The directors take immense pleasure in presenting the 41^st Annual Report on the business and operations of the Company along with the audited financial statements for the financial year ended as at March 31, 2023. The consolidated performance of the Company and its subsidiaries has been referred to wherever required.

FINANCIAL PERFORMANCE

The financial performance of the Company for the financial year ended March 31,2023, is summarized below:

STANDALONE FINANCIAL RESULTS:

The standalone revenue from operations increased by 20% to ' 20,901 Mn for FY 2022-23 as compared to ' 17,450 Mn in FY 2021-22. The profit after tax stood at ' 1,502 Mn for FY 2022-23 as compared to ' 1,282 Mn in FY 2021-22 reflecting an increase of 17% from the previous year.

CONSOLIDATED FINANCIAL RESULTS:

The Company's consolidated revenue from operations recorded an increase of 18% to ' 23,383 Mn for FY 202223 as compared to ' 19,890 Mn in FY 2021-22 primarily on account of:

• Growth in 2W revenue from volume growth with newly added customers and addition of new products with existing customers in the domestic market.

• Growth in passenger vehicle segment in domestic market through demand recovery from existing customers and addition of new customers.

• Growth in non-automotive revenue from aerospace, off-road and agriculture sectors.

During the year under review, the consolidated profit after tax stood at ' 1,483 Mn as compared to ' 1,319 Mn in the previous year reflecting an increase of 12% year on year.

DIVIDEND

The Board recommended a dividend of ' 2.50 per equity share for FY 2022-23 (i.e., 125%).The dividend will be paid on or before September 20, 2023, if approved by the shareholders at the 41^st AGM of the Company. The Company has formulated a dividend distribution policy and the same is available on the website of the Company www.sansera.in

RESERVES AND SURPLUS

The Board did not propose to transfer any amount to special reserves of the Company during the year under review.

CHANGES TO EQUITY SHARE CAPITAL

The Equity Share Capital of the Company as at March 31, 2023 stood at ' 105.86 Mn (previous year ' 104.31 Mn) as per detail given below:

* Note: Post March 31, 2023, the Company has, on June 08, 2023 allotted 3,97,122 Equity Shares of ' 2.00 each on Exercise of Stock Option under ESOP 2015 plan.

MANAGEMENT DISCUSSION AND ANALYSIS

A detailed analysis of your Company’s performance is discussed in the Management Discussion and Analysis for FY 2022-23, pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, forms part of this Annual Report as Annexure 1.

CHANGE IN NATURE OF BUSINESS

During the period under review, there was no change in the nature of Company’s business.

DETAILS OF SUBSIDIARY COMPANIES

As at March 31,2023, the Company has 2 (two) directly held subsidiaries i.e., Fitwel Tools and Forgings Private Limited and Sansera Engineering Pvt. Ltd, Mauritius and 1 (one) step- down subsidiary i.e., Sansera Sweden AB. Pursuant to sub-section (3) of section 129 of the Act, the statement containing the salient feature of the financial statement of a company’s subsidiaries is attached as Annexure 2. None of the subsidiaries are material as at March 31,2023.

During the year under review, no Bodies Corporate have become or ceased to be Subsidiary, Joint venture or Associate Company of the Company.

STRATEGIC INVESTMENT IN MMRFIC

On March 29, 2023, the Company entered into a definitive agreement with MMRFIC Technology Private Limited for a strategic investment of ' 20.00 Cr. in the form of CCPS (Compulsorily Convertible Preference Shares). MMRFIC is a Research, Design and Manufacturing entity, building subsystems for next generation Radars by leveraging machine learning with artificial intelligence and, mm-Wave Sensors

with hybrid beam forming capabilities.

The objective of the Company behind this strategic investment is mainly to:

(i) enter into high technology space and have access to a strong R&D and engineering team which can address our priority market segments viz., Defence, Aerospace, Healthcare and Security. It also has the potential in the Telecom (5G) and the Automotive (autonomous driving - subsystems) technologies in future.

(ii) have access to world-class technologies; and

(iii) grow this Company to be a significant player in its sectors with additional investments if required. The equity percentage will be determined on conversion of CCPS based on actual financial performance of MMRFIC for FY 2023-24. The Company has a right to increase its stake up to 51% based on pre-agreed valuation principles.

