Dear Members,

1. FINANCIAL PERFORMANCE:

The Company's financial performance for the year under review along with previous year figures is given hereunder:

Note: Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure. The financial statements for the financial year 2024-25 of the company are prepared in accordance with relevant Indian Accounting Standards (Ind AS) issued by the Institute of Chartered Accountants of India and form part of this Annual Report as notified by the Companies Act,2013 read with Companies (Accounts)

Rules, 2014 and other relevant provisions of the Act and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("The SEBI Listing Regulations").

2. STATE OF AFFAIRS /COMPANY'S PERFORMANCE:

The Company has earned revenue from operation of 11,209.91 Lacs during the year ended on March 31, 2025 as against 7378.94 Lacs earned during the previous year ended on March 31, 2024 with the increase of 51.92%. The Company has also earned other income of 105.31 Lacs during the year ended on March 31, 2025 as against 334.84

Lacs earned during the previous year March 31, 2024 with the decrease of 68.55%.The Company earned Profit Before

Tax (PBT) of 1170.21 Lacs and Profit After Tax (PAT) of 924.35 Lacs during the year ended on March 31, 2025 as compared to previous year ended on March 31, 2024 of 661.86 Lacs and 471.64 Lacs showing rise of 76.81% and 95.99% respectively. During the year under review, there has been no change in the nature of the business of the Company which has an impact on the affairs of the company. For the further details on Company's performance, operations and strategies for growth, please refer to Management Discussion and Analysis section which forms a part of this Annual report.

3. TRANSFER TO RESERVES AND SURPLUS:

During the year under review, the company has transferred _ 924.35 lakhs to the Reserve and Surplus account during the financial year ended March

2025.

4. DIVIDEND:

The constant efforts add to the growth potential and improve upon previously set benchmarks add to the strong foundation and work ethos of the company. Keeping in view the growth prospects of the company the board of your company has not recommended any dividend for the financial year ended March 31, 2025

Since there was no unpaid/unclaimed dividend during the year under review, the Company is not required to transfer any amount to the Investor education and protection fund (IEPF) as required under the provision of Section 125 of the Companies Act, 2013.

There was no amount liable or due to be transferred to Investor Education and Protection fund (IEPF) during the financial year ended March 31, 2025.

As per the provisions of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), your company has formulated a Dividend Distribution policy is as follows: https://hecprojects.in/wp-content/uploads/2024/07/ Dividend_Distribution_Policy.pdf

5. CHANGE IN THE NATURE OF BUSINESS:

The Company is engaged in the business of Electro Mechanical. During the year under review 2024-25, there has been no change in the nature of business of the Company.

6. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

During the financial year 2024-25 under review, there are no such material changes and commitments affecting the financial position of the Company, which has occurred during the year.

Further there are no material changes or commitments occurred subsequent to the year end and up to the date of the Directors Report.

The company will continue to closely monitor any material changes to future economic conditions. There is no occasion whereby the Company has either revised or required to revise the financial statement or the Board's report of the Company for any period prior to financial year 2024-25. Hence, no specific details are required to be given or provided.

7. SHARE CAPITAL STRUCTURE:

The Company has increased its Authorised Share

.

Capital from _ 10. 20 Crores to _ 20 Cr, in the Annual General Meeting held on July 30, 2025.

During the financial year 2024-25 under review, the

Issued, Subscribed and Paid-up Equity Share Capital of the Company stands increase to _ 10,83,81,600/-divided into 1,08,38,160 Ordinary Shares of _ 10/- each. The Company, on March 12, 2025, has allotted 7,00,000 Equity Shares on preferential basis to Promoter Group and has also received In-principle approval for listing for the allotted equity shares from National Stock Exchange of India Limited dated April 9, 2025. The said equity shares are locked in pursuant to the SEBI (ICDR) Regulations applicable to Preferential Issue.

8. CREDIT RATING:

During the Financial year 2024-25 under review, the Company has neither issued nor required to obtain credit rating of its securities. As such, no specific details are required to be given or provided.

