Your Directors have pleasure in presenting the 25^th Annual Report together with the Audited Financial Statements of Signatureglobal (India) Limited (“SGIL” or “the Company”) for the financial year ended 31^st March, 2024.

FINANCIAL HIGHLIGHTS

The consolidated and standalone financial performance of the Company for the financial year ended 31^st March, 2024 is summarized below:

(Amount/ Rs. In Millions except Earnings Per Share Data)

The Company has prepared the Standalone and Consolidated Financial Statements for the Financial Year 2023-24 in accordance with the Companies (Indian Accounting Standards) Rules, 2015 prescribed under Section 133 of the Companies Act, 2013 (the “Act”).

As per Ind AS 115, the revenue from real estate projects is recognized only at the point of time upon the Company satisfying its performance obligation as compared to earlier percentage of completion method as per the Guidance Note on Accounting for Real Estate Transactions. Accordingly, revenue recognition for our projects occurs following the receipt of occupancy certificate and after receipt of substantial amount of collections. When the total

project cost in our estimates exceeds total revenues from the projects, the loss is recognized immediately. As the outcome of the contracts cannot be measured reliably during early stages of the project, contract revenue is recognized only to the extent of costs incurred in the statement of profit and loss.

STATE OF COMPANY’S AFFAIRS

The Company has grown its operations over a decade within the Delhi NCR region and as of March 31,2024, it had sold 4,619 residential and commercial units with an aggregate Saleable Area of 6.18 million square feet. Our Sales (net of cancellation) have grown at a compounded annual growth rate (“CAGR”) of 67.53%, from Rs. 25,900.38 million in Fiscal 2022 to Rs. 72,688 million in Fiscal 2024.

As of March 31, 2024, the Company had completed an aggregate Developable Area of 7.30 million square feet in its Completed Projects and an additional 2.50 million square feet in Ongoing Projects.

During the year, the total income decreased by 16.48% from Rs. 15,858.77 million in Fiscal 2023 to Rs. 13,245.55 million in Fiscal 2024 primarily due to decrease in revenue from operations. Revenue from operations decreased by 20.15% from Rs. 15,535.70 million in Fiscal 2023 to Rs. 12,405.54 million in Fiscal 2024 mainly attributable to decrease in revenue recognized in real estate projects as per Ind AS 115. Adjusted EBITDA was Rs. 1,333.26 million in Fiscal 2024 compared to Rs. 2,155.64 million in Fiscal 2023, while Adjusted EBITDA Margin was 10.75% in Fiscal 2024 compared to 13.88% in Fiscal 2023.

INITIAL PUBLIC OFFER AND LISTING OF EQUITY SHARES OF THE COMPANY

The Company successfully completed its Initial Public Offer (IPO) of 1,89,61,038 equity shares of Re. 1/- each comprising of fresh issue of 1,56,62,337 Equity Shares of Re. 1/- each and Offer for Sale by an existing Shareholder of 32,98,701 Equity Shares of Re. 1/- each, at an Offer Price of Rs. 385 per Equity Share including a premium of Rs. 384 per Equity Share. The Initial Public Offer opened on September 20, 2023 and closed on September 22, 2023. The Equity Shares of the Company were listed and admitted for trading on BSE Limited (BSE) and the National Stock Exchange of India Limited (NSE) with effect from 27^th September, 2023.

The Company appointed ICRA Limited, as the Monitoring Agency to monitor the utilization of IPO proceeds and has submitted the Monitoring Agency Report for every quarter to the Stock Exchanges as required under Listing Regulations till the utilization of total amount raised through IPO. The proceeds of IPO was utilized as per objects of the issue disclosed in the Prospectus.

CHANGE IN THE NATURE OF BUSINESS

There has been no change in the nature of business of the Company during the year under review.

INFORMATION ABOUT SUBSIDIARY/ JOINT VENTURES/ ASSOCIATE COMPANY

During the year, the Company has acquired 100% equity share capital of Gurugram Commercity Private Limited (“GCPL”) and accordingly, GCPL has become a wholly owned subsidiary of the Company w.e.f. 18^th March, 2024.

During the year, the Company had acquired 50,00,000 equity shares of Rs.10/- each in Forever Buildtech Private Limited, a wholly owned subsidiary of the Company and 2,99,00,000 equity shares of Rs.10/- each in Signatureglobal Business

Park Private Limited, a wholly owned subsidiary of the Company, for cash at par in pursuance to the Rights offers made by these wholly owned subsidiary companies.