PARTICULARS OF EMPLOYEES

Pursuant to the Section 197 (2) of the Companies Act 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, statement of particulars of employees is annexed as Annexure 3.

BOARD MEETINGS

The Board of Directors duly met six times (6) during the FY 2022-23. For more details, please refer to section on Corporate Governance Report forming part of this Report. The intervening gap between any two meetings was within the period prescribed under the provisions of the Companies Act, 2013 and Listing Regulations.

AUDITORS

M/s. Deloitte Haskins & Sells, Chartered Accountants, (Firm Registration Number 008072S) was appointed as Statutory Auditors of the Company by the shareholders in the 38^th AGM held on December 24, 2020, for a period of 5 years, who will continue to act as Statutory Auditors of the Company till the conclusion of the 43^rd Annual General Meeting of the Company.

SECRETARIAL AUDIT REPORT

In terms of the provisions of Section 204 and other applicable provisions of the Companies Act, 2013, M/s. BMP & Co., LLP, a practicing Company Secretary firm was appointed as Secretarial Auditors of the Company to conduct the Secretarial Audit for FY 2022-23.

The Secretarial Audit Report with no qualification is attached as Annexure 4.

Explanations or Comments by the Board on every qualification, reservation or adverse remark or disclaimer made:

a) By Statutory Auditors in their audit report: There were no qualifications, reservation or adverse comments by the Statutory Auditors of the Company in their report submitted to the Company for FY 2022-23.

b) By Secretarial Auditors in their secretarial audit report: There were no qualification or adverse comments issued by the Statutory Auditors of the Company in their report for FY 2022-23.

COST AUDIT

In terms of the provisions of Section 148 and applicable provisions of the Companies Act, 2013, ("Act") read with the Companies (Audit and Auditors) Rules, 2014, M/s. Rao Murthy and Associates, Cost Accountants, Cost Auditors was appointed to conduct the audit of cost records of your Company for FY 2023-24. As per the provisions of the Act, a resolution seeking members' ratification for the remuneration payable to Cost Auditors is included in the Notice convening the 41^st AGM.

INTERNAL CONTROL SYSTEMS AND ADEQUACY OF INTERNAL FINANCIAL CONTROLS

M/s. Aneja Associates, Chartered Accountants were appointed as the Internal Auditors of the Company during the period under review. During the year, the Company continued to implement their suggestions and recommendations to improve the internal control mechanism. Their scope of work broadly includes review of processes for safeguarding the assets of the Company, review of operational efficiency, Internal Financial Control, 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 were taken as per the directions of management on an ongoing basis to improve efficiency in operations. Further, on a quarterly basis, the report issued by Internal Auditors are reviewed by the Audit Committee and suitable actions are taken by the Company.

EMPLOYEE STOCK OPTIONS PLANS (ESOP)

During the year under review, the Company has not granted any fresh options under Employee Stock Options Plan.

The eligible employees of the Company have exercised part of their vested and unexercised options under ESOP 2015 during the year under review as per detail given below:

a) 4,72,325 equity shares of ' 2/- each on May 23, 2022.

b) 2,73,275 equity shares of ' 2/- each on September 28, 2022; and

c) 28,125 equity shares of ' 2/- each on February 28, 2023.

As on date of this report, the aforesaid equity shares are listed with the stock exchanges i.e., BSE and NSE.

Applicable disclosures as stipulated under the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 (SEBI SBEB Regulations) with regard to the Employee Stock Option Scheme are available on the Company's website.

The Company has received a certificate from M/s. BMP & Co. LLP Secretarial Auditors of the Company stating that the Sansera Engineering Limited Employee Stock Option Plan 201 5 and Sansera Engineering Limited Employee Stock Option Plan 2018 has been implemented in accordance with the SEBI SBEB Regulations. The said certificate will be made available to the shareholders, if requested during the 41^st AGM of the Company.

