Redington Ltd

To the Members,

Your Directors are pleased to present the 32nd (Thirty Second) Annual Report of Redington Limited ("Redington" or "the Company") along with the audited financial statements for the financial year ended on March 31, 2025.

( in Crores)

*NCI- Non-Controlling Interests

SISA (Singapore, India & South Asia) & ROW (Rest of the World)

The Standalone and Consolidated Financial Statements of the Company for the financial year 2024-25 have been prepared in accordance with the Indian Accounting Standards ("Ind AS") as required under Section 133 of the Companies Act, 2013 ("Act").

Pursuant to Section 129(3) of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") the said Consolidated Financial Statements forms part of the Annual Report.

The consolidated revenue of the Company for the financial year was 99,333.65 crores as against 89,345.71 crores in the previous financial year, registering a growth of 11.2%, while the consolidated net profit for the year grew by 9.9% to Rs. 1,339.72 crores (excluding post-tax gain from disinvestment of Paynet) as against Rs. 1,218.62 crores in the previous financial year.

The Basic Earnings per Share (EPS) on a consolidated basis increased to Rs. 17.14/- (excluding post-tax gain from disinvestment of Paynet) for the financial year under review as compared to Rs. 15.59 /- for the previous financial year.

A detailed analysis on the financial performance of the Company is given as part of the Management Discussion and Analysis Report, which forms part of this Report.

In line with the Company's Dividend Distribution Policy, (https:// redingtongroup.com/wp-content/uploads/2023/09/Dividend-Distribution-Policy.pdf) the Board of Directors at their meeting held on May 19, 2025, recommended a dividend of 6.80/- per equity share (i.e., 340% of the face value) for the financial year 2024-25. This dividend, expected to result in pay-out of 531.61 crores, is subject to the approval of members at the ensuing Annual General Meeting and deduction of income tax at source, as applicable.

The financial statements of the Company for the year ended March 31, 2025, were approved by the Board of Directors on May 19, 2025, on which date the statutory auditors of the Company submitted their report thereon.

Your Company does not propose to transfer any amount to the general reserve out of the amount available for appropriation.

During the financial year 2024-25, the Company increased its authorised share capital from Rs. 1,70,00,00,000/- (Rupees One Hundred and Seventy Crores) divided into 85,00,00,000

(Eighty-Five Crores) equity shares of Rs. 2/- (Rupees Two) each to Rs. 2,50,00,00,000/- (Rupees Two Hundred and Fifty Crores) divided into 1,25,00,00,000 (One hundred and Twenty-Five Crores) equity shares of Rs. 2/- (Rupees Two) each ranking pari-passu in all respects with the existing equity shares of the Company.

In recognition of the Company's robust financial performance, leading credit rating agencies CRISIL and ICRA have reaffirmed its long-term credit rating at AA+ (Stable) and short-term credit rating at A1+ (Stable), reflecting confidence in the Company's financial stability.

The Company's performance is discussed in the Management's Discussion and Analysis Report, which forms part of this Annual Report.

As on March 31, 2025, the Company has two direct and one step-down subsidiary in India, and, two direct and 51 step-down subsidiaries, overseas. The details of the subsidiaries incorporated/ ceased and under liquidation during the financial year under review, as applicable, are given as part of Notes to the consolidated financial statements.

ProConnect Supply Chain Solutions Limited (ProConnect) is a wholly owned Indian subsidiary of Redington Limited. ProConnect is a trusted provider of Supply Chain Management & Warehousing Solutions to industries across sectors. ProConnect's performance for the year has been driven more by focus on profitable growth and operational excellence.

ProConnect's performance for FY 2024-25 was well supported by stabilisation and standardisation of process with cost control measures. Customer expectations for enhanced value at optimized costs have led to increased pressure on margins. However, with tighter control on various parameters and consistent efforts, the overall margin was maintained at the desired level. The Company's revenue grew by 5% and PAT has doubled compared to the previous financial year. During the year two new major customers were on-boarded and the company has entered the Qcom vertical with a leading brand. This has enhanced the company's capability to handle hyperlocal markets.

ProConnect continues to maintain a strong strategic position, driven by its robust solution capabilities and focused emphasis on Security, Loss Prevention, and Compliance. Key value drivers such as Speed, Accuracy, Visibility, and Cost Optimization are effectively supported by a reliable vendor base and enabled through advanced technology.

The Company has consistently invested it's time, resources and effort in this direction to strengthen its role as a strategic and preferred partner for the customers.

