Your directors are pleased to present the Annual Report together with the Audited Accounts of your Company for the financial year ended 31 st March 2026.

1. FINANCIAL RESULTS.

Your Company ' s standalone performance for the financial year 2025 26, as compared to the previous financial year 2024-25, is summarized below: (Rs in Lacs)

2. COMPANY ' S PERFORMANCE AND OPERATION.

The turnover of the Company for the financial year under review stood at 27.81 Lakhs. The Directors note that the performance reflects the current scale of operations of the Company and continue to focus on strengthening business activities and improving revenue in the coming periods.

3. DIVIDEND.

In view of the financial performance of the Company during the year under review, your directors have not recommended any dividend for the financial year ended 31 st March, 2026.

4. DEPOSITS.

The Company has not accepted any deposits from the public falling within the ambit of Section 73 of the Companies Act, 2013 and the rules made thereunder during the year under review. Hence, no disclosure is required in this regard.

5. SHARE CAPITAL.

The paid-up equity shares capital of the Company as on 31 st March, 2026 stood at 594.00 Lakhs, divided into 59,40,000 equity shares of face value of 10/- each. During the year under review, the Company has not made any public issue, rights issue, bonus issue or preferential allotment. The Company has neither issued shares with differential voting rights nor granted any sweat equity shares or stock options during the year.

6. FINANCIAL STATEMENT.

Full version of the Annual Report 2025-26 containing complete Balance Sheet, Statement of Profit & Loss, other statements and notes thereto, prepared as per the requirements of Schedule III to the Companies

Act, 2013, Directors ' Report (including Management Discussion and Analysis, Corporate Governance

Report) are being sent via email to all shareholders who have provided their email address (es). Full version of Annual Report 2025-26 is also available for inspection at the registered office of the Company during working hours up to the date of ensuing Annual General Meeting (AGM). It is also available at the Company`s website at www.agri-tech.in.

7. STATUTORY AUDITORS AND AUDITORS REPORT.

M/s. Gautam N Associates, Chartered Accountants, resigned as the Statutory Auditors of the Company during the financial year under review, resulting in a casual vacancy in the office of the Statutory Auditors.

Pursuant to the provisions of Section 139(8) of the Companies Act, 2013, the Board of Directors, at its meeting held on February 12, 2026, appointed M/s. KP Sahasrabudhe & Co., Chartered Accountants (Firm Registration No. 117298W), as the Statutory Auditors of the Company to fill the casual vacancy caused by the resignation of M/s. Gautam N Associates, Chartered Accountants. Subsequently, the members of the Company approved the said appointment at the Extraordinary General Meeting held on Saturday, April 25, 2026. M/s. KP Sahasrabudhe & Co., Chartered Accountants, hold office from February 12, 2026 until the conclusion of the ensuing Annual General Meeting of the Company and have conducted the statutory audit of the financial statements of the Company for the financial year ended March 31, 2026.

The Statutory Auditors have submitted their Audit Report on the Financial Statements of the Company for the financial year ended March 31, 2026. The notes to the financial statements referred to in the Auditors' Report are self-explanatory and therefore do not call for any further comments from the Board of Directors.

The Board of Directors has taken note of the observation/qualification made by the Statutory Auditors in respect of inter-corporate loans/advances granted by the Company on which no interest has been charged. The Company has not charged interest on certain inter-corporate loans/advances, as the matter relating to the said loans/advances is presently sub judice before the Hon ' ble Supreme Court of India. In view of the pending proceedings and until the final outcome/order is received from the Hon ' ble Supreme Court of

India, the Company has considered it appropriate not to charge or recognize interest on such inter-corporate loans/advances.

Accordingly, considering that the matter is presently sub judice before the Hon ' ble Supreme Court of India, the financial impact, if any, arising from the recognition of interest and/or fair valuation of the said inter-corporate loans/advances under Ind AS 109 could not be quantified as at the end of the financial year under review.

8. INTERNAL AUDITORS.

The Board of Directors of the Company had appointed M/s M.K. Ghatiya and Associates Company Secretaries as Internal Auditors to conduct Internal Audit of the Company for the financial year ended 31 st March 2026. The Internal Audit reports are being reviewed by the Audit Committee of the Company.

9. SECRETARIAL AUDIT REPORT.

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) rules, 2014, the Board of Directors have appointed M/s. Neha P Agrawal Company Secretaries in Practice (C.P.No.8048) as Secretarial Auditors to conduct Secretarial Audit of the Company for the financial year ended 31 st March 2026. The Secretarial Audit Report issued by M/s. Neha P Agrawal, Practicing Company Secretaries in Form MR-3 is annexed to this Board ' s Report as Annexure IV.

10. ANNUAL SECRETARIAL COMPLIANCE REPORT.

The Company has undertaken an audit for the financial year 2025-26 for all applicable compliances as per Securities and Exchange Board of India Regulations and Circulars / Guidelines issued thereunder. The Annual Secretarial Compliance Report issued by M/S Neha P Agrawal, Practicing Company Secretary, has been submitted to the Stock Exchanges within the specified time.

