Your Directors have immense pleasure in presenting the Thirty-Sixth (36th) Annual Report of your Company together
with the Audited Financial Statements for the financial year 2024-2025 ended 31st March, 2025.

1. FINANCIAL PERFORMANCE :

a. STANDALONE FINANCIAL SUMMARY AND HIGHLIGHTS:-

Key highlights of the Standalone financial results of your Company prepared as per the Indian Accounting
Standards ("Ind AS") for the financial year ended March 31,2025 are as under:

(Amount in Rs. Lacs)

The financial performance of the Company for the year 2024-2025 ended on 31st March, 2025 is summarized
below (Rs. In Lacs):

• During the current financial year 2024-2025 ended 31st March, 2025, the Company's total Revenue from operation is
Rs. 1479.47/- as against Rs. 1727.41/- in the corresponding previous financial year 2023-2024 ended 31 st March, 2024.

• Income from other sources is Rs. 288.20/- as against Rs. 149.97/- in the corresponding Previous financial year 2023¬
2024 ended 31st March, 2024.

• The Profit after tax (PAT) for the financial year 2024-2025 ended 31st March, 2025 is Rs. 970.36/- as against Profit of
Rs. 639.15/- of the corresponding previous financial year 2023-2024 ended 31st March, 2024.

• The Total Comprehensive Income for the financial year 2024-2025 ended 31st March, 2025 is Rs. 3313.76/- as
against Total Comprehensive Income of Rs. 1595.96/- of the corresponding previous financial year 2023-2024
ended 31st March, 2024.

• Earnings per share as on 31st March, 2025 is Rs. 1.59 /- vis a vis Rs. 1.05 /- as on 31st March, 2024.

b. CONSOLIDATED FINANCIAL SUMMARY AND HIGHLIGHTS:-

Key highlights of the consolidated financial results of your Company prepared as per the Indian Accounting
Standards ("Ind AS") for the financial year ended March 31,2025 are as under:

The financial performance of the Company for the year 2024-2025 ended on 31st March, 2025 is summarized

below (Rs. In Lacs):

• During the current financial year 2024-2025 ended 31st March, 2025, the Company's total Revenue from operation is
Rs. 1479.47/- as against Rs. 1727.41 /- in the corresponding previous financial year 2023-2024 ended 31st March, 2024.

• Income from other sources is Rs. 288.18/- as against Rs. 149.97/- in the corresponding Previous financial year 2023¬
2024 ended 31st March, 2024.

• The Profit after tax (PAT) for the financial year 2024-2025 ended 31st March, 2025 is Rs. 952.74/- as against Profit of
Rs. 639.15/- of the corresponding previous financial year 2023-2024 ended 31st March, 2024.

• The Total Comprehensive Income for the financial year 2024-2025 ended 31st March, 2025 is Rs. 3,296.14/- as
against Total Comprehensive Income of Rs. 1595.96/- of the corresponding previous financial year 2023-2024
ended 31st March, 2024.

• Earnings per share as on 31st March, 2024 is Rs. 1.58 /- vis a vis Rs. 1.05 /- as on 31st March, 2024.

c. TRANSFER TO RESERVES:-

As per financials, the net movement in the Reserves of the Company as at 31 st March, 2025 (Financial year 2024-2025):

(Amount in Rs. Lacs)

The Members are advised to refer the Note No. 16 as given in the financial statements which forms the part of the
Annual Report for detailed information.

d. RETURN OF SURPLUS FUNDS TO SHAREHOLDERS:-

For the Financial Year 2024-2025 under review, the Company paid a Final dividend @ 15% i.e. Rs. 0.75 Paisa/-
(Rupees Seventy five paisa only) per Equity Share of face value of Rs.05/- each.

