The year 2025 was a turning point for India's Media & Entertainment (M&E) industry and witnessed remarkable growth, as it entered a new
phase of scale and innovation, fueled by digital transformation and a large tech-savvy youth population. The performance of M&E Industry in
2025 surpassed last year's estimates, reinforcing confidence in the sector's long-term trajectory and its ability to adapt to evolving market
dynamics. The India M&E sector contributes around 0.8% of India's GDP provides direct employment to around 2.75 million people, and indirect
employment to over 10 million people.

As per the FICCI-EY M&E Report 2026 ("Report"), Indian M&E Industry contributed INR 2.78 trillion in the year 2025, 9% increase from
2024, which outpaced India's nominal GDP per capital growth of 7%. Beyond growth in numbers, the year 2025 reflected evolving audiences'
engagement with the convergence of technology with storytelling, music, gaming, and live events is pushing the boundaries of traditional formats
and encouraging innovation across platforms. As per PwC Global Entertainment & Media Outlook 2025-29, the millennial and Gen Z population
is at the heart of India's M&E growth story, with over 910 million people.

All figures are gross of taxes (INR in billion) for calendar years | EY estimates
Source: FICCI-EY M&E, 2026

Based on the Report, digital media became the first M&E segment crossed INR 1 trillion and grew by 31% in 2025. Live events monetization grew
by 44%, fueled by higher spending on ticketed events, personal functions such as weddings, government events and religious gatherings including
the Maha Kumbh Mela, Out-of-home media grew by 13% and Film segment contributed 7% of total industry revenues by recording INR 205 billion.
According to the Report's estimate, the Indian M&E sector is expected to grow 2.8% in 2026 to reach INR 2.86 trillion.

MUSIC

According to IFPI's Global Music Report 2026, global music revenues
reached an all-time high of US$31.7 billion in 2025, growing by 6.4%
and marking the eleventh year of consecutive growth. Total streaming
revenues, including both paid subscription and advertising-supported,
surpassed US$22 billion in 2025, representing 69.6% of total recorded
music revenues. Paid subscription streaming revenues increased 8.8%
in 2025 and reached 837 million users of paid streaming subscription
accounts globally.

As stated in the FICCI-EY M&E Report 2026, the Indian music segment
grew by 10% to reach INR 59 billion in 2025 out of which digital licensing
revenues, comprising revenues earned from music streaming platforms,
YouTube, social media platforms and telecom operators, garnered 58% of
total music segment revenues. Digital consumption became the preferred
mode of consumption. Other licensing revenues and other income
contributed 27% and 15% of total music segment revenues, respectively.

EY Estimates

Source: FICCI-EY M&E, 2026

Other licensing revenues, including music labels' share of performance
and publishing rights, sync, physical sales and exports, grew by 23%
over 2024. Other income which includes labels' investments in live
events, artist management and branded content, grew to 15% of total
music segment revenues. As per the Report, the music segment is
expected to grow at a CAGR of 9% to reach INR 75 billion by 2028.

BUSINESS OVERVIEW

TIPS MUSIC, one of India's leading entertainment companies, is
engaged in the business of production, acquisition, and monetisation
of audio-visual music content library in India and overseas through
licencing on various platforms. One of the strongest assets of the
Company are its rich and evergreen music collection of over 34,000
songs across all genres and major languages. The Company has a
widespread presence across leading global digital platforms such as
YouTube, Spotify, Jio Saavn, Meta, Apple Music, Amazon Music etc.

FINANCIAL PERFORMANCE
• Financial Results

The Company's financial performance during 2025-26 as compared
to the previous year 2024-25 is summarised below:

During the year under review, the Company has released 399
new songs. The Company also acquired more than 4,000 heritage
Gujarati and Kutchi songs of Studio Radha which leads to strategic
expansion into regional markets, delivering authentic folk traditions
with contemporary reach to Indian and global audiences.

• Change in the nature of business

During the year under review, there was no change in the nature
of business of the Company.

• Material changes and Commitments

There have been no material changes and commitments affecting
the Company's financial position between the end of the financial
year and the date of this Report.

• Key Financial Ratios

Key Financial Ratios for the financial year ended March 31, 2026,
are provided under Note 37(14) of the Notes to the Financial
Statements, which forms part of this Report.