9. DISCLOSURE REGARDING SHARES:

The Company has not issued any Sweat Equity, Bonus Shares, ESOPS, equity shares with differential rights and also not bought back any of its securities during the year under review. The Company has allotted 7,00,000 Equity Shares of _ 10/- each at premium of _ 119 per Equity Shares on March 12, 2025 to Promoter Group on Preferential Basis after complying with the provisions and guidelines under the Companies Act, 2013 and SEBI Regulations. The Company also obtained approval of National Stock Exchange of India Limited (NSE) for Listing & Trading of the said Equity Shares in due course of time. The disclosure as required under Regulation 32(7A) of SEBI LODR Regulations, 2015 is as under:

As on March 31, 2025, The Board of Directors comprises of six (6) directors which include three (3) executive directors, three (3) Independent Directors. The overall composition of Board of Directors include one women director. As on the date of this report, the Board of the company constitutes of the following Directors:

Further during the year under review and pursuant to the applicable provisions of the Companies Act, 2013, the Board of Directors of the company on recommendation of the Nomination and Remuneration committee of the Board consented to re-appoint Mrs. Rupal Gaurang Shah (DIN: 01756092) A brief resume and other details of the above directors seeking re-appointment are provided in the Notice of Annual General meeting.

Further on January 25, 2025 Ms. Neetu Jalan (DIN: 08719470), Ms. Dipika Soni (DIN: 08846908) and Ms. Raina Singh (DIN: 09637543) stepped down from the position of Non-Executive Independent Director and Mr. Yash Mehta (DIN: 08194649), Mr. Ronak Mehta (DIN: 10525257) and Ms. Rajkumari Udhwani (DIN: 02636225) were appointed in the board meeting held on January 25, 2025 and the same were regularized in the Extraordinary General meeting held by the company on March 8, 2025. In accordance with the provisions, as on March 31, 2025 following are the Key Managerial Personnel of the Company: Mr. Gaurang Parmanand Shah-Managing Director

Mr. Arvindkumar Patel-Chief Financial Officer

Ms. Khushi Bhatt-Company Secretary

Brief profile of the Directors who are being appointed or re-appointed as required under Regulations 36(3) of Listing Regulations, 2015 and Secretarial Standard on General Meetings is provided in the notice for the forthcoming AGM of the Company.

As per Annexure II

As per the Remuneration Policy and based on the Recommendation of Nomination & Remuneration Committee the Relationship of remuneration to KMP & performance of Company is clear and meets appropriate performance benchmarks.

The Independent directors of the company have given declarations that they meet the criteria of the independence as laid down under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing regulations.

None of the Directors of the Company are disqualified for being appointed as Directors as specified in Section

164(2) of the Act and Rule 14(1) of the Companies

(Appointment and Qualification of Directors) Rules,

2014. All the Independent Directors have been registered and are members of the Independent Directors Databank maintained by Indian Institute of

Corporate Affairs. None of the Independent directors are liable to retire by rotation.

According to the Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended, the names of all the Independent directors of the company have been included in the data bank maintained by the Indian Institute of Corporate Affairs.

The Independent Directors are fully kept informed of the Company's business activities. A separate meeting of Independent Directors were held on February 8, 2025. All the Independent directors were present in the meeting.

The Board of Directors of the company have met 07 (seven) times during the year viz (1) May 29, 2024, (2) July 1, 2024, (3) August 10, 2024, (4) November 11, 2024, (5) January 25, 2025, (6) February 8, 2025 and (7) March 12, 2025. The details of the Board meetings are provided in the Corporate Governance report forming part of this Annual report.

The Board has established the following committees:

1. Audit committee

2. Nomination and remuneration committee

3. Stakeholders relationship committee

The compositions of the committees as on March 31, 2025 are as detailed below:

The detailed disclosures of all the committees of the Board of Directors are provided in the Corporate Governance report forming part of this Annual report.

There is no occasion wherein the Board of Directors of the company has not accepted any recommendations of the

Audit committee of the company during the financial year 2024-25. As such, no specific details are required to be given or provided.

14. FAMILIARIZATION PROGRAMMEE FOR INDEPENDENT DIRECTORS: All Independent Directors are familiarized with the operation and functioning of the Company. The details of the familiarization program are provided in the Corporate Governance Report and the same is also available on the website of the company https://hecprojects.in/wp-content/uploads/2025/04/ familiarization-programme_IDS_202425.pdf

The Board of Directors has carried out an annual evaluation of its own performance, board committees, and individual directors pursuant to the provisions of the Act and SEBI Listing Regulations.