In line with the practice of returning substantial free cash flow to shareholders and based on the Company's
performance your Directors recommended a final dividend of Rs. 0.60/- Paise [Rupees Sixty Paise Only] per equity
share of face value of Rs.02/- (Rupees Two) each to be appropriated from the profits of the year 2024-2025 subject to
the approval of the shareholders (members) at the ensuing Thirty Sixth (36th) Annual General Meeting and will be
paid to those members whose names appear on the Register of Members on Friday, 05th July 2024 ("Record Date").
The shareholders' payout for FY 2025 would involve a total cash outflow of Rs. 3,65,71,452 /- . The Dividend
Distribution Policy, in terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), is available on the Company's website at:
https://shradhaaitechnologies.com/investor-info.

e. CHANGES IN CAPITAL AND DEBT STRUCTURE :

During the financial year 2024-2025 under review, the Company has made changes in the capital structure of the
Company. The members of the Company in their Extra-Ordinary General Meeting held on 19th November 2024,
approved the Sub-division of Share Capital of the Company, accordingly, the Share Capital of the Company, was
sub-divided from Equity Share of face value of Rs.5/- (Five) each fully paid up into Equity Shares of face value of
Rs.2/- (Two) each fully paid up. The revised capital Structure of the Company is as follows:-

i. Disclosure Under Section 43(A)(ii) Of The Companies Act, 2013 :-

The Company has not issued any shares with differential rights 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
included in the report.

ii. 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 the provisions of
Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 are not
applicable.

iii. Disclosure Under Section 62(1)(B) Of The Companies Act, 2013 :-

The Company does not have any Employees Stock Option Scheme and hence the provisions of Section 62(1)(b) of
the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 are not applicable.

iv. 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.

v. Transfer To Investor Education And Protection Fund (IEPF) :

Pursuant to the provisions of Sections 124, 125 and other applicable provisions, if any, of the Act, read with the
Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, (hereinafter
referred to as 'IEPF Rules'), all the unpaid and unclaimed dividends are required to be transferred by the Company to
the Investor Education and Protection Fund ('the IEPF') established by the Government of India, after the
completion of Seven Years.

However, there was no amount liable or due to be transferred to Investor Education and Protection Fund during the
financial year 2024-2025 ended 31st March 2025.

• CHANGES IN DEBT STRUCTURE :-

Debentures / Bonds / Warrants or Any Non-Convertible Securities:

During the year under review, the Company has not issued any debentures, bonds, warrants or any non-convertible
securities. As on date, the Company does not have any outstanding debentures, bonds warrants or any non¬
convertible securities.

• CREDIT RATING OF SECURITIES :

During the financial year 2024-2025 under review the Company has not taken or issued any unsupported bank
borrowings or plain vanilla bonds or any debt instruments and neither has obtained any credit rating from credit
rating agencies.

e. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS :

Reference may be made to Note No. 11 of the Financial Statements for loans to Bodies Corporate. As regards details
of Investments in Bodies Corporate are given in Note No. 5 of the Standalone Financial Statements.

f. DETAILS OF DEPOSITS :

During the financial year 2024-2025 ended 31st March, 2025 under review, the Company has neither invited nor
accepted any public deposits within the meaning of Section 73 and 74 of the Companies Act, 2013 read with the
Companies (Acceptance of Deposits) Rules, 2014 (as amended). As such, no specific details prescribed in Rule 8(1) of
the Companies (Accounts) Rules, 2014 (as amended) are required to be given or provided.

2. BUSINESS AND OPERATIONS:

i. State Of The Company's Affairs :-

SAITL strives to bring together the best of technology and its people to enable the enterprises to accelerate
their digital transformation journeys. The software division has played a critical role in our shift toward more
technology-enabled operations. We have concentrated on creating tailored software solutions for small and
medium-sized enterprises (SMEs), a market segment with strong growth potential. Our support and
maintenance services have grown in response to our dedication to customer satisfaction and long-term client
relationships. The advent of new technologies and continued digital transformation needs of enterprises
offer growth opportunities to the Company.

