The Board of Directors are pleased to present the Thirty-Seventh Annual Report on the business and operations
of Sanghvi Movers Limited ("the Company"), along with the Audited Financial Statements for the financial
year ended March 31, 2026. The consolidated performance of the Company and its subsidiaries has been
referred to wherever required.

1. FINANCIAL RESULTS

2. OPERATING RESULTS & BUSINESS
PERFORMANCE

On Consolidated basis, the Group recorded an
increase in total income by 33.63%. The total
income increased to ' 1,10,108 Lakhs during
FY 2025-26 compared to ' 82,286 Lakhs of the
previous financial year. On Standalone basis,
the total income of the Company recorded
an increase of 23.77% during FY 2025-26
compared to previous financial year. Total
income increased to ' 72,731 Lakhs during
the FY 2025-26 compared to ' 58,765 Lakhs in
previous financial year.

On Consolidated basis, the Group earned a Profit
Before Tax (PBT) of ' 25,288 Lakhs during FY
2025- 26 compared to ' 21,672 Lakhs during the
previous year registering an increase of 16.68%.
The Profit After Tax (PAT) increased by 17.74%
to ' 18,429 Lakhs in FY 2025-26 compared to
' 15,652 Lakhs in the previous financial year. On
Standalone basis, the PBT increased by 24.77%
to ' 22,201 Lakhs in FY 2025-26 compared to
' 17,794 Lakhs during previous financial year.
The PAT increased by 24.31% to ' 15,864 Lakhs
in FY 2025- 26 compared to ' 12,762 Lakhs
during the previous financial year.

On November 21, 2025, the Government of
India notified the four Labour Codes - The
Code on Wages, 2019, The Industrial Relations
Code, 2020, The Code on Social Security,

2020, and The Occupational Safety, Health and
Working Conditions Code, 2020 - consolidating
29 existing labour laws. The incremental
impact for the year ended March 31, 2026 of
' 300 Lakhs primarily arising due to change
in wage definition, has been recorded as an
Exceptional item. The Company continues to
monitor the finalisation of Central/State Rules
and clarifications from the Government on other
aspects of the Labour Code and would provide
appropriate accounting effect based on such
developments as needed.

The Members are advised to refer to the
separate section on Management Discussion
and Analysis, which is a part of this report, for a
detailed understanding of the operating results
and business performance.

3. DIVIDEND

Pursuant to Regulation 43A of the Securities and
Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015
(''SEBI LODR"), the Board of Directors of the
Company had formulated a Dividend Distribution
Policy. The policy is available on the Company's
website at https://www.sanghvicranes.com/
wp-content/uploads/20 21/09/Dividend-
Distrubution-Policy -27-May-2021.pdf. The
Board has recommended Dividend ' 2/- per
Equity Share i.e. @ 200% on Equity Shares for
the year ended March 31, 2026. The Dividend

@ ' 2/- per Equity Share will be paid to eligible
Members, after the approval by the Members
at the forthcoming Annual General Meeting.
The total cash outflow on account of dividend
payments will be ' 1,732 Lakhs resulting in a
payout of 10.89% of the standalone net profit
of the Company for FY 2025-26.

Pursuant to the Finance Act, 2020, dividend
income is taxable in the hands of the Members
w.e.f. April 01, 2020, and the Company is
required to deduct tax at source from dividend
paid to the Members at prescribed rates as per
the Income Tax Act, 1961.

4. TRANSFER TO RESERVES

During the year under review, the Company
has not transferred any amounts to the General
reserve. For complete details on movement
in Reserves and Surplus during the financial
year ended March 31, 2026, please refer to
the 'Statement of Changes in Equity' included
in the standalone and consolidated financial
statements of the Annual Report.

5. SHARE CAPITAL

As on March 31, 2026, the Authorised share
capital of the Company was ' 2,500 Lakhs
divided into 2,500 Lakhs Equity shares of ' 1/-
each. The Paid-up Equity share capital as on
March 31, 2026 was ' 865.76 Lakhs comprising
of 865.76 Lakhs Equity shares of ' 1/- each.

During the period under review, the Company
has not issued shares with differential voting
rights nor granted stock options nor sweat
equity.

