Your Directors are pleased to present herewith the 46^th Annual Report of the Company and the Audited Financial Statements for the financial year ended March 31, 2026. The PDF version of the Report is also available on the Company's website https://gptinfra.in/financials/annual-reports.

1. FINANCIAL SUMMARY

The Company's financial performance (standalone and consolidated) for the year ended March 31,2026 is summarized below:

2. PERFORMANCE FOR THE FINANCIAL YEAR2025-26

During the financial year ended March 31,2026 the financial

performance of the Company are as under:

Standalone

> Revenuefromoperationsfor theyear was '1,22,627.41 lakh in comparison to previous year Revenue from operations of '1,15,926.49 lakh, registering a growth of 5.78%.

> EBITDA for the year was '18,425.00 lakh in comparison to previous year EBITDA of '15,646.33 lakh, registering a growth of 17.76%.

> PAT for the year was '9,646.35 lakh in comparison to previous year PAT of '8,852.16 lakh, registering a growth of 8.97%, on account of increase in total revenue.

Consolidated

> Revenue for the year was '1,30,431.26 lakh in comparison to previous year revenue of '1,19,429.76 lakh, registering a growth of 9.21%.

> EBITDA for the year was '18,857.40 lakh in comparison to previous year EBITDA of '14,174.99 lakh, registering a significant growth of 33.03%.

> Net profit attributable to the owners of the Company for the year was '9,731.49 lakh in comparison to the previous year figure of '8,006.83 lakh, registering a growth of 21.54% on account of increased business volume.

3. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

Other than stated elsewhere in this Report, there are no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this Report.

4. STATE OF AFFAIRS OF THE COMPANY AND FUTURE OUTLOOK

The Company's business of civil construction and infrastructure development along with manufacture of concrete sleepers is growing smoothly in the infrastructure industry. The Company's contracts from Railway authorities will ensure moderate utilization of its resources in the coming years. Further, subsidiaries and associates of your company is performing well with procurement of new orders from their respective customers.

During the year under review, the Company's concrete sleeper facility at Ghana started its commercial production and a new steel fabrication workshop in Singur was also started, which will provide the Company cost synergies and enable it to be more efficient in its EPC business.

During the year under review, the Company acquired 100% equity stake in Alcon Builders and Engineers Private Limited (“Alcon”) and thereby entered the high-margin railway signalling EPC segment, complementing GPT's over 40-year relationship with Indian Railways. With GPT's operational governance and capital discipline applied to Alcon's pre-qualified platform, the signalling division is expected to develop into a major revenue and margin contributor, materially strengthening GPT's overall EPC portfolio- an advantage that would otherwise take years to build organically. This acquisition was done with an intent to consolidate Alcon's business with the Company and the Board of Directors have approved the same. The company's detailed state of Company's affair and future outlook is also discussed in the Management Discussion & Analysis Report forming part of this Annual Report.

5. ADOPTION OF MEMORANDUM OF ASSOCIATION AND ARTICLES OF ASSOCIATION OF THE COMPANY

The existing Memorandum of Association (MOA) of the Company was based on Companies Act, 1956 and some clauses in the existing MOA were no longer in conformity with the Companies Act, 2013 and hence, alteration and adoption of New set of MOA was done to re-align the object clause and the liability clause of the existing MOA as per Table A of Schedule I of The Companies Act, 2013 with no change in the main objects of the Company.

The existing Articles of Association (AOA) of the Company did not had recent changes made in the company laws, rules & regulations, circulars, notifications & amendments and Revised Secretarial Standards, hence the existing

AOA has been replaced with a new set of Articles of Association of the Com pany consequent to approval of the shareholders.

>. ACQUISITION

During the year under review, the Company acquired 100% equity stake in Alcon Builders and Engineers Private Limited, a company incorporated under the provisions of The Companies Act, 1956. Pursuant to execution of Sale and Purchase Agreement dated January 28, 2026 at a purchase consideration of '15,183 lakh and the transaction was closed on February 27, 2026 making Alcon a wholly owned subsidiary of the Company with effect from January 1,2026.

Through this acquisition, the Company will enter into the high-margin signaling EPC segment enabling the Company to augment its product offerings, strengthen its market presence, and accelerate entry into the said business segment. This acquisition was done with an intent to consolidate Alcon's business with the Company, to realise operational and commercial synergies and enhancing longterm value for all stakeholders. Given the limited number of qualified EPC players and the large industry capex pipeline, this acquisition positions GPT exceptionally well to capture a meaningful share of future high-value opportunities.

The Directors wish to express their sincere thanks to Ernst & Young LLP and Dentons Link Legal and for their financial and legal Due Diligence Report and Omnifin Valuation Services (OPC) P Ltd for their Valuation Report for the purposes of said acquisition.

