Your Directors have pleasure in presenting the Thirty Fourth (34^th) Annual Report
of Iykot Hitech Toolroom Limited (herein after referred to as ‘the Company’) on the

business and operations of your Company along with the Audited Financial Statements,
Board's Report and Auditor’s Report for the financial year ended 31^st March 2025.

1. FINANCIAL RESULTS:

The audited financial results of the Company for the financial year ended 31^st March
2025 are summarized below:

(Rs. In Lakhs)

The audited financial statements of the Company for the financial year ended 31^st
March, 2025 were approved by the Board of Directors at its meeting held on 22^nd May,
2025.

2. STATE OF AFFAIRS OF THE COMPANY'S AFFAIRS/BUSINESS PERFORMANCE:

During the financial year under review, the revenue from operations of the Company
was Rs.501.26 Lakhs as against revenue from operations of Rs.133.38 Lakhs during the
previous financial year.

During the financial year under review, the Company incurred a net loss of Rs. (104.54)
Lakhs as against a net loss of Rs. (198.69) Lakhs during the previous financial year.

The Company is optimistic about achieving improved revenue and profitability in the
current financial year and the upcoming years, supported by strategic initiatives and
an expected increase in demand for its products/services.

3. NATURE OF BUSINESS AND CHANGE IN NATURE OF BUSINESS DURING THE YEAR
UNDER REVIEW:

During the year under review there has been no change in nature of business of the
Company.

During the previous financial year, the Company has started part manufacturing and
contractual manufacturing of Kitchen and Home Appliances under the brand
‘ZADASTAR’ and started promoting and marketing the same.

4. SHARE CAPITAL AND CHANGES IN SHARE CAPITAL OF THE COMPANY:

The Authorised Share Capital of the Company as on 31^st March 2025 was
Rs.15,00,00,000 (Rupees Fifteen Crores Only) and the Paid-Up Equity Share Capital of
the Company as on 31^st March, 2025 was Rs.4,81,65,000/- (Rupees Four Crore Eighty
One Lakh Sixty Five Thousand Rupees Only).

During the year under review, the Company has increased its Authorised Share Capital
from existing Rs.l 1,00,00,000/- (Rupees Eleven Crores Only) divided into 2,20,00,000
(Two Crores Twenty Lakhs) Equity Shares of Rs.5/- (Rupees Five Only) each to
Rs.15,00,00,000/- (Rupees Fifteen Crores Only) divided into 3,00,00,000 (Three
Crores) Equity Shares of Rs.5/- (Rupees Five Only) at the 33^rd Annual General Meeting
(AGM) of the Company held on 24^th September, 2024.

During the financial year under review, the Company has allotted 1,41,96,000 Partly
Paid-Up Equity Shares of face value of Rs.5 each at a price of Rs.7 per Rights Equity
Share (Including a Premium of Rs.2 per Rights Equity Share) on a Rights Basis on 10^th
May 2024. Hence, the Paid-Up Equity Share Capital of the Company, post allotment of
rights issue was Rs.4,81,65,000/- (Rupees Four Crores Eighty One Lakhs Sixty Five
Thousand Only)

Further, during the year under review, the Board of Directors, at its meeting held on
March 10, 2025, approved the first and final Call of Rs.5.25 per share (comprising
Rs.3.75 towards face value and Rs.1.50 toward Securities Premium) on 1,41,96,000
Partly Paid-Up Equity Shares of face value of Rs.5 each, which were originally allotted
on a Rights Basis in the previous year.

5. DETAILS ABOUT DIVIDEND AND UNPAID DIVIDEND AND DISCLOSURES AS
REQUIRED AS PER IEPF. RULES:

In view of the loss incurred during the financial year 2024-25, the Board of Directors
has not recommended any dividend for the said Financial year.

