Elecon Engineering Company Ltd

Dear Members,

The Board of Directors present the Company's Sixty-Fifth Annual Report and Company's Audited Financial Statements for the Financial Year ended on March 31, 2025.

As our valued partners in the Company, we share our vision for growth with you. Our core principles combine realism and optimism, which have been, and will continue to be, the driving force behind all our future efforts.

The summary of financial highlight is given below:

FINANCIAL RESULTS

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

(' in Lakhs)

PERFORMANCE OF THE COMPANY ^ Standalone Financial Performance

For the financial year ended on March 31, 2025, the Company has achieved a Turnover of ' 1,87,112 Lakhs as against ' 1,59,967 Lakhs in the previous year.

For the year ended on March 31, 2025, the Company has achieved Earnings Before Interest (Finance Cost), Depreciation & Amortisation and Tax (EBIDTA) of ' 46,359 Lakhs as against the EBIDTA of ' 41,361 Lakhs during the previous year.

The Net Profit after tax of the Company for the financial year 2024-25 was ' 34,003 Lakhs compared to ' 30,316 Lakhs during the previous year.

The Company holds total unexecuted orders of about ' 87,138 Lakhs (' 50,656 Lakhs for Gear Division and ' 36,482 Lakhs for MHE Division) as on March 31, 2025. This will help us to continue to have sustainable growth in coming years.

^ Consolidated Operations

Your Company's total consolidated turnover for the year ended on March 31, 2025 was ' 2,22,696 Lakhs as against ' 1,93,742 Lakhs in the previous year.

For the year ended on March 31, 2025, the Company has achieved Earnings Before Interest (Finance Cost), Depreciation & Amortisation and Tax (EBIDTA) of ' 54,259 Lakhs as against the EBIDTA of ' 47,447 Lakhs during the previous year.

The Consolidated Net Profit after tax of the Company for the financial year 2024-25 was ' 41,510 Lakhs compared to ' 35,558 Lakhs during the previous year.

During the year under review, your Company's consolidated Net Worth is ' 1,97,509 Lakhs as against ' 1,58,408 Lakhs for the previous year.

The Company holds total unexecuted orders of about ' 94,785 Lakhs (' 58,303 Lakhs for Gear Division and ' 36,482 Lakhs for MHE Division) as on March 31, 2025. This will help us to continue to have sustainable growth in coming years.

^ Dividend

During the year, your Board has declared and paid an Interim Dividend of ' 0.50/- (i.e. 50%) per Equity Share of ' 1/- each for the financial year 2024-25. The said interim dividend was paid to shareholders of the Company on November 12, 2024 and resulted to a cash outflow of ' 1,122 Lakhs.

Your Directors have recommended Final Dividend of ' 1.50/- (i.e. 150 %) per Equity Share of ' 1/- each for the financial year ended on March 31, 2025 (previous year ' 2.00 per Equity Share of face value of ' 2/- each). The said dividend, if approved by the shareholders, would involve a cash outflow of ' 3,366 Lakhs as against ' 2,244 Lakhs dividend in the previous year.

The dividend recommended is in accordance with the Company's Dividend Distribution Policy. As required under the Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Company has a Policy on Dividend Distribution. The Dividend Distribution Policy of the Company can be accessed at https://www.elecon.com/views/ templates/admin-uploads/Investors/Policies/ Dividend-Distribution-Policy.pdf

During the year under review, the unclaimed dividend pertaining to the financial year 2016-17 has been transferred to the Investor Education & Protection Fund.

^ Transfer to Reserves

The Board of Directors has decided to retain the entire amount of profit for the financial year 2024-25 in the statement of profit and loss.

^ Share Capital

The paid-up Equity Share Capital as on March 31,2025 was ' 2,244 Lakhs. During the year under review, the Company has not issued any shares with differential voting rights neither granted stock options nor sweat equity.

During the year under review, the Company has subdivided one equity share of face value of ' 2/- each fully paid-up, into 2 equity shares of face value of ' 1/- each fully paid-up.