VIGIL MECHANISM/ WHISTLE-BLOWER

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 201 5, the Board of Directors have approved the Policy on vigil mechanism/whistle blower, which provide a Vigil Mechanism for directors and employees to report genuine concerns. The said policy is available on the website of the Company. During the year under review, no complaints was received by the Company.

RISK MANAGEMENT POLICY

The management is responsible for reviewing the risk management plan and ensuring its effectiveness. Major risks identified by the businesses and functions are systematically addressed through mitigating actions plan on a continuing basis.

The Company has adopted various measures concerning the development and implementation of a Risk Management Policy after identifying the elements of risks, which in the opinion of the Board/ or Risk Management Committee may

threaten, the very existence of the Company.

Your Company has entered into long-term contracts with the customers to mitigate enterprise risk, undertakes forward contracts and foreign currency borrowings to minimize the risk of currency fluctuation on net foreign currency exposure, has taken insurance coverage against key insurable risks and statutory compliance monitoring software tool for effectively monitoring the statutory compliances. Apart from this, the Audit Committee and Risk Management Committee review on a regular basis, the risks associated with the Company including action plans to mitigate risks.

DETAILS OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OF THE COMPANIES ACT, 2013.

There were no frauds reported by Auditors under Subsection (12) of Section 143 of the Companies Act, 2013 during the period under review.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT.

No major material changes and commitments, affecting the financial position of the Company has occurred between the end of the financial year of the Company, to which the financial statements relate and date of this report except as disclosed in the report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE.

There was no material order passed by the regulators or courts or tribunals impacting the going concern status and company’s operations in future as at March 31,2023. Details of litigation on various tax matters are disclosed under notes to the financial statements.

THE DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL WHO WERE APPOINTED OR RESIGNED DURING THE YEAR.

Directors

During the year under review, the Board of the Company was duly constituted in line with the requirements under the Companies Act, 2013 and Listing regulations. For more details, please refer to the relevant section of Corporate

Governance Report forming part of this Report.

Mr F R Singhvi is liable to retire by rotation in the 41^st AGM of the Company. Being eligible for re-appointment, his proposal will be placed before the shareholders at the 41^st AGM.

The appointment of Mr Samir Purushottam Inamdar (DIN 00481968) as Non-Executive Independent director for a period of 5 years w.e.f. May 23, 2022 was approved by the shareholders at the 40^th AGM of the Company.

Mr Sylvain Bilaine (DIN: 00128817) ceased to be a director of the Company w.e.f. July 28, 2022, due to completion of his second term of office as an Independent Director of the Company.

For more details regarding additional information under Regulation 36 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and applicable Secretarial Standards, please refer to notice of 41^st AGM forming part of this Report.

Key Managerial Personnels (KMPs)

There was no changes in the KMPs during the year under review.

Mr S Sekhar Vasan, Chairman & Managing Director, Mr F R Singhvi, Joint Managing Director, Mr B R Preetham, Group CEO, Mr Vikas Goel, CFO and Mr Rajesh Kumar Modi, Company Secretary & Compliance Officer of the Company continues to be the KMPs of the Company as on date of this report as per Section 203 of the Companies Act, 2013.

DECLARATION BY INDEPENDENT DIRECTORS AND STATEMENT ON COMPLIANCE OF CODE OF CONDUCT

The independent directors of your Company have given a declaration to the Company under Section 149 (7) of the Companies Act, 2013 and Rule 6 of Companies (Appointment and Qualification of Directors) Rules 2014 that, they meet the criteria of independence as provided in SubSection including SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"). The independent directors have affirmed compliance with the Code of Conduct. The Independent Directors also affirmed compliance under Section 150 of the Companies Act, 2013 including any amendments/ notifications issued from time to time.

In the opinion of Board of Directors of the Company, Independent Directors of your Company holds highest standards of integrity and are highly qualified, recognized and respected individually in their respective fields. The composition of Independent Directors is the optimum mix of expertise (including financial expertise), leadership and professionalism.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186

Pursuant to Section 186 of the Act, disclosure on particulars relating to loans, advances, guarantees and investments are provided as a part of the financial statements in note nos. 4 and 40 of the standalone financial statements.

