The Directors are pleased to present the 70^th Directors' Report, together with the audited financial statements of the Company
for the financial year ended March 31, 2026.

FINANCIAL RESULTS

Financial results for the year ended March 31, 2026, are in compliance with the Indian Accounting Standards (Ind-AS) as
prescribed under Section 133 of the Companies Act, 2013.

DIVIDEND

The Board of Directors (the "Board”] of your Company have
recommended a final dividend @ 500% i.e. ? 10/- per Equity
Share (face value of ? 2/- each) of the Company for the year
ended March 31, 2026. The total dividend payout, if approved
by members of the Company at ensuing Annual General
Meeting, will be approximately ? 2,560.5 million.

During the financial year 2025-26, a final dividend @ 250%
i.e. ? 5/- per Equity Shares was approved by the shareholders
at the 69^th Annual General Meeting of the Company held
on September 10, 2025, which was duly paid within the
permissible timeline.

Further, in terms of the provisions of Regulation 43A of
the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations”), the Company
has a Dividend Distribution Policy, which can be accessed
at: https://www.gevernova.com/gev/sites/default/files/

tdindia/2025-03/dividend-distribution-policy-gevtdil.pdf

OPERATIONS OVERVIEW

Financial Year 2025-26 was a year of strong commercial
momentum and disciplined execution for your Company.
The Company won several marquee projects across utilities,
renewable energy integration, grid automation, and industrial
segments in both domestic and international markets.
These wins reflected growing customer confidence in the
Company's technology, leadership, execution capability,

comprehensive portfolio spanning generation, transmission,
and grid solutions provided by the Company. Driven by robust
market demand and higher order conversion, the Company
delivered outstanding growth across key financial metrics.
Our order book expanded, reflecting continued customer
demand and providing greater future revenue visibility.
Revenue grew significantly, supported by healthy project
execution, improved delivery performance, and strong
customer demand across core businesses. Profitability
also improved materially, with increase in EBITDA driven by
improved pricing operating leverage, productivity initiatives,
supply chain efficiencies, and continued focus on Lean
execution. The strong performance in financial year 2025-26
demonstrates the successful execution of the Company's
growth strategy and provides a solid foundation for sustained
value creation in the years ahead.

CAPITAL INVESTMENTS SUPPORTING
EXPANSION PLANS

During financial year 2025-26, the Company unveiled a series
of strategic investments designed to bolster its manufacturing
capabilities, scale up production capacity, localization of
advance technology, and sharpen its competitive edge
across domestic and international markets. These initiatives
are closely aligned with the surging demand for sophisticated
grid infrastructure both in India and worldwide fueled by
the rapid integration of renewable energy, large-scale
transmission network expansion, grid modernization efforts,
and heightened energy security imperatives.

in pursuit of this vision, the Board of Directors sanctioned a
substantial capital investment of approximately ?10 billion,
earmarked to broaden the Company's manufacturing
presence across india and reinforce its capacity to address
growing demand in key product segments.

A key initiative during the year was the investment of ?1.4 billion
to establish a new manufacturing line at the existing Chennai
facility for Line Commutated Converter (LCC) High-Voltage
Direct Current (HVDC) valves and Voltage Source Converter
(VSC) Static Synchronous Compensator (STATCOM) valves.
These are critical components for advanced HVDC and
Flexible AC Transmission Systems ('FACTS') solutions that
support long-distance bulk power transmission, renewable
energy integration, and grid stability. This investment helps
position the Company to play a strategic role in India's
next generation of high-voltage transmission corridors and
renewable energy evacuation projects, while also creating a
strong export base for global opportunities.

Further, the Board sanctioned an investment of ?8.1 billion
to drive capacity expansion across several core product
lines. As part of this initiative, Transformer and Reactor
manufacturing capacity at the Vadodara facility is set to grow
by more than 50%, while capacities for GIS and AIS products
at both Hosur and Padappai, spanning various product lines
including Current Transformers, Electromagnetic Voltage
Transformers, and Circuit Breakers, are slated for expansion
by approximately 25%. These programs are specifically
aimed at improving throughput, reducing lead times, and
positioning the Company to effectively absorb and fulfil
the increasing volume of order inflows — reinforcing its
operational readiness to meet evolving market demands.
in addition, new dedicated manufacturing lines for Air-core
Reactors and Bushings will be established at Hosur.

These expansion projects are expected to be completed
over a three-years period from 2026 through 2028 and will
be funded through internal accruals. Collectively, these
investments are expected to improve operational flexibility,
accelerate execution capability, enhance localization,
strengthen cost competitiveness, and position the Company
to capture long-term opportunities arising from India's
transmission build-out and growing global demand for
reliable, efficient, and sustainable grid technologies.

EXECUTION EXCELLENCE

Your Company's rich experience of over 37 years in turnkey
project execution continues to be a key driver of operational
excellence, enabling it to consistently achieve new milestones
year after year. In financial year 2025-26, the Company remained
committed to exceed customer expectations by redefining
execution strategies and embracing continuous improvement.
Through the sustained deployment of LEAN methodologies,
the Company has further strengthened its ability to minimize
delivery timelines, optimize resource utilization, and enhance
the overall quality of turnkey project delivery.

The integration of industry-leading project management
practices, alongside a strong focus on skill development and
strategic workforce deployment, has enabled more seamless
coordination across critical support functions including
engineering, sourcing, procurement, finance, and human
resources. This comprehensive approach ensures efficient
project execution while upholding the highest standards of
quality and timeliness. Your Company remains steadfast in
its commitment to delivering on its promises, meeting project
deadlines, and providing best-in-class solutions to customers
across diverse sectors.

in the past year, your Company successfully manufactured
and delivered multiple GIS bays, AIS bays, high voltage
power transformers,instrument transformers, reactors,
live tank circuit breakers,and grid automation solutions
strengthening the nation's transmission network by adding
grid interconnection between regions and enabling the
addition of new capacity to the grid. This achievement
included charging substations for esteemed customers such
as PowerGrid Corporation of India Ltd, West Bengal State
Electricity Transmission Company Limited, Gujarat Energy
Transmission Corporation Limited, Jharkhand Urja Sancharan
Nigam Ltd., Doosan Power Systems India Limited, Adani
Power Ltd., Tata Projects Ltd., Resonia Ltd., ReNew Power
Ltd., Neyveli Uttar Pradesh Power Limited, and others.

PERFORMANCE IN TRANSMISSION
AND DISTRIBUTION MARKET

Key Projects Executed

• Supplied and commissioned 765 kV power transformers
and shunt reactors for various ultra-high voltage
substations across India.

