Your Directors' take pleasure in presenting the Thirty-Seventh (37^h) Directors' Report of your Company along with Audited
Financial Statements for the financial year ended 31^st March, 2026.

1. FINANCIAL RESULTS:

2. DIVIDENDAND RESERVE:

Your Directors are pleased to recommend a Final Dividend of Rs. 0.55 paise (55%) per equity share of face value of
Rs.1/- each for the year ended 31^st March, 2026, subject to the approval of Members at the ensuing Annual General
Meeting (AGM) of the Company. The Members whose names appear as beneficial owners as at the end of the business
hours on Friday, 31^st July, 2026 will be eligible for receipt ofdividend. The Final Dividend, ifapproved bythe members will
be paid within 30 days from the date ofAnnual General Meeting.

Two Interim Dividends at the rate of Rs. 0.35 (35%) each per equity share, consolidating to (Rs. 0.70) 70% for the year
were recommended at the Board Meetings held on 12^th November, 2025 and 14^h February, 2026 and same were paid on
November, 2025 and March, 2026 respectively.

In view of the changes made under the Income-tax Act, 1961, by the Finance Act, 2020, dividends paid or distributed by
the Company shall be taxable in the hands of the Shareholders. The Company shall, accordingly, make the payment of
the final dividend after deduction oftax at source.

Dividend Distribution Policy

In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Board of Directors of the Company formulated and adopted the Dividend
Distribution Policy (the 'Policy'). The dividend recommendation is in accordance with the Policy of the Company. The
dividend will be paid out of the profits for the year. The Policy is available on Company's website and is accessible
throughhttps://precisionwires.in/wp-content/uploads/2024/01/9.-Dividend-Distribution-Policy.pdf

Share Capital

The authorized share capital of the Company stands at Rs. 25,00,00,000/- divided into 22,00,00,000 equity shares of
Rs.1/- each and 3,00,00,000 Un-classified Shares of Rs.1/- each.

As on March 31,2025 The paid-up share capital of the Company stands at Rs. 17,86,57,975/- divided into 17,86,57,975
equity shares of Rs.1/- each.

During the financial year 2025-26, your Company strengthened its capital structure by raising funds through a
Preferential Issue on a Private Placement basis. This issuance was approved by the Board of Directors at their meeting
held on May 17, 2025, and by the Members at the Extra-Ordinary General Meeting held on June 17, 2025.

The Company allotted 13,83,000 Equity Shares and 27,67,000 Convertible Warrants, both at an issue price of Rs.151/-
per unit (comprising a face value of Rs.1/- and a premium of Rs.150/-). Consequently, the paid-up equity share capital
increased from Rs. 17,86,57,975/-to Rs. 18,00,40,975/-.

Subsequently, on the request of warrants holders and receipt of balance 75% of consideration, the Board of Directors,
through circular resolution passed on October 10, 2025, approved the conversion of the 27,67,000 Warrants into an
equivalent number of fully paid-up Equity Shares. Following the receipt of listing and trading approvals from the BSE
Limited and the National Stock Exchange of India Limited, the total paid-up share capital of the Company stands
increased to Rs. 18,28,07,975/-.

Therefore, as on 31^st March, 2026, Paid up and Listed Share Capital of the Company stands at Rs.18,28,07,975/-
consisting of 18,28,07,975 equity shares of Rs.1/- each fully paid.

INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

In accordance with the applicable provisions of Companies Act, 2013 read with Investor Education and Protection Fund
(Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules"), all unclaimed dividends are required to be
transferred by the Company to the IEPF, after completion of seven (7) years. Further, according to IEPF Rules, the
shares on which dividend has not been claimed by the shareholders for seven (7) consecutive years or more shall be
transferred to the demat account of the IEPF Authority. The details relating to amount of dividend transferred to the IEPF
and corresponding shares on which dividends were unclaimed for seven (7) consecutive years, are provided on the
website of the Company https://precisionwires.in/

Transferto General Reserve:

No amount was transferred to General Reserve during the FY 2025-2026.

