The Board of Directors are pleased to present the 31^st Annual Report on the business and operations of the Company together with the
Audited Statement of Accounts for the Financial Year ended March 31, 2025.

Financial Performance

The Company's summarized financial results prepared in accordance with Indian Accounting Standards (Ind AS) and performance during
the year ended March 31, 2025, compared to the previous financial year, is summarized below:

Note: Previous year figures have been regrouped/ rearranged wherever necessary.

*Capital Infraprojects Private Limited (CIPL) ceased to be the associate of the Company with effect from January 31,2025, so Consolidated
Financial Statements are not applicable to the Company.

Results of operations and State of Company’s affairs

The Company's revenue from operations for the financial year
ended March 31, 2025 was ' 20,71,340/- (Previous Year -
' 2,50,30,950/-). The total Income of the Company for the financial
year ended March 31, 2025 is Rs. 2,35,00,230/- as compared to
' 5,82,13,840/- in the previous year.

The Company has booked a net profit of ' 31,47,11,590/- during
the year as against ' 22,51,40,610/- during the previous year
(considering an exceptional income of ' 35,06,85,110/- due
to reduction in Fair Value of Preference Shares in this year as
compared to ' 20,29,75,210/- in the previous year).

Material changes and commitments that have occurred after
the close of the financial year till date of this report which
affects the financial position of the Company (Pursuant to
Section 134(3)(I) of the Companies Act, 2013)

There were no material changes and commitments that have
occurred after the close of the financial year till the date of this
report which affects the financial position of the Company.

Business Overview

The Company is engaged in Real Estate business, construction
of residential complex in the National Capital Region (NCR). It
has acquired a plot of land on long term lease, under Builders
Residential Scheme (BRS) of the Greater Noida Industrial
Development Authority (GNIDA). The construction has been
completed and the flats are handed over to the purchasers.

Apart from constructing its own project, the Company was also
engaged in construction of residential flats through Joint Venture
Partnership Firms and these firms were allotted plots of land on
long term lease basis, under Builders Residential Scheme (BRS)
of the New Okhla Industrial Development Authority (NOIDA),
Greater Noida Industrial Development Authority (GNIDA) and
Yamuna Expressway Industrial Development Authority (YEIDA).
The total lease hold area allotted to the Company alongwith the
Joint Venture Firms was around 2,65,000 sq. meters.

However, during the FY 2023-2024, the Company exited from all
its Joint Venture Partnership Firms except for Capital Infraprojects
Private Limited.

During the year under review, Capital Infraprojects Private Limited
also ceased to be an associate of the Company with effect from
January 31, 2025.

Details of Subsidiary Companv/Associate Companies/Joint
Venture

During the financial year under review, Capital Infraprojects Private
Limited (CIPL) has ceased to be the associate of the Company
with effect from January 31, 2025. Thus, the Company does not
have any Subsidiary, Joint Venture or Associate Company as on
March 31, 2025.

Transfer to Reserves:

During the year under review, there was no transfer to reserves.
Dividend

Your Directors have not recommended any dividend for the
financial year 2024-2025.

Management Discussion and Analysis

The Management Discussion and Analysis Report as required
under Regulation 34 of SEBI (Listing Obligations & Disclosures
Requirements) Regulations, 2015 is appended to this Annual
Report and forms an integral part of this report.

Change in Capital Structure

During the year under review, the Company has not issued any
shares or convertible securities.

The Board of Directors in its meeting held on December 06,
2024, based on the recommendation of Audit Committee of the
Company and in accordance with provisions of the Companies Act,
2013, SEBI Listing Regulations and Articles of Association of the
Company approved reclassification of the unissued portion of the
Authorised Share Capital of the Company from Rs. 25,00,00,000/-
(Rupees Twenty-Five Crore only) divided into 1,00,00,000 (One
Crore) Equity Shares of Rs. 10/- each and 1,50,00,000 (One Crore
Fifty Lakhs) Preference Shares of Rs.10/- (Rupees Ten) each to
Rs. 25,00,00,000/- (Rupees Twenty-Five Crore only) divided into
1,80,00,000 (One Crore and Eighty Lakhs) Equity Shares of Rs.
10/- each and 70,00,000 (Seventy Lakhs) Preference Shares
of Rs.10/- (Rupees Ten) each and consequent alteration of the
existing Clause V of the Memorandum of Association relating to
the Share capital.

