Your Directors have pleasure in presenting their 42^nd Annual Report on the business and operations of the
Company and the Audited Accounts for the Financial Year ended 31^st March, 2026.

1. FINANCIAL SUMMARY/HIGHLIGHTS OF PERFORMANCE OF THE COMPANY:

2. OVERVIEW OF COMPANY'S PERFORMANCE:

The Company is into the business of manufacturing of TMT Bars. The revenue from operations was Rs. 2444.07
Lakh in the Current year as compared to the revenue from operations of Rs. 3716.48 Lakhs during the previous
year. The profit after tax was Rs. 1029.78 Lakhs in the Current year as compared to the profit after Tax of Rs.
309.50 Lakhs in the previous financial year.

The performance of the Company in terms of overall revenue generation during the period under review is quite
satisfactory.

3. DIVIDEND:

After considering the present circumstances holistically and keeping in view the need to conserve the resources in
the long run for future, the Board of Directors of the Company decided that it would be prudent not to
recommend any dividend for the year under review.

4. TRANSFER TO RESERVE:

The Board of Directors has decided not to transfer any amount to the General Reserve for the financial year under
review. The entire balance of the profit for the year forms part of the Surplus under the head "Other Equity" in
the Standalone Financial Statements.

5. SHARE CAPITAL:

During the year under review, there has been no change in the Capital Structure of the Company.

At present, the Company has only one class of shares - equity shares with face value of Re. 1/- each. During the
year under review, The authorised share capital of the Company is Rs. 80,00,00,000/- (Eighty Crore) divided into
80,00,00,000 (Eighty Crore) Equity Shares of face value of Re. 1/- each.

The issued, subscribed and paid up equity capital is Rs. 79,68,75,000/- comprising 79,68,75,000 Equity Shares of
Re. 1/- each.

6. CHANGE IN NATURE OF BUSINESS:

There has been no change in the nature of business of the Company during the financial year under review.
INSERTION OF NEW OBJECT CLAUSE IN THE MAIN OBJECT CLAUSE OF MOA

During the year under review, the members of the Company have approved by passing resolution through Postal
Ballot (remote e-voting) on Wednesday March 18, 2026 for the alteration (addition) in the main object clause of
Memorandum of Association (MoA) of the Company.

New object has been inserted in the Main Object Clause of the MoA of the Company by inserting Clause no. [A]
(5) as under:

To carry on the business of trading, buying, selling, importing, exporting, investing in, arbitraging, hedging and
otherwise dealing in commodities of every kind and description, permitted by law, whether agricultural or non¬
agricultural, including metals (precious and base), bullion, minerals, energy products, soft commodities, hard
commodities and allied products, in physical form and/or through spot, forward, futures, options and other
derivative or commodity-linked contracts, on recognized or unrecognized markets or otherwise, in India or
abroad.

7. MAINTAINANCE OF COST RECORDS:

The Company has adequately maintained the cost records as specified by the Central Government under Section
148(1) of the Companies Act, 2013.

8. STATE OF COMPANY AFFAIRS:

The state of your Company's affairs is given under the heading 'Financial Summary/ Highlights', Overview of
Company's Performance and various other headings in this Report and the Management Discussion and Analysis
Report, which forms part of the Annual Report.

9. DEPOSITS:

During the year under review, the Company has not accepted any deposits within the meaning of Section 73 of
the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

10. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO:

The Company has taken adequate steps for conservation of energy. The Company has not imported any
technology during the year and there are no plans to import any kind of technology in near future.

Hence information regarding its absorption is not applicable. There was no research activities carried out during
the year as well as no foreign exchange income or outgo during the year.

11. PARTICULARS OF EMPLOYEES:

The information required under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies
(Appointment & Remuneration of Managerial Personnel) Rules, 2014 is given in the Statement annexed herewith
as Annexure-A.

12. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

There were no such material changes occurred subsequent to the close of the financial year of the Company to
which the balance sheet relates and the date of the report which can affect the financial position of the Company.

13. PROCEEDINGS UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016

During the year under review, there were no proceedings that were filed by the Company or against the
Company, which are pending under the Insolvency and Bankruptcy Code, 2016, as amended, before National
Company Law Tribunal or other Courts.

14. 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:

The disclosure is not applicable as the Company has not undertaken any one-time settlement with the banks or
financial institutions during the year.

15. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION &
REDRESSAL) ACT, 2013:

The company has complied with the provision relating to the constitution of Internal Complaints Committee
under the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The company has adopted policy on prevention of sexual harassment of women at workplace in accordance with
The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

During the financial year ended 31^st March, 2026, the company has not received any complaints pertaining to
sexual harassment.

16. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES:

The Company have not any subsidiary, associate or joint venture company and hence details relating to them are
not applicable and provided for.

17. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENT BY THE COMPANY:

Details of Loans, Guarantees and Investments, if any covered under the provisions of Section 186 of the Act are
given in the notes to the Financial Statements.

18. MEETING OF BOARD OF DIRECTORS:

During the year under review, 07 (Seven) Board meetings were held on 28/05/2025, 04/06/2025, 11/08/2025,
29/08/2025 ,10/11/2025, 02/01/2026 and 12/02/2026 with gap between Meetings in accordance with provision of
the Companies Act, 2013 read with rules made thereunder and the applicable Secretarial Standard.

The Board meeting dates are finalized in consultation with all directors and agenda papers backed up by
comprehensive notes and detailed background information are circulated well in advance before the date of the
meeting thereby enabling the Board to take informed decisions.

The details of the Board Meetings with regard to their dates and attendance of each of the Directors thereat have
been provided in the Corporate Governance Report which forms part of this Annual Report of the Company.

19. MEETING OF MEMBERS:

During the year under review, the Company conducted Postal Ballot (through E-voting) process pursuant to Section
110 of the Companies Act, 2013 read with rule 22 of the Companies (Management and Administration) Rules, 2014.
The Board had appointed Mr. Chintan K. Patel, (Membership No.: 31987, COP: 11959), Practising Company
Secretary as the Scrutnizer for conducting the Postal Ballot and remote e-voting process in a fair and transparent
manner.

Based on the Scrutinizer's Report, the following resolution(s) were passed with requisite majority.

During the year under review, 41^st Annual General Meeting of the members of the Company was held on Thursday,
25^th September, 2025 at 03:30 P.M. IST through Video Conferencing (VC)/other Audio-Visual Means (OAVM)

20. COMMITTEES OF THE BOARD:

There are currently Five Committees of the Board, as follows:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders' Relationship Committee

4. Corporate Social Responsibility Committee

5. Risk Management Committee

All the recommendations made by these Committees to the Board were accepted by the Board. Details of
committees, its composition, committee meetings held etc. are provided in the Report on Corporate Governance.

AUDIT COMMITTEE:

The Audit Committee met five times in the financial year 2025-26 i.e. on 28/05/2025, 11/08/2025, 29/08/2025,
10/11/2025 and 12/02/2026.

The details pertaining to the composition of the Audit Committee are included in the Corporate Governance
Report, which is a part of this report.

NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee met one time in the financial year 2025-26 i.e. on 10/11/2025.

The details pertaining to the composition of the Nomination and Remuneration Committee are included in the
Corporate Governance Report, which is a part of this report.

STAKEHOLDERS RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee met four times during the Financial Year 2025-26 i.e. on 28/05/2025,
11/08/2025, 10/11/2025 and 12/02/2026.

The details pertaining to the composition of the Stakeholder Relationship Committee are included in the
Corporate Governance Report, which is a part of this report.

RISK MANAGEMENT COMMITTEE:

The Risk Management Committee met two times during the Financial Year 2025-26 i.e. on 26/09/2025 and
23/03/2026.

The details pertaining to the composition of the Risk Management Committee are included in the Corporate
Governance Report, which is a part of this report.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

Corporate Social Responsibility Committee has formulated and recommended to the Board, a Corporate Social
Responsibility Policy (CSR Policy) in accordance with the provisions of Section 135 of Companies Act, 2013 and
Schedule VII thereto indicating the activities which can be undertaken by the Company.

The Corporate Social Responsibility Committee met two times during the Financial Year 2025-26 i.e. on
26/09/2025 and 23/03/2026. The CSR Policy is available on the Company's website at
https://www.rhetan.com/policies/CSR-Policy.pdf

The details pertaining to the composition of the Corporate Social Responsibility Committee are included in the
Corporate Governance Report, which is a part of this report.