Except as stated above, there was no change in the holding of any subsidiary, joint venture or associate company during the year.

HIGHLIGHTS OF PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

As on 31^st March, 2024, the Company has 13 subsidiary companies. The performance highlights of the material subsidiary companies during the year are given below:

Signatureglobal Homes Private Limited (“SGHPL”)

SGHPL is a wholly owned subsidiary Company and is engaged in the business of real estate development.

SGHPL reported turnover of Rs. 4,841.97 millions for the year ended 31^st March, 2024 (31^st March, 2023: Rs. 5,226.79 millions) and reported a net profit of Rs. 657.32 millions during the Financial Year ended 31^st March, 2024 vis-a-vis net profit of Rs. 398.92 millions in the previous year ended 31^st March, 2023.

JMK Holdings Private Limited (“JMK”)

JMK is a wholly owned subsidiary Company and is engaged in the business of buying, selling, developing and dealing in land and immovable property, as well as owning, developing, purchasing etc. of immovable properties, including rendering consultancy services in real estate business.

JMK reported turnover of Rs. 17.21 millions for the year ended 31^st March, 2024 (31^st March, 2023: Rs. 65.27 millions) and reported a net loss of Rs. 125.33 millions during the Financial Year ended 31^st March, 2024 vis-a-vis net loss of Rs. 76.43 millions in the previous year ended 31^st March, 2023.

Signature Builders Private Limited (“SBPL”)

SBPL is a wholly owned subsidiary Company and is engaged in the business of real estate and infrastructure development, including purchase, sale, or deal in residential and commercial projects. SBPL is also carrying out the business as owners, builders, developers, colonizers etc. and maintain all types of immovable properties of any description.

SBPL reported turnover of Rs. 2,133.14 millions for the year ended 31^st March, 2024 (31^st March, 2023: Rs. 1,041.56 millions) and reported a net profit of Rs. 175.01 millions during the Financial Year ended 31^st March, 2024 vis-a-vis net loss of Rs. 14.09 millions in the previous year ended 31^st March, 2023.

Forever Buildtech Private Limited (“FBPL”)

FBPL is a wholly owned subsidiary Company and is engaged in the business of real estate development and focuses on affordable housing projects.

FBPL reported turnover of Rs. 76.76 millions for the year ended 31^st March, 2024 (31^st March, 2023: Rs. 3776.44 millions) and reported a net profit of Rs. 27.88 millions during the Financial Year ended 31^st March, 2024 vis-a-vis net profit of Rs. 356.25 millions in the previous year ended 31^st March, 2023.

Indeed Fincap Private Limited (“IFPL”)

I FPL, a Non-Banking Financial Company (Non Accepting public deposits) is a subsidiary Company of the Company. IFPL is engaged in the business of lending of corporate term loans, demand/call loans.

It achieved turnover of Rs. 58.35 millions for the year ended 31^st March, 2024 (31^st March, 2023: Rs. 27.54 millions) and reported a net profit of Rs. 9.11 millions during the Financial Year ended 31^st March, 2024 vis-a-vis net profit of Rs. 9.68 millions in the previous year ended 31^st March, 2023.

A statement containing the salient features of the financial statements of the Subsidiaries, Joint Ventures and Associates of the Company is attached in Form AOC-1 as Annexure I as required under Rule 5 of the Companies (Accounts) Rules, 2014.

The highlights of the performance of Subsidiaries and their contribution to the overall performance of the Company are included in Note No. 51 of the Consolidated Financial Statements and forms part of this Annual Report.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3) (a) of the Act, the Annual Return for the year ended on 31^st March, 2024 is available on the Company’s website at https://www.signatureglobal.in/pdf/Annual-Return-FY-2023-24/

DIRECTORS AND KMPS

Pursuant to the provisions of Section 152(6) of the Act, Mr. Lalit Kumar Aggarwal (DIN 00203664), Vice Chairman and Whole Time Director, and Mr. Devender Aggarwal (DIN 00161465), Joint Managing Director, retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible, offer themselves for re-appointment. A brief resume, details of expertise and other directorships/committee memberships held by these Directors, form part of the Notice convening the ensuing AGM.