6. FINANCE

During the year under review, the Company
secured financial facilities from Saraswat Bank,
HDFC Bank, ICICI Bank, IDFC First Bank, Kotak
Mahindra Bank, and IndusInd Bank. The overall
cost of borrowings was strategically optimised
through active treasury management and
continuous engagement with lending partners
to secure competitive financing terms. Total
Secured Long Term Loan outstanding as of
March 31, 2026 were ' 59,343.05 Lakhs (as on
March 31, 2025 ' 37,626 Lakhs). The Company
is regular in its repayment obligation with its
banks.

7. CREDIT RATING

The Company enjoys a good reputation for its
sound financial management and the ability to
meet its financial obligations. The Company has
received ICRA A rating for its long-term and
short-term banking facilities.

8. CONSOLIDATED FINANCIALSTATEMENTS

The consolidated financial statements of the
Company and its subsidiaries for FY 2025-26
have been prepared in compliance with the
applicable provisions of the Companies Act, 2013
("the Act") and as stipulated under Regulation
33 of SEBI LODR as well as in accordance with
the Indian Accounting Standards notified under
the Companies (Indian Accounting Standards)
Rules, 2015. The audited consolidated financial
statements together with the Independent
Auditor's Report thereon form part of the Annual
Report.

Pursuant to Section 129(3) of the Act, a
statement containing the salient features of the
Financial Statement of the subsidiary companies
is attached to the Financial Statement in Form
AOC-1 as Annexure-I. Further, pursuant to
the provisions of Section 136 of the Act, the
Company will make available the said financial
statement of the subsidiary companies upon
a request by any Member of the Company
or its subsidiary companies. These financial
statements of the Company and the subsidiary
companies will also be kept open for inspection
by any member.

9. SUBSIDIARY COMPANIES AND
ASSOCIATE

The Company has 6 subsidiaries and 1 step
down subsidiary as on date of the report.

During the year under review, the Company
formed a 100% subsidiary in Botswana named
Sangvi Movers Botswana Pty Limited on January
13, 2026 and a step-down subsidiary under
Sanghvi Movers Middle East Limited in the name
of Sanghvi Mover Middle East Heavy Lift Limited
on February 04, 2026.

10. PARTICULARS OF LOANS, GUARANTEES
OR INVESTMENTS

The particulars of loans, guarantees, and
investments have been disclosed in the financial
statements.

11. PUBLIC DEPOSITS

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

12. CONSERVATION OF ENERGY AND
TECHNOLOGY ABSORPTION

The Company does not own any manufacturing
facility and hence our processes are not
energy intensive. Hence particulars relating
to conservation of energy and technology
absorption pursuant to provisions of Section
134 (3) (m) of the Companies Act, 2013 read
with Rule 8 of the Companies (Accounts) Rules,
2014 are not applicable.

13. FOREIGN EXCHANGE EARNINGS AND
OUT-GO

During the year under review, there were no
foreign exchange earnings and the foreign
exchange outgo amounted to ' 6.62 Lakhs.

14. INSURANCE

During the year under review, the assets of the
Company including buildings, sheds, machinery,
cranes, etc. are adequately insured.

15. PARTICULARS OF CONTRACTS OR
ARRANGEMENTS WITH RELATED
PARTIES

All related party transactions which were
entered into during the financial year were on
an arm's length basis and in the ordinary course
of business. There are no materially significant
related party transactions made by the Company
with Promoters, Directors, Key Managerial
Personnel or other designated persons which
may have a potential conflict with the interest
of the Company at large.

The statement that the transactions are at arm's
length and in the ordinary course of business is
supported by a Certificate from the Managing
Director. All Related Party Transactions are
placed before the Audit Committee for their
approval and to the Board, as and when
required. The information on transactions with
related parties pursuant to Section 134(3)(h) of
the Act read with Rule 8(2) of the Companies
(Accounts) Rules, 2014 are given in Annexure II
in Form No. AOC-2 and the same forms part of
this report.

The policy on Related Party Transactions is
uploaded on the Company's website, i.e.
https://www.sanghvicranes.com/wp-content/
uploads/2022/03/Related-Party-Transactions-
Policy-English.pdf.

16. MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION

There were no material changes and
commitments affecting the financial position of
the Company between the end of financial year
till the date of this Report.