RELATED PARTY TRANSACTIONS:

Prior approval of the Audit Committee was obtained for all related party transactions during the year under review. The Audit Committee reviews, on a quarterly basis, the details of the Related Party Transactions entered by the Company. The Company has framed a Policy for determining materiality of Related Party Transactions and dealing with Related Party Transactions. During the year under review, the Policy has been revised in line with an amendments in Listing Regulations. The said Policy is available on the website of the Company.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

The particulars of every contract or arrangements entered into by the Company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including arm's length transactions under third proviso thereto has been disclosed in Form No. AOC-2 as Annexure 5.

OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company has in place Anti Sexual Harassment Policy in line with the requirement of Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the employees have been advised to address their grievances under this policy for redressal. Internal Complaints Committee (ICC) has been set up to redress complaints received under sexual harassment. All employees (permanent, contractual, temporary, trainees etc.) are covered under this policy.

During the year under review, the Company has not received any complaint of sexual harassment.

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

Initiatives towards energy efficiency, renewable energy, clean technology and sustainability

Sansera is committed for the maximum utilization of Green Energy as part of clean development Mechanism, compacting / reducing Energy intensity, Carbon footprint reduction.

Sansera is utilizing 50 - 55% Green Energy Pan India basis and 80% utilization in Karnataka through various Green Energy contracts. Total contracted volume of 73.1 mn units / annum (58,480 Tons/Annum of Co2 emission) consists of Solar PPA, Group Captive Wind contract^S&JMrVsuG5E§aE;NERG^STRlliNDf₍Ont?acS^EPA)weJ&- Solar Roof Top.

SANSERA has implemented many Energy Conservation Projects (53 Projects) as part of improving Energy Efficiency, Energy Performance and Carbon foot print Reduction, through ISO 50001:2018 (EnMS) & ISO 14001:2015 (EMS) Certification across the manufacturing units in India.

As a result, we have saved approximately 5% of Power

Consumption per annum through Machine Shop, Forge Shop, Heat Treatment Shop & Utilities by implementing multiple EMAPs (energy management programs)

Below are the few key projects implemented division wise throughout the plants

1. Machine Shop:

• Optimized Power Consumption in Sansera Deep hole drilling Machines through reconfigured low rated efficient pumps.

• Washing Machine pumps with low rated replaced high rated pumps managing the same output.

• Optimum air pressure setting done for Air screw compressors.

• Waste heat recovery (WHR) system adopted for Washing machines as horizontal deployment.

• Old power packs and motors are being continuously replaced with Energy Efficient Power Pack & IE3/IE4 Motors as horizontal deployment.

• SPMs built in-house with considering Energy conservation.

• SPM - Single pass honing machine Spindle motors have been upgraded to produce more components at the time.

• Energy saver ( Compressed Air Cut-off/ on ) enabled thereby reduction in Energy Consumption.

• Optimized cycle time established for most of the critical operations to increase productivity thereby energy reduction.

2. Forge Shop:

• Yield improvement projects have been carried out as regular practice.

• Variable Speed drives used in Hammers and Presses for optimized Speed to ensure reduced power consumption.

• Re-heating of billets have been avoided through auto Power regulation system.

• Cavity die lubrication introduced as against Continuous die lubrication & Lubrication motor interlocked with stroke counter in place of Time-based control.

3. Heat Treatment Shop:

• Introduced PNG for most of the plants thereby eliminated Endo gas generators & LPG.

• Temperature optimization done in furnaces through thyristor controller to ensure optimized temperature Management.

• WHR from air screw compressors have been efficiently utilized for Heat treatment washing machines by eliminating resistive Load thereby huge energy consumption reduction.

• Frequently Skin temperature is monitored and controlled in SQF & Normalizing furnaces by revamping brick lining as and when required.

• Optimized load ensured with heat treatment equipment's to ensure reduced SEC.

4. Utility:

• Time based auto on/off Lightings in Machine shops, Forge Shops & offices.

• Louvers installed in Machine Shop to ensure day light illumination.

• Lux level in the lighting system increased by decreasing the distance of lightings and working area.

• Reduce Ambient air temperature through exhaust air duct in air compressor room to ensure improve efficiency of the air compressors.

