Your Directors are pleased to present the 5^th Annual Report of REDTAPE Limited (“Company”), together with the Audited Financial Statements, for the financial year ended March 31, 2026. The Report provides an overview of the Company’s business operations, financial performance, and significant developments during the year under review.

The key highlights of the Company’s financial performance for the financial year ended March 31, 2026, along with the corresponding figures for the previous financial year, are presented below:

1. FINANCIAL HIGHLIGHTS

The Audited Financial Statements of the Company as on March 31,2026, are prepared in accordance with the relevant applicable Indian Accounting Standards (“Ind AS”) and the provisions of the Companies Act, 2013. The Company’s Standalone and Consolidated financial performance for the year ended March 31,2026, is summarized below:

(' in Lakh)

2. PERFORMANCE HIGHLIGHTS

On consolidated basis, the revenue from operations for FY 2025-26 is ' 241877 lakh against '202091 lakh in the previous year, registering a growth of 19.68%. The Profit after tax is ' 24055 lakh against Profit of '17000 lakh during the previous year, reflecting a growth of 41.50%.

On a Standalone basis, the revenue from operations for FY2025-26 is '241451 lakh against '201846 lakh in the previous year, registering a growth of 19.62%. The profit after tax is '24416 lakh against '18448 lakh during the previous year, reflecting a growth of 32.35%.

Your directors remain committed to driving sustainable revenue growth, improving profitability, and creating long-term value for all stakeholders.

3. BUSINESS OVERVIEW AND STATE OF AFFAIRS

A detailed overview of the Company’s business operations, industry scenario, performance, opportunities, risks, and the overall state of affairs is provided in the Management Discussion and Analysis Report, which forms an integral part of this Annual Report.

4. MATERIAL DEVELOPMENTS DURING THE FINANCIAL YEAR 2025-26

There are no material Developments that took place during the FY 2025-26.

5. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION

There are no material changes and commitments affecting the financial position of the Company between the end of the FY 2025-26 and the date of this report. There are no significant and material

orders passed by the regulators or courts or tribunals impacting the going concern status and company’s operations in future.

6. BUSINESS DEVELOPMENTS

During the financial year under review, the Company expanded its product portfolio with the launch of REDTAPE Sunglasses and Women’s Handbags, respectively, marking its entry into a new product segment within the apparel and accessories category. This strategic initiative is aligned with the Company’s vision of strengthening its lifestyle brand portfolio, enhancing customer offerings and catering to the evolving preferences of consumers in the domestic market.

7. DIVIDEND

The Board of Directors, at their meeting held on May 26, 2026, has recommended a final dividend of ' 2 per fully paid-up equity share (100%) for the financial year 2025-26. The Record Date for determining the eligibility of members entitled to receive the final dividend has been fixed as Friday, July 31,2026.

Subject to the approval of the Members at the ensuing Annual General Meeting (“AGM”), the final dividend shall be paid to the eligible shareholders, whose names appear in the Register of Members or the records of the Depositories on the Record Date, as per the provisions of Corporate and Allied Laws.

8. DIVIDEND DISTRIBUTION POLICY

Pursuant to Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as “Listing Regulations”), as amended from time to time, the top 1,000 listed entities based on market capitalization are required to formulate and disclose a Dividend Distribution Policy.

Accordingly, the Company has adopted a Dividend Distribution Policy, which provides a transparent framework and guiding principles for declaration and distribution of dividends, taking into account various financial, operational and strategic factors considered by the Board from time to time. The Policy is available on the Company’s website at https://about.redtape. com/assets/investor-pdf/code_of_conducts_and_ policies/Dividend-Distribution-Policy.pdf

9. TRANSFER TO RESERVES

The Board of Directors has decided not to transfer any amount to the General Reserve for the financial year 2025-26. Accordingly, the entire profit for the financial year has been kept in the retained earnings.

10. CHANGE IN NATURE OF BUSINESS OF THE COMPANY

There has been no change in the nature of business of the Company during the financial year under review.

11. SHARE CAPITAL

The Authorised Share Capital of the Company is '1,12,01,00,000 (Rupees One Hundred Twelve Crore and One Lakh) divided into 56,00,00,000 ( Fifty Six Crore ) Equity Shares of '2/- (Rupees Two ) each aggregating to '1,12,00,00,000 (Rupees One Hundred Twelve Crore) and 50,000 (Fifty Thousand) Preference Shares of '2 each aggregating to '1,00,000 (Rupees One Lakh).

Further, pursuant to the terms of issue, the Company redeemed 50,000 Preference Shares of '2/- each on May 27, 2025, resulting in a reduction of '1,00,000 in the paid-up share capital. Consequently, the paid-up share capital of the Company stood reduced from '110,57,15,200 to '110,56,15,200 as on March 31,2026.

12. ANNUAL RETURN

Pursuant to the provisions of Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, and the rules made thereunder, the Annual Return of the Company for the financial year 2025-26, in the prescribed form, has been placed on the website of the Company. The same can be accessed at https:// about.redtape.com/annual-return.php

13. DEPOSIT

During the financial year under review, the Company has neither accepted nor renewed any deposits from the public within the meaning of Sections 73 to 76 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014.