As on 31^st March 2025, there are no unpaid or unclaimed dividends lying with the
Company. Accordingly, no amounts are required to be transferred to the Investor
Education and Protection Fund (IEPF). The details of unpaid dividends, as required
under the Investor Education and Protection Fund (Accounting, Audit, Transfer and
Refund) Rules, 2016, are available on the Company's website
at: https://iykot.com/unpaid-dividends/

6. PARTICULARS OF LOANS. GUARANTEES AND INVESTMENTS:

The Company has not made any investments, given guarantee and security during the
financial year under review as per the provisions of Section 186 of Companies Act,
2013.

7. TRANSFER TO GENERAL RESERVE:

The Board of Directors of your Company has decided not to transfer any amount to the
Reserves for the financial year under review.

The Securities Premium amount as on 31^st March, 2025 was Rs.70,98,000

8. DEPOSITS:

During the financial year 2024-25, the Company has not accepted any deposits under
the provisions of Section 73 of the Companies Act, 2013 read together with the
Companies (Acceptance of Deposits] Rules, 2014.

Further, the outstanding amount payable to Directors and overdraft amount from bank
was Nil as on 31^st March 2025.

9. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED
PARTIES:

All related party transactions that were entered into during the financial year ended
March 31, 2025, were on an arm’s length basis and were in the ordinary course of
business as per the provisions of Section 188 of the Companies Act, 2013. Form No.
AOC-2 is attached to this Report as Annexure I.

10. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report on the business of the Company for
the financial year ended 31^st March 2025 as stipulated under Regulation 34 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing
Regulations') and under the provisions of the Companies Act, 2013 (the Act) is annexed
as an Annexure II to this report.

11. BOARD POLICIES:

The Company has the following policies which are applicable as per the provisions of
the Companies Act, 2013 and the Listing Regulations which are placed on the website
of the Company www.iykot.com

i. Code of conduct for Board and Senior Management Personnel.

ii. Terms and Conditions of appointment of Independent Directors.

iii. Vigil Mechanism/ Whistle Blower Policy.

iv. Policy for determination of materiality of events or information.

v. Familiarisation program for Independent Directors.

vi. Policy on Preservation and Archival of Documents.

vii. Performance Evaluation Policy.

viii. Code of conduct for Prevention of Insider Trading.

ix. Policy for determination of material subsidiaries

x. Policy on Related Party Transaction.

xi. Nomination and Remuneration Policy.

xii. Code of Fair Disclosure of Unpublished Price Sensitive Information

xiii. Policy on Prevention of Sexual Harassment of Women at Workplace

Since your Company’s Paid-Up Equity Share Capital and the Net worth is less than Rs.10
Crores and Rs.25 Crores respectively, the provisions of the Listing Regulations relating
to compliance of corporate governance provisions is not applicable to the Company.

12. MATERIAL DEVELOPMENTS IN HUMAN RESOURCES/INDUSTR1AL RELATIONS
FRONT:

Training in all sectors is given to its employees periodically and motivated to work in
line with the development of the industry. The willingness and commitment of the
employees help the company to stand tall among its customer in quality and service.

13. SUBSIDIARIES. ASSOCIATES AND IOINT VENTURE COMPANIES:

As on March 31,2025, Company doesn’t have any Subsidiary (ies), Joint Venture(s) and
Associate Company (ies) at the end of the year.

14. COMMISSION RECEIVED BY DIRECTOR FROM HOLDING OR SUBSIDIARY

COMPANY;

The Company neither has any Holding Company nor is any Subsidiary Company,
therefore, disclosure under Section 197 (14) of the Companies Act, 2013 is not
applicable to the Company for the financial under review.

15. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION
OF THE COMPANY:

There have been no material changes and commitments affecting the financial position
of the Company occurred between the end of the financial year to which these financial
statements relate and the date of this report under section 134(3)(i) of the Companies
Act, 2013.

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

During the financial year under review, no significant and material order has been
passed by the regulators, courts, tribunals impacting the going concern status and
Company’s operations in future.

