Rane Holdings Ltd

Your Board of Directors hereby present to you the Eighty-Ninth Annual Report covering the operational and financial performance together with the accounts for the year ended March 31, 2025 and other prescribed particulars.

1. State of Company's affairs

The financial year 2024-25 had a pick-up in business balancing the challenges and opportunities across the Indian and global economies.

Duringtheyear,RaneHoldingsLimitedcompleted the acquisition of the entire shareholding in Rane NSK Steering Systems Private Limited, earlier a joint venture company with NSK Limited, Japan. The Company continued its focus on enhancing efficiency and cost competitiveness. The successful Amalgamation of Rane Engine Valve Limited and Rane Brake Lining Limited into Rane (Madras) Limited laid the foundation for long-term value creation. Rane and ZF Group continued to further strengthen their partnership by expanding the product portfolio within their joint venture.

The standalone financial highlights for the year under review are as follows:

*Re-measurement of defined benefit plans (net) recognised as part of retained earnings

The Key Performance Indicators, operational performance and balance sheet summary are furnished in page no 1 of this annual report and significant changes in key ratios are discussed in Management Discussion and Analysis Report and notes to the financial statements.

The total standalone income of the Company was 143.66 crores, decrease by 4.5% compared to the previous year, due to decrease in trademark fee. The Company netted a Profit After Tax (PAT) of 68.11 crores, which is 47.4 % of the turnover for FY 2024-25 and this has resulted in Earnings per Share (EPS) of 47.70/- for FY 2024-25 as against an EPS of 51.17/- for previous financial year.

There was no material change or commitment, affecting the financial position of the Company between the end of the financial year and date of the report other than those disclosed in the financial statements section of this Annual Report. There was no change in the nature of business during the year.

An amount of 103.91 crores of the profit is available for appropriation as at the end of FY 2024-25. The Board of Directors, taking into consideration, the operational performance and financial position of the Company, have recommended a dividend of 380% (i.e., 38/- per share of 10/- each, fully paid-up) for approval of shareholders at the ensuing 89^th Annual General Meeting (AGM) scheduled to be held on August 12, 2025. The total dividend on equity shares for FY 2024-25 would be 54.26 crores.

On declaration of the dividend by the shareholders, it will be paid on August 22, 2025 to all the eligible shareholders, whose name appears in the register of members of the Company as on July 29, 2025, being the Record Date fixed for this purpose, subject to deduction of tax at source where applicable. The dividend for the FY 2024-25 would be 38/- per equity share of a face value of 10/- each.

Considering the above, no amount is proposed to be transferred to reserves.

The dividend pay-out is in accordance with the Company's Dividend Distribution Policy. The policy is available under the Corporate Governance section on the investor's page on the website of the company at the web-link: https://ranegroup.com/investors/rane-holdings-limited/

The Company's financial management and its ability to service financial obligations in a timely manner, has been re-affirmed by ICRA Limited for its credit facilities during the year under review and this has been disclosed to stock exchanges and made available on the Company's website. The Corporate Governance section of this report carries the details of credit rating.

During the year under review, there was no change in capital structure of the Company and as at the year ended March 31, 2025, the paid-up capital of the Company stood at 14,27,78,090/- consisting of 1,42,77,809 equity shares having face value of 10/- each fully paid up.

The business of your company is to hold strategic investment in subsidiaries and joint ventures / associate companies (collectively called ‘Rane Group') engaged in the manufacturing and marketing of components for the transportation industry and also provide services unique to Rane Group. A detailed analysis of the automotive industry, group companies' performance, internal control systems and risk management process etc. are presented in the ‘Management Discussion & Analysis' report forming part of this report under ‘Annexure A'.

Investment profile of your Company is across the various group companies engaged / serving the automotive industry, is detailed below:

1. Rane Engine Valve Limited and Rane Brake Lining Limited amalgamated with and into Rane (Madras) Limited pursuant to the order of the Hon'ble National Company Law Tribunal vide order dated March 24, 2025.

2. RSSL became a Wholly Owned Subsidiary of the Company w.e.f September 19, 2024.

3. ZLRAI was incorporated as a Wholly Owned Subsidiary of ZRAI on July 04, 2024.

During the year, the Company acquired the balance 51% of shareholding from NSK Ltd., Japan, held in RSSL. Consequently, RSSL became the Wholly Owned Subsidiary of the Company with effect from September 19, 2024.

