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You can view full text of the latest Director's Report for the company.

BSE: 522105ISIN: INE372E01025INDUSTRY: Engineering - General

BSE   ` 56.40   Open: 55.50   Today's Range 55.17
57.62
+1.52 (+ 2.70 %) Prev Close: 54.88 52 Week Range 25.35
63.50
Year End :2026-03 

Your Directors take pleasure in presenting the 39th Annual Report on the Audited Financial Statements of the Company for
the financial year ended March 31, 2026.

1. Financial PerformanceA. Financial highlights

The Company's Financial performance for the financial year ended March 31, 2026 as compared to the previous
financial year ended March 31,
2025 is summarized below:

(INR in lakhs)

Standalone Financial
Statements

Consolidated Financial
Statements

Particulars

For the Year
ended
March 31, 2026

For the Year
ended
March 31, 2025

For the Year
ended
March 31, 2026

For the Year
ended
March 31, 2025

Total Income

24,753.15

20,951.04

25,576.60

21,601.95

Earnings before Interest, Taxes, Depreciation,
and Amortization ("EBITDA")

2,603.74

2,102.76

2580.37

2,075.31

Less: Depreciation

474.87

658.65

474.87

658.65

Earnings before Interest and Tax ("EBIT")

2,128.87

1,444.11

2105.50

1,416.66

Less: Finance Cost

498.57

566.99

500.50

571.58

Profit Before Exceptional Items and Tax

1,630.30

877.12

1,605.00

845.08

Less: Exceptional Items

-

89.62

-

-

Profit Before Tax

1,630.30

787.50

1,605.00

845.08

Less: Tax Expenses

529.09

155.60

538.88

171.01

Less: Short Provision of Earlier Period

-

52.47

-

52.47

Less: MAT Credit Entitlement

-

36.46

-

36.46

Less: Deferred Tax

(61.15)

-

(61.15)

-

Profit After Tax

1,162.36

542.97

1,127.27

585.14

B. Overview of Company's performanceStandalone Performance of the Company

During the financial year under review, total
revenue
was INR 24,753.15 lakhs as against
INR
20,951.04 lakhs in the corresponding previous
financial year, registering a healthy growth of
18.14%.

EBITDA for the year under review stood at
INR
2,603.74 Lakhs as against INR 2,102.76 Lakhs in
the previous financial year. Profit Before Tax ("PBT")
stood at INR 1,630.30 Lakhs as against INR
787.50
Lakhs in the previous financial year, while Profit After
Tax ("PAT") increased to INR
1,162.36 Lakhs from
INR
542.97 Lakhs in the previous financial year.

Consolidated Performance of the Company

During the financial year under review,
the Company's total revenue increased to
INR 25,576.60 Lakhs from INR 21,601.95 Lakhs in
the previous financial year, registering a healthy
growth of 18.40%. The growth was primarily
driven by improved sales volumes, better
product realisations, and sustained operational
performance across the Company's business
segments.

The Company's operating performance remained
strong during the
year, with EBITDA increasing
to
INR 2,580.37 Lakhs from INR 2,075.31
Lakhs in the previous financial year, reflecting
improved operational efficiencies and better

cost management. Profit Before Tax (PBT)
increased significantly to INR 1,605.00 Lakhs from
INR 845.08 Lakhs, while Profit After Tax (PAT) rose to
INR
1,127.27 Lakhs as against INR 585.14 Lakhs
in the previous financial year.

The Company's strong financial performance
demonstrates the effectiveness of its business
strategy, disciplined cost control measures, and
focus on operational excellence. The management
remains committed to improving productivity,
strengthening customer relationships, expanding
market presence, and creating sustainable value
for
all stakeholders. With a healthy financial
position and continued emphasis on operational
efficiencies and strategic initiatives, the Company
is well positioned to capitalize on future growth
opportunities and deliver consistent long-term
performance.

The detailed financial statements, together with
the Management Discussion and Analysis Report
forming part of this Annual Report, provide a
comprehensive review of the operational and
financial performance of the Company during the
financial year under review.

