To,

The Members,

GTV Engineering Limited.

Your Directors take pleasure in presenting their 35^th Annual Report together with the Audited Financial Statements for the year ended March, 31^st 2026.

1. Financial Performance of the Company:

The Board's Report shall be prepared based on the standalone financial statement of the company.

2. Brief description of the Company's working during the year:

The Directors feel great pleasure in reporting that your company has been made overall good performance during the year. The turnover of the company during the year was Rs. 10151.83 Lacs and Net profit after tax during the year is Rs. 1421.76 Lacs.

GTV Engineering Limited major business is Heavy & Large Fabrication & Large Machining Company working as sub-contractor for various Giant Engineering companies like BHEL /METSO /

GEBR PFEIFFER / L&T-MHI / SMS Group / BEUMER Group / FLSmidth / Xylem / BGR Energy / NTPC etc. and is engaged in the execution of several Infrastructural Projects (Power /Mineral / Cement / Railways & Metros projects). The management continues to focus on operational efficiency, quality, timely execution of projects and strengthening its position in the Heavy Engineering and fabrication segment.

3. Change in the nature of the business, if any:

The Company doesn't change the nature of business during the financial year 2025-2026.

4. Dividend:

During the financial year 2025-26, the Company has not declared any dividend.

The final dividend for the financial year ended 31^st March, 2025, as recommended by the Board of Directors, was approved by the Members at the 34th Annual General Meeting of the Company held on 29^th September, 2025 and was paid to the eligible shareholders in accordance with the applicable provisions of law.

The Board of Directors, after considering the financial performance, future business requirements and other relevant factors, has not recommended any dividend for the financial year ended 31^st March, 2026.

5. Transfer to Reserve:

During the financial year ended 31^st March 2026, the Board of Directors has not transferred any amount to any specific reserves out of the profits available for appropriation. The entire amount of profit after declaration of dividend has been retained in the Retained Earnings, which forms part of the shareholders' funds, to strengthen the financial position of the Company and support its ongoing and future business plans.

6. Share Capital:

As on 31^st March, 2026, the following is the Capital structure of the company -

Changes in Capital Structure during the financial year 2025-26:

During the Financial Year 2025-26, the Company made the following changes in its capital structure:

I. Sub-division/Split of Equity Shares:

The Company sub-divided/split its existing equity shares, whereby 1 (One) equity share having a face value of Rs 10/- each, fully paid-up, was sub-divided into 5 (Five) equity shares having a face value of Rs 2/- each, fully paid-up, ranking pari-passu in all respects. The said sub-division/split was approved by the Members of the Company by way of an Ordinary Resolution through postal ballot.

II. 2. Increase in Authorized Share Capital:

During the financial year under review, the Authorized Share Capital of the Company was increased on two occasions, as detailed below:

A. First Increase:

The Authorized Share Capital of the Company was increased from Rs 4,00,00,000/- (Rupees Four Crores only) divided into 2,00,00,000 (Two Crores) Equity Shares of Rs 2/- (Rupees Two only) each to Rs 12,00,00,000/- (Rupees Twelve Crores only) divided into 6,00,00,000 (Six Crores) Equity Shares of Rs 2/- (Rupees Two only) each, by creation of an additional 4,00,00,000 (Four Crores) Equity Shares of Rs 2/- each by increasing Authorized Share Capital of the Company.

B. Further Increase:

Subsequently, the Authorized Share Capital of the Company was further increased from Rs

12.00. 00.000/- (Rupees Twelve Crores only) divided into 6,00,00,000 (Six Crores) Equity Shares of Rs 2/- (Rupees Two only) each to Rs 16,00,00,000/- (Rupees Sixteen Crores only) divided into

8.00. 00.000 (Eight Crores) Equity Shares of Rs 2/- (Rupees Two only) each, by creation of an additional 2,00,00,000 (Two Crores) Equity Shares of Rs 2/- each.