The Company has in place a criteria for performance evaluation of Independent Directors, Board, Committees and other individual Directors which include performance evaluation of the non-executive directors and executive directors.

Pursuant to the provisions of Section 134(3)(p), 149 (8) and Schedule IV of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company is committed to get its performance evaluated in order to identify its strengths and areas in which it may improve its functioning. In terms of the framework of the Board Performance evaluation, the Nomination and Remuneration committee and the Board of Directors have carried out an annual performance evaluation of the performance of its own performance, Committee and Individual Directors. The evaluation of the Board, Committees, Directors and Chairman of the Board was conducted based on the evaluation parameters such as Board composition and structure, effectiveness of the Board, participation at the meetings, awareness, observance of governance and quality of contribution etc.

The performance of the Board was evaluated after seeking inputs from all the directors on the basis such as knowledge and skills, professional conduct, duties, roles and function, effectiveness etc. Further board opined that the Independent directors of the company appointed during the year has requisite integrity, expertise and experience.

Pursuant to provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of listing Regulations and on the recommendation of the Nomination and Remuneration Committee, the Board has adopted a policy for selection, appointment and remuneration of Directors and Key Managerial Personnel. The detailed features of Remuneration Policy are stated in the Report on Corporate Governance forming part of this Annual Report and is also available on the Company's website at https://hecprojects.in/wp-content/uploads/2021/05/5-Remuneration-Policy.pdf

The Company‘s CSR initiatives are aligned to the requirement of Section 135 of the Act. A brief outline of CSR policy and the initiatives undertaken by the company on CSR activities during the year under review are set out in Annexure I of this report in the format. The company was required to undertake CSR expenditure of _ 5.59 lakhs and have spent _ 6 lakhs related to the CSR project activities. For other details, refer to the corporate governance report which forms part of this report.

During the year under review, there was no employee who has drawn remuneration in excess of the limits set out under Section 197 (12) of the Companies Act, 2013 read with Rule 5 (2) and 5 (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Disclosure pertaining to Remuneration and other details as required under Section 197 (12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial personnel) Rule, 2014 is attached as Annexure- II.

The industrial relations continued to remain cordial and peaceful and your Company continued to give ever increasing importance to training at all levels and other aspects of H. R. D.

The number of Employees of the Company is 50. The relationship between average increase in remuneration and Company's performance is as per the appropriate performance benchmarks and reflects short and long term performance objectives appropriate to the working of the Company and its goals.

. DIRECTOR'S RESPONSIBILITY STATEMENT:

During the year under review 2024-25, the audited financial statements of the Company for the year under review are in conformity with the requirements of the Act read with the rules made thereunder and the Accounting Standards. To the best of the knowledge and ability, the Board of Directors makes the following statements in terms of Section 134 (5) of the Companies Act, 2013: (i) in the preparation of the annual accounts for the financial year ended March 31, 2025, the applicable accounting standards have been followed and there are no material departures from the same; (ii) they have 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 March 31, 2025 being end of the financial year 2024-25 and of the Profit of the Company for the financial year ended

March 31, 2025;

(iii) they have taken proper and sufficient care 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; (iv) they have prepared the annual accounts on a ‘going concern' basis;

(v) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

(vi) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

During the year under review, no company has become or ceased to be subsidiary, joint venture or associate of the Company.

During the year under review, the Company has not accepted any deposit within the meaning of Section 73 and 74 of the Companies Act, 2013 read with the companies (Acceptance of Deposits) Rules, 2014. The Directors have given a declaration stating that the amount deposited is out of own funds and not by way of borrowings from others.

During the year under review, the particulars of any loan, investments, guarantee or Security for the loans availed by others, pursuant to provision of Section 186 of the Act read with the Companies (Meetings of Board and its powers) Rules, 2014 are given under notes to the Financial statements, which forms part of this Annual report. The loans given, investments made, guarantees given or security provided are for business purpose. No guarantee or security is provided for loan availed by others.

During the financial year under review, all contracts arrangements / transactions entered by the Company with related parties were in ordinary course of business and on arms' length basis. The details of contracts and arrangements with Related Parties of your Company for the financial year ended March 31, 2025 are given in notes to the Financial Statements, forming part of this Annual Report.

