Shradha Infraprojects Ltd

Dear Members,

The Board of Directors of Shradha Infraprojects Limited ("the Company" or "SHRAHDA") have pleasure in presenting the Twenty Eighth (28 ) Annual Report of the Company covering the highlights of the nances, business, and operations of your Company. Also included herein are the Audited Financial Statements of the Company (standalone and consolidated) prepared in compliance with Ind AS accounting standards, for the financial year ended March 31, 2025.

1. COMPANY INFORMATION: 1.1 FINANCIAL SUMMERY:

The Company's financial performance (Standalone & Consolidated) during the financial year ended March 31, 2025 is summarised below:

(Amount in 'Rs. Lakhs except EPS)

Note: Previous year's gures have been regrouped / reclassi ed wherever necessary to correspond with the current year's classification / disclosure.

The highlights of the Company's performance (Standalone) for the financial ended March 31, 2025 are summarized below:

4 Revenue from Operations and Other income for the FY 2024-25 is Rs 2189.72 Lakhs against Rs 1928.72 Lakhs for the FY 2023-24.

4 Pro t before Tax for the FY 2024-25 is Rs 1341.57 Lakhs against Rs 1053.54 Lakhs for the FY 2023-24.

4 Net Pro t for the FY 2024-25 is Rs 971.44 Lakhs as compared to Rs 948.10 Lakhs for the FY 2023-24, Earnings per Share (EPS) for the FY 2024-25 is Rs 1.92 vis-a-vis Rs 1.87 as on FY 2023-24.

The highlights of the Company's performance (Consolidated) for the financial ended March 31, 2025 are summarized below:

4 Total Consolidated Revenue from Operations and other Income, for the FY 2024-25 was Rs 11563.80 Lakhs as compared to Rs 11702.87 Lakhs in FY 2023-24.

4 Consolidated Pro t before Tax for the FY 2024-25 was Rs 3014.51 Lakhs as compared to Rs 2471.47 Lakhs in 2023-24.

4 Consolidated Pro t after Tax for the FY 2024-25 was Rs 2209.08 Lakhs as compared to Rs 2001.78 Lakhs in 2023-24.

4 Earnings per Share (EPS) for the FY 2024-25 is Rs 3.64 vis-a-vis Rs 3.68 as on FY 2023-24.

The amount transferred to Reserves and Surplus (Balance Sheet) as at 31st March 2025 (FY 2024-25) (Previous Year

FY 2023-24) is as follows:-

(Rs. in lakhs)

The opening balance as on 01st April, 2024 of Reserves & Surplus Account stood at Rs 5808.23/- Lakhs. After making adjustments and appropriations, the closing balance as on 31st March 2025 of Reserves & Surplus Account stood at Rs 6577.79/- Lakhs. The Members are advised to refer the Note No. 14 as given in the financial statements which forms the part of the Annual Report.

1.3 DIVIDEND :

During the financial year 2024-25 under review, a nal dividend @ 20% (Twenty Percent) i.e. Rs.1.00/- (Rupees

One Only) per Equity Share of face value of Rs.5/- each appropriated from the profits of the year 2023 - 2024, and was paid to those members whose names appear on the Register of Members on Friday, 12th July, 2024 after approval of the shareholders (members) at their Twenty Seventh (27 ) Annual General Meeting held on 27 July, 2024.

Further, Your Directors recommended a nal dividend @ 25% (Twenty Five Percent) i.e. Rs.0.50/- (Rupees Fifty

Paisa Only) per Equity Share of face value of Rs.2/- each appropriated from the profits of the year 2024 - 2025, subject to the approval of the shareholders (members) at the ensuing Twenty Eighth (28 ) Annual General

Meeting and will be paid to those members whose names appear on the Register of Members on Friday, 11 July, 2025.

1.4 MAJOR EVENTS OCCURRED DURING THE YEAR: i) STATE OF COMPANY'S AFFAIRS OF THE COMPANY.

During the financial year 2024-25 under review, there are no major events occurred, affecting the state of a airs of the company that include segment-wise position of business and its operations, status, key business developments, financial year, capital expenditure programs, status related to acquisition, merger, expansion, modernization, diversi cation, acquisition and assignment of material Intellectual Property Rights or any other material event having an impact on the a airs of the company

. ii) CHANGE IN THE NATURE OF BUSINESS:

The Company is primarily engaged in the activities of Real Estate Development. The Company develops residential, commercial, retail and social infrastructure projects. There was no change in nature of the business of the Company, during the year under review.

iii) 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:

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company's financial position have occurred between the end of the financial year of the Company and date of this report. The Company will continue to closely monitor any material changes to future economic conditions.

iv) DETAILS OF REVISION OF FINANCIAL STATEMENT OR THE REPORT:

There is no occasion whereby the Company has either revised or required to revise the Financial Statement or the Board's Report of the Company for any period prior to the FY 2024-25. Hence, no specific details are required to be given or provided.

v) CHANGE IN THE REGISTERED OFFICE OF THE COMPANY: There was no change in the registered officeof the company during the financial year 2024-2025.

2. BROAD INFORMATION:

OVERVIEW OF THE INDUSTRY

The details discussion on the overview of the industry is covered under the Management Discussion and Analysis

report has been separately furnished in the Annual Report and forms a part of the Annual Report.

ECONOMIC OUTLOOK

The details discussion on the Global Economic outlook is covered under the Management Discussion and Analysis report has been separately furnished in the Annual Report and forms a part of the Annual Report.

COMPANY:

During the year under review, the members of the Company, has made the following alteration in the Memorandum of Association and Articles of Association of the Company. 1. The members of the Company at their Second (02/2024-25) Extra-Ordinary General Meeting of the Company held on 19th November, 2024 approved the alteration of the capital Clause V of Memorandum of Association (MOA) of the Company to effect the Sub-Division of Shares from Rs.5/- to Rs.2/- each.

The Memorandum of Association of the Company altered in the following manner i.e., existing Clause V of the

Memorandum of Association deleted and the same were substituted with the following new clause as Clause V:

The Authorized Share Capital of the Company is Rs.11,00,00,000/- (Rupees Eleven Crores only) divided into 5,50,00,000 (Five Crores Fifty Lakhs) Equity Shares of Rs.2/- (Rupees Two only) each.