Redserv Global Solutions Ltd (RGS) is a wholly owned subsidiary of Redington Limited, serving as the Global Capability Centre (GCC) for the Redington Group.

Over the years, RGS has steadily expanded its scope and scale—both geographically and functionally—to evolve into a robust centralized shared services backbone.

RGS currently supports Redington's operations across Middle East, Africa, Turkey, India, and Singapore. Its functional coverage includes:

• Sales Order & Purchase Order Processing

• Credit & Master Data Management

• Accounting, Reconciliations, Reporting and Payroll processing With a strong focus on Compliance, process optimization, technology enablement, and best practice implementation, RGS continues to enhance operational efficiency while aligning closely with Redington's strategic objectives.

RGS operates through two delivery centres in Chennai and is guided by a well-defined transformation roadmap that leverages cutting-edge technology and continuous improvement methodologies to solve business challenges and drive sustainable value.

Redington (India) Investments Limited (RIIL), an associate Company of Redington Limited, was operating Apple retail stores in South India through its wholly owned subsidiary, Currents Technology Retail (India) Limited. It exited its business in FY21 and accordingly, the Company is evaluating available restructuring options including winding up.

Redington's overseas operations are carried out through its two wholly owned subsidiaries, Redington International Mauritius Limited, Mauritius and Redington Distribution Pte Limited, Singapore. The Management's Discussion and Analysis covers the business performance of both the entities and their subsidiaries.

RIML delivered 3.18% year-over-year growth across the

Middle East, Turkey, and Africa (META), contributing 46% of Redington's consolidated revenue.

The operating landscape in META remained complex, shaped by a combination of regulatory, fiscal and currency-related pressures. Despite these headwinds, Redington's balanced approach enabled stability and modest growth with significant progress in strategic areas:

• Cloud business recorded triple-digit growth, reflecting strong momentum and partner alignment in building future-ready digital capabilities.

• USD 74 million profit realized from the divestiture of Paynet business in Turkey (subsidiary of Arena)

• The UAE emerged as the best-performing market by growing 21.29%, driven by diversified growth across both commercial and consumer segments.

• Africa as a geo grew well this year on the back of strong enterprise wins and a strong mobility performance

• Saudi Market saw a correction with a pause the Country took on the Mega and the Giga projects that were launched in the first half of the year. We saw the second half market revive and we were quick to seize the opportunities as well

• Our e-commerce portal and our focus on growing the business from the long tail of partners helped expand our reach with quality and speed

RIML continues to build on its leadership across META, balancing transformation, profitability, and regional execution strength.

In 2025, RDPL is entering a new chapter—expanding beyond its established base in South Asia and launching operations in Malaysia as the first step in a broader ASEAN strategy. While our presence in Bangladesh, Sri Lanka, Nepal, Bhutan, and the Maldives continues to provide stability and growth, Southeast Asia now stands at the forefront of our expansion plans.

This move reflects ASEAN's rapid digital transformation, strong economic fundamentals, and increasingly innovation-friendly policy environment. Malaysia, with its advanced tech infrastructure and strategic location, offers a compelling entry point into a region characterised by rising consumer demand and digital adoption.

RDPL is adapting its offerings to local needs, forging regional partnerships, and investing in talent to deliver tailored IT solutions that address ASEAN's unique challenges and opportunities. We view this expansion not just as market growth, but as an opportunity to contribute to the region's digital progress.

As the global economy continues to shift, RDPL is positioning itself as a key enabler of digital advancement across Southeast Asia and South Asia (SESA), building resilient, future-ready solutions for an increasingly interconnected and digitally driven regional ecosystem.

During the year under review:

• Redington Gulf FZE, a wholly owned step-down subsidiary of the Company, transferred all its shares in Proconnect Supply Chain Logistics LLC, representing 100% of the share capital, to Proconnect Holding Limited. The regulatory approvals related to the transfer were completed on April 3, 2024.

• On July 16, 2024, the divestment of Citrus Consulting Services FZ LLC, UAE — a wholly owned subsidiary of Redington Gulf FZE and a step-down subsidiary of the Company was completed.

• Redington Distribution Pte Limited, a wholly owned subsidiary of the Company, incorporated a new entity in Malaysia named Redington Malaysia Sdn Bhd on June 25, 2024.

