Your Directors are pleased to present to you the 21^st Annual Report on the business and operations of the Company along
with the Audited Financial Statements (Standalone and Consolidated) for the Financial Year ended 31^st March, 2025 ("FY”).

1. FINANCIAL PERFORMANCE

Highlights of the Company's financial performance for the year ended 31^st March, 2025 are as under:

a) Standalone Financial Results

(Amount in Lakhs)

b) Consolidated Financial Results

c) PERFORMANCE DURING THE YEAR & STATE OF
THE COMPANY'S AFFAIRS:

Standalone:

We registered annual Revenue from Operations
of 58,730.41 Lacs in FY 2025 compared to
30570.06 Lacs in FY 2024. Profit before Tax for
FY 2025 stood at 4528.68 Lacs compared to
1552.99 Lacs from FY 2024. During the year, SRPSL
strategically invested in expanding its field
force and enhancing marketing capabilities
to lay a robust foundation for sustained future
growth. These investments in talent and brand¬

building are expected to yield long-term
value. We are confident that the company will
grow from strength to strength in the days to
come, ensuring that we continue to remain
a highly profitable, compliant and socially
responsible company.

Consolidated:

We registered annual Revenue from Operations
of 67,443.62 Lacs in FY 2025 compared to
35368.35 Lacs in FY 2024. Profit before Tax for
FY 2025 stood at 4,480.56 Lacs compared to
1616.60 Lacs from FY 2024.

2. SHARE CAPITAL

a) Authorised Share Capital

At the beginning of the financial year, the
Authorized Share Capital of the Company was
H25,00,00,000/-(Rupees Twenty Five Crores only)
divided into 25,0000000 (Twenty Five Crores)
equity shares of face value of H 1/- (Rupees
One Only) each.

Thereafter, the Company vide its General Meeting
by way of postal ballot dated 23^rd October,

2024 increase the authorised share capital
of the company from H 25,00,00,000/-(Rupees
Twenty Five Crores only) divided into
25,0000000 (Twenty Five Crores) equity shares
of face value of H 1/- (Rupees One Only) each to
H 50,00,00,000/-(Rupees Fifty Crores only) divided
into 50,00,00,000 (Fifty Crores) equity shares of
face value of H 1/- (Rupees One Only).

As on 31^st March, 2025 Authorized Share Capital of
the Company stood at H 50,00,00,000/-(Rupees
Fifty Crores only) divided into 50,00,00,000 (Fifty
Crores) equity shares of face value of H 1/-
(Rupees One Only).

b) Paid-up Share Capital

At the beginning of the financial year, the paid-
up equity share capital of the Company was
H 21,69,04,290 (Rupees Twenty One Crore Sixty
Nine Lakh Four Thousand Two Hundred Ninety)
divided into 216904290 (Twenty One Crore Sixty
Nine Lakh Four Thousand Two Hundred Ninety)
equity shares of H 1/- (Rupees One only) each.

The Company vide its General Meeting by way
of postal ballot dated 17^th December, 2023 had
issue convertible warrants to promoter group
and as on 08^th April 2024, 22^nd April 2024, 18^th
May 2024, 08^th January 2025 and 21^st January

2025 allotted 30,00,000, 15,00,000, 15,00,000,
11,00,000, and 6,00,000 respectively equity
shares (Pursuant to conversion of warrants)
of H 1/- each on preferential basis to promoter
group & Other than promoters and the Board
of Directors of the Company at its Meeting
held on October 15, 2024, alloted of 41,058 Equity
Shares of the Company having face value of Re.
1/- each at an issue price of H 48.71 each upon
exercise of the Options vested with him under
the Employee Stock Option Scheme 2022.

Accordingly, the paid up capital was changed
from H 21,69,04,290 (Rupees Twenty One Crore
Sixty Nine Lakh Four Thousand Two Hundred
Ninety) divided into 216904290 (Twenty One
Crore Sixty Nine Lakh Four Thousand Two
Hundred Ninety) equity shares of H 1/- (Rupees
One only) each to H 22,46,45,348 (Rupees Twenty
Two Crore Forty Six Lakh Forty Five Thousand
Three Hundred Forty Eight) divided into

22,46,45,348 (Twenty Two Crore Forty Six Lakh
Forty Five Thousand Three Hundred Forty Eight)
equity shares of H 1/- (Rupees One only) each.

As on 31^st March, 2025, the Paid up capital of
the Company stood at H 22,46,45,348 (Rupees
Twenty Two Crore Forty Six Lakh Forty Five
Thousand Three Hundred Forty Eight) divided
into 22,46,45,348 (Twenty Two Crore Forty Six Lakh
Forty Five Thousand Three Hundred Forty Eight)
equity shares of H 1/- (Rupees One only) each.

