Dynamic Cables Ltd

To,

The Board of Directors of your Company are pleased to present the 18th Annual Report on the business, operations and state of affairs of the Company together with the Audited Financial Statements for the nancial year ended March 31, 2025.

The Company's nancial performance for the year ended on March 31, 2025 along with previous year's gures is given hereunder:

( Rs. in Lakhs)

The Financial Statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS), noti ed under the Companies (Indian Accounting Standards) Rules, 2015 read with Section 133 and other relevant provisions of the Companies Act, 2013.

1. OVERVIEW OF COMPANY'S OPERATIONAL AND PERFORMANCE HIGHLIGHTS

Your Company is engaged in the business of manufacturing and supply of high-quality cables and conductors, serving clients across India and in numerous countries worldwide. There has been no change in the business of the Company during the nancial year ended on March 31, 2025.

During Financial year 2024-25, your company witnessed the highest ever revenue with a YoY 33.51% growth. Your Company has recorded an exceptional growth by achieving 1,02,537.34 lakhs revenue from operations as compared to Rs. 76,800.36 lakhs in previous nancial year and delivered Net Pro t after Tax (PAT) of Rs. 6,482.05 lakhs as compared to Rs. 3,777.14 in previous nancial year.

FY2025 marked a signi cant milestone for Dynamic Cables Limited as the Company crossed Rs. 1,000 crore in annual revenue for the rst time. This achievement underscores the Company's consistent growth trajectory and its ability to deliver sustained performance in a competitive environment.

The Company reported operating pro t exceeding Rs.100 crore, re ecting improved operational ef ciencies, disciplined execution, and strategic cost management. This growth was supported by a strong and diversi ed order book, reinforcing customer con dence and the Company's established position in the market.

For more details, please refer to the Management Discussion and Analysis Report (MDAR), forming part of this Report in “Annexure F”, which, inter-alia, deals adequately with the operations as well as the current and future outlook of the Company.

2. CHANGE IN CAPITAL STRUCTURE

During the year under report, pursuant to the approval of the members by way of Ordinary resolution passed in the Extra-Ordinary General Meeting held on June 12, 2024, your company has increased the Authorised Share Capital from Rs. 23,00,00,000/- (Rupees Twenty Three Crores Only ) consisting of 2,30,00,000 (Two Crores and Thirty Lakh) Equity Shares of Face Value of Rs.10/-(Rupees Ten Only) each to Rs. 25,00,00,000/- (Rupees Twenty Five Crores Only) consisting of 2,50,00,000 (Two Crores and Fifty Lakh) Equity

Shares of Face Value of Rs. 10/- (Rupee Ten Only) each. Further, with the approval of the members in the said Extra-Ordinary General Meeting , your company has offered, issued and allotted 22,15,319 ( Twenty Two Lakhs Fifteen Thousand Three Hundred and Nineteen) fully paid-up Equity Shares of the Company, having face value of Rs. 10/- (Rupees Ten Only) each at a price of Rs. 436/- (Rupees Four Hundred and Thirty Six only) per Equity Shares by way of a preferential issue in the board meeting held on June 21,2024, in compliance with the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 and Companies Act,2013. The shares so allotted rank pari passu in all respect with the existing equity shares of the company.

Subsequent to the said allotment of shares, the paid up share capital of the Company increased from Rs. 22,01,40,000 ( Rupees Twenty Two Crores One Lakh and Forty Thousand only) consisting of 22,014,000 (Two Crores Twenty Lakh and Fourteen Thousand ) equity shares of Rs. 10/- (Rupees Ten) each to Rs.242,293,190( Rupees Twenty Four Crores Twenty Two Lakhs Ninety Three Thousand One Hundred Ninety only) consisting of 24,22,319 (Two Crores Forty Two Lakh Two Thousand Thee Hundred Nineteen ) equity shares of Rs. 10/- (Rupees Ten) each.