The Company has filed e-Form DPT-3 with the Registrar of Companies within the prescribed timeline in compliance with the applicable provisions of the Companies Act, 2013.

14. CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your Company firmly believes that its purpose extends beyond business operations to serving all stakeholders, and that long-term sustainability is a fundamental prerequisite for responsible and enduring growth.

The provisions of Section 135 of the Companies Act, 2013 are applicable to the Company for the financial year 2025-26. Accordingly, the Annual Report on Corporate Social Responsibility (CSR) activities for the Financial Year 2025-26, as required under the

Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014, is annexed to this Report as Annexure - I.

I n compliance with the provisions prescribed under Section 135 of the Act, the Board of Directors of your Company constituted Corporate Social Responsibility (CSR) Committee on April 07, 2023. The CSR Committee comprises of Mr. Shuja Mirza -Managing Director as Chairman, Mr. Arvind Verma -Whole Time Director, Dr. Yashvir Singh - Independent Director and Dr. Rajshree Saxena - Independent Director as members.

The terms of reference of the Corporate Social Responsibility (CSR) Committee are provided in the Corporate Governance Report. Your Company has also formulated a Corporate Social Responsibility Policy (CSR Policy) which is available on the website of the Company at https://about.redtape. com/assets/investor-pdf/code_of_conducts_and_ policies/CSR_Policy.pdf

Initiatives taken by the Company during the Year are as follows:

The Members are hereby informed that, with a view to preserving and promoting the rich cultural heritage of the nation, the Company had already undertaken initiatives under the “Adopt a Heritage Scheme 2.0” launched by the Ministry of Culture, Government of India, during the previous financial year. Under the said scheme, the Company adopted selected heritage monuments, as approved by the Archaeological Survey of India (ASI), through Sabhyata Foundation, a Section 8 company incorporated under the Companies Act, 2013, acting as the implementing agency.

Pursuant to the above, the Company has made significant progress in the adoption and development of identified heritage sites. At Kashmiri Gate, various initiatives such as plantation drives and illumination works have already been completed which has enhanced aesthetic and environmental value of the monument, with security and cleaning measures. Further, same initiatives have been undertaken for Delhi Gate for illumination, cleaning and security. Now, concentration is given for Ajmeri Gate for replicating the same initiatives.

In addition to heritage conservation, the Company continues to actively undertake various Corporate Social Responsibility (CSR) initiatives, including promotion of education for underprivileged children, skill development programs, constant medical assistance to the needy and other community welfare activities.

Members are requested to refer to the detailed sections on CSR in the Annual Report for comprehensive information along with supporting visuals, which includes other initiatives.

15. BOARD OF DIRECTORS

The Board of Directors of the Company is duly constituted in accordance with the provisions of the Companies Act, 2013, the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The composition of the Board reflects an optimum Composition of Executive, Non-Executive and Independent Directors, with an appropriate mix of skills, experience, expertise, diversity and professional competence. The Directors bring with them rich and varied experience across diverse fields, enabling the Board to provide effective leadership, strategic direction and robust oversight of the Company’s affairs. The Board continues to function in a transparent, accountable and efficient manner, ensuring the highest standards of corporate governance and safeguarding the interests of all stakeholders.

As on March 31, 2026, the Board comprised eight (8) Directors: Mr. Rashid Ahmed Mirza, Whole-time Director and Chairman; Mr. Shuja Mirza, Managing Director; Mr. Arvind Verma, Whole-time Director; Ms. Sunanda, Whole-time Director; and the remaining Directors i.e. Mr. Sanjay Bhalla, Dr. Yashvir Singh, Mr. Subhash Chander Sapra and Dr. Rajshree Saxena, respectively, serve as Non-Executive Independent Directors.

16. NUMBER OF MEETINGS OF THE BOARD

During the Financial Year 2025-26, Six (6) Board meetings were held and the details of same are given in the Corporate Governance Report forming part of this Annual Report.

The intervening gap between two consecutive meetings was not more than one hundred and twenty days (120 days) as prescribed by the Companies Act, 2013 and applicable provisions

17. RETIRE BY ROTATION

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Rashid Ahmed Mirza (DIN: 00049009) retires by rotation at the ensuing Annual General Meeting and, being eligible, has offered himself for re-appointment.

The Board recommends his re-appointment for the approval of the Members at the ensuing Annual General Meeting.

During the financial year under review, except as stated above, there was no change in the composition of the Board of Directors of the Company.

18. DECLARATION BY INDEPENDENT DIRECTORS

Your Company has received necessary declarations from all the Independent Directors of the Company, confirming that they meet the criteria of independence as prescribed under sub-section (6) of Section 149 of the Companies Act, 2013 and Regulation 16(1)(b) read with Regulation 25(8) of the Listing Regulations.

The Independent Directors have also confirmed that they are in compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014, with respect to registration with the data bank of Independent Directors maintained by the Indian Institute of Corporate Affairs (IICA) and also confirmed that they have complied with Company’s Code for Independent Directors. The Board is of the opinion that they are people of integrity and possess relevant expertise and experience.

