 comprises periodic Grants which may be determined by the Committee from time to time which
shall be based on the factors such as performance of the employee for the past financial years (or for the period of his service),
onboarding incentive for new employees, attracting talent, position and responsibilities of the concerned employee, the nature and
tenure of employee’s services to the Company, the employee’s present and potential contribution to the success of the Company and
such other factors as the Committee deems relevant for accomplishing the purpose of the Scheme..

Accordingly, the Members of the Company at the 32nd Annual General Meeting (AGM) held on September 16, 2024 approved the ‘Arrow
Greentech ESOP Scheme 2024’ to create and grant from time to time, in one or more tranches, not exceeding 2,25,000 (Two Lakhs
Twenty Five Thousand) employee stock options equity shares of face value of INR 10/- (Rupees Ten only) each fully paid-up.

The Board of Directors hereby confirm that there has been no material change in the Scheme as on the date of this report and the
Scheme is in compliance with the applicable provisions of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations,
2021.

Directors and Key Managerial Personnel

Mr. Haresh Mehta (DIN: 00376589), had completed his second and final term as an Independent Director and consequently ceased to
be a Director & Member in the Committees of the Company w.e.f. the close of business hours on March 31,2025. The Board of Directors
and the Management of the Company expressed deep appreciation and gratitude to Mr. Haresh Mehta for his extensive contribution and
stewardship.

The Board, upon the recommendations of the Nomination and Remuneration Committee, at its Meeting held on 8th Febuary 2025,
appointed Mr. Yogesh Gajjar (DIN:10937614) as an Additional (Independent) Director of the Company w.e.f. 8th February 2025.
Necessary resolution for seeking approval of members for their appointment in the said office is approved by shareholders through
Postal Ballot on 28th March 2025.

Pursuant to the provisions of the Companies Act, 2013 and Article of Association of the Company, Mr. Neil Patel , Jt. Managing Director
of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re-appointment.
The Board recommends his appointment.

All the Directors of the Company have confirmed that they are not disqualified from being appointed as directors in terms of Section 164
of the Companies Act, 2013.

Details of the Director seeking appointment at the Annual General Meeting, as required in terms of Regulation 36(3) of the SEBI Listing
Regulations is provided in the Annexure to the Explanatory Statement to the Notice.

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company are Mr. Shilpan Patel, Chairman &
Managing Director, Mr. Neil Patel, Jt. Managing Director, Mr. Hitesh Punglia, Chief Financial Officer and Mrs. Poonam Bansal
Company Secretary. The Remuneration and other details of Key Managerial Personnel for the financial year ended March 31,2025 are
mentioned in the Extract of the Annual Return which is attached to the Board’s Report.

Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and SEBI (LODR) Regulation 2015, the Board has carried out an evaluation of its
own performance, the directors individually as well as the evaluation of the working of its Audit, Appointment & Remuneration
Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.

Meetings

During the year four Board Meetings and four Audit Committee Meetings were convened and held. The details of which are given in the
Corporate Governance Report. The intervening gap between the Meetings was within the period prescribed under the Companies Act,
2013.

Further, a separate Meeting of the Independent Directors of the Company was also held on 8th February, 2025, where at the prescribed
items enumerated under Schedule IV to the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, were discussed.

Audit Committee

An Audit Committee is in existence in accordance with the provisions of Section 177 of the Companies Act, 2013. Kindly refer to the
section on Corporate Governance, under the head, ‘Audit Committee’ for matters relating to constitution, meetings and functions of the
Committee.

Vigil Mechanism / Whistle Blower Policy:

In compliance with provisions of section 177(9) and (10) of the Companies Act, 2013 read with Regulation 22 of the Listing Regulations,
your Company has adopted whistle blower policy for Directors and employees to report genuine concerns to the management of the
Company. The whistle blower policy of the Company is posted on the website of the Company and may be accessed on the Company’s
website at the link: http://www.arrowgreentech.com/images/policies/Whistle%20Blower%20Policy.pdf

Nomination and Remuneration Committee

A Nomination and Remuneration Committee is in existence in accordance with the provisions of subsection (3) of Section 178 of the
Companies Act, 2013. Kindly refer to the section on Corporate Governance, under the head, ‘Nomination and Remuneration Committee’
for matters relating to constitution, meetings, functions of the Committee.

Nomination and Remuneration Policy

The Nomination and Remuneration Policy recommended by the Nomination and Remuneration Committee is duly approved by the
Board of Directors of the Company and the Remuneration Policy of the Company may be accessed on the Company’s website at the
link:

http://www.arrowgreentech.com/images/policies/nomination-remuneration-policy.pdf
Corporate Social Responsibility Initiatives

The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiatives undertaken by the Company
during the year are set out in ANNEXURE IV of this report as per the format prescribed in Companies (Corporate Social Responsibility
Policy) Rules, 2014.

The CSR Policy may be accessed on the Company’s website at the link:
http://www.arrowgreentech.com/images/policies/CSR Policy.pdf

Related Party Transactions:

All related party transactions that were entered into during the financial year were on arm’s length basis and were in the ordinary course
of the business. There are no materially significant related party transactions made by the company with Promoters, Key Managerial
Personnel or other designated persons which may have potential conflict with interest of the company at large.

Particulars of Employees and related disclosures

The information required pursuant to Section 197 read with Rule 5 of The Companies (Appointment and remuneration of Managerial
Personnel) Rules, 2014 in respect of employees of the Company, will be provided upon request. In terms of Section 136 of the Act, the
Report and Financial Statement are being sent to the Members and others entitled thereto, excluding the information on employees’
particulars which is available for inspection by the Members at the Registered Office of the Company during business hours on working
days of the Company upto the date of the ensuing Annual General Meeting. If any Member is interested in obtaining a copy thereof, such
Member may write to the Company Secretary in this regard.

Risk management policy

Pursuant to the requirement of Section 134 (3) (n) of the Act, the Company has in place a structured risk management policy. The Risk
management process is designed to safeguard the organisation from various risks through adequate and timely actions. It is designed to
anticipate, evaluate and mitigate risks in order to minimize its impact on the business.

Directors’ Responsibility Statement

In terms of Section 134 (5) of the Companies Act, 2013, the directors would like to state that:

i) in the preparation of the annual accounts, the applicable Accounting Standards had been followed along with proper explanation
relating to material departures;

ii) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are
responsible and prudent so as to give a true and fair view of the state of affairs of the Company for the financial year ended on 31st
March, 2025 and of the profit/loss of the Company for the period under review;

iii) the directors had taken proper and sufficient care of 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;

iv) the annual accounts/financial statement have been prepared on a ‘going concern’ basis.

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

vi) The directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system were
adequate and operating effectively.

Industrial Relations:

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

General

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these
items during the year under review:

1. No material changes and commitments affecting the financial position of the Company occurred between the end of the financial
year to which this financial statements relate on the date of this report.

2. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and
Company’s operations in future.

3. Your Directors further state that during the year under review, there were no cases filed pursuant to the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Acknowledgements:

Your Directors would like to express their grateful appreciation for the assistance and co-operation received from the Financial
Institution, Banks, Government Authorities, Vendors and Shareholders and all organizations connected with its business during the year
under review. Your Directors also wish to place a record their deep sense of appreciation for the committed services of Executives, Staff
and Workers of the Company.

For and on behalf of the Board of Directors
Shilpan P Patel

^{place: Mumbai} Chairman & Managing Director

Date:17th May 2025 DIN:00341068