Your directors are pleased to present the Seventeenth Annual Report of the Company covering the operating and
financial performance together with the Audited Financial Statements and the Auditors' Report thereon for the
Financial Year ended on March 31, 2025.

1. FINANCIAL RESULTS:

During the year under review, the performance of the company is as follows:

(Rs. In Lakhs)

2. STATE OF COMPANY AFFAIRS AND FUTURE OUTLOOK:

During the year under review, the Company has recorded a Standalone Revenue from Operations of 29,243.11 Lakh
and a Net Profit after Tax of 2470.98 Lakh. While there has been a decline in revenue as compared to the previous
financial year, the Board of Directors believes that this is a temporary phase influenced by external factors and

cyclical industry trends.

Despite this drop, the management remains confident about the resilience of the Company's business model and
its ability to capture emerging opportunities. The Board is optimistic that with ongoing initiatives, strategic
measures, and a strong order pipeline, the Company is well-positioned to achieve progressive growth in the
subsequent financial year.

Your Directors are hopeful that the long-term fundamentals of the business remain strong, and the Company will
continue to deliver sustainable performance and create value for all stakeholders. The financial results as
presented in the Statement of Profit and Loss account are self-explanatory.

3. TRANSFER TO RESERVES:

The Board has decided to transfer Rs. 470.98 Lakhs net profit to the Reserves for the year under review.

4. DIVIDEND:

The Board of Directors of your company, after considering holistically the relevant circumstances and keeping
view the company's dividend distribution policy, has decided it would be prudent, not to recommend any Dividend
for the year ended on 31st March. 2025 and the entire surplus be ploughed back to the reserve of the company.

5. SHARE CAPITAL:

During the year under review, the Company has made no changes in the share capital the details of the capital
are mentioned below:

i. Authorized Share Capital:

The Company's Authorized share capital is Rs. 18,00,00,000/- (Rupees Eighteen Crores only)
comprising of 1,80,00,000 (One Crore Eighty Lakh) equity share of Rs. 10 (Ten rupees ).

iL Paid Up Share Capital:

The Company's paid-up share capital is Rs. 10,40,00,000 (Rupees Ten Crore Forty Lakhs only)
comprising of 1,04,00,000 (One Crore Four Lakh) equity shares of Rs.10/.

6. DETAILS OF UTILISATION OF FUNDS & STATEMENT OF DEVIATION(S) OR VARIATION(s)

Pursuant to Regulation 32 (l) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
('Listing Regulations/LODR') there was no deviation/variation in the utilization of proceeds as mentioned in the
Prospectus.

7. CHANGES IN NATURE OF BUSINESS:

There is no change in the nature of the business of the Company.

8. LISTING WITH STOCK EXCHANGE:

The shares of the company are listed on NSE Limited (NSE) NSE Emerge Platform w.e.f. October 03,2023.

9. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to the Section 124 applicable provisions of the Companies Act. 2013, read with the Investor Education and
Protection Fund Authority (Accounting. Audit, Transfer and Refund) Rules. 2016 (“IEPF Rules*), all the unpaid or
unclaimed dividends are required to be transferred to the IEPF established by the Central Government, upon
completion of seven (7) years. Further, according to the Investor Education & Protection Fund ('IEPF') Rules, the
shares in respect of which dividend has not been paid or claimed by the Shareholders for seven (7) consecutive
years or more shall also be transferred to the Demat account created by the IEPF Authority. The company docs not
have any unpaid or unclaimed dividends or shares relating thereto which is required to be transferred to the IEPF
as on the date of this Report.

10. DEPOSITS:

During the year the Company has not accepted or renewed any deposits from the public in terms of the directives
issued by the Reserve Bank of India and the provisions of sections 73 to 76 or any other relevant provisions of the
Companies Act, 2013 and the rules made there under hence information regarding outstanding deposits is not
required.

11. SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANY:

The Company has no subsidiaries, joint venture or an associate Company.