19. THE DETAILS OF DIRECTORS OR KEY MANAGERIAL PERSONNEL WHO WERE APPOINTED OR HAVE RESIGNED DURING THE YEAR.

In terms of the provisions of Section 2(51) and 203 of the Companies Act, 2013, during the financial year 2025-26, the Company has following whole-time Key Managerial Personnel (“KMP”):

20. COMMITTEES OF THE BOARD OF DIRECTORS

I n compliance with the provisions of the Companies Act, 201 3, the Rules made thereunder and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has constituted various Committees to assist it in the effective discharge of its responsibilities and to strengthen the corporate governance framework of the Company.

As on the date of this Report, the Board has constituted the following Committees:

• Audit Committee;

• Nomination and Remuneration Committee;

• Stakeholders’ Relationship Committee;

• Corporate Social Responsibility Committee;

• Risk Management Committee; and

• Corporate Affairs Committee.

The details of the terms of reference, composition of the aforesaid Committees, number of meetings held during the financial year 2025-26 and the attendance of the members at such meetings are provided in the Corporate Governance Report, which forms an integral part of this Annual Report.

21. POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Nomination and Remuneration Committee has formulated and recommended to the Board a policy on the appointment

and remuneration of Directors, Key Managerial Personnel and Senior Management Personnel.

The Policy, inter alia, lays down the criteria for appointment, qualifications, positive attributes, independence of Directors, remuneration framework and other matters as prescribed under the applicable provisions of the Companies Act, 2013 and the Rules made thereunder. The said Policy was approved by the Board of Directors on May 30, 2023, and is available on the Company’s website at: https://about.redtape. com/assets/investor-pdf/code_of_conducts_and_ policies/Nomination-and-Remuneration-Policy.pdf

The Board affirms that the remuneration paid to the Directors during the year in accordance with the terms and parameters laid out in the said policy.

22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013.

Pursuant to Section 134(3)(g) of the Companies Act, 2013 during the year under review the Company has not given loan or guarantee or provided any security covered under the provisions of Section 186 of the Companies Act, 2013.

Further the details of Investments covered under the provisions of Section 186 of the Companies Act, 2013 are as below:

23. REPORT ON SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES

As on March 31, 2026, the Company had two wholly owned subsidiaries, namely RedTape Bangla Limited (formerly known as Mirza Bangla Limited) and RedTape HK Limited. Further, RedTape HK Limited had two wholly owned subsidiaries, namely RedTape London Limited and RedTape (Quanzhou) Sports Goods Co. Limited, which were step-down subsidiaries of the Company.

During the financial year under review, there was no change in the subsidiary structure of the Company. The Company did not have any associate or joint venture company during the financial year 2025-26.

Pursuant to Section 129(3) of the Act, read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing the names, details and key financial highlights of the subsidiaries in Form AOC- 1 is included in the Consolidated Financial Statements, which forms part of this Annual Report.

In accordance with the provisions of Section 136 of the Companies Act, 2013, the Standalone and Consolidated Financial Statements of the Company, together with the separate audited financial statements of its subsidiary companies and other relevant documents, are available on the Company’s website at https://about.redtape.com/financial-information.php.

24. THE NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR

During the year under review, there is no such Company which has ceased to become a subsidiary Company.

25. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES UNDER SECTION 188(1) OF THE COMPANIES ACT, 2013

During the financial year under review, the Company entered into transactions with its related parties, namely M/s Gempack Enterprises and Mirza International Limited, pursuant to the agreements executed on March 26, 2025, which became effective from April 1, 2025. All such transactions were undertaken in the ordinary course of business and on an arm’s length basis, in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Since all related party transactions were entered into in the ordinary course of business and on an arm’s length basis, and no material contract or arrangement requiring disclosure under Section 188 of the Companies Act, 2013 was entered into during the Financial Year. Accordingly, disclosure in Form AOC-2 pursuant to Section 134(3)(h) of the Companies Act, is not applicable.

Details of the related party transactions are disclosed in the Financial Statements, which forms an integral part of this Annual Report.

The policy on Related Party Transactions, as approved by the Board is available on the website of the Company at https://about.redtape.com/ assets/investor-pdf/code_of_conducts_and_policies/ Related-Party-Transaction-Policy.pdf

26. HUMAN RESOURCES DEVELOPMENT AND INDUSTRIAL RELATIONS

The human resource development function of the Company continues to be guided by a robust framework of values and well-defined policies, with a continued focus on providing a conducive, inclusive, and growth-oriented work environment for its employees. The Company remains committed to maintaining a workplace free from all forms of

discrimination and harassment, including physical, verbal, and sexual harassment, and has implemented appropriate policies and mechanisms in compliance with applicable laws. During the year under review, various initiatives were undertaken to strengthen employee engagement, capability building, and overall organizational development, the details of which are provided in the Management Discussion and Analysis Report. The Company also maintained healthy, cordial, and harmonious industrial relations at all levels throughout the year under review.