• Commissioned 765 kV GIS & AIS bays, 400 kV GIS bays
and 3000 MVA transformers at Kotra (Rajgarh) for
Power Grid Corporation of India Limited, strengthening
India's interstate transmission network.

• Addition of 500 MVA 765 kV 1ph ICT for Doosan Power
Systems India Limited in Jawaharpur.

• Commissioned 400 kV substation at Khurja STPP for
THDC India Limited, supporting thermal generation
evacuation infrastructure.

• Commissioned 132/33 kV substation with transformer at
Bhawanthpur substation for Jharkhand Urja Sancharan
Nigam Limited, enhancing regional transmission
capacity in Jharkhand.

• Commissioned 132 kV GIS bays at Birlapur for West
Bengal State Electricity Transmission Company Limited.

• Delivered and commissioned 315 MVA 400 kV
ICTs at Lapanga for Aditya Aluminium (a unit of

Hindalco Industries Ltd.) supporting industrial power
infrastructure.

• Commissioned multiple 400 kV shunt reactors, including
125 MVAr at Purulia, 63 MVAr at Kallam, and 42 MVAr
at Kishtwar, enhancing grid stability and reactive
power compensation.

• Commissioned multiple 220 kV GIS bays across projects
for NTT Data Center, Karnataka Power Transmission
Corporation Limited, Transglobal Power Limited, and
Jindal Stainless Limited, reinforcing medium-voltage
transmission infrastructure.

• Commissioned 245 kV SF₆ circuit breakers

for Bhakra Beas Management Board's Kongoo
substation, strengthening high voltage switching and
protection systems.

Load Dispatch Centers with SCADA/EMS

Technologies

• Upgraded the Regional Load Dispatch Centers for the
Northern and Eastern regions, along with multiple State
Load Dispatch Centers, integrating advanced SCADA/
EMS technologies.

Renewable Energy Integration Projects

• Commissioned 765 kV and 400 kV GIS bays with 3,000
MVA transformation capacity at Khavda for Adani
Energy Solutions Limited, supporting one of India's
largest renewable energy evacuation corridors.

• Commissioned 400/220 kV bays at Koppal for ReNew
Power Limited, enabling grid connectivity for renewable
generation assets.

• Commissioned 220/33 kV substation at Hatalgiri for
Viviid Renewables Private Limited, supporting renewable
power evacuation and regional grid integration.

• Commissioned six 80 MVAr 765 kV shunt reactors at
Bhadla for Power Grid Corporation of India Limited,
strengthening one of India's largest solar power
evacuation networks.

• Delivered 500 MVA 765 kV interconnecting
transformers at Dausa for Power Grid Corporation of
India Limited, supporting transmission infrastructure for
renewable-rich regions.

• Commissioned 110 MVAr 765 kV shunt reactors at Narela
for Power Grid Corporation of India Limited, enhancing
reactive power compensation and grid stability for
renewable integration.

Export Projects

• Commissioned 420 kV SF6 circuit breakers for Elecnor
S.A.'s transmission project in the Dominican Republic.

• Successfully commissioned 400 kV GIS bays at Khimti
for Nepal Electricity Authority (NEA).

• Expanded international order booked through multiple
export wins for AIS/GIS equipment across Europe, North
America, South-East Asia, Middle East, and Africa,
strengthening India's role as a global manufacturing
and export hub.

Key Project Wins

During the year under review, your Company successfully

secured major orders which include the following:

• Awarded major HVDC contract for Adani Energy
Solutions Limited's 2.5 GW Khavda-South Olpad
transmission corridor, involving a ±500 kV VSC-based
bipolar HVDC system to evacuate renewable power
from the Khavda renewable energy zone to South Olpad
in Gujarat. The project represents one of India's most
advanced HVDC links and reinforces the Company's
leadership in enabling large-scale renewable integration.

• Secured India's first HVDC refurbishment order from
Power Grid Corporation of India Ltd., for the Chandrapur
2x500 MW HVDC Back-to-Back Station, marking
a significant milestone in modernization of critical
grid infrastructure and opening new lifecycle service
opportunities in the HVDC segment.

• Secured major 765 kV transformer and reactor orders
from private TBCB developers across Rajasthan and
Gujarat, supporting large-scale renewable energy
evacuation and transmission expansion.

• Secured 765 kV 500 MVA ICT orders from Power Grid
Corporation of India Limited, reinforcing leadership in
ultra-high-voltage transformer solutions.

• Won multiple GIS substation orders across voltage
classes up to 765 kV, including 765/400/220 kV GIS
substations in Gujarat, and Maharashtra, and 420/245
kV GIS projects in Madhya Pradesh and Maharashtra.

• 765kV transformer/AIS Products at Morena from
KEC International.

• 765kV GIS at Khavda Boisar from Techno Electric &
Engineering Company Limited.

• 400-220kV AIS PSS1 and PSS2 substations at Annigeri
from Serentica Renewables India Private Limited.

• 400/220kV GIS & 33kV AIS Substation from
ShreeTech Data Limited.

• Secured order for 400 kV GIS from an EPC contractor
for a substation in Uttarakhand.

• Won multiple AIS equipment and Grid Automation
packages across 765 kV and 400 kV voltage
levels from EPC players for strategic transmission
projects nationwide.

• Secured order of 400/220kV AIS Substation from a
private renewable developer in the state of Karnataka.

DESIGNING THE FUTURE OF INDIA'S
POWER GRID

India's power sector sustained strong growth momentum
during financial year 2025-26, underpinned by robust
economic activity, industrialization, urbanization, and rising
electrification demand. During the year, India's GDP grew by
7.7%, while total power generation reached nearly 1,848 billion
units (BU). All-India peak demand touched a record 245.4
GW and was successfully met, demonstrating the resilience,
reliability, and adequacy of the national power system.
Looking ahead, peak demand is projected to rise further to
277 GW in financial year 2026-27, reflecting the country's
continued economic expansion and rising energy needs.

To meet this growing demand sustainably, India continued to
accelerate its clean energy transition. During financial year
2025-26, the country added a record 55.3 GW of renewable
energy capacity, taking total installed renewable capacity to
283.5 GW as of March 31, 2026. As a result, non-fossil fuel
sources, including hydro, now account for 53.2% of India's
total installed generation capacity of 532.7 GW. India remains
firmly on track toward its target of 500 GW of non-fossil fuel
capacity by 2030, with solar expected to contribute around
280 GW and wind approximately 140 GW.