21. ANNUAL RETURN:

Pursuant to Section 92(3) read with section 134(3)(a) of the Companies Act, 2013, copies of the Annual Return in
form MGT-7 as on March 31, 2026 of the Company will be prepared in accordance with Section 92(1) of the
Companies Act, 2013 read with Rule 11 of the Companies (Management and Administration) Rules, 2014 will be
placed on the website of the Company and accessible at the website of the Company
https://www.rhetan.com/annual-returns.html

22. INSURANCE:

All the Properties of the Company are adequately insured.

23. AGREEMENTS EFFECTING THE CONTROL OF THE COMPANY:

No agreements have been entered / executed by the parties as mentioned under clause 5A of paragraph A of Part
A of Schedule III of SEBI (Listing Obligation and Disclosures Requirements) Regulations, 2015 which, either directly
or indirectly effect / impact the Management or Control of the Company or impose any restriction or create any
liability upon the Company.

24. RELATED PARTY TRANSACTIONS:

There was significant related party transactions entered between the Company, Directors, management, or their
relatives. Hence, disclosure in Form AOC-2 is provided as Annexure B.

All the contracts/arrangements/transactions entered into by the Company with the related parties during the
financial year 2025-26 were in the ordinary course of business and on an arm's length basis as disclosed in the
financial statements and were reviewed and approved by the Audit Committee. The details of related party
disclosure form a part of the notes to the financial statements provided in the annual report.

Related Party disclosure under regulation 34(3) read with schedule V of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is as under:

25. DIRECTORATE AND KEY MANAGERIAL PERSONNEL:

The Board of Directors of your company has various executive and non-executive directors including Independent
Directors who have wide and varied experience in different disciplines of corporate functioning.

As on March 31, 2026, the compositions of the Board consist of 6 Directors comprising of 4 Independent
Directors, 1 Non-Executive Directors and 1 Executive Director, details thereof have been provided in the
Corporate Governance Report.

All the Directors of the Company have confirmed that they are not disqualified from being appointed as Directors
in terms of Section 164 of the Companies Act, 2013. The details of Board and Committee composition, tenure of
directors, and other details are available in the Corporate Governance Report, which forms part of this Annual
Report.

• Re-appointment pursuant to retire by rotation:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the
Company, Mr. Ashok C. Shah (DIN: 02467830) retires by rotation at the ensuing Annual General Meeting and
being eligible in terms of Section 164 of the Act offers himself for re-appointment. Profile and other details of the
director as per Secretarial Standard -2 and Regulation 36(3) of SEBI (LODR) Regulation, 2015 are provided as
Annexure to Notice convening Annual General Meeting.

• Key Managerial Personnel ("KMP"):

In terms of Section 203 of the Companies Act, 2013 the company has following Key Managerial Personnel as on
31^st March, 2026:

o Mr. Shalin A. Shah, Managing Director,

o Mr. Subha Ranjan Dash, Chief Financial Officer and

o Mrs. Riddhi Mit Shah, Company Secretary and Compliance Officer

1. Mrs. Riddhi Mit Shah, Company Secretary & Compliance Officer of the Company resigned w.e.f. 30^th April, 2026
due to better career opportunities.

2. Mr. Tanuj Jain was appointed as the Company Secretary & Compliance Officer of the Company w.e.f. 06^th June,
2026, by the Board of Directors in their meeting held on 06^th June, 2026.

Disclosure for the same pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") read with Clause 7 of Part A of
schedule III of Listing Regulations has already submitted to the exchange. The company confirm that there are no
other material reasons other than those provided above.

• Independent Director:

3. Mr. Swapnil Sharad Shimpi (DIN: 10469352) was appointed as an Additional (Independent) Director by the Board
of Directors w.e.f. 10^th November, 2025. Further, his appointment was ratified by the shareholders of the
Company by Postal Ballot held on 04^th February, 2026.

In the opinion of the Board, Mr. Swapnil Sharad Shimpi (DIN: 10469352) is a person of integrity, expert and
experienced (including the proficiency).

4. Mr. Paragkumar Prakashchandra Raval (DIN: 10735752) of the Company was resigned w.e.f. 11^th August, 2025
due to personal reasons.

5. Subsequent to the close of the financial year, Mrs. Deepti Ghanshyam Gavali (DIN: 10272798), Independent
Director of the Company, tendered her resignation from the office of Independent Director with effect from
August 07, 2026 due to personal reasons. The Board of Directors, at its meeting held on August 12, 2026, took
note of the resignation and placed on record its sincere appreciation for the valuable guidance and contributions
made by her during her tenure with the Company

In the opinion of the Board, Mr. Paragkumar Raval and Mrs. Deepti Gavali was a person of integrity, expert and
experienced (including the proficiency).