• By way of internal restructuring, the ownership of Paynet (Kibris) Odeme Hizmetleri Ltd., a step-down subsidiary of the Company, was transferred from Paynet Odeme Hizmetleri A.S. to Arena Bilgisayar Sanayi ve Ticaret. Prior to the transfer, Paynet (Kibris) Odeme Hizmetleri Ltd. was a wholly owned subsidiary of Paynet Odeme Hizmetleri A.S.

• By way of internal restructuring, Cadensworth FZE transferred its entire 49% shareholding in Proconnect Saudi LLC to Proconnect Supply Chain Logistics LLC. As a result, Proconnect Saudi LLC is now a wholly owned subsidiary of Proconnect Supply Chain Logistics LLC.

• The disinvestment of Paynet ?deme Hizmetler A. to Iyzi Payment and Electronic Money Services Inc. was completed on February 13, 2025.

• The name of our step-down subsidiary, Online Elektronik Ticaret Hizmetleri Anonim irketi, has been changed to Arena Labs Teknoloji ??z?mleri Anonim irketi.

A report on the performance and financial position of each of the subsidiaries, associates and joint venture companies is provided in the Notes to the consolidated financial statements.

Pursuant to the provisions of Section 129(3) of the Act read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing salient features of the financial statements of the Company's subsidiaries and Associates in Form AOC-1 is attached as Annexure E to this report.

Pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents and separate audited financial statements in respect of the subsidiaries are available on the website of the Company at https:// redingtongroup.com/financial-reports/

The Company has formulated a Policy for determining

Material Subsidiaries. The Policy is available on the Company's website and can be accessed at https:// redingtongroup.com/wp-content/uploads/2025/03/Policy-for-determining-Material-Subsidiaries.pdf

There are no material changes and commitments affecting the financial position of the Company which occurred between the end of the financial year to which the financial statements relate and the date of this report. There has also been no change in the business of the Company.

Your Company believes in adopting best practices of corporate governance and adhering to Corporate Governance guidelines, as laid out in SEBI Listing Regulations. Corporate governance is about promoting fairness, transparency, and accountability in the management and decision-making processes of an organization. It is the foundation for building trust with Members and stakeholders. The Corporate Governance Report of the Company for the financial year 2024-25 forms part of this Annual Report.

The Company has obtained a certificate from M/s RBJV & Associates, Practising Company Secretary, on compliance with corporate governance norms under the SEBI Listing Regulations and the Chief Executive Officer/Chief Financial Officer (CEO/CFO) certification as required under the SEBI Listing Regulations is appended to the Corporate Governance Report.

The Corporate Governance Report of the Company contains the necessary declaration regarding compliance with the Code of Conduct of the Company for the financial year 2024-25.

During the financial year, Mr. V.S Hariharan (DIN: 05352003) was appointed as the Managing Director & Group Chief Executive Officer of the Company for a period of five years with effect from February 05, 2025, to February 04, 2030. The same was approved by the members of the Company through postal ballot on April 11, 2025.

The Company has received declarations from all the Independent Directors of the Company confirming that,

(a) they meet the criteria of independence prescribed under the Act and the SEBI Listing Regulations;

(b) they have registered their names in the Independent Directors' Databank, and

(c) there have been no change in the circumstances which may affect their status as Independent Director during the year.

All Independent Directors have affirmed compliance to the code of conduct for Independent Directors as prescribed in Schedule IV to the Act.

The terms and conditions of appointment of the Independent Directors are placed on the website of the Company at https:// redingtongroup.com/wp-content/uploads/2024/05/Terms-and-Conditions-of-Appointment-of-Independent-Director.pdf

Mr. Tu, Shu Chyuan, (DIN: 02336015), Non-Executive Non-Independent Director, retires by rotation at the ensuing Annual General Meeting ("AGM") and being eligible, offers himself for reappointment. The resolutions seeking approval of the members for his re-appointment has been incorporated in the Notice to the AGM of the Company along with brief details about him.

Based on performance evaluation and the recommendation of the Nomination and Remuneration Committee, the Board recommends his re-appointment.

The Company has also disclosed the Director's familiarization programme on its website at https://redingtongroup.com/wp-content/uploads/2025/04/Familiarisation-Programme-2024-25. pdf

During the year, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, commission and reimbursement of expenses incurred by them for attending meetings of the Company.

The details of the composition of the Board and its Committees and various meetings held during the financial year are given in the Corporate Governance Report which forms part of this Annual Report.

All the recommendations made by the Nomination and Remuneration Committee were approved by the Board.

