Your directors have pleasure in presenting the Annual Report together with the Audited Financial Statement
of Accounts of the Company for the financial Year ended March 31, 2026.

1. FINANCIAL SUMMARY OR HIGHLIGHTS OF THE COMPANY:

The Company’s financial performance during the Financial Year ended on 31st March, 2026 on
standalone basis is as under:

2. OPERATIONS & BUSINESS ACTIVITIES

The key highlights of your Company’s performance based on Standalone Financial Results during the
year under review are:

i. Revenue from operation is Rs. 36459.15 Lakhs as against Rs. 25,052.58 Lakhs in the last year

ii. Profit before taxation is Rs. 4246.72 Lakhs as against Rs. 2949.90 Lakhs in the last year

iii. Net profit after taxation is Rs. 3172.46 Lakhs as against Rs. 2202.50 Lakhs in the last year.

During the year under review, your Company discloses Standalone Financial Results on a yearly basis.
The Financial Statements of your Company have been prepared in accordance with the applicable
Accounting Standards notified under the relevant provisions of the Companies Act, 2013, as applicable.
For investors, the Company represents a promising opportunity. The company’s consistent growth,
innovative approach, and robust financial health make it an attractive proposition.

During the year under review Company operates in the business of manufacture, buy, sell, exchange,
trading or otherwise dealing in any manner whatsoever in all kinds of conductors, cables, wire and
any other electrical goods. Together with that the company has extended the business towards the EPC
Infrastructure Projects related works since December 2025. These segments collectively reflect the
Company’s diversified business model and its commitment to creating scalable and impactful solutions
across sectors.

The Company is well-positioned to leverage its strengths and deliver sustained value to its shareholders.

3. EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) and Section 92(3) of the Act, as amended, read with
Rule 12 of the Companies (Management and Administration) Rules, 2014, the draft Annual Return of the
Company for the Financial Year ended March 31, 2026 is available on the website of the Company at https://
www.jdcables.in/

4. SHARE CAPITAL

The Company has the Authorized Capital of Rs. 25,00,00,000/- divided into 2,50,00,000 equity shares
of Rs. 10/-each while the paid-up share capital as on March 31, 2026 is Rs. 22,55,11,120 /- divided into
2,25,51,112 equity shares of Rs. 10/- each.

Sequence of events in relation to Share Capital:1. Private Placement -Pre IPO (BM dated 04.04.2025, EOGM dated 07.04.2025, Allotment dated
18.04.2025)

The Board of Directors of the company created, offered, issued and allotted up to 1,352 (One
Thousand Three Hundred Fifty-Two Only) Equity Shares of face value of Rs. 10/- each, for cash at
a price of Rs. 38,545/- (Rupees Thirty-Eight Thousand Five Hundred Forty-Five only) per share,
including of premium of Rs. 38,535/- (Rupees Thirty-Eight Thousand Five Hundred Thirty-Five
Only) per share for a total consideration of up to Rs. 5,21,12,840/- (Rupees Five Crore Twenty-One
Lakhs Twelve Thousand Eight Hundred Forty Only)

2. Bonus Issue (BM dated 11.06.2025, EOGM for Allotment dated 17.06.2025)

The Board of Directors capitalized a sum not exceeding Rs. 16,94,61,600/- (Rupees Sixteen Crore
Ninety-Four Lakhs Sixty-One Thousand Six Hundred Only) out of the amount standing to the credit
of the securities premium account as at June 11, 2025 as available in the latest audited financial
statements as at December 31, 2025, capitalized and transferred to Share Capital Account.

Out of which, the Board of Directors issued new equity shares of the Company of Rs. 10/- (Rupees
Ten Only) each as fully paid-up Bonus Shares to the persons who, on the Record Date i.e. 27th June
2025, in the proportion of 330:1 i.e. 330 (Three Hundred Thirty) New fully paid equity shares for
every 1 (One) equity share.

3. Initial Public Offering (IPO)

The Board of Directors came with an Initial Public Offering (IPO) in financial year 2025-26 and
the company got listed on BSE-SME Platform (BSE Symbol/Code: JDCABLES/544524) on 25^th
September, 2025 and the allotment for the same was done on 23^rd September, 2025.

Details of the offer:

The Company has neither issued shares with differential voting rights, sweat equity shares nor has
it granted any stock options.

5. TRANSFER TO RESERVES

During the period under review no amount is proposed to be carried to General reserve. The provision
is not applicable on the company therefore the provision not made during the year.

6. DIVIDEND

The Board of Directors does not recommend any dividend for the financial year ended March 31, 2026,
in order to conserve resources for future growth and expansion.