All related party transactions have been approved by the Audit Committee and the Board of Directors of your Company and are reviewed by them on periodic basis. Omnibus approvals were taken for all transactions entered in to by the company with related parties. During the year the policy is not changed and uploaded on the Company's website. The Company's Policy on Related Party Transactions is available on your Company's website https://hecprojects.in/wp-content/uploads/2021/05/6-Related-Party-Transaction-Policy.pdf.

Since no material transactions with Related Party Transactions Form AOC-2 is not applicable.

Pursuant to the SEBI Listing Regulations, the resolutions seeking approval of the Members on material related party transactions forms part of the Notice of the ensuing AGM.

Particulars relating to conservation of energy and technology absorption stipulated in the Companies (Accounts), 2014 are not applicable to HEC Infra Projects Limited ("the company") are either nil or not applicable. The details regarding foreign exchange earnings and expenditure, if any, is specified in the notes to the Balance Sheet.

In terms of the provisions of Regulation 17 of the Listing Regulations, your company has established a well-defined risk management policy to ensure that risk to the Company's continued existence as a going concern and to its development are identified and addressed on timely basis. Risk management strategy as approved by the board of directors is implemented by the company management. The Policy is available for at the Website of the Company https://hecprojects. in/wp-content/uploads/2021/05/7-Risk-Management-Policy.pdf

Pursuant to the provision of Section 177(9) of the Companies Act, 2013 read with Rule 7 of Companies (Meeting of Board and its Power) Rules, 2014 and Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company has formulated a vigil mechanism/ Whistle Blower Policy for directors and employees to report concern of unethical behavior, actual or suspected fraud or violation of the Company's code of conduct.

The company affirms that no employee has been denied access to the Audit committee.

The details of the Whistle Blower Policy/ Vigil Mechanism are explained in the Corporate Governance Report and also posted on the Company's website at https://hecprojects.in/wp-content/uploads/2023/06/ Whistle-blower-and-vigil-mechanisam.pdf

There are no significant and material order passed by the regulators or courts or tribunals impacting the going concern status and the Company's operations in future.

In accordance with Section 139 of the Companies Act,2013 and rules made thereunder M/S Paresh Thothawala & Co., Chartered Accountants (FRN: 114777W), Ahmedabad, were appointed as Statutory Auditors of the company at 18th Annual General

Meeting of the Company to hold office for the of 5 years. M/s Paresh Thothawala & Co., Chartered Accountants, Ahmedabad have resigned from the office of Statutory Auditors of the Company due diversification in practice and pre-occupation in other assignments for the remaining term. In terms of Section 139 of the Companies Act, 2013 read with Companies (Audit & Auditors) Rules, 2014, the Board of Directors has recommended the appointment of M/s. KDN & Associates LLP, Chartered Accountants, Ahmedabad, having FRN.: 131655W/ W100691 as Statutory Auditors of the Company for a period of 5 years and to hold office as

Auditors from the conclusion of the ensuing 20th AGM till the conclusion of 25th AGM on remuneration to be decided by the Board or Committee thereof based on the recommendation of Audit Committee.

The Company has obtained consent from M/s. KDN & Associates LLP, Chartered Accountants, Ahmedabad to the effect that their appointment as Auditors of the

Company for period of 5 years commencing from the Financial Year 2025-26 to 2029-30, if made, will be in accordance with the provisions of Section 139 and 141 of the Companies Act, 2013.

The Shareholders are requested to consider and approve the appointment of the Statutory Auditors of the Company.

The Auditor's report for financial year 2024-25 served is enclosed with the financial statements in this Annual report and there are no qualification, reservation or adverse remark or disclaimers made by statutory auditor in their Audit report.

During the year under review, a) The auditor's report does not contain any reservation, qualification, disclaimer or adverse remark. b) The Statutory Auditor has not reported any incident of fraud to the Audit committee or the Board of Directors under Section 143(12) of the Act.

Your Company has obtained Secretarial Audit Report as required under Section 204(1) of the Companies Act, 2013 from M/s. Kashyap R. Mehta & Associates, Company Secretaries, Ahmedabad. The said Report is attached with this Report as Annexure – III.