11. SUBSIDIARIES.

The Company does not have any subsidiary within the meaning of the Companies Act, 2013.

12. ADEQUACY OF INTERNAL FINANCIAL CONTROL SYSTEM.

According to Section 134(5) (e) of the Companies Act, 2013, the term Internal Financial Control (IFC) means the policies and procedures adopted by the company for ensuring the orderly and efficient conduct of its business, including adherence to company ' s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information. Rule 8 (5) (viii) of Companies (Accounts) Rules, 2014 requires the information regarding adequacy of Internal Financial Controls with reference to the financial statements to be disclosed in the Board`s report. The Company has a well-placed, proper and adequate IFC system which ensures that all assets are safeguarded and protected and that the transactions are authorised, recorded and reported correctly. The Internal Auditors are an integral part of the internal control system of the Company. To maintain its objective and independence, the Internal Auditors report to the Audit Committee of the Board. The Internal Auditors monitor and evaluate the efficacy and adequacy of internal control systems in the Company.

13. DIRECTORS ' RESPONSIBILITY STATEMENT.

Pursuant to the provisions of Section 134 (3) (c) of the Companies Act, 2013, the Board of Directors hereby confirms that,

i. In the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures. ii. It has in the selection of the accounting policies, consulted the Statutory Auditors and has 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, 2026 and of the profits of the Company for that period. iii. It has 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, to the best of its knowledge and ability. There are, however, inherent limitations, which should be recognized while relying on any system of internal control and records. iv. It has prepared the annual accounts on a going concern basis.

v. The Directors, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operated efficiently. vi. 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.

14. DIRECTORS & KEY MANAGERIAL PERSON.

Changes in Directors

During the financial year under review, Mr. Vadla Nagabhushanam (DIN: 08863512) ceased to be an Independent Director of the Company upon completion of his tenure on 29 October 2025.

The Board of Directors appointed Mr. Anil Kashinath Purkar (DIN: 11500410) as an Additional Director (Non-Executive Independent Director) of the Company with effect from 30 January 2026. Subsequently, the Members regularized his appointment as a Non-Executive Independent Director at the Extraordinary General Meeting of the Company held on Saturday, 25 April 2026.

Further, Mr. Madhukar Dhondiraj Deshpande (DIN: 07630081) ceased to be an Independent Director of the Company upon completion of his tenure on 12 February 2026.

The Board of Directors appointed Mr. Dilip Haribhau Deshpande (DIN: 11524866) as an Additional Director (Non-Executive Independent Director) of the Company with effect from 12 February 2026. Subsequently, the Members regularized his appointment as a Non-Executive Independent Director at the Extraordinary General Meeting of the Company held on Saturday, 25 April 2026.

Director Retires by rotation.

Mrs. Jeevanlata Kagliwal (holding DIN 02057459) retires by rotation under Section 152 of the Companies Act, 2013 and being eligible, offers herself for re-appointment.

The Key Managerial Personnel (KMP) of the Company as per Section 2(51) and 203 of the Companies Act, 2013 are as follows:

***- name of Company Secretary from Reshma Talbani to Meher Rajani is changed due to marriage.

15. DECLARATION OF INDEPENDENT DIRECTOR.

The Independent Directors have submitted the declaration of independence, as required pursuant to section 149 (7) of the Companies Act, 2013 stating that they meet the criteria of Independence as provided in sub section (6) of Section 149.

16. NUMBER OF MEETINGS OF THE BOARD.

During the financial year ended 31 March 2026, Five (5) meetings of the Board of Directors of the Company were held. The details of the Board Meetings are as under:

The intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and the applicable Secretarial Standards.

17. Nomination & Remuneration Policy

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has adopted a Nomination and Remuneration Policy on the recommendation of the Nomination and Remuneration Committee.

The Policy lays down the criteria for appointment, re-appointment, removal and evaluation of Directors, Key Managerial Personnel and Senior Management Personnel. The Policy also prescribes the criteria for determining qualifications, positive attributes, integrity, expertise and independence of Directors and provides for Board diversity and succession planning.

The Policy further sets out the framework for remuneration of Directors, Key Managerial Personnel and Senior Management Personnel, ensuring that the level and composition of remuneration is reasonable, sufficient and linked to performance, responsibilities and industry benchmarks. The Policy aims to attract, retain and motivate qualified and competent individuals required for the effective management of the Company. The Nomination and Remuneration Policy are available on the website of the Company at www.agri-tech.in

18. PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEE AND INDIVIDUAL DIRECTORS.

Pursuant to applicable provisions of the Companies Act, 2013 and the Listing Regulations 2015, the Board, in consultation with its Nomination & Remuneration Committee, has formulated a framework containing, inter-alia, the criteria for performance evaluation of the entire Board of the Company, its Committees and Individual Directors, including Independent Directors. The detailed information in this regard has been given in the Corporate Governance Report.

