Your directors are pleased to present the 38^th Annual Report of Supreme Engineering Limited (“the
Company”) together with the audited financial statements for the year ended March 31, 2025.

FINANCIAL SUMMARY AND HIGHLIGHTS:

(Rs. In lakhs)

STATE OF THE COMPANY’S AFFAIRS:

During the year under review, the Company has earned on a standalone basis the total income for the
Financial Year ended March 31, 2025 stood at Rs. 1,742.30/- Lakhs as against an income of Rs.
2,543.40/- Lakhs for the Financial Year ended March 31, 2024. The Company incurred a Loss before tax
of Rs. 949.69/- Lakhs for the Financial Year ended March 31, 2025 as against a Loss before tax of Rs.
824.31/- for the Financial Year ended March 31, 2024. The Company reported a net Loss of Rs. 1180.99/-
Lakhs for the Financial Year ended March 31, 2025 as against net profit of Rs. 1104.04/- for the Financial
Year ended March 31, 2024.

Your director’s are hopeful of better performance in the forthcoming year.

TRANSFER TO RESERVE:

During the year under review, the Company has not transferred any amount to the General Reserve.
DIVIDEND:

The Board of Directors of your Company, after considering holistically the relevant circumstances, has
decided that it would be prudent, not to recommend any Dividend for the year under review and retain the
profits of the Company for its future growth.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION
FUND:

Since there was no unpaid/unclaimed Dividend in the books or any Unpaid Dividend declared and paid
last year, the provisions of Section 125 of the Companies Act, 2013 do not apply to your Company.

CHANGE IN NATURE OF BUSINESS:

There has been no change in the business of the Company during the financial year ending March 31,
2025.

SUBSIDIARY/ JOINT VENTURE/ ASSOCIATE COMPANY:

The Company has no subsidiaries/joint venture/ associate for the Financial Year 2024-25.

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

There are no material changes and commitments, affecting the financial position of the Company, which
has occurred between the end of the financial year for the Company.

SHARE CAPITAL:

The paid up Equity Share Capital as at March 31, 2025 stood at Rs. 2499.50 Lakhs. 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, 2025, none of the
Directors of the Company hold instruments convertible into Equity Shares of the Company.

ANNUAL RETURN:

Pursuant to Section 92(3) and Section 134(3) (a) of the Act, read with Rule 12(1) of the Companies
(Management and Administration) Rules, 2014, the extract of Annual Return has been uploaded on the
Company’s website on https://www.supremesteels.com/

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Board of the Company is duly constituted in accordance with the requirements of the Act read with
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”).

A) Directors:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Company’s
Articles of Association, Mr. Abhinav Sanjay Chowdhri (DIN 07121484), is liable to retire by
rotation at the forthcoming AGM and being eligible offers herself for re-appointment.

The Board recommends the re-appointment of Mr. Abhinav Sanjay Chowdhri (DIN 07121484),
for the consideration of the Members of the Company at the ensuing AGM. The relevant details,
including profile of Mr. Abhinav Sanjay Chowdhri (DIN 07121484), is included separately in the
Notice of AGM.

As on the date of this Report, the Company’s Board comprises of six ((6) Directors viz. 1 Non
Executive-Non Independent Director, 2 Executive Directors and 3 Non-Executive Independent
Directors including women Director. The composition of the Board is in conformity with
Regulation 17 of the SEBI Listing Regulations and also with the provisions of the Act.

B) Independent Directors:

All Independent Directors of the Company have given declarations under Section 149(7) of the
Act that they meet the criteria of independence as laid down under Section 149(6) of the Act and
Regulation 16(1)(b) and other applicable provisions of the SEBI Listing Regulations. In terms of
Regulation 25(8) of the SEBI Listing Regulations, the Independent Directors have confirmed that
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 judgement and without any external influence. The Independent Directors hold office
for a fixed term of five years and are not liable to retire by rotation. In the opinion of the Board,
the Independent Directors, fulfill the conditions of independence specified in Section 149(6) of
the Act and Regulation 16(1) (b) and other applicable provisions of the SEBI Listing Regulations.

The terms and conditions of appointment of the Independent Directors are placed on the website
of the Company at https://www.supremesteels.com/ .