The Hon'ble National Company Law Tribunal had vide its order dated March 24, 2025 has sanctioned the Scheme of Amalgamation of Rane Engine Valve Limited and Rane Brake Lining Limited with and into Rane (Madras) Limited. The Scheme came into effect on April 07, 2025. The Company was allotted 59,58,439 equity share of Rane (Madras) Limited on April 23, 2025 pursuant to the Scheme. During the period under review, there was no change in management or control of the Company in Rane Group Companies, except for change of shareholding in RSSL and the Scheme of Amalgamation as discussed above. The Management Discussion and Analysis section of the report contains the financial highlights of performance of subsidiaries, associates and joint venture companies and their contribution to the overall performance of the Company.

The consolidated financial statements are prepared as per the following methodology specified under applicable accounting standards: (a) subsidiary companies – each line item of income, expenditure, assets and liabilities have been consolidated one hundred percent. Non-Controlling interests have been appropriately considered.

(b) joint venture / associate companies – share of profits based on the percentage of share held has been consolidated. The consolidated financial statements of the Company are prepared based on the financial statement of the subsidiary companies and joint venture / associate companies, for the year ended March 31, 2025. In case of four subsidiaries (including step-down subsidiaries), of whom the financial statements as certified by the management has been taken into consideration for the purpose of consolidation. The salient features of financial statement of these subsidiary companies are provided in form AOC-1 forming part of this annual report in terms of the provisions of Section 129(3) of the Companies Act, 2013 ("Act"). The Company will make available a soft copy of the annual report and annual accounts of the subsidiary companies to any member on request of the same in accordance with the provisions of Section 136 of the Act. Further, the annual financial statements of the subsidiary Companies have been made available in the website of the Company at www.ranegroup.com.

2. Board of Directors, Committees and Management 2.1. Composition

The composition of the Board of Directors and its Committees, viz., Audit Committee, Nomination and Remuneration Committee, Stakeholders' Relationship Committee, Corporate Social Responsibility Committee and Risk Management

Committee are constituted in accordance with the Act and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR), wherever applicable. The Board of Directors have also constituted a ShareTransfer Committee, Investment Committee, Executive Committee and a Finance Committee. The Corporate Governance Report given in ‘Annexure E' to this report contains the composition of the Board of Directors of the Company and its committees. The following are the details of change in composition of the Board of Directors and its committees. a. Dr.VenkataramaniSumantran (DIN:02153989) ceased to be Director on completion of tenure at the conclusion of 88^th AGM held on August 02, 2024. b. Appointment of Mr. Muthiah Murugappan Murugappan (DIN:00170478) as an Independent Director has been approved by the shareholders of the Company at the 88^th AGM for the first term of five (5) consecutive years with effect from August 02, 2024. c. Mr. Pradip Kumar Bishnoi (DIN:00732640), has been re-appointed for the second term effective from conclusion of 88^th AGM till July 01, 2026 by the shareholders by way of special resolution at the 88^th AGM. d. Mr. Harish Lakshman (DIN:00012602), Vice-Chairman was re-appointed as Joint Managing Director for a period of 5 years with effect from August 01, 2024 by shareholders through Postal Ballot on September 06, 2024. e. Mr. Ganesh Lakshminarayan (DIN:0012583) was re-appointed as Chairman and Managing Director with effect from April 01, 2025 to March 31, 2029 by shareholders through Postal Ballot on March 17, 2025.

There were no other changes in the composition of the Board of Directors other than those mentioned above during this year.

The Board of Directors is of the opinion that the Directors proposed for appointment / re-appointment at the ensuing 89^th AGM of the Company possess integrity, necessary expertise, relevant experience and proficiency and the Corporate Governance Report annexed to this report contains necessary disclosures regarding such Director(s).

The terms and conditions of appointment of Independent Directors have been disclosed in the policies section of the website of the Company and available at the weblink: https://ranegroup.com/investors/rane-holdings-limited/ All the Directors have affirmed compliance with the Code of Conduct of the Company. The Independent Directors have affirmed that they satisfy the criteria laid down under section 149(6) of the Act and Regulation 25 and other applicable regulations of SEBI LODR, as amended from time to time. Further, in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, Independent Directors of the Company have confirmed that they have registered themselves with the databank maintained by the Indian Institute of Corporate Affairs (IICA) and have passed the proficiency test, if applicable to them. The Board of Directors at its first meeting of the FY 2024-25 has taken on record the declarations and confirmations submitted by the Independent Directors. During the year, the Board had not appointed any person as an Alternate Director for an Independent Director on the Board. The Company has obtained a certificate from a Company Secretary in Practice stating that none of the Directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as Directors of companies by the SEBI / Ministry of Corporate Affairs or any such statutory authority.