Pursuant to the provisions of Section 2(51) and 203 of the Act, the Key Managerial Personnel of the Company are Mr. V.S. Hariharan, Managing Director & Group Chief Executive Officer, Mr. S V Krishnan, Finance Director (Whole-time), Mr. Ramesh Natarajan, Chief Executive Officer, Mr. V Ravi Shankar, Chief Financial Officer and Mr. K Vijayshyam Acharya, Company Secretary.

Pursuant to the provisions of Section 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm that:

a) in the preparation of the annual financial statements for the year ended March 31, 2025, the applicable Accounting Standards had been followed along with proper explanation relating to material departures.

b) for the financial year ended March 31, 2025, such accounting policies as mentioned in the notes to the financial statements have been applied consistently and judgments and estimates that are reasonable and prudent have been made 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 financial year ended March 31, 2025;

c) that proper and enough care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the annual financial statements have been prepared on a going concern basis;

e) that proper internal financial controls were followed by the Company and that such internal financial controls are adequate and were operating effectively; f) that proper systems have been devised to ensure compliance with the provisions of all applicable laws were in place and that such systems were adequate and operating effectively.

M/s. Deloitte Haskins & Sells, Chartered Accountants (Firm Registration No.008072S) Statutory Auditors of the Company hold office till the conclusion of thirty- fourth AGM of the Company.

The Auditor's report to the Members on the standalone and consolidated financial statement for the year ended March 31, 2025, does not contain any qualification, observation or adverse comment. The Auditor's Report is enclosed with the financial statements in this Annual Report.

Maintenance of Cost Records and requirement of Cost Audit as prescribed under Section 148(1) of the Act do not apply to the business activities carried out by the Company.

Pursuant to the provisions of Section 204 of the Act, read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board, at its meeting held on October 29, 2024, approved the appointment of M/s. RBJV & Associates, Practising Company Secretaries (Firm Registration number P2016TN053800), to conduct the Secretarial Audit of the Company for the financial year ended March 31, 2025. The Company has received consent from them to act as such.

The Secretarial Audit report for the financial year ended March 31, 2025, in Form No. MR-3 is attached as Annexure D to this Report. The Secretarial Audit report does not contain any qualification, reservation or adverse remark.

Pursuant to Regulation 24(A) of SEBI Listing Regulations, the Company has obtained an annual secretarial compliance report from M/s. RBJV & Associates, Practising Company Secretaries (Firm Registration number P2016TN053800), and the same has been submitted to the stock exchanges within the prescribed time limit.

During the year under review, the Company has complied with all the applicable provisions of Secretarial Standard – 1 and Secretarial Standard – 2 issued by the Institute of Company Secretaries of India and notified by the Ministry of Corporate Affairs of India.

Further, as per Section 204 of the Act read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and SEBI Listing Regulations, the Board has recommended to appoint M/s. B Chandra & Associates, Company Secretaries, (Firm Registration No.P2017TN065700), as the Secretarial Auditors of the Company for a term of five (5) years commencing from financial year 2025-26 till financial year 2029-30, subject to approval of the Members.

During the year under review, neither the Statutory Auditors nor the Secretarial Auditors has reported to the Audit Committee, under Section 143(12) of the Act, any instances of fraud committed against the Company by its officers or employees.

Pursuant to Section 92(3) read with Section 134(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company as on March 31, 2025, is available on Company's website at the Investor Section under Financial Information at https://redingtongroup.com/ financial-reports/.

Five (5) meetings of the Board of Directors of your Company were held during the financial year 2024-25. The maximum time gap between any two Board meetings was less than 120 days. Necessary quorum was present throughout all the Board meetings. A separate meeting of the Independent Directors of the Company was held on February 4, 2025.

The particulars of the meetings held and the attendance of the Directors in the meetings are detailed in the Corporate Governance Report, which forms part of the Annual Report.

As on March 31, 2025, the Company had the following Committees:

• Audit Committee,

• Nomination and Remuneration Committee

• Stakeholders' Relationship Committee

• Risk Management Committee

• Corporate Social Responsibility & Environmental, Social and Governance Committee, and

• Finance Committee.

Detailed notes on the composition of the Board and its Committees are provided in the Corporate Governance Report, which forms part of the Annual Report.

The Board based on the recommendation of the Nomination and Remuneration Committee, has laid down a policy on appointment of Directors and remuneration to the Directors, Key Managerial Personnel and Other Employees.

- The objective of the policy for the appointment of Directors is to facilitate the Nomination and Remuneration Committee to evaluate the Directors and recommend to the Board for their appointment/ re-appointment and to ensure an optimum composition of Executive, Non-Executive and Independent Directors to maintain the independence of the Board and separate its functions of governance and management.

