The Directors have pleasure in presenting the Thirty-Seventh Annual Report together with the Audited Financial Statements of the Company
for the financial year ended on March 31, 2026.

FinAnCIAL RESULTS:

The summary of financial performance of the Company for the year under review is given below:

OPERATIONS/ STATE OF COMPANY'S AFFAIRS
Standalone Performance

Revenue from operations for the financial year ended March 31,
2026 was Rs. 1,51,726.90 Million (Rs. 1,32,578.07 Million in FY
2024-25), an increase of 14.44% over the previous year. The
Company has made a profit after tax of Rs. 2,609.09 Million for
the financial year ended March 31, 2026 (Rs. 2,012.30 Million in FY
2024-25), an increase of 29.66% over the previous year.

Consolidated performance

Revenue from operations for the financial year ended March 31,
2026 was Rs. 1,58,273.37 Million (Rs. 1,37,727.33 Million in FY
2024-25), an increase of 14.89% over the previous year. The
Company has made a profit after tax Rs. 2,793.18 Million for the
financial year ended March 31, 2026 (Rs. 2,083.88 Million in FY
2024-25), an increase of 34.04% over the previous year.

FY 2025-26 was another year of strong execution for the Company,
characterised by broad-based revenue growth across key business
verticals and continued market share expansion. The Company's
ability to capitalize on structural industry tailwinds, including
enterprise digital transformation, AI adoption and technology
refresh cycles, coupled with prudent cost management, resulted in
a substantial improvement in profitability and reinforced its long¬
term growth trajectory.

TRANSFER TO GENERAL RESERVES

During the financial year under review, Rs. 2000.00 Million has been
transferred to General reserves of the Company.

DIVIDEND

The Board of Directors are pleased to recommend a final dividend
of Rs. 2/- (Rupees Two only) per equity share of face value of
Rs. 5/- each (i.e. 40%) for the financial year 2025-26.

The Dividend Distribution Policy, in terms of Regulation 43A of the
Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("SEBI Listing Regulations") is
available on the Company's website athttDs://rDtechindia.com media/
fileupload/9d. Dividend Distribution Policu.pdf.

SHARE CAPITAL

During the year under review, there was no change in the Authorised,
Issued, Subscribed and Paid-up Share Capital of the Company.

As at March 31, 2026, the Authorised Share Capital of the Company
was Rs. 35,00,00,000/- divided into 7,00,00,000 equity shares
having face value of Rs. 5/- each. The Issued, Subscribed and Paid-
up Share Capital of the Company was Rs. 32,94,98,325/- divided
into 6,58,99,665 equity shares of face value of Rs. 5/- each.

EMPLOYEE STOCK OPTIONS

Rashi Peripherals Employee Stock Option Scheme, 2022 ("ESOP
Scheme 2022/ ESOP Scheme") was duly approved by the Members
vide Special Resolution dated September 23, 2022 and further
modification was approved vide Special Resolution dated September

29, 2023. Post listing of equity shares of the Company, the ESOP
Scheme 2022 was further modified by passing Special Resolution at
the AGM held on September 17, 2024. As required, under SEBI (SBEB)
Regulations, 2021, the Pre-IPO ESOP Scheme 2022 was ratified by
Special Resolution through postal ballot passed on February 14, 2025.

The Company has obtained In-principle approval from the national
Stock Exchange of India Limited (nSE) and BSE Limited (BSE) on May

30, 2025 for listing of upto a maximum of 32,94,983 equity shares
of Rs. 5/- each to be allotted to the employees of the Company
under the Rashi Peripherals Employee Stock Option Scheme,
2022 (‘ESOP Scheme 2022/ ESOP Scheme') of the Company. The
Company has not granted any stock options as on March 31,2026.

The nomination and Remuneration Committee ("nRC") of the Board
of Directors of the Company at its meeting held on June 24, 2025,
had approved the grant of upto 16,20,043 Stock Options under the
ESOP Scheme 2022 to the eligible employees of the Company.

The certificate from Secretarial Auditor, M/s. Ragini Chokshi & Co.,
Practicing Company Secretaries, confirming implementation of the
ESOP Scheme in accordance with the SEBI (SBEB) Regulations,
2021 will be available for inspection of the shareholders at the
ensuing Annual General Meeting (AGM).