There are no remarks / qualification in the Secretarial to Audit Report, hence no explanation has been offered.

Based on the recommendation of the Audit Committee, in terms of Section 204 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the Board of Directors has recommended the appointment of M/s. Nishant Pandya & Associates, Practising Company Secretaries (Firm Registration No. S2019GJ700100) as Secretarial Auditors of the Company for a period of 5 years and to hold office as Secretarial Auditors from the conclusion of the ensuing 20th AGM till the conclusion of 25th AGM for approval of shareholders/members of the Company.

The Company has obtained consent from M/s. Nishant Pandya & Associates, Practising Company Secretaries to the effect that their appointment as Secretarial

Auditors of the Company for period of 5 years i.e. for the Financial Years 2025-26 to 2029-30, if made, will be in accordance with the provisions of Section 204 of the Companies Act, 2013.

As per Regulation 24A in SEBI (LODR) regulations, the

Annual Secretarial compliance certificate is posted in the website of the company https://hecprojects.in/wp-content/uploads/2025/07/asc-march-2025.pdf

In accordance with the provisions of section 138 of the Companies Act, 2013 and rules framed there under, your company had appointed M/S Shah Shah & Co. (Mr. Rushin Shah) as the Internal auditor of the company w.e.f July 07, 2023.

None of the Auditors of the company have reported any fraud as specified under the second proviso of

Section 143 (12) of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force). The company ensures reliability in conducting its business, precision and comprehensiveness in maintaining accounting records and anticipation and detection of frauds and errors. There are no adverse remarks or qualification on accounts of the Company marked by the Internal auditor. The Internal Auditors team carries out the extensive Audits throughout the year across all the functional area and submit its report to the Audit Committee. The Audit Committee actively reviews the adequacy and effectiveness of internal control systems and suggests improvements for strengthening them in accordance with the changes in the business dynamics, if required.

As per Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, the Company is required to prepare and maintain cost records and have the cost records audited by a Cost Accountant and accordingly, as per the recommendation of the Audit Committee, the Board of Directors at its meeting held on August 1, 2025, appointed M/s. P.H.Desai & Co., Cost Accountants, Ahmedabad (Firm Registration No. 100377), a Firm of Cost Accountants as the Cost Auditor of the Company for maintaining such cost accounts and records. The Report of the Cost Auditors for the financial year shall be filed with the of Corporate Affairs within the prescribed period

On the recommendation of the Audit Committee, has appointed M/s. P.H.Desai & Co., Cost Accountants, Ahmedabad (Firm Registration No. 100377), a Firm of Cost Accountants as the Cost Auditor of the Company for FY 2025-26 under Section 148 and all other applicable provisions of the Act at a remuneration of 20,000/- plus applicable taxes. The Cost Auditor has confirmed that their appointment is within the limits of Section 141(3)(g) of the Act and they are free from disqualifications as specified under Section 148(3) read with Section 141(4) of the Act. They have further confirmed their independent status and an arm's length relationship with the Company.

The remuneration payable to the Cost Auditor is required to be placed before the Members at the

General Meeting for their ratification. Accordingly, a resolution seeking Members' ratification for the remuneration of M/s. P.H.Desai & Co., Cost Accountants, Ahmedabad (Firm Registration No. 100377) FY 2025-26 is included in the Notice convening the AGM.

The Audit report submitted by the Statutory Auditors and Secretarial auditors for the financial year 2024-25 do not contain any qualification or adverse remarks.

The observations made by all the Auditors in their respective report/s are self-explanatory and as such, do not call for any explanations.

The Directors state that applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to ‘Meetings of the ‘Board of Directors' and ‘General Meetings', respectively, have been duly followed by the Company.

During the Financial year 2024-25 no application made or any proceedings are pending under the Insolvency and Bankruptcy Code.2016 (IBC).

. During the financial year 2024-25 under review, there has been no One time settlement (‘OTS') of the loans taken from Banks and Financial institutions.

During the financial year 2024-25 under review, there is no occasion wherein the Company failed to implement any Corporate Action. As such no specific details are required to be given or provided.