The state of affairs of the Company is presented as part of the Management Discussion and Analysis Report
forming part of the Annual Report for FY 2024-25.

ii. Change In The Nature Of Business :-

There is no change in the nature of business during the financial year 2024-25.

iii. Material Changes And Commitments, If Any, Affecting The Financial Position Of The Company Having
Occurred Since The End Of The Year And Till The Date Of The Report :-

There have been no material changes and commitments, since the closure of the Financial Year ended 31st
March, 2025 up to the date of this Report that would affect your Company's financial position.

iv. Details of Revision of Financial Statement or The Board's Report:-

There is no occasion whereby the Company has either revised or required to revise the Financial Statements or
the Board's Report of the Company in respect of any of the three preceding financial years either voluntarily or
pursuant to the order of any judicial authority. As such, no specific details are required to be given or provided.

3. GOVERNANCE AND ETHICS :

• Corporate Governance:

As per Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate
section on Corporate Governance practices followed by the Company is provided elsewhere in this Report.

A Certificate from CS Riddhita Agrawal, Practicing Company Secretary, conforming compliance to the
conditions of Corporate Governance as stipulated under Regulation 27 and 34 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, annexed to this report and forms a part of the report.

• Directors and Key Managerial Personnel ("KMP"):

As on March 31, 2025, the Company has Seven Directors out of which One (1) is Executive Director, Two (2) are
Non-Executive and Non-Independent Directors and Four (4) are Non-Executive and Independent Directors.
During the year under review, based on the recommendation of Nomination and Remuneration Committee
("NRC"), and in terms of the provisions of the Act, the Board of Directors appointed Mr. Siddharth Raisoni
(DIN: 03274539) as an Additional Director (Category: Promoter, Non-Executive) effective from 02nd August
2024 and Mr. Sahil Jham (DIN: 10795555) and Ms. Chanda Birendrakumar Sinhababu (DIN: 07857859) were
appointed as Additional Directors (Category: Non-Executive, Independent) of the Company effective from
23rd October 2024 .

Further, pursuant to Section 150, 152, 161 and other applicable provisions if any, of the Companies Act, 2013
and applicable SEBI Listing Regulations, Mr. Siddharth Raisoni (DIN: 03274539) was appointed as a Director
(Category: Promoter, Non-Executive) on the Board of the Company liable to retire by rotation, by the Members
of the Company at the Extra Ordinary General Meeting of the Company held on 06th November 2024.

Further, pursuant to Section 150, 152, 161 and other applicable provisions if any, of the Companies Act, 2013
and applicable SEBI Listing Regulations Mr. Sahil Jham and Ms. Chanda Birendrakumar Sinhababu were
appointed as Non-Executive, Independent Directors of the Company, not liable to retire by rotation, for fixed
first term of Three (03) consecutive years, i.e. from 23rd October, 2024 up to 22nd October, 2027. A Special
Resolution approving their appointment was duly passed at the Extra-Ordinary General Meeting of the
Company held on 19th November, 2024.

During the year, Mr. Ajay Kumar Gandhi (DIN: 09516767) and Ms. Anjana Tolani (DIN: 09794298) ceased to be
the Independent Directors of the Company w.e.f 06th November, 2024 and 17th November, 2024 respectively
upon completion of their second fixed term of appointment. The Board places on record its appreciation for
the valuable contribution provided by them to the Company.

In accordance with the provisions of the Act and Articles of Association of the Company, Sunil Raisoni (DIN:
00162965), Promoter, Managing Director, retires by rotation and being eligible, offers himself for
reappointment at the ensuing AGM. His appointment is placed for approval of the members and forms part of
the notice of the 36th AGM. The information about the Director seeking re-appointment as per Secretarial
Standards on General Meetings and Regulation 36(3) of the Listing Regulations has been given in the notice
convening the 36th AGM.

Pursuant to the provisions of Section 149 of the Act, the Independent Directors have submitted declarations
that each of them meets the criteria of independence as provided in Section 149(6) of the Act along with Rules
framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations. There has been no change in the
circumstances affecting their status as independent directors of the Company.

During the year under review, the Non-Executive Directors of the Company had no pecuniary relationship or
transactions with the Company, other than sitting fees.

Pursuant to the provisions of Section 203 of the Act, Mr. Sunil Raisoni, Managing Director (MD), Mr. Pritam
Raisoni, Chief Financial Officer and Ms. Harsha Bandhekar, Company Secretary, are the KMPs of the Company
as on March 31,2025.