DIVIDEND & RESERVE

• Dividend

Based on the strong performance of the Company during the
financial year, the Board has declared and paid three interim
dividends, aggregating to a total interim dividend of INR 13 (1300%)
per equity share of face value of INR 1/- each. The Company has
been actively rewarding its shareholders by returning substantial
free cash flow of INR 166.18 Crores.

The Board of Directors did not recommend any final dividend for
the financial year ended March 31,2026.

• Dividend Distribution Policy

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://website-cms.tips.in/assets/ef265bcf-1580-4845-8e53-
057478556c00.pdf.

• Transfer to Reserves

During the year under review, the Company has not transferred
any amount to the General Reserve. Complete details regarding
the movement in Reserves and Surplus are provided in the
Statement of Changes in Equity, which forms part of this Report.

SHARE CAPITAL

During the year under review, there was no change in the authorised
and paid-up share capital of the Company. As on March 31, 2026, the
authorised share capital of the Company stood at INR 20,00,00,000,
divided into 20,00,00,000 equity shares of face value of INR 1 each,
and the paid-up equity share capital stood at INR 12,78,31,590, divided
into 12,78,31,590 equity shares of face value of INR 1 each.

During the year under review, the Company has not issued any
Equity Shares with differential voting rights, Sweat Equity Shares and
Employee Stock Options.

SUBSIDIARIES/ ASSOCIATES /JOINT VENTURES

The Company does not have any subsidiary, associate and joint
venture company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

As on March 31, 2026, the Company has six Directors, comprising
three Executive Directors and three Non-Executive Independent
Directors, including one Women Independent Director. The details of
Board and Committee composition, meetings held, and other related
information are available in the Corporate Governance Report, which
forms part of this Report.

• Director retiring by rotation

In accordance with the provisions of the Act and Articles of
Association of the Company, Mr. Ramesh Taurani (DIN: 00010130),
Director of the Company, will retire by rotation and being eligible,
offers himself for re-appointment at the ensuing Annual General
Meeting. The resolution seeking approval of members for
appointment of Mr. Ramesh Taurani is provided in the Notice
of the 30th Annual General Meeting along with necessary
disclosures as required under the Companies Act, 2013, SEBI
Listing Regulations, and Secretarial Standard-2 on General
Meetings issued by the Institute of Company Secretaries.

• Re-appointment of Directors

The Members of the Company at the 29th Annual General
Meeting held on July 30, 2025 re-appointed Mr. Kumar Taurani
(DIN: 00555831) as the Chairman and Managing Director,
Mr. Girish Taurani (DIN: 08695775) as Executive Director and
Mr. Ramesh Taurani (DIN: 00010130) as Executive Director of the
Company for a further period of three years w.e.f. June 1, 2025.

• Declaration from Independent Directors

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.

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

During the year under review, the Non-Executive Independent
Directors of the Company had no pecuniary relationship or
transactions with the Company, other than sitting fees for the
purpose of attending meetings of the Board and Committees
of the Company.

• Policy on Directors' appointment and remuneration

The policy of the Company on directors' appointment and
remuneration, including the criteria for determining qualifications,
positive attributes, independence of a director and other matters,
as required under sub-section (3) of Section 178 of the Act, is

available on the Company's website and can be accessed
by clickinghere.

• Board Evaluation

Pursuant to the provisions of the Companies Act, 2013 and the
SEBI Listing Regulations, the Company has conducted the Annual
Performance Evaluation process, evaluating the performance of
the Board, its committees and all the individual directors (including
Independent Director, Non-Independent Director and Chairman).
The criteria of evaluation have been explained in the Corporate
Governance Report, which forms part of this Report.

• Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Act, Mr. KumarTaurani,
Chairman and Managing Director, Mr. Ramesh Taurani, Executive
Director, Mr. Girish Taurani, Executive Director, Mr. Hari Nair, Chief
Executive Officer, Mr. Sushant Dalmia, Chief Financial Officer
and Ms. Bijal Patel, Company Secretary are the Key Managerial
Personnels ("KMPs") of the Company as on March 31,2026.

Mr. Hari Nair has tendered his resignation from the position of Chief
Executive Officer with effect from the close of business hours on
April 30, 2026, in order to pursue new opportunities. The Board places
on record its sincere appreciation for the valuable contributions and
guidance provided by Mr. Nair during his tenure with the Company.

BOARD POLICIES

The various policies that the Board has approved and adopted in
accordance with the requirements set forth by the Act and the SEBI
Listing Regulations is available on the Company's website and can be
accessed by clicking here.