Enabling this transition is the rapid expansion of India's
transmission infrastructure, which remains central to
integrating renewable capacity across regions and demand
centres. During financial year 2025-26, India's national
power transmission network (220 kV and above) crossed the
landmark milestone of 5 lakh circuit kilometers (ckms). During
the year, the country added 12,139 ckms of new transmission
lines and 113,013 MVA of transmission transformation
capacity in the above 220 kV category, alongside continued
strengthening of inter-regional transfer capability.

Looking ahead, the scale of opportunity remains significant.
The Central Electricity Authority (CEA) has outlined a long¬

term roadmap to integrate more than 900 GW of non-fossil
capacity by 2035-36, requiring the addition of 137,500 ckms
of transmission lines and 827,600 MVA of substation capacity,
supported by estimated investments of ?7.9 lakh crore. At the
same time, conventional generation will continue to play an
important balancing role, with plans for 97 GW of new and
replacement coal-based capacity focused on efficiency and
reliability. As India's energy mix evolves, the future grid will
need to be smarter, more flexible, and digitally enabled to
integrate renewables, storage, EVs, green hydrogen, and
rising data centre demand—creating substantial long-term
opportunities across generation, transmission, and advanced
grid technologies.

Your Company is well positioned to support this transformation
through its comprehensive portfolio of advanced grid
technologies, engineering capabilities, manufacturing
footprint, and digital solutions. The Company continues to
work closely with utilities, renewable developers, industries,
and transmission operators to help build a stronger, smarter,
and more resilient power system for India.

On the hardware side, the Company's core offerings including
transformers, reactors, gas-insulated switchgear (GIS),
air-insulated switchgear (AIS), circuit breakers, instrument
transformers, FACTS technology i.e. STATCOMs and HVDC
systems, play a critical role in strengthening grid stability,
enabling renewable integration, and supporting efficient
long-distance power evacuation.

As renewable penetration rises and system complexity
increases, advanced grid stability technologies such as
FACTS devices, STATCOMs, and synchronous support
systems become increasingly important. These solutions
help maintain voltage stability, improve transfer capability,
and provide faster dynamic response required for
renewable-heavy grids.

The Company is also at the forefront of grid digitalization.
Through upgrade projects in the northern and eastern regions
and advanced deployments at dispatch centres across the
country, your Company is helping utilities modernize grid
operations and enhance system intelligence.

Key digital and next-generation solutions include:

• GridOS® Digital Grid Platform - An AI/ML-enabled
software platform for forecasting, automation, and
intelligent grid operations.

• FACTSFlex - Advanced STATCOM integrated with
supercapacitor-based storage to provide virtual inertia
and enhanced voltage support.

• Advanced DERMS - Distributed Energy Resource
Management Systems that help utilities manage
growing decentralized renewable energy resources.

• Digital Dynamic Line Rating (DDLR) - Al-enabled real¬
time optimization of transmission line capacity using
weather and performance data.

• Digital Twins & Predictive Grid Operations - Real-time
virtual grid replicas enabling operators to move from
reactive to predictive decision-making.

• Advanced Grid Automation & Dispatch Centre Solutions
- Delivering improved monitoring, visibility, control, and
operational efficiency across transmission networks.

• g³ Technology - An environmentally sustainable
alternative to SF₆ in switchgear, supporting emissions
reduction and long-term net-zero goals.

Looking ahead, India is also exploring ultra-high-voltage
transmission corridors of up to 1150 kV to integrate gigawatt-
scale renewable capacity, including offshore wind and remote
renewable energy zones. Large-scale storage systems,
hydrogen hubs, and industrial electrification corridors will
further increase the need for reliable and intelligent grid
infrastructure.

Your Company believes India's future grid will not only be
stronger but it will be fundamentally smarter. By combining
world-class physical infrastructure with advanced digital
intelligence, the Company is committed to supporting India's
clean energy ambitions, strengthening national energy
security, and helping power the country's next phase of
economic growth.

ENVIRONMENT, HEALTH AND SAFETY

Your Company is committed to maintaining the highest
standards of Environment, Health and Safety (EHS) by
embedding safety excellence and environmental stewardship
into every aspect of operations. Guided by the objective of
achieving fatality-free operations, your Company continuously
strengthens its EHS systems, governance, and workforce
engagement to ensure that every employee and contractor
returns home safely while minimizing environmental impact.

Safety remains at the core of our operational philosophy,
with focused emphasis on prevention of serious incidents
through clear accountability, proactive risk management, and
strong frontline leadership. To reinforce this commitment,
the Company has implemented Life Saving Rules, which
establish critical controls for high-risk activities and serve as
the foundation for fatality prevention across manufacturing
facilities, project sites, and field operations. These rules are

implemented through regular communication, leadership
reinforcement, and frontline engagement to strengthen
hazard awareness and promote safe execution of work.

To further build safety ownership, Frontline Leadership
Trainings are conducted to empower supervisors and
operational teams with the capability to identify hazards,
manage risks, and ensure strict adherence to safety
requirements. These efforts help foster a culture where
employees are encouraged to take responsibility for their
own safety and that of others.

Our EHS governance framework is strengthened through
internal as well as third-party audits, periodic compliance
assessments, and structured monthly EHS reviews to monitor
performance, identify gaps, and drive timely corrective
actions. Digital platforms such as Gensuite, Complyworks,
ENHESA and SPHERA are deployed to capture EHS data,
monitor regulatory obligations, and support compliance
management through real-time tracking and reporting.

Environmental sustainability is embedded into operational
planning and decision-making through a proactive and
structured approach. The Company continues to maintain Zero
Liquid Discharge (ZLD) systems across most manufacturing
units, ensuring responsible water management and reduction
of environmental impact. In addition, regular environmental
monitoring is conducted for emissions, effluent quality, and
waste management to ensure compliance with regulatory
standards and internal environmental objectives.

The Company also promotes a culture of continuous
improvement through Kaizen initiatives focused on
resource optimization, waste reduction, safety aspects,
LEAN manufacturing, and process enhancement. This
embedded sustainability approach enables the integration
of environmental responsibility into day-to-day operations
while improving efficiency and long-term resilience.

To strengthen EHS performance across the value chain, the
Company ensures Gold Standard compliance for contractors,
promoting adherence to stringent safety and environmental
requirements at project sites and operational locations. This
enables consistent implementation of EHS expectations
beyond direct operations.