2. The members of the Company at their Third (03/2024-25) Extra-Ordinary General Meeting of the Company held on 30th January, 2025 approved the alteration of the capital Clause V of Memorandum of Association (MOA) of the Company to effect the Increase in authorized share capital of the company from Rs. 11,00,00,000/- (Rupees Eleven Crores only) divided into 5,50,00,000 Equity Shares of Rs. 2/- each to Rs. 25,00,00,000/- (Rupees Twenty Five Crores only) divided into 12,50,00,000 Equity Shares of Rs. 2/- each.

The Memorandum of Association of the Company altered in the following manner i.e., existing Clause V of the

Memorandum of Association deleted and the same were substituted with the following new clause as Clause V:

The Authorized Share Capital of the Company is Rs.25,00,00,000/- (Rupees Twenty Five Crores only) divided into 12,50,00,000 (Twelve Crores Fifty Lakhs) Equity Shares of Rs.2/- (Rupees Two only) each.

4. SHARE CAPITAL STRUCTURE :

(i) During the year under review, the members of the Company in their Second (02/2024-25) Extra-Ordinary General Meeting of the Company held on 19th November, 2024 approved the Subdivision of existing equity share of face value of Rs.5/- each fully paid up into equivalent number of equity shares having a face value of Rs.2/- each fully paid up. Accordingly, the Authorized Share Capital of the Company is reconstituted to Rs. 11,00,00,000/- (Rupees Eleven Crores only) divided into 5,50,00,000 Equity Shares of Rs. 2/- each.

(ii) Consequent to aforesaid sub-division of share capital of the Company, the Issued, Subscribed and Paid-up Share Capital of the Company reconstituted to Rs.10,12,46,960/- (Ten Crores Twelve Lakhs Forty Six Thousand Nine Hundred and Sixty) divided into 5,06,23,480 (Five Crores Six Lakhs Twenty Three Thousand Four Hundred and Eighty) Equity Shares of face value of Rs.2/- (Rs. Two) each.

(iii) Subsequently, the National Depository Services Limited (NSDL) and Central Depository Services Limited (CDSL)

("the Depositories") issued and activated new ISIN INE715Y01031 for the Equity shares of the Company.

(iv) During the year under review, the Board of Directors of the Company in their meeting held on 31st December, 2024, Approved the issuance of fully paid-up or partly paid up equity shares of the Company for an amount not exceeding 250 Crores (Rupees Two Hundred Fifty Crores only) by way of a Rights Issue to the eligible equity shareholders of the Company.

(v) During the year under review, the members of the Company in their Third (03/2024-25) Extra-Ordinary General Meeting of the Company held on 30th January, 2025 approved the Increase in authorized share capital of the company from Rs. 11,00,00,000/- (Rupees Eleven Crores only) divided into 5,50,00,000 Equity Shares of Rs. 2/- each to Rs. 25,00,00,000/- (Rupees Twenty Five Crores only) divided into 12,50,00,000 Equity Shares of Rs. 2/- each and consequent alteration in capital clause of the memorandum of association of the company. Accordingly, the Authorized Share Capital of the Company is reconstituted to Rs. 25,00,00,000/- (Rupees Twenty Five Crores only) divided into 12,50,00,000 Equity Shares of Rs. 2/- each.

The Capital Structure of the company as on 31st March, 2025 is as follows:

(Rs. In lakhs)

4.1 DISCLOSURE RELATING TO EQUITY SHARES WITH DIFFERENTIAL RIGHTS:

The Company has not issued any equity shares with differential rights during the year under review and hence no information as per provisions of Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

5. CREDIT RATING OF SECURITIES:

During the F.Y. 2024-25 under review, the Company has neither issued nor required to obtain credit rating of its securities. As such, no specific details are required to be given or provided.

6. INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

There was no amount liable or due to be transferred to Investor Education and Protection Fund (IEPF) during the

financial year ended March 31, 2025.

7. MATTERS RELATED TO DIRECTORS AND KEY MANAGERIAL PERSONNEL:

As on March 31, 2025, the Board of Directors comprised of 6 (Six) Directors which includes Two (2) Executive Director, One (1) Non - Executive Director and Three (3) Independent Directors. The overall composition of Board of Directors included one women Director. Further the changes amongst the Board of Director/s including the Executive Director/s and Key Managerial Personnel during the period under review are as follows:-

I. CHANGES RELATED TO THE NON EXECUTIVE/ EXECUTIVE DIRECTOR/S:

A. Pursuant to the applicable provisions of the Companies Act, 2013, the Members of the Company, on the recommendation of the Board of Directors and the Nomination and Remuneration Committee (NRC) of the Board, at their Twenty-Seventh (27th) Annual General Meeting held on 27th July, 2024, consented to re-appointment of Mr. Shreyas Raisoni (DIN: 06537653), (Category: Executive, Non-Independent) Whole Time Director of the Company, who retired by rotation and being eligible offered himself for reappointment.

II. CHANGES RELATED TO THE KEY MANAGERIAL PERSONNEL (KMP):

During the year under review, there was no change in the Key Managerial Personnel (KMP) of the Company. In accordance with the provisions of Section 2(51) and 203 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the following are the Key Managerial Personnel (KMP) of the Company viz:

III. CHAIRMAN OF THE BOARD:

During the year under review, there was no change in the Chairman of the Board of Directors of the Company and Mr. Satish Wate Director (Category: Independent, Non-Executive Director) will continued to serve as the Chairman of the Board of Directors of the Company, effective on June 10, 2021.

IV. DIRECTOR RETIREMENT BY ROTATION:

Pursuant to Section 152 of the Act read with the Companies (Appointment and Qualification of Directors) Rules, 2014 (as amended), Mr. Chandrakant Waikar (DIN: 09533456), retires by rotation as Director at the ensuing Annual General Meeting & being eligible, offers himself for re-appointment. The Board recommends his re-appointment.

A brief resume and other details of the above Director seeking re-appointment are provided in the Notice of AGM.

