The Directors have pleasure in presenting the 19^th Annual Report of your Company and the Audited Financial Statements for
the financial year ended on 31^st March, 2025, together with Auditors' Report thereon.

FINANCIAL RESULTS:

The performance of the Company during the year is summarized below: (Amount in Lakhs)

OPERATION AND PERFORMANCE:

During the year under review, the Income from Operations
is Rs. 3880.04 lakhs as against Rs. 1770.64 lakhs for the
corresponding previous year. The Profit Before Tax is Rs.
4.26 lakhs as against Rs. (90.31) lakhs for the previous year.
The Profit After Tax is Rs. 5.85 lakhs as against Rs. (125.89)
lakhs for the corresponding period. The losses from the
previous year were offset by exiting the windmill segment
of the business, leading to profitability. The Basic Earnings
Per Share for the year-ended 31.03.2025 is Rs. 0.01 as
against Rs. (0.26) for the corresponding previous year ended
31.03.2024.

BUSINESS DEVELOPMENT AND PROSPECTS:

The Company is participating in various tenders floated by
government and non-government organizations to widen its
activities by entering into EPC contracts and solar rooftop
business.

During the year under review, your Company has successfully
commenced commercial production at its newly established
state-of-the-art manufacturing facility at Fabcity, Hyderabad,
with an installed capacity of 180 MW. This facility is dedicated
to the production of TopCon Solar Cell Modules, a next-
generation technology that significantly enhances efficiency
and reliability. This strategic initiative marks Surana Solar's

re-entry into the solar cell module manufacturing space
and is expected to strengthen the Company's competitive
positioning in the renewable energy sector. With growing
demand for clean energy solutions, your Company is well
poised to capitalize on emerging opportunities in both
domestic and international markets. The commissioning of
this advanced facility underscores the Company's long-term
vision of sustainable growth, innovation-driven operations,
and its continued commitment to supporting India's renewable
energy transition.

SUBSIDIARIES/ ASSOCIATES:

Your Company has One Subsidiary as on 31.03.2025
as mentioned below. Further there has been no material
changes in the nature of business of the subsidiary. Also, your
Company is an Associate Company of Surana Telecom and
Power Limited.

In terms of proviso to sub-section (3) of Section 129 of the
Companies Act,2013, the salient features of the financial
statement of the subsidiaries and associates is set out in

the prescribed Form AOC-1, which forms part of the Annual
Report. Pursuant to the provisions of Section 136 of the
Companies Act, 2013, the consolidated financial statements
of the company along with relevant documents are made
available on the website of the Company.

SECRETARIAL STANDARDS:

The Directors state that applicable Secretarial Standards, i.e.,
SS-1 and SS-2, relating to ‘Meetings of the Board of Directors'
and ‘General Meetings', respectively, have been duly followed
by the Company.

SHARE CAPITAL:

The paid-up Share Capital of the Company as on 31^st March,
2025 is Rs. 24,60,33,000 divided into 4,92,06,600 equity
shares of Rs.5/- each. During the year, there was no change
in the Paid-up Capital of the Company.

TRANSFER TO RESERVES:

The Board of Directors of the Company have not recommended
for transfer of any amount to the General Reserve for the
financial year ended 31^st March, 2025.

DIVIDEND:

The Board of Directors have not recommended dividend for
the financial year 2024-25, due to low profitability and capex
plans.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report as
required under schedule V of the SEBI (Listing Obligations
and Disclosure Requirement) Regulations, 2015 forms an
integral part of this Report and gives details of the overall
industry structure, developments, performance and state
of affairs of the Company's business, internal controls and
their adequacy, risk management systems and other material
developments during the financial year.