Employee well-being and engagement remain an essential
part of the Company's EHS framework. Various initiatives
such as health camps, occupational health services at sites,
safety campaigns, and employee engagement programs
are conducted throughout the year to promote awareness,
strengthen participation, and enhance workplace wellness.

Our Company remains committed to strengthening
its EHS culture through leadership accountability,
operational discipline, and sustainable practices, ensuring
safe operations, regulatory compliance, and long-term
environmental responsibility.

HUMAN RESOURCES

The Human Resources priorities have been designed to
support the execution of the business strategy and improve
organizational effectiveness. The Company believes that
Human Capital is one of the most vital enablers of long-term
and sustainable value creation and undertakes many initiatives
to make meaningful impact in the lives of our employees.

H Employee Engagement

Employee Engagement initiatives remained a key
focus area for the Company. The Company has
been undertaking several initiatives for employee
engagement. Some of them are as follows:

* Employee Survey: Employee engagement is

evaluated through a bi-annual survey that enables
employees to express their views on different
engagement factors. This survey offers a platform
for managers to review the results with their teams
and create actionable strategies to enhance overall
employee engagement. Based on the expressed
sentiments, specific areas for improvement
are identified and addressed. The increase in
engagement scores across various locations
suggests a rise in engagement levels among teams.

* Employee Communication and Recognition:

The Company recognizes exceptional talent
through the half-yearly MD & CEO Awards, which
honor individuals who demonstrate outstanding
commitment and gone above and beyond in their
roles. In addition, periodic Townhall provides a
valuable platform for leadership and employees
to engage in dialogue and share updates on key
areas such as environment, health and safety,
finance, human resources, business operations,
and commercial matters.

There were multiple employee and social engagement
activities organized throughout the year to boost
employees' morale e.g, Town Hall with Global and Local
Leadership Teams, Business Strategy Meeting, Round
Table and 1-o-1 Meetings, Festival Celebrations, Sports
Event and Culture Building.

H Employee Attrition

Employee attrition has demonstrated a downward trend
year by year. This serves as an important indicator of
improved employee engagement.

H Performance Management

The Company's performance management framework
evaluates both the "What” and the "How” of work.
Annual priorities and GE Vernova Ways, which represent
our cultural elements, are given equal weightage in the
overall annual performance assessment of employees.

H Talent Management

* Talent Acquisition: your Company highly values
unique identities, diverse backgrounds, and varied
experiences. The Company actively encourages
and embraces different voices and perspectives,
as they equip us to rise to the challenge of
building a better world. Your Company is an Equal
Opportunity Employer. Employment decisions
are made without regard to race, color, religion,
national or ethnic origin, sex, sexual orientation,
gender identity or expression, age, disability,
protected veteran status or other characteristics
protected by law.

* Talent Development: The Company conducts
structured review sessions with business and
function leaders to discuss talent and outline
development action plans that support growth in
current roles. Job rotations, stretch and bubble
assignments, and job enrichment strategies
have been implemented to strengthen the talent
pipeline within the organization, especially for
critical positions.

* Succession planning: The Company is focused
on recognizing and developing talent. It prioritizes
identifying future leaders and individuals
with essential skill sets to facilitate effective
succession planning.

* Competency Management: Competency mapping
was initiated through the Integrated Talent
Management tool across functions including
Environment, Health and Safety, Commercial,
Quality, Sourcing, Manufacturing, Engineering,
and Project Management. This initiative was
undertaken to strengthen talent development by
identifying competency gaps and emphasizing
individual development plans to bridge those gaps.

H Culture

GE Vernova Way are the guiding principles of our
culture journey. The 5 principles of GE Vernova
Way are Innovation, Customers, Lean, One Team &
Accountability.

Your Company prioritizes maintaining a culture aligned
with the GE Vernova Way, which outlines the collaborative
approach to generating value for employees, customers,
shareholders, and the planet. Inclusion, diversity, and
equality serve as essential foundations of the Company's
culture, and your Company is dedicated to fostering a
diverse and skilled workforce.

QUALITY AND CONTINUOUS
IMPROVEMENT

Your Company is strongly committed to drive continual
improvement and achieving business excellence. The
strategic deployment of quality management and continuous
improvement initiatives has yielded significant advancements,
enhancing our operational efficiency and business outcomes.

All of our Company's operations in India, including
manufacturing, services, and automation, are certified for the
Integrated Quality Management System. This certification
reinforces the quality of the Company's processes and
their compliance.

All our sites are certified under ISO 45001:2018 and ISO
14001:2015, underscoring our steadfast commitment
to maintaining the highest standards of occupational
health and safety, as well as environmental sustainability.
These certifications reflect our dedication to safe
working environment for our employees and minimizing
our environmental impact through responsible and
sustainable practices.

The following milestones and key actions have been achieved
through the dedicated efforts and active engagement of our
employees at all levels:

H Pallavaram Unit

During Financial Year 2025-26, Pallavaram unit has
become a multi-product site by integrating the HVDC
Valve business. This was made possible through an
efficient re-layout of existing Pallavaram manufacturing
setup by applying lean principles without compromising
SQDC parameters. This initiative garnered us the
prestigious GE Vernova "Change Maker Award" in
the honorable mention category, underlining our
commitment to innovation and excellence.

In our pursuit of continuous improvement, Pallavaram
completed five major Kaizen events aimed at enhancing
Safety, Quality, Delivery, and Cost (SQDC). Collectively,
these initiatives yielded significant cost savings of
$450K over the past year.

Pallavaram has inaugurated the DOJO Training Center,
which aims to accelerate hands-on training for our
employees in essential skills and best practices within a
safe and simulated environment. This training is crucial
for fostering manufacturing excellence.

Our focus on continuous improvement remains
unwavering, with various training sessions conducted
in LEAN, Problem Solving, kaizen events, and coaching
on continuous improvement projects. These efforts are
designed to elevate the competencies of our employees
and drive quality improvements across all levels.

Pallavaram achieved an impressive 11 inventory turns
in 2025, reflecting 1.6 turn improvement over last
year. This success stems from the meticulous material
planning and execution by our procurement team.

Pallavaram has celebrated World Quality Week under
the theme "Quality - Think Differently" and successfully
completed our recertification audit for ISO 27001:2022
(ISMS) without any nonconformances.

H Padappai and Hosur Units

Quality Week was celebrated across Padappai and Hosur
plants under the theme of "Quality: Think Differently”.
Forty Two (42) structured process improvement actions
including Lean and Six Sigma Projects contributing to
significant operational performance improvement were
successfully executed at Padappai and Hosur HVS
India sites. Major Kaizens include Earth week kaizen,
elimination of working under suspended load, flow line
implementation for GIC CT, Accessories & 765 kV GIS
Elbow and Cross, engineering errors reduction, Attrition
control and Finance closing process simplification.

