Your directors have great pleasure in presenting the report on the Business and Operations of your Company ("the Company” or
"PMPL"), along with the audited financial statements, for the financial year ended March 31, 2026.

FINANCIAL HIGHLIGHTS

The financial highlights of the Company are as follows:

^ in Crores

REVIEW OF OPERATIONS:

Your Company has achieved operational turnover of ^4,728
Cr and Profit after tax of ^ 299 Cr during the FY 2025-26 as
against previous year operational turnover of ^4,435 Cr and
Profit after tax of ^301 Cr respectively.

Further, your Company has achieved consolidated Revenue
from Operations of ^6,062 Cr and Profit after tax of ^412 Cr for
the FY 2025-26 as against previous year operational turnover
of ^5,234 Cr and Profit after tax of ^348 Cr respectively.

Dividend

The Board of Directors of your Company in its meeting held
on May 20, 2026, recommended a dividend @ 15% R1.50/- per
equity share of ^10/- each) for the financial year 2025-26 after
having considered ongoing and imminent commitments, subject
to shareholders' approval at the ensuing annual general meeting
(AGM) and shall be subject to deduction of income tax at source.

Dividend Distribution Policy

Pursuant to Regulation 43A of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("the Listing Regulations"), as
amended, the Dividend Distribution Policy duly approved by the
Board is available on the website of the Company and can be
accessed at https://powermechprojects.com/codes-policies/

SHARE CAPITAL

The Authorised Capital of the Company is ^35,00,00,000
and the paid-up equity share capital of the Company
stood at ^31,61,62,920 comprising of 3,16,16,292 equity
shares of ^10/- each.

RESERVES

No amounts were proposed to be transferred to Reserves for
the period under review.

FIXED DEPOSITS

The Company has not accepted any deposits from Public
and as such, no amount on account of principal or interest
on deposits from public was outstanding as on the date
of balance sheet.

LISTING OF EQUITY SHARES

The securities of the Company are listed at National Stock
Exchange of India Limited (NSE) and BSE Limited (BSE). Further,
the Company has no equity shares carrying differential rights.

The Company has paid Listing Fees for the Financial Year
2026-27, to each of the Stock Exchanges, where its equity
shares are listed.

SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES

The Company has following subsidiaries, associate Companies and joint ventures both in India and overseas within the
meaning of Section 2(6) of the Companies Act, 2013 ("Act”). There has been no material change in the nature of the business
of the subsidiaries:

Consolidated financial statements have been prepared by the
Company in accordance with the requirements of Ind AS 110
issued by Institute of Chartered Accountants of India (ICAI)
and as per the provisions of the Act.

Pursuant to the provisions of Section 129(3) of the Act and
Rule 8(1) of Companies (Accounts) Rules, 2014, a statement
containing the salient features of the financial statements of
the Company's subsidiaries, in Form AOC-1, is attached as
Annexure-1 to this report.

Further, pursuant to the provisions of Section 136 of the
Act, the financial statements of the Company, including the
consolidated financial statements, along with the relevant
documents and the separate audited financial statements in
respect of subsidiaries are made available on the website of
the Company at https://powermechprojects.com/subsidiaries/

Further, the Company's policy on determining the material
subsidiaries, as approved by the Board is uploaded on the
Company's website at https://powermechprojects.com/
codes-policies/

Subsidiaries:

Power Mech Industri Private Limited: One of the wholly-owned
subsidiaries of PMPL. It undertakes major job works through
its state-of-the-art workshop in Noida. The machines of the
workshop are working at full steam, undertaking critical jobs,
meeting customers' satisfaction and proceeding with further
expansion in line with the need in the industry.

Power Mech SSA Structures Private Limited: One of the wholly-
owned subsidiaries of PMPL, was established to undertake the
project (Package-I) of providing necessary infrastructure viz.
furniture and additional classrooms including library rooms &
electrical facilities in all Government Schools, KGBVs & Bhavitha
buildings under the scheme of Sarva Shiksha Abhiyan.

PMTS Private Limited: One of the wholly-owned subsidiaries
of PMPL, incorporated to explore and develop software.

PM Green Private Limited: One of the wholly-owned subsidiaries
of PMPL, incorporated in India for exploring the opportunities
in the solar and other renewable energy projects.