17. INTERNAL CONTROL SYSTEMS AND
THEIR ADEQUACY

The Company has in place an adequate internal
control system commensurate with the size
and nature of its operations. These controls
are designed to ensure efficient and effective
utilisation of resources, safeguard of assets
against unauthorised use or disposition, proper
authorisation and recording of transactions,
and the reliability of financial and operational
information for maintaining accountability.

The internal control framework is supported
by a comprehensive programme of internal
audits, periodic management reviews and
well-documented policies, procedures, and
guidelines. Based on the review conducted by
the management and internal auditors, the
Board is of the opinion that the internal financial
controls of the Company were adequate and
operating effectively during the financial year
2025-26. These controls provided reasonable
assurance regarding the orderly and efficient
conduct of business, adherence to Company
policies, safeguarding of assets, prevention
and detection of fraud and errors, accuracy and
completeness of accounting records, and timely
preparation of reliable financial disclosures.

18. AUDITORS

Statutory Auditors: Pursuant to provisions of
Section 139 of the Act, the members at the
annual general meeting of the Company held
on August 13, 2022 appointed M/s. MSKA
& Associates, Chartered Accountants (Firm
Registration No. 105047W) as statutory auditors
of the Company from the conclusion of 32^nd
annual general meeting till the conclusion of
37^th annual general meeting, covering one term
of five consecutive years. The statutory auditors

have confirmed that they are not disqualified
from continuing as auditors of the Company for
their 2^nd term.

The statutory audit report for the year 2025-26
does not contain any qualification, reservation
or adverse remark or disclaimer made by
statutory auditor.

Secretarial Audit: Pursuant to the provisions
of Section 204 of the Companies Act, 2013
and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules,
2014 and amendments and modifications
thereof, the Board of Directors of the Company
has appointed M/s. Kanj & Co L.L.P., Practicing
Company Secretaries, to undertake the
Secretarial Audit of the Company. The Report of
the Secretarial Audit forms part of the Annual
Report as Annexure -III.

Internal Audit: The Company's internal audit
framework is structured to align with internal
governance requirements and to ensure
compliance with the provisions of Section 138
of the Companies Act, 2013 and the SEBI
(LODR) Regulations. The Audit Committee has
appointed M/s Deloitte Touche Tohmatsu India
LLP as the Internal Auditors on November 07,
2025, thereby ensuring independence and
the adoption of industry leading practices.
The Internal Auditor works closely with the
Company's business process owners to review
internal controls and statutory compliances.
Significant audit observations and findings
are reported to the Audit Committee through
quarterly presentations.

19. DIRECTORS & KEY MANAGERIAL
PERSONNELChanges in Directors

During the Financial Year 2025-26, up to the
date of this Report, the following changes
occurred in the composition of the Board of
Directors and Key Managerial Personnel of the
Company:

Appointments:

a. the Members of your Company, through
Postal Ballot held on April 28, 2025,
confirmed the appointment of Mr. Ishawar
Chand Mangal (DIN: 05003961) as an
Independent Director of your Company, not

liable to retire by rotation, to hold office for
the first term of 5 (Five) consecutive years,
i.e. from March 21, 2025, to March 20,
2030.

b. The Board, at its meeting held on May 20,
2025 appointed Mr. Gaurang Desai as Chief
Executive Officer and KMP of the Company
effective from May 20, 2025

c. The Board, at its meeting held on August
06, 2025 appointed Mr. Pradeep Mehta
as Chief Financial Officer and KMP of the
Company effective from August 06, 2025

d. The Board, at its meeting held on August
06, 2025 appointed Mr. Vinav Agarwal as
Company Secretary & Chief Compliance
Officer and KMP of the Company effective
from August 07, 2025

Cessations:

a. Mr. Sham D. Kajale, resigned from the office
of Chief Financial Officer of the Company
with effect from the closure of business
hours of June 30, 2025

b. Mr. Rajesh P. Likhite, resigned from the
office of Company Secretary & Chief
Compliance Officer of the Company with
effect from the closure of business hours of
August 06, 2025

The Board expresses its sincere appreciation for
the valuable contributions made by them during
their tenure with the Company.

Retirement by Rotation:

• In accordance with Section 152(6) of the
Companies Act, 2013, Mr. Rishi C Sanghvi,
Executive Non Independent Director,
is liable to retire by rotation and being
eligible, offers himself for re-appointment
at the ensuing Annual General Meeting.