Kaizen Boot camp was conducted in Padappai with the
objective of reducing waste in the transactional process
from Engineering, HR, Finance, Services and Tendering.

During the year, Shingijutsu Event was conducted
in Padappai involving 105 participants from various
GE Vernova factories and eliminated bottlenecks to
improve GIS capacity by 20%. The teams were coached
by the lean expert from Shingijutsu corporation.

GE Vernova Safety and Quality Week was conducted
both in Padappai and Hosur factories with kaizens
focusing on elimination of working under suspended
load and First Pass Yield improvement projects.

CEO Kaizen week conducted in Hosur factory and
eliminated 13 EHS risks, established pull flow between
GIS warehouse and vendors, engineering lead time
reduction by 20% and created flow line for GIB
components and Circuit Breaker and transactional
process improvement in project management

H Vadodara Unit

Fourteen kaizen events were organized which were
not limited to only manufacturing process but includes
business process, Engineering, Environmental & Safety
which shows the commitment and involvement of our
top leadership in our journey for improvement and
sustainability. Various activities engaging all stake
holders from suppliers to customers were organised for
employees creating quality awareness and culture.

During earth week, energy saving by >7% and
water saving >5% with respect to existing
consumption was achieved.

First Kaizen boot camp covering 5 different Kaizen topics
with 70 plus participants including global participants
aligned together for one common goal towards the growth
& continuous journey delivering extraordinary results.

Key deliverables for Kaizen boot camp were as follows:

* Layout and flow optimization for Core Coil
Assembly and Core Building area: 12% reduction
in man and 24% reduction in material movement
which enabled to support the future demand.

* 5S and Standard Work Deployment in Core Coil
Assembly Area: 22% and 5 % reduction in process
time of active part assembly of Shunt Reactor &
ICT's respectively along with implementation of
Standard work for sustainment.

* Layout Optimization and Material Storage
Improvement in 2 Warehouses: 50% and 12%

reduction in man & material movement for old &
new warehouse respectively and storage capacity
enhancement by improvising the layouts which
enabled to support the storage & delivery of
materials to meet the future demand.

* Quality month was celebrated with quality mindset
thought process & action towards excellence
in critical role in enhancing processes, ensuring
compliance, and fostering a culture of continuous
improvement aiming the Zero-Defect Framework
and thus putting the spotlight on the importance
of quality management system & continuous
improvement process that drive business
excellence across entire value chain (Win-Design-
Buy-Build-Execute) various activities engaging
all stake holders from supplier to customer to
employees creating quality awareness and culture.

H Digital/Grid Software Unit

National Safety Week was observed during financial
year 2025-26. Key events included distribution of NSW
badges, safety quiz packed with all the important safety
tips, protocols, and procedures like Life Saving Rules.

Earth Hour is being followed everyday at Noida office
from 1300 hours to 1400 hours to minimise consumption
of electricity. Further, IS014001:2015 and IS045001:2018
Surveillance Audit were successfully completed.

TRANSFER TO RESERVES

No amount was transferred to reserves during
financial year 2025-26.

DEPOSITS

During the year, the Company has not accepted any deposits
including the public deposits and no such amount inter-alia,
principle or interest was outstanding as on the closure of
financial year 2025-26. Accordingly, disclosing the details of
deposits which are not in Compliance with the requirements
of Chapter V of the Act is not applicable.

CORPORATE SOCIAL RESPONSIBILITY
(CSR)

The Company's CSR initiatives is helping build a better
world and a more sustainable society. Over the years, the
Company has undertaken diverse initiatives across its sites
as per its CSR Policy with a special focus on empowering
marginalized communities.

Your Company is committed to being a transformative and
enduring contributor to India's social development landscape.
The Company follows a community-centric approach,
carefully curating CSR programs to address the grassroot
needs of marginalized sections. Our structured interventions
are currently focused on four critical pillars of societal growth
i.e Education, Healthcare, Rural Development, Livelihood and
Environment Sustainability.

Your Company has been engaged in several initiatives and
has focused on strengthening the marginalized sections of
the community through multiple interventions such as access
to clean drinking water, quality education through Anganwadi
development, smart classrooms, infrastructural developments
in Government schools including construction of toilets,
pavements and sheds, construction of skill development
centre, improving public health centers, environmental
conservation etc. These programs are carefully curated,
depending upon the needs of the community for the overall
development and empowerment of society.

The Board of Directors of the Company has constituted
Corporate Social Responsibility (CSR) Committee in
accordance with Section 135 of the Companies Act, 2013.
The details of the composition of the Committee, scope and
functions are listed in the Corporate Governance Report
forming part of this Report as Annexure-A.

The CSR Policy formulated by the Corporate Social
Responsibility Committee and approved by the Board is
available on the Company' website and can be accessed
at weblink:gevernova.com/gev/sites/default/files/tdindia//
Corporate Social Responsibility Policy_1.pdf

The CSR obligation of the Company for Financial Year ended
2025-26, as per Section 135 of the Companies Act, 2013

and the Companies (Corporate Social Responsibility Policy)
Rules, 2014, as amended from time to time, was Rs. 74 million
(Seventy Four Million only). During the year, the Company
spent Rs 73.42 million on various CSR projects as approved
by the Board of Directors and Rs. 0.6 million was deposited
to PM CARES Fund in pursuance to the provisions of section
135 of the Companies Act, 2013. The Chief Financial Officer
has certified that CSR funds so disbursed, during Financial
Year 2025-26, have been utilized for the purpose and in the
manner as approved by the Board of Directors.

Further, the Annual Report on CSR activities as required
under Section 135 of the Companies Act, 2013, read with
Companies (Corporate Social Responsibility Policy) Rules,
2014, is annexed as Annexure-B forming part of this
Directors' Report.

DIRECTORS

During the period under review:

• Mr. Rakesh Nath (DIN: 00045986), Independent Director,
completed his second tenure on May 31, 2025, and
consequently ceased to be the Director of the Company
with effect from June 1, 2025. The Board of Directors
and the management of the Company placed on record
their deep appreciation for the contribution made by
Mr. Rakesh Nath during his association with the Company.

• The shareholders of the Company, at their Annual
General Meeting held on September 10, 2025, re¬
appointed Mr. Fabrice Aumont (DIN: 10465933) who
retired by rotation in terms of Section 152(6) of the
Companies Act, 2013 (Act).