17. REPORTING OF FRAUDS BY AUDITORS:

During the year under review, the Statutory Auditors and Secretarial Auditors in their
reports have not reported any instances of frauds committed in the Company by its
Officers or Employees under Section 143(12) of the Companies Act, 2013.

18. AUDITOR' S AND AUDIT REPORT S:

STATUTORY AUDITORS:

M/s. Vivekanandan Associates, Chartered Accountants, (Firm Registration Number:
005268S) were appointed as the Statutory Auditors of the Company for the term of five
(5) financial years at the 31^st Annual General Meeting (AGM) of the Company held on
29^th September 2022. However, they have tendered their resignation as the Statutory
Auditors of the Company with effect from 07^th August 2024 which has resulted into a
Casual Vacancy in the office of Statutory Auditors of the Company.

Consequent to the casual vacancy arising from the resignation of M/s. Vivekanandan &
Associates, Chartered Accountants, as the Statutory Auditors of the Company with
effect from August 7,2024, the Board of Directors, at its meeting held on the same date,
approved the appointment of M/s. KGS & Associates, Chartered Accountants, (Firm
Registration Number: 010806S) to fill the said vacancy, based on the recommendation
of the Audit Committee. The said appointment was subsequently approved by the
shareholders at the 33^rd Annual General Meeting (AGM) held on September 24, 2024.
Further, at the same AGM, the shareholders also approved the appointment of M/s. KGS
& Associates, Chartered Accountants, as the Statutory Auditors of the Company for a
period of five (5) years, commencing from the conclusion of the 33^rd AGM until the
conclusion of the 38^th AGM of the Company to be held in the year 2029.

COMMENT ON STATUTORY AUDITOR’S REPORT:

There are no qualifications, reservations, remarks or disclaimers made by the Statutory
Auditors in their report on the financial statements for the year ended 31^st March 2025.

SECRETARIAL AUDITORS:

Pursuant to the requirements of Section 204(1) of the Companies Act, 2013 and Rule 9
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014, M/s. Lakshmmi Subramanian & Associates, Practicing Company Secretaries was
appointed to conduct the Secretarial Audit of the Company for the financial year 2024¬
2025.

The Secretarial Audit report as received from the Secretarial Auditors is annexed to
this report as an Annexure III.

QUALIFICATIONS IN SECRETARIAL AUDIT REPORT:

There are no material qualifications in the Secretarial Report for the financial year
2024-25 except few which was taken on record for due action.

BOARD S COMMENT ON QUALIFICATIONS IN SECRETARIAL AUDIT REPORT:

1. The Company is in the process of completing the dematerialisation of the shares held
by the erstwhile Promoters

2. The delays in filing certain e-forms with the Ministry of Corporate Affairs/Registrar of
Companies were inadvertent and unintentional. The Company has since filed the
pending forms, paid the prescribed additional fees, and strengthened internal
processes to ensure timely compliance going forward.

INTERNAL AUDITORS:

Mr. V S Saptharishi, Internal Auditor, tendered his resignation from the position of
Internal Auditor of the Company. Following the resignation, the Board appointed M/s.
Arul Anto & Co., Chartered Accountants, as the Internal Auditors of the Company for
the financial year 2024-2025. Mr. Arul Anto Mahesh representing M/s. Arul Anto & Co.,
Chartered Accountants is the Internal Auditor of the Company.

COST AUDITORS:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 and the
notification of Companies (Cost Records and Audit) Rules, 2014 as amended, the
Company does not fall under the purview of Cost Audit

19. DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL fKMPl:

As on 31^st March, 2025, the Board of Directors of the Company consists of 5 Directors
including a Whole Time Director, Three (3) Non-Executive Independent Directors, and
a Non-Executive Non-Independent Director.

All the above Directors were appointed with effect from 19^th October 2022 on the
Board of the Company.

There were no changes in the constitution and composition of the Board of the
Directors of the Company during the financial year under review.

The changes in the KMPs of the Company took place in the following manner during
the year under review.