III. 3. Issue of Bonus Equity Shares:

The Company issued and allotted 3,12,38,880 (Three Crores Twelve Lakhs Thirty-Eight Thousand Eight Hundred Eighty) fully paid-up equity shares of Rs 2/- each as Bonus Shares in the proportion of 2:1, i.e., 2 (Two) new fully paid-up equity shares of Rs 2/- each for every 1 (One) existing fully paid- up equity share of Rs 2/- each, in accordance with the applicable provisions of the Companies Act, 2013 and other applicable regulations.

7. Board of Directors and Key Managerial Personnel:

The Board of Directors of the Company is duly constituted in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the financial year 2025-26, Mr. Abhay Narayan Singh (DIN: 11024692) was appointed by the Board of Directors as an Additional Director in the capacity of a Non-Executive Independent Director of the Company with effect from 01^st April, 2025. His appointment was subsequently placed before the Members of the Company for their approval through Postal Ballot. The voting period concluded on 11^th July, 2025 and the results of the Postal Ballot were declared on 12^th July, 2025. The Members approved his appointment as a Non-Executive Independent Director of the Company in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Further, Mr. Rahul Gupta (DIN: 08938292) was reappointed as a Director by the Members at the 34th Annual General Meeting of the Company and continued as a Non-Executive Independent Director during the financial year under review.

Pursuant to the provisions of Section 203 of the Companies Act, 2013 read with the applicable rules made thereunder, the details of the Board of Directors and Key Managerial Personnel (KMP) of the company during the year under review are as follows:

Committee of Board of Directors:

The Board of Directors has constituted various mandatory and other Committees to assist the Board in discharging its responsibilities effectively and to provide focused oversight of specific areas and activities of the Company. The Committees have been constituted with the approval of the Board and operate in accordance with their respective terms of reference, charters and the applicable provisions of

the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Committees play an important role in strengthening the governance framework of the Company and ensuring effective oversight of matters entrusted to them by the Board. The Committees meet at regular intervals, as required, to deliberate upon and review matters falling within their respective areas of responsibility and make appropriate recommendations to the Board. The minutes of the meetings of the Committees are placed before the Board for its information and noting.

The details relating to the composition of the Committees, changes in their composition during the financial year, terms of reference and the number of meetings held during the Financial Year 2025-26 are provided in the Report on Corporate Governance, which forms an integral part of this Annual Report.

During the financial year under review, all recommendations made by the Committees of the Board were duly considered and accepted by the Board of Directors, wherever applicable.

Retirement by Rotation and Re-appointment:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Articles of Association of the Company, Mrs. Darshana Agrawal (DIN: 07429914), Whole-Time Director of the Company, retires by rotation at the ensuing 35th Annual General Meeting and, being eligible, has offered herself for re-appointment.

The Board of Directors recommends the re-appointment of Mrs. Darshana Agrawal as a Director of the Company for consideration and approval of the Members at the ensuing Annual General Meeting.

The requisite particulars of Mrs. Darshana Agrawal, including her brief profile, qualifications, experience, terms and conditions of appointment/re-appointment, remuneration and other disclosures, as required under the Companies Act, 2013 and the SEBI LODR Regulations, are provided in the Notice convening the 35^th Annual General Meeting.

Independent Directors:

The Company has three Non-Executive Independent Directors on its Board as on 31^st March, 2026, namely: -

1. Mr. Rahul Gupta (DIN: 08938292);

2. Mr. Mahesh Kumar Yadav (DIN: 1027458);

3. Mr. Abhay Narayan Singh (DIN: 11024692).

At the Annual General Meeting held on 29^th September, 2025, the Members of the Company approved the re-appointment of Mr. Rahul Gupta as an Independent Director of the Company. Further, Mr. Mahesh Kumar Yadav was appointed as an Independent Director by the Members at the Annual General Meeting held on 29^th September, 2023.

During the financial year under review, Mr. Abhay Narayan Singh was appointed by the Board of Directors as an Additional Director in the capacity of Non-Executive Independent Director with effect from 1st April, 2025. His appointment was subsequently approved by the Members of the Company through Postal Ballot, the voting process for which concluded on 11^th July, 2025, and the results thereof were declared on 12^th July, 2025.