In terms of Regulation 14 of the Securities and Exchange Board
of India (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021, ("SEBI (SBEB) Regulations, 2021"). The applicable
disclosures as stipulated under SEBI (Share Based Employee
Benefits) Regulations, 2014 are provided in ‘Rnnexure I' to this
Report and is also uploaded on the website of the Company at
www.rDtechindia.com/investor.

CREDIT RRTinG

During the year, CRISIL a Credit Rating Agency has assigned following
ratings to the credit facilities availed by the Company from various banks:

MATERIAL CHANGES AnD COMMITMENTS
OCCURRED BETWEEn THE EnD OF THE FInAnCIAL
YEAR AnD DATE OF THE REPORT

Subsequent to the close of the financial year, the Board of Directors,
at its meeting held on June 23, 2026, approved the acquisition of
67% of the paid-up equity share capital of VDA Infosolutions Private
Limited. Pursuant thereto, the Company completed the acquisition
on July 2, 2026 for an aggregate cash consideration of Rs. 368.50
Crores. The Company has also agreed to acquire the remaining 33%
equity stake over the next three years, in accordance with the terms
of the definitive agreements.

Further, the Company incorporated/approved the acquisition of the
entire paid-up share capital of the following wholly-owned subsidiaries:

• Rashi Semiconductor Solutions Private Limited

• RP Tech Electronics Limited

After 1st April, 2026, the following step-down subsidiaries were
also incorporated:

• Rashi Peripherals LLC - FZ, Dubai, wherein 98% of the
paid-up share capital is held by Rashi Peripherals Pte.
Ltd., Singapore; and

• Rashi Semiconductor Solutions Pte. Ltd., wherein 100% of the
paid-up share capital is held by Rashi Semiconductor Solutions
Private Limited.

Subsequent to the close of the financial year, the Board of Directors
of the Company allotted 5,06,081 equity shares on 4th August,
2026 pursuant to the exercise of the first tranche of Stock Options
granted under the ESOP Scheme. Accelerated grant of ESOPs was
allowed to the eligible employees and exercise of ESOPs were
done by the eligible employees. The aforesaid allotment constitutes
0.76% of the diluted equity share capital of the Company.

Save as stated above, there have been no other material changes
and commitments affecting the financial position of the Company
which have occurred between the end of the financial year and the
date of this Report.

BOARD OF DIRECTORS AnD KEY MAnAGERIAL
PERSOnnEL

The Board has laid down Code of Conduct for the Company's Board
of Directors and the Senior Management Personnel as per Regulation
17(5) of the Listing Regulations, which is available on Company's
website at:httDs://rDtechindia.com/media/fileuDload/Code of
Conduct for Board of Directors and Senior Management
Personnel.pdf.

Appointment and Cessation of Directors

Mr. Rajesh Goenka (DIN 10985108) had been appointed as Whole¬
time Director and Chief Executive Officer of the Company, liable to
retire by rotation, for a period of five (5) consecutive years with
effect from February 03, 2026 to February 02, 2031, the said
appointment was approved by Members of the Company by Special
Resolution through Postal Ballot passed on April 24, 2026.

Dr. Indumati Gopinathan (DIN 06779331) had been appointed as
an Independent Director of the Company, not liable to retire by
rotation, to hold office for a tenure commencing with effect from
February 3, 2026 till conclusion of the 38th Annual General Meeting
("AGM") of the Company, to be held in calendar year 2027. The said
appointment was approved by Members of the Company by Special
Resolution through Postal Ballot passed on April 24, 2026.

In accordance with Section 152 of the Companies Act, 2013 ("the
Act"), Mr. Sureshkumar Pansari (DIN: 00215712), Whole-time
Director of the Company, retires by rotation at the ensuing Annual
General Meeting of the Company and being eligible, offers himself
for re-appointment along with other required details, which forms
part of the notice of the ensuing 37^th AGM of the Company.

Key Managerial Personnel (‘KMP’)

In terms of the provisions of Sections 2(51) and 203 of the Companies
Act, 2013 ("the Act"), the following are the KMPs of the Company:

*Ms. Hinal Shah, Company Secretary of the Company designated as Key Managerial
Personnel had tendered her resignation and was relieved from her duties with
effect from close of business hours of November 7, 2025.

