Your Directors have pleasure in presenting the 66^th (Sixty Sixth) Annual Report, together with the Audited
Financial Statements (Standalone & Consolidated) of the Company for the Financial Year ended March 31,2026.

FINANCIAL HIGHLIGHTS:

Notes: The above figures are extracted from the Audited Standalone and Consolidated Financial Statements as
per IND-AS.

OVERVIEW OF COMPANY'S FINANCIAL PERFORMANCE:Standalone Performance:

Total revenue for the year is Rs. 22,409.68 Lakhs as against Rs. 19,402.88 Lakhs in the previous year. The Company
has earned a profit of Rs. 1,435.32 Lakhs as against Rs. 807.21 Lakhs in the previous year.

Consolidated Performance:

Total revenue for the year is Rs. 23,910.12 Lakhs as against Rs. 20,838.78 Lakhs in the previous year. The Company
has earned a profit of Rs. 1,435.55 Lakhs as against Rs. 807.29 Lakhs in the previous year. Consolidated Financial
Statements includes the figures of Stud India (a Partnership firm), in which Company holds 99% stake also Stud
India is considered as subsidiary Company as per Indian Accounting Standard.

DIVIDEND:

Your Directors have pleasure in recommending, for approval of the Members, at its 66^th Annual General Meeting,
a Dividend of Rs. 0.80/- per share i.e. @ 40% for the year ended March 31, 2026.

If approved at the forthcoming Annual General Meeting, it will result in an outflow of Rs. 89.60 Lakhs to the
Members of the Company.

TRANSFER TO RESERVES:

The Company has not transferred any amount to the Reserves for the financial year ended March 31,2026.

EXPORTS:

During the year under review, the Company exported goods of FOB value of Rs. 2,143.34 Lakhs as against Rs.
2,056.48 Lakhs in the previous year.

RESEARCH & DEVELOPMENT:

The Research & Development Department of the Company has been arduously working to provide quality and
value for money to the customer by keeping up with market trends.

PUBLIC DEPOSITS:

Your Company has not accepted any public deposits within the meaning of Section 73 of the Act (''Act'') and the
Companies (Acceptance of Deposits) Rules, 2014.

CAPITAL STRUCTURE & LIQUIDITY:

(i) Authorised Share Capital:

The Authorised Share Capital of the Company as at March 31, 2026 was Rs. 10,00,00,000/- (Rupees Ten
Crores only) divided into 5,00,00,000 (Five Crores) Equity Shares of Rs. 2/- (Rupees Two only) each.

(ii) Issued & Paid up Share Capital:

The Paid-up Equity Share Capital, as at March 31, 2026 was Rs. 2,24,00,000/- (Rupees Two Crores Twenty-
Four Lakhs) divided into 1,12,00,000 (One Crore Twelve Lakhs) Equity Shares, having face value of Rs. 2/-
(Rupees Two only) each fully paid up.

During the year under review, the Company has not issued shares or convertible securities or shares with
differential voting rights nor has granted any stock options or sweat equity or warrants.

As on March 31, 2026, none of the Directors of the Company hold instruments convertible into Equity
Shares of the Company.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The details of loans, advances and/or guarantee provided by the Company as per Section 186 of the Act which
are required to be disclosed in the annual accounts of the Company pursuant to Regulation 34(3) read with
Schedule V to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the SEBI Listing
Regulations) are provided in the standalone financial statements.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:BOARD OF DIRECTORS:COMPOSITION:

The Board of Directors includes Executive, Non-Executive and Independent Directors so as to ensure proper
governance and management. The Board consists of Seven (7) Directors comprising of Two (2) Executive
Directors, one (1) Non-Executive Non-Independent Director and Four (4) Non-Executive- Independent Directors
including One (1) Independent Woman Director as on March 31,2026.

The Company has a Code of Conduct for Directors and senior management personnel. All the Directors and
senior management personnel have confirmed compliance with the said code.