Declaration of Independence:

All the Independent Directors of the Company have furnished declarations confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013, read with the applicable rules made thereunder, and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Board of Directors has taken on record the declarations furnished by the Independent Directors and, based on the declarations and confirmations received from them, is of the opinion that the Independent Directors fulfil the conditions specified under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and are independent of the management of the Company.

Separate Meeting of Independent Directors:

During the financial year under review, a separate meeting of the Independent Directors of the Company was held on 20^th April, 2025, without the attendance of Non-Independent Directors and members of the management.

The Independent Directors, inter alia, reviewed the performance of the Non-Independent Directors and the Board of Directors as a whole and assessed the quality, quantity and timeliness of the flow of information between the management of the Company and the Board, in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Familiarization Programme for Independent Directors:

During the financial year under review, the Company conducted familiarization programmes for its Independent Directors to familiarize them with the business, operations, industry, regulatory environment, roles, rights and responsibilities of Independent Directors and other relevant aspects of the Company.

The details of the familiarization programmes undertaken for the Independent Directors are made available on the website of the Company.

Women Director:

The Company has Mrs. Darshana Agrawal (DIN: 07429914) as a Director with effect from 11^th February, 2016. Mrs. Darshana Agrawal is classified as a Woman Director of the Company.

The Company is in compliance with the applicable provisions relating to the appointment of a Woman Director under the Companies Act, 2013 and the SEBI LODR Regulations.

8. Particulars of the employee:

No Employee of the company has received remuneration as per sub rule (2) of Rule 5 of Companies (Appointment and Remuneration of Managerial person) Rules, 2014.

9. Meetings:

During the year Fourteen (14) Board Meetings and Eight (8) Audit Committee Meetings were convened and held. The details of which are given in the Corporate Governance Report. The intervention gap between the meetings was within the period prescribed under the Companies Act.

10. Board Evaluation:

Pursuant to the provision of the companies Act, 2013 and Regulation 17 of the SEBI (LODR) Regulations, 2015 the Board has carried out an annual performance evaluation of its own performance, the Director individually and as well as the evaluation of the working of its Audit, Nomination & Remuneration and Compliance Committees. The manner in which the evaluation has been carried has explained out in the Corporate Governance Report.

11. Remuneration Policy:

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The Nomination and Remuneration Policy is forming part of this report as Annexure-I.

Managerial Remuneration:

Statement of Disclosure of Remuneration under Section 197 of Companies Act, 2013 and Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

A). Ratio of the Remuneration of each Executive Director to the median employee's, Director to the median employee's.

Note: The non-executive Directors of the Company are entitled for sitting fee and commission as per statutory

provisions and are within limits approved by shareholders. The details of remuneration paid to nonexecutive directors during the year under review is provided in Corporate Governance Report. Therefore, the ratio of remuneration and percentage increase for non-executive director's remuneration is not considered for the aforesaid purpose.

B) . The Company has 27 permanent employees on the rolls of the company as on 31^st March, 2026.

C) . The Managing Director and Executive Directors are not paid any variable component of

remuneration. The fixed yearly remuneration of Rs. 42.00 lacs per annum is paid to Mr. Mahesh Agrawal and Rs. 24.00 Lacs is paid to Mr. Gaurav Agrawal. In addition to this remuneration of Rs. 12.00 lacs has also paid to Mrs. Darshana Agrawal (Whole Time Director) of the company through approval from the Nomination and Remuneration Committee, Board of Directors and Shareholders of the Company.

D) . Ratio of the Remuneration paid of the highest paid Director to that of the Employees who are not

Directors but receive remuneration in excess of the highest paid director during the year: The Managing Director is the highest paid director. No employee has received remuneration higher than the Managing Director.

12. Details of Subsidiary/Joint Ventures Companies:

The Company does not have any Subsidiary/Joint venture Companies as on 31^st March, 2026.