3. DETAILS OF PREFERENTIAL ISSUE

During the financial ended 31^st March, 2025, the
Company vide its General Meeting by way of
postal ballot dated 23^rd October, 2024 had issued
58,50,000 warrants, convertible into equity shares
on preferential basis to promoter and as on
10^th December 2024 allotted 5850000 warrants,
convertible into equity shares on preferential basis
to promoter in accordance with Sections 23(1)(b),
42 and 62(1)(c) of the Companies Act, 2013 and the
Companies (Prospectus and Allotment of Securities)
Rules, 2014, the Companies (Share Capital and
Debentures) Rules, 2014 and read with the SEBI (ICDR)
Regulations and the SEBI (LODR) Regulations, 2015.

4. CHANGES IN THE STATUS OF THE COMPANY:

During the year, the Company changed its name
from Servotech Power System Limited to Servotech
Renewable Power System Limited, pursuant to
Special Resolution No. 01 passed by Postal Ballot held
on 4^th December 2024. The revised Certificate of
Incorporation was issued on 18^th December 2024.

5. DETAILS OF EMPLOYEES STOCK OPTION PLAN
(ESOP-2022)

To encourage employee participation in the
Company's growth and align their interests
with long-term value creation, the Company
implemented the ESOP-2022 scheme. During the
year, a total of 41,058 equity shares were allotted to
eligible employees upon the exercise of their stock
options under this plan.

6. DIVIDEND

During the year under review, the Board of Directors
have proposed to recommend Final dividend of Re

0.05 per Equity Share of Face Value of 1 /- (Rupees One
Only) for the Financial Year ended 31^st March, 2025
subject to the approval of members at the ensuing
Annual General Meeting upon deduction of TDS.

In view of the changes made under the Income-Tax
Act, 1961, by the Finance Act, 2020, dividends paid
or distributed by the Company shall be taxable in
the hands of the shareholders. The Company had,
accordingly, made the payment of the interim

dividend after deduction of tax at source, at the
rates as prescribed and the final dividend shall also
be dealt accordingly.

Further, pursuant to the applicable provisions of the
Companies Act, 2013, read with the IEPF Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016
("the IEPF Rules”), all unpaid or unclaimed dividends
are required to be transferred by the Company to
the IEPF established by the Government of India,
after completion of seven years.

Further, according to the IEPF Rules, the shares on
which dividend has not been paid or claimed by the
shareholders for seven consecutive years or more
shall also be transferred to the demat account of the
IEPF Authority. However, the Company had declared
Dividend for the first time in the Financial Year 2021¬
2022 and seven years have not elapsed from the
date of declaration and payment of dividend the
requirement of transfer of unpaid dividend and
the shares on which dividend has not been paid or
claimed, to Investor Education and Protection Fund
(IEPF) is not applicable to the Company.

Dividend Distribution Policy

The Dividend Distribution and Shareholder Return
Policy, in terms of Regulation 43A of the SEBI Listing
Regulations is available on Company's website
at https://www.servotech.in/blog/wp-content/
uploads/2025/08/Dividend-Distibution-Policy.pdf

7. CHANGE IN THE NATURE OF BUSINESS

For sustained growth in the future, Company wants
to rely on the main business (es) of Company. There
is no change in the nature of the business of the
Company during the year.

8. TRANSFER TO RESERVE

As permitted under the Act, the Board does not
propose to transfer any amount to General Reserves.
The closing balance of the retained earnings of your
Company for FY 2024-25, after all appropriations
and adjustments, was 6,305.17 lakh.

9. DEPOSITS

The Company has not accepted any deposits
covered under Chapter V of the Companies Act, 2013
during the financial year 2024-25.

10. KEY DEVELOPMENTS / STRATEGIC
ACQUISITIONS/ DIVESTMENTS

Proposed Acquisition of shares of Rhine Solar
Limited:

SERVOTECH RENEWABLE POWER SYSTEM LIMITED
("the company”) has executed a Share Purchase
Agreement dated 20.06.2025 with Rhine Solar

limited ("Target Company”). As per the agreement,
the Company will acquire 27% of the shareholding
in Rhine Solar Limited at a post money valuation,
thereby marking a strategic investment aimed at
strengthening our backward integration capabilities.

11. DETAILS OF SUBSIDIARY/JOINT VENTURE/
ASSOCIATE COMPANIES

As on 31^st March, 2025, the Company has 5 (Five)
subsidiaries and 1 (One) Step Down subsidiary,
the details of which are as mentioned below. After
the closure of F.Y. one more step down subsidiary
incorporated with the name of Dream League of
India (T10) Private Limited.