- The objective of the remuneration policy is to attract, motivate and retain qualified industry professionals for the Board and Management to achieve its strategic goals and to encourage behavior that is focused on long-term value creation while adopting the highest standards of good corporate governance. The remuneration policy of the Company is aimed at rewarding performance, based on a continuous review of achievements and aligns with the existing industry practices.

- The remuneration policy provides a framework for the remuneration of Directors, Key Managerial Personnel, and other employees.

The Company's policy on appointment of Directors and remuneration and other matters provided in Section 178(3) of the Act is available at the website at https://redingtongroup.com/ wp-content/uploads/2024/05/Nomination-and-Remuneration-Policy.pdf

The Disclosure pertaining to the remuneration and other details as required under Section 197 (12) of the Act and Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is given in Annexure B and forms part of this report.

The statement under Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms a part of this Report. However, as per first proviso to Section 136(1) of the Act and second proviso of Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Report and Financial Statements are being sent to the Members of the Company excluding the said statement.

The evaluation of all the Directors, Committees and the Board as a whole was conducted based on the criteria and framework approved by the Nomination and Remuneration Committee. The Board evaluation process was completed for the financial year 2024-25. The evaluation parameters and the process have been explained in the corporate governance report.

The particulars of loans, guarantees and investments under Section 186 of the Act, read with the Companies (Meetings of Board and its Powers) Rules, 2014, for the financial year 2024-25 form part of the Notes to the financial statements provided in this Annual Report. The Company has neither given guarantees nor provided security under Section 186 of the Act.

During the financial year 2024-25, none of the transactions with related parties falls under the scope of section 188(1) of the Act. Information on transactions with related parties pursuant to section 134(3) (h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given in Annexure F in Form AOC-2.

The Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions, as approved by the Board, is available on the Company's website and can be accessed at https://redingtongroup.com/wp-content/uploads/2023/05/ REDINGTON-RPT-Policy-v2-16-05-2023.pdf

Redington primarily carries out Corporate Social Responsibility (CSR) activities through its trust, Foundation for CSR @ Redington, by supporting its projects in the areas of education, employability skills training for the underprivileged and specially abled, healthcare and environmental sustainability. The Corporate Social Responsibility Committee has formulated and recommended to the Board a policy on CSR indicating the activities to be undertaken by the Company which is available on the website of the Company at https://redingtongroup.com/wp-content/uploads/2023/09/CSR-Policy-Redington-Limited-.pdf

During the year, the Company spent Rs. 17.74 Crores on CSR activities. The initiatives undertaken by the Company on CSR activities and executive summary of the impact assessment carried out during the year are set out in Annexure C of this report. The composition of the CSR Committee is disclosed in the Corporate Governance Report which forms part of the Annual Report.

Further, the Chief Financial Officer of the Company has certified that CSR spending of the Company for the financial year 2024-25 has been utilized for the purpose and in the manner approved by the Board of Directors of the Company.

Pursuant to Regulation 34(2)(f) of the SEBI Listing Regulations, the Business Responsibility & Sustainability Report forms part of this Annual Report. The Corporate Social Responsibility & Environment, Social and Governance (CSR & ESG) Committee discharges its oversight responsibility on matters related to organization wide ESG initiatives, priorities, and leading ESG practices. The CSR & ESG Committee meets regularly at various intervals to review progress on the ESG strategy of the Company and reports to the Board.

The Company believes in the conduct of affairs of its constituents fairly and transparently by adopting the highest standards of professionalism, honesty, integrity and ethical behaviour. Pursuant to the provisions of Section 177(9) of the Act, read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 4 of the SEBI Listing Regulations, and in accordance with the requirements of Securities and Exchange

Board of India (Prohibition of Insider Trading) (Amendment) Regulations, 2018, the Board of Directors had approved the Policy on Vigil Mechanism / Whistle Blower to provide a framework for the Company's employees and Directors to promote responsible and secure whistleblowing in the organization across levels. It also protects whistle-blowers who raise concerns about serious irregularities within the Company.