Further, the Members through Postal Ballot on January 07,
2025 accorded their approval by way of Ordinary Resolution for
reclassification of the unissued portion of the Authorised Share
Capital as stated above.

As on March 31, 2025, the Authorised Share Capital of the
Company is Rs. 25,00,00,000/- (Rupees Twenty-Five Crore only)
divided into 1,80,00,000 (One Crore and Eighty Lakhs) Equity
Shares of Rs. 10/- each and 70,00,000 (Seventy Lakhs) Preference
Shares of Rs.10/- (Rupees Ten) each.

The subscribed and fully paid-up share capital of your Company
stood at Rs.11,99,09,000/- (Rupees Eleven Crore Ninety Nine
Lakhs and Nine Thousand only) comprising of 49,90,900 (Forty
Nine Lakhs Ninety Thousand Nine Hundred) Equity Shares
of Rs.10/- each and 70,00,000 (Seventy Lakhs) Zero % Non¬
Convertible Redeemable Preference Shares of Rs.10/- each.

Annual Return

Pursuant to Section 92(3) read with Section 134(3)(a) of the
Act, the Annual Return as on March 31, 2025 in Form MGT-7 is
available on the Company's website at https://www.iitlprojects.
com/static/investors.aspx.

Compliance with Secretarial Standards

The Board of Directors affirms that the Company has complied
with the applicable Secretarial Standards issued by the Institute
of Companies Secretaries of India (SS1 and SS2) respectively
relating to Meetings of the Board and its Committees which have
mandatory application.

Internal Financial controls and their adequacy

The Board has adopted policies and procedures for ensuring the
orderly and efficient conduct of its business, including adherence
to the Company's policies, the safeguarding of its assets, the
prevention and detection of fraud, error reporting mechanisms,
the accuracy and completeness of the accounting records, and
the timely preparation of reliable financial disclosures.

J.P J Associates LLP, Chartered Accountants, a consulting / audit
firm was appointed for determining the adequacy and operating
effectiveness of the existing Internal Financial Controls over
Financial Reporting of the Company on behalf of the management.

They have observed that there are no material weaknesses
in the financial controls of the Company. Based on the above,
management believes that adequate Internal Financial Controls
exist in relation to its Financial Statements.

Board of Directors and Key Managerial Personnel

Board of Directors

• Retiring by Rotation

In accordance with the provisions of Section 152 of the
Companies Act, 2013, Mr. Bipin Agarwal (DIN: 00001276),
Non-Executive and Non-Independent Director of the Company
is liable to retire by rotation at the ensuing Annual General
Meeting (AGM) of the Company and being eligible has offered
himself for re-appointment.

The necessary resolution for re-appointment of Mr. Bipin
Agarwal forms part of the Notice convening the AGM
scheduled to be held on September 13, 2025.

• Appointment

The Members of the Company at their 30^th Annual General
Meeting held on September 25, 2024 appointed Mr. Shriram
Surajmal Khandelwal (DIN: 06729564) and Mr. Shankar
Narayan Mokashi (DIN: 08943356) as Independent Directors
of the Company for a term of 5 (five) years commencing from
August 13, 2024 to August 12, 2029.

Further, the Board of Directors, based on the recommendation
of Nomination and Remuneration Committee of the Company
and in accordance with provisions of the Companies Act, 2013
and SEBI Listing Regulations appointed Mr. Sahil Agarwal
(DIN: 06406139) as an Additional Director of the Company
with effect from February 04, 2025.

