Your directors are delighted to present the Annual Report and Audited Accounts for the period ended on 31^st March, 2024.

1.FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY.

(Amt. in lakh)

2. STATE OF COMPANY'S AFFAIRS

During the year under review, your company did well. Your directors expect that the company will achieve new heights in upcoming years.

3. FINANCIAL PERFORMANCE

During the period under review, the company reported total revenue of ? 2074.67 lakhs for the current year against ? 1482.81 lakhs for the previous year. The Net Profit for the year under review amounted to ^221.27 lakhs in the current year as compared to last year amounting to ? 204.50 lakhs.

4. DIVIDEND

Keeping in mind the future funds requirement, Directors did not recommend any dividend for the F.Y. ended on 31st March 2024.

5. CASH FLOW STATEMENT

As required under Regulation 34 of the SEBI (LODR) Regulations, 2015, a Cash Flow Statement forms part of Annual Report

6. FUTURE PROSPECTS

Barring unforeseen circumstances, the Directors of your Company expect a better future for the Company.

7. SUBSIDIARIES. JOINT VENTURES AND ASSOCIATE COMPANIES.

The Company does not have any Subsidiary, Joint Ventures and associate companies.

8. CHANGE IN THE NATURE OF BUSINESS. IF ANY.

There has been no change in nature of business of the Company during the FY 2023-2024 which is under review.

9. MATERIAL CHANGES AND COMMITMENTS. IF ANY. AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT.

The company successfully launched its Initial Public Offering (IPO) amounting to Rs. 19.46 crores. Through this IPO, the company offered shares to the public for the first time, allowing investors to become part owners. The proceeds from the IPO are to support the company's growth plans, such as expanding operations, funding new projects, etc. in alignment with the company's strategic goals.

Following the successful subscription and completion of regulatory processes, the company attained the status of a listed entity on the National Stock Exchange (NSE) as on 24th July 2024. This transition marks a significant milestone in the company's journey, as it not only enhances the company's visibility and credibility but also opens new avenues for capital raising in the future.

10. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE.

There is no such order passed by regulator or court or tribunals during the year hence there is no impact of going concern status and company's operation in future.

11. DEPOSITS

The Company has not invited/received any deposits from the Public during the year.

12. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management discussion & analysis is annexed to the annual report of the company.

13. AUDITORS' REPORT

The Auditors Report for the period has been with this report, which is self-explanatory and no comments required on that.

14. TRANSFER OF UNPAID AND UNCLAIMED DIVIDENDS TO INVESTOR EDUCATION AND PROTECTION FUND

The Ministry of Corporate Affairs under Sections 124 and 125 of the Companies Act, 2013 requires dividends that are not encased/ claimed by the shareholders for a period of seven consecutive years, to be transferred to the Investor Education and Protection Fund (IEPF). In FY 2023-24, there was no amount due for transfer to IEPF.

15. CHANGE IN SHARE CAPITAL

During the Financial Year under review, there were changes in capital structure of the company as shown in the table below and there are no outstanding shares issued with differential rights, sweat equity or ESOS.

Details of increase in Authorised Share Capital

During the financial year, the Authorised share capital of our Company has been altered in the manner set forth below:

During the financial year, the Paid-up share capital of our Company has been altered in the manner set forth below

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

The particulars with respect to conservation of energy and technology absorption as required under companies does not arise as not applicable to Company and also there were no Foreign Exchange earnings or out go doing the year.

17. CHANGES IN MANAGEMENT STRUCTURE

• Appointments and resignations (if anv) during the year are as follows:

• COMMITTEES OF BOARD OF DIRECTORS AS ON 31^st MARCH, 2024

• Independent Directors:

Our Company has received annual declarations from all the Independent Directors of the Company confirming that they meet with the criteria of Independence provided in Section

149(6) of the Companies Act, 2013 and Regulations 16(1) (b) & 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,the declarations from directors attached with this board report as annexure V & VI, and there has been no change in the circumstances, which may affect their status as Independent Director during the year.