APPOINTMENT:

The Company has appointed Ms. Sophie Moochhala (DIN: 00105995) as a Non-Executive Independent Director,
for a first term of 5 (Five) years commencing from November 13, 2025. This appointment was duly approved by
the shareholders through postal ballot process, which concluded on February 11,2026.

RE-APPOINTMENTS:

In accordance with the provisions of Section 152(6) of the Act and the Articles of Association of the Company
Mr. Jamshid N. Pandole, Non-Executive Director of the Company, retires by rotation and being eligible, has
offered himself for reappointment at the forthcoming Annual General Meeting. The Board recommends his re¬
appointment for the consideration of the members of the Company at the Annual General Meeting. Brief profile
of Mr. Jamshid N. Pandole has been given in the Notice convening the Annual General Meeting.

The Board of Directors on the recommendation of the Nomination and Remuneration Committee seek approval
of the shareholders for re-appointment of Mr. Jamshid N. Pandole as Non-Executive Director of the Company.

KEY MANAGERIAL PERSONNEL:

In terms of Section 203 of the Act, the Company has the following Key Managerial Personnel as on March 31,
2026:

During the Financial Year under review, there was no change in the Key Managerial Personnel of the Company.
RETIREMENT:

Ms. Amrita Chowdhury, Non-Executive Independent Director of the Company has completed her second term
and has retired w.e.f. closure of business hours of March 31, 2026.

The Board expresses its deep appreciation for the valuable services and contributions rendered by Ms. Amrita
Chowdhury during her tenure as an Independent Director.

DECLARATION BY INDEPENDENT DIRECTOR(S):

The Company's Independent Directors have submitted requisite declarations confirming that they continue to
meet the criteria of independence as prescribed under Section 149(6) of the Act and Regulation 16(1)(b) of the
Listing Regulations. The Independent Directors have also confirmed that they have complied with Schedule IV
of the Act and the Company's Code of Conduct. There has been no change in the circumstances affecting their
status as Independent Directors of the Company. Further, they are not aware of any circumstance or situation,
which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties
with an objective independent judgment and without any external influence and that they are independent of
the management.

The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications,
experience and expertise in the fields of manufacturing, finance, people management, strategy, auditing, tax
and risk advisory services, financial services and they hold high standards of integrity. Regarding proficiency,
the Company has adopted requisite steps towards the inclusion of the names of all Independent Directors in
the data bank maintained with the Indian Institute of Corporate Affairs, ('IICA'). Accordingly, all the Independent
Directors of the Company have registered themselves with IICA for the said purpose.

Further, the Board after taking these declarations/disclosures on record and acknowledging the veracity of the
same concluded that the Independent Directors are persons of integrity and possess the relevant expertise and
experience to qualify as Independent Directors of the Company and are Independent of the Management.

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 and reimbursement of expenses, if any, incurred by them
for the purpose of attending meetings of the Board/Committee of the Company.

SUBSIDIARIES & ASSOCIATE COMPANIES:

The Company does not have any subsidiary, associate, or joint venture as on March 31, 2026.

However, the Company has made an investment in Stud India, a partnership firm, in which it holds a 99% share
in the profits and which is treated as a subsidiary for consolidation purposes. Accordingly, the Consolidated
Financial Statements forms part of this Annual Report.

ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return for the Financial Year
ended March 31, 2026 can be accessed on the website of the Company at https://simmondsmarshall.com/
investors/#tab-id-3

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS & ITS COMMITTEES:

Regular meetings of the Board and its Committees are held to discuss and decide on various business policies,
strategies, financial matters and other businesses. The schedule of the Board/ Committee Meetings to be held in
the forthcoming financial year is circulated to the Directors in advance to enable them to plan their schedule for
effective participation in the meetings.

The Board met 4 (Four) times during the Financial Year 2025-26. The meeting details are provided in the Corporate
Governance Report that forms a part of this Annual Report.