DIRECTORS' RESPONSIBILITY STATEMENT

In terms of Section 134(5) of the Companies Act, 2013, in relation to
the audited financial statements of the Company for the year ended
March 31,2026; the Board of Directors hereby confirms that:

a) In the preparation of the annual accounts for the financial year
ended March 31,2026, the applicable accounting standards have
been followed and there are no material departures from the same;

b) They have selected such accounting policies and applied them
consistently and made judgments and estimates that are

reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company as at March 31, 2026 and of the
profit of the Company for that period;

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

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

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

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

DETAILS OF BOARD AND COMMITTEE MEETINGS

• Board Meetings

The Board of Directors of the Company met four times during the
financial year 2025-26. The dates of the Board Meetings and the
attendance of the Directors at the meetings are provided in the
Corporate Governance Report, which forms part of this Report.

• Committees of the Board

With a view to have a more focused attention on the business
and for better governance and accountability, the Board has
constituted the Committees viz. Audit Committee, Stakeholders
Relationship Committee, Nomination and Remuneration
Committee, Corporate Social Responsibility Committee and Risk
Management Committee.

The details with respect to the compositions, roles, terms
of reference, etc. of relevant committees are provided in the
Corporate Governance Report of the Company, which forms part
of this Report.

AUDITORS AND THEIR REPORTS
STATUTORY AUDITORS

• Appointment of Statutory Auditors

The Members of the Company, at the 28th AGM held on July 26,

2024 approved the appointment of MSKA & Associates LLP

(Formerly Known as MSKA & Associates), Chartered Accountants,
(Firm Registration No. 105047W/W101187), as the Statutory
Auditors of the Company, for a period of five years, to hold office
till the conclusion of the 33rd AGM to be held for the financial year
ended March 31, 2029.

• Statutory Auditors' Report

The Reports given by the Statutory Auditors on the Financial
Statements of the Company for financial year 2025-26 do not
contain any qualification, reservation or adverse remarks and
forms part of this Report.

SECRETARIAL AUDITORS

• Appointment of Secretarial Auditors

In accordance with the provisions of Section 204 of Act read with
rules made thereunder and Regulation 24A of the SEBI Listing
Regulations, Members of the Company at the 29th Annual General
Meeting of the Company, appointed M/s. N.L. Bhatia & Associates,
Practising Company Secretaries, (Certificate of Practice No.: 9625
and Peer Review Certificate No.6392/2025) as the Secretarial
Auditors of the Company, for a term of five consecutive financial
years commencing from April 1, 2025, and fixed their remuneration.

• Secretarial Audit Report

In terms of Section 204 of the Act, the Secretarial Audit Report
in Form No. MR-3, issued by the Secretarial Auditors, is annexed
herewith as Annexure A and forms part of this Report.

• Annual Secretarial Compliance Report

In accordance with Regulation 24A of the of the SEBI Listing
Regulations, a Secretarial Compliance Report for the financial year
ended 2025-26 on compliance of all applicable SEBI Regulations
and circulars/ guidelines issued thereunder, was obtained from
M/s. N.L. Bhatia & Associates, Practicing Company Secretaries.

There are no qualifications, reservations or adverse remarks made
by Secretarial Auditors in their Report.

During the year under review, neither the statutory auditors nor
the secretarial auditor has reported to the audit committee, under
Section 143(12) of the Act, any instances of fraud committed
against the Company by its officers or employees, the details of
which are required to be disclosed in the Directors' Report.

COST AUDIT

Maintenance of cost records and requirement of cost audit as
prescribed under the provisions of Section 148(1) of the Act are not
applicable for the business activities carried out by the Company.

INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Act read with the rules
made thereunder, Grant Thornton Bharat LLP and M/s. Maheshwari &
Co., Chartered Accountants (Firm Registration No. 105834W), were
re-appointed as the Internal Auditors of the Company for the financial
year 2025-26. Grant Thornton Bharat LLP conducts the internal audit
of the specified areas of the Company, and M/s. Maheshwari & Co.,
Chartered Accountants, conducts the revenue audit of the Company.

Internal audits are carried out periodically and the reports are placed
before the Audit Committee and the Board of Directors for their
consideration and direction. The scope of work is determined by the
Audit Committee and the Board of Directors.