^AMr. Tejas Vyas who was appointed as Compliance Officer designated as Key
Managerial Personnel of the Company with effect from February 13, 2025, had
tendered his resignation and was relieved from his duties with effect from close of
business hours of November 7, 2025.

•Based on the recommendation of the Nomination and Remuneration Committee,
the Board of Directors approved the appointment of Mr. Arvind Bajoria as Company
Secretary and Compliance Officer of the Company, designated as Key Managerial
Personnel of the Company with effect from November 8, 2025.

Declarations from Independent Directors

Pursuant to the applicable provisions, the Independent Directors
have submitted declarations that each of them meets the criteria of
independence as provided in Section 149(6) of the Companies Act,
2013 ("the Act") along with rules framed thereunder and Regulation
16(1)(b) of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI
Listing Regulations"). There has been no change in the circumstances
affecting their status as Independent Directors of the Company.

In terms of Regulation 25(8) of SEBI Listing Regulations, Independent
Directors have confirmed that they are not aware of any circumstance
or situation which exists or may reasonably be anticipated that could
impair or impact their ability to discharge their duties with their objective
and independent judgement and without any external influence.

All Independent Directors have affirmed compliance to the code of
conduct for Independent Directors as prescribed in Schedule IV to
the Act.

The Board of Directors are of the opinion that the Independent
Directors of the Company possess requisite qualification, knowledge,
acumen, expertise and experience (including proficiency) in their
respective fields and that they hold high standards of integrity. All
Independent Directors of the Company have registered their names
in the data bank maintained with the Indian Institute of Corporate
Affairs in terms of the provisions of the Companies (Appointment
and Qualification of Directors) Rules, 2014.

Familiarization Programme for Independent Directors

Details of Familiarization Programme for the Independent Directors
are provided separately in the Corporate Governance Report
which forms part of this Annual Report. Further, at the time of the
appointment of an Independent Director, the Company issues a
formal letter of appointment outlining his/her role, function, duties
and responsibilities. The terms and conditions of appointment of
Independent Directors is available on the Company's website
athttDs://rDtechindia.com/investor#corporate-aovernance-
appointment-of-independent directors.

Pecuniary Relationship of Non-Executive Directors

During the financial year under review, the Non-Executive Directors
of the Company had no pecuniary relationship or transactions with
the Company, other than being in receipt of sitting fees for the
purpose of attending meetings of the Board/Committees of Board
of the Company.

NUMBER OF MEETINGS OF THE BOARD OF
DIRECTORS

Five (5) meetings of the Board of Directors were held during the
year. Details of the meetings of the Board are referred in the
Corporate Governance Report, which forms part of this Annual
Report. A separate meeting of the Independent Directors of the
Company was held on March 4, 2026.

COMMITTEE(S) OF BOARD

As on the date of this report, the Board has the following committees:

(i) Audit Committee

(ii) Nomination and Remuneration Committee

(iii) Stakeholders' Relationship Committee

(iv) Corporate Social Responsibility Committee

(v) Risk Management Committee

All the recommendations made by the Board Committees were
accepted by the Board.

The details of composition, terms of reference, number of meetings
held during the year, attendance there at and other details
pertaining to these committees are mentioned in the Corporate
Governance Report.

VIGIL MECHANISM

The Company is committed to adhere to the highest standards
of ethical, moral and legal conduct of business operations. It is
committed in conducting its business in accordance with the
highest standards of professionalism and ethical conduct in line
with the best governance practices. To maintain these standards,
the Company encourages its employees who have concerns about
suspected misconduct to come forward and express these concerns
without fear of punishment or unfair treatment.

The Company has a Vigil Policy and Whistle Blower Mechanism in
Compliance with the provisions of Section 177(9) and (10) of the Act
and Regulation 22 of the SEBI Listing Regulations. The said Policy
formulated by the Company provides a channel to the employees
and Directors to report to the management, concerns about unethical

behaviour, actual or suspected fraud or violation of the codes of
conduct or policy. The mechanism provides for adequate safeguards
against victimization of employees and Directors to avail the
mechanism and also provide for direct access to the Chairperson
of the Audit Committee in appropriate cases. The policy is placed
on website of the Company at the weblink: httDs://rDtechindia.
com/media/fileupload/Viail Policu and Whistle Blower
Mechanism new.pdf.

During the year under review, the Company has not received any
complaints under the Policy. It is affirmed that no personnel has
been denied access to the Audit Committee.