The purchase price allocation (PPA) and fair values for the purposes of this acquisition as per the Valuation Report of Omnifin Valuation Services (OPC) P Ltd dated January 27, 2026 are as follows:

Further details of the acquisition and its financial impact are disclosed in the notes to the financial statements forming part of this Annual Report.

7. AMALGAMATION

In order to reduce the number of subsidiaries and to create a larger unified entity resulting in an optimal and efficient utilization of capital, lesser overheads including administrative, managerial and other expenditure, optimal utilization of resources, and a common governance structure, the Board of Directors of the Company and its subsidiaries in their respective Board Meetings approved a draft scheme of amalgamation of Alcon Builders and

The aggregate dividend for the year 2025-26 is '2.75 per share i.e., 27.5% and total payout will be '3,475.03 lakh. The dividend pay-out is in accordance with the Company's Dividend Distribution Policy and the same is available on the Company's website at the link: https:// gptinfra.in/share-holder-information/corporate-policies

10. TRANSFER TO RESERVES

The Company has not transferred any amount to the Reserves during the financial year ended March 31,2026.

11. DEPOSITS

During the year under review, the Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014

(including anystatutory modification(s) or re-enactment(s) thereof for the time being in force).

12. CHANGE IN THE NATURE OF THE BUSINESS:

During the year under review, there was no change in the nature of business of the Company.

13. SEGMENT PERFORMANCEa. INFRASTRUCTURE BUSINESS

During the financial year 2025-26, this segment recorded revenue of '1,15,085.47 lakh and '1,18,251.86 lakh in comparison to '1,09,533.89 lakh for the previous year for standalone and consolidated respectively with major revenue being received from the following projects viz. NHAI Ganga Bridge, Kona Expressway, Raniganj Bypass etc. All the contracts are operating smoothly without any delay.

During the Year under review, the Company received its major contracts from railway authorites and regulatory bodies for the construction of roads, flyovers, bridges, etc. Some of the key contracts include a construction of a rail cum road bridge over river Ganga in Varanasi for Northern Railway at a contract value of '1,201.36 Crore with our share being '480.54 Crore, a Hybrid Annuity Model (HAM) contract from NHAI for construction of a four lane elevated road in Jodhpur city amounting to '669.20 Crore with our share being '341.30 Crore, construction of a flyover along LBS Marg in eastern suburbs of Mumbai amounting to '1,804.48 Crore with our share being '469.16 Crore.

Total order inflow in this segment during the year was '2,028 Crore and the unexecuted order book for this segment as on April 1,2026 was '3,959 Crore.

b. CONCRETE SLEEPER BUSINESS

During the financial year 2025-26, this segment recorded total revenue of '7,739.94 lakh and '10,937.83 lakh in comparison to '6,519.70 lakh and '9,400.35 lakh in the previous year for standalone and consolidated respectively. The manufacturing facilities at Panagarh continue to perform well and have sufficient orders for the next fiscal year as well from the Railways.

In addition, the Company's subsidiaries and associates have procured new orders from the respective customers in South Africa and Namibia during the year under review, which will ensure the factories continue to have moderate utilization levels for the coming year.

Total order inflow in this segment during the year was '394 Crore and the unexecuted order book as on April 1, 2026 was '427 Crore.

The unexecuted order book for the Company as on April 1,2026 was '4,476 Crore, being 3.5x of Revenue of FY 2025-26, thus providing strong visibility for execution in the forthcoming years. The new orders inflow was '2,422 Crore for both the segments combined, the highest in the history of the Company.

14. CREDIT RATING

The long term and short term credit facilities are rated by CRISIL Ratings Limited and the present rating of the Company is Crisil A/Stable (Reaffirmed) for long term instruments and CRISIL A1 (Reaffirmed) for short term instruments, reaffirmed on March 25, 2026, thus evidencing the strong balance sheet and cash flow of the Company.

15. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

During the year under review, Alcon Builders and Engineers Private Limited became a wholly owned subsidiary of the Company and GPT ISC JU Highway Private Limited became a Subsidiary of the Company.

The Company has three Indian Subsidiary i.e., Jogbani Highway Private Limited, Alcon Builders and Engineers Private Limited and GPT ISC JU H ighway Private Limited and three foreign subsidiaries namely GPT Concrete Products South Africa (Pty) Limited, South Africa, GPT Investments Private Limited, Mauritius and RMS GPT Ghana Limited, Ghana. GPT-TransNamib Concrete Sleepers (Pty) Limited, Namibia continues to be an Associate Company.

