Number of Meetings of the Board

The particulars of the meetings held during the year along with
the details regarding the meetings attended by the Directors
form part of the Corporate Governance Report.

The composition of the Board and its committees is in the
Corporate Governance Report.

Dividend and other Appropriations

Keeping in view the financial position of the Company
during the financial year under review, your Directors do not

recommend any dividend on the equity shares of the Company
for the year ended the 31^st March, 2026.

No amount is proposed to be transferred to General Reserve. The
amount of H801.69 Crore has been carried over to next year.

Your Directors have adopted the Dividend Distribution Policy
in line with the Regulation 43A of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 and the same is
available on the website of the Company at https://rswm.in/
pdf/policy/Dividend_Distribution_Policy.pdf.

Operational Performance /State of Company's affairs

Your Directors present the operational performance of your
Company for the financial year ended 31^st March, 2026. Your
Directors inform the members that during the financial year
under review, your Company, despite the difficult market
conditions, which prevailed throughout the year, continuously
reported profitable operations and performance. The world
which was already facing the heat of Ukraine and Russia war
faced another big zolt of 50% tariff imposed by the United
States of America in August, 2026 which effected the exports of
the country severely to US and with Europe already undergoing
the recessionary conditions made the business outlook very
depressed. However, the government announced huge cut
in GST rates which provided boost to the consumption across
the country which made operations stable and enabled the
country to meet the challenges thrown by the higher tariff. The
US tariff were lowered in the last quarter of the financial year
under review, however, the outbreak of US and Iran war in the
last month of quarter impacted the overall business including
the export business of your Company.

However, your Directors are pleased to inform the members
that your Company took several measurers to counter the
situation and streamline its business during the difficult
times. Your Company focused on improving efficiency of its
operations and took this opportunity to march its journey to
excellence. The inefficient operations of spinning division at
Chhata units were closed with usable machinery transferred to
other locations of the Company and disposed the inefficient
machinery at realizable value. The Company also acquired the
state of the art European machinery for expanding its knits
business operations at Mordi and Chhata unit. This include
the installation of printing facility at Chhata unit to complete
and compliment its product range. Your Directors are further
pleased to inform that your Company also took this opportunity
to avail round the clock renewable power arrangement for 60
MW power from Adani group entities to meet its continuous
power requirement at various locations of the Company. This
arrangement has ensured that 70% of its energy requirement
being met through Green Energy.

Your Directors are also focused on monetising of its stranded
assets. In this direction your Directors entered into new
agreement for sale of its Thermal Power Plant assets with Malik
Heights in place of earlier arrangement with Didwania Trading
Company who were not able to lift the above assets.

Your Directors are hopeful that the above measures along with
strict loss control would result in better performance in the
coming years.

Working results of last three financial years 2023-24 to 2025-26
are given in Annexure - I and form part of this report.

Expansion and Modernization

Your Diretors inform the members that during the year under
review, your Company, apart from normal capex for repair
and maintenance of the machinery & equipment, approved
capital expenditure on knit business expansion including
printing facility to the tune of H92 crores and also approved
installation of behind the meter 9.6 MW solar power facility
at a capital outlay of H25 crores. Your Directors feel pleasure
in informing the members that during the year under review,
your Company decided to entered into an power supply
agreement with Adani Green energy Limited, Adani Energy
Solutions and their subsidiaries under group captive scheme
and subscribed its various instruments to the extent of H60
crores in these companies to remain eligible under the said
scheme. Your Directors feel pleasure in informing the members
that the Company started drawing round the clock renewable
power from these entities from November 2025, boosting the
operations and profitability of the Company. The ongoing
modernization capex initiated in the previous year at outlay of
H53.28 crores across various limits of the Company is already
progressing as per plan and an amount of H47.03 crore had
been incurred during the year under review and balance would
be spent in the current financial year.

Your directors in the previous reports informed the members
about initiation of capital expenditure of upto H740 crores in
the state of Jammu & Kashmir. However your Directors in view
of non-viability of the said project dropped the same.