7. DEPOSITS

Company has neither invited not accepted any deposit from the public within the meaning of Chapter
V of the Companies Act, 2013 made there under and, as such, no amount of principal or interest was

outstanding on the date of the Balance Sheet and also on the date of this Report.

As per Rule 3(1)(c) of the Acceptance of Deposits Rules 2014, the Company is in compliance with the
exempt deposits on yearly basis through filing of E. Form DPT-3 Return of Deposits on MCA website.

8. COMPLIANCE WITH SECRETARIAL STANDARD

The Company has complied with the applicable Secretarial Standards (as amended from time to time)
on meetings of the Board of Directors and Shareholders issued by The Institute of Company Secretaries
of India and approved by Central Government under Section 118(10) of the Companies Act, 2013.
As required by law, the details of the same are provided in MGT-8 Compliance Certificate issued by
Practicing Company Secretary, which is attached as 'Annexure - E' to this Board’s Report.

9. AUDITORS AND AUDITORS REPORT
Statutory Auditor

As per Section 139 of the Companies Act, 2013, the Board of Directors appointed M/s. Vinod Singhal &
Co. LLP, Chartered Accountants (FRN: 005826C/C400276) as the Statutory Auditor of the Company for
a term of 5 years to hold office till the Annual General Meeting of the Company to be held in Financial
Year 2029-30, as per the provisions of Section 139 of the Act, they are not disqualified from continuing
as Auditors of the company.

The Auditors of the company have not reported any instance of fraud committed against the company
by its officers or employees under Section 143(12) of the Companies Act, 2013. The Auditors’ Report
for FY 2025-26 is unmodified i.e. it does not contain any qualification, reservation or adverse remark or
disclaimer. Further, eligible for re-appointment as a statutory auditor firm for a term of 5 years in the
year 2030.

Secretarial Auditor

Pursuant to the provisions of Section 204(1) and other applicable provisions, if any, of the Companies
Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel),
Rules 2014, Mr. Sachin Pilania, Practicing Company Secretaries had been appointed as Secretarial Auditor
at the 10th Annual General Meeting to conduct Secretarial Audit for the period of Five consecutive years
commenced from financial year 2025-26 and ending on financial year 2029-30 at a remuneration as
may be decided by the Board from time to time.

10. FRAUDS REPORTED BY THE AUDITORS

No fraudulent activities were reported by the auditors of the Company during the period under review
pursuant to the provision of Section 143(12) of the Companies Act, 2013.

11. BOARD'S COMMENT ON THE AUDITORS' REPORT

The Board not commented or given explanation on the Auditor’s Report as there was no qualification,
reservation, adverse remark or disclaimer made by the statutory auditor in his report.

12. CHANGE IN THE NATURE OF BUSINESS

The company’s main object is manufacturing of Wires, Cables and Conductors during the year 2026.
Also, the company has expanded to EPC business also and entered into new venture of construction.

13. CHANGE IN REGISTERED OFFICE

During the financial year, there is no change in the registered office of the company.

The Registered Office of the company is Arch Square X2, 14th Floor, 1401, Salt Lake Sector V, Near
College More, Sech Bhawan, North 24 Parganas, Saltlake, West Bengal, India, 700091.

14. DETAILS OF MEETINGS CONDUCTED DURING THE FINANCIAL YEAR ENDED MARCH 31, 2026

a) Board Meeting:

The Board meets at regular intervals to discuss and decide on policy and strategy apart from other
Board business. During the year, Seventeen (17) Board Meetings were convened and held. The
intervening gap between the Meetings was within the period prescribed under the Companies Act,
2013 and any amendment thereof. The details regarding Board Meetings are given below:

d) Other Committees:

The Company has various committees in compliance with the requirements of the Companies Act,
2013 & Securities Exchange Board of India (LODR Regulations) 2015 after the listing of the company
on BSE-SME Platform.

The same is discussed below:

Audit Committee: The Audit Committee comprises the following Directors as members: Mr.
Ganga Sharan Pandey- Chairman (Independent Director), Mr Piyush Garodia- Member (Managing
Director), Ms. Twinkle Pandey- Member (Independent Director). During the year under review,
the Audit Committee met five (5) times i.e. 28.06.2025, 30.08.2025, 06.09.2025, 14.11.2025 &
09.02.2026

Nomination and Remuneration Committee: The Nomination and Remuneration Committee
comprises the following Directors: Mr. Ganga Sharan Pandey- Chairman (Independent Director),
Mr. Pratik Kumar Ganeriwala- Member (Director), Ms. Twinkle Pandey- Member (Independent
Director). During the year under review, the Nomination and Remuneration Committee met two (2)
times i.e. 28.06.2025 & 06.09.2025.