Apart from above stated, no other Company's subsidiaries or associate companies have become or ceased to be Company's subsidiaries, or associate companies. The Company has no Joint Venture Company.

A statement providing salient features of the financial statements of subsidiaries and an associate company in the prescribed format AOC-1 is attached as Annexure-1 hereto and forms part of this Report. The Company has a policy for determining material subsidiaries in terms of Regulation 16(1)(c) of the Listing Regulations, 2015 as amended from time to time. The policy may be accessed on the Company's website at the link: https://gptinfra.in/ share-holder-information/corporate-policies.

16. CONSOLIDATED FINANCIAL STATEMENT

Pursuant to Section 129(3) of the Companies Act, 2013 (“Act”), the consolidated financial statements of the Company and its subsidiaries, associate and joint ventures have been prepared in accordance with the Indian Accounting Standard and as per Companies (Indian Accounting Standards) Rules, 2015, notified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014 which forms part of this Annual Report. Pursuant to Section 129(3) of the Act, a statement providing details of performance and salient features of the financial statements of the Company's subsidiaries and associate in Form AOC-1 is annexed with the Board Report.

The Annual Report of the Company, containing therein its standalone and the consolidated financial statements are available on the website of the Company at the link: https://gptinfra.in/financials/annual-reports. Further, the financial statements along with audit reports of the subsidiaries are available for inspection online by the Members at the Registered Office of the Company during working days between 11:00 A.M. and 1:00 P.M. Shareholders interested in obtaining a copy of the audited financial statements of the subsidiary companies may write to the Company Secretary at the Company's registered office.

17. DIRECTOR’S RESPONSIBILITY STATEMENT

a) Pursuant to Section 134(3)(c) and 134(5) of the Companies Act, 2013 (“Act”), the Board of Directors to the best of their knowledge and belief, states that in the preparation of the annual accounts for the year ended March 31, 2026, Indian Accounting Standards (IND AS) read with requirements set out under Schedule III to the Act, had been followed and there are no material departures from the same;

b) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31,2026 and of the profit of the Company for the year ended on that date;

c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the Directors had prepared the annual accounts on a going concern basis;

e) 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; and

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

18. CORPORATE GOVERNANCE

The Company is committed to maintain the highest standards of corporate governance and adhere to the corporate governance requirements set out under the provisions of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”). In terms of Regulation 34 of the Listing Regulations, a Report on Corporate Governance along with a Certificate issued by one of the statutory auditor of the Company, confirming compliance with the requirements of Corporate Governance, forms a part of this Annual Report. In order to evidence highest corporate governance

standards, the Audit Committee and Nomination and Remuneration Committee consists entirely of Independent Directors.

19. MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report as required by Regulation 34(2)(e) read with Schedule V of the Listing Regulations capturing your Company's performance, industry trends and other material changes with respect to your Company is annexed to this Annual Report. The Report provides a consolidated perspective of economic, social and environmental aspects material to our strategy and our ability to create and sustain value to our key stakeholders and includes aspects of reporting as required by Regulation 34(2)(e) read with Schedule V of the Listing Regulations.

20 BUSINESS RISK MANAGEMENT

Pursuant to the provisions of Regulation 21 of the Listing Regulations, the Company is not required to constitute a Risk Management Committee. The Company has however laid down procedures to inform Board members about the risk assessment and minimization procedures. The Company's management systems, organizational structures, processes, standards, code of conduct, internal control and internal audit methodologies and processes that governs as to how the Company conducts its business and manages associated risks. The Company also has in place a Risk Management Policy to identify and assess the key risk areas. The Members of the Audit Committee monitors and reviews the implementation of various aspects of the Risk Management Policy. Major risks identified by the Company are systematically addressed through mitigating actions on a continuous basis. The Company has also adopted risk assessment, minimization and control procedures. At present no particular risk whose adverse impact may threaten the existence of the Company is visualized.

The Risk Management Policy of the Company may be accessed at the link https://gptinfra.in/share-holder-information/corporate-policies.

21 CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

In line with the requirements of the Act and Listing Regulations, your Company has formulated a Policy on Related Party Transactions which is also available on Company's website at the link: https://gptinfra.in/share-holder-information/corporate-policies. The Policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and Related Parties. All Related Party Transactions are placed before the Audit Committee for review and approval. Prior omnibus approval is obtained for Related Party Transactions which are of repetitive nature and / or entered in the ordinary course of business and at arm's length basis. A statement of all related party transactions is presented before the Audit Committee on a quarterly basis, specifying the nature, value, and terms and conditions of the transactions and also filed with the Stock Exchanges bi-annually.

All the contracts / arrangements / transactions entered by the Company during the financial year with related parties were in ordinary course of business and on an arm's length basis.