3. OPERATIONS:

I. Production & Sales:

During the year under review there was normalcy in terms of Production and Sales. Our Production, Sales, and
Revenue from Operations were higher compared to the preceding year, reflecting consistent operational
performance and market demand.

The Company made suitable arrangements with indigenous producers and also supplemented the same with
imports to ensure an uninterrupted supply of Copper during the year. Efforts are ongoing to proactively tie up
copper supplies for FY 2026-27, given the possibility of supply constraints in the domestic market.

The year also saw inflationary pressures, driven by higher finance cost, salaries and wages, export freight, repairs
and maintenance and some other expenses. During most of the year, India faced the uncertainty brought about by
the imposition of US Trade tariffs. The economy in general performed reasonably well during the year and demand
growth was satisfactory. Your Company continued to discharge all its financial and operational commitments on
time, without delays or defaults.

During Q4, FY 2025-26, due to the onset of the Iran war, there was a sudden and steep spike in the prices of the Oil
and all downstream Chemicals. Looking ahead to FY 2026-27, there is likely to be a significant impact in our cost of
Enamels/Chemicals. It is also expected that since there has been a huge surge in Oil prices due to War, unless the
Iran conflict is settled very quickly and situation normalises fast, the Government of India will increase fuel prices
significantly during FY 2026-27. There has also been steep devaluation of our India Currency INR vs major
international Currencies such as USD and Euro. Domestic Interest rates are expected to harden during FY

2026-27. The Ukraine war is still ongoing with no end in sight. Geo-political tensions are very high all around the
world.

Demand and Economic growth in India are likely to be adversely impacted during FY 2026-27 due to these factors.
All the above points are likely to impact Indian economy in general and our Company in particular.

II. Exports:

During FY 2025-26, there was a steady demand in key overseas markets despite facing stiff competition and tariff
discrimination in international markets. USA imposed substantial tariffs on Indian Products during the year.

Despite the complex Geo-Political global environment, we were able to grow exports, contributing to the Company's
balanced revenue mix.

III. Copper:

Copper is our primary raw material. There was significant upward movement in International Copper prices and
exchange rates during the year under review:

• In terms of USD per MT, the average copper price increased by approximately 15% compared to FY 2024-25.

• The Indian Rupee weakened by around 4.5% on average during the year.

As a matter of policy and risk mitigation, the Company continued to follow a strategy of back-to-back transactions¬
purchasing copper against confirmed sales orders to minimize exposure to market fluctuations.

Copper supply remained tight globally. Our main domestic Copper suppliers were M/s Hindalco Industries Limited
(Birla Copper), M/s Vedanta Limited. We also started procuring Copper during the year under review from M/s
Kutch Copper Limited (Adani Group).

The Bureau of Indian Standards (BIS) withdrew Quality Control Orders (QCOs) on Copper Cathodes. QCO on
Copper Rods continued.

During the end of the year, our Company commenced its Copper Rod manufacturing operation at Valvada, Gujarat
for captive use at our Silvassa, DNH plants.

IV. Expansion: Status of Projects

Kindly refer the below table:

4. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

During the Financial Year 2025-26, following changes have taken place in the Board of Directors:

a. Shri Deepak Mehta, was re-appointed as Vice Chairman and Whole-Time Director for a period of three years w.e.f
1^st August, 2025 to 31^st July, 2028 by the Board of Directors in their Meeting held on 17^h May, 2025 and
subsequently approved by the Members of the Company in the Extra-Ordinary General Meeting held on June 17,
2025.

b. Smt. Asha Morley, Non-Executive Independent Director has been re-appointed by the Board of Directors for a
Second terms of five years from June 23, 2026 to June 22, 2031 by the Board of Directors in the meeting held on
14^th February, 2026. The appointment was subsequently confirmed by members through Postal Ballot on
21^st March, 2026.

c. Shri Nirbhay Mehta, was re-appointed as a President of the Company for a period of three years starting from
1^st July, 2025 to 30^th June, 2028.

d. Key Managerial Personnel (KMP):

As on 31^st March, 2026, following are the Key Managerial Personnel of the Company:

5. NUMBER OF BOARD MEETINGS HELD:

During the year under review, 4 (Four) meetings of the Board of Directors were held as under:

• May 17, 2025

• August 09, 2025

• November 12, 2025 and

• February14,2026

The maximum interval between any two meetings did not exceed 120 days, as prescribed under the Act and the SEBI
Listing Regulations. The details of the meetings and attendance of Directors are furnished in the Corporate Governance
Report which forms part of thisAnnual Report.