20. DECLARATION OF INDEPENDENCE

The Company has received declarations from
all the Independent Directors of the Company
confirming that they meet with the criteria of
independence as prescribed under sub section
(6) of Section 149 of the Companies Act, 2013
and under Regulation 16 of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015, as amended from time to
time. As per the requirements of Rule 8(5)

(iiia) of Companies (Accounts) Rules, 2014, in
the opinion of the Board, all the Independent
Directors of the Company possess the
integrity, expertise and experience including
the proficiency required to be Independent
Directors to effectively discharge their roles
and responsibilities in directing and guiding the
affairs of the Company.

21. NUMBER OF MEETINGS OF THE BOARD

A calendar of meetings is prepared and
circulated in advance to the Directors. During
the year five Board Meetings were convened
and held, the details of which are given in the
Corporate Governance Report. The intervening
gap between the meetings was within the period
prescribed under the Companies Act, 2013.

22. AUDIT COMMITTEE

The details pertaining to the composition, terms
of reference and other details of the Audit
Committee of the Board of Directors of your
Company and the meetings thereof held during
the financial year are given in the Report on
Corporate Governance section forming part of
the Annual Report. The recommendations of the
Audit Committee were accepted by the Board of
Directors of your Company from time to time
during the year under review.

23. RISK MANAGEMENT COMMITTEE

Pursuant to Section 134 (3) (n) of the Companies
Act, 2013 and Regulation 21 of the SEBI (Listing
Obligation and Disclosure Requirements)
Regulation 2015, the Company has constituted
a Risk Management Committee. The Company
has a Risk Management framework to identify,
evaluate business risks and opportunities. This
framework seeks to minimise adverse impact
on the business objectives and enhance the
Company's competitive advantage.

The Board of Directors of the Company has
framed Risk Management Policy to identify,
evaluate business risks and opportunities.
SEBI, vide notification dated May 05, 2021 has
amended SEBI (Listing Obligation and Disclosure
Requirements) Regulations, 2015. According to
the amended listed regulations, top 1,000 listed
companies based on Market Capitalisation are
required to approve Risk Management Policy.
The Risk Management Policy has been uploaded
on the website of the Company at https://www.
sanghvicranes.com/policies.

24. NOMINATION & REMUNERATION
COMMITTEE

In accordance with the provisions of Section 178
of the Companies Act, 2013 and Regulation 19
of the SEBI (Listing Obligation and Disclosure
Requirements) Regulations, 2015, the Board
has constituted Nomination & Remuneration
Committee.

The Nomination & Remuneration Committee of
the Board of Directors of Sanghvi Movers Limited
consists of five members and all of them are
Independent Directors. The Board of Directors
of the Company has framed Remuneration Policy
for selection and appointment of Directors,
Senior Management and their remuneration.
The Remuneration Policy has been uploaded on
the website of the Company at https ://www.
sanghvicranes.com/policies.

25. BOARD EVALUATION

The Company had laid down a comprehensive
framework and processes for the evaluation of
Board performance. In accordance with these
guidelines and pursuant to Section 134(3)(p) of
the Companies Act, 2013 read with Rule 8(4) of
the Companies (Accounts) Rules, 2014 and the
SEBI (LODR) Regulations, the Board of Directors
annually evaluates its own performance, the
performance of its committees, and that of
individual directors.

The Board seeks structured inputs from all
Directors based on defined criteria, including
the composition and structure of the Board,
the effectiveness of Board processes, quality
and timeliness of information, and overall
functioning.

With effect from FY 2025-26, the Company has
implemented an automated evaluation tool to
enhance objectivity and transparency in the
process. This secure platform is accessible only
to members of the Board and its committees
and enables a comparative multi year analysis
of evaluation feedback. The performance of the
Board committees is evaluated by the Board
after obtaining inputs from committee members,
based on parameters such as committee
composition, effectiveness of meetings, and
discharge of assigned responsibilities.

A meeting of Independent Directors was held
on March 10, 2026, wherein, the performance

of Non-Independent directors, the Chairperson,
and the Board as a whole, was evaluated. The
Board and the NRC reviewed the performance
of individual directors based on the criteria
such as contribution by the individual director
to the Board and committee meetings such as
preparedness on the issues to be discussed,
meaningful participation in terms of constructive
contribution and inputs in meetings, etc.