13. Auditors and Auditors' Report:

Statutory Auditors and their Report

The Statutory Auditor M/s. Rath Dinesh and Associates (Firm Registration No: 008344C) being ratified by the members at the ensuring Annual General Meeting and being re-appointed for the period of one years from the conclusion of this Annual General Meeting until the conclusion of the 36^th Annual General Meeting of the Company.

The Auditors' Report does not contain any qualification. Notes to Accounts and Auditors remarks in their report are self-explanatory and do not call for any further comments.

Secretarial Audit Report:

In terms of Section 204 of the Act and Rules made there under M/s. KMS & Associates Practicing Company Secretaries, Bhopal (Firm Registration No: P2015MP039100) has been appointed as the Secretarial Auditor of the company for first term of 5(Five) consecutive years who shall hold office from the conclusion of 34^thAnnual General Meeting till the conclusion of 39^th Annual General Meeting of the Company to be held in the Year 2030. The report of the Secretarial Auditor is enclosed as Annexure II to this report. The report is self-explanatory and do not call for any further comments.

Cost Record, Cost Auditors and their Report:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, your Company has maintained cost accounts and records in respect of the applicable products for the year ended March 31, 2026 and has been carrying out audit of Cost Records every year. The Board of Directors, on the recommendation of Audit Committee, has appointed M/s Yogesh Chourasia & Associates, Cost Accountants, Bhopal (ICWAI Firm Registration No. 000271), as Cost Auditors of the Company for conducting the Cost Audit of the Company for the Financial Year 2025-26.

As required under the Companies Act, 2013, a resolution seeking members' ratification for the remuneration payable to the Cost Auditor for the financial year 2026-2027 forms part of the Notice convening the Annual General Meeting.

The Company has already filed the Cost Audit Report for the Financial Year 2024-25 with the Central Government. The Cost Audit Report for the Financial Year 2025-26 does not contain any qualification, reservation or adverse remark. The Company has obtained Cost Audit Report for the year 2025-26 and is in the process of filing the same with the Central Government.

Internal Audit & Controls:

The Company continues to engage its Internal Auditor. During the year, the Company continued to implement their suggestions and recommendations to improve the control environment. Their scope of work includes review of processes for safeguarding the assets of the Company, review of operational efficiency, effectiveness of systems and processes, and assessing the internal control strengths in all areas. Internal Auditors findings are discussed with the process owners and suitable corrective actions taken as per the directions of Audit Committee on an ongoing basis to improve efficiency in operations.

14. Vigil Mechanism:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine concerns has been established. The Vigil

Mechanism Policy has been already uploaded on the website of the Company at www.gtv.co.in under investors/policy documents/Vigil Mechanism Policy link.

15. Risk Management Policy:

A statement indicating development and implementation of a risk management policy for the Company including identification therein of elements of risk, if any, this in the opinion of the Board may threaten the existence of the company.

16. Policy for Preservation of Documents:

The Board of Directors of the Company has formulated a policy in accordance with the Regulation 9 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations) for preservation of Documents /Records maintained by the Company either in Physical Mode or Electronic Mode. The Preservation of Documents Policy has been already uploaded on the website of the Company at www.gtv.co.in under investors/Code of Conduct & Policies/Policy for preservation of documents link.

17. Policy of Determination of Materiality:

The Board of Directors of the Company has formulated a policy in accordance with the Regulation 30(4)(ii) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 for determination of materiality for disclosure of events or information to Stock Exchanges, based on the criteria specified in the said Regulation. The Policy for Determination of materiality has been already uploaded on the website of the Company at www.gtv.co.in under investors/Code of Conduct & Policies/Policy for Determination of Policy link.

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

The Company has formed Internal Complaints Committee and Sexual Harassment Policy in accordance with the provisions of “The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013”. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy.

We would like to further add that the Company provides a conducive work environment in terms of sexual harassment for the women employees and has sufficient checks to provide protection against sexual harassment of women at workplace.

During the period under review, there were no such complaint has been filed by any employee of the Company.

19. Extract of Annual Return:

As required pursuant to section 92(3) read with section 134(3)(a) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, including amendments there under, the Annual Return is available on the website of the company. The same can be access through visiting the website of the company. i.e. www.gtv.co.in.