During the year, the Company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the Company on Materiality of Related Party Transactions. Since there are no Material Related Party Transactions and all the transactions with related parties are at arm's length and in the ordinary course of business, no transactions are required to be reported in Form AOC - 2.

The Company has made full disclosure of transactions with the related parties as set out in relevant Notes to the Financial Statement, forming an integral part of this Annual Report. There were no materially significant related party transactions which could have potential conflict with interest of the Company at large.

22. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Corporate Social Responsibility Committee of the Board has formulated and recommended to the Board, a Corporate Social Responsibility Policy (CSR Policy) indicating the activities to be undertaken by the Company, which has been approved by the Board. The CSR Policy can be accessed on the Company's website at the link: https://gptinfra.in/share-holder-information/corporate-policies.

In terms of Section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility) Rules, 2014 as amended and in accordance with the CSR Policy, during the financial year 2025-26, the Company has spent above two percent of the average net profits of the Company during the three immediately preceding financial years.

Annual Report on CSR activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 is attached as Annexure-2 hereto and forms part of this Report. Details of composition of CSR Committee and other relevant details have been provided in the Corporate Governance Report, which forms part of this Annual Report.

23. INTERNAL CONTROLS/ INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

The Company's internal controls commensurate with the nature of its business and the size of its operations. These have been designed to provide reasonable assurance with regard to recording and providing reliable financial and operational information, complying with applicable statutes, executing transactions with proper authorization and ensuring compliance with corporate policies.

The Company has, in all material respects adequate internal financial controls with reference to financial statements and same was operating effectively as at March 31,2026. During the year, such controls were tested and No reportable material weaknesses in the design or operation were observed. Internal Audit is carried out in accordance with auditing standards to review design and effectiveness of internal control system & procedures to manage risks, operation of monitoring control, compliance with relevant policies & procedure and recommend improvement in processes and procedure and the report is placed in the Audit Committee.

The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (IND AS) as per the Companies (Indian Accounting Standards) Rules, 2015 as amended from time to time notified under Section 133 of the Act, and other relevant provisions of the Act. The Company mai ntai ns all its records in ERP system (SAP) and the work flow and approvals are routed through the ERP system (SAP) and the audit trail has been enabled throughout the year in the ERP system.

The Audit Committee of the Board of Directors regularly reviews execution of Audit Plan, the adequacy & effectiveness of internal audit systems, and monitors implementation of internal audit recommendations including those relating to strengthening of company's risk management policies & systems.

The Statutory Auditors have also commented on their independent testing of the software used by the Company for its operations including audit trail, access control, change management, backup and cyber security and found the same to be satisfactory. The Statutory Auditors have issued an unmodified opinion on the internal controls of the Company for the quarter and year ended March 31, 2026.

24. CEO & CFO CERTIFICATION

Pursuant to Regulation 17(8) read with Schedule II Part B of the Listing Regulations, a certificate from the Chief Executive Officer and Chief Financial Officer of the Company addressed to the Board of Directors, inter alia, confirming the correctness of the financial statements and cash flow statements, adequacy of the internal control measures and reporting of matters to the Audit Committee, is annexed to this Annual Report.

25. DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review, the following changes took place in the Directors and Key Managerial Personnel of the Company:

A. Unfortunate demise of Late Dwarika Prasad Tantia, Non Executive Chairman of the Company:

The Board expresses its profound sorrow at the untimely demise of Late Dwarika Prasad Tantia, Promoter and Non Executive Chairman of the Company, on August 17, 2025. He ceased to be a Director with effect from the said date, and the Board places on record its heartfelt condolences to the bereaved family.

Born on May 27, 1954, at Bidasar, District Churu, Rajasthan, Late Dwarika Prasad Tantia was the

driving force behind the Company and the GPT Group. His visionary leadership, integrity, and steadfast commitment significantly contributed to the Company's growth and strong corporate governance practices.

He also served as the Honorary Consul of the Republic of Ghana in Kolkata, reflecting his commitment to fostering international relations and public service.

A true karamyogi and compassionate social contributor, he inspired excellence, unity, and resilience across the organisation.

His sudden demise is an irreparable loss to the Company, its directors, and employees. The Board of the Company re affirms its commitment to uphold his vision and values with utmost dedication.

Late Dwarika Prasad Tantia was the Promoter of the Company and a subscriber to the Memorandum of Association of the Company. Pursuant to his will, his shareholding in the Company has been transferred to his successors viz. Mr. Atul Tantia and Mr. Vaibhav Tantia.