Further, during the year, a separate meeting of the Independent Directors of the Company was held on February 14,
2026 to discuss and review the performance of all other non-Independent Directors, Chairperson of the Company and
the Board as a whole and for reviewing and assessing the matters as prescribed under Schedule IV of the Companies
Act, 2013 and under Regulation 25(4) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Pursuant to provisions of Section 118 of the Companies Ac, 2013, the Company has complied with all applicable
provisions of the Secretarial Standard - 1 and Secretarial Standard - 2 relating to "Meeting of Board of Directors" and
"General Meetings" respectively.

6. COMMITTEES OF THE BOARD:

As on March 31,2026, The Board has Six(6) mandatory committees under the applicable provisions of the Act and SEBI
Listing Regulations namely

a. Audit Committee

b. Nomination & Remuneration Committee

c. Stakeholder Relationship Committee

d. Risk Management Committee

e. Corporate Social Responsibility Committee

f. Committee for Prevention of Sexual Harassment (POSH)

During the year, all the recommendations of the above Committee's have been accepted by the Board. Adetailed update
on the Board, its committees, its composition, detailed charter including terms of reference of various Board Committees,
number of board and committee meetings held and attendance of the directors at each meeting is provided in the
Corporate Governance Report, which forms part oftheAnnual Report.

Further the Company also has Banking Finance Committee as non-mandatory Committee.

7. DECLARATION FROM INDEPENDENT DIRECTORS ON ANNUAL BASIS:

The Independent Directors of the Company have submitted the declaration of Independence as required under Section
149(7) of the Act, confirming that they meet the criteria of independence under Section 149(6) of the Act, and Regulation
16 (1)(b) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
(Listing Regulations).

The Company has, inter alia, received the following declarations from all the Independent Directors as prescribed under
sub-section (6) of Section 149 of the CompaniesAct, 2013 and under Regulation 16(1 )(b) read with Regulation 25 of the
SEBI (LODR), Regulations, 2015 confirming that:

a. they meet the criteria of independence as prescribed under the provisions of the Act, read with Schedule IV and
Rules issued thereunder, and the Listing Regulations. There has been no change in the circumstances affecting
their status as Independent Directors ofthe Company;

b. they have complied with the Code for Independent Directors prescribed under Schedule IV to the Act; and

c. they have registered themselves with the Independent Director's Database maintained by the Indian Institute of
Corporate Affairs and have qualified the online proficiency self-assessment test or are exempted from passing the
test as required in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and
Qualifications of Directors) Rules, 2014.

d. they had no pecuniary relationship or transactions with the Company, other than sitting fees, commission and
reimbursement of expenses incurred by them for the purpose of attending meetings ofthe Board of Directors and
Committee(s). The Board of Directors of the Company has taken on record the declaration and confirmation
submitted by the Independent Directors after undertaking due assessment ofthe veracity ofthe same.

8. NOMINATION AND REMUNERATION POLICY:

The Policy of the Company on Directors' Appointment, Remuneration and other Terms including criteria for determining
qualifications, positive attributes, experience and any other matters as required to be provided for the Independence of a
Director as per subsection (3) of Section 178 of the Act and Regulation 19 of Listing Regulations is appended as
Annexure-1 to thisAnnual Report.