6. Further the Board of Directors in their meeting held on August 12, 2026 appointed Mrs. Jhanvi Vikas Sethi
(DIN:08593000) as Additional (Independent) Director of the Company subject to the approval of members in
ensuing Annual General Meeting.

7. In the opinion of the Board, Mrs. Jhanvi Sethi is a person of integrity, expert and experienced (including the
proficiency).

Disclosure for the same pursuant to Regulation 30 of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") read with Clause 7 of Part A of
schedule III of Listing Regulations has already submitted to the exchange. The company confirm that there are no
other material reasons other than those provided above.

26. DECLARATION BY INDEPENDENT DIRECTORS:

All Independent Directors have given declarations that they meet the criteria of independence as laid down under
Section 149(6) of the Companies Act, 2013. Further, the Independent Directors have also submitted their
declaration in compliance with the provisions of Rule 6(3) of Companies (Appointment and Qualification of
Directors) Rules, 2014, as amended from time to time, which mandated the inclusion of an Independent Director's
name in the data bank of Indian Institute of Corporate Affairs ("IICA") for a period of one year or five years or life
time till they continues to hold the office of an independent director.

27. ANNUAL PERFORMANCE EVALUATION OF BOARD, COMMITTEES AND DIRECTORS:

Pursuant to the provisions of the Act and the corporate governance requirements as prescribed by Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations 2015, the Board had
carried out performance evaluation of its own, the Board Committees and of the Independent directors. The
Independent Directors of the Company at their separate meeting held on March 23, 2026 has evaluated
performance of the Non-Independent Directors, Board as a whole and of the Chairman of the Board.

The following were the Evaluation Criteria:

(a) For Independent Directors:

- Knowledge and Skills

- Professional conduct

- Duties, Role and functions

(b) For Executive Directors:

- Performance as Team Leader/Member.

- Evaluating Business Opportunity and analysis of Risk Reward Scenarios

- Key set Goals and achievements

- Professional Conduct, Integrity

- Sharing of Information with the Board

The Directors expressed their satisfaction with the evaluation process.

28. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

In terms of the Regulation 34(e) read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, Management Discussion and Analysis Report forms part of this Report as Annexure-C

29. CEO AND CFO CERTIFICATION:

Mr. Shalin A. Shah, Managing Director and Mr. Subha Ranjan Dash, CFO have given certificate to the board as
contemplated in SEBI Listing Regulations. The said certificate is attached as Annexure-D.

30. LISTING OF SHARES:

The Equity Shares of the Company are listed on the BSE Limited (BSE) and National Stock Exchange of India
Limited (NSE) with scrip code No. 543590 & security Symbol: RHETAN. The Company confirms that the annual
listing fee to the stock exchange for the financial year 2026-27 has been paid.

31. POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS:

The Board has on the recommendation of the Nomination & Remuneration Committee, formulated criteria for
determining Qualifications, Positive Attributes and Independence of a Director. The Policy on Appointment and
Remuneration of Directors is uploaded at https://www.rhetan.com/policies.html.

32. DIVIDEND DISTRIBUTION POLICY:

Pursuant to Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ('SEBI Listing Regulations'), the Board of the Company had formulated a
Dividend Distribution Policy ('the Policy'). The Policy is available on the Company's website URL
https://www.rhetan.com/policies/Dividend-Distribution-Policy.pdf.

33. MANAGERIAL REMUNERATION:

The Company had not paid any remuneration to the Managing Director or any sitting fees to Non-Executive
Directors for attending any meetings during the financial year ended 31^st March, 2026.

34. INDEPENDENT DIRECTORS' MEETING:

Independent Directors of the Company had met during the year under the review on 23^rd March, 2026. The
details of the Independent Directors Meeting and the attendance of the Directors are provided in the Corporate
Governance Report, which forms part of this Report.

35. AUDITORS:A.Statutory Auditors

Pursuant to provisions of Section 139 of the Companies Act, 2013 and the rules framed there under, based on the
recommendation of the Audit Committee, the Board of Directors at its meeting held on August 12, 2026 has
recommended the re-appointment of M/s. GMCA & Co., Chartered Accountants, Ahmedabad (FRN: 109850W), as
Statutory Auditors of the Company for a second term of 5 (five) consecutive years i.e. from the conclusion of 42^nd
Annual General Meeting till the conclusion of 47^th Annual General Meeting to be held in 2031, subject to the
approval of the Members at the ensuing Annual General Meeting.