^ Borrowings

Working Capital Borrowings:

Continuous monitoring and review of the receivables, inventories and other working capital parameters helped the Company to continue with Nil working capital borrowings as at March 31, 2025. Further, the Company is working on effective Supply Chain Management to optimise overall working capital flow in the Company.

Cash and Cash Equivalent as at March 31, 2025 was ' 9,312 Lakhs.

There is no instance of one-time settlement and valuation while taking loans from banks/financial Institutions.

Fixed Deposits

The Company has not accepted any fixed deposits and there are no unpaid/unclaimed deposits as on March 31,2025.

Particulars of Loans, Guarantees or Investments

The details of Loans given, Guarantees and Securities provided and Investments made by the Company in compliance with the Companies Act, 2013 are given in the notes to the Financial Statements.

^ Subsidiary, Joint Venture & Associate Companies

As on March 31, 2025, the Company has 12 Direct & Indirect Subsidiary Companies.

Pursuant to the provisions of Sections 129, 134 and 136 of the Companies Act, 2013 read with Rules framed thereunder and Listing Regulations, your Company has prepared Consolidated Financial Statements of the Company and its Subsidiaries and a separate statement containing salient features of financial statement of Subsidiaries forms part of the Annual Report.

The Annual Report of the Company containing standalone and consolidated financial statements has been placed on the website of the Company. Further, annual accounts of the Subsidiary Companies have also been placed on the website of your Company. Any member who is interested in obtaining the Audited Financial Statements of the Subsidiary Companies may obtain the same by writing to the Company.

Financial Performance - Subsidiary Companies Radicon Transmission UK Limited (Consolidated)

The total Income of the Benzlers Radicon Group has decreased by 9.6% to GBP 29.80 Millions in the current year compared to 32.97 Millions in the previous year. EBITDA excluding other income increased to GBP

5.32 Millions in the current year compared to GBP 5.12 Millions in the previous year. The Company has made a Profit before Tax for GBP 4.37 Millions in Current Year compared to Profit before Tax of GBP 3.97 Millions in previous year. Despite the reduction in earnings, the Company maintained profitability through cost rationalisation and a strategic shift towards operational optimisation.

Benzlers Group (Nordic and Europe)

Benzlers Group has witnessed a decrease in Sales Revenue of 13.8% to GBP 12.5 Millions in the current year compared to GBP 14.5 Millions in the previous year. The Company's EBITDA Margin is GBP 2.36 Millions in the current year compared to GBP 0.95 Million in the previous year. Profits before Tax and exceptional income have increased to GBP 2.06 Millions compared to 0.80 Million in the previous year. Despite the reduction in earnings, the Company maintained profitability through cost rationalisation and a strategic shift towards operational optimisation.

Radicon Transmission UK Limited

The Sales Revenue for the year has decreased by 19% to GBP 8.86 Millions compared to GBP 10.98 Millions in the previous year. EBITDA Margin has decreased to GBP 1.07 Millions compared to GBP 1.83 Millions in the previous year. Profits before Tax are GBP 0.75 Million in the current year compared to 1.35 Million in the previous year.

Radicon Drive Systems, Inc. (Radicon USA)

Radicon-USA has witnessed an increase in Sales Revenue of 10.2% to GBP 9.30 Millions in the current year compared to GBP 8.44 Millions in the previous year. EBITDA decreased in the current year to GBP 1.90 Million, compared with the previous year of GBP 2.35 Millions. Generating a Profit before Tax of GBP 1.43 Million in the current year compared to GBP 1.78 Million in the previous year. Despite the reduction in earnings, the Company maintained profitability through cost rationalisation and a strategic shift towards operational optimisation.

Elecon Singapore Pte. Limited

During the year under consideration, revenue of Elecon Singapore Pte. Ltd., has increased by 21.6% from USD 2.68 Millions 2023-24 to USD 3.26 Millions

2024-25. EBITDA has increased by 92.8% from 0.15 Million 2023-24 to USD 0.29 Million 2024-25.