The inter alia, provides that the Nomination and Remuneration Committee shall, formulate the criteria for Board
membership, including the appropriate mix of Executive & Non-Executive Directors, Board Diversity and approve and
recommend compensation packages and policies for Directors and Senior Management and lay down the effective
manner of performance evaluation of the Board, its Committees and the Directors and such other matters as provided
under Section 178 oftheAct and Listing Regulations.

The Company affirm that, the remuneration paid to the Directors, Key Managerial Personnel and Senior Management is
in accordance with the Nomination and Remuneration Policy formulated in accordance with Section 178 ofthe Act and
Regulation 19 read with Schedule II ofthe SEBI Listing Regulations.

The salient features of the Nomination and Remuneration Policy of the Company are outlined in the Corporate
Governance Report which forms part of this Annual Report. The Policy is also available on the website of the company
https://precisionwires.in/wp-content/uploads/2024/01/5.-Nomination-and-Remuneration-Policy-Revised-27.05.2022.pdf

9. AUDIT COMMITTEE:

Pursuant to the provisions of Section 177 of the CompaniesAct, 2013, and Rules made thereunder and Regulation 18 of
the SEBI Listing Regulations, 2015, the Company has in place anAudit Committee.

As on March 31,2026, the composition of the Audit Committee is as under -

1. Shri Niraj Bhukhanwala - Non-Executive Independent Director (Chairman)

2. Shri Milan Mehta - Chairman & Managing Director (Member)

3. Shri Manoj Lekhrajani - Non-Executive Independent Director (Member)

All recommendations made by the Audit Committee were deliberated and accepted by the Board during FY-2025-26.

All members oftheAudit Committee are financially literate and have experience in financial management.

Details of the current committee members are also available on website of the Company at
https://precisionwires.in/committee-structure/

10. DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) of the CompaniesAct, 2013, Directors of the Company, to the best of their knowledge and
belief with respect to FY 2025-26, state that:

a) In the preparation of the Annual Accounts for the year ended March 31,2026, the applicable Accounting Standards
have been followed along with proper explanation relating to material departures;

b) the Directors have 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 at
the end of the Financial Year and of the Profit of the Company for the same period;

c) the directors have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;

d) they have prepared the Annual Accounts on a going concern basis;

e) they have laid down internal financial controls in the Company that are adequate and were operating effectively.

f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and these are
adequate and are operating effectively.

11. PERFORMANCEEVALUATION:

In accordance with the provisions of the CompaniesAct, 2013 and relevant Regulations of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company at its meeting held on May 23,
2026 undertook an annual evaluation of the performance of the Board, its committees and all the individual Directors.

Performance of the Board and its committees was evaluated on various parameters such as structure, composition,
diversity, experience, corporate governance competencies, performance of specific duties and obligations, quality of
decision-making and overall Board effectiveness. Performance of individual Directors was evaluated on parameters such
as meeting attendance, participation and contribution, engagement with colleagues on the Board, responsibility towards
stakeholders and independent judgement. All the Directors were subjected to peer-evaluation.

The Board discussed the performance evaluation reports of the Board, Board Committees, Individual Directors, and
Independent External Persons. The Board upon discussion noted the suggestions/inputs of the Directors.
Recommendations arising from this entire process were deliberated upon by the Board to augment its effectiveness and
optimize individual strengths ofthe Directors.

12. FAMILIARISATION PROGRAMME:

In compliance with the requirements of Listing Regulations, the Company has put in place a framework for Directors'
Familiarisation Programme to familiarise the Independent Directors with their roles, rights and responsibilities, strategy
planning, manufacturing process, subsidiaries business strategy, amendments in law, Company's codes and policies,
environmental aspects, factory visit, products experience centres, CSR site visit, ESG, nature ofthe industry in which the
Company operates, amongst others.

