Your Directors are pleased to present the Forty Third Annual Report together with the Audited Financial Statements for the
financial year ended March 31, 2026.

1. Financial / Operational Performance:

Key highlights of the financial results of the Company prepared as per the Indian Accounting Standards ('Ind AS') for the FY
ended March 31,2026 along with corresponding numbers of March 31, 2025 are as under:

(f in Lakhs)

Note : The above figures are extracted from the audited standalone and consolidated financial statements of the Company
prepared in accordance with the Indian Accounting Standards (“Ind AS”).

2. Company's performance and state of affairs

Standalone: During the year under review, the Total Revenue of your Company was Rs. 47,467.38 Lakhs as compared
to Rs. 48,983.14 Lakhs in the previous year. The net loss for the year stood at Rs. (244.28) Lakhs against net profit of
Rs. 3,387.21 Lakhs in the previous year.

Consolidated: During the year under review, the Total Revenue of your Company was Rs. 47,472.29 Lakhs as compared
to Rs. 48,983.20 Lakhs in the previous year. The net loss for the year stood at Rs. (536.59) Lakhs against net profit of
Rs. 3,220.20 Lakhs in the previous year.

Your Company's performance has been discussed in detail in the 'Management Discussion and Analysis Report'.

3. Dividend and Transfer to Reserves:

The Board of Directors has not recommended any dividend for the financial year ended March 31, 2026.

In view of the loss incurred during the financial year under review, no amount has been transferred to any reserve.

4. Dividend Distribution Policy

In terms of Regulation 43A of the Listing Regulations, the Board of Directors of the Company has formulated and adopted
the Dividend Distribution Policy.

The Policy is available on the website of the Company at https://www.kolsite.com/uploads/investores/pdf/Dividend%20
Distribution%20Policy.pdf

5. Change in Share Capital

During the year under review, the Company has not issued any equity shares. As on March 31,2026, the Authorized Share
Capital of the Company was Rs.20,00,00,000 divided into 4,00,00,000 equity shares of Rs.5/- each.

The Issued, subscribed and paid up share capital of the Company as on March 31, 2026 was Rs.17,48,64,180 divided into
3,49,72,836 equity shares of Rs.5/- each

6. Utilization of funds raised through issue of convertible warrants on preferential base :

The shareholders of the Company approved the issuance of 30,70,516 convertible warrants on a preferential basis to the
Promoter Group and Investors at the Extra Ordinary General Meeting held on January 21, 2022. The Company had raised
total funds of ?101.02 crore approx. on allotment of equity shares (upon conversion of 30,70,516 warrants into equity at a
price of ?329/- each including premium of ?324/-) per warrant through preferential issue to promoter group and Investors.

As on March 31, 2026, the entire proceeds raised through the preferential issue have been fully utilized i.e. Rs. 101.02
crores approx and there was no deviation or variation in utilization of funds pursuant to Regulation 32 of the SEBI (LODR)
Regulations, 2015.

7. Directors and Key Managerial Personnel:

Completion of Tenure of Independent Director

During the year, Mr. Bajrang Lal Bagra (DIN: 00090596) completed his second consecutive term of five years as an
Independent Director of the Company on August 26, 2025, in accordance with the provisions of Section 149(11) of the
Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Consequently,
he ceased to be an Independent Director of the Company with effect from the close of business hours on August 26, 2025.

Appointment of Directors

1. Pursuant to the approval of the members through postal ballot, Mr. Bajrang Lal Bagra (DIN: 00090596) was appointed
as Non - Executive Non Independent Director with effect from September 11, 2025.

2. Mr. Munjal Nikunj Kapadia (DIN: 00876921) was appointed as an Additional Director (in the category of Independent
Director) of the Company by the Board of Directors at its meeting held on August 7, 2025. Subsequently, pursuant to
the approval of the Members through Postal Ballot, he was appointed as an Independent Director of the Company, not
liable to retire by rotation, for a first term of five (5) consecutive years commencing from August 7, 2025 and ending on
August 6, 2030 (both days inclusive).