Elecon Middle East FZCO, Dubai (Consolidated)

During the year, total revenue of Elecon Middle East FZCO (consolidated) has increased by 60.4 %, from AED 32.08 Millions 2023-24 to AED 51.46 Millions 2024-25. Increase in EBITDA by 66.61% from AED 5.45 Millions 2023-24 to AED 9.08 Millions 2024-25.

Elecon Middle East FZCO, Dubai

During the year, total revenue of Elecon Middle East FZCO has increased by 58.9%, from AED 31.98 Millions 2023-24 to AED 50.82 Millions 2024-25. Increase in EBITDA by 66.85% from AED 5.43 Millions 2023-24 to AED 9.06 Millions 2024-25.

Elecon Radicon Africa (Pty) Ltd.

Elecon Middle East FZCO, Dubai, a Wholly Owned Subsidiary of the Company has incorporated its wholly owned subsidiary namely "Elecon Radicon Africa (Pty) Limited" on November 17, 2023. During the year, total revenue of Elecon Radicon Africa (Pty) Limited ZAR 3.17 Millions 2024-25 compared to ZAR 0.55 Million in previous year and EBITDA ZAR 0.16 Million 2024-25 compared to previous year ZAR 0.12 Million.

Financial Performance - Associate

Eimco Elecon (India) Limited (EEIL)

During the year, EEIL has achieved a Turnover of ' 24,647 Lakhs for financial year ended on March 31, 2025 as against ' 22,750 Lakhs in the previous year. For the year ended on March 31,2025; EEIL has achieved Earnings Before Interest (Finance Cost), Depreciation & Amortisation and Tax (EBIDTA) including other income of ' 7,401 Lakhs as against the EBIDTA of ' 5,649 Lakhs during the previous year.

With the consent of the Board of Directors, the Company executed a Termination Agreement on April 23, 2025, effectively ending all shareholders agreements previously entered into with Tamrock Great Britain Holdings Limited and other associated companies or individuals. As a result of this Termination, Eimco Elecon (India) Limited is ceased

to be classified as an Associate Company of the Company, effective from April 23, 2025.

^ Directors & Key Managerial Personnel (KMPs) Cessation of Tenure of Independent Director

During the year under review, there has been no cessation in the tenure of Independent Directors.

New Appointment

Mrs. Natasha Treasurywala (DIN: 07049212), was appointed as a Non-Executive & Independent Woman Director of the Company effective from April 24, 2025 for a period of five years, not liable to retire by rotation, subject to approval of the members.

Members' approval for her appointment as an Independent Woman Director, under Sections 149 and 152 of the Companies Act, 2013 and under Regulation 17(1A) and Regulation 25 of Listing Regulations has been sought in the Notice convening the 65^th Annual General Meeting of the Company.

Mrs. Natasha Treasurywala is an advocate and partner in M/s. Desai & Diwanji's corporate commercial practice group. Her practice includes a wide range of transactions including mergers and acquisitions, joint ventures, structured finance and general corporate law. She regularly advises on high value, cross border M&As. She also advises commercial and investment banks, financial institutions, private equity sponsors and borrowers in connection with secured and unsecured credit facilities, cross-border acquisition financings with a particular focus on non-convertible debenture and bond issuances.

She has been named as one of the India's top 100 lawyers by Forbes consistently in 2021, 2022 and 2023. She was also honoured as one of the India's top 50 super lawyers by Asian Legal Business in 2023.

In the opinion of the Board, she has the requisite skills and capabilities for handling the desired roles & responsibilities as a Non- Executive & Independent Woman Director of the Company, her vast experience in the realm of various fields will be beneficial to the Company. Further, she possesses relevant proficiency which will bring tremendous value to the Board and to the Company.