Further, based on the recommendation of Nomination &
Remuneration Committee:

a. The Board had re-appointed Mr. Sanjay Sagar (DIN:
00019489) as Independent Director, not liable to retire by
rotation, for second term from July 1, 2025 to June 30, 2030,
and his appointment was duly approved by shareholders.

b. The Board had re-appointed Mr. Sandeep Zanzaria
as Managing Director & Chief Executive Officer of the
Company w.e.f. April 17, 2026, and his re-appointment
was duly approved by shareholders of the Company
through Postal Ballot on March 20, 2026.

c. The Board had recommended the appointment of Ms.
Rashmi Joshi (DIN: 06641898) as an Independent
Director of the Company, not liable to retire by rotation,
for a first term of five consecutive years from March 20,
2026 to March 19, 2031 (both days inclusive) and the
same was duly approved by the shareholders of the
Company through Postal Ballot.

d. The Board appointed Mr. Marco Simiano as an Additional
Director in the category of Non-Executive and Non¬
Independent Director of the Company with effect
from July 1, 2026 and recommended his appointment
as Director to the shareholders of the Company at the
ensuing Annual General Meeting.

e. The Board has approved and recommended to the
shareholders, the re-appointment of Mr. Sushil Kumar
as Whole-time Director of the Company designated as
Whole time Director & Chief Financial Officer with effect
from January 1, 2027 for a period of 5 years i.e up-to
December 31, 2031.

Further, Mr. Sushil Kumar, Whole-time Director & Chief Financial
Officer of the Company, is liable to retire by rotation at the
ensuing 70^th Annual General Meeting (AGM) of the Company
and being eligible, offered himself for re-appointment.

Mr. Marco Simiano and Mr. Sushil Kumar are eligible for
appointment/re-appointment as Director and the Company
has received their consent(s) and requisite disclosure(s).
All the details required to be disclosed in connection with
the appointment/re-appointment of Directors as above, are
mentioned in the Notice of 70^th AGM.

The Company has received declarations from all the
Independent Directors confirming that they meet the criteria
of independence as prescribed under Section 149 of the
Companies Act, 2013, Regulation 16 of Listing Regulations
and Code for the Independent Directors as prescribed
under schedule IV of the Companies Act, 2013. They have
also given confirmation that there has been no change in
the circumstances affecting their status as Independent
Directors of the Company.

The Board has taken on record the declaration received from
the Independent Directors with respect to their independence
after undertaking due assessment of the veracity of the
same. All the Independent Directors of the Company have
complied with the provisions of sub rule (1) and (2) of Rule
6 of the Companies (Appointment and Qualification of
Directors) Rules, 2014 with respect to registration with the
Indian Institute of Corporate Affairs for the Independent
Directors' Database.

During the Financial Year, none of the independent directors
of the Company entered any material pecuniary relationship
or transactions with the Company.

The composition of the Board of Directors is in due
compliance with the provisions of Companies Act, 2013 and
Listing Regulations.

The Company has obtained a certificate from M/s. RMG &
Associates, Company Secretaries, that none of the Directors
on the Board of the Company as on March 31, 2026, have
been debarred or disqualified from being appointed or
continuing as directors of companies by the Board/Ministry

of Corporate Affairs or any such statutory authority, the same
is annexed as Annexure C.

KEY MANAGERIAL PERSONNEL

As on March 31, 2026, following are the Key Managerial
Personnel of the Company in terms of the provisions of the
Companies Act, 2013, read with the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014:

There has been no change in the Key Managerial Personnel
during the Financial Year 2025-26.

FAMILIARISATION PROGRAMME FOR
DIRECTORS

The Company familiarises independent directors periodically
about different aspects providing a comprehensive
understanding on business of the Company, industry in which
the Company incorporates and amendment in applicable
laws. Your Company aims to provide its independent
Directors insight into the Company and industry enabling
them to contribute effectively.

At regular intervals, Independent Directors were apprised on
an ongoing basis in the various Board/ Committee meetings
on macro-economic environment, industry developments,
regulatory updates, business overview, operations,
financial statements, update on statutory compliances for
Board members, etc.

The Directors are also updated about changes in statutes/
legislations and economic environment, and on matters
significantly affecting the Company, to enable them to take
well informed and timely decisions

The details of familiarisation programmes may be accessed
at:https://www.gevernova.com/regions/asia/in/gevernova-
td-india/investors#ParticularsTable

WHISTLE BLOWER POLICY/VIGIL
MECHANISM

Your Company has a "Vigil Mechanism (Ombuds & Open
Reporting Procedure)” to provide an avenue to stakeholders,
including employees and directors, to report concerns
related to any actual or potential violation of law and 'Code of
conduct' & The Spirit & The Letter Policies' including unethical
practices, incorrect or misrepresentation of any financial

statements and reports, any claim of theft or fraud, conflicts
of interest and any claim of unfair employment practices.

Through this procedure employees are encouraged to raise
integrity concerns and feel confident that they can do so
without any fear of retaliation.

The said policy is available on the website of the Company
and can be accessed at weblink: https://www.gevernova.
com/reqions/asia/in/sites/www.qevernova.com.regions.asia.
in/files/2025-06/vigil-mechanism-policy.pdf

NOMINATION AND REMUNERATION
POLICY

In terms of the section 178 of the Companies Act, 2013 and
Part D of Schedule II of Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, your Company has a Nomination and
Remuneration Policy ('NRC Policy').

NRC Policy of your Company includes criteria for determining
qualifications, positive attributes and independence of a
director. Policy relating to the remuneration of directors,
key managerial personnel and senior management is mainly
framed to ensure that the Board and senior management is
appropriately constituted to meet its fiduciary obligations
to stakeholders.

The NRC Policy is available at the website of the Company
and can be accessed at weblink:https://www.gevernova.
com/gev/sites/default/files/tdindia//Nomination%20
and%20Remuneration%20Policy%20-%20clean.pdf

PERFORMANCE EVALUATION OF
BOARD, COMMITTEES AND DIRECTORS

The Nomination and Remuneration Committee had finalized
the questionnaires containing different parameters
to evaluate the performance of Board, Directors,
Committees and Chairman.

In pursuance of the provisions of the Companies Act, 2013
and Listing Regulations and based on the responses to the
questionnaires received from the Directors, the Board carried
out the annual performance evaluation of all the Directors
individually including Independent Directors, the Board
as a whole and of its various committees and expressed
its satisfaction.