12. DETAILS OF CHANGE IN COMPOSITION OF DIRECTORS OR KEY MANAGERIAL PERSONNEL:

• Constitution of Board:

The Board of the Company comprises Executive Directors, Non-Executive and Independent Directors. In
terms of Section 149 of the Companies Act, 2013 and rules made there under and Listing Regulations, the
Company has two Non-Promoter Non-Executive Independent Directors. In the opinion of the Board of
Directors, all two Independent Directors of the Company meet all the criteria mandated by Section 149 of
the Companies Act, 2013 and rules made there under and Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and they are Independent of Management

A separate meeting of independent Directors was held on February 20, 2025 to review the performance

of Non-indcpcndent Directors and the Board as a whole and the performance of the Chairperson of the
Company including assessment of quality, quantity and timeliness of flow of information between
Company management and Board that is necessary for the board of directors to effectively and
reasonably perform their duties.

The Company has received a declaration from the Independent Directors of the Company under Section
149(7) of the Companies Act, 2013 and 16(l)(b) of Listing Regulations confirming that they meet the criteria
of independence as per relevant provisions of Companies Act. 2013 for the financial year 2024-2025. The
Board of Directors of the Company has taken on record the said declarations and confirmation as
submitted by the independent Directors after undertaking due assessment of the veracity of the same,
in the opinion of the Board, they fulfil the conditions for Independent Directors and are independent of the
Management. All the independent Directors have confirmed that they comply with Rules 6(l) and 6(2) of
the Companies (Appointment and Qualification of Directors) Rules. 2014, concerning registration with the
data bank of independent Directors maintained by the Indian Institute of Corporate Affairs.

None of the independent Directors have resigned during the year.

• Retirement by Rotation

in accordance with the provisions of the Articles of Association of the Company and Section 152 of the
Companies Act, 2013. Mr. Aniket Vijay latkar (DIN: 03312108), Managing Director of the Company, retires by
rotation at the ensuing 17th Annual General Meeting and, being eligible, has offered himself for re¬
appointment The Board of Directors, on the recommendation of the Nomination and Remuneration
Committee, has recommended his re-appointment as a Director of the Company, liable to retire by
rotation.

The relevant details of Mr. Aniket Vijay Latkar, as required under Regulation 36(3) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-il issued by the
institute of Company Secretaries of India (iCSl), are annexed to the Notice convening the 17th Annual
General Meeting as Annexure-l.

• Cessation

During the year under review, there is no cessation from Directorship.

• Key Managerial Personnel

13. DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declaration pursuant to Section 149(7) of the Companies Act. 2013 from each of its
Non-Executive and independent Directors to the effect that they meet the criteria of independence as provided in
Section 149(6) of the Companies Act, 2013, Regulation 16(l) (b) and Regulation 25 of the SEBI (Listing obligations
and Disclosure Requirements) Regulations, 2015 (hereinafter referred as "Listing Regulations"). These declarations
have been placed before and noted by the Board.

14. 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:

a. That in the preparation of Annual Accounts, the mandatory Accounting Standards have been followed
along with proper explanation relating to material departures.

b. That proper accounting policies have been selected and applied consistently; and, the judgments and
estimates that are made are reasonable and prudent to give a true and fair view of the state of affairs of
the company as on 31st March 2024 and of the Profit of the Company for that period.

c. That proper and sufficient care has been taken for the maintenance of adequate accounting records in
accordance with the Companies Act, 2013, for safeguarding the assets of the company and preventing
and detecting fraud and other irregularities.

d. That the Annual Accounts have been prepared on a going concern basis.

e. That the directors laid down internal financial controls to be followed by the Company and such internal
financial controls arc adequate and operating effectively.

f. That 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.

15. COMPOSITION OF THE BOARD AND VARIOUS COMMITTEES AND THEIR MEETING:

The Board of Directors along with its committees provide leadership and guidance to the Management and directs
and supervises the performance of the Company, thereby enhancing stakeholder value.

