The directors have the pleasure of presenting the 16^th Annual Report of ideaForge Technology Limited (Formerly known as ideaForge Technology Private Limited) ("the Company") along with the audited financial statement (both Standalone and Consolidated) for the financial year ended March 31, 2023.

1. Financial Summary

During the yesr under review the Company registered a profit of Rs. 107.95 million before tow on a standalone basis and a summary of the financial performance of the Company on a standalone and consolidated basis is as below:

* There was no consolidated financials for Fy 2021-22 as the Wholly Owned Subsidiary has been incorporated on September 06, 2022.

2. State of Company Affairs

During the year under review, the total Income from the operation was Rs. 1964.02 million as compared to Rs. 1,614.48 million for the previous and the same is increased by 21.65%. The Net Profit same was Rs. 319.76 million as compared to Rs. 440.36 million for the previous FY 2021-22, the same was decreased by 27.39%.

There was no change in the nature of the business of the Company during the year under review.

Your Company is a pioneer and a pre-eminent market leader in the Indian Unmanned Aircraft Vehicle ("UAV") market, with a market share of approximately 50% in the financial year 2022. It has the largest operational deployment of indigenous UAVs across India, with an ideaForge-manufactured drone taking off every five minutes on average for surveillance and mapping. The customers of the Company have completed over 300,000 flights using Company's UAVs as of December 31, 2022. Your Company is ranked 7^th globally In the dual-use category (civil and defense) drone manufacturers as per the report published by Drone Industry Insights in December 2022.

Your Company has a broad range of products with feature-based differentiation such as weight class (approximately 2-7 kg), endurance class (25-120 minutes flying time), take-off altitude range (up to 6,000 meters), communication range (approximately 2-15 km), payload types, etc. Beyond the UAVs, it undertakes full integration of payloads, communication system and packaging. It also builds its own software stack required for flight safety, autopilot sub-system, battery, power and communication in Company's UAVs. The integration of complex technologies while optimizing for performance, reliability and autonomy, not only creates entry barriers for new entrants but also helps your Company to differentiate itself from other players in the market.

3.    Conversion from a Private Company into a Public Company

On January 02, 2023, your Company received a revised Certificate of Incorporation consequent to the change of its status from a private limited company to a public limited company.

4.    Transfer to Reserves

No amount is proposed to be transferred to any reserves for the year.

5.    Dividend

During the year under review, your Board does not recommend any dividend and wishes to plough back the profits. The Board has approved the Dividend Distribution Policy, which specifics various factors/parameters to be considered while deciding to recommend or declare a dividend. The Dividend Distribution Policy of the Company is available on the Company's website, at https://ideaforgetech.com/investor-relations/policies.

6.    Future Outlook

Your Company is in the process of developing UAVs as an on-demand service solution, which will mean that the UAVs will be deployed to enable operations in a pre-schcduled or ad-hoc/ on-demand manner at a short notice. This will give access to Company's UAVs for many applications such as DFR, progress monitoring, inspections, etc. In DFR, your Company intends for its drones to reach the location of the reported incident to live stream the video which will help in assessing the situation and taking decisions, even before first responders on the ground are able to arrive on the scene of the incident.

Your Company has one of the best support networks in India for UAVs. In addition to the warranty services provided with UAVs, after-sales maintenance services is also provided by your Company to its customers. The support care plan, "ideaForge Care" , is one of the first-of-its-kind subscription-based support packages in the Indian UAV industry. The support care plan, ideaForge Care, provides customers with a wide range of support plans suited to their needs, which includes 24x7 support and replacement UAV options. Your Company's UAVs are mission oriented and require minimal training, however, it does provide its customers with the basic training required for operating the UAVs and for familiarizing them with its UAVs' functionality._

7. Share Capital

Authorized Share Capital

During the year under review the Authorised Share Capital of the Company was increased from Rs. 30,00,000/- (Rupees Thirty Lakhs only) to Rs. 60,00,00,000/- (Rupees Sixty Crores only)