Pursuant to the Section 92(3) of the Act read with the Companies (Management and Administration) Rules, 2014 The Annual Return of the Company in Form MGT - 7 in accordance with Section 92(3) of the Act read with the Companies (Management and Administration) Rules, 2014, is available on the website of the Company at i.e. https://hecprojects.in/wp-content/ uploads/2024/09/NEW-MGT7.pdf

The Relations between the employees and management have remained cordial and harmonious during the year under review. The Company is dedicated to enhance and retain top talent through superior learning and organizational development as this is the pillar to support the Company's growth and sustain ability in the future. The Company takes pride in the commitment, competence and dedication shown by its employees. The Company is dedicated to enhance and retain the top talent through superior learning and organizational development, as this being the pillar to support the Company's growth and sustainability in the future.

The company firmly believes that pursuit of excellence is one of the most critical components for a competitive success. With Quality, health, safety and environment being an essential part of Company's policy, it strives to deliver success by maintaining highest level of Quality, health, safety and environment. The operations of the company are conducted in such way that it ensures safety of all concerned and a pleasant working environment.

Pursuant to the Regulation 17(8) of SEBI (LODR)

Regulations, 2015 the certificate as per Part B of

Schedule II is annexed.

The Company has formulated and adopted the Remuneration Policy in accordance with the provisions of Companies Act, 2013 read with the Rules issued thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The said Policy of the Company, inter alia, provides the criteria for appointment of Executive, Non-Executive and Independent Directors on the Board of Directors of the Company and persons in the Senior Management of the Company, their remuneration including determination of qualifications, Positive attributes, independence of Directors and other matters as provided under sub-section (3) of Section 178 of the Companies Act,

2013 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force). The Policy is also available on the website of the Company www.hecprojects.in.

The Company is engaged in the EPC Electro-Mechanical Project Business as an only reportable segment in accordance with Accounting Standard on Segment Reporting AS-17.

The Company's properties including building, plant and machinery, stocks, stores etc. continue to be adequately insured against risks such as fire, riot, strike, civil commotion, malicious damages, machinery breakdown etc.

The Company has made necessary provisions for the payment of Gratuity.

As required under Schedule V (B) and (C) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 stipulated under Regulation 34, "Management Discussion and Analysis Report" as well as "Corporate Governance Report", is attached as a separate section forming part of this Annual Report.

The equity shares of the Company have been listed and actively traded on the National Stock Exchange (Capital

Market Segment-Main Board) effective December 30,

2021. There was no occasion wherein the equity shares of the Company have been suspended for the trading during the financial year 2024-25. The Company, on

March 12, 2025, has allotted 7,00,000 Equity Shares on preferential basis to Promoter Group and has also received In-principle approval for listing for the allotted equity shares from National Stock Exchange of India Limited on April 9, 2025. The said equity shares locked in pursuant to the SEBI (ICDR) Regulations applicable to Preferential Issue.

Your company continue to imbibe and emulate the best corporate governance practices aimed at building trust among the stakeholders. Your company believes that fairness, transparency, responsibility and accountability are the four key elements of corporate governance. In compliance with Regulations 17 to 22 and Regulation 34 of the Listing regulations, a separate report on Corporate governance is enclosed as forms part of the Director's report.

As on March 31, 2025, the entire 100% issued, subscribed and paid up share capital 10838160 equity shares of the Company were held in dematerialized form through depositories National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL).

The Company has duly paid the requisite annual listing fees for the Financial year under to the National Stock Exchange of India Limited (NSE). The Company has also paid the requisite annual custodian and other fees for the Financial year 2025-26 to the National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL).

The business responsibility report under Regulation 34 of SEBI (Listing Obligation and Disclosure Requirement) Regulations, 2015 is not applicable to the Company for the year under review ended March 31, 2025. Therefore, there is no requirement to submit a separate report by the company.