• BOARD OF DIRECTORS:

The Board has a fiduciary relationship in ensuring that the rights of all stakeholders are protected. The Board of

5AAK5-HI MEDTECH AND PANELS LIMITED comprises of Executive (whole* Tima) and Non-Executive Directors.
I ndepend ent Di recto rs a ne eminent pe rsons with proven records in d iverse a rcas I i Ice bu sin ess, accou nting. f i na nee,
economics, administration, etc. The composition of the Board of Directors represents an optimal mix ot
professionalism, qualification, knowledge, skill sets, track record, integrity, expertise and diversity. The Board of
Directors, as on March 31, 2025, comprised of 5 Directors, out of which 1 is Executive Director ('TED') (MD& Chairman),
1 is Whole Time Director and 2 are Mon-Executive Directors ('‘NEDs') Independent Directors flDs^H^

Ý COMPOSITION OF BOARD:

Ý BOARD MEET I NOS:

Ý- : :: 4 : ' : : . Ý:: Ý :: :Ý .. ÝÝ : i: Ý :::::::

of which meetings proper notices were given and the proceedings were properly recorded and signed in the
Minutes Book maintained for the purpose. The intervening gap between the two meetings was within the period
prescribed under the Companies Act, 2013.

r ho dates on which meetings were held arc as follows:

Ý COMMITTEES OF THE BOARD:

The Board of Directors has constituted the following Commitiecs and their details arc hereunder
a) NOMINATION AND REMUNERATION COMMITTEE:

As per provision of section 178, Schedule V and other applicable provisions of the Companies Act, 2013

read with rule 6 of the Companies (Meetings of Board and its Power) Rules. 2014. the Board was required
to constitute a Nomination and Remuneration Committee. Hence, the Board constituted Nomination and
Remuneration Committee which consists of Three Independent Directors as on 31st March, 2025. The
detailed composition of the members of the Nomination and Remuneration Committee at present is
given below:

in terms of requirements prescribed under Section 178(3) of the Companies Act, 2013, the Nomination and
Remuneration Policy inter-alia provides the terms for appointment and payment of remuneration to
Directors and Key Managerial Personnel.

The Nomination and Remuneration Policy, as adopted by the Board of Directors, is placed on the website
of the Company at https://https://www.smtpl co.

During the year NOMINATION AND REMUNERATION COMMITTEE was met one time,
b) AUDIT COMMITTEE:

As per provision of section 177 and other applicable provisions of the Companies Act, 2013 read with rule
6 of the Companies (Meetings of Board and its Power) Rules, 2014, the Board was required to constitute
an Audit Committee. Hence, the Board constituted an Audit Commitiee which consists of Two
independent Directors and One Executive Director as on 31st March, 2025. The detailed composition of the
members of the Audit Commitiee at present is given below:

The dates on which meetings were held are as follows:

c) STAKEHOLDER RELATIONSHIP COMMITTEE:

As per provision of section 178 sub-section (5) and other applicable provisions of the Companies Act.
2013 read with rule 6 of the Companies (Meetings of Board and its Power) Rules. 2014. the Board was
required to constitute a Stakeholder Relationship Committee. Hence, the Board constituted a Stakeholder
Relationship Committee which consists of Two Independent Directors and One Executive Director as on
31st March, 2025. The detailed composition of the members of the Stakeholder Relationship Committee
at present is given below:

d) CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

As per provision of section 135 sub-section (l) and other applicable provisions of the Companies Act, 2013
read with a rule made under the Companies (Meetings of Board and its Power) Rules, 2014, the Board was
required to constitute Corporate Social Responsibility Committee. Hence, the Board constituted the
Corporate Social Responsibility Committee which consists of Two Independent Directors and One
Executive Director as on 31st March 2025. The detailed composition of the members of the Stakeholder
Relationship Committee at present is given below:

16. DETAIL OF FRAUD REPORTED BY AUDITORS:

During the year under review, there was no fraud reported by the auditors to the Board under Section
143(12) of the Companies Act. 2013.

17. POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION:

The Company has formed Nomination and Remuneration Committee which has framed Nomination and
Remuneration Policy. The Committee reviews and recommends to the Board of Directors about
remuneration for Directors and Key Managerial Personnel and other employee up to one level below Key
Managerial Personnel. The Company docs not pay any remuneration to the Non-Executive Directors of
the Company other than a signing fee for attending the Meetings of the Board of Directors and
Committees of the Board. Remuneration to Executive Directors is governed under the relevant provisions
of the Act and approvals.

The Company has devised the Nomination and Remuneration Policy for the appointment, reappointment
and remuneration of Directors and key Managers. All the appointment, reappointment and remuneration
of Directors and Key Managerial Personnel are as per the Nomination and Remuneration Policy of the
Company. The Nomination and Remuneration Policy is also available on the website of the Company
https://www.smtpl.co/ in the head of Policies & Code.