26. FAMILIARISATION PROGRAMMES FOR
INDEPENDENT DIRECTORS

According to the provisions of Regulation
25 (7) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015,
the Company has framed various programmes
to familiarise the Independent Directors with
the Company, their roles, rights, responsibilities
in the Company, nature of the industry in which
the Company operates, business model of the
Company etc. The details of such programmes
have been disclosed on the Company's website at
the following link: https://www.sanghvicranes.
com/policies.

27. VIGIL MECHANISM & WHISTLE BLOWER
POLICY

In compliance with the provisions of the
Companies Act, 2013 and Regulation 22 of
the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Company
has implemented a Vigil Mechanism and Whistle
Blower Policy. This mechanism provides a
structured channel for Directors, employees and
other stakeholders to report genuine concerns
related to unethical conduct, suspected fraud,
or violations of the Company's Code of Conduct.
The policy ensures that individuals can raise
such concerns without fear of retaliation to
the Audit Committee for reporting serious
matters. The Audit Committee periodically
reviews the effectiveness and implementation
of the mechanism to ensure transparency and
accountability.

During the financial year under review, no
complaints were received under the Vigil
Mechanism.

The Vigil Mechanism and Whistle Blower Policy
has been uploaded on the website of the
Company at https://www.sanghvicranes.com/
policies.

28. POLICY ON SUCCESSION PLANNING

The Company has a formal Policy on Succession
planning, duly approved by the Board of Directors

of the Company. The objective of this Policy is to
ensure the orderly identification and selection
of new Directors or Senior Management in the
event of any vacancy, whether such vacancy
exists by reason of an anticipated retirement,
an un-anticipated departure or otherwise.

29. PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct
("code") for Prevention of Insider Trading with
a view to regulate trading in securities by the
Directors and designated employees of the
Company. The Code requires pre-clearance for
dealing in the Company's shares and prohibits
the purchase or sale of Company shares by the
Directors and the designated employees while
in possession of unpublished price sensitive
information in relation to the Company and
during the period when the Trading Window
is closed. The Board is responsible for
implementation of the Code. All Board Directors
and the designated employees have confirmed
compliance with the Code.

30. POLICIES

The key policies adopted by the Company are
https://sanghvicranes.com/policies/.

31. QUALITY, HEALTH, SAFETY AND
ENVIRONMENT (QHSE)

At Sanghvi Movers Limited, the occupational
health and safety of individuals is a top priority
and of paramount importance. We remain
firmly committed to the continual improvement
of Quality, Health, Safety and Environment
(QHSE) standards. In line with the Company's
established QHSE Policy, sustained efforts were
undertaken during the year to strengthen and
enhance related practices and systems.

The Company has achieved certification of
ISO 9001:2015, ISO 14001:2015 and ISO
45001:2018 ISO 27001:2022. Your Company
provided regular safety and skill up-gradation
trainings to the employees, wherever necessary.

32. BUSINESS RESPONSIBILITY AND
SUSTAINABILITY REPORT

In terms of Regulation 34 of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations") read
with relevant SEBI Circulars, new reporting
requirements on ESG parameters were
prescribed under "Business Responsibility and
Sustainability Report" ('BRSR'). The BRSR
seeks disclosure on the performance of the
Company against nine principles of the 'National

Guidelines on Responsible Business Conduct'
('NGRBCs').

As per the SEBI Circulars, effective from
the financial year 2023-24, filing of BRSR is
mandatory for the top 1000 listed companies by
market capitalisation. The BRSR Report forms
an integral part of the Annual Report.

33. KEY MANAGERIAL PERSONNEL

Mr. Rishi C. Sanghvi, Mr. Pradeep Mehta,
Mr. Gaurang Desai and Mr. Vinav Agarwal were
designated as Key Managerial Personnel of
the Company pursuant to Sections 2 (51) and
203 of the Companies Act, 2013 read with the
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014.

34. CORPORATE SOCIAL RESPONSIBILITY
INITIATIVES

In accordance with the provisions of Section
135 of the Companies Act, 2013 read with the
Companies (Corporate Social Responsibility
Policy) Rules, 2014, the Company has
constituted a Corporate Social Responsibility
(CSR) Committee and formulated a CSR
Policy outlining its CSR vision, objectives,
focus areas, implementation framework and
monitoring mechanism. The CSR Policy is
available on the website of the Company at
https://www.sanghvicranes.com/wp-content/
uploads/2023/05/CSR-Policv 24052023.pdf.