COMMITTEES OF BOARD OF DIRECTORS:

The Company has constituted various Committees pursuant to the requirements of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 and Companies Act, 2013. Presently, the Company has the
following Committees of the Board of Directors:

> Audit Committee

> Nomination & Remuneration Committee

> Stakeholders' Relationship Committee

The details with respect to the composition, meetings, powers, roles, terms of reference, etc. of these Committees
are given in the 'Corporate Governance Report' of the Company which forms part of this Annual Report.

DIRECTORS RESPONSIBILITY STATEMENT:

As stipulated under the provisions contained in Section 134(3)(c) read with Section 134(5) of the Act ("Act"), the
Board of Directors, to the best of its knowledge and belief and according to the information and explanations
obtained by it, hereby states that:

i. that in the preparation of the Annual Accounts, the applicable accounting standards had been followed
along with proper explanation relating to material departures, if any';

ii. that 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 profit and loss of the Company for that
period;

iii. the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of 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 on a going concern basis;

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

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

ANNUAL PERFORMANCE EVALUATION:

Pursuant to the provisions of the Act and the Listing Regulations the Company has implemented a system of
evaluating performance of the Board of Directors and of its Committees and individual Directors on the basis
of evaluation criteria suggested by the Nomination and Remuneration Committee and the Listing Regulations.
Accordingly, the Board has carried out an evaluation of its performance after taking into consideration various
performance related aspects of the Board's functioning, composition of the Board and its Committees, culture,
execution and performance of specific duties, remuneration, obligations and governance. The performance
evaluation of the Board as a whole, Chairman and Executive Directors was also carried out by the Independent
Directors in their meeting held on February 06, 2026.

Similarly, the performance of various committees, individual Independent and Executive Directors were
evaluated by the entire Board of Directors (excluding the Director being evaluated) on various parameters like
engagement, analysis, decision making, communication and interest of stakeholders.

The Board of Directors expressed its satisfaction with the performance of the Board, its committees and
individual Directors. The evaluation criteria are broadly based on the Guidance Note on Board Evaluation issued
by the Securities and Exchange Board of India on January 5, 2017.

POLICY ON DIRECTORS' APPOINTMENT, REMUNERATION AND OTHER DETAILS:

The Company has an appropriate and balanced mix of Executive, Non-Executive, and Independent Directors
to ensure the independence of the Board. This composition facilitates a clear separation between the Board's
governance responsibilities and the Company's management functions, thereby enhancing overall effectiveness
and accountability in decision-making. Details of the Nomination and Remuneration Committee are provided in
the Corporate Governance Report, which forms part of this Annual Report. The Company's policy on Directors'
appointment and remuneration, including the criteria for determining qualifications, positive attributes,
independence of a Director, and other related matters as required under sub-section (3) of Section 178 of the
Companies Act, 2013, is available on the Company's website at https://simmondsmarshall.com/investors/#tab-
id-10.

We affirm that the remuneration paid to the Directors is in accordance with the Nomination and Remuneration
Policy of the Company. The salient features of the policy include serving as a guideline for matters related to the
appointment and re-appointment of Directors, Key Managerial Personnel, and Senior Management Personnel;
providing guidelines for determining the qualifications, positive attributes, and independence of Directors; and
laying down the criteria for Board membership, among other provisions.

RELATED PARTY TRANSACTIONS:

Your Company has formulated a policy on related party transactions which is also available on Company's website
https://simmondsmarshall.com/investors/#tab-id-10. This policy deals with the review and approval of related
party transactions. The Board of Directors of the Company had approved the criteria for making the omnibus
approval by the Audit Committee within the overall framework of the policy on related party transactions. Prior
omnibus approval is obtained for related party transactions which are of repetitive nature and entered in the
ordinary course of business and on an arm's length basis. All related party transactions are placed before the
Audit Committee for review and approval.