Stakeholders Relationship Committee: The Stakeholders Relationship Committee comprises
the following Directors: Mr. Ganga Sharan Pandey- Chairman (Independent Director), Mr. Piyush
Garodia- Member (Managing Director) & Mr. Pratik Kumar Ganeriwala- Member (Director).
During the year under review, the Nomination and Remuneration Committee met two (2) times i.e.
28.06.2025 & 06.09.2025.

The Company has constituted a Business Co-ordination Committee to discuss the day-to-day
operations and decisions related to business, for better and fast compliance.

The details of the same is as below:

Business Co-Ordination Committee: The Business Co-Ordination Committee comprises the
following Directors: Mr. Piyush Garodia - Chairman (Independent Director), Mr. Rajesh Jhunjhunwala-
Member (Director) & Mr. Pratik Kumar Ganeriwala- Member (Director). During the year under
review, the Business Co-ordination Committee met thirteen (13) times.

15. DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with the Companies
(Appointment and Qualification of Directors) Rules, 2014 and Articles of Association, Mr. Rajesh
Jhunjhunwala (DIN: 10781593) retires by rotation and being eligible offers himself for re-appointment
at the ensuing 11^th Annual General Meeting of the Company. The Board of Directors on recommendation
of Nomination & Remuneration Committee has recommended his re-appointment.

In accordance with the provisions of Sections 2(51), 203 of the Companies Act, 2013 read with
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any
statutory modification(s) or re-enactment(s) for the time being in force). The Board of Directors and
KMPs of the Company as on 31^st March, 2026 was as follows:

During the year under review, there was no change in the constitution of the Board and KMPs.
Declaration by Independent Directors:

All Independent Directors have given declarations to the effect that they meet the criteria of independence
as laid down under Section 149(6) of the Companies Act, 2013 read with Regulation 16 of SEBI (Listing

obligations and Disclosures Requirements), Regulations 2015. In the opinion of the Board, Independent
Directors fulfil the conditions specified in the Act, Rules made there under and Listing Regulations.
There has been no change in the circumstances affecting their status as Independent Directors of the
Company. None of the Directors disqualifies for appointment/ reappointment under Section 164 of the
Companies Act, 2013.

Evaluation of Board's Performance:

The Company has devised a Policy for performance evaluation of the Board, Committees and other
individual Directors (including Independent Directors) which include criteria for performance
evaluation of Non-executive Directors and Executive Directors. The evaluation process inter alia
considers attendance of Directors at Board and committee meetings, acquaintance with business,
communicating inter se board members, effective participation, domain knowledge, compliance with
code of conduct, vision and strategy. Your Company has established well defined familiarization and
induction program. Further, at the time of the appointment of an Independent Director, the Company
issues a Letter of appointment outlining his / her role, function, duties and responsibilities. The Board
carried out an annual performance evaluation of the Board, Committees, Individual Directors and
the Chairman. The Chairman of the respective Committees shared the report on evaluation with the
respective Committee members. The performance of each Committee was evaluated by the Board,
based on report on evaluation received from respective Committees. The report on performance
evaluation of the Individual Directors was reviewed by the Chairman of the Board and feedback was
given to Directors. Pursuant to the provisions of the Companies Act, 2013 read with the Rules issued
there under and the Listing Regulations (including any statutory modification(s) or re-enactment(s)
for the time being in force), the process for evaluation of the annual performance of the Directors /
Board / Committees was carried out. In a separate meeting of Independent Director’s, performance of
non-independent directors, performance of the board as a whole and performance of the chairman was
evaluated, taking into account the view of executive directors and non-executive directors. The same
was discussed in the board meeting that followed the meeting of the independent directors at which
the performance of the Board, its committees and individual directors was also discussed. Performance
evaluation of independent directors was done by the entire board excluding the independent directors
being evaluated.

16. DIRECTOR RESPONSIBILITY STATEMENT

The Directors would like to inform the Members that the Audited Accounts for the financial year ended
March 31, 2026, are in full conformity with the requirements of the Companies Act, 2013. The Financial
Accounts are audited by the Statutory Auditors, M/s. Vinod Singhal & Co. LLP, Chartered Accountants
(FRN: 005826C/C400276). The Directors further confirm that:

a) In the preparation of the annual accounts for the financial year ended March 31, 2026, the applicable
accounting standards, read with the requirements set out under Schedule III to the Act, have been
followed, and there are no material departures from the same.

b) The Directors have selected such accounting policies, applied them consistently, and made
judgements and estimates that are reasonable and prudent so as to give a true and fair view of the
state of affairs of the company for the financial year ended March 31, 2026.

c) The Directors have taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding the assets of the Company and
preventing and detecting fraud and other irregularities.

d) The Directors have prepared the annual accounts on a 'going concern’ basis.

e) As per the provisions of sub clause (e) of section 134(3) of the Companies Act, 2013 pertaining to
laying down internal financial controls is applicable to the Company and attached as an annexure
with the Auditors Report.