• Cessation/ Resignation

The second consecutive term of appointment of
Mr. Venkatesan Narayanan (DIN: 00765294) and Mr. Milind
Desai (DIN: 00326235) as Independent Directors ended on
September 25, 2024. Consecutively, they have ceased to be
an Independent Directors of the Company w.e.f. September
26, 2024.

Also, Mr. Sahil Agarwal (DIN: 06406139) resigned from
the position of an Additional Director from the Board of the
Company with effect from March 17, 2025, due to personal
and unavoidable circumstances.

As on March 31,2025, Dr. Bidhubhusan Samal, Mr. Bipin Agarwal,
Mrs. Sujata Chattopadhyay, Mr. Sriram Surajmal Khandelwal and
Mr. Shankar Narayan Mokashi are the Directors of the Company.

Key Managerial Personnel

• Appointment

During the period under review, based on the recommendation
of the Nomination and Remuneration Committee, the Board of
Directors appointed Mr. Sagar Jaiswal as the Chief Financial
Officer of the Company with effect from June 25, 2024.

During the FY 2025-2026, pursuant to the recommendation of
the Nomination and Remuneration Committee held on August
06, 2025, the Board of Directors appoints Ms. Harshida J.
Parikh as the Company Secretary and Compliance Officer of
the Company with immediate effect, i.e. from August 06, 2025
and also designate her as Key Managerial Personnel of the
Company.

Further, upon the recommendation of Nomination and
Remuneration Committee held on August 06, 2025, the Board
of Directors appoints Ms. Harshida J. Parikh as the Manager,
designated as Key Managerial Personnel of the Company
with immediate effect, i.e. from August 06, 2025 for a period
of Three (3) years, subject to the approval of Members at the
ensuing AGM of the Company. The necessary resolution for
approval of the appointment forms a part of the Notice of the

ensuing AGM, along with the necessary disclosures required
under the Companies Act, 2013 and the Listing Regulations,
for approval of Members.

The Board hereby recommends the appointment of Ms.
Harshida J. Parikh as the Manager of the Company to the
Members at the ensuing AGM of the Company.

• Cessation/Resignation

During the FY 2025-2026, Ms. Shivani Kawle resigned from
the position of Manager & Company Secretary of the Company
with effect from June 02, 2025 on account of her personal
reasons.

Also, Mr. Sagar Jaiswal tendered his resignation from the
position of Chief Financial Officer of the Company with
effect from August 31,2025 with the intention of starting own
Chartered Accountancy practice.

Pursuant to the provisions of Section 203 of the Act, the Key
Managerial Personnel of the Company as on the date of this Report
are Ms. Harshida J. Parikh, Manager & Company Secretary and
Mr. Sagar Jaiswal, Chief Financial Officer.

Apart from the aforesaid changes, there were no other changes
in Directors and Key Managerial Personnel of your Company.

Familiarization Programme

The Company has formulated a Familiarization Programme for
Independent Directors with an aim to familiarize the Independent
Directors with the Company, their roles, rights, responsibilities in the
Company, nature of the industry in which the Company operates,
business model of the Company, etc., to provide them with better
understanding of the business and operations of the Company and
so as to enable them to contribute significantly to the Company.
In addition to the above, Directors are periodically advised about
the changes effected in the Corporate Law and Listing regulations
with regard to their roles, rights and responsibilities as Directors
of the Company.

The details of programme for familiarization of Independent
Directors with the Company are put up on the website of the
Company under the web link https://www.iitlproiects.com/static/
investors.aspx?id=DFP

Evaluation of Board, its Committees and Individual Directors

The Nomination and Remuneration Policy of the Company
empowers the Nomination and Remuneration Committee to
formulate a process for evaluating the performance of Directors,
Committees of the Board and the Board as a whole.