Pursuant to the aforementioned changes, the capital structure of the Company as on March 31, 2025 is as follows: Authorised Share Capital was Rs. 25,00,00,000 (Rupees Twenty-Five Crores only), divided into 2,50,00,000 (Two Crores Fifty Lakhs) equity shares of Rs. 10 (Rupees Ten Only) each. The Issued, Subscribed and Paid-up Share Capital was Rs. 24,22,93,190 (Rupees Twenty-Four Crores Twenty-Two Lakhs Ninety-Three Thousand One Hundred Ninety only), divided into 2,42,29,319 (Two Crores Forty-Two Lakhs Twenty-Nine Thousand Three Hundred Nineteen) equity shares of Rs. 10 (Rupees Ten Only) each.

Further, the Board of Directors is proposing to issue additional shares to the shareholders of the Company by way of bonus shares, through the capitalization of free reserves, securities premium, and other reserves, as permitted under the Companies Act, 2013. The Board of Directors at its meeting held on May 30, 2025, have recommended issue of bonus equity shares of Rs. 10/- (Rupees Ten only) each credited as fully paid-up to eligible members of the Company in the proportion of 1:1 i.e., 1 (one) new fully paid up equity share of Rs. 10/- (Rupees Ten only) each for every 1 (one) existing fully paid-up equity share of Rs. 10/- (Rupees Ten only) For the aforesaid purpose It is proposed to increase the Authorised share capital to Rs. 50,00,00,000 (Rupees Fifty Crores Only) by creation of additional 2,50,00,000 ( Two Crores fty lakh) equity shares of Rs. 10/- (Rupees Ten only) in order to facilitate increase in paid up capital for future business growth and also to accommodate the proposed bonus share at 1:1 basis that could double the paid-up capital to Rs. 48,45,86,380 (Rupees Forty Eight Crores Forty Five Lakh Eighty Six

Thousand Three Hundred and Eighty only) subject to approval by the shareholders in the Annual General Meeting.

3. EMPLOYEE STOCK OPTION SCHEME

Pursuant to the approval of shareholders through postal ballot dated December 08, 2024., the Company has approved and adopted ‘DYNAMIC CABLES LIMITED - EMPLOYEE STOCK OPTION PLAN 2024' ( “DCL - ESOP 2024"). The DCL - ESOP 2024 is in compliance with SEBI (Share Based Employee Bene ts and Sweat Equity) Regulations, 2021 as amended from time to time.

The objective of DCL - ESOP 2024 is to reward the eligible and potential Employees who are in the employment of the Company for their performance and to motivate them to contribute to the growth and pro tability of the Company. The Company also intends to use this Scheme to attract and retain talents in the organization. The Company is of the view that the Employee Stock Options would enable the Employees to get a Share in the value they create for the Company in future.

Further, the maximum number of Options to be granted per Employee per grant and in aggregate shall not exceed 10,00,000 (Ten Lakh) equity shares . There are no material change in the scheme(s).

The grants under the Scheme are further subject to necessary statutory approvals and would be made in conformity with the applicable laws. No shares were granted to employees under the Scheme during the FY 2024-25 and hence there are no stock options that are either outstanding or exercisable as on the date of adoption of the Report.

Disclosures in compliance with SEBI (Share Based Employee Bene ts) Regulations, 2014, are uploaded on the website of the Company at https://www.dynamiccables.co.in/esop.html

4. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

The Company does not have any subsidiary, associate and joint venture Company within the meaning of Section 2(87) and 2(6) of the Companies Act, 2013.

5. TRANSFER TO RESERVES

The Board of Directors has not proposed to transfer any amount to Reserves of the Company during the year under review.

6. DIVIDEND

During the nancial year, the Board of Directors with the approval of the shareholders had declared the nal dividend for the nancial year 2023-24 of Rs. 0.50/- (5%) per equity share. Also, the Board of directors at its meeting held on Tuesday, May 13, 2025 has recommended a nal dividend of Rs. 0.50/- (5%) per equity share for the Financial year 2024-25 and the same is subject to the approval of members at the ensuing 18th Annual General Meeting (AGM).