B. Appointment and Re-appointment:

(i) On the recommendation of Nomination and Remuneration Committee, Mr. Hari Modi was appointed as an Additional Independent Director of the Company with effect from May 16, 2025 by the Board of Directors at its meeting held on the same day. Subsequently, his appointment was regularized by the shareholders of the Company at the 45^th Annual General Meeting of the Company.

(ii) On the recommendation of the Nomination and Remuneration Committee and approval of Audit Committee, Dr. Om Tantia was appointed as Additional Non Executive Director designated as Chairman of the Company with effect from September 24, 2025 by the Board of Directors at its meeting held on the same day. Subsequently, his appointment was regularized by the shareholders of the Company by way of Postal Ballot e-voting Results dated October 27, 2025.

(iii) On the recommendation of the Nomination and Remuneration Committee and approval of Audit Committee, Mr. Atul Tantia, Executive Director & CFO of the Company was elevated to the position of Jt. Managing Director & CFO of the Company with effect September 24, 2025 by the Board of Directors at its meeting held on the same day. Subsequently, his appointment was approved by the shareholders of the Company by way of Postal Ballot e-voting Results dated October 27, 2025.

(iv) In accordance with the provisions of the Act and the Articles of Association of the Company, Mr. Vaibhav Tantia, Director & COO of the Company,

retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for reappointment. The Board recommends his reappointment.

C. Completion of Tenure

The Board of Directors at their meeting held on August 4, 2025 expressed their deep appreciation and gratitude for the valuable counsel rendered by Mr. Shankar Jyoti Deb as an Independent Director of the Company, who ceased to be a Director upon conclusion of the 45^th Annual General Meeting of the Company consequent to completion of his second term of five consecutive years.

D. Key Managerial Personnel:

The following persons are the Key Managerial Personnel of the Company in accordance with the provisions of Sections 2(51), 203 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or reenactment(s) thereof for the time being in force):

1. Mr. Shree Gopal Tantia, Managing Director,

2. Mr. Atul Tantia, Jt. Managing Director & CFO,

3. Mr. Vaibhav Tantia, Director & COO,

4. Mr. Amrit Jyoti Tantia, Director (Projects) and

5. Mrs. Sonam Lakhotia, Company Secretary & Compliance Officer

26. DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence and that they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective of independent judgment and without any external influence, pursuant to Regulation 25 of the Listing Regulations. None of the Directors have been subjected to any disqualification under the Act.

All the Independent Directors of your Company have been registered and are members of Independent Directors Databank maintained by Indian Institute of Corporate Affairs.

Out of five Independent Directors of the Company, three Independent Directors have passed the Online Proficiency Self Assessment Test conducted by Indian Institute of Corporate Affair (IICA). Two Independent Directors were exempted by Indian Institute of Corporate Affair (IICA) from appearing in Online Proficiency Self Assessment Test, as they have fulfilled the conditions for seeking exemption from appearing for the Online Proficiency Self Assessment Test. In the Board's opinion, the Independent Directors

are person of high reputation, integrity and possess the relevant expertise and experience in their respective fields.

27. SEPARATE MEETING OF INDEPENDENT DIRECTORS

The Independent Directors are fully kept informed of the Company's business activities in all areas. A separate meeting of Independent Directors was held on March 18, 2026 without the attendance of Non Independent Directors and members of the Management. The Independent Directors reviewed the performance of Non Independent Directors, the Board as a whole and the performance of the Chairman of the Company, after considering the views of Executive Directors and Non Executive Directors. They also assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties. Independent Directors expressed their satisfaction on the working of the Company, Board deliberation and contribution of the Chairman and other Directors in the growth of the Company. All the Independent Directors except Mrs. Rashmi Bihani, Independent Director of the Company were present at the Meeting who was duly granted leave of absence from attending the meeting. Mr. Kashi Prasad Khandelwal is the Lead Independent Director of the Company.

28. COMPLAINCE WITH SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India. During the year under review, your Company has complied with all the applicable provisions of Secretarial Standard - 1 and Secretarial Standard - 2 issued by the Institute of Company Secretaries of India (as amended).

29. NUMBER OF MEETINGS OF THE BOARD

During the year 5 (Five) Board Meetings were convened and held, the details of which are given in the Corporate Governance Report forming part of this Annual Report.

30. COMMITTEES OF BOARD OF DIRECTORS

I n compliance with the requirements of Companies Act, 2013 and Listing Regulations, your Board had constituted various Board Committees to assist in discharging its responsibilities. The Board has adopted charters setting forth the roles and responsibilities of each of the Committees. The Board has constituted following Committees to deal with matters and monitor activities falling within the respective terms of reference:

a. MANDATORY COMMITTEES

i. Audit Committee

ii Nomination and Remuneration Committee

iii Stakeholder's Relationship Committee

iv Corporate Social Responsibility Committee

b. NON-MANDATORY COMMITTEES

i. Executive Committee

Detailed composition of the above Committees, their terms of reference, number of meetings held, attendance therein and other related details are provided in the Corporate Governance Report forming part of this Annual Report. There has been no instance where the Board has not accepted the recommendations of its Committees.