The process for evaluation of the performance of the Director(s) /
Board / Committees of the Board for the financial year 2024-2025
was initiated by the Nomination and Remuneration Committee,
by sending out questionnaires designed for the performance
evaluation of the Directors, Committees, Chairman and the Board
as a whole. The Committee also forwarded their inputs to the Board
for carrying out the Performance Evaluation process effectively.

In terms of provisions of Companies Act, 2013 and Schedule
II - Part D of Securities and Exchange Board of India (Listing

Obligations and Disclosure Requirements) Regulations, 2015, the
Board carried out the annual performance evaluation of its own
including the various Committees and individual Directors with
a detailed questionnaire covering various aspects of the Boards
functioning like, composition of Board and its Committees, Board
culture, performance of specific duties and obligations.

In a separate meeting of Independent Directors, performance
of Non-Independent Directors, performance of the Board as a
whole and performance of the Chairman was evaluated. Based
on the feedback received from the Independent Directors and
taking into account the views of Directors, the Board evaluated its
performance on various parameters such as composition of Board
and its committees, experience and competencies, performance of
duties and obligations, contribution at the meetings and otherwise,

independent judgment, governance issues, effectiveness of flow
of information.

Meetings of the Board

The meetings of the Board are scheduled well in advance. The
Board meets at least once in a quarter inter alia to review the
performance of the Company. For each meeting, a detailed agenda
is prepared in consultation with the Chairman. The maximum
interval between any two meetings did not exceed 120 days as
prescribed in the Companies Act, 2013.

During the year under review, 9 (Nine) meetings of the Board of
Directors were held i.e. on May 27, 2024, May 30, 2024, June 19,
2024, August 13, 2024, September 09, 2024, November 08, 2024,
December 06, 2024, February 04, 2025 and March 18, 2025.

The necessary quorum was present for all the meetings.

Attendance of Directors at the Board Meetings during the financial year 2024-2025 and at the Annual General Meeting (AGM):

Name of the Director Category No. of Board Meetings held Attendance at the AGM held

during the year 2024-2025 on September 25, 2024

Held Attended

Dr. Bidhubhusan Samal Non-Executive Non- 9 9 Yes

Independent Chairman

Mr. Bipin Agarwal Non-Executive Non- 9 9 Yes

Independent Director

*Mr. Venkatesan Narayanan__Independent Director__9__5__Yes_

*Mr. Milind S. Desai__Independent Director__9__5__Yes_

Mrs. Sujata Chattopadhyay__Independent Director__9__9__Yes_

#Mr. Sriram Surajmal Khandelwal Independent Director 9 6 Yes

#Mr. Shankar Narayan Mokashi Independent Director 9 6 Yes

*Mr. Venkatesan Narayanan and Mr. Milind S. Desai have ceased to be Independent Directors of the Company w.e.f. September 26, 2024.

#Mr. Shriram Surajmal Khandelwal and Mr. Shankar Narayan Mokashi were appointed as Independent Directors of the Company w.e.f.
August 13, 2024.

Directors’ Responsibility Statement

Pursuant to Section 134(3)(c) of the Companies Act, 2013,
your Directors, to the best of their knowledge and belief, hereby
confirms that:

(a) In preparation of the annual accounts for the year ended
March 31, 2025, the applicable accounting standards
read with requirements set out under Schedule III of the
Companies Act, 2013, have been followed and there are no
material departures from the same;

(b) Such accounting policies have been selected and applied
them consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair view
of the state of affairs of the company as at March 31, 2025
and profit of the Company for the year ended on that date;

(c) Proper and sufficient care has been taken for the maintenance
of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the
assets of the Company and for preventing and detecting fraud
and other irregularities;

(d) The annual accounts have been prepared on the basis that
the Company does not continue to be a “Going Concern” and
therefore all assets that have being valued at their realisation
value were lower than cost and all known liabilities have been
fully provided for and recorded in the financial statements on
the basis of best estimate of the Management;

(e) The proper internal financial controls were in place and
that such internal financial controls are adequate and were
operating effectively; and

(f) The systems to ensure compliance with the provisions of all
applicable laws were in place and that such systems were
adequate and operating effectively.