The proposed dividend, subject to approval of Shareholders in the ensuing 18th AGM of the Company, would result in appropriation of Rs. 121.14 lakhs (net of TDS). The dividend would be payable to all Shareholders whose names appear in the Register of Members as on the Record Date. The Record date for the determining the eligibility of shareholders entitlement for dividend is Monday, June 23, 2025.

7. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

Section 124 of the Companies Act, 2013, read with Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“the Rules”), as amended, mandate the companies to transfer the dividend that has remained unclaimed/un-encashed for a period of seven years from the date of transfer to unpaid dividend account to the Investor Education and Protection Fund (IEPF). Further, the Rules also mandate that the shares on which dividend has not been claimed or encashed for seven consecutive years or more be transferred to the IEPF.

During the nancial year under review, there were no funds/shares which were required to be transferred to Investor Education and Protection Fund (IEPF) by the Company. The details of unpaid/unclaimed dividend is available on the Company's website i.e. www.dynamiccables.co.in

8. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

MDAR for the year, pursuant to Regulation 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), forms part of the Annual Report, and is attached herewith as “ANNEXURE-F”.

9. MATERIAL CHANGES & COMMITMENTS

No material changes and commitments affecting the nancial position of the Company have occurred between the end of the nancial year of the Company to which the nancial statements relate and the date of this report.

No signi cant or material orders were passed by the Regulators or Courts or Tribunals impacting the going concern status and Company's operations in future.

Loans, guarantees and investments covered under Section 186 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 forms a part of the Note No. 3 to the nancial statements provided in this Annual Report.

The Company's nancial discipline and prudence is re ected in the strong credit ratings ascribed by rating agencies. During the year under review , the credit rating assigned to the Company are as follows-

*CRISIL has upgraded its credit rating banking facilities on April 10,2025

All the related party transactions during the year are entered on arm's length basis and are in compliance with the applicable provisions of the Companies Act, 2013 and Regulation 23 of Listing Regulations. There are no materially signi cant related party transactions entered into by the Company with Promoters, Directors or KMP etc., which may have potential con ict with the interest of the company at large. All related party transactions are rst approved by the Audit Committee and thereafter placed before the Board for their consideration and approval. A statement of all related party transactions is presented before the Audit Committee meeting on quarterly basis, specifying the nature, value and terms and conditions of the transactions, for its review. The particulars of Contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013 read with Rule 15 of The Companies (Meetings of Board and its Powers) Rules 2014 is appended to this report in prescribed Form AOC- 2 as “Annexure- A”. Further all the necessary details of transactions entered with the related parties are mentioned in the Note No. 42 of the Financial Statements for the Financial Year ended March 31, 2025 in accordance with the Accounting Standards.

The Company has formulated a policy on materiality of related party transactions and also on dealing with related party transactions which has been uploaded on the C o m p a n y ' s w e b s i t e a t t h e w e b l i n k https://www.dynamiccables.co.in/Related-Party-Transaction-Policy.pdf

During the nancial year 2024-25 the Board of Directors of the Company met six (6) times i.e May 14,2024,May 15,2024,June 21,2024,July 31,2024 ,October 22,2024 & January 28,2025 .

The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and Secretarial Standard on Meetings of Board of Directors issued by the Institute of Company Secretaries of India. The detailed information on the Board Meetings have been disclosed in the Report on Corporate Governance annexed as “ANNEXURE-E”.

The Board of Company has constituted the following Committees to focus on speci c areas and take informed decisions in the best interests of the Company within authority delegated to each of the Committees:

(a)Audit Committee

(b)Nomination and Remuneration Committee (c)Stakeholders Relationship Committee (d)Corporate Social Responsibility Committee (e)Finance Committee

The details of composition of the said Committee(s), their terms of reference, meetings held and attendance of the Committee members during the nancial year 2024-25 are disclosed in the Corporate Governance Report annexed as “Annexure E”.

All the recommendations made by the Committees during the year were accepted by the Board of Directors.