Mr. Ganesh Lakshminarayan (DIN:00012583) retires by rotation at the ensuing 89^th Annual General Meeting (AGM) and being eligible, he offers himself for re-appointment. The proposal forre-appointmentofMr.GaneshLakshminarayan as a director is included in the notice convening the 89^th AGM.

ThescheduleofmeetingsoftheBoardofDirectors and Committees of the Board is circulated to the Directors in advance. During the year, six (6) Board Meetings were convened and held, the details of which are given in the Corporate Governance Report. The gap between any two consecutive meetings of the Board of Directors was less than 120 days. The details of committee meetings are provided in the Corporate Governance Report. For eligible matters, the Board / its committees may also accord approvals through resolutions passed by circulation, between two meetings.

A meeting of Independent Directors was held to assess the quality, quantity, timeliness of flow of information between the management and the Board and review the performance of the Non-Independent Directors. The Independent Directors expressed that the current flow of information was timely which enabled them to superior quality and to effectively perform their duties and that they are satisfied with the performance of Non-Independent Directors.

The annual evaluation of the performance of the Board, functioning of its committees, individual Directors, Managing Director and the Chairman of the Board was carried out based on the criteria formulated by the Nomination and Remuneration Committee (NRC). To all the directors, a structured questionnaire was sent seeking feedback and any comments on various parameters as recommended by the NRC. As regards evaluation of the functioning of the Board as a whole, including Committee(s) thereof, key focus areas for evaluation were on aspects like Board diversity and skill set to review strategies, risk management dimensions and processes, flow of information, adequacy and timeliness of agenda materials, effectiveness of presentations and more importantly the processes of reviewing strategic matters, annual operating plan, strategic business plan and guiding the management. The performance of the Individual Directors, including Independent Directors were evaluated through peer evaluation. The performance of Chairman was also evaluated on countenances such as ensuring top-level policy framework, creating an open environment for exchange of views besides ensuring effective mechanism for implementing board action points. In forming the evaluation criteria of Directors, attributes such as commitment, competency and sectoral knowledge, contributions to Board discussions and decisions and staying up to date on recent trends, being aware of macrolevel developments and networking skills were considered.

The feedback outcomes including comments / suggestions, along with action plans, if any, on matters requiring attention of the board were discussed by the Chairman. The evaluation framework includes mechanism to share evaluation feedback on individual directors to the NRC, wherever required.

The performance review of Non-Independent Directors were carried out by the Independent Directors in their separate meeting held during the year.

The details of familiarisation programmes for Independent Directors have been disclosed under the Corporate Governance Section on the Investor's page on the website of the company at the web-link: https://ranegroup.com/investors/ rane-holdings-limited/

During the year Mr. J Ananth, Senior Vice President - Finance was appointed as Chief Financial Officer (CFO) of the Company with effect from July 01, 2024 in the place of Mr. M A P Sridhar Kumar – Executive Vice President - Finance, on account of transfer of services within Rane group.

As at year end March 31, 2025, Mr. L Ganesh, Chairman & Managing Director, Mr. Harish Lakshman, Vice-Chairman & Joint Managing Director, Mr. Siva Chandrasekaran, Secretary and Mr. J Ananth, Chief Financial Officer hold the office of Key Managerial Personnel (KMP), respectively, within the meaning of Section 2(51) of the Act. The Senior Management Personnel (SMPs) other than KMPs, as at the year ended March 31, 2025 are Dr. P A Padmanabhan (President - Finance and Group - CFO) Mr. Rajesh Raghavan (President - Corporate), Mr. S Varadharajan, Senior Executive Vice President - Information Systems and Mr. V Ramasubramanian (Vice President - Human Resource).

During the year under review, there were no changes in the SMPs, other than in the office of CFO discussed above.

The policy contains criteria for determining qualifications, positive attributes and independence of a director and also covers aspects of remuneration which is reasonable and sufficient to attract, retain and motivate directors / employees of the quality required to run the Company successfully.

The policy on appointment and remuneration of directors, KMP and SMP as laid down by the NRC of the Board has been disclosed under the Corporate Governance Section on the Investor's Page on the website of the company at the web-link: https://ranegroup.com/investors/rane-holdings-limited/ There has been no change in the policy during the FY 2024-25.