1. The First term of Ms. Asha Sampath [DIN: 02160962], as Director [Category Non-executive, Independent] of the Company, is expiring at the conclusion of the ensuing Twenty Eighth Annual General Meeting of the Company. The Board recommends appointment of Ms. Asha Sampath [DIN: 02160962], as an Independent Director [Category Nonexecutive, Independent] not liable to retire by rotation, to hold the officefor a xed second term of consecutive Five (5) year, from the conclusion of 28th Annual General Meeting to be held for the financial year ended 31st March, 2025 till the conclusion of 33rd Annual General Meeting to be held for the financial year ended 31st March, 2030. The Company has received a Notice in writing under Section 160 of the Companies Act, 2013 from a Member proposing the candidature of Ms. Asha Sampath [DIN: 02160962], for the officeof a Director of the Company. The Company has also received the self-declaration/s from Ms. Asha Sampath [DIN: 02160962], inter-alia to the effect that, (i) She was/is not disqualified from being appointed as a Director of the Company in terms of the provisions of Section 164 of the Companies Act, 2013 and has submitted her consent to act as a Director of the Company; (ii) She was or is not debarred from holding the officeof a Director pursuant to any order of the SEBI or such other authority in terms of SEBI's Circular No. LIST/COMP/14/2018-19 dated 20th June, 2018 on the subject "Enforcement of SEBI Orders regarding appointment of Directors by listed companies"; (iii) She 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 (iv) She has complied with the provisions of the rule 6 (1) (b) of the Companies (Appointment and Qualification of Directors) Rules, 2014 of the Companies Act, 2013, by registering her name in the Independent Director's Data Bank maintained by the Indian Institute of Corporate A airs at Manesar. The information (details) of Director/s of seeking appointment or re-appointment at the Twenty Eighth (28th) Annual General Meeting of the Company, pursuant to Regulation 26(4) and 36(6) of the Listing Regulations and Secretarial Standards on General Meetings (SS-2) is annexed to the Notice convening the Twenty Eighth (28th) Annual General Meeting of the Company.

2. The First term of Mr. Satish Wate [DIN: 07792398], as the Director [Category Non-executive, Independent] of the Company, is expiring at the conclusion of the ensuing Twenty Eighth (28th) Annual General Meeting of the Company. The Board recommends appointment of Mr. Satish Wate [DIN: 07792398], as an Independent Director [Category Nonexecutive, Independent] not liable to retire by rotation , to hold the officefor a xed Second term of consecutive Five (5) year, from conclusion of 28th Annual General Meeting to be held for the financial year ended 31st March, 2025 till the conclusion of 33rd Annual General Meeting to be held for the financial year ended 31st March, 2030 The Company has received a Notice in writing under Section 160 of the Companies Act, 2013 from a Member proposing the candidature of Mr. Satish Wate [DIN: 07792398], for the officeof a Director of the Company. The Company has also received the self-declaration/s from Mr. Satish Wate [DIN: 07792398], inter-alia to the effect that, (i) he was/is not disqualified from being appointed as a Director of the Company in terms of the provisions of Section 164 of the Companies Act, 2013 and has submitted his consent to act as a Director of the Company; (ii) he was or is not debarred from holding the officeof a Director pursuant to any order of the SEBI or such other authority in terms of SEBI's Circular No. LIST/COMP/14/2018-19 dated 20th June, 2018 on the subject "Enforcement of SEBI Orders regarding appointment of Directors by listed companies"; (iii) he 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 (iv) he has complied with the provisions of the rule 6 (1) (b) of the Companies (Appointment and Qualification of Directors) Rules, 2014 of the Companies Act, 2013, by registering his name in the Independent Director's Data Bank maintained by the Indian Institute of Corporate A airs at Manesar. The information (details) of Director/s of seeking appointment or re-appointment at the Twenty Eighth (28th) Annual General Meeting of the Company, pursuant to Regulation 26(4) and 36(6) of the Listing Regulations and Secretarial Standards on General Meetings (SS-2) is annexed to the Notice convening the Twenty Eighth (28th) Annual General Meeting of the Company.

VI. STATEMENT OF DECLARATION ON INDEPENDENCE GIVEN BY INDEPENDENT DIRECTORS:

The Independent Directors of the Company have given declarations that they meet the criteria of independence as laid down under section 149(6) of the Act and Regulation 16(1)(b) of Listing Regulations.

VII. DECLARATION REGARDING NON - APPLICABILITY OF THE DISQUALIFICATION:

During the year under review, the Company has received the written declarations from all the Directors of the Company regarding non-applicability of the disquali cation as mentioned under Section 164 of the Act read with Companies (Appointment and Qualification of Directors) Rules, 2014. The Board noted the same and further the company obtained the Certificate from CS Riddhita Agrawal, (ICSI Membership Number FCS 10054 and Certificate of Practice Number 12917 and Peer Review Certificate No. 1838/2022), Practicing Company Secretary, Mumbai

VIII. COMPOSITION OF THE BOARD DURING FINANCIAL YEAR 2024-25:

The Composition of Board of Directors of the Company during the Financial Year 2024-25 is as follows:

During the year under review total Six (6) Board Meetings were held and the gap between two meetings did not exceed 120 days. The Board meetings were held on:

The details of Board Meetings are provided in the Corporate Governance Report forming part of this Annual Report.

(X) COMMITTEES OF THE BOARD:

The Board has established the following Committees:-

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders' Grievances and Relationship Committee

4. Corporate Social Responsibility Committee

5. Management Committee

The compositions of the Committees during the Financial Year 2024-25 are detailed below:

The detailed disclosures of all the Committees of the Board of Directors are provided in the Corporate Governance Report forming part of this Annual Report.

There is no occasion wherein the board of directors of the Company has not accepted any recommendations of the Audit committee of the Company during the financial year 2024-25. As such, no specific details are required to be given or provided.

XII. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS: The highlights of the Familiarization Programme are explained in the Corporate Governance Report forming part of this Annual Report and are also available on the Company's website: www.shradhainfra.in XIII. BOARD EVALUATION: In pursuant to the provisions of Section 134(3) (p) of the Act, the Board of Directors of the Company is committed to get its performance evaluated in order to identify its strengths and areas in which it may improve its functioning. In terms of the framework of the Board Performance Evaluation, the Nomination and Remuneration Committee and the Board of Directors have carried out an annual performance evaluation of the performance of its own performance, Committee and Individual Directors. The evaluation of the Board, Committees, Directors and Chairman of the Board was conducted based on the evaluation parameters such as Board composition and Structure, effectiveness of the Board, participation at meetings, awareness, observance of governance, and quality of contribution, etc.

Pursuant to provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of Listing Regulations and on the recommendation of the Nomination & Remuneration Committee, the Board has adopted a policy for selection, appointment and remuneration of Directors and Key Managerial Personnel. The detailed features of Remuneration Policy are stated in the Report on Corporate Governance forming part of this Annual Report.