There are no associates or joint venture companies
within the meaning of Section 2(6) of the Companies
Act, 2013 ("Act”). There has been no material change
in the nature of the business of the subsidiaries.

I. Rebreathe Medical Devices India Private
Limited ("RMDIPL"):

A Private Limited Company vide CIN:
U33119DL2021PTC383180 incorporated on 5^th
July, 2021. The Holding Company has 95%
shareholding in the Subsidiary.

II. Techbec Industries Limited ("TIL")

A Public Limited Company vide CIN:

U31900DL2022PLC404516 incorporated on 13^th
September, 2022. The Holding Company has
63.5% shareholding in the Subsidiary Company
and the company was Strike-off as on 05.08.2025.

III. Hertz And Pixelz Private Limited (Formerly
Known As Techbec Green Energy Private
Limited) ("HPPL")

A Private Limited Company vide CIN:

U27201DL2023PTC417728 incorporated as a
wholly-owned subsidiary on 27^th July, 2023 under
the name Techbec Green Energy Private Limited
and undergone name change with effect
from 15.07.2025.

IV. Servotech EV Infra Private Limited ("SEIPL")

A Private Limited Company vide CIN:

U33200DL2023PTC422574 incorporated as a
wholly-owned subsidiary on 10^th November,

2023. After Dilution the Holding Company has
94.28% shareholding in the Subsidiary.

V. Servotech Sports And Entertainment
Private limited("SSEPL")

A Private Limited Company vide CIN:
U93190DL2024PTC431924 incorporated as a
subsidiary with the holding of 74.80% on 28^th May,

2024. After Dilution the Holding Company has
62.68% shareholding in the Subsidiary.

VI. Servotech Siliguri Strikers Private Limited
("SSSPL") (Step Down Subsidiary)

A Private Limited Company vide CIN:
U93190DL2025PT C444121 incorporated as a
wholly-owned subsidiary of Servotech Sports
and Entertainment Private limited on 06^th March,

2025. After Dilution the Holding Company has
74.22% shareholding in the Subsidiary.

VII. Dream League Of India (no) Private Limited
("DLIPL") (Step Down Subsidiary)

After the closure of financial year and as on 26^th
April, 2025 a step down subsidiary Company vide
CIN: U93120DL2025PTC447280 was incorporated.

The annual accounts of the subsidiaries shall also
be kept for inspection by any shareholder in the
Registered Office of the Company and the respective
offices of its Subsidiary Companies.

Our Company has formulated a policy for
determining material subsidiaries. The policy is
available on your Company's website at https://www.
servotech.in/blog/wp-content/uploads/2025/08/
Policy-for-Determining-Material-Subsidiaries.pdf.
Pursuant to Section 134 of the Act read with rules
made thereunder, the details of developments
at the level of subsidiaries and joint ventures of
your Company are covered in the Management
Discussion and Analysis Report, which forms part of
this Integrated Annual Report.

Further, pursuant to the provisions of Section 136 of
the Act, the financial statements of the Company,
consolidated financial statements along with
relevant documents and separate audited financial
statements in respect of subsidiaries, are available
on the Company's website at www.servotech.in
at Investors Tab.

12. NUMBER OF MEETINGS OF THE BOARD OF
DIRECTORS

During the year under review, 19 (Nineteen) meetings
of the Board of Directors were held. For details of the
meetings of the Board, please refer to the Corporate
Governance Report, which forms part of this Report.

13. DIRECTORS AND KEY MANAGERIAL
PERSONNEL

As on 31^st March, 2025 the Board comprised of 6 (six)
Directors, 2 (Two) Executive Directors 1 (One) Non¬
Executive Director Non Independent Director and 3
(three) Independent Directors. Out of the total 6 (six)
directors, 1 (one) is woman director.

appointment/cessation/change in designation

OF DIRECTORS

1. During the Financial Year, Mr. Rajesh Mohan Rai
(DIN: 09050751), re-designated to Non-executive
Director w.e.f. 03^rd June, 2024.

2. After the closure of Financial year, Mr. Girish
Kumar Ahuja (DIN: 00446339) appointed as
Additional Director-Non- Executive Independent
Director of the Company w.e.f 06^th May, 2025
and he has been regularized with the approval
of shareholders by way of postal ballot dated
31^st July, 2025 .

3. After the closure of financial year, Mr. Digvijay
Kapoor(DIN-11146998) appointed as an Additional
Executive Director (Human Resources) of the
Company w.e.f 10^th June, 2025 and he has been
regularized with the approval of shareholders
by way of postal ballot dated 31^st July, 2025.