Deoghar Ring Road Project Private Limited: One of the
wholly-owned subsidiaries of PMPL, incorporated in India
for executing the project "Construction of 4 lane Bypass to
NH-114A Connecting NH-333 and NH-133 (Deoghar Bypass)
from design km 0.00 to design Km 49.00 (Total Length -
49.00 km) in the state of Jharkhand on Hybrid Annuity mode.

Power Mech Projects LLC: One of the wholly-owned subsidiaries
of PMPL incorporated in Oman to tap the local market of
Oman and neighbouring countries.

Power Mech Projects BR FZE: A wholly owned enterprise of
Power Mech, incorporated in the Free Zone of Nigeria.

Hydro Magus Private Limited: One of the subsidiaries of PMPL
established with a vision to make positive contribution in
surging Hydro Power sector in India and neighboring countries.
The Company has successfully executed some critical hydro
projects and is fully geared and aggressively planning for
undertaking comprehensive projects.

Power Mech BSCPL Consortium Private Limited: One of the
subsidiaries of PMPL which was mainly incorporated to
undertake the infrastructure development works required for
development of medical device Manufacturing Park for Andhra
Pradesh Medtech Zone Limited at Vishakhapatnam.

KBP Mining Private Limited: One of the subsidiaries of
PMPL, incorporated for the exploration, design, engineering,
development, and operation of mines.

Kalyaneswari Tasra Mining Private Limited: One of the
subsidiaries of PMPL, incorporated in exploring, design &
engineering, developing, operating and working at Tasra Open
cast mine located in the state of Jharkhand.

Suryatna Projects Private Limited: One of the subsidiaries of
PMPL, incorporated to undertake and execute solar energy
projects under the PM Kusum scheme in the state of Bihar. It
focuses on solar pump installation, solarisation of agricultural
pumps, and small solar power plants on barren land, helping
farmers cut diesel dependence and earn from surplus power.
The company works closely with Bihar's state nodal agencies
and DISCOMs to advance the scheme's goal of sustainable,
decentralised solar energy in agriculture.

Power Mech Arabia Contracting Company: One of the
subsidiaries of PMPL incorporated to execute contracts within
the Kingdom of Saudi Arabia.

PMTS Technology LLC, Dubai: A step-down subsidiary company
of PMPL and one of the wholly-owned subsidiaries of PMTS
Private Limited, incorporated in Dubai, primarily to engage
in the business of software development and other ancillary
activities, as may be permitted under applicable laws.

PMTS Inc, USA: A step-down subsidiary company of PMPL
and one of the wholly-owned subsidiaries of PMTS Private
Limited, incorporated in Colorado state of USA, primarily to
engage in the business of software development and other
ancillary activities, as may be permitted under applicable laws.

Kailash River Bed Minerals LLP: A limited liability partnership
incorporated to execute a contract awarded by the Uttarakhand
Minerals and Mines Development authority.

Vindyavasini Mining Works LLP, Velocity Mining Works LLP and
Vanshika Mining Works LLP are incorporated to execute the
sand mining in the state of Madhya Pradesh.

Joint Ventures:

GTA Power Mech Nigeria Limited: A joint venture of Power
Mech is designed to undertake packages in power, infra and
process industry sectors including ETC of civil, mechanical
and electrical and also O&M of plants. With solid and stable
technical backup from the parent companies, GTA Power Mech
is in a position to undertake projects of any magnitude and
type in different terrains and weather. The Company has
capability to undertake packages in a spectrum of activities
in projects and plants supported by expert team in respective
fields and strategic and technical collaborations from parent
companies. The project is being executed by GTA Power
Mech FZE, the wholly owned subsidiary of GTA Power Mech
Nigeria Limited.

GTA Power Mech DMCC: A Joint Venture of Power Mech with
50% shareholding, incorporated in Dubai, UAE.

In addition to the above mentioned registered Joint Ventures,
there are various unregistered joint ventures formed with the
primary purpose of executing various projects. These joint
ventures, though not registered as separate legal entities, were
set up to pool resources and expertise to effectively carry out
specific works. The details of their financial impact have been
disclosed in AOC-1 as per regulatory requirements, ensuring
transparency and compliance.

Associates

MAS Power Mech Arabia: An associate Company of Power
Mech, established in Saudi Arabia to cater the needs in the
Saudi Arabia and surrounding regions for providing services
in ETC, Civil and O&M.