XV PARTICULARS OF EMPLOYEES:

The disclosures pursuant to Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as "Annexure I", which forms part of the Board's Report.

None of the employee of your Company, who was employed throughout the financial year, was in receipt of remuneration in aggregate of Rupees One Crore and Two Lakhs or more or if employed for the part of the financial year was in receipt of remuneration of Rupees Eight Lakh & Fifty Thousand or more per month.

SUBSIDIARY COMPANY:

The Company does not have any Holding Company. Further, the Managing or Whole-time Director have not

received any remuneration from its subsidiaries company during the FY 2024-25.

XVIII DIRECTORS' RESPONSIBILITY STATEMENT:

During the year under review, the Audited Financial Statements of the Company for the year under review are in conformity with the requirements of the Act read with the rules made thereunder and the Accounting Standards. To the best of their knowledge and ability, the Board of Directors makes the following statements in terms of Section 134 of the Act:

(a) that in the preparation of the Annual Accounts for the year ended March 31, 2025, all the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

(b) that the directors 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 a airs of the Company as at March 31, 2025 and of the profit of the Company for the year ended on that date;

(c) that the Directors 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) the directors have prepared the annual accounts on a going concern basis; (e) the directors have 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 have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

XIX MEETINGS OF THE MEMBERS

The Last i.e. the 27th Annual General Meeting of the Company for the financial year 2023-2024 was held on 27/07/2024 through video conferencing/other audio visual means at the deemed venue at the Registered O ce of the Company at - "Shradha House, Near Shri Mohini Complex, Kingsway, Block No F/8 Nagpur 440001, Maharashtra, India.

During the financial year 2024-25 the Company has not conducted following Extra_ordinary general meeting:

a) Extraordinary General Meeting held on 23.04.2024

To approve sell or transfer or otherwise dispose-o Company's stake in Active Infrastructures Private Limited (the wholly owned subsidiary company)

b) Extraordinary General Meeting held on 19.11.2024

Subdivision of Existing Equity Share of Face Value of Rs.5/- Each Fully Paid Up Into Equivalent Number of Equity Shares having a Face Value of Rs.2/- Each Fully Paid Up ("Sub-Division").

Alteration of Capital Clause V of Memorandum of Association (MOA) of the Company c) Extraordinary General Meeting held on 30.01.2025

Increase in Authorized Share Capital of the Company and consequent Alteration in Capital Clause of the Memorandum of Association of the Company

The Board of Directors of the Company at its Board Meeting held on 10th August, 2024, approved the proposal to conduct a Postal Ballot by remote e-voting process, to seek approval of the Members on the following special business, as set out in the notice of the Postal Ballot dated 10th August, 2024.

The remote e-voting period commenced on Friday, 16th August, 2024 (9:00 A.M. IST) to Sunday, 15th September, 2024 (5:00 P.M. IST), both days inclusive. Post conclusion of the remote e-voting period on 15th September, 2024, based on the analysis of votes, the Scrutinizer submitted her report dated 16th September, 2024, addressed to the Chairman of the Company in the prescribed format. Based on the Report, the resolutions set out in the Postal Ballot Notice were passed with requisite majority on 16th September, 2024. The results were declared on 16th September, 2024.

8. DISCLOSURES RELATING TO SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES: 8.1 SUBSIDIARIES COMPANIES:

During the year under review, the Company has Three (3) Subsidiary Companies and Two (2) Fellow

Subsidiary Companies. The details are given below:

DETAILS OF SUBSIDIARIES COMPANIES:

CIN: U45200MH2008PTC180766

The Company has 51% equity stake in Mrugnayani Infrastructures Private Limited, thus according to Section 2(86) of the Companies Act, 2013, it became a subsidiary of the Company w.e.f. March 31, 2017.

During the year under review, the total revenue of Mrugnayani Infrastructures Private Limited was Rs. 40.32/- in 2024-25 compared to 18.24/- in 2023-24. The Net Pro t after tax/ (loss) for the year 2024-25 was Rs. 0.43/- as against Rs. 3.20/- in the year 2023-24. (Rs. In lakhs) (B) SUNTECH INFRAESTATE NAGPUR PRIVATE LIMITED ('SINPL') CIN: U70102MH2012PTC228897

The Company has 100% equity stake in SINPL, thus according to Section 2(86) of the Companies Act,

2013, it became a Wholly - Owned Subsidiary of the Company w. e. f. February 20, 2018.

During the year under review, the total revenue of Suntech Infraestate Nagpur Private Limited was Rs. 471.40/- in 2024-25 compared to 12.85/- in 2023-24. The Net Pro t after tax for the year 2024-25 was Rs. 115.53/- as against Rs. 6.93/- in the year 2023-24. (Rs. In lakhs)

(C) ACTIVE INFRASTRUCTURES LIMITED ('AIL') (Formerly known as Active Infrastructures Private Limited) CIN: L45200MH2007PTC174506

The Company has 71.36% equity stake in 'Active Infrastructures Limited', thus it became the Subsidiary

of the Company as per section 2(86) of the Companies Act, 2013 w.e.f. April 23, 2024.

(a) Disposal of Equity Investment in Active Infrastructures Limited (The wholly owned

Subsidiary Company):

During the year under review, in order to comply with the provisions of the Initial Public O ering (IPO) of Active Infrastructures Limited (Formerly known as Active Infrastructures Private Limited) The members of the Company in their meeting held on 23rd April, 2024 have approved to sell/ transfer or otherwise dispose-o in one or more tranches the Equity Shares held in Active Infrastructures Private Limited, a wholly owned subsidiary company consequently the status of Active Infrastructures Limited changed from wholly owned subsidiary company to Subsidiary Company of Shradha Infraprojects Limited.

(b) Conversion of status of unlisted material subsidiary Company from Private Limited Company

to Public Limited Company:

During the year under review, the Unlisted material subsidiary "Active Infrastructures Private Limited" has been converted into a public limited company and the name of the Company has changed to "Active Infrastructures Limited" pursuant to a special resolution passed at the ExtraOrdinary General Meeting of our Company held on June 12, 2024 and a fresh Certificate of incorporation dated August 09, 2024 has been issued by the Registrar of Companies, Mumbai.