Corporate Governance

Your Company has been practicing the principles of good
Corporate Governance over the years and it is a continuous and
ongoing process. Pursuant to Chapter IV, Regulation 15(2) of the
SEBI (LODR) Regulations, 2015, the compliance with Corporate
Governance as specified in Regulation 17 to 27, 46(2) (b) to (i)
and (t) & para C, D & E of Schedule V are not applicable to the

Company as the paid-up equity share capital does not exceed Rs.
10 crores and net worth does not exceed Rs. 25 crores, as on the
last day of the previous financial year.

Declaration by Independent Directors

The Company has received declarations from all the Independent
Directors of the Company, confirming that, they meet the criteria
of independence as prescribed both under Section 149(7) of the
Companies Act, 2013 and Regulation 16(b) of Securities and
Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015. The Independent Directors of
the Company have registered themselves with Indian Institute of
Corporate Affairs for empanelment in the databank of Independent
Directors. Further, the Board members are satisfied with regard
to integrity, expertise and experience (including the proficiency)
of the Independent Directors of the Company.

Nomination and Remuneration Policy

The Board of the Directors has framed the policy which lays
down a framework in relation to Remuneration of Directors, Key
Managerial Personnel and Senior Management of the Company.
This policy also lays down criteria for selection and appointment
of Board Members. The Nomination and Remuneration Policy
approved by the Board is uploaded on the Company's weblink
viz. https://www.iitlproiects.com/files/policies/NOMINATION-AND-
REMUNERATION-POLICY.pdf

Particulars of Loans given, Investments made, Guarantees
given and Securities provided

During the year under review, the Company has not made any
investments, provided any guarantees or security or granted any
loans or advances pursuant to Section 186 of the Companies
Act, 2013.

Conservation of energy, technology absorption, foreign
exchange earnings and outgo:

The details of conservation of energy, technology absorption,
foreign exchange earnings and outgo are as follows:

(A) Conservation of energy: Not Applicable

(B) Technology absorption: Not Applicable

(C) Foreign exchange earnings and Outgo: Not Applicable
Risk Management

The Company has formulated a Risk Management Policy. The
Company identifies, evaluates, analyses and prioritizes risks in
order to address and minimize such risks. This facilitates identifying
high level risks and implement appropriate solutions for minimizing
the impact of such risks on the business of the Company.

Related Party Transactions

The Company has laid down a Related Party Transactions Policy
for purpose of identification and monitoring of such transactions.
The policy on Related Party Transactions approved by the

Board is uploaded on the Company's web link viz. https://www.
iitlproiects.com/files/policies/Policv-on-materialitv-of-Related-
Partv-Transactions-final-10-02-2022-(IITLPL).pdf

All Related Party Transactions are placed before the Audit
Committee and also before the Members/Board for their approval,
wherever necessary.

The details of the related party transactions as per Indian
Accounting Standard 24 are set out in Note No. 33 to the
Standalone Financial Statements forming part of this report.

The Particulars of material contracts or arrangements made with
related parties referred to in Section 188(1) of the Companies Act,
2013, in the prescribed Form AOC-2, is appended as Annexure
1 to the Directors' Report.

Corporate Social Responsibility (CSR)

The Corporate Social Responsibility Committee has formulated
and recommended to the Board, a Corporate Social Responsibility
Policy (CSR Policy) indicating the activities to be undertaken by the
Company, which has been approved by the Board. The CSR Policy
is disclosed on the Company's website: https://www. iitlproiects.
com/files/policies/CORPORATE-SOCIAL-RESPONSIBILITY-
POLICYpdf

The provisions of Corporate Social Responsibility (CSR) under
Section 135 of the Companies Act, 2013 are not applicable to
the Company, as it does not meet the specified thresholds of net
worth, turnover, or net profit during the immediately preceding
financial year. Hence, the Annual Report on CSR is not attached
to this Report.