In terms of the provisions of Section 188(1) of the Act read with the Companies (Meetings of Board and its
Powers) Rules, 2014 and Regulation 23 of the SEBI Listing Regulations, all contracts/ arrangements/ transactions
entered into by the Company with its related parties, during the year under review, were in ordinary course of
the business and on an arm's length basis. There was no material related party transactions entered during the
Financial Year by your Company. Accordingly, no disclosure is made in respect of related party transactions, as
required under Section 134(3)(h) of the Act in Form AOC 2. Members may refer to Note No. 41 of the financial
statements which sets out related party disclosures pursuant to IND-AS-24.

AUDITORS & AUDITOR'S REPORT:

a) Statutory Auditor

M/s. Lodha & Co. LLP, Chartered Accountants (ICAI Firm Registration Number 301051E) were appointed as
the Statutory Auditors of the Company at the 62^nd AGM held on September 21, 2022 to hold office from the
conclusion of the said meeting till the conclusion of the 67^th AGM to be held in the year 2027, in terms of
the applicable provisions of Section 139(1) of the Act read with the Companies (Audit and Auditors) Rules,
2014.

Details of the remuneration paid to M/s. Lodha & Co. LLP, Chartered Accountants, Statutory Auditors,
during the financial year 2025-26 are disclosed in the Financial Statements of Company, which are part of
the Annual Report.

During the year, the Statutory Auditors have confirmed that they satisfy the Independence criteria required
under Companies Act, 2013 and Code of Ethics issued by Institute of Chartered Accountants of India. The
Audit Committee reviews the independence and objectivity of the statutory auditors and the effectiveness
of the Audit process

The Report given by M/s. Lodha & Co. LLP, Chartered Accountants, on the financial statements of the
Company for the Financial Year 2025-26 is a part of the Annual Report. The report does not contain any
qualification, reservation and adverse remark or declaimer.

During the financial year under review, the Auditors did not report any matter under Section 143(12) of the
Companies Act 2013; consequently, no disclosure is required under Section 134(3)(ca) of the Companies
Act, 2013.

b) Internal Auditor

Pursuant to Section 138 of the Companies Act, 2013 the Board on recommendation of the Audit Committee
re-appointed M/s. Kirtane & Pandit LLP, Chartered Accountants (having Firm Registration Number:
105215W/W100057) as Internal Auditors of the Company for the Financial year 2026-27.

c) Secretarial Auditor

In compliance with Regulation 24A of the SEBI (LODR) Regulations, 2015 and Section 204 of the Companies
Act, 2013, M/s. GMJ & Associates, Company Secretaries, has been appointed as the Secretarial Auditor of
the Company for the term of five years to hold office from April 01, 2025, till March 31,2030. The Company
has received their written consent that the appointment is in accordance with the applicable provisions of
the Act and rules framed there under.

Secretarial Audit Report:

The Secretarial Audit was carried out by M/s. GMJ & Associates, Company Secretaries for the Financial Year
2025-26. The Report given by the Secretarial Auditors is annexed as Annexure 'A' to this Report. There has
been no qualification, reservation or adverse remark or disclaimer in their Report.

During the year under review, the Secretarial Auditors had not reported any matter under Section 143 (12)
of the Act, therefore no detail is required to be disclosed under Section 134 (3) (ca) of the Act.

Annual Secretarial Compliance Report:

The Company has undertaken an audit for the Financial Year ended March 31, 2026 for all applicable
compliances as per the Securities and Exchange Board of India Regulations and Circulars/Guidelines issued
thereunder. The Secretarial Compliance Report issued by M/s. GMJ & Associates, Company Secretaries has
been submitted to the Stock Exchange within 60 days of the end of the Financial Year.

d) Cost Auditor

In terms of the provisions of Section 148 of the Act, and based on recommendation of Audit Committee,
the Board had appointed M/s. Joshi Apte & Associates, Cost Accountants (Firm Registration No. 000240),
as the Cost Auditor to conduct an audit of its Cost Accounting Records for the Financial Year 2025-26,
pertaining to products of the Company as required by the law. The Company has maintained cost records
as specified by the Central Government under Section 148(1) of the Act.

The Cost Audit Report for the Financial Year 2025-26 pursuant to the Companies (Cost Accounting Records)
Rules, 2011 will be filed within the period stipulated under the Act.