The Board of Directors of the Company has laid down a code of conduct for all the Board Members and
Senior Management of the Company. The main object of the Code is to set a benchmark for the
Company's commitment to values and ethical business conduct and practices. Its purpose is to conduct
the business of the Company in accordance with its value systems, fair and ethical practices, applicable
laws, rules and regulations. Further, the Code provides for the highest standard of professional integrity
while discharging the duties and to promote and demonstrate professionalism in the Company.

All the Board Members and Senior Management of the Company have affirmed compliance with the
code of conduct for the financial year ended on March 31, 2025 as required by Regulation 26(3) of the
Listing Regulations. A declaration signed by the Chairman & Managing Director to this effect is attached
as a part of this Annual Report in Annexure II The code of conduct is also available on the website of the
Company https://www.smtpl-Co/.

18. POLICY FOR PREVENTION OF INSIDER TRADING:

The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 came into
effect from May 15, 2015 to put in place a framework for prohibition of insider trading in securities and to
strengthen the legal framework thereof. Pursuant to Regulation 8 of Securities and Exchange Board of
India (Prohibition of Insider Trading) Regulations. 2015, the Company has formulated and adopted the
Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information ("Code of
Fair Disclosure*) of the Company. The Code of Fair Disclosure is available on the website of the Company
https://www.smtpl.co/. Further, pursuant to Regulation 9 of Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations, 2015, the Company has formulated and adopted the Code of

Conduct for Prevention of Insider Trading. The Code lays down guidelines and procedures to be followed
and disclosures to be made while dealing with the shares of the Company and cautioning them on the
consequence of non-compliances. The Company Secretary has been appointed as a Compliance Officer
and is responsible for monitoring adherence to the Code. The code of conduct to regulate, monitor and
report trading by insiders is also available on the website of the Company https://www.smtpl.co/.

19. VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company is committed to principles of professional integrity and ethical behavior in the conduct of
its affairs. The Whistle-blower Policy provides for adequate safeguards against victimization of dircctor(s)
I employee(s) who avail of the mechanism and also provides for direct access to the Chairperson of the
Audit Committee. It is affirmed that no person has been denied access to the Audit Committee. The
Compliance Officer and Audit Committee is mandated to receive the complaints under this policy. The
Board every year has presented an update on the whistleblower policy. Whistle Blower policy is available
on the website of the Company at https://www.smtpl.co/.

The Policy ensures complete protection to the whistle-blower and follows a zero-tolerance approach to
retaliation or unfair treatment against the whistle-blower and all others who report any concern under
this Policy. During the year under review, the Company did not receive any complaint of any fraud,
misfeasance etc. The Company's Whistle Blower Policy (vigil Mechanism) has also boon amended to
make employees aware of the existence of policies and procedures for inquiry in case of leakage of
Unpublished Price Sensitive Information to enable them to report on leakages, if any, of such information.

20. BOARD EVALUATION

The Board evaluated the effectiveness of its functioning, that of the Commitiocs and of individual
Directors, pursuant to the provisions of the Act and SEBI Listing Regulations.

The Board sought the feedback of Directors on various parameters including:

• Degree of fulfillment of key responsibilities towards stakeholders (by way of monitoring corporate
governance practices, participation in the long-term strategic planning, etc.);

• Structure, composition, and role clarity of the Board and Committees;

• Extent of co-ordination and cohesiveness between the Board and its Committees;

• Effectiveness of the deliberations and process management;

• Board/Committce culture and dynamics; and

• Quality of relationship between Board Members and the Management.

The evaluation frameworks were the following key areas:

a. For Non-Executive & Independent Directors:

• Knowledge

• Professional Conduct

• Comply Secretarial Standard issued by ICSI Duties,

• Role and functions

b. For Executive Directors:

• Performance as leader

• Evaluating Business Opportunity and analysis of Risk Reward Scenarios

• Key set investment goal

• Professional conduct and integrity

• Sharing of information with Board.

• Adherence applicable government law.

21. RISK MANAGEMENT POLICY:

The Company is aware of the risks associated with the business. It regularly analyses and takes corrective
actions for managing/mitigating the same. The Company has framed a formal Risk Management Policy for
risk assessment and risk minimization which is periodically reviewed to ensure smooth operation and effective
management control which is also available on our website https://www.smtpl.co/.