INTERNAL CONTROL AND FINANCIAL REPORTING SYSTEMS

The Internal Financial Controls with reference to financial statements
as designed and implemented by the Company are adequate.
It has documented the procedures covering all financial and operating
functions and processes. These have been designed to provide a
reasonable assurance with regard to maintaining of proper accounting
controls for ensuring the reliability of financial reporting, monitoring
of operations, protecting assets from unauthorized use or losses and
compliance with regulations.

Adequate internal control systems commensurate with the nature
of the Company's business and size and complexity of its operations
have been recognized. Internal control systems ensure the reliability of
financial reporting, timely feedback on the achievement of operational
and strategic goals, compliance with applicable laws and regulations
and that all assets and resources are acquired economically, used
efficiently and adequately protected.

During the year under review, no material or serious observations have
been received from the Internal Auditors of the Company with respect
to inefficiency or inadequacy of the controls.

RISK MANAGEMENT

The Company has in place a Risk Management Policy commensurate
with the size of the Company, which provides for a robust risk
management framework to mitigate and minimize the impact of risks.

The Risk Management Committee has been constituted to identify,
monitor and report on the potential risks associated with the Company's
business and periodically keeps the Board of Directors apprised of
such risks and the measures taken by the Company to mitigate such
risks. Accordingly, the Company has identified the risks that can impact
its business performance and plans:

• Changing Music Consumption Patterns

Music success is now driven by platform engagement and
algorithms, rather than long-term listening cycles. According to the
Duetti's report "Viral Trends rarely turns Into Long-Term Streaming
Income" Of over 6 million proprietary songs, only 1.14% of
the tracks went viral, out of those, just 0.11% maintained that
momentum for more than six months, which indicates that while
virality can generate short-term boosts in streams and visibility,
it rarely translates into sustained revenue growth. The increasing
saturation of content across digital platforms and increased
competition may impact the discoverability, audience reach, and
monetisation potential of quality content.

• Low Average Revenue Per User

The music streaming market in India faces monetization difficulties
due to its very low Average Revenue Per User. Deep subscription
discounts and ad-supported freemium tiers limit revenue
generation despite a large and growing user base.

OPPORTUNITIES• Rise of Smartphones and Music Platforms

In today's digital world, smartphones and music are closely
intertwined. Music has found a new home on platforms like
Reels, YouTube Shorts which discover more audiences particularly
younger audiences on such platforms. As per the FICCI-EY M&E,
2026, 40% of India's population uses smartphones. In 2025,
Indians spent around 1.23 trillion hours on their phones, an
increasing a 9% over 2024. Indians consumed 59% of their
phone time on media and entertainment including social media.
Accelerated 5G deployment has further increased smartphone
adoption penetration. Smartphone penetration is expected to
grow to 670 million by 2028. India is fundamentally a mobile-first
market, where the mobile phone has become the primary screen
followed by television as the secondary one.

• Music Streaming Growth

As per the FICCI-EY M&E Report, 2026, Music streaming reached
approximately 178 million active users. Excluding social platforms,
stream count increased 14.7% in 2025. Audio subscription
revenue grew 48% in 2025 to INR 10 billion on the back of
significant industry efforts to grow paid subscribers. In FY2025,
Spotify India achieved profitability, primarily due to an 88% surge
in subscription revenue, supported by the introduction of new
subscription tiers and the rollout of lossless streaming in the
market. JioSaavn crossed 500 million downloads on the Google
Play Store, marking a significant milestone for the India-based
music streaming app. The average monthly streams per paid
streamer were over 1,100 and paid digital streams stood at
approximately 13.6 billion per month, reflecting strong user
engagement and monetization growth.

OUTLOOK

Music is part of the broader content industry that comprises news,
television serials, films, and music. Each of these sub-segments has
their own economic attributes and appropriate monetization methods.
Many factors determine the value of content. Content that can be
monetized multiple times naturally commands greater economic
value. Music ranks at the top of the content pyramid when ranked on
repeated monetization.

Based on the FICCI-EY M&E Report 2026, the Indian music segment
is expected to grow at a CAGR of 9% and reach INR 75 billion by 2028
driven by the expansion of smartphone penetration, growth in the SVOD
base, music concerts and live events, rising social media consumption,
as well as increased international consumption of Indian music.