Pursuant to the requirements of Schedule IV to the Companies Act, 2013 and the Listing Regulations, separate Meetings of the Independent Directors of the Company were held on January 28, 2025 and March,31 2025, without the presence of Non-Independent Directors and members of the management, to inter alia review the performance of Non-Independent Directors and the Board as a whole, the performance of the Chairperson of the Company, performance of non-independent directors, the Board as a whole. Further, Chairman of the Company was evaluated, taking into account the views of executive directors and non-executive directors.

As on March 31, 2025, your Company's Board had seven Board Members comprising of one Executive Director, two Non-executive Non-independent Directors and four Non-executive independent Directors including one woman Director. The details of Board and Committees composition, tenure of Directors, areas of expertise and other details are available in the Corporate Governance Report annexed as “Annexure E”.

In accordance with the provisions of Section 152 of the Act, Mr. Rahul Mangal, (DIN: 01591411) Non-Executive-Non Independent Director retired by rotation at the previous AGM and shareholders approved his re-appointment.

Pursuant to the provisions of Section 203 and Section 2(51) of the Act, Mr. Ashish Mangal, Managing Director, Mr. Murari Lal Poddar, Chief Financial Of cer and Ms. Naina Gupta, Company Secretary & Compliance Of cer are the Key Managerial Personnel of the Company as on March 31, 2025.

During the year, except as aforesaid, no other change took place in the Board of Directors or in Key Managerial Personnel of the Company. The composition of the Board of Directors of the Company is in compliance with the applicable regulatory norms.

Further, Mr. Sumer Singh Punia ,(DIN: 08393562), Non-Executive-Non Independent Director shall retire by rotation at the ensuing AGM and being eligible, has offered himself for re-appointment.

The Members of the Company at its 15th AGM held on August 24, 2022 had approved the reappointment of Mr. Ashish Mangal (DIN: 00432213) as the Managing Director of the Company for a period of three years commencing from July 21, 2022 to July 20, 2025. Based on the recommendations of the Nomination and Remuneration Committee and pursuant to the performance evaluation of Mr. Ashish Mangal as Managing Director and considering his background, experience and contribution to the Company over the past years, the Board, at its meeting held on May 13, 2025 approved his re-appointment as Managing Director of the Company, for a further period of three years commencing from July 21, 2025 up to July 20, 2028 subject to the approval of the Shareholders in the ensuing Annual General Meeting of the Company.

Member's attention is drawn to Item No. 4 of the Notice of 18th AGM for the re-appointment of Mr. Ashish Mangal as the Managing Director of the Company.

The Company has received declarations from all the Independent Directors under Sections 149(6) and 149(7) of the Companies Act, 2013 and Regulation 16(1)(b) and Regulations 25(8) of the Listing Regulations, con rming that they meet and comply with the criteria of independence as prescribed thereunder. The Independent Directors have af rmed compliance with the Code for Independent Directors prescribed under Schedule IV of the Companies Act, 2013 and the Listing Regulations.

The Board is of the opinion that the Independent Directors of the Company possess requisite quali cations, experience (including pro ciency) and expertise and they hold highest standards of integrity. Further, Independent Directors ful l the conditions of appointment as speci ed in the Listing Regulations and are Independent of the Management. The names of Independent Directors are included in Independent Director's data bank maintained with the Indian Institute of Corporate Affairs (‘IICA') in terms of Section 150 of the

Companies Act, 2013 read with Rule 6 of the Companies (Appointment & Quali cation of Directors) Rules, 2014, as amended.

None of the Directors are disquali ed for being appointed as Director as speci ed in Section 164(1) & (2) of the Act and Rule 14(1) of the Companies (Appointment and Quali cation of Directors) Rules, 2014.

The evaluation of Board performance is a crucial exercise for organisations to gauge the effectiveness of their governing bodies. By assessing both individual Board members and the Board as a whole, company can identify strengths, weaknesses, and areas for improvement. This evaluation is essential to ensure that the Board is operating effectively in alignment with the organisation's strategic objectives.