(c) Listing of Equity Shares of Subsidiary Company- Active Infrastructures Limited (SME IPO)

During the year under review, the entire capital of the Company Active Infrastructures Limited (Formerly known as Active Infrastructures Private Limited) comprising of equity shares of the company has been listed and admitted to dealings on the EMERGE SME platform of the National Stock Exchange of India Limited (NSE) w.e.f. March 28, 2025. During the year under review, the total revenue of Active Infrastructures Limited was Rs. 3663.10/- in 2024-25 compared to Rs. 5901.29/- in 2023-24. The Net Pro t after tax for the year 2024-25 was Rs. 568.74/- as against Rs. 761.66/- in the year 2023-24. (Rs. In lakhs)

l DETAILS OF FELLOW SUBSIDIARIES COMPANIES: (D) ACHIEVERS VENTURES PRIVATE LIMITED ('AVPL')

The Listed material subsidiary Company "Active Infrastructures Limited" has 100% equity stake in "Achievers Ventures Private Limited", thus it became the Wholly Owned Subsidiary of the listed material subsidiary Company and Fellow Subsidiary of the Company, as per section 2(86) of the Companies Act, 2013 w.e.f. 04th February, 2022.

During the year under review, the total revenue of Achievers Ventures Private Limited was Rs. 97.63/- in 2024-25 compared to Rs. 447.95/- in 2023-24. The Net Pro t / (Loss) after tax for the year 2024-25 was Rs. 9.92/- as against loss of Rs. 7.33/- in the year 2023-24. (Rs. In lakhs) (E) DIGVIJAY SHRADHA INFRASTRUCTURE PRIVATE LIMITED: The Listed material subsidiary Company "Active Infrastructures Limited" has 50.50% equity stake in "Digvijay Shradha Infrastructure Private Limited", thus it became the Subsidiary of the listed material subsidiary Company and Fellow Subsidiary of the Company, as per section 2(86) of the Companies Act, 2013 w.e.f. 09th June, 2022.

During the year under review, the total revenue of Digvijay Shradha Infrastructure Private Limited was Rs. 5289.15/- in 2024-25 as compared to Rs. 3393.81/- in 2023-24. The Net Pro t / (Loss) after tax for the year 2024-25 was Rs.731.86/- as compared to 275.77/- in 2023-24 (Rs. In lakhs)

8.2 MATERIAL SUBSIDIARIES:

The Board of Directors of the Company has approved Policy for determining material subsidiaries in line with the Listing Regulations. The Policy has been available on the Company's website: www.shradhainfra.in. As per the Companies policy for determining material subsidiaries in line with the thresholds laid down under the SEBI Listing Regulations, the 'Suntech Infraestate Nagpur Private Limited ('SINPL')' and 'Active Infrastructures Limited' ('AIL')' ("Subsidiary Companies") are classified as the Material Subsidiaries of the Company, as the income/ net worth exceeds ten percent of the consolidated income/ net worth of the listed entity and its subsidiaries in the immediately preceding accounting year.

8.3 CONSOLIDATED FINANCIAL STATEMENTS:

The Board of Directors of the Company at its meeting held on May 28, 2025 approved the Audited Consolidated Financial Statements together with the Auditors' Report thereon for the Financial Year ended March 31, 2025 forms part of the Annual Report. Pursuant to Section 129(3) of the Act, a Statement containing salient features of the financial statements of each of the Subsidiaries of the Company in the prescribed Form AOC-1 is attached which forms part of the Financial Statements.

8.4 JOINT VENTURES / ASSOCIATE COMPANIES :

During the year 2024-25, the Company does not have any Joint Ventures/ Associate Company.

9. PUBLIC DEPOSITS :

The Company has neither invited nor accepted any deposits falling under the ambit of Section 73 of the Act and the

Companies (Acceptance of Deposit) Rules, 2014 framed thereunder during the year under review.

10. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR SECURITY PROVIDED: The particulars of loans given, investments made, guarantees given or security provided under the provisions of Section 186 of the Act read with the Companies (Meetings of Board and its Powers) Rules, 2014 are given under notes to the Financial Statements, which forms part of this Annual Report.

During the financial year under review, all contracts / arrangements entered into by the Company with related parties were in the ordinary course of business and on an arm's length basis.

There are no materially significant related party transactions that may have potential conflict with the interest of the Company at large except Advance of Loans / Investment in Wholly Owned Subsidiary of the Company.

The policy on Related Party Transactions as approved by the Board of Directors has been uploaded on the Company's website: www.shradhainfra.in.

Pursuant to Section 134(3)(h) of the Act read with the Rule 8 of Companies (Accounts of Companies) Rules, 2014, disclosures of Related Party Transactions in the prescribed Form AOC-2 is attached as "Annexure II", which forms part of the Board's Report.

12. CORPORATE SOCIAL RESPONSIBILITY (CSR):

In accordance with Section 135 of the Act, the Company has a Corporate Social Responsibility (CSR) Committee. The details of CSR Committee are stated in the Report on Corporate Governance forming part of this Annual Report.

The CSR Committee has formulated and recommended to the Board, a Corporate Social Responsibility Policy ("CSR Policy") indicating the activities to be undertaken by the Company, which has been approved by the Board. The CSR Policy is available on the Company's website: www.shradhainfra.in. An Annual Report on CSR Activities of the Company for the Financial Year 2024-25 is annexed as "Annexure III" which forms part of the Board's Report.

Pursuant to Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, the information on Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo are as follows:

(A) CONSERVATION OF ENERGY :

The Company lays great emphasis on savings in the cost of energy consumption. Therefore, achieving reduction in per unit consumption of energy is an ongoing exercise in the Company. The effective measures like education, training, publicity, messaging through use of social media have been taken to minimize the loss of energy as far as possible. The Company does not have any internal generation of power (captive, surplus or otherwise) and the amount spent during the financial year 2024-25 is Rs NIL/-.

(ii) Steps taken by the Company for utilizing alternate sources of energy:

Presently, the Company does not have any alternate sources of energy for internal generation of power (captive, surplus or otherwise). However, the management of the Company is exploring an alternative source of energy like solar, wind, thermal or otherwise for internal generation of power for captive purposes.

(iii) The Capital investment on energy conservation equipment:

The Company has not made any capital investment on energy conservation equipment/s.

The Company is always in pursuit of nding the ways and means to improve the performance, quality and cost effectiveness of its services. The technology used by the Company is updated as a matter of continuous exercise.