The whistle Blower policy is hosted on the website of the Company at https://redingtongroup.com/wp-content/uploads/2023/05/ Whistle-Blower-Policy-1.2.pdf

Pursuant to the provisions of the Companies Act, 2013 read with Investor Education and Protection Fund [IEPF] Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, the Company is required to transfer the unpaid or unclaimed dividend and shares in respect of which dividend entitlements are remaining unpaid or unclaimed for a period of seven consecutive years or more by any shareholder, to IEPF. Accordingly, the Company has transferred the unclaimed dividend of Rs. 1,58,148 pertaining to the financial year 2016-17 which remained unclaimed for seven consecutive years and the corresponding 2,416 shares to the IEPF authority.

Dividend for financial year 2023-24 on shares held by IEPF authority amounting to Rs. 70,432 was also transferred to IEPF. The details of the shares due to be transferred to IEPF during the financial year 2025-26 are available on our website under Shareholders' information.

Your Company has not accepted any deposit within the meaning of provisions of Chapter V of the Act, read with the Companies (Acceptance of Deposits) Rules, 2014, during the year ended March 31, 2025.

There are no significant and material orders passed by the Regulators or Courts or Tribunals that would impact the going concern status of the Company.

Your Board confirms that there are no proceedings pending against the Company under the Insolvency and Bankruptcy Code, 2016 and that there is no instance of a one-time settlement with any Bank or Financial Institution, during the year under review.

The Company has prepared a comprehensive document on Internal Financial Controls (IFC) in line with the requirements under the Act which included Entity Level Controls (ELC), Efficiency Controls, Risk Controls, Fraud Preventative Controls, Information Technology General Controls (ITGC) and Internal Controls on Financial Reporting (ICFR). A brief note on IFC including ICFR is enclosed in this Report as Annexure A. The Company has adopted policies and procedures for ensuring orderly and efficient conduct of its business, including safeguarding its assets, prevention and detection of fraud, error reporting mechanisms and ensuring accuracy and completeness of financial statements. Based on the results of assessments carried out by Management, no reportable material weaknesses or significant deficiencies in the design or operation of internal financial controls were observed. The Board opines that the internal controls adopted and implemented by the Company for the preparation of financial statements are adequate and sufficient.

Pursuant to Regulation 17 and Regulation 21 read with Part D of Schedule II of SEBI Listing Regulations, the Risk Management Committee evaluates the significant internal and external risks and ensures that appropriate methodology, processes and systems are in place to monitor and evaluate risks associated with the business of the Company. The Board of Directors reviewed the risk assessment and procedures adopted by the Company for risk control and management and is of the opinion that there are no risks that may threaten the existence of the Company. The terms of reference of the Risk Management Committee and activities of the Committee during the year are elaborated in the Corporate Governance Report.

The operations of your Company involve low energy consumption. Adequate measures have, however, been taken to conserve energy by way of optimizing the usage of energy.

Efforts made towards technology absorption: Your Company continues to use the latest technologies to improve the quality of services it offers. Digitalization and adoption of cloud technology, virtualization and mobility resulted in better operational efficiencies and Turnaround Time (TAT). Business Intelligence (BI) and Analytics facilitate key decisions and improve process efficiency. Your Company has seamlessly and securely adopted the hybrid working model and has been able to provide all employees with relevant technology tools and connectivity to carry out the work without any interruption.

Import of Technology: The Company has not imported any technology during the year.

As a Company involved in the distribution of technology products, your Company constantly innovates via strategic and qualitative initiatives to empower adoption of cutting-edge technologies.

The details of Foreign Exchange earnings and expenditures during the year are given below:

Earnings in Foreign Currency:

Your Company has constituted Internal Complaints Committees as required under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, to consider and resolve all sexual harassment complaints. Your Company has framed a policy on the Sexual Harassment of Women to ensure a free and fair enquiry process on complaints received from women employees about Sexual Harassment, also ensuring complete anonymity and confidentiality of information. Adequate workshops and awareness on the policy are also created by implementing learning modules for the employees. The number of complaints filed, disposed off and pending during the financial year is disclosed in the Corporate Governance Report, which forms a part of this Annual Report.

The Company is in compliance with the Foreign Exchange Management Act, 1999 and the Regulations made thereunder with respect to downstream investments made in its subsidiaries.

Your directors take this opportunity to gratefully acknowledge the cooperation and support received from the Members including the principal Members, suppliers, vendors, customers, bankers, business partners/associates, channel partners, financial institutions, and Regulatory/Government authorities to the Company. The Directors record their appreciation for the contributions made by employees of the Company, its subsidiaries and associates, for their hard work and commitment, towards the success of the Company. Their dedication and competence have ensured that the Company continues to be a significant and leading player in the industry. We thank the Governments of various countries where we have our operations.