Mr. Kundan Mal Agarwal (DIN 00043115) was appointed as Independent Director of the Company for a period of 5

years by passing Special resolution at the extra ordinary general meeting held on 2^nd April, 2021. The members of the Company in the 24^th AGM had approved the continuation of Mr. Kundan Mal Agarwal, Independent Director, to hold office after attaining the age of 75 years for his remaining term as Independent Director as required under the provision of Regulation 17 (1A) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations).

There is no change in the Directors and KMPs of the Company during the year under review.

After closure of the Financial Year, the Board, on the recommendation of the NRC, appointed Mr. Gaurav Malik as Chief Financial Officer (CFO) and Key Managerial Personnel (KMP) of the Company with effect from 8^th August, 2024 and re-designated Mr. Manish Garg as Deputy CFO of the Company with effect from that date.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declarations from all Independent Directors as required under Section 149(7) of the Companies Act, 2013 and Regulation 25(8) of the Listing Regulations, confirming that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the Listing Regulations, respectively.

In compliance with Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, the details of all the Independent Directors have been registered with the databank maintained by the Indian Institute of Corporate Affairs (IICA). Further, all the Independent Directors have passed the online proficiency self-assessment test conducted by IICA except those who have been exempted by the Act.

SHARE CAPITAL AUTHORISED SHARE CAPITAL

The Authorised Share Capital of the Company is Rs. 500,000,000/- divided into 500,000,000 equity shares of Re. 1/- each. During the year under review, there was no change in the Authorised Share Capital of the Company.

PAID UP SHARE CAPITAL

During the year under review, the Company had issued 1,56,62,337 equity shares of Re. 1/- each in its IPO. The paid up equity share capital as on 31^st March, 2024 was Rs. 14,05,10,691/- (Rupees Fourteen Crore Five Lakhs Ten Thousand Six Hundred and Ninety One Only) divided into 14,05,10,691 equity shares of Re. 1/- each.

ANNUAL LISTING FEE

The Annual Listing Fees for the financial year 2024-25 has been paid to both the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited.

DEBENTURES

During the year under review, the Company had redeemed 900 Non-Convertible Debentures (NCDs) of Rs. 10,00,000/- each. There was no NCD outstanding at the end of the year.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The Company has not declared any dividend on the Equity Shares, therefore, provisions for transfer of unclaimed/unpaid dividend and shares to Investor Education and Protection Fund under the Companies Act, 2013 were not applicable.

DIVIDEND

The Board does not propose to pay any dividend for the financial year ended 31^st March, 2024. The Dividend Distribution Policy of the Company is available at the website of the Company at https://www.signatureglobal.in/pdf/ Dividend-Distribution-Policy.pdf.

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.

There was no instance of one-time settlement with any Bank or Financial Institution during the financial year 2023-24.

AMOUNT TRANSFERRED TO RESERVES

The Company has not transferred any amount to the General Reserve, Debenture Redemption Reserve, Capital Redemption Reserve, etc., during the Financial Year ended 31^st March, 2024. However, an amount of Rs. 90.00 millions has been transferred from Debenture Redemption Reserve to retained earnings during the Financial year 2023-24.

PUBLIC DEPOSITS

During the year under review, the Company has neither invited nor accepted any deposits from the public pursuant to the provisions of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments have occurred between the end of the financial year of the Company and the date of this report which could affect the financial position of the Company.

RISK MANAGEMENT

The Company is operating in a highly interconnected world and the business landscape is shaped by a variety of shifting forces - the geopolitical scenarios, technological advancements, multiple waves of global pandemics, increasing climate consciousness and demands for societal justice. Risk Management is one of the key pillars of good corporate governance and contributes towards the long-term sustainability and growth of any organization. Maintaining effective risk management practices is one of our strategic priorities and is closely monitored by the Board of Directors and Senior Management.

To minimize the adverse consequence of risks on business objectives, the Company has framed this Risk Management Policy. The main objective of this policy is to ensure sustainable business growth with stability and to promote a pro-active approach in reporting, evaluating and resolving risks associated with the business. In order to achieve the key objective, the policy establishes a structured and disciplined approach to Risk Management in order to guide decisions on risk related issues.

After successful listing of the equity shares of the Company in September, 2023 and inclusion in the top 1000 listed entity companies, as per market capitalization of the listed entities as on 31^st March, 2024, the Company has constituted a Risk Management Committee. Furthermore, in light of the current environment characterized by increased risks and prolonged uncertainties, the Company is implementing an Enterprise Risk Management Framework towards achieving a risk-intelligent culture and environment.