C. DividendFinal Dividend for FY 2025-26

The Board of Directors, at its meeting held on
May
29, 2026, recommended a Final Dividend of
INR 0.05 per equity share of face value of INR
2
each for the financial year ended March 31, 2026,
subject to the approval of the members at the
ensuing 39th Annual General Meeting ("AGM").
Final Dividend for FY 2024-25
Further, during the year under review, the
Company declared and paid a Final Dividend
for
the financial year 2024-25 of INR 0.05 (Five paise
only) per equity share of INR
2 each, which was
subsequently approved by the shareholders at
their meeting held on September 18, 2025. The
dividend was duly distributed to the shareholders
within the prescribed timeline.

D. Investor Education and Protection Fund (IEPF)
During the financial year under review, there were
no amounts required to be transferred by the
Company to the Investor Education and Protection
Fund ("IEPF") pursuant to the provisions of the
Companies Act,
2013(“Act”).

E. Transfer to Reserves

The Board has not proposed to transfer any
amount to the General Reserve Account for the
financial year ended March 31, 2026.

2. SHARE CAPITAL

a. Authorized Share Capital

During the financial year under review, there
was no change in the authorized share capital
of the Company. During the
year, the issued,
subscribed and paid-up equity share capital
of the Company increased pursuant to the
conversion of Fully Convertible Warrants into
Equity Shares. Accordingly, the issued, subscribed
and paid-up equity share capital increased
from INR 13,19,75,274 comprising 6,59,87,637
Equity Shares of INR 2 each to INR 13,67,75,274
comprising 6,83,87,637 Equity Shares of INR 2
each.

b. Preferential Allotment of Fully Convertible
Warrants

During the financial year under review, the
Company allotted 24,00,000 Equity Shares on
September 29, 2025 pursuant to the conversion
of an equivalent number of Fully Convertible
Warrants ("Warrants"). The Warrants were
originally issued during the financial year 2023-24
on a preferential basis to the Promoter Group and
certain identified Non-Promoter at an issue price
of INR 64 per warrant (face value of INR 2 and
securities premium of INR
62).

Further, 10,50,000 Warrants lapsed on account of
the holders' failure to pay the balance 75% of the
issue price within the period prescribed under the
applicable SEBI (Issue of Capital and Disclosure
Requirements) Regulations,
2018 ("SEBI ICDR
Regulations").

c. Utilization of funds from proceeds of Preferential
Issue

As on March 31, 2026, the entire proceeds
received upon conversion of the Fully Convertible
Warrants had been fully utilised towards the
objects stated in the Explanatory Statement and
other offer documents relating to the preferential
issue. The utilisation of proceeds was monitored
in accordance with the applicable provisions of
the SEBI ICDR Regulations and the details thereof
were
disclosed in the Statement of Utilisation of
Funds submitted to the Stock Exchange.

3. Subsidiaries, Associates & Joint Ventures

As on March 31, 2026, the Company has five
subsidiaries, namely "Birla Accucast Limited",
"Birla Engineering Private Limited", "Birla Durotool
Private Limited" and foreign subsidiaries, namely
"Birla Precision USA Limited" and "Birla Precision
Technologies GmbH". The Company has initiated
steps
for closure of Birla Precision USA Limited.

Your Company does not have any associate or a joint
venture company as on March
31, 2026. Pursuant to
the provisions of Section
129(3) of the Act read with
Rule 5 of the Companies (Accounts) Rules,
2014,
a statement containing the salient features of the
financial statements of the Company's subsidiaries in
Form AOC-1 forms part of the Consolidated Financial
Statements included in this Annual Report.

4. Management Discussion and Analysis Report:

Pursuant to Regulation 34(2)(e) read with Schedule
V of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations,
2015 ("SEBI Listing
Regulations"), the Management Discussion and
Analysis Report, forming part of this Annual Report in
a separate section, provides a detailed review of the
Company's operations, financial performance, industry
developments, business outlook and other matters.

5. Directors & Key Managerial Personnel (‘KMP'):

a. Board of Directors

As on March 31, 2026, the Board of Directors
comprised nine (9) Directors, consisting of three
(3) Executive Directors, including one Managing
Director, and six (6) Independent Directors, of
whom two (2) are Women Independent Directors.

During the financial year 2025-26, the following
changes took place in the composition of the Board:

• Mr. Vedant Birla (DIN: 03327691) was
redesignated as Chairman & Executive Director
with effect from April
07, 2025, pursuant to the
approval of the Members at the 38th Annual
General Meeting.