The details of the familiarisation programme conducted during the financial year under review are explained in the
Corporate Governance Report. The same is available on the Company's website and are accessible through
https://precisionwires.in/policies/

13. AUDITOR:

a. StatutoryAuditor:

M/s S.R. Divatia & Company, Chartered Accountants (ICAI Firm Registration No. 102646W), firm of Chartered
Accountants appointed as Statutory Auditor of the Company from the conclusion of the 33^rd aGm to the end of the
38^th AGM of the Company. Further, they have confirmed their eligibility under Section 141 of the Act and the Rules
framed thereunder. As required under Listing Regulations, the Auditors have also confirmed that they hold a valid
certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India. The Auditors' Report
on Financial Statements for the financial year 2025-26 issued by S.R. Divatia & Company, Chartered Accountants,
does not contain any qualification, observation, disclaimer, reservation, or adverse remark.

For StatutoryAudit of FY 2025-26, Company has paid a total fee of Rs. 15 Lakhs (Rupees Fifteen lakhs) plus taxes
in may be applicable to the Statutory Auditor of the Company, for the Audit of the Financial Statements of the
Company.

b. Cost Auditors:

Based on the recommendation of the Audit Committee and passed by the Board at its meeting held on May 17,
2025 the Board has appointed M/s. Gangan & Co., Cost Accountants as the Cost Auditors to audit the Cost Records
of the Company for the Financial Year 2025-26 at a remuneration of Rs.3,00,000/- plus taxes as may be applicable
and reimbursement of out of pocket expenses, subject to approval of Members at the ensuing AGM.

The Cost Accounting records maintained by the Company for Products covered under GST Tariff of India Chapter
Heading / Sub Heading HS 8544 (Winding Wires made of Copper and also Insulating Varnish HS 3208/09 are
subject to yearly audit by qualified Cost Auditors.)

c. Secretarial Auditor:

Pursuant to Section 204 and other applicable provisions, if any, of the Companies Act, 2013 read with the
Companies (Meeting of Board and its Powers) Rules, 2014 [including any statutory modification(s) or amendment(s)
or re-enactment(s) thereof for the time being in force] and Regulation 24A (1) (b) of SEBI (Listing Obligations and
Disclosure Requirements) (Third Amendment) Regulations 2024, the Board of Directors on the recommendation of
the Audit Committee in the Meeting held on May 17, 2025 had appointed M/s. Ragini Chokshi & Co, Practicing
Company Secretaries as Secretarial Auditors of the Company to hold office for the term of 5 consecutive years from
FY 2025-26 to 2029-30 at a professional fees of Rs. 1,20,000/- excluding GST with an Annual fee increment of 5%
per financial year.

There were no qualifications, reservations or adverse remarks or disclaimers made by the Secretarial Auditors in
their Audit Report for the Financial Year ended on 31^st March, 2026.

The Secretarial Audit Report (MR-3) issued by M/s. Ragini Chokshi & Co. for the Financial Year ended March 31
2026, is set out in Annexure II ofthis report.

14. DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICY:

The Company has been addressing various risks impacting the Company. Risk Management is integral to your
Company's strategy and for the achievement of our long-term goals. Our success as an organization depends on our
ability to identify and leverage the opportunities while managing the risks.

Business Risk Evaluation and Management is an ongoing process within the Organization. The Company has a robust
risk management framework to identify, monitor and minimize risks and also to identify business opportunities. As a
process, the risks associated with the business are identified and prioritized based on severity, likelihood and
effectiveness of current detection. Such risks are reviewed by the senior management periodically.

The Risk management Committee of the Committee consisting following members:

a. Shri Milan M. Mehta - Chairman and Managing Director

b. Shri Niraj Bhukhanwala - Non-Executive Independent Director

c. Shri Deepak M. Mehta - Vice Chairman and Whole-Time Director

d. Shri Sanjay Singhvi - Executive Director

The Company is also mitigating these risks with the help of regular external compliance audits
The key attributes of Risk Management Framework of the Company are:

(i) Awell-defined risk management policy;

(ii) Periodic assessment and prioritisation of risks that affect the business of the Company;

(iii) Development and deployment of risk mitigation plans;

(iv) Focus on both the results and efforts required to mitigate the risks;

(v) Defined review and monitoring mechanism of risk registers;

(vi) Presentations by the risk owners at the Risk Management Committee Meeting.