In accordance with the said policy, approval obtained from the shareholders in terms of Regulation 17(6)(e) of the SEBI LODR vide postal ballot dated March 17, 2025, for payment of remuneration in excess of 5% of net profits of the Company to Mr. L Ganesh, Chairman and Managing Director and Mr. Harish Lakshman, Vice-Chairman and Joint-Managing Director. The details of remuneration paid / payable to the Directors for the FY 2024-25 is furnished in the Corporate Governance Report annexed to this report of the Board.

The composition, terms of reference and meetings of the Audit Committee are disclosed in the Corporate Governance Report section of the Annual Report. The Audit Committee of the Board acts in accordance with the terms of reference, which is in compliance with the provisions of Section 177 of the Act and Regulation 18 and other applicable provisions of SEBI LODR, as amended from time to time.

M/s. B S R & Co. LLP, Chartered Accountants (BSR) (Firm registration Number:101248W/W-100022) hold the office of Statutory Auditors of the Company, in terms of Section 139 of the Act read with applicable rules thereunder and as per the members approval accorded at the 84^th Annual General Meeting for a first term of five consecutive years i.e., from the conclusion of the 84^th AGM (2020) till the conclusion of 89^th AGM (2025).

The Audit Committee and the Board of Directors of the Company have at their meeting held on May 30, 2025 recommended the re-appointment of BSR as Statutory Auditors of the Company for a second term of five consecutive years, for approval of the members at the ensuing AGM of the Company. The notice convening the AGM contains necessary resolution relating to their re-appointment. BSR holds a valid peer review certificate issued by the Institute of Chartered Accountants of India.

The Statutory Auditors report to the members for the year ended March 31, 2025 does not contain any qualification, reservation, adverse remark or disclaimer.

The appointment of Cost Auditor is not applicable to the Company under Companies (Cost Records and Audit) Rules, 2014. Further, the maintenance of cost records as prescribed under provisions of Sec 148(1) of the Companies Act, 2013 is not applicable for the business activities carried out by the Company.

M/s. Sriram Krishnamurthy & Co., a firm of Company Secretaries in practice, have been appointed by the Board of Directors as Secretarial Auditors for the FY 2024-25. The Secretarial Audit report pursuant to Section 204 of the Companies Act, 2013 is annexed in ‘Annexure B' and was taken on record by the Board of Directors at its meeting held on May 30, 2025. The report does not contain any qualification, reservation, adverse remark or disclaimer. The Securities and Exchange Board of India (SEBI) has amended Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 whereby Shareholders, on the recommendation of Board of Directors, may appoint or re-appoint a Secretarial Audit firm as Secretarial Auditors for not more than two terms of five consecutive years, in the Annual General Meeting.

Accordingly, the Board of Directors recommends to the Shareholders, the appointment of M/s. B. Chandra & Associates., Practising Company Secretaries, Chennai as Secretarial Auditors, for a term of five consecutive years, from the financial year 2025-26 till the financial year 2029-30. The Company has received consent and eligibility certificate from M/s. B. Chandra & Associates., to serve as Secretarial Auditors of the Company, if they are appointed and that they hold a valid Peer Review Certificate issued by the Institute of Company Secretaries of India.

M/s. Capri Assurance and Advisory Servicies, a firm of independent assurance service professionals, continues to be the Internal Auditors of the Company. Their scope of engagement includes review of processes for safeguarding the assets of the Company, review of operational efficiency, ensure effectiveness of systems and processes, and assessing the internal control strengths in all areas including financial reporting. Internal Auditor findings are discussed with the process owners and suitable corrective actions are taken as per the directions of the Audit Committee on a regular basis to improve efficiency in operations. The Internal Auditors report directly to the Audit Committee. This committee while reviewing their performance scope, functioning, periodicity and methodology for conducting the Internal Audit, has taken into consideration their confirmation to the effect that their infrastructure, viz., Internal Audit structure, staffing and seniority of the officials proposed to be deployed etc. which are adequate and commensurate to the scope, functioning, periodicity and methodology for conducting the internal audit.

4. Directors' Responsibility Statement

In terms of Section 134(3)(c) read with section 134(5) of the Act, the Directors, to the best of their knowledge and belief based on the information and explanations obtained by them, confirm that: a. in the preparation of the annual accounts, the applicable accounting standards had been followed and there were no material departures; b. they had selected such accounting policies and applied them consistently and made judgements and estimates that were 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 year under review; c. they had 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, preventing and detecting fraud and other irregularities; d. they had prepared the financial statements for the financial year on a ‘going concern' basis; e. they had laid down internal financial controls to be followed by the Company and such internal financial controls were adequate and were operating effectively; and f. they had devised proper systems to ensure compliance with the provisions of all applicable laws and such systems were adequate and operating effectively.