The provisions of Section 149(8) read with Schedule IV, Section 178(2) of the Act, Regulation 17 and other applicable Regulations of the Listing Regulations, and Guidance Note on Board Evaluation issued by the SEBI, mandates the performance evaluation of the Board, its committees, individual directors and the Chairperson of the Company on the basis of various parameters with the aim to improve the effectiveness of the individual Director, Committees and the Board.

The Company has established a structured process for Board performance evaluation which is conducted annually. The Nomination and Remuneration Committee reviews and approves the criteria and the mechanism for carrying out this exercise effectively. Details regarding the Board performance evaluation carried out for FY 2024-25 including methodology used, its outcome and proposed recommendations for implementation in the upcoming nancial year, are provided in the Report on Corporate Governance, forming part of this Board's report as Annexure-E.

The Board members are provided with all necessary documents, reports, internal policies, and opportunities for site visits to facilitate a comprehensive understanding of the Company's operations, procedures, and practices. All Independent Directors are familiarized with their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company, etc. from time to time. To further enhance their knowledge, periodic presentations are made at meetings of the Board and its Committees on various aspects, including the Company's business and operational performance and matters related to ESG and sustainability. The details of such familiarization programmes imparted to Independent Directors are posted on the website of the C o m p a n y a t https://www.dynamiccables.co.in/familiarization-programme-for-independent-directors.html

Pursuant to Section 139(1) of the Companies Act, 2013 M/s A. Bafna & Co., Chartered Accountant (FRN: 003660C) were appointed as the Statutory Auditors of the Company at 16th Annual General Meeting of the Company held on August 09, 2023 to hold of ce for a term of 5 ( ve) years until the conclusion of 21st Annual General Meeting of the Company to be held in the calendar year 2028.

Further Audit Report does not contain any quali cations, reservations or adverse remarks. The Notes to Financial Statements referred to in the Auditor's Report are self-explanatory and do not call for any further comments.

The Statutory Auditors has provided their eligibility certi cate con rming their non- disquali cation to continue as statutory auditor of the Company under Section 141 of the Act. Further, as required under the relevant provisions of Listing Regulations, the Statutory Auditors has also con rmed that they have subjected themselves to the peer review process of the Institute of Chartered Accountants of India (“ICAI”) and they hold a valid certi cate issued by the Peer Review Board of ICAI.

Pursuant to provisions of Section 204 of the Companies Act, 2013 and rules made thereunder, The Board of Directors has appointed M/s. V. M. & Associates, Company Secretaries (FRN P1984RJ039200) having Peer Review Certi cate No.: 5447/2024, as Secretarial Auditors to conduct the secretarial audit of the Company for the nancial year 2024-25.

Accordingly, they have conducted Secretarial Audit for the Financial Year 2024-25 and Secretarial Audit Report in Form MR-3 is enclosed herewith as Annexure-B. Pursuant to provisions of Regulation 24A of Listing Regulations, the Secretarial Auditors have also issued Annual Secretarial Compliance Report for the F.Y. 2024-25. Both the reports do not contain any quali cation, reservation or adverse remark.

M/s V. M. & Associates, Company Secretaries, has given the written consent to act as Secretarial Auditor of the Company and also provided Eligibility certi cate to the effect that they are eligible and not disquali ed to be appointed as a secretarial auditor in the terms of the provisions of the Listing Regulations, the Companies Act, 2013 and the rules made thereunder.

Further, in terms of the Listing Regulations, the Board on recommendation of Audit Committee has recommended to shareholders, the appointment of M/s V. M. & Associates, Company Secretaries as Secretarial Auditors of the Company for a rst term of ve consecutive nancial years commencing from April 1, 2025 till March 31, 2030. A resolution seeking shareholders' approval for the appointment of M/s V. M. & Associates, Company Secretaries as Secretarial Auditors has been included in the Item No. 5 of notice of the ensuing 18th AGM of the Company.