In terms of Companies Act, 2013 and regulation 25(4) of
the Listing Regulations and based on the responses to the
questionnaires received, the Independent Directors carried
out performance evaluation of non-independent directors,
Chairman of the Board and the Board as a whole, based
on criteria of evaluation as approved by Nomination and
Remuneration Committee and expressed its satisfaction.

PARTICULARS OF EMPLOYEES AND
RELATED DISCLOSURES

Disclosures relating to remuneration and other details
as required under Section 197(12) of the Companies Act,
2013,read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 forms
part of this Report as Annexure D.

In terms of the provisions of Section 197(12) of the
Companies Act, 2013, read with Rules 5(2) and 5(3) of the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, a statement showing the names
of top ten employees in terms of remuneration drawn and
other particulars including name of the employees drawn
remuneration in excess of the limits set out in the said rules
forms part of this Report. In terms of the second proviso to
Section 136(1) of the Act, the Directors' Report excluding
the aforesaid information is being sent to the members
of the Company. Any member interested in obtaining
such information may write to the Company at secretarial.
compliance@gevernova.com. Further, the details of
Remuneration paid to Executive and Non-Executive Directors
has been mentioned under Corporate Governance Report
which forms part of this report.

ANNUAL RETURN

As per provisions of Section 92(3) of the Companies Act,
2013, the Annual Return of the Company is hosted on the
Company's website and can be accessed at the weblink:
www.gevernova.com/gev/sites/default/files/2026-08/
annual_return_2026.pdf

MEETINGS OF THE BOARD AND ITS
COMMITTEES

During the year under review, six meetings of the Board
of Directors were held, details of which along with
details of Committee meetings are provided in Corporate
Governance Report.

SECRETARIAL STANDARDS

The Secretarial Standards (SS-1 & SS-2) issued by the
Institute of Company Secretaries of India (ICSI), as applicable,
have been duly complied with.

PARTICULARS OF LOANS, GUARANTEES
OR INVESTMENTS

Particulars of investment and loan are mentioned in the notes
to the financial statements forming part of the Annual Report.
Your Company has not provided guarantee or securities
under section 186 of the Companies Act, 2013.

RELATED PARTY TRANSACTIONS

In terms of Regulation 23 of Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, your Company has a Policy on Related Party
Transactions on dealing with Related Party Transactions.

The policy is available at the website of the Company and can be
accessed at weblink:https://www.gevernova.com/gev/sites/
default/files/2026-02/related-party-transactions-policy.pdf

Omnibus approval for related party transactions which were
repetitive in nature was obtained from the Audit Committee.
All related party transactions during the year under review
were on arm's length basis, in the ordinary course of business
and in the interest of the Company. The disclosures pertaining
to transactions with Related Parties in compliance with the
applicable accounting standards have been provided in Note
No. 37 of the financial statements.

Further, in terms of the provisions of Schedule V of the Listing
Regulations, disclosures of transactions of the Company with
Grid Equipments Private Limited, promoter company, having
more than 10% of share capital in the Company is as follows:

During the year under review, your Company, with the approval
of shareholders, entered into Related Party Transactions
which were material in terms of the provisions of the Listing
Regulations and Policy on Related Party Transactions.
Further, during Financial Year 2025-26, the Company has
not entered into any transactions with related parties which
could be considered material in terms of Section 188 of the
Companies Act, 2013, Accordingly, the disclosure of related
party transactions as required under Section 134(3)(h) of the
Companies Act, 2013 in Form AOC -2 is not applicable.

Further, the details of the proposed material related party
transactions up-to the date of 71^st Annual General Meeting
are mentioned in the notice of the ensuing Annual General
Meeting of the Company.

PREVENTION OF SEXUAL
HARASSMENT

In terms of "The Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013”, the
Company has zero tolerance for sexual harassment at
workplace and has set up an Internal Complaints Committee at
all its units, in accordance with the provisions of the said act.

During the Financial Year 2025-26, there was no case
reported. Accordingly, at the end of the financial year, there
was no pending case.

CONFIRMATION ON COMPLIANCE WITH
THE PROVISIONS OF MATERNITY
BENEFIT

The Company complied with the applicable provisions of the
Maternity Benefit Act, 1961 and has extended all statutory
benefits to eligible employees during the year.

SUBSIDIARY COMPANIES

During the year under review, your Company did not have
any subsidiary or associate or joint venture Company in terms
of the Companies Act, 2013.

CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE EARNINGS AND
OUTGO

The particulars on Conservation of Energy, Technology
Absorption and Foreign Exchange Earnings and Outgo, as
prescribed under sub-section 3(m) of section 134 of the
Companies Act, 2013 read with the Companies (Accounts)
Rules, 2014 are provided in Annexure E, which forms part
of this report.

AUDIT COMMITTEE

Composition of Audit Committee is mentioned in the section
of Corporate Governance Report forming part of this report.
All recommendations made by the Audit committee of the
Board of Directors during the Financial Year 2025-26, were
accepted by the Board of Directors.

RISK MANAGEMENT

The Board of Directors has constituted a Risk Management
Committee in terms of Listing Regulations to monitor the
systems for Mitigation and Management of the elements
of risks of the Company. Details of composition of Risk
Management committee forms part of the Corporate
Governance Report.

The Board of Directors has laid down a Risk Management
Policy for the Company and has adopted Enterprise Risk
Management Policy. The Policy identifies elements of risks
inherent to the business pertaining to internal and external
factors such as operations, financial, environment, health
and safety, reputation and image, currency fluctuation,
compliance, cyber security, etc. including the risks if any,
which may threaten the existence of the Company. Every unit
and function are required to deploy the control measures and
ensure timely reporting.

The Board has evaluated the identified risks and concludes
that none of the risks pose a material threat to the Company's
ability to continue as a going concern.

INTERNAL FINANCIAL CONTROLS

The Company has policies and procedures in place for
ensuring orderly and efficient conduct of its business and
operations, including adherence to the Company's policies,
safeguarding its assets, prevention and detection of frauds &
errors, accuracy & completeness of accounting records and
timely preparation of reliable financial information.

The Board of Directors are apprised periodically about the
Internal Financial Controls operating in this Company which
are adequate and operating effectively in the Company.
Internal controls of the Company are reliable with well
documented framework to mitigate risks.

CORPORATE GOVERNANCE

In terms of regulation 34 (3) read with Schedule V of
Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015, Report on
Corporate Governance has been included in this Report as
Annexure A. A certificate from M/s Deloitte Haskins & Sells,
Chartered Accountants, regarding compliance of conditions
of Corporate Governance as stipulated in regulation 34 (3)
read with Schedule V of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 has also been attached as annexure to
Corporate Governance Report.