• Mr. Ravinder Chander Prem (DIN: 07771465)
has been appointed as an Additional Director,
designated as the Managing Director of the
Company, with effect from April 07, 2025. His
appointment was subsequently approved by
the Members through Postal Ballot by way of
special resolution on June
27, 2025.

• Mr. Deep Kishorbhai Chandan (DIN: 11444778)
has been appointed as an Additional Director,
designated as Non-Executive Independent
Director of the Company with effect from
December 22, 2025. His appointment was
subsequently approved by the Members
through Postal Ballot by way of special
resolution on March
12, 2026.

• Mr. Sanjay Kothari (DIN: 00258316) resigned
as Non-Executive Non-Independent Director
of the Company with effect from the close of
business hours on July 16, 2025.

b. Key Managerial Personnel (“KMP”):

As on March 31, 2026, Mr. Vedant Birla, Chairman
& Executive Director, Mr. Ravinder Chander Prem,
Managing Director, Mr. Santhosh Kumar, Executive
Director and Ms. Sweta Gupta, Company Secretary
& Compliance Officer, were the Key Managerial
Personnel ("KMP") of the Company in accordance
with the provisions of Sections
2(51) and 203 of
the Act read with the Companies (Appointment

and Remuneration of Managerial Personnel) Rules,
2014.

During the financial year 2025-26, the following
changes took place in the Key Managerial Personnel
of the Company:

1) Ms. Ishu Jain resigned from the office of
Company Secretary
& Compliance Officer with
effect from April 18,
2025.

2) Mr. Ravinder Chander Prem (DIN: 07771465)
has been appointed as an Additional Director
designated as the Managing Director of the
Company with effect from April 07, 2025
which was subsequently approved by the
Members through Postal Ballot by way of
special resolution on June 27, 2025.

3) Mr. Pankaj Kumar resigned from the office of
Chief Financial Officer with effect from August
02, 2025.

4) Ms. Sweta Gupta was appointed as the
Company Secretary
& Compliance Officer with
effect from September
17, 2025.

Changes in Key Managerial Personnel after the
close of the financial year

After the close of the financial year, Mr. Daulat Jain
was appointed as the Chief Financial Officer of the
Company with effect from May
29, 2026.

c. Retirement by Rotation:

In accordance with the provisions of Section
152 of the Act and the Articles of Association of
the Company, Mr. Ravinder Chander Prem (DIN:
07771465), Managing Director, is liable to retire
by rotation at the AGM and, being eligible, offers
himself for re-appointment.

Based on the recommendation of the Nomination
and Remuneration Committee, the Board of
Directors at its meeting held on May
29, 2026, has
recommended his re-appointment as a Director of
the Company, liable to retire by rotation, subject to
the approval of the members of the Company at
the AGM.

The relevant disclosures required under Regulation
36 of the SEBI Listing Regulations and Secretarial
Standard-2 on General Meetings issued by the
Institute of Company Secretaries of India form part
of the Notice convening the AGM.

d. Declaration by Directors:

None of the Directors are disqualified from being
appointed as Directors as specified under Section
164(1) and 164(2) of the Act read with Rule 14(1)
of the Companies (Appointment and Qualifications
of Directors) Rules,
2014 or are debarred or

disqualified by the Securities and Exchange Board
of India ("SEBI"), Ministry of Corporate Affairs
("MCA")
or such other statutory authority.

Further, the Company has received declarations
from all the Independent Directors of the
Company confirming that they met the criteria of
Independence as prescribed under Section
149 (6)
of the Act and Regulation 16(l)(b) of SEBI Listing
Regulations.

The Board of Directors of the Company is of the view
that all the Independent Directors fulfil the criteria
of independence and they are independent from
the management of the Company. The Independent
Directors have also confirmed compliance with
the registration requirements prescribed under
the Companies (Appointment and Qualification of
Directors) Rules,
2014 and, wherever applicable,
have complied with the proficiency requirements, if
applicable.