Share Capital

There was no change in the company's authorized subscribed,
issued and paid up share capital during financial year 2025-26.
As on 31^st March, 2026 the Company's authorized share capital
was H1,35,00,00,000 divided into 6,00,00,000/- Equity Shares
of H10/- each aggregating to H60,00,00,000/- and 25,00,000/-
Optionally Convertible Redeemable Preference Shares of
H 150/- each aggregating to H37,50,00,000 and 5,00,00,000
Optionally Convertible Redeemable Preference Shares of
H7.50/- each aggregating to H37,50,00,000 each and subscribed,
issued and paid up share capital was H47,10,16,840 divided in
to 4,71,01,684 Equity Shares of face value H10/- each.

Warrants

The Board of Directors of your Company in their meeting held
on 9^th April, 2026, Subject to the approval of shareholders and
such other regulatory and governing authorities approved the
raising of funds to the tune of H36.06 Crore, by way of issuance of
fresh convertible warrants up to 24,70,000 (Twenty Four Lakhs
Seventy Thousand Only), on preferential basis, to Promotor/
Promoter Group convertible in to equivalent number of equity
shares of face value of H10/- (Rupees Ten Only) each at an Issue
Price of H146/- (Rupees One Hundred Forty Six Only), including
a premium of H136/- (Rupees One Hundred Thirty Six Only). The

Extra-ordinary General Meeting of the Company for seeking
aforesaid approval is scheduled on 8^th May, 2026.

Employee Stock Option Plan

The Board of Directors of your Company in their meeting held
on 6^th May, 2026 approved to formulate, adopt and implement
the "RSWM Limited Employee Stock Option Plan 2026" for grant
Upto 9,70,000 (Nine Lakh Seventy Thousand) Options to the
eligible employees of the Company and its subsidiaries under
this plan, subject to the approval of shareholders and other
regulatory authorities as may be applicable.

Subsidiary Companies, Joint Ventures & Associates

Yours Directors take this opportunity to inform the members
that during the year under review, your Company acquired
100% shareholding in LNJ Greenpet Private Limited ("LNJ
Greenpet") from M/s Bhilwara Energy Limited at a consideration
of H 20.01 crore. Upon acquisition, M/s LNJ Greenpet became
wholly owned subsidiary of your Company. M/s LNJ Greenpet is
implementing food grain raisin (B2B) project at a project cost of
H427 crores at Ratlam, Madhya Pradesh. Your Directors take this
opportunity to further inform the members that this recycling
project would be a forward integration to the recycled polyster
fibre already operational at the Ringas, Rajasthan location, since
the year 2013 and expected to boost the overall profitability of
our Company in the coming years.

As on date of this report your company has the following
Subsidiaries/Associate

1. BG Wind Power Limited - Wholly owned Subsidiary

2. LNJ Greenpet Private Limited - Wholly owned Subsidiary

3. LNJ Skills & Rozgar Private Limited - Associate

A statement containing the salient features of the financial
statements of Subsidiaries and Associate is annexed as
Annexure - II in the prescribed format in Form AOC-1.

Contribution to the Exchequer

Your Company has contributed an amount of H342.60 Crores in
terms of taxes and duties to the Exchequer.

Corporate Social Responsibility

Your Directors feel pleasure to inform the members that your
Company has been on the forefront to fulfil its obligation
towards the society at large and accordingly made its
contribution in various activities viz. sanitation and safe
drinking water, providing food for needy, eradicating poverty
and malnutrition, promoting education, skills development,
empowering women, ensuring environmental sustainability,
ecological balance, protection of national heritage, help to
armed forces veterans and promotion of rural sports etc.
During the financial year 2025-26, your Company has incurred

0.32 Crore on account of Corporate Social Responsibility ("CSR")
activities which includes health care, sanitation & safe drinking
water H 0.30 Crore and promoting education, skills development
H0.02 Crore. The CSR policy of the company is available on the
website of the Company at https://rswm.in/pdf/od/Corporate_
Social_Responsibility_Policy.pdf. This Policy includes inter-
alia the guiding principles for selection, implementation and
monitoring of CSR activities of the Company.

Your Directors inform the members that the Corporate Social
Responsibility Committee comprising of Shri Arun Kumar
Churiwal, Shri Rajeev Gupta and Shri Sunil Dharamvir Dhawan
monitors the expenditure incurred on the CSR activities and
formulate an Annual Budget for these activities. Your Directors
also review the progress periodically.