In compliance with the requirement of SEBI Listing Regulations, the Company has put in place a
familiarization programme for the independent directors to familiarize them with their role, rights
and responsibility as directors, the working of the Company, nature of the industry in which the
Company operates, business model, etc. The details of familiarization programme are explained
in the Corporate Governance Report and the same are also available on the website of the
Company at https://www.supremesteels.com/ .

C) Key Managerial Personnel:

Pursuant to the provisions of Sections 2(51) and 203 of the Act, read with the Rules framed
thereunder, the following are the Key Managerial Personnel of the Company:

- Mr. Sanjay Chowdhri, Managing Director

- Mr. Pranav Sanjay Chowdhri, CEO

- Mr. Sadashiv Sankappa Bangera, CFO

- *Ms. Varsha Dhandharia - Company Secretary

*During the financial year, Varsha Dhandharia has resigned from the post of Company
Secretary and Compliance Officer w.e.f 22.04.2024.

D) Committees of the Board:

The Company has Three Board Committees as on March 31, 2025:

1) Audit Committee

2) Nomination and Remuneration Committee

3) Stakeholders Relationship Committee

During the year, all recommendations made by the committees were approved by the Board.

Details of all the committees along with their main terms, composition and meetings held during
the year under review are provided in the Report on Corporate Governance, a part of this Annual
Report.

E) Nomination and Remuneration Policy:

The Board of Directors has framed a policy which lays down a framework in relation to
appointment and remuneration of Directors, Key Managerial Personnel, Senior Management, and
other employees of the Company (“Policy”). The Policy broadly lays down the guiding
principles, philosophy and the basis for payment of remuneration to Executive and Non-executive
Directors (by way of sitting fees and commission), Key Managerial Personnel, Senior
Management and other employees. The Policy also provides the criteria for determining
qualifications, positive attributes and independence of Director and criteria for appointment of
Key Managerial Personnel/Senior Management and performance evaluation which are considered
by the Nomination and Remuneration Committee and the Board of Directors whilst taking a
decision on the potential candidates.

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 also
available on the website of the Company at https://www.supremesteels.com/ .

F) Whistle Blower Policy /Vigil Mechanism:

As per the provisions of Section 177(9) and (10) of the Act and Regulation 22 of the Listing
Regulations, the Company has adopted a Whistle Blower Policy for establishing a vigil
mechanism for Directors and Employees to report genuine concerns about unethical behavior,
actual or suspected fraud or violation of the Company’s Code of Conduct and provide adequate
safeguards against victimization of persons who use such mechanism and makes provision for
direct access to the chairman of the Audit Committee in appropriate or exceptional cases. The
said policy has been hosted on the Company’s website at https://www.supremesteels.com/ .

G) Performance Evaluation:

Pursuant to the provisions of the Act and the SEBI Listing Regulations, the Board has carried out
the annual performance evaluation of the Directors individually as well as evaluation of the
working of the Board and of the Committees of the Board, by way of individual and collective
feedback from Directors. The manner in which the evaluation was conducted by the Company
and evaluation criteria have been explained in the Corporate Governance Report which forms part
of this Annual Report.

The Board of Directors has expressed its satisfaction with the evaluation process.

H) Number of Meetings of the Board:

During the financial year ended March 31, 2025, Twenty-Four (24) meetings of the Board of
Directors were held. The details of the meetings are as under:

The particulars of attendance of the Directors at the said meetings are detailed in the Corporate
Governance Report of the Company, which forms a part of this Report.

The intervening gap between the Meetings was within the period prescribed under the Companies
Act, 2013.

I) Remuneration of Directors, Key Managerial Personnel and Senior Management:

The remuneration paid to the Directors, Key Managerial Personnel and Senior Management is in
accordance with the Nomination and Remuneration Policy formulated in accordance with Section 178 of
the Act and Regulation 19 read with Schedule II of the Listing Regulations. Further details on the same
are given in the Corporate Governance Report which forms part of this Annual Report.

DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(3) (c) read with Section 134(5) of the Act, the Directors of the
Company state and confirm that:

A. in the preparation of the annual accounts for the financial year 2024-25, the applicable accounting
standards had been followed and there are no material departures from the same.

b. 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 as at March 31, 2025 and of the profit and loss of the Company for that period;

C. 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.

D. the directors had prepared the annual accounts on a going concern basis.

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

f. 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.