Engagement, Connect & Celebrations

The Company believes that an engaged and motivated workforce is fundamental to its sustained success. During the year, the Company organized various employee engagement initiatives, cultural events and celebrations to promote collaboration, strengthen team spirit and foster an inclusive workplace culture. National occasions such as Independence Day and Republic Day, along with festivals and other significant events, were celebrated across the organization to enhance employee engagement and reinforce the Company’s core values.

Customer Engagement Initiatives

The Company continued to strengthen its engagement with customers through workshops and interactive sessions aimed at enhancing customer experience, fostering collaboration and building long-term relationships. These initiatives were well received and reaffirmed the Company’s commitment to customer-centricity, trust and continuous value creation.

Occupational Health, Safety and Well-being

The Company is committed to providing a safe, healthy and secure workplace for all its employees. A comprehensive Occupational Health, Safety and Well-being Policy is in place, supported by well-defined processes and standard operating procedures, to identify, assess and mitigate workplace risks while ensuring compliance with applicable statutory and regulatory requirements.

During the year, the Company undertook various initiatives to strengthen occupational health and safety, including:

• Web-based training programmes on first aid, fire safety, building and office evacuation, and emergency preparedness for employees;

• Awareness sessions on health, safety and emergency response for off-roll and field personnel;

• Organization-wide safety awareness programmes to reinforce a culture of safety; and

• Regular engagement with Regional Officers to review and strengthen safety practices across locations.

27. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and foreign exchange outgo, as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, are provided in Annexure II, which forms an integral part of this Report.

28. PARTICULARS OF REMUNERATION OF DIRECTORS/ KMP/EMPLOYEES

The disclosures relating to the remuneration of Directors, Key Managerial Personnel and employees, as required under Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are provided in Annexure III, forming part of this Report.

The statement containing the particulars of the top ten employees and the employees drawing remuneration in excess of the limits prescribed under Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this Report. However, in terms of the provisions of Section 136 of the Companies Act, 2013, this Annual Report is being circulated to the Members excluding the aforesaid statement.

The said statement is available for inspection by the Members at the Registered Office of the Company during business hours on all working days for a period of twenty-one days preceding the date of the ensuing Annual General Meeting. Any Member interested in obtaining a copy of the said statement may submit a written request to the Company, and the same shall be made available upon request.

29. FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS

In terms of Regulation 25(7) of the Listing Regulations, your Company familiarizes its Independent Directors with their roles, rights, and responsibilities in the Company, as well as with the nature of the industry and the Company’s business model, through structured presentations covering, inter alia, the Company’s strategy, product and service offerings, customer and shareholder profile, financial performance, human resources, technology, facilities, internal controls, and risk management framework. The Board is also periodically apprised of any changes in the regulatory framework governing the roles and responsibilities of Independent Directors. Further details in this regard are provided in the Report on Corporate Governance, and the details of such familiarization programmes

are available on the website of the Company at https://about.redtape.com/assets/investor-pdf/ odur46/Details-of-Familiarization-Program-for-FY-2025-26.pdf.

30. STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, the Members of the Company, at the Second Annual General Meeting held on September 30, 2023, approved the appointment of M/s Ashwani & Associates, Chartered Accountants (Firm Registration No. 000497N), as the Statutory Auditors of the Company for a term of five consecutive years, to hold office from the conclusion of the Second Annual General Meeting until the conclusion of the Seventh Annual General Meeting of the Company.

I n accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, every listed entity is required to ensure that the limited review reports and audit reports submitted to the Stock Exchanges on a quarterly and annual basis are issued only by an auditor who has undergone the peer review process of the Institute of Chartered Accountants of India (“ICAI”) and holds a valid Peer Review Certificate issued by the Peer Review Board of the ICAI. The Statutory Auditors of the Company fulfil the aforesaid requirement.

The Statutory Auditors have issued the Audit Report on the Standalone and Consolidated Financial Statements of the Company for the financial year ended March 31, 2026. The Audit Reports do not contain any qualification, reservation, adverse remark or disclaimer of opinion. The notes forming part of the Financial Statements referred to in the Audit Reports are self-explanatory and, therefore, do not call for any further comments from the Board.

31. DETAILS REGARDING FRAUDS REPORTED BY AUDITORS UNDER SECTION 143 (12) OF THE ACT

During the financial year under review, the Auditors of the Company have not reported any fraud under Section 143(12) of the Companies Act, 2013. Accordingly, no disclosure is required to be made under Section 134(3)(ca) of the Companies Act, 2013.

32. COST AUDITOR

Pursuant to the provisions of Section 148 of the Companies Act, 2013 maintenance of Cost Records is required by the Company and accordingly such accounts and records are made and maintained.

The Board of Directors, in compliance with the provisions of the Companies Act, 2013, Rules and Notifications issued thereunder, have appointed Mr. Arun Kumar Srivastava, Cost Accountants, (Membership No. 10467 & Firm Registration No. 100090), as Cost Auditor to conduct Audit of the Cost Accounts maintained by the Company for the FY 2025-26.