• Optimal compressed air flow evidenced through ring main system with transient air line.

• 1.2 0.934 MW Solar Roof Top has been installed in our factory premises.

• Air line re-configured to serve high pressure and low-pressure air requirements considering energy saving.

• Compressor Air leakages have been identified through external audit and air leakages arrested to the maximum extent possible.

5. Way Forward:

• Additional Green Power of 22.0 mn units will be added to ensure green energy share 58% for PAN-India & 80% for Karnataka Plants FY 2024-25.

• Implementing more Solar roof top projects

across the plants, 0.934 Mw installation done at our new plant-9 premises also 1Mw project is under pipeline for Plant-11.

• Horizontal deployment of re-configured low rated efficient pumps for SDD machines.

• Horizontal deployment of waste heat recovery system & heat Pump for Washing Machines across the plants.

• IE3/IE4 motors adoption across the plants.

• Horizontal deployments of Energy Efficient Pumps for all hydraulic clampings.

• Providing Centralized UPS to improve the power quality & Efficiency for all machine shops.

• Implementation of Rainwater harvesting and borewell recharge system across the Plants.

• LED lights/ VRF or 5-star rated air conditioners adoption across the Plants.

• ETP/STP water utilizing for Gardening & for flushing.

• Inhouse EDI based DM Plants to reduce wastewater generation.

b. New Technology Adoption:

• SEC tracking Machine wise, Line Wise - Under Progress in Plant-2, later to implement across the plants as horizontal deployment.

• Online monitoring of Energy consumption w.r.to various source are under functional for 9 Plants, later to implement for remaining plants.

• Parameter optimization and interlock to ensure optimized energy consumption through SCADA system for Heat treatment furnaces.

• IOT 4.0 implementation in all Shopfloor to monitor and optimize the machine performance considering Energy Efficient.

• Robotic Technology adoption / automation to improve productivity and to improve OEE.

• Adopting BMS to optimize Energy consumption.

c. Foreign exchange earnings and Outgo

During the year, the total foreign exchange outflow was

' 3,140.37 Mn and the total foreign exchange inflow

was ' 5,699.86 Mn

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The CSR Committee has been entrusted with the prime responsibility of recommending to the Board, the CSR activities to be undertaken by the Company in line with the CSR Policy, the amount of expenditure to be incurred and monitoring the implementation of the CSR Policy.

The disclosures as per Rule 9 of Companies (Corporate Social Responsibility Policy) Rules, 2014 have been given in Annexure 6 forming part of this Report.

The CSR Policy of the Company is available on the website of the Company

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)

A detailed BRSR in terms of the provisions of the Listing Regulations is attached as Annexure 7 forming part of this Report.

CORPORATE GOVERNANCE

A report on the Corporate Governance as stipulated in Listing Regulations is enclosed as Annexure 8 to this Report.

A certificate from BMP & Co., LLP, Practicing Company Secretaries, Secretarial Auditors of the Company confirmed that the Company has complied with the conditions of Corporate Governance and the same is attached with the report on Corporate Governance.

ANNUAL PERFORMANCE EVALUATION

The Board and NRC has approved the policy for evaluating the performance of the Board, its committees, individual Director, and the Chairman in compliance with the provisions of Section 178 read with Schedule IV of the Companies Act, 2013 and Listing Regulations. In accordance with the evaluation criteria specified in the policy, the Nomination and Remuneration Committee(NRC) and the Board have carried out the annual performance evaluation of the Board as a whole, its committees and individual Director. The Independent Directors have carried out the annual performance evaluation of the Chairperson, NonIndependent Directors, and the Board as a whole. A structured questionnaire covering various aspects of the evaluation was finalized by the NRC in line with guidance notes Issued by the Companies Act, 2013 and Listing Regulations. The feedback and results of the questionnaire were collated, and a consolidated report was shared with the Board. The Board expressed its satisfaction with the evaluation process.

FAMILIARIZATION PROGRAM FOR BOARD MEMBERS

The familiarization program aims at making the Independent Directors familiar with the businesses, operations and amendments in roles and responsibilities of directors through various structured familiarization programs. The Company organizes such program for directors as and when required.. The Company have plans for more effective programs as and when required to keep the Board updated on their roles and responsibilities as required under the Listing Regulations and Companies Act. The said familiarization programs are available on the website of the Company.