20. Material changes and commitments, if any, affecting the financial position of the company which has occurred between the end of the financial year of the company to which the financial statements relate and the date of the report:

There were no material changes or commitments affecting the financial position of the Company that have occurred between the end of the financial year ended 31^st March, 2026 and the date of this Report.

The Board of Directors confirms that, except as disclosed elsewhere in this Report, there have been no material events or developments subsequent to the close of the financial year which would have a material impact on the financial position or operations of the Company.

21. Details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future:

During the financial year under review, no significant or material orders were passed by any regulator, court or tribunal against the Company which would have an impact on the going concern status of the Company or its operations in the future.

Accordingly, no disclosure is required to be made in this regard under the applicable provisions of the Companies Act, 2013.

22. Corporate Social Responsibility:

The Company recognizes that effective practice of Corporate Social Responsibility (CSR) is required giving due consideration to the welfare of the community, environment and social structure that it operates in and that of the country including focus welfare areas identified by the State and Central Governments. The focus areas taken in the policy are education, health care and family welfare, environmental safety, contribution to any relief fund setup by the Government of India and any State Government.

The Company has adopted the Corporate Social Responsibility Policy in line with the Companies (Corporate Social Responsibility Policy) Rules, 2014 as amended from time to time. The Report on CSR activities is annexed herewith as Annexure -III.

23. Deposits:

During the financial year under review, the Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 read with the applicable rules made thereunder. Accordingly, there were no deposits which remained unpaid or unclaimed as at 31^st March, 2026, and there was no default in repayment of deposits or payment of interest thereon during the financial year.

Loans from Directors

During the financial year under review, the Company received unsecured loans from its Directors, namely Mr. Mahesh Agrawal amounting to Rs 118.40 lakhs and Mr. Gaurav Agrawal amounting to Rs 10.00 lakhs. The aforesaid amounts were outstanding as at 31^st March, 2026.

The Company confirms that the aforesaid amounts received from the Directors were in accordance with the applicable provisions of the Companies Act, 2013 and the rules made thereunder.

24. Particulars of loans, guarantees or investments under section 186 of Companies Act, 2013:

During the financial year 2025-2026 the company has not entered into any transactions which are covered under the provisions of section 186 of the Companies Act, 2013. The detail of the investments made by company is given in the notes to the financial statements.

25. Particulars of contracts or arrangements with related parties:

During the financial year under review, the Company entered into certain transactions with related parties which were in the ordinary course of business and on an arm's length basis. Certain transactions with related parties were material in nature in terms of the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and were undertaken after obtaining the requisite approvals of the Audit Committee and the Members of the Company, wherever applicable.

The particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2, are annexed as Annexure-IV to this Report, wherever applicable. The disclosures relating to Related Party Transactions as required under the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are also provided in the financial statements and the Report

on Corporate Governance forming part of this Annual Report.

The Company has in place a Policy on Related Party Transactions which is in line with the requirements of the Act and the Listing Regulations. The Policy is available on the Company's website at www.gtv.co.in.

26. Corporate Governance Certificate:

The Compliance certificate from M/s. Rath Dinesh and Associates, Chartered Accountants, regarding compliance of conditions of corporate governance as stipulated in SEBI (LODR) Regulations, 2015 is annexed with the report.

27. Conservation of energy, technology absorption and 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:

Your Company continues to give priority for conservation of energy on an ongoing basis keeping in view a nation concerns for energy conservation.

• Energy conservation measures taken: Capacitor banks have been installed in series with MPMKVVCL, Bhopal power connection to bring the energy power factor to be required standard valves to reduce the power losses.

• Total energy consumption and consumption per unit of production:

Form A

Form B

(b) . Technology absorption

• Research & Development: Internal efforts for the improvement of weld quality & productivity.

• Expenditure on R & D: No separate expenditure.

• Technology absorption, adaptation and information

• Technology Imported: N.A

• Future Plans: N.A

(c) . Foreign exchange earnings and outgo

During the year no foreign exchange was used and earned by the company.