The Annual Report on CSR initiatives undertaken by the
Company as per the Companies (Corporate Social Responsibility
Policy) Rules, 2014 is annexed as Annexure III forming part of
this report.

Energy Conservation, Technology Absorption and
Foreign Exchange Earnings and Outgo

Your Directors inform the members that your Company
endeavours to look continuously for energy conservation
measures in all areas of operation across its various Units.
Similarly, your Company endeavours to lookout for up-
gradation and absorption of technology. Your Company also
spends continuously on Research and Development. Your
Directors are glad to inform the members that your Company
is a net foreign exchange earner. The relevant details as
required to be disclosed with respect to Energy Conservation,
Technology absorption and Foreign Exchange Earnings and
Outgo pursuant to Section 134(3)(m) of the Companies Act,

2013 read with the Rule 8(3) of the Companies (Accounts) Rules,

2014 are given in Annexure - IV forming part of this report.

Annual Return

In terms of Companies Act, 2013 as amended, the Annual Return
is available on the website of the Company at the https://rswm.
in/investors-relations/disclosure-under-regulation-46/annual-
returns

Directors and Key Managerial Personnel

As on 31^st March, 2026, your Company's Board comprised of
11 members, including two Executive Directors, four Non¬
executive Directors and six Non-executive Independent
Directors, one of whom is a Woman Director. Detailed
information on the Board and Committee composition, tenure
of Directors, areas of expertise, and other relevant details is
available in the Corporate Governance Report, which forms
part of this Annual Report.

Appointment/Re-appointment/Cessation of Directors
during the financial year 2025-26 and upto date of this
report are outlined below:

a. Shri Riju Jhunjhunwala (DIN: 00061060) re-appointed as
Managing Director of the Company for a period of three
years w.e.f. 1^st May, 2026. His re-appointment was approved
by members of the Company through postal ballot on
26^th March 2026.

b. Shri Brij Mohan Sharm (DIN: 08195895) resigned from the
Directorship of the Company w.e.f. 19^th March, 2026. The
Board expressed its sincere gratitude for all the guidance
provided by Shri Brij Mohan Sharma during his association
with the Company.

Directors retiring by rotation

In accordance with the provisions of Section 152 of the
Companies Act, 2013, read with the applicable rules Shri
Ravi Jhunjhunwala and Shri Arun Kumar Churiwal, Directors
retire by rotation and being eligible offer themselves for
re-appointment.

In the opinion of the Board, all the Directors, as well as the
Directors re-appointed during the year and proposed to be
appointed/re-appointed possess the requisite qualifications,
skills, experience and expertise and hold high standards
of integrity.

Your Directors further inform the members that declarations
have been taken from the Independent Directors at the
beginning of the financial year stating that they meet the
criteria of independence as specified under sub-section (6) of
Section 149 of the Companies Act, 2013 and Regulation 16(1)(b)
of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 as well as declaration that they were not
debarred from holding the office of the Director pursuant to
any order of the SEBI or any such authority.

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

Directors' Appointment and Remuneration Policy

Your Directors inform the members that based on the
recommendation of Nomination and Remuneration Committee,
a Nomination and Remuneration Policy as amended from time
to time in view of regulatory changes had been in place for the
appointment of Directors and Senior Management and fixation
of their remuneration.

The salient features of the Nomination and Remuneration

Policy have been outlined below:

1. To formulate the criteria for determining qualifications,
positive attributes and independence of a Director and
recommend to the Board of Directors a policy relating
to the remuneration of the Directors, Key Managerial
Personnel and other employees.

2. The Nomination and Remuneration Committee shall
evaluate the balance of skills, knowledge and experience on
the Board for every appointment of an Independent Director
and on the basis of such evaluation, prepare a description of
the role and capabilities required of an Independent Director.
The person recommended to the Board for appointment as
an Independent Director shall have the capabilities identified
in such description. For the purpose of identifying suitable
candidates, the Committee may:

a) use the services of an external agencies, if required;

b) consider candidates from a wide range of backgrounds,
having due regard to diversity; and

c) consider the time commitments of the candidates.