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

17. DETAILS OF SIGNIFICANT MATERIAL ORDERS PASSED BY REGULATORS/COURTS/ TRIBUNALS
AGAINST THE GOING CONCERN STATUS OF THE COMPANY

No significant and material order has been passed by the regulators, courts, tribunals impacting the
going concern status and Company’s operations in future.

18. MATERIAL CHANGES AND COMMITMENT IF ANY 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 THE REPORT

The company listed its equity shares in BSE-SME Platform as on 25^th September, 2025 in the financial
year 2025-26. Also, company expanded its business into civil and electrical works related to EPC
Infrastructure Projects in the State of Jharkhand.

19. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR
DISCLAIMERS MADE BY THE PRACTICING COMPANY SECRETARY IN THEIR REPORT

The above details are provided in MR-3 Secretarial Audit Report, which is attached as 'Annexure - D’ to
this Board’s Report.

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

The company has not granted any loans, guarantees or investments under Section 186 of the Companies
Act, 2013, hence, the same are not applicable to the Company.

21. DETAILS OF SUBSIDIARY, JOINT VENTURE OR ASSOCIATE COMPANIES

As of the date of this report, the Company has no subsidiary, Joint Venture or Associate companies, as
defined under Section 2(87) of the Companies Act, 2013.

As required by law, the NIL report of the same is provided in Form AOC-1, which is attached as 'Annexure
- A’ to this Board’s Report.

22. INTERNAL FINANCIAL CONTROL (IFC)

The Company, being a Listed entity, falls under the prescribed class of companies as specified under
Section 134(5)(e) of the Companies Act, 2013 read with Rule 8(5)(viii) of the Companies (Accounts)
Rules, 2014, is established in the 'Annexure-B' attached in the Auditors Report for the financial Report
ending as on 31^st March 2026. The same is based on the adequacy and operating effectiveness of
Internal Financial Controls over financial reporting.

Accordingly, the Board acknowledges the importance of having appropriate internal controls and
has ensured that adequate internal processes and systems are in place for operational efficiency,
safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of
accounting records, and timely preparation of reliable financial information.

The Company remains committed to continually reviewing and strengthening its internal control
systems in line with best industry practices.

23. VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has established a Vigil Mechanism / Whistle Blower Policy for directors and employees
to report to the management instances of unethical behavior, actual or suspected, fraud or violation of
the Company’s code of conduct or ethics policy, if any.

The Board at its meeting held on 11^th June,2025 has adequate safeguards against victimization of
employees and directors who avail of the vigil mechanism and also provide for direct access to the
chairperson of the Audit committee or the director nominated to play the role of audit committee, as the
case may be, in exceptional cases and the web link of the same is: https://jdcables.in/policies/

24. CORPORATE SOCIAL RESPONSIBILITY

As per the provision of Section 135 the Company was required to spend Rs. 4, 82,662 /- (Rupees Four

lakh Eighty-two Thousand Six hundred and sixty-two Only) during the F.Y. 2024-25. The Company has
made a provision for the required amount but has not spent the same during the previous year The
unspent amount, which does not relate to any ongoing project, is required to be transferred to a Fund
specified in Schedule VII to the Companies Act, 2013 within a period of six months from the end of the
financial year The Company had decided that the unspent CSR for FY 2024-25 will be spent together
with the CSR Provisions for the FY 2025-26. Therefore, the company has spent Rs. 30,00,000 in FY
2025-26 to meet the CSR expense which includes CSR to be spent for Fy 2024-25 of Rs. 4,82,662 and
FY 2025-26 of Rs. 23,35,813. The carried forward amount of Rs. 1,81,526 will be utilized in FY 2026-27
against the CSR provisions.

In terms of Section 135 and Schedule VII of the Companies Act, 2013, CSR Committee formation is not
applicable on the company as the CSR spend has not crossed 50 lakhs to constitute a committee.