The Independent Directors met on May 05, 2024, without the attendance of NonIndependent Directors and members of the Management. The Independent Directors reviewed the performance of Non-Independent Directors and the Board as a whole; the performance of the Chairman of the Company, taking into account the views of Executive Directors and Non-Executive Directors and assessed the quality, quantity and timeliness of flow of information between the Company Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

18. AUDITORS

• Statutory auditor

The company "MACOBS TECHNOLOGIES LIMITED" obtained the status of listed entity on 24th July, 2024. Pursuant to the change, in accordance with Regulation 33 of SEBI (LODR) Regulations, 2015 the Company is required to appoint a statutory auditor who has subjected himself to the peer review process and holds a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India. The statutory auditor of the company, M/s NAVP & Associates tendered their resignation on 20th July, 2024, due to which casual vacancy occurred in the office of auditors. Therefore, to fill the casual vacancy occurred due to resignation of the statutory auditor, the Board of directors of the company at their board meeting held on 22nd July, 2024 accorded their consent to appoint M/s NGMKS & Associates (A peer reviewed audit firm) as the statutory auditor of the company. Thereafter, on 31st August, 2024 the board of directors at their board meeting recommended the ratification of appointment of M/s NGMKS & Associates (A peer reviewed audit firm) as the statutory auditor of the company subject to shareholders approval in the ensuing annual general meeting of the company.

The notice to accounts referred to in the auditor report are self-explanatory and therefore do not call for any further comments the auditor report does not contain any qualification, reservation or adverse remark.

• Secretarial Auditor:

Pursuant to Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors of the Company had appointed Ms. Neeta Sinha, Practicing Company Secretary, (COP No. 24774), to undertake the Secretarial Audit of the Company. Their Secretarial Audit Report, in prescribed Form No. MR-3, is annexed to the Directors Report as Annexure I, and does not contain any qualification, reservation or adverse remarks.

• Cost Auditor

The company does not fall within the provisions of Section 138 of Company's Act, 2013 read with the Companies (Cost records & Audit) Rules, 2014, therefore such records are duly maintained.

• Internal Auditor:

Although the company has established adequate internal control procedures, policies, and guidelines commensurate with its size and nature of business, the provisions of Section 138 of the Companies Act, 2013, along with the applicable Rules, were not mandatory until the financial year 2023-24, as the company, being unlisted, did not meet the criteria for the appointment of an internal auditor.

However, with the company's status changing from unlisted to listed on 24th July 2024, it is now required to comply with Section 138 of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014, for the financial year 2024-25. The company is actively seeking a suitable internal auditor to fulfil the prescribed requirements within the stipulated timeframe.

19. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS.

Number of board meetings held were 16 (sixteen) during the year ended 31^st March, 2024.

Date of Board Meetings-

The name of members of the Board their attendance at board meetings are as under:

20. Performance Evaluation:

The Board of Directors has carried out an annual evaluation of its own performance, board committees and individual directors pursuant to the provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 in the following manners:

• The performance of the board was evaluated by the board, after seeking inputs from all the directors, on the basis of the criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc.

• The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

• The board and the nomination and remuneration committee reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.

• In addition, the chairman was also evaluated on the key aspects of his role.

Separate meeting of independent directors was held to evaluate the performance of nonindependent directors, performance of the board as a whole and performance of the chairman, taking into account the views of executive directors and non-executive directors. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated.

21. COMMITTEES OF THE BOARD: a) Audit committee

The Audit Committee, as per Section 177 of Companies Act, 2013, was constituted by our Directors by a Board Resolution dated 28^th November, 2023:

b) Stakeholders Relationship Committee

The Stakeholder relationship Committee, as per Section 178 of Companies Act, 2013, was constituted bv our Directors bv a Board Resolution dated 28^th November. 2023:

During the year, no complaints were received from shareholders. There are no balance complaints. The Company had no share transfers pending as on March 31, 2024.