3. Identify persons who are qualified to become Directors and
who may be appointed in senior management positions in
accordance with the criteria laid down in the policy.

4. Recommend to the Board the appointment and removal of
Directors and Senior Management.

5. Formulate criteria for effective evaluation of performance
of Independent Directors, Board, its Committees and
Individual Directors to be carried out either by the Board,
by the Committee itself or by an independent external
agency and review its implementation and compliance.

6. To devise a policy on Board diversity.

7. To ensure that the level and composition of remuneration
is reasonable and sufficient to attract, retain and motivate
Directors of the quality required to run Company
successfully. To ensure the relationship of remuneration to
performance is clear and meets appropriate performance
benchmarks.

8. To develop a Succession Plan for the Board and to review it
regularly.

9. To recommend to the Board, all remuneration, in whatever
form, payable to senior management.

10. To perform such other functions as may be referred by the
Board or be necessary in view of the Listing Regulation,
2015 and the provisions of the Companies Act, 2013 and
Rules made thereunder.

11. To recommend whether to extend or continue the term
of appointment of the Independent Director, on the basis
of the report of performance evaluation of Independent
Directors.

12. Such other key issues/matters as may be referred by the
Board or as may be necessary in view of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 as amended and provision of the Companies Act,
2013 & Rules thereunder.

The NR Policy is available on the website of the Company at
https://rswm.in/pdf/policy/Nomination_and_Remuneration_
Policy.pdf

Board Evaluation

Your Board of Directors, during the financial year under review,
carried out annual evaluation of its own performance as well
as its Committees and also of the individual Directors in the
manner as enumerated in the Nomination and Remuneration
Policy in accordance with the provisions of Companies Act, 2013
and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. Your Directors feel pleasure in informing the
members that the performance of the Board as a whole and its
members individually was rated satisfactory.

Public Deposit

During the year under review, your Company has not accepted
any public deposit under Companies Act, 2013.

Particulars of Loans, Guarantees or Investments

Details of Loans, Guarantees and Investment is given in the
Notes to the Financial Statements at appropriate places.

Particulars of Contracts or Arrangements with
Related Parties

All contracts/ arrangements/ transactions entered into by the
Company during the financial year with its related parties are
on arm's length basis and in the ordinary course of business.
During the financial year, there were no material contracts or
arrangements entered into by the Company with any of its
related party. Your Directors draw attention of the members
to Note No. 39 to the financial statement, which contain
particulars with respect to transactions with its related parties.

The policy on dealing with the related party transactions as
amended from time to time in view of regulatory changes
and as approved by the Board of Directors is disclosed on
the website of the Company at https://rswm.in/pdf/policy/
Related_Party_Transaction_Policy.pdf

Significant and Material Orders Passed by the
Regulators or Courts

During the year under review, no significant and material
orders were passed by the Regulators or Courts.

Risk Management

The Board has constituted the Risk Management Committee.
Details regarding the composition of the Committee and
the number of meetings held are provided in the Corporate
Governance Report, which forms part of the Annual Report.

Your Directors inform the members that as part of its Risk
Management framework a detailed Risk Management
Policy had been framed in line with SEBI Listing Regulations
stipulations along with the framework for identification of
internal and external risks faced by the Company as well as
measures for risk mitigation including systems and processes
for internal control of identified risks. Your Directors inform
the members that they periodically review the risks associated
with the business which can threaten the prospects of the
Company along with the measures for mitigation of such risks.

Your Directors further inform that the Risk Management
Committee met periodically to monitor, review and evaluate
the identified risks as per Risk Management Policy and exercise
measures to mitigate the same, if needed.

Internal Control Systems

The Company has established robust internal financial
controls, aligned with the scale, size and nature of its business
operations. These controls are supported by comprehensive
policies and procedures designed to ensure the orderly and
effective management of the Company's affairs. This includes
adherence to corporate policies, asset protection, fraud and
error prevention and detection, accuracy and completeness of
the accounting records and the timely preparation of reliable
financial disclosures.