The Board of directors are pleased to report that the Company has complied with all the code/(s) and policies and are available on the Company's website which are as follows: a) Code of conduct - https://hecprojects.in/wp-content/uploads/2021/05/1-Code-of-Conduct.pdf b) Remuneration Policy- https://hecprojects.in/ wp-content/uploads/2021/05/5-Remuneration-Policy.pdf c) Related Party Transaction policy - https:// hecprojects.in/wp-content/uploads/2021/05/6-Related-Party-Transaction-Policy.pdf d) Code of Conduct to Regulate, Monitor and Reporting of Trading by Insiders- https:// hecprojects.in/wp-content/uploads/2021/05/4-Insider-Trading-Code.pdf e) Whistle Blower Policy- https://hecprojects.in/wp-content/uploads/2023/06/Whistle-blower-and-vigil-mechanisam.pdf f) Risk Management Policy- https://hecprojects. i n /wp-con t en t /u pl oads/2021/05/7-R i sk -Management-Policy.pdf g) Code of Conduct and procedure for fair disclosure of unpublished price sensitive information- https://hecprojects.in/wp-content/ uploads/2021/05/8-Code-of-Practices-and-Procedures-for-fair-disclosure-of-Unpublished-Price-Sensitive-Information.pdf h) Policy of preservation of documents- https:// hecprojects.in/wp-content/uploads/2021/05/9-Policy-for-Preservation-of-Documents.pdf i) Archival Policy- https://hecprojects.in/wp-content/uploads/2021/05/10-Archival-Policy.pdf j) Policy on determination of materiality of event or information- https://hecprojects.in/wp-content/ uploads/2024/06/Policy-for-Materiality-of-Events-.pdf k) Contact details of officials under Regulation 30

SEBI(LODR) Regulations- https://hecprojects.in/ wp-content/uploads/2024/06/Contact-details-of-officials-under-Regulation-30.pdf l) Terms and conditions of appointment of Independent directors- https://hecprojects.in/ wp-content/uploads/2023/08/NEW-Terms-and-Condition-of-Independent-Director.pdf m) Familiarization program- https://hecprojects.in/ wp-content/uploads/2025/04/familiarization-programme_IDS_202425.pdf n) Anti-Harassment policy- https://hecprojects. in/wp-content/uploads/2021/05/14-Anti-Harassment-Policy.pdf o) Code of Conduct for trading- https://hecprojects. in/wp-content/uploads/2021/05/15-COC-for-Insider-Trading.pdf p) Policy and procedure for enquiry in case of leak of UPSI or suspected leak of UPSI- https:// hecprojects.in/wp-content/uploads/2021/05/17-Policy-and-Procedure-regarding-Leak-of-UPSI-30032019.pdf q) Policy on board Diversity: https://hecprojects. in/wp-content/uploads/2023/06/Final-Policy-onBoard-Diversity.pdf s) Composition of Committee: https://hecprojects. in/wp-content/uploads/2025/04/Composition-of-Commitees-khushi-policy.pdf t) Dividend distribution policy: https://hecprojects. in/wp-content/uploads/2024/07/Dividend_ Distribution_Policy.pdf u) CSR policy: https://hecprojects.in/wp-content/ uploads/2024/12/CSR-Policy-202425.pdf The aforesaid code/s and policy(ies) are available on Company's website

As per the requirement of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition

& Redressal) Act, 2013 (hereinafter referred to as "Prevention of Sexual Harassment Act"), the Company has formulated policy on prevention of Sexual harassment at workplace for prevention, prohibition and redressal of sexual harassment at workplace and an Internal Complaints Committee has also been set up to redress any such complaints received. Your Company is committed to provide a conducive work environment devoid of discrimination and harassment including sexual harassment.

The policy covers all employees (permanent, contractual, temporary, trainees) irrespective of their nature of employment and also applicable in respect of all allegations of sexual harassment made by an outsider against an employee. During the year 2024-25, no case of Sexual Harassment was reported. The following is the summary for the F.Y 2024-25

The Company is in compliance of the provision of

Maternity Benefit Act, 1961 to the extent applicable.

The Company has not entered into any transaction of material nature with the Promoters, the Directors or the Management that may have any potential conflict with the interest of the Company.

Certain statements in the Board's report describing the Company's objectives, projections, expectations or predictions may be forward looking statements within the meaning of the applicable securities laws and regulations. Actual results could differ from those expressed or implied. The company undertakes no obligation to publicly revise any forward-looking statements to reflect future events or circumstances.

The Board of Directors wish to convey their gratitude and place on record their appreciation for all the employees at all levels for their hard work, solidarity, cooperation and dedication during the year. The Board sincerely conveys its appreciation for its customers, shareholders, suppliers as well as vendors, bankers, business associates, regulatory and government authorities for their continued support.