• Declaration By Independent Directors And Statement On Compliance Of Code Of Conduct:-

The Company has received declarations from the Independent Directors of the Company, to the effect that
they (i) meets the criteria of independence as provided in Section 149(6) of the Act and Regulation 16(1)(b) of
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) ["Listing
Regulations"] and also, duly complied with Code of Conduct prescribed in Schedule IV to the Act; (ii) was or is
not disqualified from being appointed and/or continued to act, as a Director of the Company in terms of the
provisions of Section 164 of the Companies Act, 2013; and (iii) was or is not debarred from holding the office
of a Director pursuant to any order of the SEBI or such other authority.

The Board has laid down a Code of Conduct and Ethics for the Board Members and Senior Management
Personnel of the Company. All Board Members and Senior Management Personnel have affirmed compliance
with the Code of Conduct for financial year 2024-2025.

• Board Meetings:-

Nine meetings of the Board were held during the year under review. For details of meetings of the Board,
please refer to the Corporate Governance Report, which forms part of this report.

• Committees of the Board:-

The Board has in place the Committee(s) as mandated under the provisions of the Companies Act, 2013 and
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. There are currently five
Committees of the Board, namely:

1) Audit Committee;

2) Nomination and Remuneration Committee;

3) Stakeholders' Relationship Committee;

4) Corporate Social Responsibility Committee, and

5) Committee of Board Of Directors (Management Committee)

Details of terms of reference of the Committees, Committee membership changes, and attendance of
Directors at meetings of the Committees are provided in the Corporate Governance report, which forms part
and parcel of this Report. In addition, the Board may constitute other committees to perform specific roles and
responsibilities as may be specified by the Board from time to time.

• Company's Policy On Director's Appointment And Remuneration :-

In terms of Section 178 of the Act and Regulation 19 of the Listing Regulations, the Board of your Company, on
recommendation of the Nomination and Remuneration Committee ('NRC'), had adopted a "Remuneration
Policy for Directors, Key Managerial Personal ('KMP') and other employees" ('Remuneration Policy').

The Company's Remuneration Policy is directed towards designing remuneration so as to attract, retain, and
reward talent who will contribute to long term success of the Company and build value for its shareholders.
The said policies are made available on the Company's website, which can be accessed using the link
https://shradhaaitechnologies.com/investor-info.

• Board Evaluation :-

The Board of Directors has carried out an annual evaluation of its own performance, board committees, and
individual directors pursuant to the provisions of the Act and SEBI Listing Regulations.

The performance of the Board was evaluated by the Board after seeking inputs from all the directors on the
basis of criteria such as the board composition and structure, effectiveness of board processes, information
and functioning, etc. The performance of the Committees was evaluated by the Board after seeking inputs
from the Committee members on the basis of criteria such as the composition of committees, effectiveness of
committee meetings, etc. The above criteria are broadly based on the Guidance Note on Board Evaluation
issued by the Securities and Exchange Board of India. In a separate meeting of Independent Directors,
performance of, Non Independent Directors, the Board as a whole and the Chairman of the Company, was
evaluated, taking into account the views of Executive and Non-Executive Directors.

The Board and the NRC reviewed the performance of individual directors on the basis of criteria such as
contribution of the individual director to the Board and Committee meetings like preparedness on the issues
to be discussed, meaningful and constructive contribution and inputs in meetings, etc.

6.9 REMUNERATION OF DIRECTORS AND EMPLOYEES OF LISTED COMPANIES:-

The information required under Section 197 of the Act read with rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 are given below:

a) The ratio of the remuneration of each director to the median remuneration of the employees of the Company
for the financial year :

b) The percentage increase in remuneration of each Director, Chief Financial Officer, Company Secretary
in the financial year :

c) In the financial year 2024-25, there was an increase of 32.58 % in the median remuneration of employees.

d) The number of permanent employees on the rolls of Company as on 31st March, 2025:- 71.

e) Affirmation: Remuneration paid to Director/s, Key Managerial Personnel (KMP) and Employees of the
Company is as per the remuneration policy of the Company.