REMUnERRTIOn POLICY

The Company has a well-defined Remuneration Policy of the
Directors, Key Managerial Personnel (KMPs) and other Employees.
This policy is available on the website of the Company and can
be accessed in the Corporate Governance section at the weblink:
httDs://rDtechindia.com/media/fileuDload/Remuneration
Policy of Directors KMPs and other Emplouees.pdf.

There has been no change in the policy since the last fiscal year. It
is affirmed that the remuneration paid to the Directors is as per the
terms laid out in the remuneration policy of the Company.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the Board
of Directors, to the best of their knowledge and ability, confirm that:

(i) in the preparation of the annual accounts for the year ended
March 31, 2026, the applicable accounting standards have
been followed and there are no material departures;

(ii) 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 of the Company for that period;

(iii) 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;

(iv) the annual accounts have been prepared on a going
concern basis;

(v) the Directors have laid down internal financial controls to be
followed by the Company and such internal financial controls
are adequate and operating effectively; and

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

ADEQUACY OF INTERNAL FINANCIAL CONTROLS

Based on the internal financial control framework and compliance
systems established and maintained by the Company, along with
the work carried out by internal and statutory auditors, external

consultants and reviews conducted by management and relevant
Board committees, including the Audit Committee, the Board is of
the opinion that the Company's internal financial controls were
adequate and effective throughout the financial year 2025-26.

The Company remains vigilant in addressing evolving cyber security
threats to its IT systems. Internal Audit continues to monitor
and assess the effectiveness and adequacy of internal controls,
ensuring compliance with operating systems, accounting procedures
and policies across all locations. Periodic reports on the status of
these controls, along with recommended corrective actions where
necessary, are placed before the Audit Committee for review.

DETAILS OF SUBSIDIARIES/ JOINT VENTURES/
ASSOCIATES

Rashi Peripherals Pte. Ltd is the Foreign wholly owned Subsidiary
based at Singapore, which is engaged in Distribution of Information
& Communication Technology Products located at 102E Pasir
Panjang Rd, #02-01, Singapore - 118529.

On June 17, 2025, Company disposed off its stake in the subsidiary
- Znet Technologies Private Limited

A Statement in e-Form AOC-1 containing the salient features of the
financial statements of the Subsidiary Company, Rashi Peripherals
Pte. Ltd, Singapore is attached as Annexure II.

The Audited Consolidated Financial Statements of the Company for
the financial year ended March 31, 2026, consisting of operations of
the Company and its subsidiary Company, Rashi Peripherals Pte. Ltd
have been attached with the Annual Report.

Subsequent to the close of the financial year, the Company incorporated
two wholly-owned subsidiaries, namely Rashi Semiconductor
Solutions Private Limited and RP Tech Electronics Limited. Further,
Rashi Peripherals LLC - FZ, Dubai and Rashi Semiconductor Solutions
Pte. Ltd. were incorporated as step-down subsidiaries through
the Company's subsidiary entities. The aforesaid developments
strengthen the Company's strategic presence across key business
verticals and overseas markets.

The Company will also make these documents available upon
request by any Member of the Company interested in obtaining
copy of the same. The separate audited financial statements for
financial year ended March 31, 2026 in respect of Rashi Peripherals
Pte. Ltd is available on the website of the Company athttps://
rptechindia.com/investor#corporate-qovernance-statements-
of-subsidiaru-companies.

FOREIGN BRANCH OFFICE

The Company has Branch office at Singapore. The branch was fully
operational during the year with satisfactory performance.

ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) and Section 92(3)
of the Act, the Annual Return of the Company as at March 31,
2026 is uploaded on the website of the Company athttps://
rptechindia.com/investor/corporate-aovernance-annual-
return-of-the-companu.

STATUTORY AUDITORS

As per the provisions of Section 139 of the Act read with the
Companies (Audit and Auditors) Rules, 2014, M/s. Pipara & Co. LLP,
Chartered Accountants (ICAI Registration No.: 107929W), were
appointed as Joint Statutory Auditors of the Company for a second
term of five years from financial year 2022-23 till financial year
2026-27 i.e. till the conclusion of 38 th AGM and M/s. Deloitte Haskins
& Sells LLP, Chartered Accountants (ICAI Registration No.: 104607W)
were appointed as Joint Statutory Auditors of the Company for first
term of five consecutive years from financial year 2021-2022 till
financial year 2025-26 i.e. till the conclusion of 37^th AGM.