Management Discussion and Analysis Report is presented in
a separate section and forms part of the Annual Report as
Annexure-II.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

During the year 2024-25, the Company is not covered under
the criteria of Section 135(5) of Companies Act, 2013. The
Company, however over the years, is pursuing as part of its
Corporate Social Responsibility for welfare and aspirations of
the Community. The CSR activities of the Surana Group are
guided by the vision and philosophy of its founding father, Shri
G Mangilal Surana, who embodied the value of trusteeship
in business and laid the Foundation for its ethical and value-
based functioning. The core elements of CSR activities
include ethical functioning, respect for all stake-holders,
protection of human rights, and care for the environment.

DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to the requirement under Section 1 34 of the
Companies Act, 2013, with respect to the Directors'
Responsibility Statement, the Board of Directors of the
Company hereby confirms:

(a) That the preparation of the annual accounts
for the financial year ended 31 ^st March, 2025,

the applicable accounting standards have been
followed along with proper explanation relating to
material departures;

(b) That the directors have selected such accounting
policies and applied them consistently and made
judgments and estimates that are reasonable
and prudent so as to give a true and fair view of
the state of affairs of the company at the end of
the financial year 2024-25 and of the profit of the
company for that period;

(c) That the directors 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) That the directors have prepared the annual
accounts for the financial year ending on 31^st
March, 2025, on a going concern basis; and

(e) That the directors 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

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

STATEMENT ON DECLARATION GIVEN BY INDEPENDENT
DIRECTORS:

The Independent Directors have submitted the declaration
of independence, as required pursuant to sub-section (7) of
section 149 of the Companies Act, 2013 and Regulation 25(8)
of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 stating that they meet the criteria of
independence as provided in sub-section (6) of Section 149
and Regulation 16(1 )(b) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

NOMINATION AND REMUNERATION POLICY:

The Board has, on the recommendation of the Nomination
& Remuneration Committee, framed a policy which lays
down a framework in relation to selection, appointment and
remuneration to Directors, Key Managerial Personnel, Senior
Management and other employees of the Company. The
details of Nomination and Remuneration Committee and
Policy are stated in the Corporate Governance Report.

PARTICULARS OF LOANS, GUARANTEES, SECURITIES
AND INVESTMENTS:

The details of Loans, Guarantees, Securities and Investments
made during the financial year ended 31 ^st March, 2025, are
given in the notes to the Financial Statements in compliance
with the provisions of Section 186 of the Companies Act, 2013
read with Companies (Meetings of Board and its Powers)
Rules, 2014.

RELATED PARTY TRANSACTIONS:

All transactions entered with Related Parties for the year
under review were on arm's length basis and in the ordinary

course of business. There are no materially significant related
party transactions made by the Company with Promoters,
Directors, Key Managerial Personnel or other designated
persons which may have a potential conflict with the interest
of the Company at large. All Related Party Transactions are
placed before the Audit Committee, as also before the Board
for approval, where ever required. Prior omnibus approval of
the Audit Committee is obtained for the transactions which
are of a foreseeable and repetitive nature. A statement giving
details of all related party transactions entered into pursuant
to the omnibus approval so granted are placed before the
Audit Committee and the Board of Directors on a quarterly
basis. The Company has developed a Policy on Related
Party Transactions for the purpose of identification and
monitoring of such transactions. The policy on Related Party
Transactions as approved by the Board is uploaded on the
Company's website www.suranasolar.com.

The particulars of contracts or arrangements with related
parties referred to in sub-section (1) of section 188 is prepared
in Form AOC-2 pursuant to clause (h) of sub-section (3) of
section 134 of the Act, 2013 and Rule 8(2) of the Companies
(Accounts) Rules, 2014 and the same is annexed herewith as
“Annexure-III” to this Report.

AUDIT COMMITTEE:

The Audit Committee consists of Smt. Sanjana Jain
(Independent Director) as Chairman, Shri N. Krupakar Reddy
(Independent Director) and Shri Narender Surana (Director),
as members. The Committee inter alia reviews the Internal
Control System, Reports of Internal Auditors and Compliance
of various regulations. The Committee also reviews the
financial statements before they are placed before the Board.