In terms of Section 149 and other applicable provisions of the Companies Act, 2013 and Regulation 16(1)(b) and other applicable regulations of the Listing Regulations, an Independent Director shall hold office for a term of five consecutive years and not be liable to retire by rotation. Accordingly, Mrs. Natasha Treasurywala (DIN: 07049212) is appointed as an Independent Director to hold office for a term of five consecutive years from the date of April 24, 2025 and shall not be liable to retire by rotation.

Director Retiring by rotation

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Aayush Alkesh Shah (DIN: 07140517), Director retires by rotation at the forthcoming 65^th Annual General Meeting of the Company and being eligible, offers himself for re-appointment.

The Board recommends his appointment for your approval.

Disclosures by Directors

None of the Directors of your Company is disqualified as per provisions of Section 164(2) of the Companies Act, 2013. Your Directors have made necessary disclosures to this effect as required under Companies Act, 2013.

Declaration by Independent Directors

The Company has received necessary declarations from each Independent Director under Section 149(7) of the Companies Act, 2013 and under Regulation 25(8) of Listing Regulations, that he/she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of Listing Regulations, respectively.

Meetings

During the year under review, four Board Meetings, four Audit Committee Meeting, one Stakeholders Relationship Committee Meeting, one Nomination and Remuneration Committee Meeting, one Corporate Social Responsibility Committee Meeting, two Risk Management Committee Meetings and one Separate Meeting of Independent Directors were held. During the year, no resolutions were passed by way of circular by the Board of Directors. However, Audit Committee had passed one resolution by way of circular. The intervening gaps between the Board and Committee

Meetings were within the period prescribed under the Companies Act, 2013 and Listing Regulations.

Composition of Various Committees

Details of various committees constituted by the Board as per the provisions of Companies Act, 2013 and Listing Regulations and their meetings are given in the Corporate Governance Report which forms a part of this report.

Meeting of Independent Directors

The Independent Directors met on March 05, 2025 without attendance of Non-Independent Directors and Members of the Management. The Independent Directors reviewed the performance of NonIndependent Directors and Board as a whole and assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

Nomination and Remuneration Policy

The Board has framed a policy for selection and appointment of Directors, Key Managerial Personnel (KMP) and Senior Management Personnel (SMP) and their remuneration.

As and when need arises to appoint Director, KMP and SMP the Nomination and Remuneration Committee (NRC) of the Company will determine the criteria based on the specific requirements. NRC, while recommending candidatures to the Board, takes into consideration the qualification, attributes, experience and independence of the candidate. Director(s), KMP(s) and SMP(s) appointment and remuneration will be as per NRC Policy of the Company.

The salient features of the NRC Policy of the Company have been disclosed in the Corporate Governance Report, which is a part of this report. The said Policy is available on the Company's website on https://www.elecon.com/views/templates/admin- uploads/Investors/Policies/Nomination%20&%20 Remuenration%20Policy%20-25.04.2023.pdf.

Familiarisation Programme for the Independent Directors

In compliance with the requirements of Listing Regulations, the Company has put in place a Familiarisation Programme for Independent Directors to familiarise them with the working of

the Company, their roles, rights and responsibilities vis-a-vis the Company, the industry in which the Company operates, business model etc., alongwith updating on various amendments in the Listing Regulations and the Companies Act, 2013. The policy on Familiarisation Programme is uploaded on the website of the Company and can be accessed through web link https://www.elecon.com/views/templates/ admin-uploads/Investors/Policies/Details-of- Familiarization-Programmes-for-IDs.pdf.

The Company has conducted the familiarisation programme for Independent Directors of the Company, details for the same have been disclosed on the Company's website https://www.elecon.com/ investors/corporate-information.

Evaluation of Board and Senior Management

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 of Listing Regulations, the Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its Committees. Further, the Nomination and Remuneration Committee has carried out the performance evaluation of Senior Management including the Company Secretary and Chief Financial Officer of the Company. The manner in which the evaluation was carried out has been explained in the Corporate Governance Report which forms a part of this report.