28. Human Resources:

The Company considers its employees as most important resources and asset. The Company follows a policy of building strong teams of talented professionals. The Company continues to build on its capabilities in getting the right talent to support different products and geographies and is taking effective steps to retain the talent. It has built an open, transparent and meritocratic culture to nurture this asset. The Company ensures that safe working conditions are provided in the offices of the Company.

The Company has kept a sharp focus on Employee Engagement. The Company's Human Resources is commensurate with the size, nature and operations of the Company. The overall industrial relations in the Company have been cordial.

Following is details of number of employees in Company as on closure of financial year-

29. Director's Responsibility Statement:

The Directors Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, shall state that:

a) in the preparation of annual accounts, the applicable Indian accounting standard had been followed along with proper explanation relating to material departure.

b) the directors 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 at the profit and loss of the company for that period.

c) the director had taken proper and sufficient care for the maintenance of adequate accounting records in according of the provision of the act for safeguarding the assets of the company and for preventing and deduction of fraud and other irregularities.

d) the director had prepared the annual accounts on a going concern basis; and

e) the director had laid down internal financial control to be followed by the company and that such internal financial controls are adequate and were operating effectively.

f) the director had devised proper system to ensure compliance with the provision of all applicable laws and that such systems were adequate and operating effectively.

30. Transfer of Amount to an Investor Education Protection Fund:

Your Company did not have any fund lying unpaid and unclaimed for a period of seven years.

Therefore, there were no funds which are required to be transferred to Investor Education and Protection Fund (IEPF).

31. Maternity Benefit Act:

The Company is committed to ensuring a safe, inclusive, and supportive work environment for all employees. The Company has complied with the provisions of the Maternity Benefit Act, 1961, and extends all benefits and protections under the Act to eligible employees. Adequate internal policies and procedures are in place to uphold the rights and welfare of women employees in accordance with the applicable laws. Further, during the financial year 2025-26 there were no female employee have been associated with the company.

32. Listing with Stock Exchange:

The Company confirms that it has paid the Annual Listing Fees for the year 2026-2027 to BSE Limited.

Further, the Company has been delisted with effect from 10/04/2025 from The Calcutta Stock Exchange Limited.

33. Other Disclosures as per requirement of the Law:

During the year under review, the Company has not entered into any transactions which covered under the following provisions and no disclosure or reporting is required:

a) There was no application made during the year and there were no proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) at the end of the financial year.

b) As there was no settlement has been made with any Banks or financial Institutions during the year therefore, there is no requirement of reporting the required information as per the Section 134(3) and the rules made thereunder.

c) Issue of equity shares with differential rights as to dividend, voting or otherwise, as prescribed under Rule 4(4) of the Companies (Share Capital and Debentures) Rules, 2014.

d) Issue of shares, including sweat equity shares, to employees under any scheme, as prescribed under Rule 8(13) of the Companies (Share Capital and Debentures) Rules, 2014.

e) Issue of equity shares under any Employee Stock Option Scheme, as prescribed under Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014.

f) Exercise of voting rights, directly or indirectly, by employees in respect of shares held by them under Rule 16(4) of the Companies (Share Capital and Debentures) Rules, 2014. Further, the Company had no scheme for the provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees.

g) Receiving of remuneration or commission by Managing Directors of the Company from any of its subsidiaries.

h) Any fraud reported by the Statutory Auditors to the Audit Committee or the Board under Section 143(12) of the Act.

34. Compliance with Secretarial Standard:

The Company has formulated proper framework to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such frameworks are adequate and operating effectively and efficiently.

35. Acknowledgements:

The Board of Directors places on record its sincere appreciation and gratitude to all stakeholders, including the employees, customers, business associates, shareholders, bankers, regulators and other stakeholders, for their continued support, cooperation and contribution. The Board also acknowledges the dedication, commitment and hard work of the employees and management, whose collective efforts have contributed significantly to the performance and achievements of the Company during the year under review.