4. After the closure of Financial year, Dr. Yogita
Patra (DIN: 11168879) appointed as Additional
Director-Non- Executive Woman Independent
Director of the Company w.e.f 06^th May, 2025
and he has been regularized with the approval
of shareholders by way of postal ballot dated
31^st July, 2025.

During the year under review, other than above,
there were no changes in the Board of Directors and
Key Managerial Personnel of the Company.

RE-APPOINTMENT OF DIRECTOR(s) RETIRING BY
ROTATION

Directors Retire by Rotation: Ms Sarika Bhatia,
Executive Director (DIN: 00155602), of the company
is liable to retire by the rotation at the 21^st Annual
General Meeting of the company pursuant to section
152 of the companies Act, 2013, read with Companies
(Appointment and Qualification of Directors) Rule,
2014 (including any statutory modification(s) or re-
enactment(s) thereof for the time being in force)
and being eligible, for re-appointment.

KEY MANAGERIAL PERSONNEL:

As on the date of this report, following are Key
Managerial Personnel ("KMPs”) of the Company as
per Sections 2(51) and 203 of the Act:

1. Mr. Raman Bhatia-Managing Director

2. Mr. Vikas Bhatia- Chief Financial Officer

3. Ms Rupinder Kaur -Company Secretary

14. DECLARATION BY INDEPENDENT DIRECTORS

All the Independent Directors have submitted
their disclosures to the Board that they fulfil all the
requirements as stipulated in Section 149(6) of the
Companies Act, 2013 and Regulation 16 of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015, so as to qualify themselves
continue to be appointed as Independent Directors
under the provisions of the Companies Act, 2013
and the relevant rules thereof. In the opinion of the
Board, they fulfil the condition for appointment/re-

appointment as Independent Directors on the Board.
Further, in the opinion of the Board, the Independent
Directors also possess the relevant attributes of
integrity, expertise and experience as required to be
disclosed under Rule 8(5) (iii) (iiia) of the Companies
(Accounts) Rules, 2014.

15. DIRECTORS RESPONSIBILITY STATEMENT

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

a) In the preparation of annual accounts for
the financial year ended 31^st March, 2025, the
applicable accounting standards have been
followed and there are no material departures;

b) 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 as at 31^st
March, 2025 and of the profit of the Company
for that period;

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

d) They have prepared the annual accounts on a
going concern basis;

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

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

16. AUDITORS AND AUDITOR'S REPORT

i. STATUTORY AUDITORS

In accordance with the provisions of section
139 of the Companies Act, 2013, M/s. Rohit KC
Jain and Co., Chartered Accountants (Firm
Registration No. 020422N), were appointed as
the Statutory Auditors for a period of 5 (five)
years commencing from the conclusion of the
18^th AGM till the conclusion of the 23^rd AGM. M/s.
Rohit KC Jain and Co., Chartered Accountants is
a leading professional services firm engaged in
the field of audit, taxation, risk and transaction
advisory services.

M/s. Rohit KC Jain and Co., Chartered Accountants
have consented to the said appointment,
and confirmed that their appointment, would
be within the limits mentioned under Section
141(3)(g) of the Companies Act, 2013 and the
Companies (Audit and Auditors) Rules, 2014.
Further, they have confirmed that they hold
a valid certificate issued by the Peer Review
Board of the Institute of Chartered Accountants
of India (ICAI).

The Audit Committee and the Board of Directors
recommended the appointment of M/s. Rohit
KC Jain and Co., Chartered Accountants, as
Statutory Auditors of the company from the
conclusion of the 18^th AGM till the conclusion
of the 23^rd AGM.

In accordance with the provisions of the
Companies (Amendment) Act, 2017, the
requirement related to annual ratification
of appointment of statutory auditors by the
members has been omitted. Hence, the
resolution for ratification of appointment of M/s.
Rohit KC Jain and Co., Chartered Accountants
as the statutory auditor, whose appointment
was approved by the members in the 18^th AGM
for a term of five consecutive years i.e. till the
conclusion of the 23^rd AGM, has not been put for
motion as an ordinary business in the 21^st AGM.

The Auditors' Report for financial year 2024-2025
on the financial statements forms part of this
Annual Report. The Auditors have also furnished
a declaration confirming their independence as
well as their arm's length relationship with the
Company as well as declaring that they have not
taken up any prohibited non-audit assignments
for the Company. The Audit Committee reviews
the independence of the Auditors and the
effectiveness of the Audit process.

Auditors' Report and the Notes on financial
statements referred to in the Auditors' Report
are self-explanatory and do not call for any
further comments. The Auditors' Report does
not contain any qualification, reservation or
adverse remark.

ii. SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of
the Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Board of Directors
in its meeting held on 09^th May, 2024 have
appointed R & D Company Secretaries as
Secretarial Auditor of the Company to conduct
the Secretarial Audit of the Company for the
financial year 2024-25.