CODE OF CONDUCT AND ETHICS

Mr. Sandeep Zanzaria, Managing Director & Chief Executive
Officer of the Company, has made a declaration that members
of Board of Directors and Senior Management personnel
have affirmed compliance with the 'Code of Conduct of Board
of Directors and Senior Management' for the financial year
ended March 31,2026 and the same is annexed as Annexure F
to this report.

BUSINESS RESPONSIBILITY AND
SUSTAINABILITY REPORT

In terms of the Regulation 34(2)(f) of the Listing Regulations,
a separate section on Business Responsibility and
Sustainability Report (BRSR) forms part of the Annual Report
which contains mandatory disclosure framework focusing on
Environmental, Social, and Governance (ESG) parameters as
prescribed by SEBI.

Further, the Company has obtained reasonable assurance of
the BRSR Core from Forvis Mazars LLP for the financial year
2025-26 which is annexed to the Business Responsibility and
Sustainability Report.

MANAGEMENT'S DISCUSSION AND
ANALYSIS

Management's discussion and analysis in terms of the
provisions of Regulation 34 of the Listing Regulations, forms
part of this Report as Annexure G.

SIGNIFICANT AND MATERIAL ORDERS

There are no significant and material orders passed by the
regulators or courts or tribunals impacting the going concern
status and the Company's operations in future.

INVESTOR EDUCATION AND
PROTECTION FUND (IEPF) & UNCLAIMED
DIVIDEND

Disclosure regarding Investor Education and Protection
Fund (IEPF) & Unclaimed Dividend forms part of Corporate
Governance Report.

AUDITORS

H Statutory Auditors and Auditors' Report

The members of the Company at its 65^th Annual General
Meeting held on August 6, 2021, had appointed M/s
Deloitte Haskins & Sells, Chartered Accountants, Firm
Registration No. 015125N as Statutory Auditors, for its
first term, to hold office till the conclusion of 70^th AGM
at remuneration to be fixed by the Board of Directors.

The Auditors' Report for the financial year ended
March 31, 2026, does not contain any qualification,
reservation or adverse remark. The Report is enclosed
with the financial statements in the Annual Report.
Further, during the period under review, Auditors of
the Company have not reported any fraud to the Audit
Committee as specified under Section 143(12) of the
Companies Act, 2013.

In terms of section 139 of the Companies Act, 2013,
the Board of Directors at the meeting held on May 18,
2026, on the recommendations of Audit Committee,
considered and approved the re-appointment of M/s.
Deloitte Haskins & Sells, Chartered Accountants, as
Statutory Auditors for second term of five years i.e.
from conclusion of 70^th Annual General Meeting till the
conclusion of 75^th Annual General Meeting, subject to
the approval of the shareholders.

M/s. Deloitte Haskins & Sells, Chartered Accountants,
had given their consent to act as Statutory Auditors of
the Company in terms of the provision of Section 139(1)
of the Companies Act, 2013. M/s. Deloitte Haskins & Sells,

Chartered Accountants also confirmed their eligibility in
accordance with the conditions as prescribed in Rule
4 of Companies (Audit and Auditors) Rules, 2014 and
Section 141 of the Companies Act, 2013.

> Cost Auditor

The maintenance of cost records as specified by the
Central Government under sub-section (1) of section
148 of the Companies Act, 2013, is required by the
Company and accordingly such accounts and records
are made and maintained by the Company. The Cost
Audit Report for financial year ended March 31, 2025,
of the Company along with cost records were filed,
within the prescribed time under the Companies (Cost
Records and Audit) Rules, 2014.

Further, in terms of the Companies (Cost Records and
Audit) Rules, 2014, the Board of Directors have appointed
M/s. Ramanath Iyer & Company, (Firm Registration No.
000019) Cost Accountants, as Cost Auditors of the
Company for the financial year ending March 31, 2027,
to audit the relevant cost records of the Company. The
remuneration approved by the Board, is recommended
for ratification by the members at the ensuing Annual
General Meeting.

H Secretarial Auditor

The members of the Company at its 69^th Annual General
Meeting held on September 10, 2025, appointed
M/s. RMG & Associates, Company Secretaries, (Firm
Registration Number: P2001DE016100), as Secretarial
Auditor of the Company for a term of five consecutive
years commencing from Financial Year 2025-26 till
Financial Year 2029-30.

The Secretarial Audit Report issued by M/s. RMG &
Associates, Company Secretaries for the financial
year ended March 31, 2026 does not contain any
qualification, reservation or adverse remark and is
annexed as Annexure H.

OTHER DISCLOSURES

H No material change or commitment has occurred
after close of the financial year 2025-26, till the date
of this Report, which affects the financial position
of the Company.

H There are no proceedings initiated / pending against the
Company under the Insolvency and Bankruptcy Code,
2016 which impacts the business of the Company.

H During the Financial year 2025-26, there was no change
in the Authorized share capital of the Company.

DIRECTORS' RESPONSIBILITYSTATEMENT

In compliance with section 134(5) of the Companies Act,
2013, the Directors of your Company confirm that:

H the applicable accounting standards have been followed
in the preparation of annual accounts and that there are
no material departures;

H such accounting policies have been selected and
applied consistently and the judgments and estimates
made are reasonable and prudent so as to give a true
and fair view of the state of affairs of your Company
as on March 31, 2026 and of the profit / loss of your
Company for the year ended on that date;

H 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 your Company for
preventing and detecting fraud and other irregularities;

H the annual accounts have been prepared on a
going concern basis;

H the internal financial controls to be followed by the
Company have been laid down and such internal financial
controls are adequate and were operating effectively; and

H proper system to ensure compliance with the provisions
of all applicable laws have been devised and such
systems were adequate and operating effectively.

ACKNOWLEDGEMENTS

The Board of Directors express their gratitude to the employees
of the Company for their commitment, dedication and support
in fulfilling Company's commitments to its customers and
thereby contributing to the performance of the Company. We
also express their gratitude to various Government/ Statutory
Regulatory authorities, customers, vendors, Banks, and
members for their continued understanding and support and
look forward for the same in the years to come.

For and on behalf of the Board of Directors

Sandeep Zanzaria Sushil Kumar

Place: Noida Managing Director & CEO Whole-time Director & CFO

Date: May 18, 2026 DIN: 08905291 DIN: 08510312