The Board at its meeting held on August 07, 2024 approved the resignation of Mr. D.
Mohan Kumar as the Chief Financial Officer (CFO) with immediate effective and
consequently approved the appointment of Mr. B Thinagaran as Chief Financial Officer
of the Company based on the recommendations of Nomination and Remuneration
Committee effective from August 08, 2024.

The Board at its meeting held on November 11,2024 approved the resignation of Mr.
Palagani Udaya Kumar, Company Secretary and Compliance Officer of the Company
with immediate effect.

The Board at its meeting held on December 27,2024 approved the Appointment of Mr.
Sekhar Subramanian as the Company Secretary and Compliance officer of the Company
based on the recommendations of Nomination and Remuneration Committee in
accordance with Regulation 6 of SEB1 (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

As on the 31^st March, 2025, Mr. B Thinagaran is the Chief Financial Officer of the
Company and Mr. Sekhar Subramanian is the Company Secretary and Compliance
Officer of the Company.

Ms. Likhitta Dugar (DIN: 09768742), Whole-Time Director who retires from office by
rotation and being eligible offers herself for re-appointment at the ensuing Annual
General Meeting of the Company

20.FORMAL ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD. ITS
COMMITFFS & INDIVIDUAL DIRECTORS:

Pursuant to the provisions of the Companies Act, 2013 and the Listing Regulations a
structured questionnaire was prepared after taking into consideration of the various
aspects of the Boards’ functioning, the composition of the Board and its committees,
culture, execution and performance of specific duties, obligations, and governance.

The Board and the Committees were evaluated on various criteria as stated below:

1. Composition of the Board and Committee.

2. Understanding of the Company and its business by the Board.

3. Availability of information to the Board and Committee.

4. Effective Conduct of Board and Committee Meetings.

The Board also carried out the evaluation of Directors and Chairman based on
following criteria:

1. Attendance of meetings

2. Understanding and knowledge of the entity.

3. Maintaining confidentiality of board discussion.

4. Contribution to the board by active participation.

5. Maintaining independent judgment in the decisions of the Board.

The Board found that the performance of all the Directors was quite satisfactory. The
Board also noted that the term of reference and composition of the Committees was
clearly defined. The Committee performed their duties diligently and contributed
effectively to the decisions of the Board.

The functioning of the Board and its committees were quite effective. The Board
evaluated its performance as a whole and was satisfied with its performance and
composition of Independent and Non-Independent Directors.

21. COMPOSITION OF COMMITTEES OF THE BOARD OF THE DIRECTORS:

During the year all the recommendations of the Audit Committee were accepted by the
Board.

The following was the Composition of the Committees of the Board as per the
provisions of the Companies Act, 2013 and the Listing Regulations during the year
under review and as on 31^st March 2025:

22.NUMBER OF MEETINGS OF THE BOARD AND BOARDS’ COMMITTEE HELD
DURING THE FINANCIAL YEAR:

The Board and its Committee’s meets at regular intervals to discuss and decide on
business strategies/policies and review the financial performance of the Company. The
Board Meetings and Committee meetings are pre-scheduled and a tentative annual
calendar of the Board is circulated to the Directors well in advance to facilitate the
Directors and committed to plan their schedules.

The following are the dates on which Board Meetings and Committee Meetings
happened during the financial year ended 31^st March 2025.

The interval between two Board Meetings was well within the maximum period
mentioned under Section 173 of the Companies Act, 2013 and the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.

20.SEPARATE MEETING OF THE INDEPENDENT DIRECTORS:

As required under Clause VII of Schedule IV of the Companies Act, 2013, the
Independent Directors held a Meeting on 05^th February 2025, without the attendance
of Non-Independent Directors and members of Management.