The Company is equipped to provide services in all the
verticals keeping high standards in quality, safety and timeline.
The Company draws technical guidance and support from the
parent company and it will be an extended arm of Power Mech
in providing its skills and expertise in this part of the world.

Power Mech LLC, Qatar: An associate company of Power Mech,
established in Qatar to cater the needs in the Qatar and
surrounding regions for providing services in ETC, Civil and O&M.

CONSOLIDATED FINANCIAL STATEMENTS (CFS)

During the year, the Board of Directors reviewed the affairs of
its subsidiaries. Your Company has prepared its consolidated
financial statements in accordance with the requirements of
IND AS 110 issued by the Institute of Chartered Accountants
of India (ICAI) and as per the provisions of Section 129(3)
of the Companies Act, 2013. The Consolidated Financial
Statements together with the Auditors' Report form part of
this Annual Report.

In accordance with Section 136 of the Companies Act, 2013, the
financial statements of the Company, including the consolidated
financial statements, and all other documents required to be
attached to this report are available for inspection by the
members at the registered office of the Company during the
business hours on all days, except Saturdays, Sundays and
public holidays, up to the date of the Annual General Meeting
('AGM'). Any member desirous of obtaining a copy of the
said financial statements may write a mail to the Company
Secretary of the Company. The above-mentioned documents
have also been uploaded on the website of the Company at
https://powermechprojects.com/annual-reports/

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the
Act, the Annual Return as on March 31, 2026, is made available
on the Company's website at https://powermechprojects.com/
annual-returns/

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis (MDA) for the
year under review as stipulated under Regulation 34 of the
Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) 2015 ("the Listing Regulations”)
forms part of this Annual Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

Business and Responsibility Sustainability Report (BRSR) as
stipulated under Regulation 34(2)(f) of the Listing Regulations
is applicable to your Company for FY 2025-26 and the same
is provided as separate section to this Annual Report which
indicates the Company's performance against the principles of
the 'National Guidelines on Responsible Business Conduct'. This
would enable the members to have an insight into environmental,
social and governance initiatives of the Company.

CORPORATE GOVERNANCE

A separate report on Corporate Governance as required under
the Listing Regulations is provided as separate section to this
Annual Report.

OUTLOOK AND FUTURE PLANS

"Management Discussion and Analysis” contains a section on
the Company's outlook and future plans and members may
please refer to the same.

DIRECTORS

As on the date of signing this report, the Board of directors
of the Company has an optimum combination of Executive
Directors (2), Non-Executive Directors (1) and Independent
Directors (4) including one woman Independent Director.

Non-executive and Independent Directors

As prescribed under Listing Regulations and pursuant to
Section 149(6) of the Act, the Non-Executive and Independent
Directors of the Company are Mr. Vivek Paranjpe, Mr.
Jayarama Prasad Chalasani, Mr. Bontha Prasada Rao and Mrs.
Vasundhara Sinha.

Executive Directors/ Whole-time Directors

Mr. Kishore Babu Sajja, Chairman and Managing Director and
Mr. Rohit Sajja, Whole-time Director

The Company is in-compliance with all the applicable
provisions of the Act and the Listing Regulations from time to
time for the appointment of Directors.

CHANGES IN DIRECTORS AND KEY MANAGERIAL
PERSONNEL (KMP):

During the year under review,

a) Mr. Bontha Prasada Rao appointed as the Non-executive
and Independent Director of the Company, for a period
of 3 years, with effect from August 8, 2025.

b) Mr. Sajja Rohit, president of the Company, appointed as
Whole-time Director of the Company for a period of five
years from August 8, 2025.

c) Mr. Sajja Kishore Babu, Chairman and Managing Director
of the Company, has been re-appointed as such for a
further period of five years effective from April 1, 2026.

d) Mrs. Vasundhara Sinha has been appointed as the Non¬
executive and Independent Director of the Company,
for a period of 2 years, with effect from June 20, 2026,
subject to the approval of members.

e) Mrs. Lasya Yerramneni has completed her second and
final term as an Independent Director at the close of
business hours on June 26, 2026.

f) Mrs. Sajja Lakshmi has stepped down from her role as a
Director, effective August 8, 2026, due to personal and
professional commitments.