Ms. Ankita Soni, Company Secretary of the Company is the Compliance Officer.

22. PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS UNDER SECTION 186:

The company did not provided any loans, give guarantee or make investment during the year and hence the said provision is not applicable.

23. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

There were various contracts or arrangements with related parties entered during the year and the information are provided in the Annexure III attached.

24. RISK MANAGEMENT POLICY:

The Company has adopted the Risk Management Policy to minimize elements of risk threatening the Company's existence.

25. CORPORATE GOVERNANCE:

The Company strives to incorporate the appropriate standards for corporate governance. However, pursuant to Regulation 15(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company is not required to mandatorily comply with the provisions of certain regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and therefore the Company has not provided a separate report on Corporate Governance, although few of the information are provided in this report under relevant heading.

26. DIRECTORS' RESPONSIBILITY STATEMENT

The Directors' Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, shall state that—

A. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

B. The directors had 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 and of the profit and loss of the company for that period;

C. The directors had 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. The directors had prepared the annual accounts on a going concern basis; and;

E. 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;

F. The directors did not propose any dividend in the board meeting.

27. Nomination and Remuneration Policy:

Nomination and Remuneration Policy in the Company is designed to create a high performance culture. It enables the Company to attract motivated and retained manpower in competitive market, and to harmonize the aspirations of human resources consistent with the goals of the Company. The Company pays remuneration by way of salary, benefits, perquisites and allowances to its Executive Directors and Key Managerial Personnel. Annual increments are decided by the Nomination and Remuneration Committee within the salary scale approved by the members.

The Nomination and Remuneration Policy, as adopted by the Board of Directors, is placed on the website of the Company at https://macobstech.com/ and is annexed to this Report as Annexure -(II) & (IV)

28. DETAILS REGARDING CORPORATE SOCIAL RESPONSIBILITY

The Company has not developed and implemented any Corporate Social Responsibility initiatives as the said provisions are not applicable.

29. PARTICULARS OF EMPLOYEES UNDER SECTION 194

The provisions of section 194 of the Companies Act, 2013 read with the Companies (Appointment And Remuneration Of Managerial Personnel) Rules, 2014, as amended are not applicable to the Company, as there are no employees whose remuneration is in excess of the limits prescribed.

30. GENERAL DISCLOSURE:

Your Directors state that the Company has made disclosures in this report for the items prescribed in section 134 (3) of the Act and Rule 8 of The Companies (Accounts) Rules, 2014 and other applicable provisions of the act and listing regulations, to the extent the transactions took place on those items during the year. Your Directors further state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review;

• Issue of Equity Shares with differential rights as to dividend, voting or otherwise;

• Issue of shares (including sweat equity shares) to employees of the Company under any scheme save and ESOS;

• Annual Report and other compliances on Corporate Social Responsibility;

• There is no revision in the Board Report or Financial Statement;

• No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company's operations in future;

• Information on subsidiary, associate and joint venture companies.

• Pendency of any proceeding against the Company under the Insolvency and Bankruptcy Code, 2016;

• Instance of one-time settlement with any bank or financial institution;

• Fraud reported by Statutory Auditors; and

• Change of nature of business.

31. ACKNOWLEDGEMENTS.

Your Directors take this opportunity to convey their deep sense of gratitude for valuable assistance and Co-operation extended to the Company by all valued Customers, bankers and various departments of government and local authorities.

Your Directors also wish to place on record their sincere appreciation for the valued contribution, unstinted efforts and spirit of dedication shown by the Company employees, officers and the executives at all levels which contributed, in no small measure, to the progress and the high performance of the Company during the Year

For MACOBS TECHNOLOGIES LIMITED

Sd/-

SHIVAM BHATEJA DIRECTOR DIN:07674360