Vigil Mechanism / Whistle Blower Policy

The Company has a Vigil Mechanism / Whistle Blower Policy
to maintain the standard of ethical, moral and legal conduct
of business operations. A Vigil (Whistle Blower) mechanism
provides a channel to the employees and Directors to report
to the management concerns and instances about unethical
behavior, actual or suspected, fraud or violation of the Company's
code of conduct or policy. The mechanism provides for adequate
safeguards against victimization of employees or Directors or any
other person to avail of the mechanism and also provide for direct
access to the Chairman/ CEO/ Chairman of the Audit Committee
in exceptional cases.

Your Company hereby affirms that no Director/ employee/ any
other person has been denied access to the Chairman of the Audit
Committee and that no complaints were received during the year.

The Whistle Blower Policy has been disclosed on the Company's
website under the weblink https://www.iitlproiects.com/files/
policies/Vigil-Mechanism-Whistle-Blower-Policy.pdf and circulated
to all the Directors/ employees.

Auditors and Auditors’ Report

Statutory Auditor

The Members of the Company in the Annual General Meeting held
on September 24, 2022 re-appointed Maharaj N R Suresh and
Co. LLP, Chartered Accountants (Firm Registration No. 001931S /

S000020), as the Statutory Auditors of the Company, for a second
term of five consecutive years, to hold office from the conclusion
of the 28^th AGM of the Company till the conclusion of the 33^rd AGM
to be held in the year 2027.

Maharaj N R Suresh and Co. LLP, Chartered Accountants has
submitted a certificate confirming that their appointment is
in accordance with Section 139 read with Section 141 of the
Companies Act, 2013.

Auditors’ Report

The Notes on financial statements referred to in the Auditors'
Report are self-explanatory and do not call for any further
comments.

The Statutory Auditor of the Company has observed that:

As on 31.03.2025, the accumulated loss of Rs. 649.05 Lakhs,
exceeds the paid up capital and net worth of the company stands
fully eroded. The total liability of the company exceeds its total
assets.

The company has no business of its own and also no other cash
flow at present. Thus, the company ceases to be a “Going Concern”
and accordingly these financial statements have been prepared
on the basis that the company does not continue to be a “Going
Concern” and therefore all assets that have being valued at their
realisation value were lower than cost and all known liabilities have
been fully provided for and recorded in the financial statements
on the basis of best estimate of the Management.

Pursuant to Section 134 (3)(f) of the Companies Act, 2013, the
Board acknowledges the Auditor's observation and confirms
that, due to the decrease of operational activities and absence
of any significant cash flow during the year under review, the
company is currently not considered a “going concern”. In light of
this, the financial statements for the reporting period have been

appropriately prepared on a non-going concern basis, wherein
assets have been valued at their estimated net realisable values
and all known liabilities have been duly provided for based on the
best estimates of the management.

The Board continues to evaluate various strategic options or
exploring potential opportunities, to revive the business, including
fee based income and strategic alliances, with an aim to safeguard
the interests of all stakeholders.

Internal Auditor

Pursuant to provisions of Section 138 of the Companies Act, 2013
read with Companies (Accounts) Rules, 2014 the Company had
appointed “M/s. Sheetal Patankar & Co.,” a firm of Chartered
Accountants in practice as Internal Auditors of the Company for
the Financial Year 2024-2025. The Internal Audit of the Company
was conducted on periodical intervals and reports of the same
were placed before the Audit Committee Meeting and Board of
the Directors meeting for their noting and approval.

Secretarial Audit

Pursuant to the provisions of Section 204 of the Companies Act,
2013 and rules made thereunder, the Board of Directors of the
Company had appointed M/s. Chandanbala Jain & Associates,
Practicing Company Secretary (CP No. 6400), to undertake the
Secretarial Audit of the Company. The Secretarial Audit Report is
included as Annexure 2 and forms an integral part of this report.
The Secretarial Audit Report does not contain any qualifications
or reservations. The observations made in the report are self¬
explanatory.