DIRECTORS RETIRING BY ROTATION

Pursuant to the provisions of the Act, Mr. M. Rajiv Kumar
retires at the AGM and being eligible, offers himself for
re-appointment.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirements under Section 134, sub-section
3(c) and sub-section 5 of the Companies Act, 2013, the Board
of Directors, to the best of their knowledge and ability, state
and confirm that:

i. in the preparation of the Annual Accounts, the applicable
Accounting Standards have been followed, along with
proper explanation relating to material departures;

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

iii. they have taken proper and sufficient care for the
maintenance of adequate accounting records in
accordance with the provisions of this Act for safeguarding
the assets of the Company and for preventing and
detecting fraud and other irregularities;

iv. they have prepared the annual accounts on a
going concern basis;

v. they have laid down internal financial controls to be
followed by the Company and that such internal financial
controls are adequate and are operating effectively; and

vi. they have devised proper systems to ensure compliance
with the provisions of all applicable laws and that such
systems are adequate and operating effectively.

DECLARATIONS OF INDEPENDENT DIRECTORS

All independent directors of the Company have given
declaration that they meet the criteria of independence as
provided in sub-section (6) of section 149 of the Act. The
Company also received a declaration of compliance of sub¬
rule (1) and sub-rule (2) of the Rule 6 of the Companies
(Appointment and Qualifications of Directors) Rules, 2014.

POLICY ON DIRECTORS' APPOINTMENT AND
REMUNERATION AND OTHER DETAILS

Pursuant to the provisions of the Act and the Listing
Regulations, the Nomination and Remuneration committee
identifies persons who are qualified to become directors in
accordance with the criteria laid down and recommend to the
Board for their appointment and removal.

The Company adopted a policy relating to the remuneration
for Directors and Key Managerial Personnel. This Policy
covers the remuneration and other terms of employment
for the Company's Executive Team. The remuneration policy
for members of the Board and for management, aims at
improving the performance and enhancing the value of the
Company by motivating and retaining them and to attract
the right persons to the right jobs in the Company. The
object of this Remuneration Policy is to make your Company
a desirable workplace for competent employees and thereby
secure competitiveness, future development and acceptable
profitability. In order to achieve this, it is imperative that the
Company is in a position to offer competitive remuneration in
all its operational locations.

The Company's policy on directors' appointment and
remuneration and other matters provided in Section 178(3) of
the Act is made available on https://powermechprojects.com/
codes-policies/

POLICY FOR SELECTION OF DIRECTORS AND
DETERMINING DIRECTORS' INDEPENDENCE

The Nomination and Remuneration committee (NRC)
shall assess the independence of directors at the time of
appointment, re-appointment and the Board shall assess the
same annually based on the criteria provided by NRC. The
Board shall re-assess determination of independence when
any new interests or relationships are disclosed by a Director.

The criteria of independence is as prescribed in the Act and
the Listing Regulations and the independent directors shall
abide by the Code specified for them in Schedule IV of the Act.

NUMBER OF MEETINGS OF THE BOARD

During the financial year, five (5) meetings of the Board of
directors were held on April 10, 2025; May 22, 2025; August 8,
2025; November 10, 2025; and February 10, 2026, in compliance
with provisions of the Act read with rules made thereunder,
Secretarial Standards and the Listing Regulations.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS
WITH RELATED PARTIES

The particulars of contracts or arrangements with related
parties referred to in sub-section (1) of Section 188 in Form
AOC-2 pursuant to clause (h) of sub-section (3) of Section 134
of the Act and Rule 8(2) of the Companies (Accounts) Rules,
2014, are enclosed as Annexure-2 to this report.

The policy on materiality of related party transactions and also
on dealing with the related party transactions as approved by
the Audit committee and the Board of directors was placed
on the website of the Company at https://powermechprojects.
com/codes-policies/

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

The particulars as prescribed under Section 134(3)(m) of the
Companies Act, 2013, read with the Companies (Accounts)
Rules, 2014, with respect to Conservation of Energy, Technology
Absorption, and Foreign Exchange Earnings and Outgo are
provided in Annexure-3 to this Report.