(ii) The benefits derived like product improvement, cost reduction, product development or import substitution: As the Company is in service industry, there is no question of product improvement, product development or import substitution. Moreover, the Company has not derived any material benefits in cost reduction against technology absorption.

(iii) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year) : The Company has not imported any technology during the last three years reckoned from the beginning of the financial year.

(iv) The expenditure incurred on Research and Development: The Company does not have a separate independent research and development activity. As such, no material amount of expenditure was incurred on research and development activity of the Company.

During the financial year 2024-25 under review, there are no foreign exchange earnings and outgo.

In terms of the provisions of Regulation 17 of the Listing Regulations, the Company has framed a Risk Management Policy, for assessment and minimization of risk. Risk Management Policy enables the Company to ensure sustainable business growth with stability and to promote a proactive approach in reporting, evaluating and resolving risks associated with the business. The Board members are informed about risk assessment and minimization procedures after which the Board formally adopted steps for framing, implementing and monitoring the risk management plan for the Company.

The details of Risk Management Policy are available on the Company's website: www.shradhainfra.in.

Pursuant to the provisions of Section 177 of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, the Company has established a Vigil Mechanism that enables the directors, employees and other stakeholders to report genuine concerns. The details of Vigil Mechanism are provided in the Corporate Governance Report forming part of this Annual Report.

There are no significant and material orders passed by the Regulators / Courts / Tribunals which would impact the going concern status of the Company and its future operations.

In compliance with the provisions of the Companies (Audit and Auditors) Rules, 2014, M/s. Paresh Jairam Tank & Co., Chartered Accountants, having Firm Registration No. 139681W has been appointed as Statutory Auditors of the Company by the members at their 23rd Annual General Meeting ("AGM") held on 30th September, 2020 to hold officefor their second term of 5 ( ve) years i.e. till the conclusion of AGM for the financial year 2024-25. As per the provisions of Section 139 of the Companies Act, 2013 no listed Company can appoint or re-appoint an audit rm as auditor for more than two terms of ve consecutive years. In view of the above, M/s. Paresh Jairam Tank & Co., Chartered Accountants, Nagpur (ICAI Firm Registration No. 139681W) second term as auditors of the Company is up to the conclusion of the forthcoming Twenty Eighth (28th ) Annual General Meeting ('AGM'). Pursuant to the provisions of Section 139 and other applicable provisions, if any, the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (as amended), the Company is now required to appoint the new Statutory Auditors, amongst those who has subjected himself to the peer review process of the Institute of Chartered Accountants of India and holds a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India.

The Board of Directors of the Company has based on the recommendation of the Audit Committee at its meeting held on 28th May 2025 has approved the appointment of M/s M/s. V. K. Surana & Co., Chartered Accountants, Nagpur (Firm Registration No. 110634W) as the Statutory Auditors of the Company for a First term of Five (05) Years to hold the officeof the Statutory Auditors of the Company for the financial year 2025-2026 to 2029-2030, and recommended the same for further approval of the Members of the Company at the ensuing Annual General Meeting.

M/s. V. K. Surana & Co., Chartered Accountants, Nagpur (Firm Registration No. 110634W), have submitted their consent and con rmed their eligibility for appointment as Statutory Auditors of the Company under Sections 139 and 141 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014. The Audit Committee and the Board of Directors have recommended their appointment considering their credentials, experience, and proven track record. M/s. V. K. Surana & Co., established in 1965, is a peer-reviewed rm offering a wide spectrum of services, including audit, taxation, financial consultancy, and specialized advisory. With over six decades of professional experience, a qualified team, and robust infrastructure, the rm is known for its quality, client-focused approach, and commitment to excellence.

EXPLANATIONS BY THE BOARD ON QUALIFICATION, RESERVATION OR ADVERSE REMARK OR

DISCLAIMER MADE:

The Auditor's Report for financial year 2024-25 does not contain any quali cation, reservation or adverse nremark. The Auditor's Report is enclosed with the financial statements in this Annual Report.

During the year under review,

1) The observation(s) made by the Statutory Auditor in their Report are self-explanatory and therefore, do not call for any further comments under Section 134(3)(f) of the Act.

2) The Auditor's Report does not contain any reservation, quali cation, disclaimer or adverse remarks.

3) The Statutory Auditor has not reported any incident of fraud to the Audit Committee or the Board of Directors under Section 143(12) of the Act.

B. SECRETARIAL AUDITORS AND SECRETARIAL AUDIT REPORT:

CS Riddhita Agrawal, Company Secretary in Practice, (Certi cate of Practice No. 12917) have furnished a

Certi cate of their consent, qualification and eligibility and also, have con rmed about their not being disqualified for the appointment including re-appointment as the Secretarial Auditors of the Company for the FY 2024-25.

Accordingly, the Board of Directors, on the recommendations of the Audit Committee, of the Company, has approved and appointed, CS Riddhita Agrawal, Company Secretary in Practice, (Certi cate of Practice No. 12917), as the Secretarial Auditors of the Company for the FY 2024-25.

The Secretarial Audit Report in Form No. MR-3 submitted by CS Riddhita Agrawal, Company Secretary in Practice, (Certi cate of Practice No. 12917), the Secretarial Auditors of the Company, do not contain any adverse remarks and quali cations, is self-explanatory and do not call for any further explanation/s by the Company. The Secretarial Audit Report in Form No. MR-3 submitted by the said Secretarial Auditors of the Company, for the FY 2024-25 is attached herewith as an "Annexure IV", which forms part of the Board's Report. Pursuant to SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/CIR/P/2024/185 dated December 31, 2024, and in compliance with the amended Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("LODR Regulations"), the appointment, re-appointment, or continuation of the Secretarial Auditor of the Company with effect from April 1, 2025, shall be in accordance with the revised regulatory framework.

The said circular further mandates that the tenure of appointment of the Secretarial Auditor shall not be for a period less than ve years. In accordance with the above requirements, the Company approached Ms. Riddhita Agrawal, Practicing Company Secretary, who has conveyed her consent and con rmed her eligibility to be appointed as the Secretarial Auditor of the Company. Based on the recommendation of the Audit Committee, the Board of Directors recommends the appointment of Ms. Riddhita Agrawal for a continuous term of ve (5) financial years commencing from FY 2025-26 to FY 2029-30.