Re-Designation of Directors/Change in Designation

During the year, Mr. Anand Kabra (DIN: 00016010) designation was changed from Vice-Chairman and Managing Director
to Chairman and Managing Director from August 01, 2025 till the completion of the remaining period of his present term of
appointment and Mrs. Ekta Kabra (DIN: 07088898) designation was changed from Managing Director to Vice-Chairperson
and Managing Director from August 01, 2025 till the completion of the remaining period of her present term of appointment.

During the year, Mr. Shreevallabh Karba (DIN: 00015415) ceased to hold the position of Executive Chairman with effect
from August 1,2025. He also resigned as a Director of the Board with effect from September 15, 2025.Mr. Satyanarayan G.
Kabra, Non-Executive Director resigned with effect from July 25, 2025

Re-appointment

Mr. Utpal Sheth (DIN:00081012) will complete his first term of five (5) consecutive years as Independent Director of the
Company on August 19, 2026, in accordance with the provisions of Section 149(10) of the Companies Act, 2013. On the
recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors, the proposal for
re-appointment of Mr. Utpal Sheth as Independent Director of the Company for a second term of five (5) consecutive years
commencing from August 20, 2026 to August 19, 2031, as an Independent Director, not liable to retire by rotation forms part
of the Notice of ensuing 43rd Annual General Meeting for approval of the shareholders.

Mr. Utpal Sheth has submitted a declaration confirming that he meets the criteria of independence as prescribed under
Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015. In the opinion
of the Board, he possesses appropriate skills, qualifications, integrity, and experience and fulfills the conditions for his
continued appointment as an Independent Director.

Retirement by Rotation

In accordance with the provision of Section 152 of the Companies Act, 2013 ("the Act") read with rules made thereunder
and the Articles of Association of the Company, Mr. Anand Kabra (DIN: 00016010) Chairman and Managing Director of the
company retires by the rotation and being eligible offers himself for re-appointment at the ensuing Annual General Meeting
('AGM”).

Details of the Directors proposed to be re-appointed at the ensuing Annual General Meeting, as required by Regulation
36(3) of the SEBI Listing Regulations and SS-2 (Secretarial Standard on General Meetings) are provided at the end of notice
convening the 43rd Annual General Meeting.

Declaration from Independent Director

All Independent Directors have furnished declaration confirming that they meet the criteria of Independence as prescribed
under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations and have complied with the Company's
Code of Business Conduct and Ethics.

The Board is of the opinion that the Independent Directors of the Company possess requisite skills, qualifications, experience,
knowledge and fulfil the conditions of independence as specified in the said Act, Rules and Regulations. The Non-Executive
Directors of the Company had no pecuniary relationship other than payment of sitting fee for attending meetings of Board of
Directors and its Committees.

8. Board Performance evaluation:

In accordance with the provisions of the Act and the Listing Regulations, the Company has conducted the Annual Performance
Evaluation process, evaluating the performance of the Board, the Committee of Board and the individual directors including
Chairman.

The Board of Directors has evaluated the performance of Independent Directors during the year 2025-26 and expressed
their satisfaction with the evaluation process.

Independent Directors, in their separate meeting reviewed the performance of the Non-Independent Directors and the Board
as a whole and also reviewed the performance of the Chairman after taking in account the views of all the Directors. The
outcome of this performance evaluation was placed before the meetings of the Nomination and Remuneration Committee
and Independent Directors for the consideration of the members. The committee expressed overall satisfaction on the
performance of the Independent Directors, Non-Independent Directors, Chairman and the Board as a whole.

9. Internal Financial Control systems and its adequacy

The Board is of opinion that the Company's Internal Financial Controls are commensurate with the nature of its business and
the size and complexity of its operations and were effective during the Financial Year 2025-26. These are routinely tested
by Statutory as well as Internal Auditors and cover all the key business areas. The Audit Committee reviews the adequacy
and effectiveness of internal control systems and monitors the implementation of audit recommendations, including those
relating to strengthening the same. The Audit Committee and Statutory Auditors are appraised of the internal audit findings
and corrective actions taken. The Statutory Auditors of the Company have reported on adequacy of internal control in their
Report.