Pursuant to Schedule IV of the Act, a separate
meeting of Independent Directors
was held on
February 13,2026, withoutthepresenceof Executive
Directors or management representatives.

e. Board and Committee Evaluation:

Pursuant to the provisions of the Act and the
SEBI Listing Regulations, the Board of Directors
conducted an annual performance evaluation
through a structured evaluation mechanism
covering:

i. The Board as a whole

ii. Individual Directors (including Independent
Directors and Chairman) and

iii. Various Committees of the Board

A separate meeting of Independent Directors
was held to discuss the performance of Non¬
Independent Directors, the Board as a whole
and the Chairman after considering the views of
Executive Directors and Non-Executive Directors.

f. Familiarization Programme for Independent
Directors:

Pursuant to Regulation 25(7) of the SEBI
Listing Regulations, the Company has in
place a Familiarization Programme for its
Independent Directors to familiarize them with
the Company, its business and operations, the
industry in which it operates, its business model,
governance framework, and their roles, rights,
and responsibilities. Further, at the time of
appointment, each Independent Director is issued
a formal letter of appointment setting out the terms
and conditions of appointment, including their role,
functions, duties, and responsibilities.

The details of the Familiarization Programme
conducted during the year, including the web link
to the Programme, are provided in the Report on
Corporate Governance forming part of this Annual
Report.

g. Policy on Appointment and Remuneration of
Directors, KMP and Senior Management

The Company has in place a Nomination and
Remuneration Policy formulated by the Nomination
and Remuneration Committee and approved by
the Board.

The policy is available on the Company's website
at:

https://birlaprecision.com/investor-section-policies.

php

The policy contains, inter alia, principles governing
Directors', KMPs, Senior Management Personnel
appointment and remuneration, including criteria
for determining qualifications, positive attributes,
independence of Directors, etc.

6. Number of Meetings of the Board

During the financial year under review, ten (10)
meetings of the Board of Directors were convened
and held. The details of the Board Meetings, including
attendance of the Directors, are provided in the Report
on Corporate Governance forming part of this Annual
Report.

The gap between any two consecutive Board Meetings
did not exceed
120 days (One hundred and twenty),
as prescribed under the Act and the SEBI Listing
Regulations.

7. Committees of the Board:

As on March 31, 2026, the Board had constituted four
Committees, namely:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Corporate Social Responsibility Committee

4. Stakeholders Relationship Committee.

The composition, roles and responsibilities of these
Committees are in compliance with the applicable
provisions of the Act and the SEBI Listing Regulations.

During the financial year under review, all
recommendations made by the Committees of the
Board were accepted by the Board. Details of the
composition of the Committees, their terms of
reference, meetings held and attendance of members
are provided in the Report on Corporate Governance
forming part of this Annual Report.

8. Directors' Responsibility Statement:

Pursuant to Section 134(3)(c) read with Section 134(5)
of the Act, as amended, the Directors confirm that:

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

b. they 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 the end of the financial year
and of the profit and loss of the Company
for that
period;

c. proper and sufficient care has been taken 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 annual accounts had been prepared on a going
concern basis;

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

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

9. Auditors and Audit Reports:a. Statutory Auditors and their Report:

T.R. Chadha & Co. LLP, Chartered Accountants
(Firm Registration No. 006711N/N500028),
were appointed as the Statutory Auditors of the
Company at the 38th Annual General Meeting
held on September 18, 2025, to hold office from
the conclusion of the said AGM until the conclusion
of the
43rd Annual General Meeting at such
remuneration as may be determined by the Board
of Directors in consultation with the Statutory
Auditors.

The Statutory Auditors' Report for the financial
year ended March
31, 2026 does not contain
any qualification, reservation, adverse remark or
disclaimer. The notes to the financial statements
referred to in the Auditors' Report are self¬
explanatory and, therefore, do not call for any
further comments under Section 134(3)(f) of the
Act.

The Statutory Auditors have confirmed that they
continue to satisfy the criteria of independence
prescribed under the Act and the Code of Ethics
issued by the Institute of Chartered Accountants of
India.

b. Secretarial Auditor and their Report:

Pursuant to the provisions of Section 204 of
the Act and the Companies (Appointment and
Remuneration of Managerial Personnel) Rules,
2014,
the members had appointed AVS &
Associates, Practicing Company Secretaries (Peer
Reviewed Firm) to undertake the Secretarial Audit
of the Company for a term of five consecutive years
from the conclusion of the 38th Annual General
Meeting until the conclusion of the 43rd Annual
General Meeting to be held in the financial year
2030-31, covering the audit period of five financial
years from
FY 2025-26 to FY 2029-30.