• Remuneration Received By Managing / Whole Time Director From Holding Or Subsidiary Company :-
The Company does not have any holding Company within the meaning of Section 2(46) of the Companies Act
2013, therefore the disclosure under the provisions of Section 197(14) of the Companies Act 2013 read with
the rules made there under, towards payment of any commission or remuneration from holding company is
not applicable. During the year under review, none of the Directors received any remuneration from the
Subsidiary Company.

• Directors' Responsibility Statement :-

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

(i) in the preparation of the Annual Accounts (Financial Statements), 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 and of the profits of the Company for that financial year;

(iii) the Directors had 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;

(iv) the Directors had prepared the Annual Accounts (Financial Statements) on going concern basis;

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

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

• Related Parties Transaction:

During the year, the Company had entered into contract/arrangement/transaction with related parties which
were on arms' length basis. Accordingly, the disclosure of Related Party Transactions as required under
Section 134(3)(h) of the Act in Form AOC-2 is enclosed as "Annex - A" to this Report. Systems are in place for
obtaining prior omnibus approval of the Audit & Risk Management Committee on an annual basis for
transactions with related parties which are of a foreseeable and repetitive nature. The transactions entered
into pursuant to the omnibus approval so granted and a statement giving details of all transactions with
related parties are placed before the Audit Committee for their review on a periodic basis. The Company has
formulated a policy for dealing with related party transactions which is also available on website of the
Company at https://shradhaaitechnologies.com/.

• Vigil Mechanism / Whistle Blower Policy :

The Company has a Whistle Blower Policy and has established the necessary vigil mechanism for employees,
Directors and stakeholders in conformation with the provisions of Section 177(9) of the Act and Regulation 22
of SEBI Listing Regulations, to report concerns about unethical behavior. The Whistle Blower Policy has been
placed in the website of the Company at https://shradhaaitechnologies.com/.

• Risk Management :

The Company is aware of the risks involved in the business. It conducts regular analysis and takes remedial
actions to manage/mitigate the situation. The Company has formulated a risk management policy and put in
place a mechanism to apprise the Board/Audit Committee on a quarterly basis, risk assessment, minimization
procedures and governance at various levels to ensure that executive management controls risk by means of a
properly designed framework. The risk management Policy has been placed in the website of the Company at
https://shradhaaitechnologies.com/.

4. INTERNAL FINANCIAL CONTROLS AND AUDIT

• Internal Financial Controls :-

The Company's internal financial control systems are commensurate with its size and nature of its operations
and such internal financial controls are adequate and are operating effectively. The Company has adopted
policies and procedures for ensuring orderly and efficient conduct of the business. These controls have been
designed to provide reasonable assurance regarding recording and providing reliable financial and
operational information, adherence to the Company's policies, safeguarding of assets from unauthorized use
and prevention and detection of frauds and errors, the accuracy and completeness of the accounting records,
and the timely preparation of reliable financial disclosures.

The internal financial control framework design ensures that financial and other records are reliable for
preparing financial and other statements. In addition, the Company has identified and documented the key
risks and controls for each process that has a relationship to the financial operations and reporting. At regular
intervals, internal teams test the identified key controls. The Internal auditors also perform an independent
check of effectiveness of key controls in identified areas of internal financial control reporting. The Statutory
Auditors' Report include a report on the internal financial controls over financial reporting.

• Statutory Auditors And Their Report :-

M/s. Paresh Jairam Tank & Co., Chartered Accountants, (ICAI Firm Registration No. 139681W), Nagpur has
been re-appointed as the Statutory Auditors of the Company for a second term of five [05] years i.e. from the
conclusion of the 33rd Annual General Meeting up to the conclusion of the 38th Annual General Meeting to be
held for the financial year ending 31st March, 2027. The Company has received the consent from the Auditors
and confirmation to the effect that they are not disqualified to be appointed as the Auditors of the Company in
the terms of the provisions of the Companies Act, 2013 and the Rules made thereunder.