The said appointment is subject to the approval of the members at the ensuing 28th Annual General meeting.

C. SECRETARIAL AUDIT OF MATERIAL UNLISTED INDIAN SUBSIDIARY:

For the financial year 2024-25, SUNTECH INFRAESTATE NAGPUR PRIVATE LIMITED ('SINPL')' and 'ACTIVE

INFRASTRUCTURES LIMITED ('AIL')' ("Subsidiary Companies") are the material unlisted/Listed subsidiaries of the Company. As per Regulation 24A of SEBI Listing Obligation and Disclosure Requirements, 2015, the Secretarial Audit of the material subsidiaries mentioned above has been conducted for the financial year 2024-25 by Practicing Company Secretary. None of the said Audit Reports contain any quali cation, reservation or adverse remark or disclaimer. The Secretarial Audit Reports of material subsidiaries for the financial year ended 31st March, 2025, are annexed herewith and marked as Annexure- V to this Report.

D. INTERNAL AUDITOR / INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Pursuant to the provisions of Section 138 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 and on recommendation of Audit Committee, M/s. V. K. Surana & Co., Chartered Accountants, Nagpur (Firm Registration No. 110634W) were appointed as the Internal Auditors of the Company to periodically audit the adequacy and effectiveness of the internal controls laid down by the management and suggest improvements.

The Company ensures reliability in conducting its business, precision and comprehensiveness in maintaining accounting records and anticipation and detection of frauds and errors. There were no adverse remarks or qualification on accounts of the Company marked by the Internal Auditors.

E. COST AUDITORS :

The provisions of Cost Audit as prescribed under Section 148 of the Act and the rules framed thereunder are

not applicable to the Company.

The Company does not fall under the preview of section 148 of the Companies Act, 2013, and hence it is not required to maintain any cost records and accordingly such accounts and records are not made and maintained by the company.

18. EXPLANATIONS IN RESPONSE TO AUDITORS' QUALIFICATIONS:

The Audit Report/s submitted by the Statutory Auditors, Secretarial Auditors and Internal Auditors of the Company, for the FY 2024-25, 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 explanations.

19. COMPLIANCE WITH SECRETARIAL STANDARDS:

During the financial year 2024-2025 under review, the Company was in compliance with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India with respect to meetings of the Board of Directors (SS-1) and on General Meetings (SS-2) & on Dividend (SS-3). Further, the Company has to the extent voluntarily adopted for the compliance of Secretarial Standard (SS-4) on report of the Board of Directors for the financial year ended on 31st March, 2025.

BANKRUPTCY CODE, 2016 (IBC):

During the FY 2024-25 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.

WHILE AVAILING LOAN FROM BANKS FINANCIAL INSTITUTIONS:

During the FY 2024-25 under review, there has been no One Time Settlement ('OTS') of Loans taken from Banks and Financial Institutions.

22. FAILURE TO IMPLEMENT ANY CORPORATE ACTION:

During the FY 2024-25 under review, there is no occasion wherein the Company failed to implement any Corporate

Action. As such, no specific details are required to be given or provided.

23. ANNUAL RETURN:

The Annual Return in Form MGT-7 for the financial year ended 31st March, 2025, is available on the website of the

Company at www.shradhainfra.in

24. OTHER DISCLOSURES :

AUDITED FINANCIAL STATEMENTS - STANDALONE & CONSOLIDATED:

For the FY 2024-25 under review, the Company has prepared the audited financial statements on standalone as well as consolidated basis after incorporating the share of profit or loss from its subsidiary companies namely Mrugnayani Infrastructures Private Limited ('MIPL') Suntech Infraestate Nagpur Private Limited ('SINPL') & Active Infrastructures Limited ('AIPL') and Step Down Subsidiaries i.e. Achievers Ventures Private Limited and Digvijay Shradha Infrastructures Private Limited.

MATERIAL DEVELOPMENT IN HUMAN RESOURCES:

During the FY 2024-25 under review, industrial relations remained cordial. Employees' competencies and skills were enhanced by exposing them to several internal and external training programme/s. A number of measures were taken to improve motivation level of employees. Additional efforts are continued to be implemented with a view to obtain commitment and loyalty towards the organisation.

INDUSTRIAL RELATIONS:

The Company takes pride in the commitment, competence and dedication shown by its employees and Visiting Faculties in all areas of operations. The Company has a structured induction process and management development programs / workshops to upgrade skills of managers / Employees. Objective appraisal systems based on Key Result Areas are in place for senior management sta . Additional efforts are continued to be implemented with a view to obtain commitment and loyalty towards the organization.

The Company is dedicated to enhance and retain top talent through superior learning and organizational development, as this being the pillar to support the Company's growth and sustainability in the future.

HEALTH AND SAFETY:

The operations of the Company are conducted in such a manner that it ensures safety of all concerned and a pleasant working environment. Safety Committee and Apex Committee are available for periodical review on safety, health & environment of all departments.

Regular Training on Safety is being organized for New Joinee, regular employees & contract labour. Mock-drills are conducted for practical exposure to meet emergency need on quarterly basis. Hand book on safety awareness are distributed to all employees.

25. ADDITIONAL DISCLOSURES UNDER LISTING REGULATIONS:

STATEMENT OF DEVIATIONS AND VARIATIONS:

In compliance with the provisions of Regulation 32(8) of Listing Regulations, there has been no Deviation(s) and / or Variation(s) in the utilization of the fund raised from the Initial Public O er (IPO) as disclosed in the Company's Prospectus dated November 16, 2017 for the period ended March 31, 2025, as it has been utilized fully for the purpose for which funds was raised.

MANAGEMENT'S DISCUSSION AND ANALYSIS REPORT:

Management's Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 read with Schedule V to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), is presented in a separate section forming part of the Annual Report.