The recommendations made by the Audit Committee to
the Board, from time to time during the year under review,
have been accepted by the Board. Other details with respect
to the Audit Committee such as its terms of reference, the
meetings of the Audit Committee and attendance thereat
of the members of the Committee, are separately provided
in this Annual Report, as a part of the Report on Corporate
Governance.

ANNUAL RETURN:

The Annual Return in Form MGT-7 is available on the
Company's website, the web link for the same is http://www.
suranasolar.com/annual.php.

PARTICULARS IN RESPECT OF CONSERVATION OF
ENERGY, TECHNOLOGY ABSORPTION, FOREIGN
EXCHANGE EARNINGS AND OUTGO:

The information on Conservation of Energy, Technology
Absorption, Foreign Exchange Earnings and outgo required
to be disclosed under Section 134(3)(m) of the Companies
Act, 2013, read with Rule 8 of the Companies (Accounts)
Rules, 2014 are provided in ‘Annexure-I' forming part of this
Report.

RISK MANAGEMENT POLICY:

In terms of the requirement Section 134(3)(n) of the
Companies Act, 2013 and Regulation 21 of Securities and
Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Company has

The brief particulars of Directors seeking appointment/
re-appointment at this Annual General Meeting are being
annexed to the Notice.

MEETINGS OF THE BOARD:

During the financial year under review, 6 (Six) Board Meetings
were convened and held. The details of the meetings are
given in the Corporate Governance Report. The intervening
gap between the meetings was within the period of 120 days
as prescribed under the Companies Act, 2013 and Regulation
17 of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

DEPOSITS:

The Company has not accepted any deposits in terms of
Section 73 or 76 of the Companies Act, 2013 and as such, no
amount on account of principal or interest on public deposits
was outstanding as on the date of the balance sheet.

LISTING OF EQUITY SHARES:

The Company's equity shares are listed on the following
Stock Exchanges:

(i) BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street,
Mumbai - 400 001, Maharashtra, India; and

(ii) National Stock Exchange of India Limited, Exchange
Plaza, Floor 5, Plot No. C/1, G Block, Bandra -
Kurla Complex, Bandra (East), Mumbai - 400 051,
Maharashtra, India.

The Company has paid the Annual Listing Fees to the said
Stock Exchanges for the Financial Year 2025-26.

STATUTORY AUDITORS:

M/s. Luharuka & Associates, Chartered Accountants were
re-appointed as Statutory Auditors of your Company at the
Annual General Meeting held on 28^th September, 2022, for
a term of five consecutive years from the conclusion of 16^th
Annual General Meeting till the conclusion of the 21^st Annual
General Meeting to be held in the year 2027.

M/s. Luharuka & Associates, Chartered Accountants, have
confirmed that they are not disqualified from continuing as
Auditors of the Company.

There are no qualifications, reservations or adverse remarks
made by M/s Luharuka & Associates, Chartered Accountants,
Statutory Auditors, in their report for the Financial Year ended
31st March, 2025. The Statutory Auditors have not reported
any incident of fraud to the Audit Committee of the Company
in the year under review.

INTERNAL AUDITORS:

The Board of Directors based on the recommendation of the
Audit Committee has appointed M/s. Sekhar & Co., Chartered
Accountants as the Internal Auditors of your Company. The
Internal Auditors are submitting their reports on quarterly
basis to the Audit Committee and Board of Directors.

The Board of Directors of the Company have re-appointed M/s
Sekhar & Co., Chartered Accountants as Internal Auditors to
conduct Internal Audit for the financial year ended 31^st March,
2026.

COST AUDITORS:

The Company has maintained cost records as specified by
Central Government under Section 148(1) of Companies Act,
2013 and such records have been audited by M/s Lavanya &
Associates LLP pursuant to Companies (Cost Records and
Audit) Rules, 2014.