As reported in earlier reports, your Directors place the
utmost importance on continuous strengthening of internal
control systems and inform the members that in pursuit of
strengthening internal control systems, your Company has
put in place a system whereby all areas of the operations of
the Company are reviewed by the internal as well as external
professionals and independent audit firms. Your Company
continuously take adequate measures with respect to any gaps
which are reported. The Audit Committee of your Company
regularly monitors the annual operating plans, risk assessment
and minimization procedures as well as mitigation plans and
discuss reports by the independent audit firms on internal
audit findings along with action taken reports on the matters
discussed in earlier meetings.

Your Directors endeavor to continuously improve and monitor
the internal control systems.

Particulars of Employees

The Board's Report includes the requisite disclosures pursuant
to Section 197(12) of the Act, read with Rule 5(1) of the

Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, which are annexed as Annexure V to
this report.

The Annual Report is being sent to the Shareholders of the
Company excluding information required under Section
197(12) read with Rule 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014. Any Shareholder interested in obtaining a copy
of such statement may write to the Company Secretary of the
Company at rswm.investor@lnjbhilwara.com.

AuditorsStatutory Auditors

Your Directors inform the members that M/s. Lodha & Co.
LLP, Chartered Accountants (Firm Registration No. 301051E/
E300284), were re-appointed as Statutory Auditors of the
Company at the 61^st Annual General Meeting held on
6^th September, 2022, for a second term of five consecutive
years, in accordance with the provisions of Section 139 of the
Companies Act, 2013, and shall hold office till the conclusion
of the 66^th Annual General Meeting of the Company. They have
also confirmed that they are not disqualified from continuing
as Statutory Auditors of the Company.

Further, their report does not contain any qualification,
reservation or adverse remark. The accompanying notes to the
financial statement are self-explanatory and do not require
further clarification.

Furthermore, the Statutory Auditors of the Company have
not reported any instances of fraud under Section 143(12) of
the Act.

Internal Auditors

Your Directors, during the year under review, appointed
M/s. BGJC & Associates LLP, Chartered Accountants (Firm
Registration No. 003304N/N500056) and M/s. V Sankar Aiyar &
Co., Chartered Accountants (Firm Registration No.109208W) to
act as the Internal Auditors of the Company for the financial
year 2025-26 pursuant to section 138 of the Companies Act,
2013 read with the Companies (Accounts) Rules, 2014.

Pursuant to the provisions of Section 138 of the Companies
Act, 2013 and based on the recommendation of Audit
Committee,the Board has approved the appointment of M/s
BGJC & Associates, Chartered Accounts (Firm Registration No.
00304N/N500056) and M/s V Sankar Aiyar & Co., Chartered
Accountants (Firm Registration No. 109208W) as the Internal
Auditors of the Company for the financial year 2026 - 27.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies
Act, 2013 read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 and

Regulation 24A of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Shareholder in their 64^th
Annual General Meeting have approved the appointment of
M/s. Mahesh Gupta & Co., Company Secretaries for a term of
five consecutive financial years commencing from the financial
year 2025-26 till the financial year 2029-30 to undertake the
Secretarial Audit of the Company. The Secretarial Audit Report
for FY 2025-26 is annexed herewith as Annexure-VI.

No fraud has been reported by the Secretarial Auditors under
Section 143 (12) of the Companies Act, 2013 and the rules
made thereunder.

Cost Auditor

Your Directors inform the Members that during the year under
review pursuant to Section 148 (1) of the Companies Act, 2013
read with The Companies (Cost Records and Audit) Rules, 2014,
the Company has duly made and maintained the accounts
and cost records. In this connection, the Board of Directors
of the Company on the commendation of Audit Committee
had approved the appointment of M/s. N. D. Birla & Co., Cost
Accountants, (Firm Registration No.000028), Ahmedabad
as the Cost Auditor of the Company for the year financial
year 2025-26.

Your Directors further inform the Members that upon
commendation of Audit Committee the Board has re-appointed
M/s. N. D. Birla & Co., Cost Accountants, (Firm Registration
No.000028), as Cost Auditors of the Company for conducting
cost audit for financial year 2026-27. A resolution seeking
approval of the Shareholders for ratifying the remuneration
payable to the Cost Auditors for financial year 2026-27 is
provided in the Notice of the ensuing Annual General Meeting.