The Secretarial Audit Report for the financial year
ended March
31, 2026 is annexed to this Report as
Annexure-Iand forms part of this Annual Report.

Board's explanation on the observations made in
the Secretarial Audit Report:

Pursuant to Section 134(3)(f) of the Act, the
Board provides the following explanations on the
observations made by the Secretarial Auditor in
the Secretarial Audit Report. The vacancy in the
office of the Company Secretary & Compliance
Officer arising from the resignation of the erstwhile
incumbent
was filled by the appointment of Ms.
Sweta Gupta with effect from September
17, 2025.
The delay of two days in the allotment of equity
shares pursuant to the conversion of warrants
was procedural in nature without causing any
prejudice to the warrant holders or shareholders.
Following the resignation of the erstwhile Chief
Financial Officer, the Company appointed Mr.
Daulat Jain as Chief Financial Officer with effect
from May 29, 2026. The equity shares held by
one of the Promoters of the Company were
dematerialised on March 9, 2026, resulting in the
entire promoter and promoter group shareholding
being held in dematerialised form. Further, the
Annual Performance Report (APR) in respect of
the Company's foreign Subsidiaries could not be
filed within the prescribed timeline due to delays
in obtaining the requisite financial information from
the overseas subsidiaries. The Company is taking
necessary steps to complete the pending filing at
the earliest.

The Board remains committed to strengthening
the Company's compliance framework and will
continue to monitor its compliance processes to
ensure sustained adherence to applicable laws
and regulatory requirements.

c. Internal Auditor:

The Company has appointed M/s. Samp & Co.
Chartered Accountants bearing Firm Registration
Number:
023782N, as Internal Auditors of the
Company. During the financial year under review,
the Internal Auditors carried out audits covering
significant business processes and operational
areas based on the annual internal audit plan
approved by the Audit Committee.

The significant observations and recommendations
arising from the internal audits are periodically
reviewed by the Audit Committee, and corrective
actions are monitored by the Management.

d. Cost Auditor:

The Company is required to maintain cost records
for certain products as specified by the Central
Government under sub-section (1) of Section
148 of the Act, and accordingly such accounts
and records are prepared and maintained in the
prescribed manner.

The Board of Directors, on the recommendation
of the Audit Committee, appointed Mr. Jayant
Galande, Cost Accountant (Membership No: 5255)
as Cost Auditors
for conducting the audit of Cost
Records maintained by the Company
for the
financial year
2025-26 on a remuneration of INR
75,000 (Rupees Seventy-Five Thousand Only),
which was ratified by the Shareholders at the 38th
Annual General Meeting.

The Cost Audit Report for the financial year 2025¬
26
is due to be submitted by the Cost Auditor
within 180 days from the close of the financial
year. Upon receipt of the Cost Audit Report, the
Company shall file the same with the Registrar of
Companies within the prescribed time limit under
the applicable provisions of the Act and the rules
made thereunder.

Further, the Board has based on the
recommendation of the Audit Committee,
appointed Mr. Jayant Galande, Cost Accountant
(Membership No: 5255) as Cost Auditors for
conducting the audit of Cost Records maintained
by the Company for the financial year 2026-27 on
a remuneration of INR 75,000 (Rupees Seventy-
Five Thousand Only), subject to ratification by the
members at the AGM.

e. Reporting of Frauds by Auditors

During the financial year under review, none of the
aforementioned Auditors of the Company reported
any fraud under Section
143(12) of the Act.

10. Particulars of Contract with related parties/ related
party transactions:

During the financial year under review, all Related Party
Transactions ("RPTs") entered into by the Company
were in the ordinary course of business and on an
arm's length basis. The Audit Committee reviewed and
approved all Related Party Transactions in accordance
with the applicable provisions of the Act and the SEBI
Listing Regulations and granted omnibus approvals
for
repetitive transactions meeting the prescribed criteria.
The Audit Committee also reviewed such transactions
on a quarterly basis.