Significant and material orders passed by the regulators

During the year under review, there were no significant and
material orders passed by the Regulators/Courts/Tribunals that
would impact the going concern status of the Company and its
future operations.

Particulars of Employees and related disclosures

A) Details pertaining to remuneration as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary during the financial year
2024-2025, ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial
year 2024-2025 and the comparison of remuneration of each Key Managerial Personnel (KMP) against the performance of the Company
are as under:

* The Chief Financial Officer (CFO) of the Company is also the group CFO and is paid remuneration from the Holding Company

i.e. Industrial Investment Trust Limited.

Notes:

1) The remuneration to Directors includes sitting fees paid
to them for the financial year 2024-25.

2) The Median remuneration of employees of the Company
during the financial year 2024-25 was Rs. 4,15,830/-

3) Median remuneration of employees in the last financial
year i.e. 2023-24 was Rs. 3,62,886/- whereas for
current financial year i.e. 2024-25 the same stood at Rs.
4,15,830/-, signifying an decrease by 14.59%.

4) There were two permanent employees (including KMPs)
on the rolls of Company as on March 31, 2025.

5) Average remuneration made in the last financial year i.e.
2023-24 was Rs.3,62,886/- whereas for current financial
year i.e. 2024-2025 the same stood at Rs. 4,15,830/-
signifying increase by 14.59%.

*Only employees other than KMP i.e. WTD / Manager /
CFO / CS and who were employees in both the years i.e.
2023-24 and 2024-25 have been considered.

6) It is hereby affirmed that the remuneration paid is as per
the Remuneration Policy for Directors, Key Managerial
Personnel and other employees.

B) Details of every employee of the Company as required
pursuant to Rule 5(2) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014:

During the year under consideration, none of the employees of
the company was in receipt of remuneration in excess of limits
prescribed under clause 5(2) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014.
Hence particulars as required under 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014 have not been provided.

Public Deposits

The Company has not accepted any deposits in terms of Chapter V
of the Companies Act, 2013 read with Companies (Acceptance of
Deposit) Rules, 2014 from the public during the year under review.

Disclosure under the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has in place a requisite policy in line with the
requirements of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013. All employees
(permanent, temporary, trainees) are covered under the policy.
An Internal Complaints Committee has been constituted under
the said Act for the Group Companies.

Disclosures in relation to Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013,
during the year 2024-2025:

Disclosure under Maternity Benefit Act 1961

The Company voluntarily complies with the provisions of the
Maternity Benefit Act, 1961 and the Rules, Notifications, and
Circulars made/issued thereunder and any amendments thereto
from time to time.

During the year 2024-2025, no employee was required to avail
this benefit.

General

Your Director's state that no disclosure or reporting is required in
respect of the following matters as there were no transactions on
these items during the year under review:

1. Issue of equity shares with differential rights as to dividend,
voting or otherwise.

2. Issue of shares (including sweat equity shares) to employees
of the Company under any scheme.

3. The provisions of Section 148 of the Act are not applicable
to the Company. Accordingly, there is no requirement of
maintenance of cost records as specified under section 148(1)
of the Act.

4. No fraud has been reported by the Auditors to the Audit
Committee or the Board.

5. There is no Corporate Insolvency Resolution Process initiated
under the Insolvency and Bankruptcy Code, 2016.

Acknowledgement

Your Director's place on record their appreciation for all the
employees, who have contributed to the performance of your
Company.

Your Director's also thank the clients, vendors, bankers,
shareholders and advisors of the Company for their continued
support.

Your Director's also thank the Central and State Governments, and
other statutory authorities for their continued support.

For and on behalf of the Board
IITL Projects Limited

Bipin Agarwal Dr. Bidhubhusan Samal

Director Chairman

(DIN:00001276) (DIN: 00007256)

Place: Mumbai
Date: August 06, 2025