Issued. Subscribed, and Paid-up Share Capital

The issued, subscribed and paid-up share Capital of the Company as on March 31, 2023, is Rs.21,40,48,060 /-. During the year under review following shares were allotted

a.    10,079 0.001% Series B Compulsory Convertible Preference Shares (Series B CCPs) of Rs. 10/-each were allotted upon conversion of fully paid Compulsorily Convertible Debentures;

b.    19,018 0.001% Series B1 Compulsory Convertible Preference Shares (Series B1 CCPs) of Rs. 10/- each were allotted;

c.    424,915 Fully Paid Equity Shares of Rs. 10/- each were allotted to eligible employees of the Company pursuant to ESOP Scheme, 2018 ;

d.    1100 Partly- Paid Equity Shares of Rs. 1/- each of the Company were made Fully Paid Equity Shares of Rs. 10/- each ;

e.    321 Fully Paid Equity Shares of Rs. 10/- each were allotted upon conversion of 699 Warrants ;

f.    328 Partly Paid Series A1 CCPS of Rs. 1/- each were made fully paid of Rs. 10/- each ;

g.    207,47,700 Bonus Equity Shares of Rs. 10/- each were issued in the ratio of 225 new Equity Shares for every one Equity Share held by the shareholders;

h.    74,128 Equity Shares of Rs. 10/- each were allotted upon conversion of 328 Fully Paid Series A1 CCPs of Rs. 10/- each.

8.    Initial Public Offer (IPO)

During thr yrnr imrirr rrvirw, your Company filed Draft Rad I tarring Piuspei-lui ("DRHP") willi the Securities Fxrhange Hoard of India ("SEBI") on February 10, 2023 tor the proposed offer of equity shares to public.

9.    Material Changes and Commitment affecting the Financial Position of the Company

There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this report.

10.    Details of Subsidiary, Joint Venture, or Associate Companies

During the year under review, your Company has formed a wholly-owned subsidiary in USA namely, ideaForge Technology Inc. which will be engaged in the business of marketing products and services of UAVs of the Company. Pursuant to Section 129(3) of the Companies Act, 2013 ("the Act") read with Rule 5(1) of the Companies (Accounts) Rules, 2014, the statement containing the salient feature of the financial statement of a Company's subsidiary is enclosed as Annexure-A in the Form AOC-1, forming part of this report. The Company does not have any Joint Venture or an Associate Company.

11. Details of Directors and Key Managerial Personnel

The Company has a professional Board with an optimal combination of Executive Directors, Non-Executive, Independent, and Women Director, who brings the right mix of knowledge, skills, and expertise and help the Company in implementing the best Corporate Governance practices. During the year under review Mr. Srikanth Velamakanni, Mr. Vikas Balia, and Mrs. Sutapa Banerjee were appointed as Independent Directors. Mr. Mathew Cyraic was appointed as Nominee Director

Mr. Rahul Singh, Vice-President (Engineering) and Whole Time Director will be liable to retire by rotation, and he being eligible offers himself for re-appointment and a resolution to that effect is proposed in the ensuing 16^th Annual General Meeting (AGM) of the Company.

During the year under review, Mrs. Sujata Vemuri, Mr. Palepu Sudhir Rao and Mr. Nicholas Earle Brathwaite resigned as Director. Your Board place on record its sincere appreciation for the contribution and guidance given by them during their tenure.

Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Companies Act, 2013, your Company has appointed the following Key Managerial Personnel:

1.    Mr. Vipul Joshi - Chief Financial Officer (CFO)

2.    Mr. Vishal Saxena- Vice President - Sales & Business Development

3.    Mis. Sumjiii Cuplu Cumpuny Secretary (u>) and compliance uihcei

The Company also has three Whole Time Directors, who are KMPs and designated as below :

1.    Mr. Ankit Mehta- CEO and Whole Time Director

2.    Mr. Rahul Singh - Vide President ( Engineering) and Whole Time Director

3.    Mr., Ashish Bhat—Vice President ( R & D ) and Whole Time Director

12.    Declaration by Independent Directors

Your Company has received necessary declarations from each independent director under Section 149 (7) of the Companies Act, 2013, that they meet the criteria of independence laid down in Section 149 (6) of the Companies Act, 2013.