• Internal Auditors :-

M/S V. K. Surana & Co, Chartered Accountant in Practice (ICAI Firm Registration No. 110634W), Nagpur has
been appointed as Internal Auditors of the Company for F.Y. 2024-25. Internal Auditors are appointed by the
Board of Directors of the Company on a yearly basis, based on the recommendation of the Audit Committee.
The Internal Auditor reports their findings on the Internal Audit of the Company, to the Audit Committee on a
quarterly basis. The scope of internal audit is approved by the Audit Committee.

• Secretarial Auditors :-

Pursuant to Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and
the provisions of Sections 179 & 204 of the Companies Act, 2013, read with the Companies (Meetings of Board
and its Powers) Rules, 2014, and subject to the approval of Shareholders in the ensuing Annual General
Meeting, the Board of Directors of the Company have recommended the appointment of CS Riddhita
Agrawal, Company Secretary in Practice, Mumbai (Membership No. FCS 10054 & Certificate of Practice No.

12917) as Secretarial Auditor of the Company for a first term of 5 (five) consecutive financial years
commencing from the financial year 2025-26.

CS Riddhita Agrawal, Company Secretary in Practice have consented and confirmed her eligibility for
appointment as Secretarial Auditor of the Company. The necessary Resolution for her appointment has been
included in the Agenda of the Annual General Meeting Notice for the approval of the Members.

The Secretarial Audit Report issued by CS Riddhita Agrawal, Company Secretary in Practice, Mumbai
(Membership No. FCS 10054 & Certificate of Practice No. 12917) for FY 2024-25 is annexed as "Annex - B" to
this Report. The Secretarial Auditor's Report to the Members does not contain any qualification or reservation
which has any material adverse effect on the functioning of the Company.

• Cost Auditors :-

The provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit)
Rules, 2014 and Rule 14 of the Companies (Audit and Auditor) Rules, 2014 are not applicable for the business
activities carried out by the Company.

• Frauds Reported By Auditor :-

During the Financial year 2024-2025 ended 31st March, 2025 under review:-

(a) there is no fraud occurred, noticed and/or reported by the Statutory Auditors under Section 143(12) of the
Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (as amended);

(b) the observations made by the Statutory Auditors on the financial statements including the affairs of the
Company are self-explanatory and do not contain any qualification, reservation, adverse remarks or
disclaimer thereof.

As such, no specific information, details or explanations required to be given or provided by the Board of
Directors of the Company.

• Explanations in response to Auditors' Qualifications :

The Audit Report/s submitted by the Statutory Auditors, Secretarial Auditor and Internal Auditor of the
Company, for the financial year 2024-2025 ended 31st March, 2025 do not contain any qualification or
adverse remarks. The observations made by all the Auditors in their respective Report/s are self-explanatory
and as such, do not call for any further explanations.

2. SOCIAL RESPONSIBILITY AND SUSTAINABILITY

• Corporate Social Responsibility (CSR) :

The Company's CSR initiatives and activities are aligned to the requirements of Section 135 of the Act. A brief
outline of the CSR policy and the initiatives undertaken by the Company on CSR activities during the year
under review are set out in "Annex-C" of this report in the format prescribed in the Companies (Corporate
Social Responsibility Policy) Rules, 2014.

This Policy is available on the Company's website at https://shradhaaitechnologies.com/investor-info. For
other details regarding the CSR Committee, please refer to the Corporate Governance Report, which forms an
integral part of this report.

• Conservation Of Energy, Technology Absorption, Foreign Exchange Earnings And Outgo :

The particulars relating to energy conservation, technology absorption, foreign exchange earnings and outgo,
for the financial year 2024-2025 ended 31st March, 2025 as required to be disclosed under Section 134(3)(m)
of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, are given in "Annex
- D" to this report.

3. DISCLOSURES :

• Annual Return :

In terms of the requirements of Section 134(3)(a) of the Companies Act, 2013 read with the Companies

(Accounts) Rules, 2014 the copy of the Annual Return in prescribed format is available on the website of the
Company https://shradhaaitechnologies.com/.