On the recommendation of the Audit Committee, the Board
has re-appointed M/s Lavanya & Associates LLP, as Cost
Auditors for auditing the cost records of the company for
the financial year 2025-26. The Act mandates that the
remuneration payable to the Cost Auditor is ratified by the
shareholders. Accordingly, a resolution seeking ratification
of the shareholders for the remuneration payable to cost
auditors for the FY 2025-26 is included in the AGM Notice

The Cost Auditors' Report of financial year 2024-25 did not
contain any qualifications, reservations, adverse remarks or
disclaimers and no frauds were reported by the Cost Auditors
to the Company under sub-section (12) of Section 143 of the
Act.

SECRETARIAL AUDITORS:

Based on the recommendation of the Audit Committee,
the board at its meeting held on 3rd September, 2025 has
recommended for appointment of M/s Rakhi Agarwal,
practicing company secretaries, Hyderabad ( Firm Registration
No. I2004AP4527000 and Peer Review No. 7009/2025) as
Secretarial Auditors of the Company to hold office for a term
of five consecutive years commencing from FY 2025-26 till
FY 2029-30, subject to the approval of shareholders as per
SEBI Listing Regulations read with Section 204 of the Act and
Rules there under.

The Secretarial Audit Report issued by Mrs. Rakhi Agarwal,
Company Secretary in Practice for the financial year 2024-25,
is annexed herewith as Annexure-IV.

The Secretarial Audit Report does not contain any qualification,
reservation or adverse remark.

ANNUAL SECRETARIAL COMPLIANCE REPORT:

The Company has undertaken an audit for the Financial Year
2024-25 for all applicable compliances as per Securities
and Exchange Board of India Regulations and Circulars/
Guidelines issued thereunder. The Annual Secretarial
Compliance Report duly signed by Mrs. Rakhi Agarwal,
Company Secretary in Practice has been submitted to the
Stock Exchanges and is annexed at Annexure V to this
Board's Report.

REPORTING OF FRAUDS BY AUDITORS:

During the year under review, the Statutory Auditors, Internal
Auditors and Secretarial Auditor have not reported any
instances of frauds committed in the Company by its Officers
or Employees to the Audit Committee under section 143(12)
of the Companies Act, 2013, details of which needs to be
mentioned in this Report.

CORPORATE GOVERNANCE:

The Company has implemented the procedures and adopted
practices in conformity with the Code of Corporate Governance
as per the requirements of SEBI (Listing Obligations and
Disclosure Requirements), Regulations, 2015.

A separate report on corporate governance practices
followed by the Company, together with a Certificate from
the Company's Auditors confirming compliances forms an
integral part of this Report.

VIGIL MECHANISM:

The Company has adopted a Whistle Blower Policy
establishing vigil mechanism to provide a formal mechanism
to the Directors and employees to report concerns about
unethical behavior, actual or suspected fraud or violation of
Code of Conduct and Ethics. It also provides for adequate
safeguards against the victimization of employees who
avail of the mechanism and provides direct access to the
Chairperson of the Audit Committee in exceptional cases. It is
affirmed that no personnel of the Company have been denied
access to the Audit Committee. The policy of vigil mechanism
is available on the Company's website. The Whistle Blower
Policy aims for conducting the affairs in a fair and transparent
manner by adopting highest standards of professionalism,
honesty, integrity and ethical behavior.

PARTICULARS OF EMPLOYEES:

A. Disclosures with respect to the remuneration of Directors
and employees as required under Section 197(12)
of Companies Act, 2013 and Rule 5 (1) Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is provided as follows:

(i) The ratio of the remuneration of each director to
the median remuneration of the employees of the
company for the financial year;

(ii) The percentage increase in remuneration of each
director, Chief Financial Officer, Chief Executive
Officer, Company Secretary or Manager, if any, in
the financial year;

(iii) The percentage increase in the median
remuneration of employees in the financial year
is: 6.58 %

(iv) The number of permanent employees on the rolls
of company: 33

(v) Average percentile increases already made
in the salaries of employees other than the
managerial personnel in the last financial year
and its comparison with the percentile increase
in the managerial remuneration and justification
thereof and point out if there are any exceptional
circumstances for increase in the managerial
remuneration;

(vi) The average increase in salaries of employees
other than managerial personnel in 2024-25 was
36.67%. Percentage increase in the managerial
remuneration for the year was Nil.