The Board of Directors has, based on the recommendations of the Audit Committee, in their meeting held on May 26, 2026, re-appointed Mr. Arun Kumar Srivastava, Cost Accountant, as Cost Auditor of the Company to conduct the audit of the Company’s Cost Records for the financial year 2026-27. Mr. Arun Kumar Srivastava has confirmed his independence and arm’s length relationship with the Company and that he is free from the disqualifications specified in Section 139 and 141 of the Act and his appointment meets the requirements prescribed in Section 141(3)(g) and 148 of the Act.

I n compliance with Rule 14 of the Companies (Audit and Auditors), Rules, 2014, an item for ratification of remuneration of cost auditor for conducting the audit for the financial year 2026-27 has been included in the Notice of the ensuing AGM for member’s approval.

The Cost Audit Report for the financial year under review does not contain any qualification, reservation or adverse remark.

33. SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204(1) of the Companies Act, 2013 (“the Act”) read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, M/s R&D, Company Secretaries (Firm Registration No. P2005DE011200), were appointed as the Secretarial Auditors of the Company for a term of five consecutive financial years, commencing from FY 2025-26 to FY 2029-30, at the 4^th Annual General Meeting held on September 26, 2025, based on the recommendation of the Audit Committee and the approval of the Board of Directors.

The Secretarial Auditors have confirmed that their appointment is in compliance with the eligibility criteria prescribed under the applicable provisions of the Companies Act, 2013 and the Listing Regulations. They have conducted the Secretarial Audit of the Company for the financial year ended March 31,2026, in accordance with the applicable statutory provisions and have submitted their Secretarial Audit Report.

The Secretarial Audit Report for the financial year 2025-26 is annexed to this Report as Annexure IV.

The Secretarial Audit Report does not contain any observations/qualifications, which does have any material impact on the operations or financial position of the Company.

34. COMPLIANCE WITH SECRETARIAL STANDARDS

Your Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI), namely Secretarial Standard on Meetings of the Board of Directors (SS-1) and Secretarial Standard on General Meetings (SS-2), as amended from time to time, during the financial year under review.

35. INTERNAL AUDITOR

In terms of the provisions of Section 138 of the Companies Act, 2013 read with the applicable Rules made thereunder, the Board of Directors, based on the recommendation of the Audit Committee, appointed M/s Surinder Mahajan & Associates, Chartered Accountants (Firm Registration No. 009973N), as the Internal Auditors of the Company at its meeting held on May 27, 2025, to conduct the internal audit of the Company for the financial year 2025-26.

The Internal Auditors have carried out the internal audit in accordance with the approved audit plan and submitted their reports to the Audit Committee on a periodic basis. The Internal Audit Reports for the financial year 2025-26 do not contain any qualification, reservation, disclaimer or adverse remark. The Internal Auditors have, however, made certain recommendations for further strengthening the Company’s internal controls and financial processes, which have been duly noted by the Management and are being implemented, wherever considered necessary.

36. INTERNAL FINANCIAL CONTROL FOR FINANCIAL STATEMENTS

The effectiveness of the internal financial control systems is assessed by the Internal Auditors of the Company through design and operating effectiveness testing carried out on a quarterly basis and is also independently assessed by the Statutory Auditors as part of their audit procedures. The Internal Auditors submit their reports periodically, which are reviewed by the Audit Committee of the Board, along with management responses and corrective actions, if any. Based on these assessments, no material weaknesses or deficiencies in the design or operation of the Internal Financial Controls were observed during the year.

Further, the Audit Committee actively oversees the adequacy and effectiveness of the internal control framework, risk management systems, and financial reporting processes. The Board of Directors also

reviews the internal financial controls from time to time to ensure their robustness and operating effectiveness and continues to strengthen the Company’s risk management and internal control capabilities through timely improvements in policies and procedures.

37. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Pursuant to Regulation 34(2)(e) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report for the financial year ended March 31, 2026, forms an integral part of this Annual Report.

The Management Discussion and Analysis Report provides, inter alia, a comprehensive review of the industry structure and developments, business performance, operational and financial performance, opportunities and threats, risks and concerns, internal control systems, outlook and other information as prescribed under the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

38. PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEE AND DIRECTORS

In accordance with the provisions of Section 178 of the Companies Act, 2013, read with the rules framed thereunder and Regulation 19 read with Part D of Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors, in consultation with the Nomination and Remuneration Committee, has put in place a structured framework for annual performance evaluation of the Board, its Committees, and individual Directors. The evaluation process for the financial year 2025-26 was carried out through a comprehensive mechanism, which included circulation of structured questionnaires and feedback formats to the Directors.

The evaluation was aimed at assessing the effectiveness of the Board’s functioning, adequacy of its composition, and its ability to discharge responsibilities in line with the Company’s strategic objectives. The Directors were evaluated on various parameters, including their participation and contribution in Board and Committee meetings, strategic inputs, and guidance provided to the management. The performance of the Board as a whole was assessed considering factors such as overall governance standards, oversight on management, risk management practices, quality of deliberations, and effectiveness of decision-making processes.

The Committees of the Board were evaluated based on their composition, scope of work, and effectiveness in discharging their respective responsibilities. In line

with regulatory requirements, the performance of Independent Directors was evaluated by the entire Board, excluding the Directors being evaluated, while the Independent Directors also reviewed the performance of the Non-Independent Directors, the Chairman, and the Board as a whole.