31 ANNUAL EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

The Company has devised a Policy for performance evaluation of Independent Directors, Board Committees, the Chairman and other individual Directors which includes criteria for performance evaluation of the Non Executive Directors and Executive Directors. On the basis of Policy approved by the Board for performance evaluation of Independent Directors, Board Committees and other individual Directors, a process of evaluation was followed by the Board for its own performance and that of its Committees and individual Directors. The Independent Directors, in their separate meeting, evaluated the performance of Non Independent Directors, the Board as a whole, its Committees and that of the Chairperson of the Company, considering the views of Executive Directors and Non Executive Directors. Performance evaluation of Independent Directors was done by the entire board, excluding the Independent Director being evaluated.

The Independent Directors have expressed satisfaction at the robustness of the evaluation process, the Board's freedom to express its views on matters transacted at the Meetings and the openness and transparency with which the Management discusses various subject matters specified on the agenda of meetings. Parameters and process applied for carrying out the evaluation has been discussed in detail in the Corporate Governance Report.

Ongoing familiarization program aims to provide insights into the Company and the business environment to enable all the Independent Directors to be updated of newer challenges, risks and opportunities relevant in the Company's context and to lend perspective to the strategic direction of the Company. The details of programs for familiarization of Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Com pany and related matters are put up on the website of the Company and can be accessed at the link: https://gptinfra.in/share-holder-information/corporate-policies.

32 NOMINATION AND REMUNERATION POLICY

The Company has a Board approved Remuneration Policy on appointment and remuneration of Directors, Key Managerial Personnel and Senior Management Personnel, containing criteria for determining qualifications, positive attributes and independence of a director. Proviso to Section 178 (4) of the Companies Act, 2013 requires the Company to place its Remuneration Policy on its website and disclose the salient features of such policy and changes

therein, if any, along with the web address of the policy in the Board's Report. Accordingly, the Remuneration Policy of the Company has been made available on the Company's website at https://gptinfra.in/share-holder-information/ corporate-policies. The Remuneration Policy of the Company is attached as Annexure-3 hereto and forms part of this Report.

33. PARTICULARS OF MANAGERIALREMUNERATION

The statement required under Section 197 (12) read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure-4, hereto and forms part of this Report. Your Director's state that none of the Executive Directors of the Company receives any remuneration or commission from any of its Subsidiaries.

34. PARTICULARS OF EMPLOYEES

The Statement in respect of employees, as required under Section 197 of the Companies Act, 2013, read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is not applicable to the Company.

During the year, none of the employees other than the Managing Directors or Whole time Directors/ Executive Directors received remuneration in excess of the limits as prescribed under Rule 5(2)(i) & (ii) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Further pursuant to Rule 5(2)(iii) no employees received remuneration in excess of that drawn by the Managing Director or Whole time Directors/ Executive Directors, holding by himself/herself or along with his spouse and dependent children not less than two percent of the equity shares of the com pany.

35. HUMAN RESOURCES:

Your Company treats its team members as one of its most important assets. Your Company continuously invest in attraction, retention and development of talent on an ongoing basis. Your Company believes in the promotion of talent internally through job rotation and job enlargement and has skill upgradation plan with regular training of the employees.

36. LISTING WITH STOCK EXCHANGES

Your Company is presently listed with BSE Limited (BSE) and National Stock Exchange of India Limited (NSE). The details of trading, listing fees etc. are given in the Corporate Governance Report.

37. AUDITORS AND AUDITOR’S REPORTa. Statutory Auditors

M S K A & Associates LLP (formerly known as M S K A & Associates), Chartered Accountants (Firm Registration No. 105047W/W101187) were re-appointed as the Joint Statutory Auditors of the Company by the members at their 44^th AGM for a

period of 5 years from the conclusion of the 44^th Annual General Meeting till the conclusion of 49^th Annual General Meeting of your Company to be held for the Financial Year 2028-29. Further, they have confirmed that they hold a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India (ICAI) as required under the Listing Regulations.

Agarwal Lodha & Co, Chartered Accountants (Firm Registration No. 330395E) were appointed as the Joint Statutory Auditors of the Company by the members at their 43^rd AG M for a period of 5 years from the conclusion of the 43^rd Annual General Meeting till the conclusion of 48^th Annual General Meeting of your Company to be held for the Financial Year 2027-28. Further, they have confirmed that they hold a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India (ICAI) as required under the Listing Regulations.