HUMAN RESOURCES

Your Company treats its "human resources" as one of its most important assets. Your Company continuously invests in attraction, retention and development of talented employees on an ongoing basis. Your Company thrust is on the promotion of talent internally through job rotation and role enrichment.

DIRECTORS' 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 the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.

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 of the profit and loss of the Company for that period.

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

d. the directors had prepared the annual accounts on a going concern basis;

e. the directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

f. the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

NOMINATION AND REMUNERATION POLICY OF THE COMPANY

The Nomination and Remuneration Policy of the Company for appointment and remuneration of the Directors, Key Managerial Personnels (KMPs) and Senior Management of the Company along with other related matters have been provided in the Corporate Governance Report. As and when the need arises to appoint Director, KMP and Senior Management Personnel, the Nomination and Remuneration Committee (NRC) of the Company determines the criteria based on the specific requirements/ roles. NRC, while recommending candidature to the Board, takes into consideration the qualification, integrity, attributes, expertise, experience, and independence of the candidate.

COMMITTEES OF THE BOARD

The Board of Directors of the Company have constituted/ reconstituted the following committees, during the year under review:

• Audit Committee

• Nomination and Remuneration Committee

• Corporate Social Responsibility Committee

• Stakeholders Relationship Committee

• Risk Management Committee

• Environmental, Social and Governance Committee

The details with respect to the composition, numbers of meetings, attendance, powers, roles, terms of reference, etc. of the aforesaid committees are given in detail in the "Report on Corporate Governance" of the Company which forms part of this Report.

DETAILS OF AMOUNT RECEIVED FROM A DIRECTOR OF THE COMPANY OR A RELATIVE OF THE DIRECTOR

During the year under review, the Company has not received any amount from any Director or relative of the Director pursuant to Rule 2 (1)(c)(viiii) of the Companies (Acceptance of Deposits) Rules, 2014.

COMPLIANCE WITH APPLICABLE SECRETARIAL STANDARDS BY THE COMPANY

During the year under report, the Company has complied with the applicable clauses of Secretarial Standards issued by the Institute of Company Secretaries of India and approved by the Government of India under sub-section (10) of section 118 of the Companies Act, 2013.

EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 92(3), the extract of the

Annual Return is available on the website of the Company.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

There was no unpaid/unclaimed dividend that was required to be transferred to Investor Education and Protection Fund during the year under review.

DEPOSITS

During the year under review, the Company has neither accepted nor renewed any deposits in terms of Chapter V of the Act read with the Companies (Acceptance of Deposits) Rules, 2014.

DISCLOSURE ON MANAGING DIRECTOR AND KEY MANAGERIAL PERSONNELS RECEIVING REMUNERATION AND COMMISSION FROM HOLDING COMPANY OR SUBSIDIARY COMPANY:

The Managing Director and Key Managerial Personnels (KMPs) of the Company have not received remuneration and commission from any of its subsidiary companies.

INSOLVENCY AND BANKRUPTCY CODE, 2016:

During the financial year, neither any application nor any proceeding is initiated against the Company under the Insolvency and Bankruptcy Code, 2016.

SETTLEMENTS WITH BANKS OR FINANCIAL INSTITUTIONS:

During the year under review, no settlements were made by the Company with any Banks or Financial Institutions.

THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE-TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF.

During the FY 2022-23, there were no Insolvency Proceedings initiated against the Company and hence there were no instances of one-time settlement with banks or financial institutions.

DETAILS OF PENALTIES/ PUNISHMENT/ COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE DIRECTORS’ REPORT

There were no penalties/punishment/commitments affecting the financial position of the Company between the end of the financial year and the date of this report.

ACKNOWLEDGEMENTS

Your directors wish to place on record their appreciation to all stakeholders, investors, customers, vendors, banks, Central and State Governments. The Company's valued investors and other business partners, for their assistance and continued co-operation during the year under review.

Your directors also place on record their deep sense of appreciation for the dedicated service of the employees of the Company.