All related party transactions entered into by the
Company during FY
2025-26, as approved by the
Board of Directors,
were in the ordinary course of
business, on an arm's length basis, and in accordance
with the Company's Related Party Transactions Policy.
None of these transactions
were material in nature.
Accordingly, the provisions of Section 188(1) of the Act
were not attracted, and disclosure in Form AOC-2 is not
required.

The Policy on Related Party Transactions is available
on the Company's website at:
https://birlaprecision.
com/investor-section-policies.php

11. Internal Financial Controls and their adequacy:

The Company has in place adequate internal financial
controls commensurate with its size and the nature of
its operations, designed to ensure orderly and efficient
conduct of business, safeguarding of assets, prevention
and detection of fraud, accuracy and completeness of
accounting records and timely preparation of reliable
financial information.

The Company has an established internal financial
controls framework including internal controls over
financial reporting, operating controls and anti-fraud
framework. The Internal Financial Controls framework
is reviewed periodically by the Management and
the Audit Committee and is strengthened, wherever
necessary, to address evolving business requirements,
regulatory developments and emerging risks.

The adequacy and effectiveness of the internal
financial control system and the internal audit findings
are periodically reviewed by the Audit Committee. The
Statutory Auditors have also evaluated the adequacy
and operating effectiveness of the internal financial
controls over financial reporting in accordance with
the Act and their report forms part of the Independent
Auditors' Report as required under Companies
(Auditors Report), Order
2020.

12. Risk Management:

As per the provisions of the Act, the Company has
established a framework
for identifying, evaluating,
monitoring and mitigating risks and has laid down
procedures to periodically apprise the Board of
significant business risks and mitigation measures.
The main objective is to ensure sustainable business

growth with stability and to promote a pro-active
approach in reporting, evaluating and resolving risks
associated with the business. The Audit Committee
of the Company has periodically reviewed the various
risks associated with the business of the Company.
Such review includes risk identification, evaluation and
mitigation of the risk.

13. Corporate Governance

Your Company is committed to maintaining the
highest standards of ethics and governance, resulting
in enhanced transparency for the benefit of all
stakeholders. The Report on Corporate Governance as
stipulated under Regulation 34(3) read with Schedule
V of the SEBI Listing Regulations forms part of this
Annual Report.

The requisite certificate from AVS & Associates,
Practicing Company Secretaries, confirming compliance
with the conditions of Corporate Governance as
stipulated under the SEBI Listing Regulations forms
part of the Report on Corporate Governance.

14. Corporate Social Responsibility (CSR):

The Company's Corporate Social Responsibility
philosophy is guided by its commitment towards
sustainable development and creating long-term value
for society and its stakeholders. In compliance with
Section 135 of the Act, your Company has constituted
a CSR Committee. The Corporate Social Responsibility
('CSR') Committee of the Board is responsible
for
evaluation and implementation of CSR Projects. Salient
features of the CSR Policy are as follows:

o It lays down CSR Philosophy, Vision and
Commitment of the Company.

o It specifies guidelines for implementation of CSR
Projects through CSR Partners, including eligibility
criteria
for CSR Partners.

o It also lays down roles and responsibilities of the
CSR Committee.

The Company is committed to utilising the unspent
amount towards the ongoing projects in accordance
with the Annual Action Plan approved by the Board of
Directors.

The CSR Annual Report, in the format prescribed under
the Companies (Corporate Social Responsibility Policy)
Rules,
2014, including details of the CSR amount
required to be spent, amount actually spent during
the financial year, and other prescribed disclosures, is
provided in "Annexure-III" to this Report.

The CSR Policy is available on the Company's website
at:
https://birlaprecision.com/investor-section-policies.
ghp

15. Vigil Mechanism:

Your Company has established a Vigil Mechanism to
enable its directors and employees to report genuine
concerns relating to unethical behaviour, actual or
suspected fraud, or violations of the Company's Code of
Conduct. In accordance with Regulation
22 of the SEBI
Listing Regulations, the Vigil Mechanism incorporates
a Whistle Blower Policy, under which protected
disclosures may be made to the Compliance Officer
or directly to the Chairman of the Audit Committee
through the prescribed reporting channels.

The Company has instituted adequate safeguards
against victimization of whistle blowers and ensures
that no person who avails of the Vigil Mechanism is
subjected to any unfair treatment. The Policy also
provides direct access to the Chairman of the Audit
Committee in appropriate or exceptional cases.