The Board expressed satisfaction with the overall evaluation process and its outcomes.

39. MEETING OF INDEPENDENT DIRECTORS

Pursuant to the provisions of Schedule IV of the Companies Act, 2013 and Regulation 25(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Independent Directors are required to hold at least one separate meeting during each financial year, without the presence of the Non-Independent Directors and members of the management, to review the performance of the Non-Independent Directors and the Board as a whole, evaluate the performance of the Chairperson of the Company and assess the quality, quantity and timeliness of the flow of information between the management and the Board.

The Company has duly complied with the aforesaid provisions during the Financial Year 2025-26. The details of the meetings of the Independent Directors, including the dates and attendance, are provided in the Report on Corporate Governance, which forms part of this Annual Report.

40. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS

During the FY 2025-26, no significant and material orders were passed by the regulator(s) or court(s) or tribunal(s), impacting the going concern status and Company’s operations in future.

41. CREDIT RATINGS

During the year under review, your Company has obtained credit rating. For brief details of credit ratings refer to the Report on Corporate Governance.

42. CORPORATE GOVERNANCE

The Company is committed to maintaining the highest standards of corporate governance and believes that sound governance practices are essential for enhancing stakeholder value and ensuring sustainable growth.

Pursuant to Regulation 34 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate Report on Corporate Governance for the financial year ended March 31, 2026, forms an integral part of this

Annual Report. The Report sets out the governance framework, policies and practices adopted by the Company in compliance with the applicable provisions of the Listing Regulations.

The requisite certificate from the Practising Company Secretary confirming compliance with the conditions of Corporate Governance, as required under Schedule V of the Listing Regulations, forms part of the Report on Corporate Governance.

43. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Your Company is committed to conducting its business in a responsible, ethical and sustainable manner, while creating long-term value for all its stakeholders. We recognizes that responsible business practices, coupled with robust environmental, social and governance (“ESG”) principles, are integral to its long-term growth and sustainable development.

Pursuant to Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule V thereof, the Business Responsibility and Sustainability Report (“BRSR”) for the financial year ended March 31,2026, forms an integral part of this Annual Report.

44. NODAL OFFICER

Your Company has designated Mr. Akhilendra Bahadur Singh, Company Secretary and Compliance Officer, as the Nodal Officer for the purpose of coordination with the Investor Education and Protection Fund Authority (“IEPFA”) and for dealing with matters relating to unclaimed dividends, transfer of shares and refund claims under the Investor Education and Protection Fund (“IEPF”).

The details of the Nodal Officer are available on the Company’s website at: https://about.redtape. com/help-desk.php

45. BOARD POLICIES

The Board of Directors has approved and adopted various policies and codes in accordance with the provisions of the Companies Act, 2013 and the applicable regulations issued by the Securities and Exchange Board of India (“SEBI”). These policies and codes provide the framework for effective corporate governance and regulatory compliance and are reviewed and updated from time to time, as considered necessary.

The details of the policies and codes adopted by the Board are available on the Company’s website at: https://about.redtape.com/code-of-conducts-and-policies.php

46. BOARD DIVERSITY

The Company firmly believes that an appropriately diversified Board enhances the quality of decision-making, strengthens corporate governance and contributes to the sustainable growth of the Company. The Board Diversity Policy seeks to ensure an appropriate balance of skills, experience, knowledge, professional expertise, gender, age, cultural and geographical background, ethnicity, industry experience, thought and perspective, enabling the Board to effectively discharge its responsibilities and provide strategic direction to the Company.

While identifying and recommending suitable candidates for appointment to the Board, the Nomination and Remuneration Committee considers diversity of thought, experience, knowledge, expertise and other attributes, in addition to merit and integrity, so as to maintain an optimum balance of competencies on the Board.

The Board Diversity policy is available on our website, at https://about.redtape.com/assets/ investor-pdf/code_of_conducts_and_policies/Board_ Diversity_Policy.pdf.

47. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to the provisions of Sections 124 and 125 of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, unpaid or unclaimed dividend remaining in the Unpaid Dividend Account for a period of seven consecutive years, together with the corresponding equity shares in respect of which such dividend remains unpaid or unclaimed for seven consecutive years, is required to be transferred to the Investor Education and Protection Fund (“IEPF”).

The Company was incorporated on December 8, 2021 and declared its first dividend during the Financial Year 2024-25. Accordingly, no unpaid or unclaimed dividend or corresponding equity shares of the Company became due for transfer to the IEPF during the Financial Year 2025-26 under the aforesaid provisions.

However, pursuant to the Composite Scheme of Arrangement amongst Mirza International Limited and REDTAPE Limited, 4,76,921 equity shares of the Company allotted to shareholders whose corresponding shareholding in Mirza International Limited had already been transferred to the IEPF were also transferred to the demat account of the IEPF Authority, in accordance with the applicable provisions of the Scheme and the IEPF Rules.