21.FAM1L1AR1SATION PROGRAMME FOR INDEPENDENT DIRECTORS:

The familiarization program is to update the Directors on the roles, responsibilities,
rights and duties under the Act and other statutes and about the overall functioning
and performance of the Company. The policy and details of familiarization program is
available on the website of the Company at www.i vkot.com

22.INDEPENDENT DIRECTOR S DECLARATION:

All Independent Directors have given declarations that they meet the Criteria of
independence laid down under Section 149 of the Companies Act, 2013 and the
Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 in respect of financial year ended 31^st March, 2025,
which has been relied on by the Company and placed at the Board Meeting.

23.SECRETARIAL STANDARDS:

In terms of Section 118(10) of the Act, the Company states that the applicable
Secretarial Standards i.e., SS-1 and SS-2, issued by the Institute of Company Secretaries
of India (ICSI), relating to Meetings of Board of Directors and General Meetings
respectively, have been duly complied with however improvements in certain areas
are being made.

24.WHISTLE BLOWER POLICY/ VIGIL MECHANISM:

Pursuant to Section 177(9) of the Companies Act, 2013, your Company has established
a Vigil Mechanism Policy for Directors and Employees to report concerns about
unethical behaviours, actual or suspected fraud, violations of Code of Conduct of the
Company etc. The mechanism also provides for adequate safeguards against the
victimization of employees who avail themselves of the mechanism and also provides
for direct access by the Whistle Blower to the Audit Committee. It is affirmed that
during the financial year 2024-25, no employee has been denied access to the Audit
Committee. The Vigil Mechanism Policy is also available on the Company's website
www.iykot.com at https://iykot.com/wp-content/uploads/2025/07/Whistle-Blower-
policy_Final.pdf

25.INTERNAI. FINANCE CONTROL SYSTEM AND THEIR ADEQUACY:

The Company has formulated a framework on Internal Financial Controls in
accordance with Rule 8 (5) (viii) of Companies (Accounts) Rules, 2014. The Company
has adequate internal control systems to monitor business processes, financial
reporting and compliance with applicable regulations and they are operating
effectively.

The systems are periodically reviewed by the Audit Committee of the Board for
identification of deficiencies and necessary time-bound actions are taken to improve
efficiency at all the levels. The Committee also reviews the observations forming part
of internal auditors' report, key issues and areas of improvement, significant processes
and accounting policies.

26. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT:

The Board of Directors has adopted a policy and procedure on the Code of Conduct for
the Board Members and Employees of the Company in accordance with the SEB1
(Prohibition of Insiders Trading) Regulations, 2015. This Code helps the Company to
maintain the Standard of Business Ethics and ensure compliance with the legal
requirements of the Company.

The Code is aimed at preventing any wrong doing and promoting ethical conduct at the
Board and by employees. The Compliance Officer is responsible to ensure adherence to
the Code by all concerned.

The Code lays down the standard of Conduct which is expected to be followed by the
Directors and the designated employees in their business dealings and in particular on
matters relating to integrity in the workplace, in business practices and in dealing with
stakeholders.

All the Board Members and the Senior Management Personnel have confirmed
Compliance with the Code.

27. LQ^PQRA.I..L^XlALR.ESPOj^SlBiLlTV^CS_RJ.:

As per the provisions of Section 135 of the Companies Act, 2013, all Companies having
a Net Worth of Rs.500 Crores or more, or a turnover of Rs.1,000 Crores or more or a
Net Profit of Rs.5 Crore or more during any financial year are required to constitute a
CSR Committee and our Company does not meet the criteria as mentioned above, hence
the Company has not constituted any Corporate Social Responsibility (CSR)
Committee; and has not developed and implemented any Corporate Social
Responsibility (CSR) initiatives and the provisions of Section 135 of the Companies Act,
2013 are not applicable to the Company.

31. PARTICULARS OF EMPLOYEES:

There are no employees falling within the provisions of Section 197 of the Companies
Act, 2013 read with Rule 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 during the financial year ended
31^st March 2025.

32. DISCLOSURE REQUIREMENTS:

The Company has devised proper systems to ensure compliance with the provisions of
all applicable Secretarial Standards issued by the Institute of Company Secretaries of
India [1CS1] and is of the view that such systems are adequate and operating effectively.