The Brief Outline of CSR activities and initiatives undertaken during the year has been annexed as
'Annexure - C’ to the Directors’ Report with CSR Report. Also, the CSR Policy is duly uploaded on the
website of the Company at www.jdcables.in

25. STATEMENT ON DECLARATION GIVEN BY THE INDEPENDENT DIRECTOR UNDER SUB SECTION
(6) OF SECTION 149 OF COMPANIES ACT, 2013

All the Independent Directors of your Company have submitted a declaration at the time of their
appointment and also annually that they meet the criteria of independence as laid down under Section
149(6) of the Act. All requisite declarations were placed before the Board.

26. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS &
OUTGOa) CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION

Conservation of energy is of utmost significance to the Company. Operations of the Company are
not energy intensive. However, 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.

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

• Steps taken by company for utilizing alternate sources of energy: NIL

• Capital investment on energy conservation equipment’s: NIL

b) FOREIGN EXCHANGE EARNINGS AND OUTG

27. MAINTENANCE OF COST RECORDS AS SPECIFIED UNDER SECTION 148(1) OF THE COMPANIES
ACT, 2013

The provision relating to maintenance of cost records as per Section 148 of the Companies Act, 2013
read with Companies (Audit & Auditors) Rules, 2014 is applicable to the Company. The Board is duly
conducting Cost Audit every year, of the Cost Accounting Records maintained by the Company for F.Y.
2025-26.

28. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013SSSS

Our Company has always believed in providing a safe and harassment free workplace for every individual
working in the Company premises. Company always endeavors to create and provide an environment
that is free from any discrimination and harassment. The policy on prevention of sexual harassment

at workplace aims at prevention of harassment of employees {whether permanent, temporary, ad-
hoc, consultants, interns or contract workers irrespective of gender} and lays down the guidelines
for identification, reporting and prevention of undesired behavior. The same has been updated on the
website of the Company, link of the same is: Policies - JD Cables
During the year no such complaints were received.

29. CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

During the financial year 2025-26, the Company entered into transactions with related parties. These
transactions were conducted on an arm’s length basis and in the ordinary course of business, in
compliance with the provisions of Section 188 of the Companies Act, 2013, read with the applicable
rules.

As required by law, the details of these related party transactions are provided in Form AOC-2, which is
attached as 'Annexure - B’ to this Board’s Report.

30. COMPANY'S POLICY RELATING TO DIRECTORS' APPOINTMENT, PAYMENT OF REMUNERATION
AND DISCHARGE OF THEIR DUTIES

The provisions of Section 178(1) relating to constitution of Nomination and Remuneration Committee
are applicable to the Company and hence the Company has made Nomination and Remuneration policy
relating to appointment of Directors, payment of Managerial remuneration, Director’s qualifications,
positive attributes, independence of Directors and other related matters as provided under Section
178(3) of the Companies Act, 2013.

31. RISK MANAGEMENT

Risk Management is the process of identification, assessment and prioritization of risks followed
by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of
unfortunate events or to maximize the realization of opportunities. The Company has laid down a
comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board from
time to time. These procedures are reviewed to ensure that executive management controls risk through
means of a properly defined framework. The major risks have been identified by the Company and its
mitigation process/measures have been formulated in the areas such as business, project execution,
dg event, financial, human, environment and statutory compliance. The same has been updated on the
website of the Company, link of the same is: Policies - Jd Cables

32. PARTICULARS OF EMPLOYEES

As per provisions of section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules,
2014, every company is required to provide particular of employees in the Directors’ Report exceeding
the stipulated remuneration limit(s). So, the provisions of Section 134 of the Companies Act, 2013 has
been complied with.

33. 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

The company has never made any one-time settlement against the loans obtained from Banks and
Financial Institution and hence this clause is not applicable.

34. GENERAL DISCLOSURES

Your directors state that:

i. No proceedings are pending against the Company under the Insolvency and Bankruptcy Code, 2016.

ii. The Company serviced all the debts & financial commitments as and when they became due and no
settlements were entered into with the bankers.

iii. The Company does not have any Employee Stock Option Plan.

35. ACKNOWLEDGEMENTS

Your directors would like to express their grateful appreciation for the excellent support and co¬
operation received from the Banks, MCA, Registrar and Share Transfer Agents, Registrar of Companies,
Depositories, Customers, Business Associates, Members and other Stakeholders during the year under
review. Your directors’ also place on record their deep appreciation for the valuable contribution of
the employees at all levels for the progress of your Company during the year and look forward to their
continued co-operation in realization of the corporate goals in the years ahead.

For and on behalf of the Board
JD CABLES LIMITED

Piyush Garodia Rajesh Jhunjhunwala

Place: Kolkata Managing Director Whole Time Director

Date: 29.05.2026 DIN: 7194809 DIN: 10781593