• Subsidiaries, Associates And Joint Ventures:

During the year under review, the Company has subscribed to the Memorandum of Association of
Moodscope AI Private Limited (U58201MH2024PTC435978), i.e. 51,000 (Fifty One Thousand) equity
shares/percentage of control acquired [51%] of Moodscope AI Private Limited which post acquisition, has
become an Subsidiary of Shradha AI Technologies Limited under Section 2 (87) of the Companies Act, 2013
with effect from 07th December, 2024.

Further the Company does not have any Associate or Joint Venture companies within the meaning of Section
2(6) of the Companies Act, 2013 ("the Act").

Pursuant to the provisions of Section 129(3) of the Act, a statement containing the salient features of financial
statements of the Company's subsidiaries in Form No. AOC-1 is attached to the financial statements of the
Company.

• Material Orders Of Judicial Bodies Or Regulators :

During the year under review, there are no significant and material orders passed by the regulators or courts or
tribunals impacting the going concern status and Company's operations in future.

• Compliance With Secretarial Standards :

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

• Corporate Insolvency Resolution Process Initiated Under The Insolvency And Bankruptcy Code, 2016 (IBC) :

During the financial year 2024-2025 ended 31st March, 2025 under review, no such event occurred by which
Corporate Insolvency Resolution Process can be initiated under the Insolvency And Bankruptcy Code, 2016
(IBC). As such, no specific details are required to be given or provided.

• Details of difference between amount of the valuation done at the time of one time settlement and the
valuation done while taking loan from the Banks or Financial Institutions along with the reasons
thereof:

The above-mentioned clause is not applicable to the Company, as there were no instances where your
Company required the valuation for one time settlement or while taking the loan from the Banks or Financial
institutions.

• Failure To Implement Any Corporate Action :

During the financial year 2024-2025 ended 31st March, 2025 under review, the Company has not failed to
implement any corporate action within the specified time Limit as declared under Section 125 of the
Companies Act 2013 and relevant rules made there under. As such, no specific details are required to be given
or provided.

• Industrial Relations, Health And Safety :-

In the continuing mission of the Company to expand and enrich its employee-centric culture, SAITL has long
understood this fundamental truth: its people are the key to its progress and empower its people to lead
value-driven ideas in an inclusive and flexible work environment. The people strategy is focused on building
the skills and capabilities that the industry needs, attracting and retaining the right talent across the globe, and
creating a supportive culture for them to do their best work.

• Maternity Benefit Compliance:-

The Company has complied with the provisions of the Maternity Benefit Act, 1961, as amended, and ensures
that all eligible women employees are extended the benefits and protections mandated under the Act,
including paid maternity leave and other entitlements. The Company also promotes a gender-inclusive
workplace and is committed to supporting the health and wellbeing of women employees through

appropriate workplace policies and practices.

4. DISCLOSURE REQUIREMENTS:

• Statement of Deviation Or Variation:-

During the year under review, the provision of Regulation 32(1) of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 is not applicable to the company.

• Management Discussion And Analysis Report (MDAR) :-

Management Discussion and Analysis Report, as required under Regulation 34 and Schedule V of the SEBI
(Listing Obligation and Disclosure Requirements) Regulations, 2015, provides for the Company's current
working and future outlook and forms an integral part of this Report.

• Compliance Certificate from Secretarial Auditor regarding compliance of conditions of Corporate
Governance:

A certificate from CS Riddhita Agrawal, Company Secretary in Practice, Mumbai (Membership No. FCS 10054
& Certificate of Practice No. 12917 & Peer Review Certificate No 1838/2022), and Secretarial Auditor of the
Company regarding compliance of conditions of Corporate Governance annexed to the Corporate
Governance Report, which form an integral part of the Board's Report of the Company.