33. DIRECTORS' RESPONSIBILITIES STATEMENT:

As required under Section 134(3)(c] of the Companies Act, 2013, the Directors hereby
state and confirm that they have:

a] In the preparation of the annual accounts for the year ended 31^st March 2025, 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, 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 the year ended on that date.

c] They have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding
the assets of the company and for preventing and detecting fraud and other
irregularities.

d) They have prepared the annual accounts on a going concern basis.

e] They have laid down internal financial controls to be followed by the company and
that such internal financial controls are adequate and operating effectively.

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

34. THE CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO:

A. CONSERVATION OF ENERGY:

Conservation of energy is of utmost significance to the Company. Every effort is made
to ensure optimum use of energy by using energy- efficient computers, processes and
other office equipment. Constant efforts are made through regular/ preventive
maintenance and upkeep of existing electrical equipment to minimize breakdowns and
loss of energy.

B. TECHNOLOGY ABSORPTION:

The Company is continuously making efforts for induction of innovative technologies
and techniques required for the business activities.

•Steps taken bycompany for utilizing alternate sources of energy: NIL
•Capital investment on energy conservation equipment's: NIL

C. FOREIGN EXCHANGE EARNINGS AND OUTGO:

(Rs. In Lakhs)

35. CORPORATE GOVERNANCE REPORT:

As prescribed under the provisions of Regulation 15(2) of the SEBI (Listing Obligations
and Disclosures Requirements) Regulations 2015, the Company does not fall under the
purview of complying with the provisions of Corporate Governance provisions.

However, as a part of good corporate practices and in the interest of transparency, the
Company has voluntarily complied with the certain provisions relating to Corporate
Governance for FY 2024-25.

36. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE. 2016 (31 OF 20161 DURING THE YEAR
ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR:

There are no proceedings initiated and pending under the Insolvency and Bankruptcy
Code, 2016 against the Company during the year under review.

37. TjHE_DEXAlLi>j)jiDlJ:FTR.ENCE_jBETWEEN_AM

THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE

TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH
THE REASONS THEREOF:

The Company has not made any one-time settlement for loans taken from the banks or
financial institutions, and hence the details of difference between amount of the
valuation done at the time of one-time settlement and the valuation done while taking
loan from the banks or Financial Institutions along with the reasons thereof is not
applicable during the year under review.

38. THE RATIO OF THE REMUNERATION OF EACH DIRECTOR TO THE MEDIAN
REMUNERATION OF THE EMPLOYEES OF THE COMPANY FOR THE FINANCIAL
YEAR AND PERCENTAGE INCREASE IN REMUNERATION OF EACH DIRECTOR AND
KMP:

The information required pursuant to Section 197 read with Rule 5 of The Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of
employees of the Company and Directors is furnished hereunder:

39. LISTING FEES:

The Company confirms that it has paid the annual listing fees for the financial year
2024-25 to BSE Limited.

40. CLOSURE OF REGISTER OF MEMBERS AND SHARE TRANSFER BOOKS:

The Register of Members and Share Transfer books of the company was closed from
Wednesday, 17^th September, 2025 to Tuesday, 23^rd September, 2025 (both days
inclusive) for the purpose of the AGM during the financial year ended 31^st March 2025.

41. MATERNITY BENEFIT:

The Company affirms that it has duly complied with all provisions of the Maternity
Benefit Act, 1961, and has extended all statutory benefits to eligible women employees
during the year.

42. PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE f POSH' l

The Company has adopted a policy for Prevention of Sexual Harassment at the
Workplace, in line with the requirements of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act”). An Internal
Complaints Committee ("ICC”) has been duly constituted as per the provisions of the
POSH Act to redress complaints regarding sexual harassment at the workplace.