The cost accounts and records as required to be maintained by the company under Section 148(1) of Companies Act, 2013 are duly made and maintained. Pursuant to the provisions of Section 148 of the Companies Act, 2013, read with Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, your Company has appointed M/s Maharwal & Associates (FRN: 101556) as Cost Auditors for the nancial year 2024-25.

The Company has received Cost Audit Report on the cost accounts of the Company for the nancial year ended on March 31, 2025 and the same will be led with Ministry of Corporate Affairs (MCA) within the prescribed time limit provided under the Companies Act, 2013 and rules made thereunder. The Cost Audit Report does not contain any quali cations, reservations, or adverse remarks.

The Board on recommendation of Audit Committee has approved the re-appointment of M/s Maharwal & Associates (FRN: 101556) as Cost Auditor to conduct the audit of cost records of your Company for the nancial year 2025-26. They have con rmed their eligibility for the said re-appointment. The payment of remuneration to Cost Auditor requires the approval/rati cation of the members of the Company and necessary resolution in this regard has been included in the Item no. 8 of notice of the 18th AGM of the Company.

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and rules made thereunder, the Board of Directors of the Company has appointed M/s DLS & Associates LLP, Chartered Accountants, (FRN: C400023) as the Internal Auditors to conduct the Internal Audit of the Company for the Financial Year 2024-25. The Internal Auditors reports directly to the Audit Committee of the Board. The Audit Committee regularly reviews the audit ndings as well as the adequacy and effectiveness of the internal control measures.

Further, the Board on recommendation of Audit Committee has approved the re-appointment of M/s DLS & Associates LLP, Chartered Accountants, (FRN: C400023) as Internal Auditors of the Company to carry out internal audit for the Financial Year 2025-26. They have con rmed their eligibility for the said reappointment.

During the year under review, the Statutory Auditors, Cost Auditors, Internal Auditors and Secretarial Auditors have not reported any instances of frauds committed in the Company by its of cers or employees under Section 143(12) of the Companies Act, 2013.

Pursuant to the provisions of the SEBI(Prohibition Of

Insider Trading)Regulation,2015and amendments thereto, the Company has in place a Code of Conduct to regulate, monitor and report trading by Insider for prohibition of Insider Trading in the shares of the Company. The code inter alia prohibits purchase/sale of shares of the Company by its Designated Persons and other connected persons while in possession of Unpublished Price Sensitive Information in relation to the Company and during the period when the trading window is closed. The Company has also formulated a Code of practices and procedures for fair disclosure of Unpublished Price Sensitive Information (UPSI) and the said code is available on the Company's website and can be accessed at https://www.dynamiccables.co.in/CODE-OF%20PRACTICES-AND-PROCEDURES-FOR-FAIR-DISCLOSURE-OF-UPSI.pdf

Your Company is committed to maintaining the highest standards of professionalism, honesty, integrity and ethical behaviour and legal business conduct. In alignment with this commitment, the Company has adopted a Whistle Blower Policy and Vigil Mechanism in compliance with the provisions of Section 177(9) of the Companies Act, 2013 and the applicable rules thereunder and regulation 22 of the Listing Regulations.

This mechanism provides a formal framework for directors, employees and other persons to report concerns about suspected unethical behaviour, malpractice, abuse, or other instances of wrongdoing within the company. It also ensures adequate safeguards to protect whistleblowers from any form of retaliation or victimisation for raising such concerns in good faith.

During the Financial Year under review, no whistle blower event was reported and mechanism is functioning well. No personnel have been denied access to the Chairperson of Audit Committee. The policy is available on the website of the Company at https://www.dynamiccables.co.in/whistle-blower-policy.pdf

The CSR initiatives of the Company are primarily focused on key areas such as promotion of education and skill development, environmental sustainability, sports, social welfare, and the healthcare. During the F.Y. 2024-25, the Company has incurred expenditure of Rs. 83.83 lakhs on CSR activities against obligation of Rs. 81.96 lakhs (after setting of excess expenditure of Rs. 7.22 lakhs incurred during the F.Y. 2023-24).