The Board hereby confirms that the
implementation and monitoring of the CSR
Policy is in compliance with the CSR objectives
and the Policy of the Company. Details as per
Annexure -IV

35. DIRECTORS' RESPONSIBILITY STATEMENT

In terms of Section 134 (5) of the Companies
Act, 2013, the Directors would like to state that:

a. In the preparation of the annual accounts,
the applicable accounting standards have
been followed.

b. The Directors have selected such accounting
policies and applied them consistently and
made judgments and estimates that were
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 or loss of the Company for
the year under review.

c. The Directors have taken proper and
sufficient care for the maintenance of

adequate accounting records in accordance
with the provisions of this Act for
safeguarding the assets of the Company
and for preventing and detecting fraud and
other irregularities.

d. The Directors have prepared the annual
accounts on a going concern basis.

e. 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.

f. The Directors had devised proper system to
ensure compliance with the provisions of all
applicable laws and that such system were
adequate and operating effectively.

36. CORPORATE GOVERNANCE AND
MANAGEMENT DISCUSSION & ANALYSIS
REPORTS

In compliance with Regulation 34 of SEBI (Listing
Obligation and Disclosure Requirements)
Regulation 2015 and the provisions of the
Companies Act, 2013, Report on Corporate
Governance with Compliance Certificate
from the Practicing Company Secretary and
Management Discussion & Analysis Report
are annexed and form an integral part of
Annual Report. Your Company conducts its
business with integrity and high standards of
ethical behavior and in compliance with the
requirements of SEBI (Listing Obligations
and Disclosure Requirements) Regulations,
2015, as amended from time to time. Taking
into consideration crucial role of Independent
Directors in bringing about good governance,
your Company continued its efforts in utilizing
their expertise and involving them in all critical
decision making processes. Your Company is
fully compliant with the Corporate Governance
guidelines, as laid out in SEBI (Listing Obligation
and Disclosure Requirements) Regulation 2015.
All the Directors (and also the members of the
Senior Management) have affirmed in writing
their compliance with and adherence to the
Code of Conduct adopted by the Company. The
details of the Code of Conduct are furnished in
the Corporate Governance Report attached to
this Report. The Managing Director has given
a certificate of compliance with the Code of
Conduct, which forms part of the Corporate
Governance Report, as required under SEBI
(Listing Obligation and Disclosure Requirements)
Regulation 2015. The Managing Director &

Chief Financial Officer (CEO/CFO) certification
as required under SEBI (Listing Obligation and
Disclosure Requirements) Regulation 2015 is
attached to the Corporate Governance Report.
Related Party transactions are provided in note
no. 36 of the Notes to the financial statements.

37. PARTICULARS OF EMPLOYEES

Disclosure pertaining to remuneration and other
details as required under Section 197(12) of
the Act read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is annexed to the Report
as Annexure V.

The statement containing particulars of top
10 employees and 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 is provided as a
separate Annexure forming part of this report.
In terms of proviso to Section 136(1) of the
Act, the Report and Accounts are being sent
to the shareholders, excluding the aforesaid
Annexure. The said statement is also open for
inspection. Any member interested in obtaining
a copy of the same may write to the Company
Secretary. None of the employees listed in the
said Annexure are related to any Director of the
Company.

38. SECRETARIAL STANDARDS

The Company has complied with Secretarial
Standards issued by the Institute of Company
Secretaries of India on Board and General
Meetings.

39. GENERAL

The 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.: NIL The details of the difference between
the amount of the valuation done at the time
of one-time settlement and the valuation done
while taking a loan from the Banks or Financial
Institutions along with the reasons thereof: NIL

40. REPORTING OF FRAUDS

During the year under review, the Statutory
Auditors, Secretarial Auditors have not
reported any instances of frauds committed in
the Company by its Officers or Employees, to
the Audit Committee or Board under Section
143(12) of the Companies Act, 2013.

F

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

The Company has in place an Anti-Sexual
Harassment Policy in line with requirements of
the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act,
2013. All employees (permanent, contractual,
temporary, trainees) are covered under this
policy. Internal Complaints Committee(s) (ICC)
has been set up across all its location in India
to redress complaints received regarding sexual
harassment. During the year, nil cases were
reported to the Committee.