The Secretarial Audit Report in prescribed Form
MR-3 for the financial year ended 31^st March,
2025 is appended as Annexure-1 to this Report.
The Secretarial Audit Report does not contain
any qualification, reservation or adverse remark.

Further, pursuant to amended Regulation 24A of
SEBI Listing Regulations, The Board of Directors
in its meeting dated 06^th May, 2025 appointed
R & D Company Secretaries to conduct the
Secretarial Audit of the Company for a term of 5
consecutive years commencing from FY 2025¬
26 till FY 2029-2030, subject to approval of the
shareholders of the Company at the ensuing
Annual General Meeting. The Secretarial Auditor
have provided their consent inter alia contains
their eligibility to give effect to their appointment.

iii. COST AUDITOR

As per Section 148 of the Act read with
Companies (Cost Records and Audit) Rules
2014, M/s NN Sharma & Associates, Cost
Accountants (Firm Registration No. 101702) as
the Cost Auditors, have been re-appointed as
Cost Auditors for the financial year 2025-26 to
conduct cost audit of the accounts maintained
by the Company in respect of the various
products prescribed under the applicable Cost
Audit Rules. The remuneration of Cost Auditors
has been approved by the Board of Directors
on the recommendation of Audit Committee.
The requisite resolution for ratification of
remuneration of Cost Auditors by members of
the Company has been set out in the Notice of
ensuing AGM. The Cost Auditors have certified
that their appointment is within the limits of
Section 141(3) (g) of the Act and that they are
not disqualified from appointment within the
meaning of the said Act.

The Cost Audit Report for the financial year
2024-25, issued by M/s NN Sharma & Associates,
Cost Accountants, in respect of the various
products prescribed under Cost Audit Rules.

There were no observations (including any
qualification, reservation, adverse remark or
disclaimer) of the Cost Auditors in the Report
issued by them for the financial year 2024¬
25 which call for any explanation from the
Board of Directors.

17. DISCLOSURE ON COST RECORDS

Pursuant to provisions of Section 134 of the Act read
with Rule 8(5) of the Companies (Accounts) Rules,
2014 it is confirmed that maintenance of cost records
as specified by the Central Government under sub¬
section (1) of section 148 of the Act, is required by
the Company and accordingly such accounts and
records are made and maintained.

18. REPORTING OF FRAUDS BY AUDITORS

During the year under review, the Statutory Auditors,
Cost Auditors and Secretarial Auditors have not
reported any instances of frauds committed in the
Company by its Officers or Employees, to the Audit
Committee under Section 143(12) of the Act, details
of which needs to be mentioned in Director's Report.

19. MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

Management Discussion and Analysis Report,
highlighting the performance and prospects of
the Company's business, forms integral part of
the Annual Report.

20. CORPORATE GOVERNANCE

A good corporate governance system is something
your company is devoted to. The needed Certificate
from Secretarial Auditors regarding compliance
with the requirements of corporate governance, as
prescribed, and the Corporate Governance Report,
as stipulated by the SEBI Listing Regulations, are an
integral element of this Annual Report.

Your Company has developed and implemented a
Code of Business Conduct for all Board members and
senior management staff at the Company (Code
of Conduct), who have all attested to compliance
with the Code in accordance with the corporate
governance standards as per the SEBI Listing
Regulations. The aforementioned Code of Conduct
can be seen on the Company's website at https://
investor.servotech.in/corporate-governance/
code-of-conduct.php

21. FORMAL ANNUAL EVALUATION

Pursuant to applicable provisions of the Act and the
Listing Regulations, the Board, in consultation with
the Nomination and Remuneration Committee, has
formulated a framework containing, inter-alia, the
criteria for performance evaluation of the entire
Board of the Company, its Committees and individual
directors, including Independent Directors and the
chairmen of the Board. The framework is monitored,
reviewed and updated by the Board, in consultation
with the Nomination and Remuneration Committee,
based on need and new Compliance requirements.

The Board evaluation exercise for financial year
2024-25 was carried out by way of internal
assessments done based on a combination of
detailed questionnaires and verbal discussions.

I. Performance evaluation of the Board and
Committees

The performance of the Board was evaluated
by the Board Members after considering inputs
from all the Directors primarily on:

i) Board composition and quality with
emphasis on its size, skill, experience and
knowledge of members;

ii) Periodic review of Company's
management and internal control system
for appropriateness and relevance;

iii) Board process and procedure with
emphasis on the frequency of meetings,
attendance thereof, flow of information;

iv) Oversight of Financial Reporting
process including Internal Controls and
Audit Functions;

v) Engagement in Corporate Governance,
ethics and compliance with the Company's
code of conduct.