LISTING OF SHARES:

The equity shares of the Company have been listed and actively traded on the National Stock Exchange

(Capital Market Segment-Main Board) effective 22nd October, 2020. There was no occasion wherein the equity shares of the Company have been suspended for trading during the financial year 2024-25. )

CORPORATE GOVERNANCE:

The Company is committed to maintain the highest standards of Corporate Governance and adhere to the Corporate Governance practices or requirements as set out in the Listing Regulations by the SEBI, enforced through the National Stock Exchange .The Company has also implemented several best Corporate Governance practices as prevalent globally. Your Board of Directors are pleased to report that your Company has complied with the SEBI Guidelines on Corporate Governance for the Financial Year 2024-25 ended as of 31st March, 2025 relating to the Listing Regulations. The details regarding Board and its Committee meetings, Policy for Appointment of Directors, Remuneration policy for Directors and KMP's, Induction, training and familiarization programmes for Directors including Independent Directors and such other related information has been provided under the Corporate Governance Report, which forms part and parcel of the Board's Report. Certificates from CS Riddhita Agrawal, Company Secretary in Practice, Mumbai (Membership No. FCS

10054 & Certificate of Practice No. 12917 & Peer Review Certificate No 1838/2002) confirming compliance with conditions as stipulated under Listing Regulations and Non-disquali cation of Directors are annexed to the corporate governance Report, which form an integral part of the Board's Report of the Company.

The Copy of Report on Corporate Governance is enclosed as Annexure- VII. 26. OTHER MATTERS : (A) DEMATERIALISATION OF SHARES:

As on 31st March 2025, the entire 100% issued, subscribed and paid-up share capital i.e. 5,06,23,480 equity shares of the Company were held in dematerialised form through depositories namely National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSIL). (B) PAYMENT OF LISTING AND DEPOSITORIES FEES:

The Company, has duly paid the requisite annual listing fees for the FY 2024-25, to the National Stock Exchange of India Limited (NSE). The Company, has also duly paid the requisite annual custodian and other fees for the FY 2024-25, to the National Securities Depository Limited (NSDL) and Central Depository Service India) Limited (CDSIL).

AND OTHER CODE AND POLICIES OF THE COMPANY:

Your Board of Directors are pleased to report that your Company has complied with the:-

Dividend Distribution Policy

(https://drive.google.com/ le/d/1th_cvVwo11-oO7U2r0qD5VKWVM8iX6x6/view)

Policy for Enquiry in case of Leak of UPSI

Nomination & Remuneration Policy

Code of Practice for Fair Disclosure of UPSI

Authorisation to Key Managerial Personnel

Policy on Document Preservation

Policy For Determining Material Subsidiary

Policy For Determination of Materiality of Event & Info

Familiarisation Programme For Independent Directors

Corporate Social Responsibility Policy

Code of Business Principles & Conduct

Code For Prohibition of Insider Trading

T&C of Appointment of Independent Directors

Risk Management Policy

Policy on Materiality of Related Party Transaction

Whistle blower Policy

Policy on Anti-Sexual Harassment

The aforesaid code/s and policy (ies) are available on the Company's website www.shradhainfra.in

27. SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013: The Company has in place 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. During the year under review, there were no complaints received under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The following is a summary of sexual harassment complaints received and disposed of during the FY 2024-25:-

The Company con rms that it has followed the Maternity Benefit Act, 1961. All eligible women employees received the required benefits, including paid leave, continued salary and service, and post-maternity support like nursing breaks and exible work options.

The Company is committed to upholding the highest standards of data privacy and protection. In light of the increasing reliance on digital infrastructure, the Company has implemented comprehensive cybersecurity and data protection policies, aligned with industry best practices and the evolving regulatory framework, including provisions under the Information Technology Act, 2000, and applicable data protection regulations.

Key initiatives undertaken during the year include:

Deployment of end-to-end encryption and multi-layered security protocols for data storage and transfer.

Regular cybersecurity internal audits and vulnerability assessments. Employee training programs on data protection and cybersecurity awareness. Strict access control mechanisms and implementation of role-based permissions.

Data breach response protocols in accordance with the CERT-In guidelines.

The Company continues to invest in digital infrastructure to ensure robust protection of stakeholder information and business continuity.

30. AUDIT TRAIL APPLICABILITY (AUDIT AND AUDITORS) RULES 2014 - RULE 11 OF THE COMPANIES ACT 2013. Pursuant to the Companies (Audit and Auditors) Second Amendment Rules, 2021, Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014, as amended, mandates that for the financial year commencing on or after April 1, 2023, the statutory auditor shall report on whether the company is maintaining an audit trail (edit log) in its accounting software and whether the same has been operated throughout the year for all transactions recorded in such software.

The Company has implemented accounting software that maintains an audit trail in compliance with the said requirements. The audit trail feature has been enabled and operational throughout the financial year, and it has not been tampered with. The statutory auditors have con rmed compliance with this requirement in their audit report for the financial year.

In accordance with Rule 9 of the Companies (Management and Administration) Rules, 2014, every company which has a share capital or which otherwise maintains a register of members is required to appoint a designated person responsible for furnishing, extending, or authenticating information with respect to beneficial ownership and related matters, as may be required under the applicable provisions of the Companies Act, 2013 and the rules made thereunder.

The Company has duly appointed Mr. Shrikant Sharad Huddar, Company Secretary and Compliance Officer, as the designated person for this purpose, and the details have been internally recorded for compliance. This appointment ensures adherence to the applicable requirements under Rule 9 of the said Rules.

The Companies (Prospectus and Allotment of Securities) Second Amendment Rules, 2023, require all non-small companies to obtain an International Securities Identi cation Number (ISIN) for their securities to ensure better transparency, traceability, and marketability.

The Company, being a public company, had already obtained the ISIN INE715Y01031 for its equity shares and is

fully compliant with the above-mentioned requirement. No further action was required under the amended rules.

CAUTIONARY STATEMENT

Certain statements in the Boards' Report describing the Company's objectives, projections, estimates, expectations or predictions may be forward-looking statements within the meaning of applicable securities laws and regulations. Actual results could differ from those expressed or implied. Important factors that could make a difference to the Company's operations include labour and material availability, and prices, cyclical demand and pricing in the Company's principal markets, changes in government regulations, tax regimes, economic development within India and other incidental factors.

ACKNOWLEDGMENT:

The Board of Directors acknowledges with gratitude for the co-operation and assistance received from National

Stock Exchange of India Limited (NSE), Securities Exchange Board of India (SEBI), Auditors, Advisors & Consultants, other Intermediary service provider/s and other Investor/s for their continuous support for the working of the Company. The Board of Directors also take this opportunity to extend its sincere thanks for co-operation and assistance received by the Company from the Central State Local Government and other regulatory authorities, Bankers and Members. The Directors also record their appreciation of the dedication of all the employees at all levels for their support and commitment to ensure that the Company continues to grow.