During the Financial Year 2024-25, the Company issued Bonus Equity Shares in the ratio of 3:1. Accordingly, 14,30,763 Bonus Equity Shares allotted in respect of the equity shares lying in the demat account of the IEPF Authority were also transferred to the IEPF Authority in accordance with the applicable provisions of the Companies Act, 2013

For the FY 2024-25, the Company declared an Interim Dividend of ' 2.00 per equity share and a Final Dividend of ' 0.25 per equity share. The dividend pertaining to the equity shares held by the Investor Education and Protection Fund (“IEPF”) was also transferred to the IEPF Authority in accordance with the applicable provisions of the Companies Act, 2013 and the Rules made thereunder.

The details of unpaid/unclaimed dividend are available on the Company’s website at https:// about.redtape.com/Statement-Showing-Unclaimed-UnpaidInterim-Dividend.php.

Process of claiming shares and dividend from IEPF

Members whose shares and dividends have been transferred to the Investor Education and Protection Fund (“IEPF”) may claim the same by submitting the prescribed documents to the Registrar to Issue and Share Transfer Agent (“RTA”) of the Company at einward.ris@kfintech.com, for issuance of an Entitlement Letter (“EL”).

Upon receipt of the Entitlement Letter, the Member is required to file the web-based Form IEPF-5 electronically through the Ministry of Corporate Affairs (“MCA”) portal at www.mca.gov.in, along with the Entitlement Letter and the prescribed supporting documents. After successful submission of Form IEPF-5, the Member is required to upload the postal receipt under the “Pending for Action” tab on the MCA portal and thereafter forward the duly signed and self-attested physical copy of Form IEPF-5, together with the requisite documents, to the Company.

The aforesaid process facilitates expeditious processing of claims and minimizes the likelihood of rejection of applications by the Company or the Investor Education and Protection Fund Authority (“IEPFA”) on account of incomplete documentation or non-receipt of the requisite documents.

FAQs on dealing with IEPF are available on the website of the Company.

48. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDERSSAL) ACT, 2013

The Company is committed to providing a safe, secure, inclusive and respectful work environment,

where every employee is treated with dignity and respect, and is afforded equal opportunity, irrespective of gender. Since its inception, the Company has maintained a zero-tolerance approach towards any form of sexual harassment at the workplace and is committed to fostering a work culture that promotes equality, dignity and mutual respect.

In compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (“POSH Act”) and the Rules framed thereunder, the Company has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, which is available on the Company’s website at https://about. redtape.com/assets/investor-pdf/code_of_conducts_ and_policies/Policy-on-Prevention-Prohibition-Redressal-of-Sexual-Harassment-at-the-Workplace20-Feb.pdf. The Company has also constituted an Internal Complaints Committee (“ICC”) in accordance with the provisions of the POSH Act to ensure the effective implementation of the Policy and timely redressal of complaints, if any. The Policy is effectively communicated across the organization, and appropriate disciplinary action, including termination of employment wherever warranted, is provided for in cases of violation.

The Company continues to undertake various awareness and sensitization initiatives to promote a safe and respectful workplace and to ensure that all employees, including permanent, contractual, temporary employees and trainees, are aware of their rights and responsibilities under the POSH Act.

An Internal Complaints Committees is available at all its plants and offices in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, to ensure a safe, secure, and dignified work environment for all employees. Further, your Company regularly conducts awareness and sensitization sessions for employees to promote understanding of the policy, encourage respectful workplace behavior, and ensure effective implementation of the applicable legal provisions.

During the financial year under review, no complaint of sexual harassment was received under the provisions of the POSH Act.

49. RISK MANAGEMENT

Your Company has in place a comprehensive Risk Management Policy in line with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, which provides a structured approach to identify, assess, and mitigate risks that may impact on the

achievement of its business objectives. The Board of Directors has overall responsibility for overseeing the risk management framework and internal control systems, including those relating to financial reporting and regulatory compliance, and undertakes periodic assessment of key risks faced by the Company.

To assist the Board in discharging these responsibilities, a Risk Management Committee has been constituted to evaluate risk exposures and recommend appropriate mitigation measures. The risk management processes are embedded across the major functions of your Company and are regularly reviewed to ensure their effectiveness and continuous improvement. The Board, based on inputs from the Committee; reviews significant risks and related actions from time to time. In the opinion of the Board, there are no risks that threaten the existence of your Company, however, key risks and challenges are discussed in detail in the Management Discussion and Analysis Report forming part of this Annual Report.

Further details relating to the composition, meetings, and terms of reference of the Risk Management Committee are provided in the Report on Corporate Governance which forms part of the Annual Report.

The Risk Management Policy of the Company as approved by the Board of Directors, is uploaded on your Company’s website at https://about.redtape. com/assets/investor-pdf/code_of_conducts_and_ policies/Risk-Managment-Policy2025.pdf

50. VIGIL MECHANISM

Pursuant to the provisions of Section 177(9) and 177(10) of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has in place a Vigil Mechanism / Whistle Blower Policy to provide Directors, employees and other stakeholders, as applicable, with a formal mechanism to report genuine concerns regarding unethical behaviour, actual or suspected fraud, violation of the Company’s Code of Conduct or any other improper practices.