PARTICULARS OF LOANS, GUARANTEES ORINVESTMENTS

The details of loans given, guarantees provided and
investments made, if any, during the Financial Year ended on
March 31, 2026, are enclosed as Annexure- 4 to this Report
in compliance with the provisions of Section 186 of the
Companies Act, 2013 read with the Companies (Meetings of the
Board and its Powers) Rules, 2014. The particulars of aggregate
loans, guarantees and investments under Section 186 of the
Act are disclosed in the notes to Financial Statements, which
may be read as part of this Report.

Further, the disclosure under Regulation 34(3) read With
Schedule V of the Listing Regulations is enclosed as Annexure- 5

RISK MANAGEMENT POLICY

The Board formulated and implemented Risk Management
Policy for the Company which identifies various elements of
risks which in its opinion may threaten the existence of the
Company and measures to contain and mitigate risks. The
Company has adequate internal control systems and procedures
to combat the risk. Further, the Company has adopted a Risk
Management Policy in accordance with the provisions of
the Act and Regulation 21 of the Listing Regulations and the
same is also made available on the Company website of the
Company at: https://powermechprojects.com/codes-policies/

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The annual report on CSR activities, in terms of Section 135
of the Act, and the details about the policy developed and
implemented by the company on CSR initiatives taken during
the year are enclosed as Annexure-6 to this report. A detailed

policy on CSR is placed on the Company's website under the
web link: https://powermechprojects.com/codes-policies/

BOARD EVALUATION

Pursuant to the provisions of the Act and the Listing
Regulations, the Board has carried out annual performance
evaluation of its own, the individual directors as well as the
mandatory committees of the Board. A structured set of
criteria was adopted after taking into consideration the inputs
received from the directors, covering various aspects of the
Board's functioning such as adequacy of the composition of
the Board and its Committees, Board culture, execution and
performance of specific duties, obligations and governance.
Evaluation of the Board members is conducted on an
annual basis by the Board, Nomination and Remuneration
committee and Independent Directors with specific focus on
the performance and effective functioning of the Board and
individual directors.

The Nomination and Remuneration committee had specified
criteria for performance evaluation of Directors, Committees
and Board as a whole and recommended the same to the
Board for evaluation.

CRITERIA FOR PERFORMANCE EVALUATION

a. Ability of the candidate to devote sufficient time and
attention to his professional obligations as Independent
Director for informed and balanced decision making.

b. Adherence to the Code of Conduct in letter and in spirit
by the Independent Directors.

c. Bringing objectivity and independence of view to the
Board's discussions in relation to the Company's strategy,
performance, and risk management.

d. Statutory compliance and ensuring high standards of
financial probity and Corporate Governance.

e. Responsibility towards requirements under the Companies
Act, 2013, responsibilities of the Board and accountability
under the Director's Responsibility Statement.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT
DIRECTORS

The Independent Directors attend a Familiarization /Orientation
Program on being inducted into the Board. Further, various
other programmes are conducted for the benefit of Independent
Directors to provide periodical updates on regulatory front,
industry developments and any other significant matters of
importance through Board meetings. The Company issues a
formal letter of appointment to the Independent Directors,
outlining their role, function, duties and responsibilities, the
format of which is available on the Company's Website.

The details of training and familiarization program are
available on the website at https://powermechprojects.com/
codes-policies/

NAMES OF COMPANIES WHICH HAVE BECOME OR
CEASED TO BE ITS SUBSIDIARIES, JOINT VENTURES
OR ASSOCIATE COMPANIES:

During the period under review PM Green Private Limited;
Deoghar Ring Road Project Private Limited; PMTS Inc.; and
Suryatna Projects Private Limited became the subsidiaries of
the Company and Aashm Avenues Private Limited, Energy
Advisory and Consulting Services Private Limited and Power
Mech Environmental Protection Private Limited were closed
through strike-off route.

DETAILS IN RESPECT OF THE ADEQUACY OF
INTERNAL FINANCIAL CONTROLS WITH REFERENCE
TO THE FINANCIAL STATEMENTS

The Company maintains a robust internal control system that
is fully commensurate with the size, scale, and complexity
of its operations. To ensure data integrity and operational
efficiency, all corporate records are securely maintained within
the SAP ecosystem, with workflows and approval matrices
systematically routed through the platform.