13.    Compliance of the applicable Secretarial Standards

Your Company has complied with the applicable Secretarial Standards, relating to the Meeting of the Board of Directors (SS-1) and General Meeting (SS-2) issued by the Institute of Company Secretaries of India.

14.    Number of Meetings of the Board

During the year under review, the Board met 11 ( Eleven) times namely on April 23, 2022; April 28, 2022; August 22, 2022; September 04, 2022; October 15, 2022; December 01, 2022; December 06, 2022; December 14, 2022; December 19, 2022; February 03, 2023 and February

09, 2023. The gap between the two consecutive board meetings was less than 120 days. Following is the detail of attendance at the Board Meetings .

15. Committees of the Board

Your Board has constituted to various committees required under the Companies Act, 2013 and for meeting operational conveniences. Following details set out the brief terms of reference of these committees and the constitution of the committees:

a. Audit Committee

Constitution

Mr. Vikas Balia, Independent Director (Chairperson);

Ms. Sutapa Banerjee, Independent Director (Member);

Mr. Mathew Cyriac (Non-Executive Director) (Member)

During the year under review, the Audit Committee met once on February 03, 2023. All the recommendations of the Audit Committee were accepted by the Board. Details of attendance of each of the committee members in the Audit Committee Meeting is as under:

b. Nomination And Remuneration Committee

Constitution

Ms. Sutapa Banerjee, Independent Director (Chairperson)^ Mr. Srikanth Velamakanni, Independent Director (Member); Mr. Mathew Cyriac (Non-Executive Director) (Member)

During the year under review, the Nomination and Remuneration Committee met once on January 17, 2023. Details of attendance of each of the committee members in the Nomination and Remuneration Committee Meeting is as under:

c.    Stakeholder Relationship Committee Constitution

Mr. Mathew Cvriac. Non-Executive Director (Chairpprsnn);

Mr. Vikas Balia, Independent Director (Member);

Mr. Ankit Mehta, CEO & Whole Time Director (Member)

During the year under review, there was no meeting held of the Stakeholders Relationship Committee.

d.    Risk Management Committee

Constitution

Mr. Ganapathy Subramaniam, Non-executive Director (Chairperson);

Mr. Vikas Balia, Independent Director (Member);

Mi. Ankil MeliLd, CEO & Wliule Time Dliector (Member)

Mr. Vipul Joshi, Chief Financial Officer- Member

During the year under rpview, there was no meeting held of the Risk Management Committee.

e.    Corporate Social Responsibility Committee (CSR)

Constitution

Mr. Rahul Singh, VP (Engineering) & Whole Time Director- Chairperson;

Mr. Ganapathy Subramaniam, Non- Executive Director- Member; and Mr. Vikas Balia, Independent Director-Member

During the year under review, the Corporate Social Responsibility (CSR) Committee met twice on September 28, 2022 and December 03, 2022. Details of attendance of each of the committee members in the CSR Committee Meeting is as under:

16.    Familiarization Program for Independent Directors

The Independent Directors are regularly informed during meetings of the Board and Committees on the business strategy, business activities, manufacturing and assembling operations, updates on the drone industry, and regulatory updates. A detailed orientation is given upon induction about the Company, Industry, Strategy, Policies, Code of Conduct, Regulatory/ Business/ Finance/ Human Resources and CSR initiatives of the Company.

17.    Director's Responsibility Statement

Your Directors' confirm that:

a.    in the preparation of the annual accounts for the financial year during the year under review, the applicable accounting standards have been followed along with the proper explanation relating to material departures:

b.    the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent to give a true and fair view of the state of affairs of the Company for the financial year during the year under review, and of its profit and loss for the financial year ended on that date;

c. the Directors 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;

d.    the Directors have prepared the annual accounts tor the financial year during the year under review on a 'going concern' basis; and

e.    the Directors have devised proper systems to ensure compliance with the provisions of all the applicable laws and that such systems arc adequate and operating effectively.

18.    Maintenance of Cost Records

Maintenance of cost records as specified by the Central Government under Section 148 (1) of the Act is not applicable to the Company.