10. Directors' Responsibility Statement and Internal Financial Control:

Pursuant to Section 134(3) and 134(5) of the Companies Act, 2013, the Directors, to the best of knowledge, confirm that:

i. in the preparation of annual accounts for the year ended March 31, 2026, the applicable Accounting Standards have
been followed and no material departures had been made from the same;

ii. they have selected such accounting policies and applied them consistently, and made judgments and estimates that
were reasonable and prudent so as to give a true and fair view of a state of affairs of the Company as at March 31,
2026, and of the profit of the Company for the said Financial Year;

iii. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting
fraud and other irregularities;

iv. they have prepared the annual accounts on a 'going concern basis';

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

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

11. Subsidiary Companies and Consolidated Financial Statements:

In accordance with Section 129(3) of the Companies Act, 2013, a statement containing the salient features of the financial
statements of all subsidiaries of the company in the prescribed format is annexed as Annexure-1 to this Report.

The Consolidated Financial Statements of the Company and its subsidiary, prepared in compliance with the Companies Act,
2013 and applicable Accounting Standards forms a part of this Annual Report. The Standalone and Consolidated financial
statement of the Company and its subsidiaries are available onto website of the Company at: https://www.kolsite.com.

The Company funds it subsidiaries, from time to time in ordinary course of business and as per the funding requirements
through securities, loan and/or other means the work to meet working capital requirements. In terms of the Company's
policy on determining “material subsidiary”, framed in accordance with Regulation 16(1)(c) of SEBI Listing Regulation, no
company was determined as material subsidiary during the financial year ended March 31, 2026. The said policy on material

subsidiaries is available on the website of the Company at https://www.kolsite.com/uploads/investores/pdf/Material%20
Subsidiaries%20Policv.pdf.

There has been no material change in the nature of business of the subsidiaries.

12. Material changes and commitments affecting financial position between the end of the financial year and date of
the report.

There are no material changes and commitments affecting the financial position of your Company, which have occurred
between the end of the year and date of this report. Further, there has been no change in the nature of business of the
Company.

13. Particulars of Loans, Guarantees or Investments:

Particulars of loans given, investments made, guarantees given and securities are provided in the notes to financial statement
of the Standalone Financial of the Company.

14. Public Deposits:

The Company has not accepted any deposits from public and as such, no amount on account of principal or interest was
outstanding as on the date of the Balance Sheet.

15. Related Party Transactions:

All Related Party Transactions that were entered into during the Financial Year under review were on an arm's length basis,
in the ordinary course of business. Prior omnibus approval of the Audit Committee is obtained for the transactions which
are repetitive in nature. A statement of all Related Party Transactions is placed before the Audit Committee for its review
on a quarterly basis, specifying nature, value, terms and conditions of the transactions. The details of the transactions
with Related Parties are provided in the accompanying Financial Statements. There were no material transaction of the
Company with any of its related parties, hence the disclosure under section 134(3)(h) of the Act in AOC-2 is not applicable.

The Company has adopted a Policy on materiality of Related Party Transactions and dealing with the same, as approved by
the Board of Directors. It is uploaded on the Company's website at:

https://www.kolsite.com/uploads/investores/pdf/08.NEW-KET-RPT-POLICY.pdf

16. Risk Management:

The Board of Directors of the Company has a Risk Management Committee to frame, implement and monitor the risk
management plan for the Company.

The Committee is responsible for monitoring and reviewing the risk management plan and ensuring its effectiveness.

For the key business risks identified by the Company, please refer to the Management Discussion and Analysis annexed to
this Report.

17. Significant and material orders:

No Significant Material Orders have been passed by the Regulators or Courts or Tribunals which would impact the going
concern status of the Company and its future operations.