The Whistle Blower Policy is available on the Company's
website at:
https://birlaprecision.com/investor-section-
policies.php

16. Human Resources and Statutory Compliances

a. Prevention of Sexual Harassment at Workplace:

The Company has in place a Policy on Prevention,
Prohibition and Redressal of Sexual Harassment
at the Workplace in accordance with the
provisions of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal)
Act, 2013 and the Rules made thereunder. An
Internal Complaints Committee ("ICC") has been
constituted to redress complaints relating to sexual
harassment at the workplace.

The details of complaints received and disposed of
during the financial year
2025-26 are as under:

Particulars

Number

Complaints received

Nil

Complaints disposed of

Nil

Complaints pending for more

Nil

than 90 days

b. Compliance with Maternity Benefit Act, 1961

The Company confirms that it has duly complied
with all applicable provisions of the Maternity
Benefit Act,
1961, which governs the employment
conditions and rights of women employees
during the period of maternity. The Company
ensures that eligible women employees are
granted maternity benefits, including paid leave,
protection of employment, and other entitlements
as prescribed under the Act. The necessary
policies and procedures have been implemented
and communicated within the organization to
safeguard the welfare and rights of women
employees in accordance with the said legislation.

c. Particulars of Employees:

The disclosures relating to the remuneration of
Directors and employees, as required under Section
197 of the Act read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules,
2014, form part of Annexure-IV
to this Report.

17. Deposits

During the financial year under review, the Company
did not accept any deposits within the meaning of
Sections
73 and 74 of the Act read with the Companies
(Acceptance of Deposits) Rules,
2014.

18. Particulars of Loans, Guarantees and Investments
and Securities

Particulars of loans, guarantees and investments as per
Section 186 of the Act are disclosed in the standalone
financial statements of the Company which forms part
of this Annual Report.

19. Compliance with Secretarial Standards:

The Company has complied with the applicable
Secretarial Standards, namely SS-1 (Meetings of
the Board of Directors) and SS-2 (General Meetings),
issued by the Institute of Company Secretaries of India
and notified under the Act.

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

The information on the conservation of energy,
technology absorption, and foreign exchange earnings
and outgo as required under Section 134(3)(m) of the
Act read with Rule 8 of the Companies (Accounts)
Rules,
2014, is set out in the Annexure-IIto this Board
Report.

21. Annual Return:

Pursuant to Section 92(3) of the Act read with Rule 12
of the Companies (Management and Administration)
Rules,
2014, the Annual Return of the Company as
on March
31, 2026 in Form MGT-7 is available on
the Company's website at:
https://birlaprecision.com/
investor-section-financial-result.php

By virtue of an amendment to Section 92(3) of the Act,
the Company is not required to provide an extract of
the Annual Return (form MGT-
9) as part of the Board's
Report.

22. Material changes and significant orders

a. Material Changes affecting the financial position
of the Company:

Except as disclosed elsewhere in this Report, there
have been no material changes
or commitments
affecting the financial position of the Company that
have occurred between the end of the financial
year and the date of this Report.

b. Significant and material orders Passed by
Regulators or Courts:

No significant or material orders have been passed
by any regulator, court
or tribunal which would
impact the going concern status of the Company
or
its future operations.

c. Change in the Nature of Company's Business:

There has been no change in the nature of business
of the Company.

23. Other disclosures:

• No application has been made, or any proceeding is
pending against the Company under the Insolvency
and Bankruptcy Code,
2016 during the financial year
under review.;

• The Company has not entered into any one-time
settlement with any bank or financial institution during
the financial year under review.

24. Acknowledgement:

Your Directors place on record their si ncere appreciation
for the continued support and co-operation received
from the members, customers, suppliers, bankers,
financial institutions, business associates, regulatory
authorities and Government authorities during the
financial year. The Directors also place on record
their appreciation for the dedication, commitment
and valuable contribution of all employees, whose
continued efforts have contributed significantly to the
Company's performance and growth.

For and on behalf of the Board of Directors
Birla Precision Technologies Limited
Ravinder Chander Prem Santhosh Kumar

Date: August 15,2026 Managing Director Executive Director

Place: Mumbai DIN: 07771465 DIN: 08686131