In accordance with the provisions of Section 135 of the Companies Act, 2013, the Company has constituted a ‘Corporate Social Responsibility (CSR) Committee' and formulated a CSR Policy. The details of the CSR Policy, the composition of the Committee, CSR expenditure during the year and other relevant information are provided as ANNEXURE-C to this Report, in the format as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended.

The Company has framed and implemented a Risk Management Policy to identify the various business risks. This framework seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company's competitive advantage. The Risk Management Policy de nes the risk management approach across the enterprise at various levels including documentation and reporting. A detailed note on Risk Management is included in the Management Discussion and Analysis Report which forms part of this Annual Report as Annexure-F.

The Company recognises its duty to provide safe and secure working environment at the workplace and thus, in line with the requirements of the Sexual Harassment of Women at the workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company has in place a Policy for prevention of Sexual Harassment of Women at the workplace and has also set up an Internal Complaints Committee (ICC) to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

During the year under review, the Company did not receive any complaints under the POSH (Prevention of Sexual Harassment) Act. To promote awareness and foster a safe work environment, the Company has continued to conduct regular induction and training programs. Company has conducted online and physical training sessions on provisions of the POSH Act for employees throughout the year.

The summary of sexual harassment complaints received and disposed of during the year 2024-25 are as follows:

Number of complaints pending at the beginning of the year : NIL

Number of complaints received during the year : NIL Number of complaints disposed of during the year: Not Applicable Number of cases pending at the end of the year : Not Applicable

Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013 the Annual Return as on March 31, 2025 in Form MGT-7 is available on the Company's website at https://www.dynamiccables.co.in/Annual-Return-2024-25.pdf

During the nancial year under review, the Company has not accepted any deposits from public and as such, no amount on account of principal or interest on deposits from public was outstanding as on the date of the Balance Sheet. Please refer Note no. 15 of the nancial statement pursuant to Rule 2 (1) (c) (viii) of the

Companies (Acceptance of Deposits) Rules, 2014 for borrowings from directors.

The Company maintains a robust internal nancial control system to ensure the orderly and ef cient conduct of its business operations. These encompass adherence to internal policies, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and the timely preparation of accurate nancial information.

The Audit Committee regularly reviews the adequacy and effectiveness of the internal control systems and provides recommendations for their continuous improvement.

During the year under review, neither the Internal Auditor nor the Statutory Auditors has given modi ed opinion on the ef ciency or effectiveness of internal nancial controls of the Company.

Your Company continuously strives to conserve energy, adopt environment friendly practices and employ sustainable technology for more ef cient operations.

The particulars relating to the Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo pursuant to Section 134 of the Companies Act 2013 read with rules made thereunder is annexed herewith and marked as “ANNEXURE D” to this report.

In terms of provisions of Section 178(3) of the Companies Act, 2013, on recommendation of the Nomination & Remuneration Committee ,the Board has approved a policy , containing the criteria for determining quali cations, competencies, positive attributes and independence for appointment of a Director (Executive/Non- Executive) and criteria for remuneration for the Directors, Key Managerial Personnel and Senior Management employees, ensuring that it covers the matters mentioned in Section 178(4) of the Companies Act, 2013.

The copy of the Nomination and Remuneration policy can be a c c e s s e d b y c l i c k i n g o n w e b l i n k a t www.dynamiccables.co.in/nomination-&-remuneration-policy.pdf

Your Board seeks to promote and follow the highest level of ethical standards in all our business transactions guided by our value system. Listing Regulations mandate the formulation of certain policies for all listed companies. The corporate governance policies are available on the Company's website, at https://www.dynamiccables.co.in/policies-codes.html. The policies are reviewed periodically by the Board and updated as needed.