The Board evaluated the performance of the
Committees on the following parameters:

i) Appropriateness of size and composition;

ii) Clarity of mandate and
well-defined agenda;

iii) Reporting to the Board on the
Committee's activities;

iv) Availability of appropriate internal
and external support or resources to
the Committees.

II. Performance Evaluation of Individual
Directors

The performance evaluation of the Individual
Directors were carried out by the Board
and other Individual Directors, considering
aspects such as:

i) Sufficient knowledge of Company
strategy and objective;

ii) Understand their role as Director, as distinct
from management;

iii) Adequate and productive use of knowledge
and experience of the Independent
Directors for the functioning of Board;

iv) Efforts for professional development
to enable better fulfilment of their
responsibilities;

v) Ask questions/critique proposals
with confidence;

vi) Open and effective participation in
Board discussions;

vii) Keep stakeholder interest as the touchstone
in endorsing decisions.

III. Performance Evaluation of Chairman

i) Display of effective leadership
qualities and skill;

ii) Implementation of observations/
recommendations of Board Members;

iii) Effective and timely resolution of grievances
of Board Members;

iv) Ability to bring convergence in case of
divergent views and conflict of interest
situation tabled at Board Meetings;

IV. Evaluation Outcome

The evaluation revealed that the timely sharing
of information with the Board, the drafting of
agenda notes and their content, as well as
the drafting of the minutes, were all deemed
to be satisfactory. The way the business
issues of the company were handled satisfied
every Board Member.

22. COMMITTEES OF THE BOARD OF DIRECTORS

Your Company has following Committees of
Board of Directors:

1. Audit Committee;

2. Nomination and Remuneration Committee;

3. Stakeholders' Relationship Committee;

4. Corporate Social Responsibility Committee;

5. Committee of Board of Directors; and

6. Risk Management Committee*

The role and composition of these Committees,
including the number of meetings held during the
period under review and the related attendance,
are provided under Corporate Governance Report
which forms part of the Annual Report.

* Pursuant to Regulation 21 of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015 ('SEBI LODR'), the Company, being
among the top 1000 listed entities by market
capitalization as on 31^st December 2024, is required
to constitute a Risk Management Committee.
Accordingly, the Board of Directors has constituted
the Risk Management Committee ('RMC') of the
Company with effect from 1^st April 2025.

23. MATERIAL CHANGES

The material changes made as on the date of this
report are as mentioned herein below:

i. A Step Down subsidiary of the Company
under name and style as Dream League of

India (T10) Private Limited ("DLIPL”) vide CIN:
U93120DL2025PTC447280 was incorporated on
26^th April, 2025.

ii. After closure of financial year, Company has
Allotted 200000 & 1000000, equity shares
pursuant to conversion of warrants as on
07.04.2025 & 27.06.2025, respectively. After
these allotments company's Paid up capital of
the Company stood at H 22,58,45,348 (Rupees
Twenty Two Crore Fifty Eight Lakh Forty Five
Thousand Three Hundred Forty Eight) divided
into 22,58,45,348 (Twenty Two Crore Fifty Eight
Lakh Forty Five Thousand Three Hundred
Forty Eight) equity shares of H 1/- (Rupees
One only) each.

iii. Mr. Girish Kumar Ahuja (DIN: 00446339)
appointed as Additional Director-Non- Executive
Independent Director of the Company w.e.f 06^th
May, 2025 and he has been regularized with
the approval of shareholders by way of postal
ballot dated 31^st July, 2025 .

iv. Mr. Digvijay Kapoor (DIN-11146998) appointed
as an Additional Executive Director (Human
Resources) of the Company w.e.f 10^th June, 2025
and he has been regularized with the approval
of shareholders by way of postal ballot dated
31^st July, 2025.

v. Dr. Yogita Patra (DIN: 11168879) appointed as
Additional Director-Non- Executive Woman
Independent Director of the Company w.e.f 06^th
May, 2025 and he has been regularized with
the approval of shareholders by way of postal
ballot dated 31^st July, 2025 .

vi. Shifting of the registered Office.

After the closure of financial year, the Company
shifted its registered office from 806, 8^th Floor,
Crown Heights, Hotel Crown Plaza, Sector-10,
Rohini, New Delhi - 110085 to KHATA No. 1970,
Khewat No. 1672, Khasra No. 21/20/2/2, Revenue
Estate, Kundli, Sonipat, Haryana - 131029, with
effect from 11^th August 2025. The said shift
was carried out pursuant to the approval of
shareholders obtained through Postal Ballot on
4^th December 2024 and the order of the Regional
Director received on 18^th July 2025.