DETAILS OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has documented its internal financial controls considering the essential components of various critical processes, both physical and operational. This includes its design, implementation and maintenance, along with periodic internal review of operational effectiveness and sustenance and whether these are commensurate with the nature of its business and the size and complexity of its operations.

This ensures orderly and efficient conduct of its business, including adherence to the Company’s policies, safeguarding of its assets, prevention of errors, accuracy and completeness of the accounting records and the timely preparation of reliable financial information.

Internal financial controls with reference to the financial statements were adequate and operating effectively.

ANNUAL EVALUATION BY THE BOARD

The Board, pursuant to the provisions of the Act and Listing Regulations, has carried out an Annual Evaluation of its own performance, performance of the Board Committees and of the individual Directors (including the Independent Directors) on various parameters.

The criteria for the evaluation of the performance of the Board, the Committees of the Board and the individual Directors, including the Chairperson of the Board was approved by the Nomination and Remuneration Committee (“NRC”) of the Company. The Board decided to circulate the set of questionnaires for the performance evaluation to the directors and on the basis of those questionnaires, the evaluation of the Board Committees and of the individual Directors (including the Independent Directors) was done for the FY 2023-24.

The performance evaluation of the Non-Independent Directors and Chairman of the Board was carried out by the Independent Directors in a separate meeting.

The Directors expressed their satisfaction with the evaluation process. Further, the evaluation process confirms that the Board and its Committees continue to operate effectively and the performance of the Directors is satisfactory.

PARTICULARS OF EMPLOYEES

The details required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in Annexure II of this Board's Report. In terms of Section 136(1) of the Act, the Boards’ Report and Financial Statements is being sent to the Members and others entitled thereto, excluding the Statement of Particulars of Employees as required under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended. The said statement is available for inspection by the Members at the Registered Office of the Company during business hours on working days up to the date of the ensuing Annual General Meeting.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has formulated “Whistle Blower Policy” to provide Vigil Mechanism to the employees including Directors of the Company to report genuine concerns and to ensure strict compliance with ethical and legal standards across the Company. The provisions of this Policy are in line with the provisions of the Section 177(9) of the Companies Act, 2013 and the rules made thereunder and Regulation 22 of Listing Regulations. The Company’s Whistle Blower Policy is available on the website of the Company at https://www.signatureglobal.in/pdf/investors/ Whistle-Blower-Policy.pdf.

During the period under review, the Company has not received any complaint under the Whistle Blower Policy of the Company.

MEETINGS OF THE BOARD OF DIRECTORS AND COMMITTEE(S)

The Board met 16 (sixteen) times during the year ended March 31, 2024. The number of meetings of the Board and various Committees of the Board including attendance, composition etc. are set out in the Corporate Governance Report which forms part of Annual Report. The intervening gap between the meetings was within the time limit prescribed under the provisions of Section 173 of the Act and Listing Regulations.

In accordance with the provisions of Schedule IV to the Act and applicable Regulations, a separate meeting of the Independent Directors of the Company was held on 27^th March, 2024 without the attendance of Non-Independent Directors and members of the Management.

The Board has constituted the following Committees with adequate delegation of powers and authorities

I. Audit Committee

II. Nomination and Remuneration Committee

III. Stakeholders’ Relationship Committee

IV. Corporate Social Responsibility Committee

V. Banking and Finance Committee

VI. Project Committee

VII. IPO Committee (dissolved during the year)

Out of the aforesaid committees, the details of the composition of the Committees, their terms of reference, attendance of Directors at meetings of the Committees and other requisite details as required under Listing Regulations are provided in the Corporate Governance Report which forms part of the Annual Report.

SECRETARIAL STANDARDS

The Secretarial Standards i.e. SS-1 & SS-2 relating to meetings of the Board of Directors and General Meetings, respectively have been duly complied with by the Company.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013, the Directors hereby confirm that:

a. in the preparation of the annual accounts for the financial year ended 31^st March, 2024, the applicable Accounting Standards have been followed along with

with proper explanation and there are no material departures, from the same;

b. they 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 as at 31^st March, 2024 and of the profit 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 the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. they have prepared the annual accounts of the Company 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 are operating effectively; and

f. they have devised proper system to ensure compliance with the provisions of all applicable laws and such systems were adequate and operating effectively.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)

The BRSR for the Financial Year 2023-24, as stipulated under Regulation 34(2)(f) of the Listing Regulations, is annexed separately forming part of the Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of Regulation 34 of the Listing Regulations, the Management Discussion and Analysis Report for the year under review is annexed separately forming part of the Annual Report.