Further, the Company has re-appointed M/s. Joshi Apte & Associates, Cost Accountants (Firm Registration
No. 000240), as the Cost Auditor for the Financial Year 2026-27, to conduct an audit of its Cost Accounting
Records pertaining to said products, at a remuneration of Rs. 2,50,000/- (Rupees Two Lakhs Fifty Thousand
Only) plus applicable taxes and out of pocket expenses (if any) as may be incurred by them in connection
with the audit. The Company is seeking the approval of the Shareholders by means of ratification, for the
remuneration to be paid to Cost Auditor vide Resolution No. 4 of the Notice of the ensuing AGM of the
Company pursuant to Section 148 of the Act.

Certificate from M/s. Joshi Apte & Associates, Cost Accountants, has been received to the effect that their
appointment as Cost Auditor, if made, would be in accordance with the provisions of the Act and Rules
framed thereunder.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

The provisions of Section 135 of the Companies Act, 2013 for Corporate Social Responsibility (CSR) are applicable
to the Company for the Financial Year 2025-2026.

The brief outline of the Corporate Social Responsibility (CSR) policy of the Company and Annual Report on CSR
activities during the year under review are set out in Annexure 'B' of this report. For other details regarding the

CSR Committee, please refer to the Corporate Governance Report, which is a part of this report. The CSR policy
is available on the website of the Company.

CODE OF CONDUCT:

Your Company is committed to conducting its business in accordance with the applicable laws, rules and
regulations and highest standards of business ethics. In recognition thereof, the Board of Directors has
implemented a Code of Conduct for adherence by the Directors, Senior Management Personnel and Employees
of the Company. The Code of Conduct deals with ethical issues and also fosters a culture of accountability and
integrity. The Code made in accordance with the requirements of the Listing Regulations has been posted on
the Company's website https://simmondsmarshall.com/investors/#tab-id-1.

All the Board Members and Senior Management Personnel have confirmed compliance with the Code.
INTERNAL FINANCIAL CONTROLS:

The establishment of an effective corporate governance and internal control system is essential for sustainable
growth and long-term enhancement of corporate value. Accordingly, the Company continuously strives to
strengthen these structures, recognizing that a robust internal control framework serves as a key pillar of sound
corporate governance.

The scope of audit activities is broadly determined by the annual audit plan, which is approved by the top
management and the Audit Committee. The Internal Auditors conduct regular reviews of the internal systems
and procedures, and submit reports outlining their findings. They also monitor the implementation of corrective
actions to ensure the effectiveness and continual improvement of the internal control framework.

The Audit Committee of the Board of Directors periodically reviews the adequacy and effectiveness of the internal
financial control system of the Company. Based on its assessment, the Committee provides recommendations to
enhance and strengthen the internal control mechanisms, thereby ensuring reliability and integrity of financial
reporting and compliance with applicable laws and regulations.

Based on the internal financial control and compliance procedures established and maintained by the Company,
along with the work carried out by the internal auditors & statutory auditors including their audit of internal
financial controls—and the reviews conducted by the management and the Audit Committee, the Board is of
the opinion that the Company's internal financial controls were adequate and operating effectively during the
financial year 2025-26.

The Company has adopted comprehensive policies and procedures to ensure the orderly and efficient conduct of
its business operations. These encompass adherence to established policies, safeguarding of assets, prevention
and detection of fraud and errors, ensuring the accuracy and completeness of accounting records, and the
timely preparation of reliable financial disclosures.

RISK MANAGEMENT POLICY:

The Company has implemented a Risk Management Policy approved by the Board of Directors, which establishes
a comprehensive framework for identifying and assessing various risks, including operational, strategic, financial,
regulatory, and human resource risks. This policy ensures the development of adequate risk management
infrastructure to effectively address these risks. The Audit Committee oversees financial risks, controls, and cyber
security. Major risks identified across different business units and functions are systematically managed through
continuous mitigating actions. The risk management framework is regularly reviewed, with the Management
consistently monitoring its development and implementation. Furthermore, the Company has established a
robust internal audit function that systematically reviews and ensures the ongoing effectiveness of its internal
financial controls.