• No Disqualification Certificate from Company Secretary in Practice:

A certificate from CS Riddhita Agrawal, Company Secretary in Practice), Secretarial Auditor of the Company of,
certifying that none of the Directors on the Board of the Company have been debarred or disqualified from
being appointed or continuing as directors of companies by Board/Ministry of Corporate Affairs or any such
Statutory Authority, as stipulated under Regulation 34(3) read with Schedule V of the Listing Regulations, is
attached to this Report.

• Suspension of Trading:

There was no occasion wherein the equity shares of the Company have been suspended for trading during the
financial year 2024-2025 ended 31st March, 2025.

• Payment of Listing and Depositories Fees :-

The Company, has duly paid the requisite annual listing fees for the Financial Year 2024-2025 to the
Metropolitan Stock Exchange of India Limited (MSE) and BSE Limited and there are no arrears. The shares of
the Company are compulsorily traded in dematerialized form and the Company, has also duly paid the
requisite annual custodian and other fees for the Financial Year 2024-2025, to the National Securities
Depository Limited (NSDL) and Central Depository Service (India) Limited (CDSIL).

5. OTHER MATTERS :-

• Dematerialization of Shares :-

As on 31st March, 2025, 6,01,84,800 Equity Shares of the Company aggregating to 98.74% of the Issued,
Subscribed and Paid-Up Share Capital were held in dematerialized form through depositories namely
National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSIL) and
remaining 767620 Equity Shares of the Company aggregating to 1.26 % of the Issued, Subscribed and Paid-Up
Share Capital were held in Physical.

• Code Of Conduct For Business Principles & Ethics Of The Company :-

The Board has prescribed a Code of Business Ethics and Conduct Policy that provides for transparency, ethical
conduct, a gender friendly workplace, legal compliance and protection of Company's property and
information. The said Policy is available on the website of the Company https://shradhaaitechnologies
.com/investor-info. All Board members and senior management personnel have confirmed compliance with
the Policy for FY 2024-25. A declaration to this effect signed by the Managing Director of the Company is
provided in this report.

• Code for Prevention Of Insider Trading And Other Code And Policies Of The Company :-

The Company has comprehensive codes and policies on prevention of Insider Trading and fair disclosure in
line with the SEBI (Prohibition of Insider Trading) Regulations, 2015 (as amended from time to time). The Code
of Conduct on Prohibition of Insider Trading ("Insider Trading Code") inter alia prohibits trading in the shares
of the Company by the Designated Persons (as defined under the Insider Trading Code) and their immediate
relatives, while in possession of unpublished price sensitive information in relation to the Company.

• Disclosures Pertaining To The Sexual Harassment Of Women At The Workplace (Prevention,
Prohibition And Redressal) Act, 2013:

The Company is committed to creating a safe and healthy work environment, where every employee is treated
with respect and is able to work without fear of discrimination, prejudice, gender bias or any form of
harassment at the workplace. SAITL has in place a Prevention of Sexual Harassment Policy ('POSH') in
accordance with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013 and the Rules thereunder. The policy is gender neutral and the essence of the policy is
communicated to all employees at regular intervals through awareness programs.

During the financial year 2024-2025, the Company has not received any complaint of sexual harassment. The
Certificate by the Directors of the Company, to that effect is enclosed herewith as an "Annex - E" which forms
part and parcel of this report.

ENCLOSURES

ACKNOWLEDGEMENT

Your Director's take this opportunity to express their deep and sincere gratitude to the customers and investors for their
confidence and patronage, as well as to the vendors, bankers, financial institutions, and business associates, regulatory
and governmental authorities for their co-operation, support and guidance. Your Directors would like to express a deep
sense of appreciation for the support extended by the Company's unions and commitment shown by the employees in
its continued robust performance on all fronts.

For and on behalf of the Board

Sd/- Sd/-

Sunil Raisoni Archana Bhole

Managing Director Director

DIN:00162965 DIN:06737829

Address : Plot No. 75, Shivaji Nagar, Address : Plot No. 11 Maskey Layout, Santaji

Shankar Nagar, S. O, Society, Narendra Nagar, Nagpur 440015,

Nagpur - 440010 , Maharashtra, India Maharashtra, India

Place : Nagpur
Date : 21st July 2025