18. Corporate Governance:

The Company has put in place governance practice and has complied with the Corporate Governance requirements as per
the SEBI Listing Regulations.

A separate report on Corporate Governance as stipulated under SEBI Listing Regulations along with a Certificate of
Compliance from the Statutory Auditors, forms part of this Annual Report.

19. Board and Committee

During the year, the Board met 6 (six) times, as detailed in the Corporate Governance Report. The intervening gap between
the meetings was within the period prescribed under the Act and the SEBI Listing Regulations and relevant relaxation
granted from time to time.

During the year under review, the Board has accepted the recommendation of the Audit Committee. Details of all the
Committees of the Board has been given in the Corporate Governance Report.

20. Credit Rating

Details of Credit Ratings obtained by the Company have been given in the Corporate Governance report, which forms part
of integrated report.

21. Management Discussion and Analysis:

In terms of SEBI Listing Regulations, the Management Discussion and Analysis Report is appended to this Annual Report.

22. Measures for prevention of sexual harassment at work place:

The Company has zero tolerance for sexual harassment at workplace and has in place a Policy on prevention of Sexual
Harassment in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition &

Redressal) Act, 2013 and rules framed thereunder. All employees (permanent, contractual, temporary, trainees) are covered
under this policy. Internal Committee (IC) has been set up to redress complaints received regarding sexual harassment.

There was no complaint of sexual harassment received during the year under review.

23. Auditors and their Report
Statutory Auditors

M/s. Kirtane & Pandit LLP, Chartered Accountants (FRN : 105215W/W100057), the Statutory Auditor of the Company, was
appointed for the term of five (5) years in the Annual General Meeting held on 19^th July 2024, till the conclusion of the 46th
Annual General Meeting.

The notes on the financial statements referred to in the Auditors' Report are self-explanatory and do not call for any further
comments. There is no audit qualification, reservation or adverse remark in their Report for the year under review. During
the year, the Statutory Auditors have not reported any instances of fraud committed against the Company by its officers or
employees under Section 143(12) of the Act, the details of which would need to be mentioned under Section 134(3)(ca) of
the Companies Act, 2013.

Cost Auditors:

M/s. Urvashi Kamal Mehta & Co., Cost Auditors, have conducted audit of Cost Accounting Records in respect of the Financial
Year 2025-26 and report thereon shall be finalized and filed as statutorily provided. The Board on recommendation of the
Audit Committee has re-appointed M/s. Urvashi Kamal Mehta & Co., Cost Auditors for the FY 26-27. A remuneration of
?1,32,000/- plus applicable taxes and out of pocket expenses payable to the Cost Auditors for conducting cost audit of the
Company for FY 2026-27 as recommended by the Audit Committee and approved by the Board has to be ratified by the
shareholders at the 43rd Annual General Meeting. The Company has maintained cost records as specified under section
148(1) of the Companies Act, 2013.

Secretarial Auditors and their Report:

M/s. Bhandari & Associates, (Firm Registration Number: P1981MH043700), the Secretarial Auditor of the Company was
appointed for the term of five (5) years in the Annual General Meeting held on 16th July, 2025 till the conclusion of the 47th
Annual General Meeting

M/s. Bhandari & Associates has conducted the secretarial audit in accordance to the provisions of Section 204 of the
Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014 and in accordance with the requirement of Regulation 24A of the SEBI (LODR), Regulation, 2015 for F.Y. 2025-26

The Secretarial Audit Report in Form MR-3 for the said financial year is annexed to this Report as Annexure - 2. The
Secretarial Auditor has observed a delay in the transfer of shares pertaining to unpaid/unclaimed dividend for the financial
year 2017-18 to the Investor Education and Protection Fund ("IEPF") Authority. The Company has since completed the
transfer and has taken necessary steps to ensure timely compliance with the applicable statutory requirements.