VIGIL MECHANISM / WHISTLE BLOWER POLICY:

As per the provisions of Section 177(9) of the Companies Act, 2013 ('Act'), and Regulation 22 of the SEBI Listing
Regulations, the Company is required to establish an effective Vigil Mechanism for directors and employees to
report genuine concerns.

The Company has adopted a Whistle Blower Policy to provide a formal mechanism to the Directors and
Employees to report their genuine concerns about unethical behaviour, actual or suspected fraud or violation

of the Company's Code of Conduct or Ethics Policy. The policy provides for adequate safeguards against
victimization of employees who avail of the mechanism and also provides for direct access to the Chairman
of the Audit Committee. It is affirmed that no personnel of the Company have been denied access to the
Audit Committee. During the year under review, the Company did not receive any complaints under the Vigil
Mechanism/Whistleblower Policy. The Whistle Blower Policy has been posted on the website of the Company
https://simmondsmarshall.com/investors/#tab-id-10.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013:

The Company has always believed in providing a safe and harassment-free workplace for every individual
working in the Company. The Company has complied with the applicable provisions of the aforesaid Act and
the Rules framed thereunder. The Company has in place an Anti-Sexual Harassment Policy in line with the
requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013 and the same is available on the Company's website at https://simmondsmarshall.com/investors/#tab-
id-10. All employees (permanent, contractual, temporary and trainees, etc.) are covered under this Policy.

MATERNITY BENEFIT ACT, 1961:

The Company ensures that all eligible women employees are provided with maternity benefits in accordance

with the Act, including but not limited to paid maternity leave, nursing breaks, and protection from dismissal

during maternity leave.

INVESTOR EDUCATION & PROTECTION FUND (IEPF) & NODAL OFFICER:

> Pursuant to the applicable provisions of the Act read with the IEPF Authority (Accounting, Audit, Transfer
and Refund) Rules, 2016 ("the Rules"), all unpaid or unclaimed dividends are required to be transferred
by the Company to the IEPF established by the Government of India, after the completion of seven
years. Further, according to the 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 IEPF
Authority. Accordingly, the Company has transferred the unclaimed and unpaid dividends of Rs. 1,34,675/-
in respect of Financial Year 2017-18.

> Further, pursuant to provision 124(6) of the Act and IEPF Rules, during the financial year 2025-26, 18,735
Equity shares were transferred in respect of which dividend has not been claimed by the members for
the Financial Year 2017-18. Details of such shares transferred have been uploaded on the website of the
Company at https://simmondsmarshall.com/investors/#tab-id-12.

> Nodal Officer

The Company has appointed Ms. Surbhi Khandelwal, Company Secretary & Compliance Officer of the
Company as the Nodal Officer with effect from June 01, 2023, for the purpose of verification of claims filed
with the Company in terms of IEPF Rules and for co-ordination with the IEPF Authority. The Company has
appointed Mr. Jimmy B. Zaiwala as the deputy nodal officer with effect from March 01,2024. The said details
are also available on the website of the Company i.e. https://simmondsmarshall.com/investors/#tab-id-12.

Members are requested to claim the dividend(s), which have remained unclaimed/unpaid, by sending a
written request to the Company at secretarial@simmondsmarshall.com or to the Company's Registrar and
Transfer Agent MUFG Intime India Private Limited at rnt.helpdesk@in.mpms.mufg.com or at their address
at C- 101, 247 Park, LBS Marg, Vikhroli (West), Mumbai - 400 083.

CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION & ANALYSIS REPORTS:

The Company is in full compliance with the requirements and disclosures that have to be made in terms of the

requirements of Corporate Governance specified in SEBI Listing Regulations.