Disclosure pertaining to remuneration and other details as required under Section 197(12) read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is as under:

(I) The ratio of the remuneration of each director to the median remuneration of the employees of the Company and percentage increase in remuneration of each Director, Chief Financial Of cer and Company Secretary in the nancial year 2024-25:

*No remuneration paid except, payment of eligible sitting fees to Independent Directors. *In line with the internal guidelines, no commission was paid to Directors

(ii) The percentage increase in the median remuneration of employees in the nancial year is 17.20%

(iii) The number of permanent employees on the rolls of company: 978

(iv) Average percentile increase already made in the salaries of employees other than the managerial personnel in the last nancial year and its comparison with the percentile increase in the managerial remuneration and justi cation thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration: 22.45%

Increase in salary is based on the Company's performance, individual performance and promotions.

(v) Af rmation that the remuneration is as per the remuneration policy of the Company: It is hereby af rmed that the remuneration paid is as per the remuneration policy of the Company

Additionally, the statement containing employee particulars required by Section 197(12) of the Act and Rule 5(2) and Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended, is a part of this report. Pursuant to Section 136(1) of the Act, the annual report has been sent to Members without the aforementioned annexure, which can be inspected at the registered of ce of the Company up to the date of the AGM. Members interested in obtaining a copy of the Annexure may request it from the Company Secretary of the Company at investor.relations@dynamiccables.co.in

Your board has put their sincere efforts in doing a good job by following good governance practices. Accordingly the Company has complied with the requirements of corporate governance as stipulated under the Listing Regulations. The corporate governance report and certi cate from practicing Company Secretary con rming compliance of conditions as required by Regulation 34(3) read with Part E of Schedule V of the Listing Regulations, form part of the Board's Report.

Further as required under Regulation 17(8) of the Listing Regulations, a certi cate from the Managing Director and Chief Financial Of cer is annexed as ANNEXURE-E with this Report.

The Institute of Company Secretaries of India (ICSI) has issued Secretarial Standards (SS) on various aspects of corporate law and practices. The Company has duly complied with all the applicable Secretarial Standards.

Pursuant to Section 134(3) (c) of the Act, the Board of Directors hereby con rms and accepts the responsibility for the following in respect of the Audited Financial Statements for the nancial year ended March 31, 2025:

(I) That in the preparation of the annual accounts for the nancial year ended March 31, 2025; the applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

(ii) That the directors had selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on March 31, 2025 and of the pro t of the Company for that period;

(iii) That the directors had taken proper and suf cient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) That the directors had prepared annual accounts on a going concern basis;

(v) That the directors had laid down internal nancial controls to be followed by the company and that such internal nancial controls were adequate and were operating effectively; and

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

Pursuant to Regulation 17(5) of Listing Regulations, the Company has implemented a Code of Conduct for Directors and Senior Management Personnel (SMPs). This code outlines the fundamental principles for ethical and transparent behaviour by the Directors and SMPs of the Company to further promote fairness and orderliness within the organisation. All Directors and SMPs have af rmed their adherence to the code for the FY 2024-25 and a declaration by the MD & CEO to this effect forms part of Report on Corporate Governance annexed with Board's Report as Annexure-E. The Company”s Code of Conduct for Directors and SMPs can be accessed on the website of the Company at https://www.dynamiccables.co.in/code-of-conduct--and-senior-management.html

The Company has not issued any debentures, warrants, bonds, sweat equity shares, any shares with differential rights or any convertible & nonconvertible securities during the year under review.

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

There has been no change in the nature of business of the Company as on the date of this report;

No application has been made under the Insolvency and Bankruptcy Code; hence the requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the nancial year is not applicable.

There was no instance of onetime settlement with any Bank or Financial Institution.

Other disclosures with respect to Board's Report as required under the Companies Act, 2013 read with the Rules noti ed thereunder and the Listing Regulations are either Nil or Not Applicable

The Board of Directors would like to place on record their sincere appreciation to all stakeholders for their unwavering support throughout the year. The continued trust and con dence of our valued customers, vendors, dealers, suppliers, investors, business associates, bankers, and Government Authorities have been instrumental in driving our success.

The Directors also extend heartfelt gratitude to all employees across levels for their dedication, hard work, and unwavering commitment. Their solidarity, cooperation, and support have been key in achieving the Company's objectives and sustaining growth.