The Audit Committee also reviews the adequacy of the risk management framework of the Company, the key
risks associated with the business and measures and steps in place to minimize the same.

22. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION &
REDRESSAL) ACT, 2013:

Your Company provides equal opportunities and is commitied to creating a healthy working environment that
enables our Minds to work with equality and without fear of discrimination, prejudice, gender bias or any form
of harassment at the workplace. The Company has in place a Prevention of Sexual Harassment (POSH) policy
in accordance with the requirements of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redrcssal) Act. 2013 which is also available on our website https://www.snntpl.co/.

23. AUDITORS:

I. STATUTORY AUDITORS:

The Company has appointed m/s. Kishor Gujar & Associates. Chartered Accountants, Pune
having Firm Registration No. FRN-116747W, as the Statutory Auditor of the company for five

consecutive years at the Annual General Meeting held on 30th September 2023 until the
conclusion of the Annual General Meeting of the Company in the year 2028. The Auditors' Report
for the financial year ended on March 31, 2025 has been provided in 'Financial Statements'
forming part of this Annual Report. The report of the Statutory Auditor docs not contain any
qualification, reservation, adverse remark or disclaimer. The observations made in the Auditor s
Report arc self-explanatory and therefore do not call for any further comments.

II. INTERNAL AUDITORS:

M/s. A. H. Joshi & Co. (FRN: 112396W) has been appointed as an Internal Auditor of the company
on 28^m May, 2024 for the Financial Year 2024-2025 and will continue until resolved further,
internal Auditor is appointed by the Board of Directors of the Company on a yearly basis and
based on the recommendation of the Audit Committee. The Internal Auditor reports their
findings on the Internal Audit of the Company, to the Audit Committee on a half-yearly basis.
The scope of the internal audit is approved by the Audit Committee.

III. SECRETARIAL AUDITOR:

Pursuant to Section 204 of the Companies Act, 2013 and rules made thereunder, the Company
has appointed m/s. Aditya Pat'll & Co., Practicing Company Secretaries as Secretarial Auditor of
the Company for the financial year ended on March 31,2025. The Secretarial Audit Report in Form
MR-3 for the financial year ended on March 31, 2025 is approached to the Directors Report and
forms part of this Annual Report (Annexure - III). The report of the Secretarial auditor docs not
contain any qualification, reservation, adverse remark or disclaimer.

24. DIRECTORS' RESPONSE ON AUDITORS' QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR
DISCLAIMER MADE:

There is no qualification or Disclaimer of Opinion in the Auditor s Report on the Financial Statements to
the shareholders of the Company made by the Statutory Auditors in their Auditors.

25. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company has articulated proper systems to ensure compliance with Secretarial Standards
Secretarial Standards issued by The institute of Company Secretaries of India and its provisions and
complies with the same.

26. ANNUAL RETURN:

in accordance with Sections 134(3)(a) & 92(3) of the Companies Act, 2013 read with Rule 12(1) of the
Companies (Management and Administration) Rules. 2014. The annual return in Form No. MGT-7 for the
financial year 2024-2025 will be available on the website of the Company (https://www.smtpl-Co/)

The due date for filing annual returns for the financial year 2024-2025 is within a period of sixty days from
the date of the annual general meeting. Accordingly, the Company shall file the same with the Ministry
of Corporate Affairs within the prescribed time and a copy of the same shall be made available on the
website of the Company (https:/Avww.smtpl.co/) as is required in terms of Section 92(3) of the
Companies Act. 2013.

27. CORPORATE GOVERNANCE:

As per the Regulation 15 (Listing Obligations and Disclosure Requirements) Regulations, 2015 applicability
of Corporate Governance shall not be mandatory for companies listed on the SME Platform. Since our
company has registered on the SME platform the requirement of Corporate Governance docs not apply
to us.

28. MANAGEMNET DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report as required under Regulation 34(2)(e) read with
Schedule V Part B of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (*SEBI Listing Regulations, 2015”) is annexed herewith as (Annexure IV)

29. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES
ACT, 2013:

The details of loans/guarantees/ investments (if any) made by the Company under Section 186 of the
Companies Act. 2013 have been disclosed in the Financial Statement.