The Board on the recommendation of the Audit Committee, proposed to
re-appoint M/s. Deloitte Haskins & Sells LLP, Chartered Accountants
(ICAI Registration No.: 104607W) as the Joint Statutory Auditors of
the Company for their second term of five consecutive years from
37th Annual General Meeting ("AGM") of the Company in 2026 till
the conclusion of 42nd AGM of the Company in 2031.

Statutory Auditors have given their confirmation that their
re-appointment as Statutory Auditors of the Company, if made,
shall be in compliance with the provisions of Section 139 and 141 of
the Act and related rules thereto. The Proposal for re-appointment
forms part of the Notice of the AGM.

AUDITORS' REPORT

There are no qualifications, reservations or adverse remarks or
disclaimers made by M/s. Pipara & Co. LLP, Chartered Accountants
and M/s. Deloitte Haskins & Sells LLP, Chartered Accountants as
Joint Statutory Auditors of the Company, in their Audit report for the
financial year ended March 31, 2026 and therefore no comments
are required from the Directors in this Report.

REPORTING OF FRAUD BY AUDITORS

During the financial year under review, the Joint Statutory Auditors
of the Company have not reported any instances of fraud
committed against the Company under the second proviso of
Section 143(12) of the Act.

SECRETARIAL AUDIT

The Members of the Company at the 36^th AGM of the Company held
on September 9, 2025 had approved the appointment of M/s. Ragini
Chokshi & Co, Practising Company Secretaries a Peer Reviewed
Practicing Company Secretary firm as the Secretarial Auditors of the
Company for a term of five consecutive financial years, commencing
from financial year 2025-26 till financial year 2029-30 to conduct
the Secretarial Audit of the Company.

The Report by the Secretarial Auditors is annexed to this Report
as Annexure III.

The Secretarial Auditor's Report does not contain any qualifications,
reservations, adverse remarks or disclaimer.

Pursuant to Regulation 24(A) of SEBI Listing Regulations, the
Company has obtained an annual secretarial compliance report
from M/s. Ragini Chokshi & Co, Practicing Company Secretaries,
and the same has been submitted to the stock exchanges within
the prescribed time limit as specified under the law for the time
being in force.

InTERnAL AUDITOR

The Company has appointed M/s. GMJ & Co. (Firm Registration
Number: 103429W), Chartered Accountants as its Internal Auditor
to evaluate the efficacy and adequacy of internal control systems,
compliances with operating systems, accounting procedures and
policies. The Internal Auditor submits quarterly reports on the same.

SECRETARIAL STAnDARDS

The Company has devised proper systems to ensure compliance
with the provisions of all applicable secretarial standards (‘SS')
issued by the Institute of Company Secretaries of India ('ICSI') and
that such systems are adequate and operating effectively.

COST RECORDS AnD COST AUDIT

Maintenance of Cost Records and requirement of Cost Audit as
prescribed under Section 148(1) of the Act are not applicable for the
business activities carried out by the Company.

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

Information on Energy Conservation, Technology Absorption,
Foreign Exchange Earnings and Outgo as required under Section
134(3)(m) of the Act read with Rule 8 of the Companies (Accounts)
Rules, 2014, is as under:

A. Conservation of energy:

During the year under review, the Company undertook several
eco-efficiency initiatives aimed at promoting sustainability
and reducing its carbon footprint. By implementing best
practices across its operations, the Company enhanced
environmental performance and supported a safe return-to-
office (RTO) environment.

(i) The steps taken or impact on conservation of
energy :

During the year, the Company continued its efforts to
minimize wasteful electricity consumption by adopting
energy-efficient practices and monitoring systems
across its facilities.

(ii) The steps taken by the company for utilising
alternate sources of energy :

The Company continuously keeps itself updated with
technological advancement in the field of energy
consumption and conversation and adopt such new
initiatives to the extent applicable on its business.

(iii) The capital investment on energy conservation
equipments :

None

B. Technology Absorption :

(i) Efforts made towards technology absorption
during the year under review

Your Company remains committed to leveraging
the latest technologies to enhance the quality of its
services. The adoption of digitalisation, cloud computing,
virtualisation, and mobility has significantly improved
operational efficiency.