The Risk Management Policy is available on the Company's website and can be accessible through
https://precisionwires.in/wp-content/uploads/2024/01/8.-Risk-Management-Policy.pdf

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

The details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Act, read with
Companies (Meeting of Board and Its Powers) Rules, 2014 as on March 31,2026 are given in the Notes to the Financial
Statements forming part of this Annual Report. The Company has not given any Loans/Guarantees to any Individual/
Body Corporate, except to its employees.

16. MATERIAL CHANGES & COMMITMENT AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There have been no material changes and commitments affecting the financial position of the Company which have
occurred during the end of the Financial Year 2025-26 of the Company to which the financial statements relate and the
date oftheAnnual Report.

17. FUND RAISING BY ISSUANCE OF DEBT SECURITIES, IF ANY:

Pursuance to SEBI Circular No. SEBI/HO/DDHS/CIR/P/2018/144 dated November 26, 2018, read with SEBI Circular No.
SEBI/HO/DDHS/DDHS RACPOD1/P/CIR/2023/172 dated October 19, 2023, the Directors the Directors confirm that the
Company is not defined as a "Large Corporate" as per the framework provided in the said Circular. Further, your
Company has not raised any funds by issuance of debt securities.

18. ANNUALRETURN:

As per the requirement under Section 92(3) of the CompaniesAct, 2013, theAnnual Returns ofprevious seven years are
available on the website of the Company at the linkhttps://precisionwires.in/financial-results-annual/. The Copy ofAnnual
Return for FY 2025-26 will be updated within 60 days from the date of meeting oftheAnnual General Meeting.

19. SUBSIDIARIES, JOINT VENTURES ORASSOCIATED COMPANIES:

The Company doesn't have any Subsidiary, Joint Venture orAssociated Companies.

20. RELATED PARTY TRANSACTIONS:

All transactions entered with Related Parties, during the financial year were in the ordinary course of business and on an
arm's length basis on normal commercial terms and do not attract the provisions of Section 188 of the CompaniesAct,
2013. Thus, there are no transaction required to be disclosed under form AOC-2. There were no materially significant
Related Party's transactions during the financial year with Promoters, Directors and Key Managerial Personnel which
were in conflict with the interest of the Company. Suitable disclosure as required by the Accounting Standards (AS18)
has been made in the Notes to the Financial Statements.

The Board has approved a Policy for Interested Related Party Transactions which has been uploaded on the Company's
website.

The Company has frame work for the purpose of identification and monitoring of Related Party Transactions. All Related
Party Transactions are placed before the Audit Committee as also to the Board of Director's for approval. Prior omnibus
approvals are granted by the Audit Committee for Related Party Transactions. Transactions entered into pursuant to
omnibus approval are placed before theAudit Committee and Board for review and approval on quarterly basis.

The Related Party Transactions as required under Accounting Standard are reported in the notes to financial statement.
Pursuant to Regulation 23(9) of the SEBI LODR Regulations, the Company had filed to the stock exchanges the details
of related party transactions on half yearly basis. The said disclosures can be accessed on the website of the Company
athttp://precisionwires.in

21. PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO:

The particulars in respect of Conservation of Energy, TechnologyAbsorption and Foreign Exchange Earnings and Outgo,
as required under Section 134(3)(m) of the Act, read with the Companies (Accounts) Rules, 2014 is given in Annexure
III to thisAnnual Report.

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

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements ofThe Sexual Harassment of

Women at workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaint Committee (ICC) has been
set up to redress complaints received regarding sexual harassment.

The Board constituted its Internal Complaints committee (ICC) to provide protection against sexual harassment of
women at workplace and for the prevention and redressal of complaints of sexual harassment and for matters connected
therewith or incidental thereto. All employees are covered under this policy.