5. Related Party Transactions (RPT)

All RPT that were entered into during the financial year were on an arm's length basis and were in the ordinary course of business. The Company has not entered into any transaction of material nature with any of the promoters, directors, key management personnel or relatives or subsidiaries etc., except for those disclosed in AOC-2 (Refer ‘Annexure C') of this annual report. There are no materially significant RPT made by the Company with related parties which require approval of the shareholders / which have potential conflict with the interest of the Company at large.

All RPT are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained for the transactions which are entered in the ordinary course of business and repetitive in nature. The transactions entered into pursuant to the omnibus approval so granted are reviewed by the Audit Committee on a quarterly basis. All RPTs are approved by the Independent Directors who are members of the Audit Committee.

The Company has put in place a proper system for identification and monitoring of such transactions. Save as disclosed in this report none of the Directors or Key Managerial Personnel has any pecuniary relationships or transactions with the Company. The policy on RPT as approved by the Board has been disclosed in the policies section of the website of the Company and is available at the web link: https://ranegroup.com/ investors/rane-holdings-limited/.

None of the Directors or Key Managerial Personnel or Senior Management Personnel has anymaterialfinancialandcommercialtransactions (except payment of remuneration / sitting fee, as applicable), where they have personal interest, which may have potential conflict with interest of the Company at large.

6. Corporate Social Responsibility (CSR)

The Rane Group's vision on Corporate Social Responsibility (CSR) is: ‘to be a socially and environmentally responsible corporate citizen'.

The CSR activities of Rane Group focus on four specific areas of (a) Education; (b) Healthcare; (c) Community Development; and (d) Environment.

The CSR Committee of the Board is responsible for recommending CSR projects and activities to the Board in line with the CSR policy. The CSR Committee monitors and reviews the implementation of CSR activities periodically.

The CSR activities undertaken by the Company are in line with the CSR Policy and recommendations of the CSR Committee comprising of Mr. L Ganesh, Committee Chairman

& Managing Director, Mr. Harish Lakshman, Vice Chairman & Joint Managing Director and Dr. Ms. Brinda Jagirdar, Independent Director, as its members.

During the year the Company was required to make a CSR contribution of 77.09 lakhs towards CSR activities for the year. The ‘Annexure D' to this report contains the annual report on CSR activities of the Company for FY 2024-25. The CSR policy of the Company has been disclosed under the Corporate Governance Section on the Investor's page on the website of the company at the web-link: https://ranegroup.com/investors/ rane-holdings-limited/.

Further, in terms of the CSR Rules, the CFO has certified to CSR Committee that the funds disbursed for CSR have been used, for the purpose and in the manner approved by the Board for FY 2024-2025.

7. Energy conservation, technology absorption and foreign exchange earnings and outgo

The Company is conscious of the imperative to protect the environment and the natural resources for achieving sustainable economic growth and have started several initiatives in this regard such as conservation of energy and water and eco-friendly waste management system. In view of the nature of activities of the Company, disclosure relating to technology absorption is not applicable to the Company. The disclosure of foreign exchange earnings and outgo, in terms of provisions of Section 134(3)(m) read with Rule 8 of the Companies (Accounts) Rules, 2014 are given hereunder: Foreign Exchange earnings and outgo

8. Corporate Governance Report

Your Company is committed to maintaining the highest standards of corporate governance in spirit and also a leader in complying with the regulatory norms under the SEBI regulations and other laws and regulations applicable to the

Company. The Corporate Governance Report and the certificate issued by the Statutory Auditors are available in ‘Annexure E' to this report.

9. Business Responsibility and Sustainability Reporting

The Business Responsibility and Sustainability Report as applicable to the Company in terms of Regulation 34(2) of SEBI LODR for FY 2024-25 is provided in ‘Annexure F' to this report. The Company practices various business responsibility initiatives as per the Business Responsibility framework of the Rane Group. This framework is developed and steered at Rane group under the able leadership and guidance of Mr. L Ganesh, Chairman & Managing Director who is also responsible for the implementation of the Business Responsibility initiatives.