(vii) Affirmation that the remuneration is as per the
remuneration policy of the company: Yes.

B. In terms of the provisions of Section 197(12) of the
Act read with Rules 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, a statement showing the names
of the top ten employees in terms of remuneration drawn
and names and other particulars of the employees
drawing remuneration in excess of the limits set out in
the said rule's forms part of this Report.

Having regard to the provisions of the second proviso
to Section 136(1) of the Act and as advised, the Annual
Report excluding the aforesaid information is being sent
to the members of the Company. The said Annexure
is open for inspection at the Registered office of your
Company. Any member interested in obtaining copy of
the same may write to Company Secretary.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an Internal Control System, commensurate
with the size, scale and complexity of its operations. To
maintain its objectivity and independence, the Internal Audit
function reports to the Chairman of the Audit Committee of
the Board.

The Internal Auditors team carries out extensive audit and
evaluates the efficacy and adequacy of internal control
system in the Company, its compliance with operating
systems, accounting procedures and policies at all locations
of the Company and its subsidiaries. Based on the report of
internal audit function, process owners undertake corrective
action in their respective areas and thereby strengthen the
controls. Significant audit observations and corrective actions
thereon are presented to the Audit Committee of the Board.

CHANGE IN NATURE OF BUSINESS:

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

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURT:

There are no significant and material orders passed by the
Regulators or Courts or Tribunals which would impact the
going concern status of the Company and its future operations.

DETAILS OF ANY PROCEEDING PENDING UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016:

During the year, no corporate insolvency resolution process
was initiated under the Insolvency and Bankruptcy Code,
2016, either by or against the Company, before National
Company Law Tribunal.

ONE TIME SETTLEMENT WITH ANY BANK OR FINANCIAL
INSTITUTION:

No disclosure or reporting is required in respect of 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, as the
Company had not made any one-time settlement with any
bank or financial institution during the year.

MATERIAL CHANGES AND COMMITMENTS:

There are no material changes and commitments, affecting
the financial position of the Company which occurred between
the end of the financial year 31^st March, 2025 to which the
financial statements relates and the date of signing of this
report.

HUMAN RESOURCES:

The industrial relations of the Company continued to be
harmonious during the year under review.

ISO 9001-2008 CERTIFICATION:

Your Company continues to hold ISO 9001-2008 Certification
by meeting all the requirements of Certification from time to
time.

POLICY ON SEXUAL HARRASSEMENT:

The Company has adopted policy on Prevention of Sexual
Harassment of Women at Workplace in accordance with The
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.

The Internal Complaints Committee (ICC) has been setup
to redress complaint received regarding sexual harassment.
During the period under review, no complaints were received
by the ICC.

CAUTIONARY STATEMENT:

Statements in the Board's Report and the Management
Discussion & Analysis describing the Company's objectives,
expectations or forecasts may be forward-looking within

the meaning of applicable securities laws and regulations.
Actual results may differ materially from those expressed
in the statement. Important factors that could influence the
Company's operations include global and domestic demand
and supply conditions affecting selling prices of finished
goods, input availability and prices, changes in government
regulations, tax laws, economic developments within the
country and other factors such as litigation and industrial
relations.

ACKNOWLEDGEMENTS:

The Directors take this opportunity to place on record their
sincere thanks to the suppliers, customers, strategic partners,
Banks and Financial Institutions, Insurance Companies,
Central and State Government Departments and the
shareholders for their support and co-operation extended
to the Company from time to time. Directors are pleased
to record their appreciation of the sincere and dedicated
services of the employees and workmen at all levels.

For and on behalf of the Board of Directors
Surana Solar Limited

MANGILAL NARENDER SURANA MANISH SURANA

DIRECTOR DIRECTOR

DIN:00075086 DIN: 00014373

Place: Secunderabad
Date: 03.09.2025