Key Managerial Personnel (KMP)

As on the date of this report, the following are the Key Managerial Personnel ("KMPs") of the Company as per Sections 2(51) and 203 of the Companies Act, 2013:

• Mr. Prayasvin B. Patel, Chairman & Managing Director

• Mr. Narasimhan Raghunathan, Chief Financial Officer

• Mrs. Bharti Isarani, Company Secretary

^ Directors' Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013, with respect to the Directors' Responsibility Statement, the Board of Directors confirmed that:

(a) In the preparation of the annual accounts, the applicable accounting standards have been followed alongwith proper explanation relating to material departures;

(b) 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 affairs of the Company at the end of the financial year and of the profit of the Company for the period;

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

(d) The Directors 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.

^ Board Diversity

The Company recognises and embraces the importance of a diverse board in its success. The Company believes that a truly diverse board will leverage differences in thought, perspective, knowledge, skill, regional and industry experience, cultural and geographical background, age, ethnicity, race and gender, which will help the Company to retain its competitive advantage. The Board has adopted the Board Diversity Policy which sets out the approach to diversity of the Board of Directors. The policy is available on our website at https://www.elecon.com/ views/templates/admin-uploads/Investors/Policies/ Index-Elecon-Board-Diversity-Policy-30.08.2022.pdf

^ Related Party Transactions

All contracts or arrangements with related parties, entered during the financial year were at arm's length basis and in the ordinary course of the Company's business. All such contracts or arrangements were entered into with prior approval of Audit Committee. No material contract or arrangement with related parties was entered into during the year under review. Therefore, there is no requirement to report any transaction in Form No. AOC-2 in terms of Section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014.

The policy on Related Party Transactions as approved by the Board is uploaded on the Company's website at https://www.elecon.com/views/templates/admin- uploads/Investors/Policies/RPT-Policy-2022-FINAL. pdf. None of the Directors or any Key Managerial Personnel has any material pecuniary relationships or transactions vis-a-vis the Company.

^ Auditors

Statutory Auditors

M/s. C N K & Associates, LLP Chartered Accountants, appointed as Statutory Auditors of the Company for a period of 5 (five) years i.e. from the conclusion of 61^st Annual General Meeting for the Financial Year 2020-21.

The Board has taken note and M/s. C N K & Associates LLP, Chartered Accountants have confirmed their eligibility under Section 141 of the Companies Act, 2013 and the Rules framed thereunder as Statutory Auditors of the Company. As required under Listing Regulations, the Auditors have also confirmed that they hold a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India.

Cost Auditors

Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, the Cost Audit records maintained by the Company in respect of its manufacturing activity are required to be audited. Your Directors have, on the recommendation of the Audit Committee, appointed M/s. Ketki D. Visariya & Co., Cost Accountants as Cost Auditors to audit the cost accounts of the Company for the financial year ended on March 31, 2026 at a remuneration of ' 1,70,000/- p.a. As required under the Companies Act, 2013, the remuneration payable to the Cost Auditors is required to be placed before the Members in a General Meeting for their ratification. Accordingly, a Resolution seeking Member's ratification for the remuneration payable to M/s. Ketki

D. Visariya & Co., Cost Auditors is included in the Notice convening the 65^th Annual General Meeting.

The Cost Audit Report provided by the Cost Auditors of the Company i.e. M/s Ketki D. Visariya & Co., for the financial year 2023-24 was filed with the Ministry of Corporate Affairs within the statutory period.

Secretarial Auditors

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. Samdani Shah & Kabra, Company Secretary in Practice to undertake the Secretarial Audit of the Company for the financial year 2024-25. The Report on the Secretarial Audit carried out by the Secretarial Auditor i.e. M/s. Samdani Shah & Kabra, Practicing Company Secretary during the Financial Year 2024-25 is annexed herewith as "Annexure A". The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

Further, as per Regulation 24A (1) of the Listing Regulations, the Company may appoint an individual for not more than one term of five consecutive years and a Secretarial Audit Firm for not more than two terms of five consecutive years as Secretarial Auditors of the Company with the approval of its shareholders in its Annual General Meeting. In view of the same, your Directors, on the recommendation of the Audit Committee appointed M/s. Samdani Shah & Kabra, Vadodara, Practicing Company Secretary, for the first term of five consecutive years to carry out the Secretarial Audit of the Company from financial year 2025-26 upto financial year 2029-30 and to fix their remuneration.