For the first time in 2025, India's paid music streaming market crossed
INR 10.3 billion in subscription revenue.The number of paid subscribers
is expected to grow between 28 and 30 mill ion by 2028, driven by
affordable subscription plans, telco bundling, eliminating free features,
improved payment ecosystems.

The India music streaming market is witnessing a significant surge
in demand for regional and vernacular music content as platforms
expand their catalogues to cater to linguistically diverse audiences.
According to IMARC Group - India Music Streaming Market Report,
in 2025, Gaana's mid-year report highlighted that listeners in India's
metros and tier-2 cities were increasingly tuning into diverse linguistic
and musical styles, with regional artists from Maharashtra, Haryana,

Tamil Nadu, and Bihar topping charts and reshaping national listening
habits. As per the FICCI-EY M&E Report 2026, regional language
content accounting for 56% of the total content produced for digital
platforms, compared to Hindi. This production trend is mirrored in
consumption patterns as well, with regional music continuing to see
strong demand in 2025. Hindi music dominates with 59% of total
usage, followed by Punjabi as the second-largest segment.

At the heart of India's M&E growth story is its massive millennial and
Gen Z population. This digitally native audience is not only consuming
more content but also demanding diverse, immersive, and personalised
experiences. Gen Z and millennials are seeking an "experience-first"
lifestyle. Their appetite for storytelling, music, gaming, and live events
is pushing the boundaries of traditional formats and encouraging
innovation across platforms. Gen Z consumers prefer personalized and
creator-led content over traditional media.

HUMAN RESOURCES

TIPS MUSIC has always believed that its people are its most valuable
assets. The Company ensures that all its employees enjoy a safe and
healthy working environment. The Company has a strong emphasis
on values based on integrity, excellence, and passion. We have
always had a mutually respectful and appreciative relationship with
all our employees.

As of March 31, 2026, the number of employees on the payroll of the
Company were 69.

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

As required under Section 197(12) of the Act read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014, disclosure pertaining to remuneration and other details is
annexed herewith as Annexure B and forms part of this Report.

A statement containing particulars of the employees as required under
Section 197(12) of the Act read with Rule 5(2) and (3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014
is provided as a separate Annexure forming part of this report. In terms
of proviso to Section 136(1) of the Act, the Report and Accounts are
being sent to the Shareholders, excluding the aforesaid Annexure.
The said information is available for inspection by the Members at
the registered office of the Company up to the date of the ensuing
Annual General Meeting. Any Member interested in obtaining such
particulars may write to the Company Secretary at the registered office
of the Company.

WHISTLE-BLOWER POLICY / VIGIL MECHANISM POLICY

In compliance with the provisions of Section 177(9) of the Act and and
Regulation 22 of SEBI Listing Regulations, the Board of Directors of
the Company has framed the Whistle-Blower Policy/Vigil Mechanism
Policy for Directors and employees of the Company to report genuine
concerns about unethical behaviour and to ensure strict compliance
with ethical and legal standards across the Company. This Policy
is available on the Company's website and can be accessed by
clickinghere.

RELATED PARTY TRANSCATIONS

All related party transactions entered into by the Company during the
financial year under review were in the ordinary course of business
and on arm's length basis and the same were in compliance with
the applicable provisions of the Companies Act, 2013 and the SEBI
Listing Regulations.

Pursuant to Section 134(3)(h) of the Act, details of transactions
entered into with related parties under the Act are provided in Form
No. AOC-2, annexed herewith as Annexure C and forming part
of this Report.

The policy on Related Party Transactions as approved by the Board is
available on the Company's website and can be accessed by clicking
here. The Policy was amended to align it with the amendments in the
SEBI Listing Regulations.

DEPOSITS

There were no outstanding deposits within the meaning of Section 73
and 74 of the Act read with rules made thereunder at the end of financial
year or the previous financial years. The Company did not accept any
deposit during the year under review. Accordingly, disclosing the
details of deposits which are not in compliance with the requirements
of Chapter V of the Act is not applicable.

PARTICULARS OF LOANS, INVESTMENTS, GUARANTEES OR
SECURITY PROVIDED BY THE COMPANY

The particulars of the loans given, investments made or guarantees
given or security provided during the year, as required under Section
186 of the Act have been disclosed in the financial statements, which
forms part of this Report.