24. RELATED PARTY TRANSACTIONS

All transactions entered into with Related Parties
as defined under Section 2(76) of the Companies
Act, 2013 and Regulation 23 of the Securities and
Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, ("Listing
Regulations”), during the Financial Year under review
were in the ordinary course of business and at an
arm's length pricing basis and do not attract the

provisions of Section 188 of the Companies Act, 2013.
There were no transactions with related parties in the
Financial Year which were in conflict with the interest
of the Company and requiring compliance of the
provisions of Regulation 23 of the Listing Regulations.

Suitable disclosure as required by the Indian
Accounting Standards (Ind AS 24) are mentioned
in the Notes which forms integral part of the
Financial Statements.

The Company has formulated a policy on the
materiality of Related Party Transactions and
dealing with Related Party Transactions which has
been uploaded on the website of the Company
and can be accessed at https://www.servotech.in/
blog/wp-content/uploads/2025/05/Related-Party-
Transaction-policy.pdf. The particulars of related
party transactions in prescribed Form AOC-2 are
attached as "Annexure-2”.

Pursuant to Regulation 23(9) of the Listing
Regulations, Company has filed half yearly report on
Related Party Transactions with the stock exchanges.

25. INTERNAL CONTROL SYSTEM AND THEIR
ADEQUACY

The Company has adequate internal financial
control procedures commensurate with its size and
nature of business.

The Company has appointed Internal Auditors who
periodically audit the adequacy and effectiveness of
the internal controls laid down by the management
and suggest improvements.

The Audit Committee of the Board of Directors
approves the annual internal audit plan and
periodically reviews the progress of audits as per
approved audit plans along with critical internal
audit findings presented by internal auditors, status
of implementation of audit recommendations, if any,
and adequacy of internal controls.

The detailed statement about adequacy of Internal
Financial Controls is given in Point No. 11 of the
Management Discussion and Analysis Report, which
forms an integral part of this Annual Report.

26. SIGNIFICANT OR MATERIAL ORDERS PASSED
BY THE REGULATORS OR COURTS

There are no significant material orders passed
by the Regulators or Courts or Tribunals impacting
the going concern status of the Company and its
future operations.

27. CORPORATE SOCIAL RESPONSIBILITY

Company is committed towards its Corporate Social
Responsibility (CSR). The Company has crossed

the threshold limit provided under Section 135 of
the Companies Act, 2013 read with the Companies
(Corporate Social Responsibility Policy) Rules, 2014
relating to Corporate Social Responsibility (csr)
hence, CSR is applicable to the company. Details
about the CSR policy and initiative taken by the
company during the year are available on the
website at web link: https://www.servotech.in/blog/
wp-content/uploads/2021/12/Corporate-Social-
Responsibility.pdf

The annual report on Our CSR activities is appended
as Annexure-4 which forms part of this Report.

28. CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE EARNING
AND OUTGO AND RESEARCH & DEVELOPMENT

In accordance with the requirements of Section
134 (3) (m) of the Companies Act, 2013 read with
Rule 8(3) of the Companies (Accounts) Rules, 2014,
a statement showing particulars with respect to
Conservation of Energy, Technology Absorption,
Foreign Exchange Earnings and Outgo is annexed
hereto as Annexure-3 and forms part of this report.

29. VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has adopted a Whistle Blower Policy
and has established the necessary vigil mechanism
for its employees and Directors to report concerns
about any unethical and improper activity. No person
has been denied access to the Chairman of the Audit
Committee. The Whistle Blower policy is uploaded
on the website of the Company at https://www.
sRrvotRch.in/blog/wp-content/uploads/2021/12/
Whistle-Blower-Policy.pdf.

The Audit Committee monitors and reviews the
investigations of the whistle blower complaints.
During the year under review, no complaints were
received under Whistle Blower Policy

30. EXTRACT OF ANNUAL RETURN

The Annual Return of the Company as 0n 31^st March
2025 is available on the website of the Company and
can be accessed at https://www.servotech.in/

31. SECRETARIAL STANDARDS

The Company complies with all applicable
Secretarial Standards issued by the Institute of
Company Secretaries of India.

32. PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS MADE BY THE COMPANY

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

33. PARTICULARS OF EMPLOYEES

The details required under Section 197(12) of the Act
read with Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel)
Rules, 2014, in respect of Directors, KMPs and other
employees of the Company, are given in Annexure-5
of this Board's Report.

During the year ended 31^st March, 2025, the Company
did not have any employee, who is in receipt
of remuneration of H 8,50,000/- per month or H
1,02,00,000 per annum and hence the Company is
not required to provide information under Sub rule 2
and 3 of Rule 5 of the companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014.