Brief profile and other details of proposed statutory auditors, forms part of the Notice of AGM.

The Notes to the financial statements referred in the Auditors Report are self-explanatory and therefore do not
call for any comments under Section 134 of the Companies Act, 2013.

There has been no qualification, reservation, adverse remark or disclaimer given by the Auditors in their Report.
Secretarial Auditors

Pursuant to the amended provisions of Regulation 24A of the SEBI (LODR) Regulations and Section 204 of the Act
read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the
Shareholders of the Company in their 41^st AGM held on 25^th September, 2025 appointed Mr. Chintan K. Patel,
Practicing Company Secretaries, Ahmedabad (Membership No. 31987 , COP No. 11959 and Peer Review No.:
2175/2022) as Secretarial Auditors of the Company for a term of 5 (Five) consecutive years to hold office from
financial year 2025-26 to financial year 2029-30.

Mr. Chintan K. Patel, Practicing Company Secretaries have confirmed that they are not disqualified from
continuing as Secretarial Auditors of the Company in terms of provisions of the Act & Rules made thereunder and
SEBI (LODR) Regulations.

The Secretarial Audit Report for the financial year ended March 31, 2026 is annexed herewith as Annexure-E to
this Report.

The observations of the Secretarial Auditor in the Secretarial Audit Report are self-explanatory and therefore do
not call for any further comments.

B.Cost Auditor:

As per companies (Cost Records and Audit) Rules, 2014 as amended by companies (Cost Records and Audit)
Amendment Rules, 2014, issued by the Central Government. The company is not required to get its cost record
audited by Cost Auditor.

36. SECRETARIAL STANDARDS:

During the year under review, the Company has complied with all the applicable provisions of Secretarial
Standard-1 and Secretarial Standard-2 issued by the Institute of Company Secretaries of India (as amended).

37. INSTANCES OF FRAUD, IF ANY REPORTED BY THE AUDITORS:

During the year under review, the Statutory Auditors and Secretarial Auditor of the Company have not reported
any instances of fraud committed in the Company by Company's officers or employees, to the Audit Committee,
as required under Section 143(12) of the Act.

38. INTERNAL FINANCIAL CONTROL SYSTEM AND COMPLIANCE FRAMEWORK:

The Company has an Internal Financial Control System, appropriate considering the size and complexity of its
operations. The internal financial controls are adequate and operating effectively so as to ensure orderly and
efficient conduct of business operations. The Audit Committee in consultation with the internal auditors
formulates the scope, functioning, periodicity and methodology for conducting the internal audit.

Based on the internal audit report review by the Audit committee, process owners undertake necessary actions in
their respective areas. The internal auditors have expressed that the internal control system in the Company is
robust and effective. The Board has also put in place requisite legal compliance framework to ensure compliance
of all the applicable laws and that such systems are adequate and operating effectively.

39. RISK MANAGEMENT:

Company has implemented an integrated risk management approach through which it reviews and assesses
significant risks on a regular basis to help ensure that there is a robust system of risk controls and mitigation in
place. Senior management periodically reviews this risk management framework to keep updated and address
emerging challenges. Major risks identified by the businesses and functions are systematically addressed through
mitigating actions on a continuing basis.

40. PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE:

As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal)
Act, 2013 ('Act') and Rules made thereunder, your Company has assigned the responsibilities to Audit Committee.
During the year, no complaint with allegations of sexual harassment was filed with the Company.

During the year under review, your Company has not received any complaint pertaining to sexual harassment.

41. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961:

Pursuant to the provisions of the Maternity Benefit Act, 1961, as amended, during the financial year ended March
31, 2026, there were no instances wherein any woman employee of the Company availed or applied for maternity
benefits as stipulated under the Maternity Benefit Act, 1961, including but not limited to maternity leave, medical
bonus, nursing breaks, or creche facility.

Accordingly, the specific provisions of the Act were not attracted during the reporting period. However, the
Company continues to maintain an internal policy framework that is compliant with the applicable provisions of
the Maternity Benefit Act, 1961, and remains committed to implementing all statutory benefits as and when the
circumstances so require.