19.    Particulars of Loans, Guarantees, or Investments

During the year under review, the Company has invested in Compulsorily Convertible Debentures (CCDs) of NW Engineering Private Limited which is within the statutory limits prescribed under Section 186 of the Companies Act, 2013. Particulars of loans, guarantees and investments form part of the notes to the financial statements provided in this Annual Report.

20.    Contracts and arrangements with Related Party

All related party transactions that were entered into during the financial year were on an arm's length basis and were in the ordinary course of business. There are no maternally significant related party transactions made by the Company with promoters, Directors and Key Managerial Personnel which may have a potential conflict with the interest of the Company at large. Form AOC- 2 as required under Section 188 is enclosed as Annexure B, forming part of this report.

21.    Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

Particulars required under Section 134 (3) (m) read with Rule 8 (3) of the Companies (Accounts) Rules, 2014 is enclosed as Annexure C, forming part of this report.

22.    Risk Management Policy

Your Company is in the process of assessing various risk parameters and it has prepared a comprehensive risk management policy.

23.    Corporate Social Responsibility (CSR)

Your Company believes to integrate social and environmental concerns in its business operations and interactions with its stakeholders. It has always worked toward building trust with all its stakeholders based on the principles of good corporate governance, integrity, equity, transparency, fairness, disclosure, accountability, and commitment to values. The Company will work towards leveraging its expertise for various social causes and encourage its employees for volunteering for CSR program of the Company. Your Company has well defined policy on CSR as per the requirement of Section 13S of th* Companies Aa, 2013 wliidi <_uveis the activities as prescribed under Schedule VII of the Companies Act 2013. The HR department of the Company is closely working for CSR activities. Your Company discharges its Corporate Social Responsibility obligations through registered Implementing Agencies by supporting projects like Education for the girl children, eradication of poverty, skill development and others as prescribed under Schedule VII of the Companies Act, 2013. The annual report on CSR activities is enclosed as Annexure- D, forming part of this report

24.    Details of significant Material Orders passed by the Regulators

During the year under review, no significant material orders were passed by the Regulators or Courts or Tribunals impacting the going concern status and the Company's operations.

25.    Vigil Mechanism

Your Company is committed to maintaining an ethical workplace that facilitates the reporting of potential violations of the Company's policies and applicable laws. To promote the highest ethical standards, the Company encourages its employees who have concern(s) about any actual or potential violation of the legal & regulatory requirements, incorrect or misrepresentation of any financial statements and reports, etc. any claim of theft or fraud, and any claim of retaliation, for providing information to or otherwise assisting the Audit Committee, to come forward and express his/her concern(s) without fear of punishment or unfair treatment.

Your Company has established a robust Vigil Mechanism for Directors and Employees to report to the management instances of unethical behavior, actual or suspected, fraud, or violation of the Company's Code of Conduct.

26.    Deposits

Your Company has not accepted any public deposits and, as such, no amount on account of principal or interest on public deposits was outstanding as on the date of Balance Sheet. Thus no particulars are reported as required under Rule 8 (5) (v) of Companies (Accounts) Rules, 2014__

27.    Annual Return

The Annual Return of the Company as on March 31, 2023, in Form MGT-7 is available on the website of the Company at https://ideaforgetech.com/investor-relations/financial-informationv

28.    Policy on appointment of Directors and their Remuneration

In terms of Section 178 of the Companies Act, 2013 the Nomination and Remuneration Committee is required to formulate a policy on nomination and remuneration of Directors, Key Managerial Personnel (KMP), Senior Management and other employees of the Company and the same needs to be approved by the Board of Directors. Your Company has laid down a suitable policy for the appointment and remuneration of Directors and Key Managerial Personnel. Nomination and Remuneration Policy of the Company is available on the website of the Company at https://ideaforgetech.com/uploads/Other/NominationRemunerationPolicy.pdf.

29.    Annual Evaluation

The Companies Act, 2013 requires that a formal annual evaluation needs to be made by the Board of its own performance and that of rnmmittepc and individual directors. Schedule IV of the Companies Act, 2013 states that the performance evaluation of independent directors shall be done by the entire Board of Directors excluding the director being evaluated. The Chairperson(s) of the respective Committees based on feedback received from the Committee members on the outcome of the performance evaluation of the Committee, share a report to the Board. The Independent Directors at their separate meeting after taking into account the views of the Executive Director and Non-Fxecutivp Directors, review the performance of the Non-Independent Directors and the Board as a whole, and the Chairman. The Chairman of the Nomination and Remuneration Committee leads the performance evaluation exercise.