30. LOANS FROM DIRECTOR/ RELATIVE OF DIRECTOR:

The opening and closing balances of funds accepted by the Company from Directors and their relatives
have been disclosed in the Financial Statement. These funds were provided from the Director's personal
resources and not from borrowed sources.

31. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

All contracts/arrangements/transactions entered by the Company during the financial year with related
parties were in the ordinary course of business and on an arm’s length basis. During the year, the
Company had not entered into any contract/arrangcment/transaction with related parties which could
be considered material in accordance with the policy of the Company on materiality of related party
transactions. Accordingly, the disclosure of Related Party Transactions as required under Section 134(3)
of the Companies Act in Form AOC-2 is not applicable. The attention of the members is drawn to the
disclosures of transactions with the related parties is set out in Notes to Accounts forming part of the
financial statement.

32. CORPORATE SOCIAL RESPONSIBILITY:

Pursuant to section 135 of the Companies Act 2013 read with Rule 5 of the Corporate Social Responsibility
Rules, 2014 and any other applicable provisions thereof (including any statutory modification(s) or re¬
enactment thereof for the time being in force) as amended from time to time, and as per the company
CSR policy approved by the Board of Director and as recommended by the Corporate Social
Responsibility Commitiee consent of the Board of Directors be and is hereby accorded to approve the
Contribution for the Financial Year 2024-2025 of Rs. 29,98,804 (Rupees Twenty Nine Lakh Ninety Thousand
Eight Hundred Four) as the CSR Expenditure.

During the financial year 2024-2025 Company has made the payment of CSR Contribution to below
NGO’s (eligible to take CSR) for purpose of different activities:

a. Payment of Rs. 5,50,000 (Rupees Five Lakh Fifty Thousand Only) was made to Ishwarpuram
Charitable Trust on 21“ March, 2025.

b. Payment of Rs. 5,00,000 (Rupees Five Lakhs Only) was made to The Rotary Club of Pune Heritage
Charitable Trust on 20^m March, 2025.

c. Payment of Rs. 14,98,804 (Rupees Fourteen Lakhs Ninety Eight Thousand Eight Hundred Four Only)
was made to BVP South Pune Charitable Trust on 20th March, 2025.

d. Payment of Rs. 4,50,000 (Rupees Four Lakh Fifty Thousand Only) was made to Pune
Vedpathshala on 22^nd March, 2025.

33. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an effective and reliable internal control system commensurate with the size of its

operations. At the same time, it adheres to local statutory requirements for the orderly and efficient
conduct of business, safeguardsg of a ssets, t ho detectio n a nd prevention of fna uds and errors; adequacy
and completeness of accounting records and merely preparation of reliable financial information. The
efficacy of the internal checks and control systems is validated by self-audits and internal as well as
statutory auditors.

34. PARTICULARS OF EMPLOYEES:

The information required under Section 197 of the Companies Act 2013 read with rule 5{l) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 arc as follows:

I. The ratio of the remuneration of each director to the median remuneration of the employees of
the Company and the percentage increase in remuneration of each Director. Chief Executive
Officer, Chief financial Officer and Company Secretary in the financial year:

ll. The percentage increase in the median remuneration of employees in the financial year 15.67

%

Ý ........... .......Ý Ý Ý 119

IV. The average percentile increase ir salaries of employees, excluding managerial personnel,
during the last financial year, has been compared with the percentile increase in managerial
remuneration. Justifications for those adjustments have been provided, along with any
exceptional circumstances that may have warranted an increase in managerial remuneration.

V. Affirmation that the remuneration is as per the remuneration policy of the Company: the
Company affirms that the remuneration is as per the remuneration policy of the Company, the
information pursuant to Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration!
of Managerial Personnel) Rules, 2014, is not applicable to the company as no employee is in

35. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

1.1 Conservation of Energy:

The steps taken or impact on the conservation of energy: -

a. The company is puting continuous efforts to reduce the consumption of energy and maximum
possible saving of energy.

b. The steps taken by the company for utilizing alternate sources of energy: - The Company has
used alternate sources of energy, whenever and to the extent possible

c. The capital investment on energy conservation equipment: - NIL

1.2 Technology Absorption:

a. The effort made towards technology absorption: - Management keep on accessing and adding
relevant technology required for our business.

b. The benefits derived like product improvement, cost reduction, product development or import
substitution: -Management keeps on evaluating this, recently few products developed to
substitute import.

c. in case of imported technology (imported during the last three years reckoned from the
beginning of the financial year - N.A.

d. The expenditure incurred on Research & Development: - we keep on expending to realize new
technologies for the Company.