During the financial year under review, the Company has complied with all the
provisions of the POSH Act and the rules framed thereunder. Further details are as
follow:

43. WEBL1NK OF ANNUAL RETURN. IF ANY:

Pursuant to Section 92(3) of the Companies Act, 2013, the Annual Return for the
financial year ended 31^st March, 2025 is available on the Company's website at:

https://iykot.com/investor-relations/34th-agm/

44. NO ESOP/ BUYBACK DECLARATION:

The Company has not issued any shares under an Employees’ Stock Option Scheme,
Sweat Equity, nor undertaken any Buyback of Securities during the year under
review.

45. SIGNIFICANT CORPORATE ACTIONS POST THE FINANCIAL YEAR ENDED 31^st
MARCH. 2025:

.During the year under review and subsequent to the balance sheet date, the Company
has undertaken the following significant corporate actions:

1. Rights Issue of Equity Shares - The Company launched a Rights Issue of
1,41,96,000 partly paid-up equity shares of ^5.00 each at a premium of ^2.00 per share,
aggregating to ^7.00 per share. At the application stage, a sum of ^1.75 per share (^1.25
towards face value and ?0.50 towards share premium] was collected.

2. Promoter Re-classification Request - The Company has received a request from
Electronics Corporation of Tamil Nadu Limited, an erstwhile Promoter entity, seeking
re-classification from "Promoter” to "Public" category under Regulation 31A of SEB1
(LODR] Regulations, 2015. The application has been filed with BSE and approval from
the Exchange is currently pending.

3. First and Final Call of Rights Issue - After the close of the financial year, the
Company made the First and Final Call of ^5.25 per share (^3.75 towards face value
and ^1.50 towards premium] on the partly paid-up equity shares.

Pursuant to the call, a total of 40,99,746 partly paid-up shares were converted into fully
paid-up shares, with an aggregate amount of ^2.15 crores realised (?1.54 crores
towards face value and ^0.61 crores towards share premium].

4. Balance Partly Paid-Up Shares - Post conversion, 1,00,96,254 shares remain partly
paid-up, which will continue to remain partly paid until receipt of the balance monies
or further corporate action as per law.

5. Fines levied by Stock Exchange: Subsequent to the close of the financial year, the
Company has received communications from BSE regarding certain Standard
Operating Procedure (SOP] fines for alleged compliance delays. It is clarified that no
formal demand for payment has been raised by BSE. The Company has submitted
detailed representations contesting these levies on the grounds that several of the
alleged defaults are time-barred, earlier waived, or already complied with.

Separately, BSE has levied an SOP fine of ^1,75,000 on 25^th May 2025 for the delay in
filing the promoter reclassification application relating to ELCOT under Regulation 31A
of SEBI LODR. As waiver applications can only be made after payment, the Company
has remitted the amount along with applicable GST and has applied for waiver of the
same. Both matters remain under consideration with the Stock Exchange, and the
Company is actively pursuing appropriate reliefs to ensure that no undue financial
burden arises.

46. ACKNOWLEDGEMENT:

Your Directors take this opportunity to express their sincere gratitude to the
encouragement, assistance, cooperation, and support given by the Government
authorities during the year. They also wish to convey their gratitude to all the
customers, auditors, suppliers, dealers, and all those associated with the Company for
their continued patronage during the year.

Your Directors also wish to place on record their appreciation for the hard work and
efforts put in by the employees at all levels. The directors are thankful to the esteemed
stakeholders for their continued support and the confidence reposed in the Company
and its management.

47. CAUTIONARY STATEMENT:

The statements contained in the Board’s Report and Management Discussion and
Analysis Report contain certain statements relating to the future and therefore are
forward looking within the meaning of applicable securities, laws and regulations.
Various factors such as economic conditions, changes in government regulations, tax
regime, other statues, market forces and other associated and incidental factors may
however lead to variation.

Place: Chennai By and on behalf of Board of Directors

Date: 04^th August 2025 For Iykot Hitech Toolroom Limited

Sd/- Sd/-

Likhitta Dugar Velli Paramasivam

Whole-Time Director Director

(DIN:09768742) (DIN:09766538)