The details in terms of Section 197(12) read with Rule 5 of the Companies (Appointment and remuneration of Managerial Personnel) Rules, 2014 are available in ‘Annexure G' to this report. Pursuant to Section 136(1) of the Act the report of the Board of Directors is being sent to the shareholders of the Company excluding the statement prescribed under Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The statement is available for inspection by the shareholders at the Registered Office of the Company during business hours.

The Risk Management Committee of the Board periodically reviews the risk management policy and its procedures. The Company has in place a Risk Management Policy covering internal and external risks including information security, cyber security, Environmental, Social and Governance (ESG) related etc., measures for risk mitigation including systems and processes for internal control to identify risks associated with the Company and measures to mitigate such risks. The details of composition, scope and the meetings held during the year are provided in the Corporate Governance report annexed as ‘Annexure E' to this report.

12. Other disclosures a. The Details of loan, guarantees and investments under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

b. The Internal control systems and adequacy are discussed in detail in the Management Discussion and Analysis annexed to the Directors' Report. c. There was no significant material order passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations. d. The policies approved and adopted by the Board have been made available under the Corporate Governance section of the website of the Company at the weblink: https://ranegroup.com/investors/rane-holdings-limited/ e. The copy of the Annual Return is available under the Corporate Governance section on the Investor's page on the website of the Company at the weblink: https://ranegroup. com/investors/rane-holdings-limited/ f. The Company has complied with the applicable Secretarial Standards, viz., SS-1 on meetings of Board of Directors and SS-2 on General Meetings issued by Institute of Company Secretaries of India (ICSI) as per Section 118(10) of the Act. g. The details regarding unpaid / unclaimed shares and dividend transferred / proposed to be transferred to the Investor Education and Protection Fund (IEPF) and other relevant details in this regard, have been provided in the Corporate Governance section of this Annual Report. h. The Company does not accept any deposits falling under the provisions of section 73 of the Act and the rules framed thereunder. i. During the year, the Company has not raised any funds through preferential allotment or qualified institutions placement, hence, deviation / variation in the utilization of funds does not arise. j. The Company has established a formal vigil mechanism named ‘Rane Whistle Blower Policy' for reporting improper or unethical practices or actions which are violative of the code of conduct of the Company. The mechanism includes access to report instances in Integrity Matters, an external and independent third-party service provider portal appointed by Rane Group. All reports lodged in this portal will be received directly by Rane Group's Ombudsperson and will be processed as per Rane Whistle Blower Policy. The policy which is also available on the intranet portal of the Company provides adequate safeguard against victimisation and for direct access to the Chairman of the Audit Committee for the employees and state their complaints / grievances. There were no complaints received by the company during the FY 2024-25. k. The Company has always provided a congenial atmosphere for work that is free from discrimination and harassment and has provided equal opportunities of employment to all irrespective of their caste, religion, colour, marital status and gender. The Company believes that women should be able to do their work in a safe and respectful environment that encourages maximum productivity. The Company has a zero tolerance towards sexual harassment. The Company has adopted a policy on prevention of sexual harassment of women at work place and put in place proper dissemination mechanism across the Company. The Company has carried out awareness programmes / sessions on the mechanism established under this policy, across its various locations. The Company has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH), comprising of Presiding Officers and members with an appropriate mix of employees and external subject matter experts. During the period, the details of complaints received / resolved or pending are as under: No. of complaints received during the year – Nil No. of complaints disposed off during the year – Nil No. of complaints pending as on end of the year – Nil l. In view of the exemptions available vide General circular 09/2024 dated September 19, 2024, issued by the Ministry of Corporate Affairs ("MCA") read with previous circulars, SEBI Circular dated October 03, 2024 and in compliance with Regulation 36 of SEBI LODR, electronic copies of the annual report and the notice convening the 89^th AGM would be sent to all the members whose e-mail addresses were registered with the Company or their respective Depository Participants. A letter providing the web-link, where complete details of the Annual Report is available will be sent to those shareholder(s) who have not registered their email ids. The hard copies of the Annual Report will be made available to those members who are specifically requesting for the same. The full Annual Report will be made available on the website of the Company and will also be disseminated to the stock exchanges where shares of the Company are listed.

Annual General Meeting m. The 89^th AGM would be conducted through video conferencing or other audio-visual means on August 12, 2025 at 15:00 hrs (IST). The Notice convening the 89^th AGM shall contain detailed instructions and notes in this regard.

We thank our Investors, Customers, Vendors, Bankers, Regulatory and Government Authorities, Reserve Bank of India, Stock Exchanges and Business Associates for their assistance, support and cooperation extended. We place on record our appreciation for the committed services of all our employees.