The Statutory Auditors' Report for financial year 2025-26 on the standalone and consolidated financial statements forms part of this Annual Report. Your Company has a policy to maintain an unqualified audit report and therefore the Auditor's Report does not contain any qualifications, emphasis of matter, reservation or adverse remark or disclaimer in their report are self-explanatory and do not call for any further comments. The Notes on financial statement referred to in the Auditors' Report are selfexplanatory and do not call for any further comments. Further, the Statutory Auditor has not reported any fraud as specified under Section 143(12) of the Act.

b. Internal Auditor

During the period under review Internal Auditor, S S Kothari Mehta & Co. LLP conducted the quarterly internal audit of the Company and submit their reports to the Audit Committee. The Internal Audit Reports for the financial year 2025-26 have been reviewed by the Audit Committee of the Board on quarterly basis.

The Board of Directors, on the recommendation of the Audit Committee has re-appointed S S Kothari Mehta & Co. LLP as the Internal Auditor of the Company for the Financial Year 2026-27, as per the scope, functioning, periodicity and methodology for conducting the internal audit of the Company at a remuneration as per the engagement letters.

c. Cost Auditor

In terms of the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit), Rules, 2014, the Company is required to maintain cost records and get its cost record audited by a Cost Accountants in whole time practice. In this regard the Board of Directors has reappointed S.K. Sahu & Associates, Cost Accountants, (Membership No.28234) as the Cost Auditor of your Company to conduct the audit of cost records for the financial year 2026-27.

In terms of the provisions of Section 148(3) of the Companies Act, 2013 read with Rule 14(a)(ii) of the Companies (Audit and Auditors) Rules, 2014, the remuneration as recommended by the Board shall be ratified by the Members. Accordingly, requisite resolution seeking ratification of remuneration payable to the Cost Auditors for the Financial Year 2026-27 is forming part of the notice convening the ensuing 46^th Annual General Meeting of the Company.

Your Company has received consent from S.K. Sahu & Associates, Cost Accountants, to act as the Cost Auditor for conducting audit of the cost records for the financial year 2026-27 along with a certificate confirming their independence and arm's length relationship. The Company is maintaining the cost accounts and records in the manner as specified by the Central Government under Section 148(1) of the Companies Act, 2013.

d. Secretarial Auditor

Mr. Ashok Kumar Daga, Practicing Company Secretary (Certificate of Practice Number 2948) was appointed as a Secretarial Auditor of the Company by the Members of the Company at their 45^th Annual General Meeting for a period of 5 consecutive year to hold office from April 01, 2025 upto March 31, 2030 (the term) to conduct the secretarial audit of the Company from financial year 2025-26 to 2029-30. Secretarial Auditor have confirmed that he is eligible to hold office as Secretarial Auditor of your Company for the financial year 2026-27.

The Secretarial Audit Report in the prescribed Form MR-3 for the financial year ended March 31, 2026 is attached as Annexure-5 hereto and forms part of this Report. There are no qualifications, reservations or adverse remarks made by the Secretarial Auditor in his Report.

Further, none of the Auditors of the Company have reported any fraud as specified under the second proviso of Section 143 (12) of the Companies Act, 2013 (including any statutory modification(s) or reenactments) thereof for the time being in force), therefore no detail is required to be disclosed under Section 134 (3)(ca) of the Act.

38. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS

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.

39. UNPAID/UNCLAIMED DIVIDEND

Pursuant to provisions of Sections 124 and 125 of the Act read with the IEPF (Accounting, Audit, Transfer and Refund) Rules, 2016 (‘IEPF'), the Company is required to transfer to the IEPF Authority(‘IEPFA') amount remaining unpaid or unclaimed for a period of 7 years from the date they became due for payment. During the year under review, an amount

of '11,262 was transferred to Investor Education and Protection Fund (I EPF), along with the aforesaid amount 283 number of shares were transferred to IEPF Authority demat account. An amount equal to '4.38 lakh remained unclaimed and unpaid for a period of seven years as on March 31, 2026. The Members may claim their respective shares transferred to IEPF by making an application as per the procedure outlined in the IEPF Rules.

40. DISCLOSURES:a. Whistle Blower Policy/ Vigil Mechanism

The Company promotes ethical behavior in all its business activities and has put in place a mechanism for reporting illegal or unethical behavior. The Vigil Mechanism of the Company also incorporates a whistle blower policy in terms of the Listing Regulations. Protected disclosures can be made by a whistle blower through an e-mail, or a letter to the Chairman of the Audit Committee.