Members' approval for appointment of M/s. Samdani Shah & Kabra, Vadodara, Practicing Company Secretary, under Regulation 24A(1) of the Listing Regulations has been sought in the Notice convening the 65^th Annual General Meeting of the Company.

Annual Secretarial Compliance Report

The Company has undertaken an audit for the Financial Year 2024-25 for all the applicable compliances as per Listing Regulations and Circulars/Guidelines issued by SEBI from time to time. The Annual Secretarial Compliance Report for abovesaid financial year shall be submitted to the stock exchanges within prescribed time limit as per Listing Regulations.

^ Internal Financial Control Systems and their adequacy

Your Company has an effective internal control and risk mitigation systems, which are constantly assessed and strengthened with new/revised standard operating procedures. The Company's internal control system is commensurate with its size, scale and complexities of its operations. The main thrust of internal audit is to test and review controls, appraisal of risks and business processes, besides benchmarking controls with best practices in the industry.

The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen the same. The Company has a robust Management Information System, which is an integral part of the control mechanism.

The Audit Committee of the Board of Directors, the Statutory Auditors and the Business Heads are periodically apprised of the internal audit findings and corrective actions are taken by the Management. Audit plays a key role in providing assurance to the Board of Directors. Significant audit observations and corrective actions taken by the Management are presented to the Audit Committee of the Board. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee.

^ Risk Management

Being one of the top 500 Listed Companies, the Company has implemented Risk Management System. The Board of the Company has constituted a Risk Management Committee to frame, implement and monitor the risk management plan for the Company. The said committee is responsible for reviewing the risk management plan and ensuring its effectiveness. The Audit Committee has additional oversight in the areas of financial risks and controls. The details pertaining to the composition of the Risk Management Committee are included in the Corporate Governance Report, which is a part of this report.

^ Corporate Social Responsibility (CSR) Initiatives

In accordance with the provisions of Section 135 of the Companies Act, 2013 and Companies (Corporate Social Responsibility Policy) Rules, 2014, your Company has adopted CSR policy on the recommendation of the Members of the CSR Committee and with the approval of the Board. The CSR policy may be accessed on the Company's Website at the https://www.elecon.com/ views/templates/admin-uploads/Investors/Policies/ Index-CSR%20Policy-05.05.2021-30.08.2021.pdf

The Composition of the Committee and other details are provided in Corporate Governance Report, which is a part of this Annual Report.

The Company implements various CSR activities directly and / or through the implementing agencies and the activities undertaken by the Company are in accordance with Schedule VII of the Companies Act, 2013. The Report on CSR activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014 and amendments thereto, is given in ''Annexure B", forming part of this report.

^ Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as "Annexure C ".

^ Particulars of Employees

Disclosures relating to remuneration and other details 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 forms a part of this Report as "Annexure D"

Details of employee remuneration as required under the provisions of Section 197 of the Companies Act, 2013 and Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are available to any Shareholder for inspection on request. If any Shareholder is interested in obtaining a copy thereof, such Shareholder may write to the Company Secretary, where upon a copy would be sent through email only. The Annual Report excluding the aforesaid information is being sent to the members of the Company.

^ Business Responsibility and Sustainability Report

Pursuant to Regulation 34(2)(f) of Listing Regulations, Business Responsibility and Sustainability Report (BRSR) is mandatory for the top 1,000 listed companies (by market capitalisation).

Your Company being covered under top 500 companies, BRSR is applicable to it. The BRSR is forming part of the Annual Report and annexed as "Annexure- E".