(ii) Benefits derived as a result of the above efforts, e.g., product improvement, cost reduction, product
development, import substitution, etc.:

These initiatives led to the deployment of cutting-edge solutions across multiple functions, enabling smooth integration of digital
technologies to foster innovation and boost productivity.

(iii) In case of imported technology (imported during the last 3 years reckoned from the beginning of the
financial year) :

Not Applicable

(iv) Expenditure incurred on Research and Development :

Not Applicable

C. Foreign exchange Earnings and Outgo :

During the year under review, Foreign Exchange Inflow and Outflow are as follows :

PARTICULARS OF EMPLOYEES

The information required under Section 197 of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, are annexed as Rnnexure IV.

The statement containing particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and (3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this Board's Report. Further, in terms of Section 136 of
the Act, the Annual Report and the Audited Financial Statements are being sent to the Members and others entitled thereto, excluding the
aforesaid statement. The said statement is available for inspection electronically by the Members of the Company during business hours on
working days up to the date of the ensuing 37^th AGM. If any Member is interested in obtaining a copy thereof, such Member may write to the
Company Secretary atinvestors@rDtechindia.com.

SIGniFICAnT & MATERIAL ORDERS PASSED BY THE REGULATORY/ JUDICIAL AUTHORITIES

There are no significant or material orders passed by any regulator or judicial authorities that would impact the going concern status of the
Company and its future operations.

PARTICULARS OF LOAnS, GUARANTEES AnD INVESTMENTS

The Company has not given any loans or guarantees or made investments in contravention of the provisions of the Section 186 of the
Companies Act, 2013.

RISK MANAGEMENT

Pursuant to Regulation 17 and Regulation 21 read with Part D of Schedule II of SEBI Listing Regulations, the Risk Management Committee
evaluates the significant internal and external risks and ensures that appropriate methodology, processes and systems are in place to monitor
and evaluate risks associated with the business of the Company. The Board of Directors reviewed the risk assessment and procedures adopted
by the Company for risk control and management and is of the opinion that there are no risks that may threaten the existence of the Company.
The terms of reference of the Risk Management Committee and activities of the Committee during the year are elaborated in the Corporate
Governance Report.

The Company has also formulated and implemented a Risk Management Policy which is approved by the Board of Directors in accordance
with Listing Regulations. The Risk Management Policy is available on the website of the Company at:httDs://rDtechindia.com/media/
fileupload/18d. Risk Management Policu.pdf.

CORPORATE SOCIAL RESPONSIBILITY

The Company remains committed to sustainable development and
actively pursues a well-defined Corporate Social Responsibility
('CSR') strategy. In line with this commitment, the CSR Committee has
formulated and recommended a Corporate Social Responsibility Policy
('CSR Policy') outlining the activities to be undertaken by the
Company, which has been duly approved by the Board.

The CSR Policy may be accessed on the Company's website at
the link:httDs://rDtechindia.com/media/fileuDload/CSR Policu
updated.pdf. The Company has identified all the CSR activities
permitted as per Schedule VII to the Act, which have been specified
in CSR policy of the Company. The total expenditure required to be
incurred by the Company for the financial Year along with details as
required under Companies (Corporate Social Responsibility Policy)
Rules 2014 have been given in Annexure V.

RELATED PARTY TRANSACTIONS

All transactions entered with related parties during the year under
review were on arm's length basis and ordinary course of business
and not material in nature in terms of Section 188 of the Act and
thus a disclosure pursuant to Section 134(3)(h) of the Act read with
rule 8(2) of the Companies (Accounts) Rules, 2014 in Form AOC-2 is
not applicable to the Company.

In terms of Regulation 23(1) read with Regulation 46(2)(g) of the SEBI
Listing Regulations, the Policy on materiality of Related Party Transactions
and on dealing with Related Party Transactions, as approved by the
Board, is available on the Company's website at:https://rptechindia.
com/media/fileupload/18b. Policy on Materiality of RPTs
and dealing with RPTs.pdf.

EVALUATION OF BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

An annual evaluation of the Board's own performance, Board's committees and individual directors was carried out pursuant to the provisions
of the Act in the following manner:

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

The Company is committed in providing and promoting a safe and
healthy work environment for all its employees. The Company has
complied with provisions relating to the constitution of Internal
Complaints Committee under Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH)

and Rules framed thereunder has formed an Internal Complaint
Committee to redress complaints, if any, received regarding sexual
harassment. All employees are covered under this policy. During the
financial year under review, no cases were reported under this policy.