CORPORATE GOVERNANCE

The Company is committed to adhere to best corporate governance practices. The separate section on Corporate Governance and a Certificate from the Practicing Company Secretary regarding compliance of the conditions of Corporate Governance as stipulated under Listing Regulations forms part of the Annual Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has in place Corporate Social Responsibility Policy (“CSR Policy”) which outlines the Company’s philosophy and responsibility and lays down the guidelines and mechanism for undertaking socially impactful programs towards welfare and sustainable development of the

community around the area of its operations. The CSR Policy of the Company is available on the website of the Company and the weblink is: https://www.signatureglobal.in/pdf/ investors/CSR-Policy.pdf.

Pursuant to clause (o) of sub section (3) of Section 134 of the Act and Rule 8 of the Companies (Corporate Social Responsibility) Rules, 2014, as amended, the Annual Report on Corporate Social Responsibility activities of the Company undertaken during the year under review, including salient features of Company’s CSR Policy forms part of this Report as Annexure III.

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Companies Act, 2013 read with rules made thereunder, M/s Walker Chandiok & Co. LLP, Chartered Accountants (Firm Registration No. 001076N/N500013) has been appointed as the Statutory Auditors of the Company in the 23^rd Annual General Meeting of the Company held on 30^th September, 2022 to hold office for a period of four (4) years till the conclusion of 27^th Annual General Meeting.

The Auditors’ Report does not contain any qualification, reservation, adverse remark or disclaimer of opinion. The Notes to the Financial Statements (including the Consolidated Financial Statements) referred to in the Auditors’ Report are self-explanatory and do not call for any further comments.

SECRETARIAL AUDITORS

M/s Deepak Sharma & Associates, Company Secretary in practice, was appointed as Secretarial Auditors of the Company for the Financial Year 2023-24. The Secretarial Audit for the Financial Year ended 31 March, 2024 is annexed at Annexure-IV. The said report does not contain any qualification, reservation, adverse remark or disclaimer.

All material subsidiaries of the Company, have also undergone Secretarial Audit as per Section 204 of the Act and Regulation 24A of the Listing Regulations.

Accordingly, the Secretarial Audit Reports for FY 2023-24 of these material subsidiary companies, issued by M/s Deepak Sharma & Associates, Practicing Company Secretary are at Annexure-V(a) to V(e). The said reports are self-explanatory and do not contain any qualification, reservation, adverse remark or disclaimer.

INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Companies Act, 2013 read with rules made thereunder, the Board has appointed M/s Jain Jindal & Co., Chartered Accountants, as Internal Auditors of the Company.

Internal Audit Reports are discussed with the management and are also reviewed by the Audit Committee of the Company. During the year under review, the Internal Auditors carried out their functions as per the scope of work assigned and placed their reports at the meetings of the Audit Committee.

COST AUDITORS

Pursuant to the provisions of Section 148 of the Companies Act, 2013, Board of Directors of the Company on the recommendation of the Audit Committee has approved the appointment of M/s Goyal, Goyal and Associates, Cost Accountant (Reg. No. 000100) as Cost auditors of the Company for the F.Y 2023-24 and the necessary resolution for ratification on the remuneration payable to the cost auditors was approved by the members of the Company in the previous AGM.

In accordance with the provisions of Section 148(1) of the Act, read with the Companies (Cost Records and Audit) Rules, 2014, the Company is maintaining the requisite cost records.

As per the provisions of Section 148 of the Act read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to Cost Auditors is required to be ratified and confirmed by the members in General Meeting. Accordingly, resolution seeking members’ ratification for the remuneration payable to M/s Goyal, Goyal and Associates, Cost Accountants for the F.Y. 2024-25 is included in the Notice convening the AGM.

DETAILS IN RESPECT OF FRAUD REPORTED BY AUDITOR UNDER SECTION 143(12) OTHER THAN WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

There was no fraud reported in the Company during the Financial Year ended 31^st March, 2024. This is also being supported by the report of the auditors of the Company as no fraud has been reported in their audit report under Section 143 (12) of the Companies Act, 2013 for the Financial Year ended 31^st March, 2024.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The Company is engaged in the business of providing infrastructural facilities viz., real estate development as defined under Schedule VI read with sub section (11) of section 186 of the Companies Act, 2013. Hence, the provisions of section 186 of the Companies act, 2013 are not applicable upon the Company except sub-section (1).