PARTICULARS OF LOANS, GUARANTEE, AND INVESTMENTS:

The particulars of loans, guarantees and investments as per Section 186 of the Act read with the
Companies (Meeting of Board and its powers) Rules, 2014 as on March 31, 2025, have been disclosed in
the Notes to the Financial Statements of the Company.

CORPORATE SOCIAL RESPONSIBILITY:

In line with the provisions of the Companies Act, 2013 and the rules framed there under with respect to
the Corporate Social Responsibility (CSR), your company is not governed by the provisions of Section
135 of the Companies Act, 2013 and Companies (Corporate Social Responsibility Policy) Rules, 2014.

So, the Company is not required to conduct CSR activities.

ENERGY CONSERVATION. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS AND OUTGO:

Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 (3) of the Companies (Accounts) Rules,
2014 requires disclosure of the particulars regarding conservation of Energy and Technology absorption.
The Company on continues basis undertakes programs of conserving energy. The details of the same are
as follows:

A. Conservation of energy

Steps taken/ impact on Conservation of energy, with special reference to the following:

(i) Steps taken by the Company for optimizing electrical consumption:

Steps taken by company for optimizing electrical consumption: Installation of capacitors for
reduction of PF thereby saving electricity consumption.

(ii) Capital Investment on energy conversion equipment’s - N.A.

B. Technology absorption:

1. Efforts in brief made towards technology absorption -N.A.

2. Benefits derived as a result of the above efforts, for e.g., products improvement, cost reduction,
product development, import substitution, etc, - N.A.

3. No technology was imported during the last 3 years - N.A.

4. Expenditure incurred on Research and Development - N.A.

C. Foreign exchange earnings and Outgo
Foreign Exchange Earnings/ Outgo:

The details of Foreign Exchange Earnings and outgo are as follows:

RISK MANAGEMENT:

The Audit Committee has been delegated the responsibility for monitoring and reviewing risk
management, assessment and minimization procedures, developing, implementing and monitoring the
risk management plan and identifying, reviewing and mitigating all elements of risks which the Company
may be exposed to.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

During the year under review, there are no significant material orders passed by the Regulators/Courts
that would impact the going concern status of the Company and its future operations.

AUDITORS:

A) Statutory Auditors & their Report:

Pursuant to the provisions of Section 139 of the Companies Act, 2013 (“the Act”) and the rules
made thereunder, M/s S. R. Dhariwal & Co., Chartered Accountants (Firm Registration No.
102466W), were appointed as the Statutory Auditors of the Company at the 37th Annual General
Meeting (“AGM”) held on September 28, 2024, for a term of five (5) consecutive years, from the
conclusion of that AGM until the conclusion of the 42nd AGM of the Company.

Subsequently, M/s S. R. Dhariwal & Co., Chartered Accountants (FRN: 102466W), tendered
their resignation on November 15, 2025, resulting in a casual vacancy in the office of Statutory
Auditors. To fill the said vacancy, the Board of Directors appointed M/s Rachna Patel & Co.,
Chartered Accountants (FRN: 141585W), as the Statutory Auditors of the Company to conduct
the Statutory Audit for the financial year ended March 31, 2025.

Further, M/s Rachna Patel & Co., Chartered Accountants (FRN: 141585W), resigned from the
office of Statutory Auditors on April 29, 2025, which again resulted in a casual vacancy. To fill
the said vacancy, the Board of Directors appointed M/s Rushabh Davda & Associates, Chartered
Accountants (FRN: 156559W), as the Statutory Auditors of the Company to conduct the
Statutory Audit for the financial year ended March 31, 2025.

M/s Rushabh Davda & Associates, Chartered Accountants, have submitted their Report on the
Financial Statements of the Company for the financial year ended March 31, 2025. The Auditors’
Report forms part of this Annual Report and does not contain any reservation, qualification, or
adverse remark. The observations of the Auditors, read together with the Notes to the Accounts,
are self-explanatory.

B) Secretarial Auditor & their Report:

Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed M/s. HRU &
Associates, Practicing Company Secretaries, for conducting Secretarial Audit of the Company for
the FY ended on March 31, 2025.