The Company has policy on prevention of Sexual Harassment at workplace which is available on the website of the
Company athttps://precisionwires.in/wp-content/uploads/2025/04/11.-Policy-of-prevention-of-Sexual-harrasment.pdf

23. CORPORATE SOCIAL RESPONSIBILITY (CSR):

In terms of Section 135 and Schedule VII of the Companies Act, 2013, the Board of Directors of the Company has
constituted a CSR Committee. The Committee comprises of One Independent Director and Two Executive Directors. The
CSR Policy has been uploaded on the website of the Company.

As required under the Companies Act, 2013, During the year under review, the Company was required to contribute
Rs.197.30 lakhs. The Company has underspent the CSR amount by Rs. 28.02 lakhs. The unspent CSR amount has
been transferred to separate Bank Account named as "Precision Wires India Limited- Unspent CSR Account". The
detailed statement in Annexure-IV is the part ofthe Directors Report.

The CSR projects ofthe Company are primarily focused in the areas of Education, Healthcare, Promotion of Sports and
Skill Development, Social Welfare, Rural Development and Eradication of Hunger and Malnutrition etc.

24. CORPORATE GOVERNANCE:

Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations,
2015") a separate chapter titled 'Report on Corporate Governance' has been included in thisAnnual Report, along with
the reports on the Management Discussion and Analysis and Shareholders' Information.

The Managing Director and the Chief Financial Officer have certified to the Board with regard to the financial statements
and other matters as specified under the SEBI Listing Regulations.

A certificate from a Practicing Chartered Accountant regarding compliance with the conditions of corporate governance is
given separately in thisAnnual Report.

25. DEPOSITS:

The Company has not accepted any deposit from the public falling within the ambit of Section 73 ofthe Companies Act,
2013 and the Companies (Acceptance of Deposits) Rules, 2014.

26. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS:

There are no significant and material orders passed by the Regulators or Courts or Tribunals impacting the going
concern status and Company's operations at present so far.

27. PARTICULARS OF EMPLOYEES UNDER SECTION 197(12) AND RULE 5 OF COMPANIES (APPOINTMENT AND
REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014:

The Statement of Disclosure of Remuneration under Section 197 of the Act and Rules 5(1) and 5(2) ofthe Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 ("Rule") is appended as Annexure-V to this
Directors' Report.

28. INTERNAL CONTROL SYSTEMS AND THEIRADEQUACY:

Your Company has an effective internal control and risk-mitigation system, which are constantly assessed and
strengthened with new/revised standard operating procedures. The Company's internal control system is commensurate
with its size, scale and complexities of its operations. The internal and operational audit is entrusted to M/s. Kailash
Chand Jain & Co, Chartered Accountants, Reputed Firm of Chartered Accountants. The main thrust of internal audit is to
test and review controls, appraisal of risks and business processes, besides benchmarking controls with best practices in
the industry.

The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of the internal control
systems and suggests improvements to strengthen the same. The Company has a robust Management Information
System, which is an integral part ofthe control mechanism.

The Audit Committee of the Board of Directors, Statutory Auditors and the Business Heads are periodically apprised of
the internal audit findings and corrective actions taken. Audit plays a key role in providing assurance to the Board of
Directors. Significant audit observations and corrective actions taken by the management are presented to the Audit
Committee of the Board. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman
oftheAudit Committee.

29. VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company has a robust vigil mechanism through its Whistle Blower Policy approved and adopted by Board of
Directors of the Company in compliance with the provisions of Section 177(10) oftheAct and Regulation 22 of the Listing
Regulations.

The Policy also provides adequate protection to the Directors, Employees and BusinessAssociates who report unethical
practices and irregularities. Any incidents that are reported are investigated and suitable action is taken in line with the
Whistle Blower Policy. The Whistle Blower Policy of the Company can be accessed at website of the Company at
https://precisionwires.in/wp-content/uploads/2025/04/2.-Whistle-Blower-Policy.pdf

There were no allegations/ disclosures/ concerns received during the year, in terms of the vigil mechanism established
by the Company. During FY 2025-26, no person was denied access to the Chairperson of the Audit Committee.

30. MANAGEMENT DISCUSSION AND ANALAYSIS:

Management's Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015, is presented in a separate section and forms part
ofthisAnnual Report.