42. TRANSFER OF UNPAID DIVIDEND TO
INVESTOR EDUCATION AND PROTECTION
FUND (IEPF)

Pursuant to the applicable provisions of the Act,
read with the IEPF Authority (Accounting, Audit,
Transfer and Refund) Rules, 2016 ('the Rules')
as amended, all unpaid or unclaimed dividends
which were required to be transferred by the
Company to the IEPF were transferred to IEPF
Authority. The Company has also transferred
shares in respect of which dividend amount
remained unpaid/unclaimed for a consecutive
period of Seven years or more to IEPF Authority
within stipulated time.

IEPF Saksham Niveshak Campaign:

The Company undertook a 100-day investor
awareness campaign "Saksham Niveshak",
as initiated by the Investor Education and
Protection Fund Authority (IEPFA), Ministry of
Corporate Affairs, during the period from July
28, 2025 to November 06, 2025.

The Company has also initiated actions under
the second Saksham Niveshak Campaign which
started from April 01, 2026.

The details of unpaid/unclaimed dividend and
the shares transferred to IEPF Authority are
available on the Company's website https://
www.sanghvicranes.com/investor/investor-
information.

43. ANNUAL RETURN

Pursuant to Section 92(3) read with Section
134(3)(a) of the Companies Act, 2013, the
Annual Return for the financial year 2025-26
will be uploaded at the website of the Company
after filing with the MCA.

44. COMPLIANCE WITH MATERNITY BENEFIT
ACT, 1961

The Company is compliant with the applicable
provisions of the Maternity Benefit Act, 1961
and has policies, systems and processes in
place to ensure ongoing compliance.

45. NFRA - TCWG

The National Financial Reporting Authority
(NFRA) vide circular dated January 07, 2026
provided all Listed entities, under NFRA Rules,
2018, and Auditors of the said Companies to setup
an Effective Communication Between Statutory
Auditors and Those Charged With Governance
(TCWG), Including Audit Committees. The
Circular emphasises the importance of timely
and structured communication through out the
audit cycle to strengthen governance oversight
and enhance audit quality.

The Charter for the TCWG will establish a formal,
documented framework for two way, timely,
written and appropriately communication
between the Statutory Auditors and TCWG,
including the Audit Committee and the Board, in
accordance with the Companies Act, 2013, the
Standards on Auditing SA 260 (Revised) and SA
265 as reiterated by above NFRA Circular.

46. SIGNIFICANT AND MATERIAL ORDERS
PASSED BY THE REGULATORS /
PROCEEDINGS

The Company has not received any significant
and material orders, passed by the regulators
and courts or tribunal that materially impact the
ongoing status and the Company's operations in
the future.

Further no application against the Company has
been filed or is pending under the Insolvency
and Bankruptcy Code, 2016, nor has the
Company done any one-time settlement with
any Bank or Financial institutions.

47. EMPLOYEE STOCK OPTION SCHEME

During the period under review, the Company
did not adopt, maintain, or implement any
Employee Stock Option Plan (ESOP). As there
is no such policy active within the Company,
no options have been offered or issued to
any directors or employees. Accordingly, no
disclosures are required to be made in this
Report.

48. COST RECORDS

Maintenance of cost records and requirement of
cost audit as prescribed under the provisions of
Section 148(1) of the Companies Act, 2013 are
not applicable to the business activities of the
Company.

49. APPRECIATION

The Board extends its heartfelt gratitude to
our Members, Customers, Vendors and all
Stakeholders for their unwavering support
during the financial year. We acknowledge
the valuable assistance provided by Stock
Exchanges, Banks, Ministry of Corporate Affairs,
State Governments, the Government of India,
and various regulatory authorities.

The Directors wish to express their deep
appreciation for our employees across all
organisational levels, whose dedication, hard
work and unwavering commitment have been
instrumental in driving the Company's success.
Their consistent efforts and contributions
remain the cornerstone of our achievements.

For Sanghvi Movers LimitedRishi C. Sanghvi

Managing Director
(DIN: 08220906)
Place: Pune
Date: May 20, 2026

Registered Office:

Survey No. 92, Tathawade,

Taluka Mulshi, Pune 411033
CIN: L29150PN1989PLC054143
Tel No. 91 020 27400700
E-mail: sml.cs@sanghviglobal.com
Website: www.sanghvicranes.com