No whistle blower complaints had been received during the year under review. The Policy on vigil mechanism and whistle blower may be accessed on the Company's website at the link: https://gptinfra.in/ share-holder-information/corporate-policies.

b. Particulars of Loans given, Investments made, Guarantees given and Securities provided

The Company has disclosed full particulars of the Loans/ Guarantees given and/or Security provided, Investments made as required under Section 186 of the Companies Act, 2013, Regulation 34(3) and Schedule V of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 in the notes to the Standalone and Consolidated financial statements which form part of this Annual Report.

The aggregate of Loan given, Investment made or Guarantees given or Security provided are within the limit as prescribed under Section 186 of the Companies Act, 2013.

c. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Information on conservation of energy, technology absorption and foreign exchange earnings and outgo as stipulated in Section 134(3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is attached as Annexure-6 hereto and forms part of this Report.

d. Annual Return

Pursuant to the amendments to Section 134(3)(a) and Section 92(3) of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return in Form MGT-7 is available on Company's website at the link: https://gptinfra.in/ share-holder-information/annual-return.

e. Prevention of Sexual Harassment at Workplace:

The Company has zero tolerance towards sexual harassment at the workplace and has adopted a policy on Prevention, Prohibition and Redressal of Sexual Harassment at workplace in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Policy) and the Rules made thereunder. All employees (permanent, contractual, temporary, trainees) are covered under the said Policy. An Internal Complaints Committee is in place to redress complaints received on sexual harassment.

During the year under review, no complaints pertaining to sexual harassment has been received by the Company. The Company is committed to providing a safe and conducive work environment to all its employees and associates. The Company has also filed the Annual Report with the respective authorities.

f. Investor Education and Awareness

During the year under review, the Company participated in the Saksham Niveshak Investor awareness campaign conducted by the Investor Education and Protection Fund Authority from July 28, 2025 to November 6, 2025. The Company disseminated relevant information to its shareholders regarding updation of KYC details and timely claiming of unpaid or unclaimed dividends, and facilitated compliance with the said initiative through various measures, including communication via email, newspaper advertisements, website/portal notifications, and dissemination through stock exchanges.

Subsequent to the year end, the Company has participated in the second phase of the campaign, i.e., the second 100-Day Campaign-Saksham Niveshak, conducted from April 1, 2026 to July 9, 2026, which focuses on shareholders with unclaimed dividends and emphasizes KYC updation and related compliance measures.

The Company remains committed to supporting investor education, awareness, and facilitation initiatives in line with regulatory objectives.

41. OTHER DISCLOSURES

a. The Company does not have any scheme or provision of money for the purchase of its own shares by employees/ Directors or by trustees for the benefit of employees/ Directors.

b. The Company has not issued equity shares with differential rights as to dividend, voting or otherwise.

c. The company has complied with the listing norms of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing

Regulations”) and other applicable statutory provisions.

d. There was no revision in the financial statements.

e. Managing Director and Whole time Director has not received any remuneration or commission from any of its subsidiaries.

f. 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:

i) the details of application made or any proceeding 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.

ii) the 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.

42. ACKNOWLEDGEMENT AND APPRECIATION

Your Directors express their sincere and deep appreciation for the guidance and vision of Late Dwarika Prasad Tantia, Non Executive Chairman of the Company, who left for his Golokvas on August 17, 2025.

A true karmyogi and samaj sevak, Late Dwarika Prasad Tantia left a profound imprint on everyone he met through his humble nature, long term growth vision, strong corporate governance values and people first mindset. His contributions remain deeply valued by the Company and its stakeholders and we remain committed to abide by his vision and values.

Your Director's would like to express their sincere appreciation for the assistance, support and co-operation receivedfromtheFinancialInstitutions, Banks,Government

Authorities, Regulatory Authorities, Registrar, Customers, Vendors, Suppliers, Contractors and Business Associates. Your Directors also acknowledge the support and cooperation from the Government of India, State Government, their agencies and other regulatory authorities.

Your Directors also appreciate the commendable efforts, teamwork and professionalism of the employees of the Company.

Your Directors are also deeply grateful to our investors and shareholders for the unwavering confidence and faith in us. Your Directors also takes this opportunity to thank the communities your Company operates in, who have reposed their trust in us. Your Directors appreciates and values the efforts and commitment of the Management headed by the Executive Directors who have all worked together as a team in achieving a commendable business performance despite a challenging business environment.

Your Directors wish to place on record its deep appreciation to the Independent Directors and the Non Executive Directors of the Company for their valuable contribution by way of strategic guidance which helps your Company to take the right decisions in progressing towards its business goals.