Secretarial Audit Report issued by Mr. Hemanshu R. Upadhyay in Form MR-3 forms part to this
Report as “Annexure- A”. The said report contains observation or qualification requiring
explanation or adverse remark.

The Management ensured to comply with all the provisions are compiled to the fullest extent.

A Secretarial Compliance Report for the FY ended March 31, 2025, on compliance of all
applicable SEBI regulations and circulars/guidelines issued thereunder, was obtained from Mr.
Hemanshu R. Upadhyay, Practicing Company Secretary, and submitted to the stock exchange.

C) Cost Auditor:

Pursuant to section 148 (3) of the Companies Act, 2013 and Rule 6(2) of the Companies (Cost
records and Audit Rules) 2014, Dinesh Jain & Company, Cost Accountants, (Registration No.

100583) are appointed as the Cost Auditors of the Company to conduct audit of cost records
made and maintained by the Company for Financial year commencing on 1st April, 2024 and
ending on 31st March, 2025.

During the year under review, the audit process remains incomplete; therefore, the remarks for
the Financial Year 2024-25 have not yet been issued.

D) Reporting of Frauds:

There was no instance of fraud during the year under review, which required the Auditors to
report to the Audit Committee and / or Board under Section 143(12) of Act and Rules framed
thereunder.

DISCLOSURE UNDER PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT:

The Company has adopted a Sexual Harassment Policy on prevention, prohibition, and Redressal of
sexual harassment at workplace in line with the provisions of Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder.

The aim of the policy is to provide protection to employees at the workplace and prevent and redress
complaints of sexual harassment and for matters connected or incidental thereto, with the objective of
providing a safe working environment, where employees feel secure. The Policy is available at the
Registered Office of the Company and is accessible to all the employees of the Company. The Company
has not received any complaints during the FY under review.

PUBLIC DEPOSITS:

During the year under review, your Company has not accepted any deposits within the meaning of
Sections 73 to 76A of the Act read with the Companies (Acceptance of Deposits) Rules, 2014.

CORPORATE GOVERNANCE:

Report on Corporate Governance and Certificate of the Auditor of the Company regarding compliance of
the conditions of Corporate Governance as stipulated in Part C of Schedule V of the Listing Regulations,
are provided in a separate section forming part of this Report as “Annexure B”.

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:

The Company has in place adequate internal financial controls with reference to the financial statements.
Internal audits are undertaken on a quarterly basis by Internal Auditors covering all units and business
operations to independently validate the existing controls. Reports of the Internal Auditors are regularly
reviewed by the management and corrective action is initiated to strengthen the controls and enhance the
effectiveness of the existing systems. The Audit Committee evaluates the efficiency and adequacy of the
financial control system in the Company and strives to maintain the standards in the Internal Financial
Control.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTY
TRANSACTIONS:

All transactions entered with related parties as defined under the Act during the FY were in the ordinary
course of business and on an arm’s length pricing basis and do not attract the provisions of Section 188 of
the Act. There were no materially significant transactions with the related parties during the FY which
were in conflict with the interest of the Company and hence, enclosing Form AOC-2 is not required.
Suitable disclosure as required by the Accounting Standard (AS 18) has been made in the notes to the
Financial Statements.

PARTICULARS OF EMPLOYEES:

During the year under review, no employee was in receipt of remuneration exceeding the limits as
prescribed under provisions of Section 197 of the Companies Act, 2013 and Rule 5(2) and 5(3) of
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The information
pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 relating to median employee’s remuneration is
made available at the corporate office of the Company during working hours for a period of twenty-one
(21) days before the date of the meeting.

COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company has complied with the applicable mandatory Secretarial Standards.

APPRECIATION & ACKNOWLEDGEMENTS:

The Board wishes to express its gratitude and record its sincere appreciation for the commitment and
dedicated efforts put in by all the employees of the Company. The Directors take this opportunity to
express their grateful appreciation for the encouragement, cooperation and support received from all the
stakeholders including but not limited to the Government authorities, bankers, customers, suppliers and
business associates. The Directors are thankful to the esteemed shareholders for their continued support
and the confidence reposed in the Company and its management.

For and on behalf of the Board

Supreme Engineering Limited,

Sd/-

Sanjay Chowdhri

Chairman and Managing Director
DIN:00095990

Date: October 31, 2025
Place: Navi Mumbai