The outcome of the performance evaluation of the Committees of the Board and the Board is presented to the Nomination and Rpmnnpratinn Committee and the Board of Directors of the Company and kdy outcomes, and uLtiuiidble dieas die discussed and acted upon.

30.    Remuneration of Diiecluis, Key Mdiidgeiiul Persunricl & Senior Management

Rule 5(2) of the Companies (Appointment ft Rpmnnpratinn of Managerial Personnel) Rules, 2014 does not apply to the Company.

31.    Employee Stock Option

The Company has implemented the ideaForge Employees Stock Option Scheme, 2018 ("ideaForge ESOS, 2018" or "the Scheme") for the eligible employees of the Company. Details as required under Rule 12(9) of the Companies (Share Capital and Debenture Rules, 2014) is enclosed as Annexure E, forming part of this report

32.    Auditors Statutory Auditor

The members at the 11^th Annual General Meeting had appointed B S R & Co. LLP, Chartered Accountant, Mumbai (Firm Registration No: 101248W/W-100022) as the Statutory Auditors of the Company for a period of five years, from the conclusion of the 11^th Annual General Meeting until the conclusion of the 16^th Annual General Meeting of the Company.

The Board of Directors based on the recommendation of the Audit Committee, proposed the reappointment of M/s. B S R & Co. LLP, Chartered Accountants, Mumbai (Firm Registration No: 101248W/W-100022) as the Statutory Auditors of the Company for a further period of five

years, from the conclusion of the 16^th Annual General Meeting until the conclusion of the 21^st Annual General Meeting of the Company to be held in the calendar year 2028. M/s B S R & Co. LLP have confirmed that they satisfy the Independence criteria required under the Act and Code of Ethics issued by the Institute of Chartered Accountants of India and also confirm that they are eligible to be re-appointed and that they have not been disqualified in any manner from continuing as Statutory Auditor.

The audit report on the Standalone and Consolidated financial statements of the Company for the financial year 2022-23 is being circulated to the shareholders along with the financial statements. There are no qualifications or adverse remarks made by the statutory auditors in their report for the financial year ended March 31, 2023.

The Statutory Auditors have not reported any incident of fraud to the Audit Committee of the Company in the year under review.

Secretarial Auditor

Your Company is not required to have Secretarial Audit Report annexed to this report as required pursuant to Section 204 of the Act and hence there is no Secretarial Auditor appointed by your C nmp*ny

Internal Auditors

Your Company is not required to appoint Internal Auditor': as required pursuant tn 'tertinn 1RR nf the Act.

33.    Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Act)

Your Company believes in providing a safe and free workplace for every individual working in the Company. The Company has complied with the applicable provisions of the POSH Act, and the rules framed thereunder, including the constitution of the Internal Committee. The Company has in framed "Prevention of Sexual Harassment at Workplace Policy". During the year under review, there has been no complaint received for sexual harassment of woman at work place.

34.    Internal Financial Control Systems and their Adequacy

Your Company has an adequate system of Internal Financial Control commensurate with its size and scale of operations, procedures and policies.

35.    Other Disclosures

During the year under review, the Company has :

a.    Not made any application and no proceeding is pending under the Insolvency and Bankruptcy Code, 2016.

b.    Not made any application for One Time Settlement (OTS) with any banks or financial institutions.

c.    Not issued shares with differential voting rights and sweat equity shares.

36. Acknowledgement

Your Directors thank Company's shareholders, investors, customers, vendors, banks, financial institutions, lenders, partners, all other stakeholders, and well-wishers for their continuous support during the year. The Board also thanks the Government of India, the Governments of various states in India, and concerned Government departments & agencies for the cooperation. Your Directors place on record their appreciation of the contribution made by the employees at all levels. Your Company's consistent growth was made possible by their hard work, solidarity cooperation, and support.