The Internal Audit Department continuously monitors and
evaluates the efficacy and adequacy of these internal controls.
This includes assessing compliance with standard operating
systems, accounting procedures, and corporate policies across
all locations of the Company and its subsidiaries. Based on the
findings of the internal audit reports, the respective business
units undertake immediate corrective actions in their areas
to further strengthen the control environment. Additionally,
all significant audit observations and the corresponding
corrective measures are periodically presented to the Audit
Committee of the Board for their review and oversight.

VIGIL MECHANISM

The Board of Directors, on the recommendation of the Audit
Committee, established a vigil mechanism for directors
and employees called "Whistle Blower Policy”, pursuant
to the provisions of the Companies Act, 2013, and Listing
Regulations to report genuine concerns or grievances about
unethical behavior, actual or suspected fraud or violation
of the Company's Code of Conduct or Ethics Policy and to
provide adequate safeguards against victimization of persons
who use such mechanism and to provide direct access to
the Chairperson of the Audit Committee in appropriate or
exceptional cases.

The Whistle Blower Policy is posted under the Investors section
of the Company's website at: https://powermechprojects.com/
codes-policies/

FRAUD REPORTING

During the Financial Year under review, the Statutory Auditors
have not reported any incident of fraud to the Board of
Directors of the Company, pursuant to the provisions of
Section 143(12) of the Companies Act, 2013.

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

Your Company maintains a zero-tolerance approach towards
sexual harassment at the workplace and has adopted a formal
policy in strict compliance with the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 ("POSH Act"). The Company actively undertakes
various organization-wide initiatives to build awareness among
employees regarding the Policy and the statutory provisions
of the Act. The details of sexual harassment complaints filed
and resolved under the POSH Act and the corresponding Rules
are as follows:

No. of Complaints Received : Nil

No. of Complaints disposed of : NA

Further, during the year under review, the Company has
complied with the provisions related to the constitution of
Internal Complaints Committee under the Sexual Harassment
of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.

CODE OF CONDUCT FOR PREVENTION OF INSIDER
TRADING

The Board of Directors has adopted an Insider Trading Policy
in compliance with the SEBI (Prohibition of Insider Trading)
Regulations, 2015. This Policy establishes the guidelines,
procedures, and disclosure requirements to be strictly adhered
to by individuals while in possession of Unpublished Price
Sensitive Information (UPSI) and while dealing in the securities
of the Company. It also explicitly details the consequences
of any violations. The primary objective of the Policy is to
regulate, monitor, and ensure the accurate reporting of trading
by employees and designated insiders, thereby upholding the
highest ethical standards in all securities transactions.

The Company's Insider Trading Policy, which encompasses
the Code of Practices and Procedures for Fair Disclosure of
Unpublished Price Sensitive Information and the Code of
Conduct for Prevention of Insider Trading, is available on our
website at: https://powermechprojects.com/codes-policies/

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION
AND PROTECTION FUND

During the year under review, pursuant to the provisions of
Section 124 (5) of the Act (section 205A of the Companies Act,
1956), an amount of ?84,726.00/- relating to FY 2017-18, which
remained unclaimed for a period of 7 years was transferred to
the Investor Education and Protection Fund by the Company
in October 2025.

TRANSFER OF UNCLAIMED SHARES TO INVESTOR
EDUCATION AND PROTECTION FUND AUTHORITY

During the year under review, all shares in respect of which
dividend has not been paid or claimed for seven consecutive
years or more (relevant shares) up to and including the financial

year 2016-17 were transferred by the Company in the name
of IEPF from time to time and the statement containing such
details as prescribed is placed on the Company's website at
https://powermechprojects.com/unpaid-undaimed-dividend/

STATUTORY AUDITORS & AUDITOR'S REPORT

The Members of the Company at their meeting held on
September 27, 2024, approved the appointment of Brahmayya
& Co, Chartered Accountants (Firm Registration No. 000513S),
as Statutory Auditors of the Company to hold office for a
period of five years from the conclusion of 25th AGM till the
conclusion of the 30th AGM.

The Auditor's Report on the financial statements of the
Company does not contain any qualifications, reservations, or
adverse remarks or disclaimer and the Notes on the financial
statements referred to therein are self-explanatory, thereby
not requiring any further comments on the same.

MAINTENANCE OF COST RECORDS

During the year under review, Section 148(1) of the Act is
applicable to your Company and accordingly such accounts
and records are made and maintained by the Company as
specified in the Act.