On a voluntary basis, your Company has obtained Reasonable Assurance for the BRSR Core Key Performance Indicators (KPIs) and Limited Assurance for the Essential Indicators from CNK & Associate LLP. This assurance report is annexed alongwith the BRSR.

^ Corporate Governance

Pursuant to Regulation 34(3) read with Schedule V of the Listing Regulations, separate reports on Management Discussion & Analysis and Corporate Governance together with a certificate from the Practicing Company Secretary form part of this Report.

Your Company is committed to maintain the highest standards of Corporate Governance, reinforcing the valuable relationship between the Company and its Stakeholders. A detailed report on Corporate Governance is annexed as "Annexure F" to this Report alongwith the Auditors' Certificate on its compliance by the Company.

^ Compliance of Secretarial Standards

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

^ Prevention of Sexual Harassment at Workplace

The Company has zero tolerance towards sexual harassment at the workplace and 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 thereunder. As required under law, an Internal Committee (IC) has been constituted for reporting and conducting inquiry into the complaints made by the victim on the harassment at the work

place. During the year under review, there were no complaints pertaining to sexual harassment.

The policy on Sexual Harassment at Workplace is placed on the Company's website at https://www. elecon.com/views/templates/admin-uploads/ Investors/Policies/POSH-Policy-Final.pdf.

^ Vigil Mechanism / Whistle Blower Policy

The Company has in place a Vigil Mechanism/Whistle Blower Policy for Directors and Employees to report their concerns about unethical behavior, actual or suspected fraud or violation of the Company's Code of Conduct. The Mechanism provides for adequate safeguards against victimisation of Director(s) and Employee(s) who avail the mechanism.

The Vigil Mechanism/Whistle Blower Policy is available on Company's website at https://www. elecon.com/views/templates/admin-uploads/ Investors/whistle-blower-policy/Elecon-Whistle- Blower-Policy-2022-new.pdf.

^ Material Subsidiaries

The Board of Directors of the Company has approved a Policy for determining material subsidiaries, which is in line with the Listing Regulations as amended from time to time. The policy is available on our website at https://www.elecon.com/views/templates/ admin-uploads/Investors/Policies/Elecon-Policy-on- Determining-Material-Subsidiary-2020.pdf

The Company does not have material subsidiary company.

^ Annual Return

The annual return of the Company as on March 31, 2025 in the prescribed format is available on the Company's website. The web-link is as under:

https://www.elecon.com/investors/annual-return-as-provided-under-section-92-of-the-companies-act-2013

^ Significant and Material Orders passed by the Regulators or Courts or Tribunals

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

^ Application made or proceeding pending under the Insolvency and Bankruptcy Code, 2016

During the financial period under review, no application is made or pending under the Insolvency and Bankruptcy Code, 2016 ("IBC 2016") against the Company.

^ Reporting of Frauds

There was no instance of fraud during the year under review, which required the Statutory Auditors and/or Secretarial Auditors to report to the Audit Committee, Board and/or Central Government under Section 143(12) of the Companies Act, 2013 and Rules framed thereunder.

^ Insurance

The Company takes a very pragmatic approach towards insurance. Adequate cover has been taken for all movable and immovable assets for various types of risks.

^ Industrial Relations/Personnel

Your Company is committed to upholding its excellent reputation in the field of Industrial relations. Through continuous efforts, the Company invests and improvises development programmes for its employees.

^ Material Changes and Commitments

There are no material changes and commitments, affecting the financial performance of the Company that occurred during the Financial Year to which the Financial Statements relate and the date of this Report.

There is no change in the nature of business during the year under review.

^ Acknowledgement

Your Directors are highly grateful for the unstinted guidance, support and assistance received from the Government and Financial Institutions. Your Directors are thankful to all valuable Stakeholders of the Company viz. shareholders, customers, dealers, vendors, suppliers and business associates for their faith, trust and confidence reposed in the Company.

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

For and on behalf of Board of Directors, Prayasvin B. Patel

Chairman & Managing Director DIN:00037394

Place: Vallabh Vidyanagar Date: April 24, 2025