The policy on Sexual & Other Unlawful Harassment is available
on the website of the Company at:https://rptechindia.com/
media/fileupload/policy on sexual and other
unlawful harassment.pdf

Details in relation to the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 for financial year
2025-26 are as follows:

LISTinG FEES

In terms of Regulation 14 of the SEBI Listing Regulations, the
listing fees for the financial year 2025-26 and 2026-27 has
been paid to BSE Limited (BSE) and National Stock Exchange of
India Limited (NSE).

inSIDER TRADING REGULATIONS AnD CODE OF
DISCLOSURE

The Board of Directors has adopted the Code of Practices and
Procedures for Fair Disclosure of Unpublished Price Sensitive
Information and Code of Internal Procedures and Conduct for
Regulating, Monitoring and Reporting of Trading by Insiders in
accordance with the requirements of the SEBI (Prohibition of
Insider Trading) Regulation, 2015 and is available on our website.
The weblink is:httDs://rDtechindia.com/media/fileuDload/18e.
Code of Internal Procedures and Conduct for Regulating
Monitoring and Reporting of Trading bu Insiders.pdf

CORPORATE GOVERNANCE REPORT

The Company has complied with the requirements specified in
Regulations 17 to 27 and Clauses (b) to (i) of sub-regulation (2) of
Regulation 46 of the SEBI Listing Regulations.

The Company has obtained a certificate from M/s. Ragini Chokshi &
Co., Practicing Company Secretaries on compliance with Corporate
Governance norms under the SEBI Listing Regulations and the
Chief Executive Officer (CEO) and Chief Financial Officer (CFO)
certification as required under the Regulation 17(8) of SEBI Listing
Regulations is appended to the Corporate Governance Report. The
Corporate Governance Report with certificates thereon forms part
of this Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Pursuant to Regulation 34 of SEBI Listing Regulations, 2015, a
detailed analysis on the financial performance of the Company is
given as part of the Management Discussion and Analysis Report,
which forms part of the Annual Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

As required under Regulation 34(2)(f) of the SEBI Listing
Regulations, the Business Responsibility and Sustainability Report
(BRSR), describing the initiatives taken by the Company from an

environmental, social and governance perspective in the specified
format, forms part of this Annual Report.

OTHER DISCLOSURES

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

b. The Company has not issued any sweat equity shares to its
directors or employees.

c. There were no proceeding pending under the Insolvency
and Bankruptcy Code, 2016 and that there is no instance of
onetime settlement with any Bank or Financial Institution,
during the year under review.

d. The requirement to disclose the details of difference between
amount of the valuation done at the time of onetime
settlement and the valuation done while taking loan from the
Banks or Financial Institutions along with the reasons thereof,
is not applicable for the year under review.

e. The Company has not accepted any amount falling within
the purview of 15 provisions of Section 73 and 74 of the
Companies Act, 2013 (‘the Act') read with the Companies
(Acceptance of Deposits) Rules, 2014, during the year under
review. Hence, the requirement for furnishing of details of
deposits which are not in compliance with Chapter V of the
Act is not applicable.

f. The Company is in compliance with the provisions related to
Maternity Benefit Act, 1961 during the year under review

WEB ADDRESS

The web address of the Company iswww.rptechindia.com.

ACKNOWLEDGEMENT

Your Directors would like to express their sincere appreciation for the
co-operation and assistance received from shareholders, bankers,
financial institutions, vendors, dealers, regulatory bodies and other
business constituents during the financial year under review.

Your Directors also wish to place on record their deep sense of
appreciation for the commitment displayed by all executives, officers
and staff, resulting in the successful performance of the Company
during the financial year. Our resilience to meet challenges was made
possible by their hard work, solidarity, co-operation and support.

We thank the Government of India and the State Governments
where we have operations and other regulatory authorities and
government agencies for their support and look forward to their
continued support in the future.

For and on Behalf of Board of Directors
Rashi Peripherals Limited

Krishna Kumar Choudhary

Chairman & Whole-time Director

Place: Mumbai

DIN: 00215919

Date: August 4, 2026