COST AUDIT

The Board of directors, based on the recommendations of
the audit committee, appointed M/s. M P R & Associates,
Cost Accountants, Hyderabad, as Cost Auditors for conducting
the audit of cost records of the Company for FY 2025-26.
The shareholders of the Company at their 26th AGM held
on September 22, 2025, ratified the remuneration payable to
the Cost Auditors.

Further, the Board of directors based on the recommendations
of the audit committee, appointed M/s. M P R & Associates,
Cost Accountants, as Cost Auditors for conducting the audit
of cost records of the Company for FY 2026-27, subject to
ratification of remuneration payable to them for the financial
year 2026-27 by the members at the ensuing AGM.

SECRETARIAL AUDITORS AND AUDIT REPORT

During the year under review, the Company has complied with
the provisions of Section 204 of the Act and Regulation 24A
of the Listing Regulations.

The Members of the Company at their meeting held on
September 22, 2025, approved the appointment of Mr. D.S. Rao
as Secretarial Auditors of the Company for a period of 5 years
from the financial year 2025-26.

The Secretarial Audit Report for the financial year ended
March 31, 2026, issued by Mr. D.S. Rao (ACS no. 12394/
CP no. 14487), Practicing Company Secretary, is enclosed
as Annexure-7 to this Report and it does not contain any
reservation, qualification or adverse remarks.

Furthermore, this is to confirm that, as on closure of the
financial year i.e., March 31, 2026, the Company doesn't have
any material subsidiary.

PARTICULARS OF EMPLOYEES AND RELATED
DISCLOSURES

The information required under Section 197 of the Companies
Act, 2013 read with Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 (including any statutory
modification(s) or re-enactment(s) thereof for the time being
in force) in respect of directors/employees of the Company is
enclosed as Annexure -8 to this Report.

DIRECTORS AND OFFICERS LIABILITY INSURANCE

In terms of Regulation 25(10) of the Listing Regulations, the
Company undertook Directors and Officers insurance.

INDUSTRIAL RELATIONS

Industrial relations have remained cordial during the year
under review, and your directors appreciate the sincere and
efficient services rendered by the employees of the Company
at all levels, contributing to the successful operations
of the Company.

GREEN INITIATIVES

In commitment to keep in line with the Green Initiatives and
going beyond it, electronic copy of the Notice of 27th Annual
General Meeting of the Company including the Annual Report
for FY 2025-26 are being sent to all members whose e-mail
addresses are registered with the Company / Depository
Participant(s).

COMPLIANCE WITH SECRETARIAL STANDARDS

During the year under review, the Company has complied
with secretarial standards issued by the Institute of Company
Secretaries of India on Board Meetings (i.e., SS-1), General
Meetings (i.e., SS-2) and on Dividend (i.e., SS-3).

GENERAL

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

1. There is no change in the nature of the business
of the Company.

2. Issue of equity shares with differential rights as to
dividend, voting or otherwise.

3. 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.

4. No material changes and commitments in the business
operations of the Company from the financial year
ended March 31, 2026, to the date of the signing of the
Directors' Report.

5. Neither the Managing Director nor the Whole-time
Directors of the Company receive any remuneration or
commission from any of its subsidiaries.

6. No application made or no proceedings are pending
under the Insolvency and Bankruptcy Code, 2016.

7. During the year under review, the Company hasn't
opted for one time settlement with any Bank or
Financial Institution.

8. The details of difference between the amount of
valuation done at the time of one-time settlement
and the valuation done while taking loan from Banks
or Financial Institutions along with the reasons thereof:
Not applicable

ACKNOWLEDGMENTS

Your directors thank various departments of Central and State
Government, Organizations and Agencies for the continued
help and co-operation extended by them to your Company.
Your directors also gratefully acknowledge all stakeholders of
the Company viz. shareholders, customers, dealers, suppliers,

vendors, financial institutions, banks, other intermediaries
and business partners for the excellent support received from
them during the year.

Your directors place on record their sincere appreciation to all
employees of the Company for their unstinted commitment
and continued contribution to the Company.

For and on behalf of the Board
Kishore Babu Sajja

Place: Hyderabad Chairman and Managing Director

Date: August 8, 2026 DIN: 00971313