The Policy provides adequate safeguards against victimisation of persons who avail of the mechanism and ensures direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases. The Company affirms that no person has been denied access to the Chairperson of the Audit Committee under the Vigil Mechanism.

During the financial year under review, no whistle blower complaint was received under the said Policy.

The Vigil Mechanism and Whistle Blower Policy of the Company as approved by the Board of Directors, is

uploaded on your Company’s website at the link https:// about.redtape.com/assets/investor-pdf/code_of_ conducts_and_policies/Vigil-Mechanism-Policy.pdf .

51. CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING PRACTICES

Your Company has adopted a Code of Conduct for Regulating, Monitoring and Reporting of Trading by Designated Persons and their Immediate Relatives and a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information (“UPSI”), In compliance with the provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time.

These Codes provide a robust framework for preserving the confidentiality of Unpublished Price Sensitive Information, preventing insider trading and ensuring timely and adequate disclosure of UPSI in accordance with the applicable regulatory requirements. The Codes are reviewed periodically and updated, whenever required, to ensure continued compliance with the applicable laws and regulations.

The aforesaid Codes are available on the Company’s website

i) Code of Conduct to regulate, monitor and report trading by insider at: https://about.redtape.com/ assets/investor-pdf/code_of_conducts_and_ policies/CodeSEBI-PITRegulation.pdf

i) Code of practices and procedures for fair disclosures at: https://about.redtape.com/ assets/investor-pdf/code_of_conducts_ and_policies/Code-of-Fair-Disclosure-SEBI-PIT-Regulations.pdf

52. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR

During the year under review, no application was made and also no proceeding was pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).

53. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

During the year under review, no such valuation was required to be done.

54. COMPLIANCE WITH THE CODE ON SOCIAL SECURITY 2020 - MATERNITY BENEFIT

Your Company is in compliance with the applicable provisions relating to maternity benefits as prescribed under the Maternity Benefits Act, 1961/ the Code on Social Security, 2020.

55. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERNS STATUS AND COMPANY’S OPERATIONS IN FUTURE

During the period under review, no such order is passed by any Regulator(s) or Court(s) or Tribunal(s) which would impact the going concern status of the Company and its future operations other than the orders mentioned herein above.

56. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the provisions under Section 134(5) of the Companies Act, 2013, with respect to Directors’ Responsibility Statement, the Directors confirm:

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

b) That they 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 and loss of the Company for that period;

c) That they 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) That they have prepared the annual accounts on a going concern basis;

e) That 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

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

57. MANAGING DIRECTOR AND CFO CERTIFICATION

The certificate required under Regulation 17(8) read with Part B of schedule II of the Listing Regulations, duly signed by the Managing Director and CFO as placed before the Board is annexed with Corporate Governance Report which forms part of this Annual Report.

Declaration by Managing Director under Regulation 34(3) read with Schedule V of the Listing Regulations in respect of compliance with the Company’s Code of Conduct is annexed with Corporate Governance Report which forms part of this Annual Report.

58. LISTING WITH STOCK EXCHANGES

The equity shares of your Company are listed on BSE Limited and National Stock Exchange of India Limited with effect from August 11, 2023. Your Company has paid the annual listing fees for the Financial Year 2026-27 to both the Stock Exchanges.

59. GREEN INITIATIVE

In line with the Green Initiative and in compliance with the applicable provisions of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the relevant circulars issued by the Ministry of Corporate Affairs (“MCA”) and the Securities and Exchange Board of India (“SEBI”) from time to time, the Notice convening the 5^th Annual General Meeting (“AGM”) and the Annual Report for the Financial Year 2025-26 will be circulated to the Members through electronic mode whose e-mail addresses are registered with the Company or their respective Depository Participant(s)/ Registrar to an Issue and Share Transfer Agent.

The Notice of the 5^th AGM and the Annual Report for the Financial Year 2025-26 will also be made available on the Company’s website at www.redtape.com and on the websites of the Stock Exchanges, namely, BSE Limited (www.bseindia.com) and National Stock Exchange of India Limited (www.nseindia.com).

Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company will provide the facility of remote e-voting to enable Members to cast their votes electronically on all the resolutions set out in the Notice of the 5^th AGM. The detailed instructions for remote e-voting and e-voting during the AGM will form part of the Notice convening the 5^th AGM.

62. ACKNOWLEDGEMENTS

The Board of Directors places on record its sincere appreciation for the dedication, commitment and invaluable contribution of the Company’s employees, whose continued efforts have been instrumental in

the Company’s performance and growth during the year under review.

The Board also expresses its heartfelt gratitude to the Company’s customers, dealers, distributors, franchisee partners, vendors, business associates and the communities around its operating locations for their continued trust, cooperation and support. The Company values these enduring relationships and looks forward to their continued partnership in the years ahead.

Your Directors further acknowledge with gratitude the continued support and guidance received from the Government of India, various State Governments, statutory and regulatory authorities, banks, financial institutions, shareholders and all other stakeholders The Board sincerely appreciates the confidence reposed in the Company and remains committed to creating sustainable value for all its stakeholders