1.3 Foreign Exchange Earnings and Outgo: Further, the details of foreign exchange earnings or outgoings
during the year under review as required in accordance with the provisions of section 134 (m) of the
Companies Act. 2013 are as follows:

36. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

During the year under review, there were no significant and/or material orders passed by any Court or
Regulator or Tribunal, which may impact the going concern status or the Company's operations in future.

37. INDUSTRIAL RELATIONS:

The company has maintained good industrial relations on all fronts. Your directors wish to place on record
their appreciation for the honest and efficient services rendered by the employees of the company.

38. BUSINESS RESPONSIBILITY REPORT:

Pursuant to Regulation 34(2)(f) of the Listing Regulations the Business Responsibility Report is to be given
only by the top 1000 listed companies based on market capitalization, therefore the same docs not apply
to the Company as on March 31,2024.

39. MAINENTANCE OF COST RECORD:

The Cost audit as specified by the Central Government under section 148 of the Companies Act. 2013 read
with the Companies (Cost Records and Audit) Amendment Rules, 2014 does not apply to the company.
However, the maintenance of cost records is applicable as the turnover of the relevant HSN code is more
than the prescribed limit and our company is maintaining the cost record as per the applicable rules.

40. DEMATERIALISATION OF SHARES:

The Demat activation number allotted to the Company is ISIN - INE0PSK01027. The shares of your
Company are being traded in electronic form and the Company has established connectivity with both
the depositories i.e. National Securities Depository Limited (NSDL) and Central Depository Services (India)
Limited (CDSL).

41. INSOLVENCY AND BANKRUPTCY CODE

There is no application made or any proceeding pending under the Insolvency and Bankruptcy Code,
2016 (31 of 2016) during the year. The details of the difference between the amount of the valuation done
at the time of one-time settlement and the valuation done while taking a loan from the Banks or Financial
institutions along with the reasons thereof docs not apply to the Company.

42. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

Your Company has laid down the set of standards, processes and structure which enables to
implementation of internal financial control across the Organization and ensures that the same are
adequate and operating effectively. To maintain the objectivity and independence of Internal Audit, the
internal Auditor reports to the Chairman of the Audit Commitiec of the Board. The Internal Auditor
monitors and evaluates the efficacy and adequacy of the internal control system in the Company, its
compliance with the operating systems, accounting procedures and policies of the Company. Based on
the report of the internal Auditor, the process owners undertake the corrective action in their respective
areas and thereby strengthen the Control. Significant audit observations and corrective actions thereon
are presented to the Audit Commitiec of the Board.

43. WEB LINK OF ANNUAL RETURN:

The Annual Return of the Company as on 31st March 2025 will be available on the website of the Company

at https://www-smtpl-co/

44. ACKNOWLEDGEMENTS:

The Board of Directors greatly appreciates the commitment and dedication of employees at all levels
who have contributed to the growth and success of the Company. We also thank all our clients, vendors,
investors, bankers and other business associates for their continued support and encouragement during
the year We also thank the Government of India, Government of Maharashtra. Ministry of Commerce and
industry. Ministry of Finance, Customs and Excise Departments, Income Tax Department and all other
Government Agencies for their support during the year and look forward to their continued support in
future.

45. CAUTIONARY STATEMENT:

This report contains forward-looking statements based on the perceptions of the Company and the data
and information available to the company. The company docs not and cannot guarantee the accuracy
of various assumptions underlying such statements and they reflect the Company's current views of
future events and are subject to risks and uncertainties. Many factors like changes in general economic
conditions, amongst others, could cause actual results to be materially different.

For SAAKSHI MEDTECH AND PANELS LIMITED

Mr. Aniket Vijay Latkar Mrs. Mayuri Aniket Latkar

Chairman and Managing Director CFO and Whole-time Director

DIN: 03312108 DIN: 03312077

Date: 06^m September, 2025
Place: Pune