The Company further affirms its commitment to uphold the principles of equality, non-discrimination, and
employee welfare, and shall continue to ensure compliance with all applicable labour laws, including those
concerning maternity benefits, in both letter and spirit.

42. VIGIL MECHANISM AND WHISTLE BLOWER POLICY:

In accordance with Section 177 of the Companies Act, 2013 and Regulation 22 of Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has constituted Whistle
Blower Policy/ Vigil Mechanism to establish a vigil mechanism for the directors and employees to report genuine
concerns in such manner as may be prescribed and to report to the management instances of unethical
behaviour, actual or suspected fraud or violation of the Company's code of conduct.

The detailed Whistle Blower Policy is available on Company's Website: https://www.rhetan.com/policies/Whistle-
Blower-Policy.pdf

43. 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's 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. All Board Directors and the designated employees have confirmed compliance with the Code.

44. DIRECTORS' RESPONSIBILITY STATEMENT:

In accordance with Section 134(5) of the Companies Act, 2013 and to the best of their knowledge and belief and
according to the information and explanations obtained by them, your Directors state that-

i. In the preparation of the annual accounts, the applicable accounting standards had been followed along with
proper explanation relating to material departures;

ii. The directors had selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company
at the end of the financial year 31^st March, 2026 and of the profit and loss of the company for that period;

iii. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of Companies Act, 2013 and Rules made thereunder for safeguarding the assets of
the company and for preventing and detecting fraud and other irregularities;

iv. The directors had prepared the annual accounts on a going concern basis;

v. The directors had laid down internal financial controls to be followed by the company and that such internal
financial controls are adequate and were operating effectively, and

vi. The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that
such systems were adequate and operating effectively.

Based on the framework of internal financial controls and compliance systems established and maintained by the
Company, work performed by the internal and statutory auditors and external consultants and the reviews
performed by management and the relevant board committees, including the audit committee, the board is of
the opinion that the Company's internal financial controls were adequate and effective during the financial year
2025-26.

45. DISCLOSURE UNDER SECTION 43(a)(ii) OF THE COMPANIES ACT, 2013:

The Company has not issued any shares with differential rights as to dividend, voting or otherwise and hence no
information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital
and Debenture) Rules, 2014 is furnished.

46. DISCLOSURE UNDER SECTION 54(1)(d) OF THE COMPANIES ACT, 2013:

The Company has not issued any sweat equity shares during the year under review and hence no information as
per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture)
Rules, 2014 is furnished.

47. DISCLOSURE UNDER SECTION 62(1)(b) OF THE COMPANIES ACT, 2013:

The Company has not issued any equity shares under Employees Stock Option Scheme during the year under
review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the
Companies (Share Capital and Debenture) Rules, 2014 is furnished.

48. DISCLOSURE UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares
purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of
Companies (Share Capital and Debentures) Rules, 2014 is furnished.

49. CORPORATE GOVERNANCE:

Your Company believes in conducting its affairs in a fair, transparent, and professional manner along with good
ethical standards, transparency and accountability in dealings with all its constituents. Your Company has
complied with all the Mandatory Requirements of Corporate Governance norms as required under SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, as amended.

As required by the SEBI Listing Regulations, a detailed report on Corporate Governance is given as a part of the
Annual Report. Report on Corporate Governance is attached as Annexure-F

The Practicing Company Secretary's Certificate of the compliance with Corporate Governance requirements by
the Company is attached to the Report on Corporate Governance as Annexure-G.

50. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

As required by the Companies Act, 2013, a Business Responsibility and Sustainability Reporting is given as a part
of the Annual Report. Business Responsibility and Sustainability Reporting is attached as Annexure-H

51. DISCLOSURE OF FINES/PENALTIES LEVIED:

No any fines/Penalties have been levied by regulatory authority during the year.

52. DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT:

There are no shares lying in the demat suspense account or unclaimed suspense account.

53. ACKNOWLEDGEMENT:

Your Directors take this opportunity to express their gratitude for the generous commitment, dedication, hard
work and significant contribution made by employees at all levels for the development of the Company. Your
Directors also sincerely thank to all the stakeholders, customers, vendors, bankers, business associates,
government, other statutory bodies and look forward to their continued assistance, co-operation and support.

For and on behalf of the Board

Date: August 12, 2026
Place: Ahmedabad

Sd/- Sd/-

Shalin A. Shah Ashok C. Shah
Managing Director

Director DIN: 02467830

DIN:00297447