31. BUSINESS RESPONSIBILITYAND SUSTAINIBILITY REPORT:

Regulation 34(2) of the SEBI Listing Regulations, 2015, as amended, inter alia, provides that the annual report of the top
1000 listed entities based on market capitalization (calculated as on 31^st March of every financial year), shall include a
Business Responsibility and Sustainability Report ("BRSR").

Since the Company is amongst the top 1000 listed entities as on 31^st March, 2026, the Company has presented its BRSR
for FY 2025-26, which forms part ofthisAnnual Report.

In terms of Regulation 34(2)(f) of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, detailed
information on the initiatives taken by the Company from an environmental, social and governance perspective is
provided in the Business Responsibility and Sustainability Report which forms part ofthis Report.

32. PREVENTION OF INSIDER TRADING:

In January 2015, SEBI notified the SEBI (Prohibition of insider trading) Regulations, 2015 which came into effect from
May 15, 2015. Pursuant thereto, the Company has formulated and adopted a new Code for Prevention of Insider
Trading.

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in
securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in
the Company's shares and prohibits the purchase or sale of company shares by the Directors and the designated
employees while in possession of unpublished price sensitive information in relation to the Company and during the
period when the Trading Window is closed. The Board is responsible for implementation of the Code. The Company also
maintains Structural Digital Database of all Insider, as directed by the SEBI.

All Board members and the designated employees have confirmed compliance with the Code.

33. DETAILS OF FRAUD REPORTED BY THE AUDITORS:

During the year, the Statutory Auditors, Secretarial Auditors and Cost Auditors have not reported any instances of fraud
committed in the Company by its officers or employees under section 143(12) of the Act read with Rule 13 of the
Companies (Audit and Auditors) Rules, 2014

34. DETAILS OF APPLICATION MADE OR ANY PROCEEDINGS PENDING UNDER THE INSOLVENCY AND
BANKRUPTCY CODE, 2016, DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE
FINANCIALYEAR:

During the year under review, there are no proceedings pending under insolvency and Bankruptcy Code 2016.

35. CODEOF CONDUCT;

The Company has in place a Code of Conduct for Board Members and Senior Management Personnel of the Company.
The Code of Conduct lays down the Code of Conduct which is expected to be followed by the Directors and the Senior
Management Personnel and the duties of Independent Directors towards the Company.

The Directors and Senior Management Personnel have affirmed compliance with the Code of Conduct applicable to
them, during the year ended March 31,2026.

A Certificate duly signed by Shri Milan Mahendra Mehta, Chairman and Managing Director and Shri Mohandas Pai, Chief
Financial Officer ofthe Company is also annexed to the Corporate Governance Report.

The said Code is also available on the Website of the Companyhttps://precisionwires.in/wp-
content/uploads/2024/01/12.-Code-of-Conduct-for-Directiors-SMP-and-KMP-1.pdf

36. 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; and

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

c. There is no proceeding filed / pending under the Insolvency and Bankruptcy Code, 2016.

d. There was no instance of onetime settlement with any Bank or Financial Institution.

37. ACKNOWLEDGEMENTS:

Your Directors place on record their sincere appreciation for significant contribution made by employees ofthe Company
at each level, through their dedication, hard work and commitment.

The Board places on record its appreciation for the continued co-operation and support extended to the Company by
various Banks, Stock Exchanges, NSDL and CDSL. The Board wishes to express its grateful appreciation for the
assistance and co-operation received from Vendors, Customers Consultants, Banks, Financial Institutions, Central and
State Government bodies, Dealers, and other Business Associates. The Board deeply acknowledges the trust and
confidence placed by the Consumers ofthe Company and, above all, the Shareholders.

For and on behalf of the Board

Milan Mahendra Mehta

Chairman and Managing Director
DIN: 00003624

Mumbai, 23^rd May, 2026

1

This is net effective installed capacity after considering removal of some obsolete capacity. The above information is after considering all the
ongoing and completed expansion projects as on 31.03.2026.