SECRETARIAL STANDARDS

The Company has complied with the Secretarial Standards issued by
the Institute of Company Secretaries of India.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND
FOREIGN EXCHANGE EARNINGS AND OUTGO

• Conservation of energy

The particulars as required under the provisions of Section 134(3)
(m) of the Act read with rule 8 of the Companies (Accounts)
Rules 2014, in respect of conservation of energy have not been
provided, considering the nature of activities undertaken by the
Company during the year under review.

• Technology absorption

The Company has not imported any technology during the year
under review. Accordingly, the disclosures relating to technology
absorption are not applicable.

• Foreign exchange earnings and outgoings

Details of foreign exchange earnings and outgoings of the Company
during the year are provided in Notes to the Financial Statements.

CORPORATE GOVERNANCE REPORT

A report on Corporate Governance is provided in a separate section of
this report together with the Certificate from the Practicing Company
Secretaries confirming compliance of conditions of Corporate
Governance as stipulated under the SEBI Listing Regulations.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Board has constituted a Corporate Social Responsibility ("CSR")
Committee in terms of the provisions of Section 135 of the Act read
with rule made thereunder. The composition and terms of reference of
the CSR Committee is provided in the Corporate Governance Report,
which forms part of this report.

The Annual Report on CSR activities, containing details of the expenditure
incurred by the Company and brief details of the CSR activities, is annexed
herewith as Annexure D and forms part of this Report.

The Board has framed a CSR Policy for the Company, on the
recommendations of the CSR Committee, and the is available on the
Company's website and can be accessed by clickinghere.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

In compliance with Regulation 34(2)(f) of the SEBI Listing Regulations read
with SEBI circulars issued from time to time, the Business Responsibility

and Sustainability Report for the financial year ended March 31, 2026 is
provided in a separate section, forms part of this Report and is available on
the Company's website and can be accessed by clickinghere.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act,
the Annual Return of the Company as on March 31, 2026, in form
MGT -7, is available on the Company's website and can be accessed
by clickinghere.

MAINTENANCE OF BOOKS OF ACCOUNTS OF COMPANY AT A
PLACE OTHER THAN REGISTERED OFFICE OF THE COMPANY

The Company maintains its books of accounts at 402, Everest
Classic, Plot no. 390, Linking Road, Khar - West Mumbai 400052,
Maharashtra, India.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company has adopted a policy on prevention, prohibition and
redressal of sexual harassment at workplace in line with the provisions
of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 and the rules made thereunder.
The Company has complied with provisions relating to the constitution
of Internal Complaints Committee under the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013. During the year under review, your Company has not received
any complaint pertaining to sexual harassment.

The Company has arranged an interactive awareness workshop in this
regard for employees during the year under review.

MATERNITY BENEFITS

The Company is in compliance with the applicable provisions relating
to maternity benefits as prescribed under the Maternity Benefit Act,
1961/ the Code on Social Security, 2020.

OTHER DISCLOSURES

The Directors state that no disclosure or reporting is required in respect
of the following items as there were no transactions on these items
during the year under review:

• There were no significant and material orders passed by the
regulators or courts or tribunals impacting the going concern
status of the Company and or its operations in future.

• There were no proceedings initiated or pending against the
Company under the Insolvency and Bankruptcy Code, 2016 and
there was no instance of one-time settlement with any bank or
financial institution.

• The Company does not have holding company or subsidiary
company, hence the provisions of Section 197(14) of the Act
relating to receipt of remuneration or commission by the
Managing Director and Executive Director from such entities, are
not applicable.

• There was no revision of the financial statements and the Board's
Report of the Company during the year under review.

CAUTIONARY STATEMENT

Statements in this Board's Report and Management Discussion and
Analysis describing the Company's objectives, projections, estimates,
expectations or predictions may be forward-looking within the meaning
of applicable securities laws and regulations. Actual results may differ
materially from those expressed in the statement. Important factors
that could influence the Company's operations include changes in
government regulations, tax laws, economic and political developments
within and outside the country and such other factors.

ACKNOWLEDGMENTS

The Directors wish to place on record their sincere appreciation for the
dedicated efforts and consistent contribution made by the employees
at all levels, to ensure that the Company continues to grow and excel.

The Directors wish to express their sincere appreciation and thanks to
all the members, regulatory authorities, financial institutions, bankers,
vendors and other business associates for their consistent support and
co-operation extended during the year.

For and on behalf of the Board of DirectorsKumar S. Taurani
Chairman and Managing Director

Place: Mumbai (DIN: 00555831)

Date: April 23, 2026