In terms of the provisions of Schedule V(C) of the SEBI Listing Regulations, a detailed Report on Corporate
Governance forms part of this Annual Report. Further, though for better readability and easy reference of
the Shareholders, a Certificate from the Secretarial Auditors of the Company confirming compliance with the
requirements of Corporate Governance as specified in SEBI Listing Regulations is provided together with the
Report on Corporate Governance, the same shall be considered to be an annexure to this Report.

Management Discussion & Analysis Report, which form an integral part of this Report, are set out as separate
Annexure.

HEALTH, SAFETY AND ENVIRONMENT:

The Company is aware of the importance of environmentally clean and safe operations. The Company's
policy requires conduct of operations in such a manner, so as to ensure safety of all concerned, compliances,
environmental regulations and preservation of natural resources at the Plant.

CHANGE IN THE NATURE OF BUSINESS:

There has been no change in the nature of business of the Company.

MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY
OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE FINANCIAL STATEMENTS RELATE
AND THE DATE OF THE REPORT:

No material changes and commitments affecting the financial position of the Company occurred between the
end of the Financial Year to which this financial statement relate and on the date of this report.

THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE:

There are no significant or material orders which were passed by the Regulators or Courts or Tribunals which
impact the going concern status and the Company's operations in future.

DEPOSITORY SERVICES:

The Company's Equity Shares have been admitted to the depository mechanism of the National Securities
Depository Limited (NSDL) and also the Central Depository Services (India) Limited (CDSL). As a result, the
investors have an option to hold the shares of the Company in a dematerialized form in either of the two
Depositories. The Company has been allotted ISIN No. INE657D01021.

Shareholders therefore are requested to take full benefit of the same and lodge their holdings with Depository
Participants [DPs] with whom they have their Demat Accounts for getting their holdings in electronic form.

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNING AND OUTGO:

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo
pursuant to Section 134(3)(m) of the Act read with the Rule 8(3) of the Companies (Accounts) Rules, 2014 is
appended as Annexure 'C' and forms part of this report.

PARTICULARS OF EMPLOYEES:

The information required pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure 'D'
and forms an integral part of this Annual Report. Further, a statement showing the names and other particulars
of employees drawing remuneration in excess of the limits set out in the Rules 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this report. However, in
terms of the first provision of Section 136(1) of the Companies Act, 2013, 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 to email ID secretarial
simmondsmarshall.com. whereupon a copy would be sent.

BUSINESS RESPONSIBILITY REPORTING:

The Business Responsibility Reporting as required by Regulation 34(2) of the SEBI Listing Regulations is not
applicable to the Company for the financial year ending March 31, 2026.

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

There were no proceedings, either initiated by the Company or against the Company, pending under the
Insolvency and Bankruptcy Code, 2016, before the National Company Law Tribunal or any other court.

THE 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.

No such transaction is done by the Company during the year under review.

AFFIRMATION ON COMPLIANCE OF SECRETARIAL STANDARDS:

The Company has implemented an adequate system to ensure compliance with all applicable and mandatory
Secretarial Standards issued by the Institute of Company Secretaries of India, and the system is operating
effectively.

LISTING:

The Company's Shares are listed on BSE Limited and the Company ensures timely payment of the requisite
listing fees to the stock exchange.

CREDIT RATING:

The particulars of the Credit Rating are detailed in the Corporate Governance Report, which forms part of this
Annual Report

APPRECIATION:

The Directors sincerely appreciate the assistance and cooperation extended by banks, government, customers,
vendors, and investors during the year under review. They also wish to express their gratitude for the efficient
and loyal services rendered by every employee, acknowledging that it is through their dedicated efforts that
the Company's overall performance has been achieved. The Directors look forward to the long-term future with
confidence and deeply value the contributions made by every member of the Company.

For and on behalf of the Board of Directors,
SIMMONDS MARSHALL LIMITEDN.S. MARSHALL I. M. PANJU

PLACE: MUMBAI (DIN: 00085754) (DIN: 00121748)

DATE: AUGUST 07, 2026 CHAIRMAN & MANAGING DIRECTOR WHOLE TIME DIRECTOR