However, the details of the loan, guarantee and investment made by the Company are given under Notes 5 and 14 of the Financials Statements of the Company for the Financial Year ended 31^st March, 2024.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES PURSUANT TO THE SECTION 188 (1) OF THE COMPANIES ACT, 2013

The Company has robust processes and procedures for identification and monitoring related party(ies) and related party transactions.

During the financial year, the Company has entered into various transactions with related parties. All related party transactions are undertaken in compliance with the applicable provisions of the Companies Act, 2013 and Listing Regulations. The detailed disclosure on related party transactions as per IND AS-24 containing name of related parties and details of the transactions entered into with them have been provided under Note No. 39 of the Standalone Financial Statements of the Company.

There were no related party transactions entered into by the Company with Directors, KMPs or other related parties which may have a potential conflict with the interest of the Company. All the related party transactions entered into by the Company during the financial year were at arm’s length basis and in ordinary course of business. The disclosure of related party transactions as required under Section 134(3) (h) of the Act in Form AOC-2 is attached as Annexure VI.

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION

Pursuant to Section 134(3)(e) and Section 178(3) of the Act, the Nomination & Remuneration Committee (NRC) of your Board had fixed the criteria for nominating a person on the Board which inter alia include desired size and composition of the Board, age limit, qualification / experience, areas of expertise and independence of individual.

The Board of Directors, on the recommendation of the NRC of the Company, had framed a Policy for Nomination and Appointment of Directors. Further, pursuant to provisions of the Act, the NRC recommended to the Board a Remuneration Policy for remuneration payable to Directors, Key Managerial Personnels and Senior Management Personnel and other employees of the Company, which was duly approved by the Board. The Board on the recommendation of the Committee appoints the Senior Management Personnel from time to time. The NRC has also developed the criteria for determining the qualifications, positive attributes and independence of Directors and for remuneration to Executive Directors of the Company. The Remuneration Policy of the Company is available on Company’s website at https://www.signatureglobal.in/pdf/Nomination-and-Remuneration-Policy.pdf.

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

The Company has zero tolerance towards Sexual Harassment of Women at Workplace and values the dignity of individuals and is committed to provide an environment, which is free of discrimination, intimidation and abuse.

As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (‘POSH Act’) and rules made there under, the Company has adopted a Sexual Harassment Policy for women to ensure healthy working environment without fear of prejudice, gender bias and sexual harassment and complying with the other applicable provisions of the POSH Act.

As per the requirement of the POSH Act and rules made thereunder, the Company constituted an Internal Complaints Committee (ICC) to redress the complaints received regarding sexual harassment. During the year under review, the Company has not received any complaint pertaining to sexual harassment.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act, read with Rule 8 of the Companies (Accounts) Rules, 2014 is detailed in Annexure VII to this Board’s Report.

OTHER INFORMATION

During the year under review:

• There has been no issue of equity shares with differential rights as to dividend, voting or otherwise;

• There has been no issue of shares (including sweat equity shares) to employees of the Company under any scheme;

• No buyback of shares has been undertaken

• None of your Directors have received any remuneration or commission (accept the sitting fees by the Independent Directors) from any subsidiary of the Company

• The equity shares of the Company have not been suspended from trading by the SEBI and/ or Stock Exchanges;

• There is no significant and material order was passed by the regulators or courts or tribunals impacting the going concern status and your Company’s future operations;

• There are no applications made or any proceeding pending against the Company under Insolvency and Bankruptcy Code, 2016 during the financial year.

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their sincere appreciation to all the employees for their dedication and commitment. Their hard work and unstinted efforts enabled the Company to sustain its performance and consolidate its sectoral leadership.

The Board of Directors would like to express their sincere appreciation for assistance and co-operation received from vendors and stakeholders, including financial institutions, banks, Central and State Government authorities, customers and other business associates, who continued to extend their valuable support during the year under review. It will be the Company’s endeavour to nurture these relationships in strengthening business sustainability.

For and on behalf of the Board of Directors For SIGNATUREGLOBAL (INDIA) LIMITED

PRADEEP KUMAR AGGARWAL Chairman

PLACE: Gurugram DATE: 29^th August, 2024