However, in terms of first provision of section 136(1)
of the Act, the Annual Report and Accounts are
being sent to the members and others entitled
thereto, excluding the aforesaid information. The
said information is available for inspection by the
members at the Registered Office of the Company
during business hours on working days up to the
date of the ensuing Annual General Meeting. If any
member is interested in obtaining a copy thereof,
such member may write to the Company Secretary
at email id investor.relations@servotechindia.com.

34. NOMINATION AND REMUENRATION POLICY

The Nomination and Remuneration Policy of the
Company, inter alia, provides that the Nomination
and Remuneration Committee shall:

i) formulate the criteria for Board membership,
including the appropriate mix of Executive &
Non-Executive Directors and Board Diversity;

ii) approve and recommend compensation
packages and policies for Directors,
Key Managerial Personnel and Senior
Management Personnel;

iii) lay down the effective manner of performance
evaluation of the Board, its Committees and
the Directors; and

iv) such other matters as provided under section
178 of the Act and under the provisions of
Listing Regulations.

The salient features of the Nomination and
Remuneration Policy of the Company are outlined in
the Corporate Governance Report which forms part
of this Annual Report. The Policy is available on the
website of the Company at: https://www.servotech.
in/blog/wp-content/uploads/2021/12/Nomination-
and-Remuneration-policy.pdf

35. RISK MANAGEMENT POLICY

Your Company has in place comprehensive risk
assessment and mitigation framework, which is
reviewed by the Board periodically. The Committee
of Board of Directors has formulated a well-defined
Policy for Risk Management to identify, assess and
frame a response to threats and mitigate the various
risks to our business that affects the achievement of
our objectives.

More details on the Policy are given on Company's
website which can be accessed through following
link:https://www.servotRch.in/blog/wp-content/
uploads/2021/12/Risk-ManagRment-Policy.pdf

36. DISCLOSURE UNDER SEXUAL HARRASMENT
OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

As per the requirements of The Sexual Harassment
of Women at Workplace (Prevention, Prohibition
& Redressal) Act, 2013 and rules made thereunder,
your Company has constituted Internal Complaints
Committees (iCs) at all relevant locations across
India to consider and resolve the complaints related
to sexual harassment. The ICs includes external
members with relevant experience. The ICs, presided
by senior women conduct the investigations and
make decisions at the respective locations. The ICs
also work extensively on creating awareness on
relevance of sexual harassment issues, including
while working remotely.

During the year under review, there were no
complaints pertaining to sexual harassment. All
new employees go through a detailed personal
orientation on anti-sexual harassment policy
adopted by the Company.

37. FRAUD REPORTING

There was no fraud reported during the Financial
Year ended 31^st March, 2025.

38. LISTING OF EQUITY SHARES

The equity shares of your Company are listed on
National Stock Exchange of India Limited ("NSE”) Main

Board. The Annual Listing Fees for the year 2024-25
has been duly paid to the NSE.

39. DEPOSITORY SYSTEM

The Members are requested to note that as on 31^st
March, 2025, 99% of the Company's total paid-up
share capital representing 22,45,78,338 shares are
in dematerialized form. In view of the numerous
advantages offered by the Depository System as
well as to avoid frauds, members holding shares
in physical mode are advised to avail of the facility
of dematerialization from National Securities
Depository Limited ("NSDL”) and Central Depository
Services (India) Limited ("CDSL”).

40. HEALTH, SAFETY AND ENVIRONMENT

Your Company has complied with all the applicable
Health & Safety Standards, Environment Laws and
Labor laws and has been taking all necessary
measures to protect the environment and provide
workers a safe work environment. Your Company is
committed towards improvement in Health & Safety
as well as Environmental performance by providing a
Safe & healthy work environment to all its employees
and co-workers.

41. HUMAN RESOURCE AND INDUSTRIAL
RELATIONS

At Servotech, employees are its prime assets and a
vital key to its success. The company is committed
to creating a professional culture to nurture and
enable people to grow in their careers alongside
Company's success. The company constantly
strives to strengthen its manpower in alignment with
the business needs and continue to engage them
through various initiatives in the realm of learning &
development opportunities, reward & recognition,
employee engagement activities and career growth.

42. ACKNOWLEDGMENTS

Your Directors would like to thank all the stakeholders'
viz. consumers, shareholders, dealers, suppliers,
business partners, bankers, employees and all other
business associates for the continuous support given
by them to the Company and its Management.

FOR AND ON BEHALF OF BOARD OF DIRECTORS

RAMAN BHATIA SARIKA BHATIA

DATE: 02^nd September, 2025 MANAGING DIRECTOR WHOLE-TIME DIRECTOR

PLACE: New Delhi DIN- 00153827 DIN- 00155602