Corporate Governance

Your Company is committed to maintain the highest standards
of Corporate Governance and adhere to the Corporate
Governance requirements set out by Securities and Exchange
Board of India. The Corporate Governance Report, as mandated
under the SEBI Listing Regulations, forms an integral part of
this Annual Report. Additionally, a certificate issued by M/s.
Lodha & Co. LLP, Chartered Accountants (Firm Registration
No.301051 E/E300284), 12, Bhagat Singh Marg, New Delhi -
110001 confirming compliance with corporate governance
norms in accordance with the Listing Regulations, is annexed
to the Corporate Governance Report.

Whistle Blower Policy/Vigil Mechanism

Your Directors inform the members that with the objective
of pursuing the business in a fair and transparent manner by
adopting the highest standards of professionalism, honesty,
integrity and ethical behavior and to encourage and protect the
employees who wish to raise and report their genuine concerns
about any unethical behavior, actual or suspected fraud or

violation of Company's Code of Conduct, the Company has
adopted a Whistle Blower Policy. Policy adopted by the Company
contains a framework whereby the identity of the complainant is
not disclosed. The policy has been disclosed on the website of
the Company, the link of which is given hereunder: https://rswm.
in/pdf/policy/Whistle_Blower_Policy.pdf

Management Discussion and Analysis Report

In accordance with Regulation 34 of the Listing Regulations,
the Management Discussion and Analysis Report for FY 2025¬
26, has been presented in a distinct section, forming an integral
part of this Annual Report.

Business Responsibility and Sustainability Report
(BRSR)

In accordance with Regulation 34 of the Listing Regulations,
the Business Responsibility & Sustainability Report for FY 2025¬
26, has been presented in a distinct section, forming an integral
part of this Annual Report.

Investor Education and Protection Fund (IEPF)

During the financial year 2025-26, as required under Section
124 of the Companies Act, 2013, unclaimed dividend amount
on equity shares of the Company amounting to H3,78,356.00
presently of 1,640 shareholders of the Company for the
financial year 2017-18 transferred to the Investor Education
and Protection Fund (IEPF) on 7^th November, 2025.

General

a) During the year under review, there was no change in the
nature of business of the Company.

b) The Company being a Textile Company falls under the
prescribed class of Companies and maintain Cost Accounts
and Records which are subject to audit conducted by the
Cost Auditor.

c) In line with the provisions of Sexual Harassment ofWomen at
the Workplace (Prevention, Prohibition and Redressal) Act,
2013, the Company has in place a Policy framed at Group
level and also set up an Internal Complaints Committee
(ICC) to deal with any such reported matter. During the year
the ICC did not report receipt of any complaint with regard
to sexual harassment.

d) The Company is in compliance of all applicable Secretarial
Standards issued by The Institute of Company Secretaries
of India from time to time.

e) Your Directors confirm that no disclosure or reporting is
required in respect of the following items as there was no
transaction on these items during the year under review:

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

• No significant or material orders were passed by the
Regulators or Courts or Tribunals which impact the
going concern status and Company's operations
in future

• Issue of Sweat Equity Shares

• No application made or any proceeding pending under
Insolvency and Bankruptcy Code, 2016 as at the end of
the Financial Year 2025-26.

• No instance of one-time settlement with any bank or
financial institution.

f) No material changes and commitments have occurred after
the closure of the Financial Year 2025-26 till the date of this
Report, which would affect the financial position of your
Company

Directors' Responsibility Statement

Pursuant to Section 134(3) (c) of the Companies Act, 2013, the
Directors state that:

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

(b) They had selected such accounting policies and applied
them consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair
view of the state of affairs of the Company at the end of the
financial year and of the profit and loss of the Company for
that period;

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

(d) They had prepared the annual accounts on a going
concern basis;

and co-operation extended to the Company. Your Directors
also acknowledge the significant contribution made by the
employees by their sincere and dedicated efforts, hard work
and trust reposed on us. We look forward to have the same
support in our endeavor to help the Company to grow faster.

For and on behalf of the Board
Riju Jhunjhunwala

Date: 6^th May, 2026 Chairman & Managing Director and CEO

Place: Noida (U.P.) DIN - 00061060