24. Corporate Social Responsibility (CSR):

The Board has constituted a Corporate Social Responsibility Committee, as detailed in the Corporate Governance Report
forming part of the Annual Report. The CSR Policy is available on the Company's website at: https://www.kolsite.com/
uploads/investores/pdf/CSR%20PQLICY.pdf

During the year, the programmes/ initiatives / projects are taken up in line with the schedule VII of the Companies Act, 2013,
which are duly incorporated in CSR Policy and forms the guiding principle for all our initiatives.

The annual report on CSR activities is annexed to this report as Annexure-3

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

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo as stipulated
under Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 is annexed as Annexure-4.

26. Policy on Director's appointment and remuneration:

The policy on Directors' appointment and remuneration including determination of the qualification, independence of
Directors and other matters provided under Section 178(3) of the Companies Act, 2013 forms part of the Remuneration
Policy of the Company. A gist of the policy is available in the Corporate Governance Report. This policy is available on the
Company's website and can be accessed at https://www.kolsite.com/pdf/remuneration-policv.pdf

It is affirmed that the remuneration paid to the directors is as per the terms set out in the Remuneration Policy of the
Company.

27. Vigil Mechanism & Whistle Blower Policy:

The Company has framed a policy on Vigil Mechanism-Whistle Blower, enabling all the employees and other stakeholders
of the Company to report any matter/activity on account of which the interest of the Company may be adversely affected,
as a Protected Disclosure. This Policy has been placed on the Company's website at: https://www.kolsite.com/uploads/
investores/pdf/Vigil-mechanism-whistle-blower-policv .pdf

No complaint has been received during the year under review.

28. Particulars of employees and remuneration:

Disclosures with respect to the remuneration of Directors and employees as required under Section 197(12) of the Act read
with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this
Annual Report as “Annexure 5”.

Details of employee remuneration as required under provisions of Section 197 of the Act, and Rule 5(2) &5(3) of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this report. As per the provisions of
Section 136 of the Act, the reports and Financial Statements are being sent to shareholders of the Company and other
stakeholders entitled thereto, excluding the Statement containing Particulars of Employees. Any shareholder interested in
obtaining such details may write to the Secretarial Department at the registered office of the Company.

29. Annual Return:

The copy of Annual Return in Form No. MGT-7 as per provisions of the Companies Act, 2013 and Rules thereto, is available
on the Company's website at https://www.kolsite.com/annual-general-meeting.php >2026.

30. Business Responsibility and Sustainability Report:

The Business Responsibility and Sustainability Report initiatives taken from the environmental, social and governance
perspective in the prescribed format is available on the Company's website at https://www.kolsite.com/brsr.php

31. Transfers to the Investor Education and Protection Fund

Transfer of unclaimed/unpaid amount to the Investor Education and Protection Fund' has been covered in the Corporate
Governance Report forming part of the Annual Report.

32. Secretarial Standards

During the year under review, the Company has complied with the applicable provisions of the Secretarial Standards issued
by the Institute of Company Secretaries of India.

33. Compliance with Maternity Benefit Act, 1961

The Company is compliant has with applicable provisions of the Maternity Benefit Act, 1961 and has policies, systems and
processes in place to ensure ongoing compliance.

34. Other Disclosures:

No application has been made under the Insolvency and Bankruptcy Code; hence the requirement to disclose the details of
application made or any proceeding pending under the Insolvency and Bankruptcy Code 2016 (31 of 2016) during the year
along with their status at the end of the financial year is not applicable; and The requirement to disclose the details of the
difference between the amount of the valuation done at the time of onetime settlement and the valuation done while taking
a loan from the Banks or Financial Institutions along with the reasons thereof is not applicable.

35. Acknowledgement:

The Board of Directors wish to place on record its deep sense of appreciation for the committed services by all the employees
of the Company. The Board of Directors would also like to express their sincere appreciation for the assistance and co¬
operation received from the Shareholders, Bankers, Government Authorities, Stock Exchanges, Customers, Suppliers and
Business Associates at all levels during the year under review.

For and on behalf of the Board

Place : Mumbai

Date : May 28, 2026 (Anand S. Kabra)

Chairman & Managing Director
(DIN: 00016010)