19. MANAGEMENT DISCUSSION & ANALYSIS.

I. OPPORTUNITIES AND THREATS.

The Company is into a production of horticulture crops. The fruit industry is globally on the rise, and we expect the same to continue to grow, based on the health parameters and fruit demand. This is an opportunity to produce and sell more.

Agriculture is fraught with the risk of vagaries of monsoon. Although we have catered for additional water sourcing from the Paithan Dam, through a dedicated pipeline, the threat due to low and no-rain cannot be ruled out.

II. SEGMENTATION OR PRODUCT-WISE PERFORMANCE.

The Company would only be dealing in the horticulture business and hence would be reported as one segment.

III. OUTLOOK, RISK AND CONCERNS.

The main risk in the agriculture business is the vagaries of monsoon. We have been in this business for many years and do cater for the seasonal changes of monsoon.

IV. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

There is adequate internal control system in the company through internal audit and regular operational reviews.

V. DEVELOPMENT IN HUMAN RESOURCES / INDUSTRIAL RELATIONS FRONT.

During the year a number of key HR initiatives were taken up to link business objectives with employee performance. The human resources of the Company are adequately motivated to work towards optimal performance. The industrial relations are also cordial.

20. PARTICULARS OF CONTRACT OR ARRANGEMENTS PARTICULARS OF CONTRACTS OR ARRANGEMENTS

WITH RELATED PARTIES.

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 material related party transactions during the year under review with the Promoters, Directors or Key Managerial Personnel. The Company has developed a Related Party Transactions frame work through standard operation procedures for the purpose of identification and monitoring of such transactions. All Related Party Transactions are placed before the Audit Committee as also to be Board for approval. The particulars of contracts or arrangements entered into by the Company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 disclosed in Form No. AOC 2 and is set out as Annexure and forms part of this report.

21. PARTICULARS OF LOANS, AGURANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013.

The details of loans granted by the Company covered under the provisions of Section 186 of the Companies Act, 2013 are disclosed in the Notes forming part of the Financial Statements for the financial year ended 31 March 2026.

22. STATE OF COMPANY'S AFFAIRS

During the financial year under review, the Company continued to carry on its business activities in accordance with its stated objectives. The Company's revenue from operations for the year stood at 27.81 lakh as compared to 18.02 lakh in the previous financial year. The profit before tax for the year was (94.08) lakh as against (111.25) lakh in the previous year, while the profit after tax amounted to (94.08) lakh as compared to (111.25) lakh in the previous year.

The Company continued to focus on operational efficiency, cost optimisation, customer satisfaction and sustainable growth. The management regularly reviews business performance and takes appropriate measures to strengthen the Company's market position and enhance stakeholder value.

Detailed information on the Company's performance, business operations, industry developments, opportunities, risks and outlook forms part of the Management Discussion and Analysis Report, which is presented separately and forms an integral part of this Annual Report.

23. CHANGE IN NATURE OF BUSINESS

During the financial year under review, there was no change in the nature of business of the Company. The Company continued to carry on its existing business activities.

24. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS/COURTS

During the financial year under review, the Company had initiated proceedings under the Insolvency and Bankruptcy Code, 2016 ( " IBC " ) against Techindia Nirman Limited ( " TNL " ) in the year 2025. The Hon ' ble National Company Law Tribunal ( " NCLT " ) had admitted the petition and initiated the Corporate Insolvency Resolution Process ( " CIRP " ) against TNL.

Subsequently, when the CIRP proceedings were at an advanced/final stage, the Hon ' ble National Company Law Appellate Tribunal ( " NCLAT " ), upon intervention, set aside the order passed by the NCLT.

Being aggrieved by the order of the Hon ' ble NCLAT, the Company has preferred an appeal before the Hon ' ble Supreme Court of India. The matter is presently pending before the Hon ' ble Supreme Court and is therefore sub judice.

25. VIGIL MECHANISM / WHISTLE BLOWER POLICY

Pursuant to the provisions of Section 177 of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has established a Vigil Mechanism / Whistle Blower Policy to provide a formal mechanism to the Directors, employees and other stakeholders to report genuine concerns regarding unethical behaviour, actual or suspected fraud, violation of the Company's Code of Conduct or any other improper activities.

The Policy provides for adequate safeguards against victimisation of persons who use such mechanism and ensures direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases. The Company affirms that no personnel have been denied access to the Audit Committee during the financial year under review.

The Vigil Mechanism / Whistle Blower Policy is available on the website of the Company at www.agri-tech.in

26. CORPORATE SOCIAL RESPONSIBILITY (CSR).

The Company does not exceed the threshold limits mentioned in Section 135 (1) of the Companies Act, 2013. Therefore, the provisions pertaining to Corporate Social Responsibility are not applicable to the Company.

27. INSIDER TRADING CODE.

In compliance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations,

2015 ( ' the PIT Regulations ' ) on prevention of insider trading, the Company have its Code of Conduct for regulating, monitoring and reporting of trading by Designated Persons in line with the recent amendments brought by SEBI in the PIT Regulations. The said Code lays down guidelines, which advise Designated Persons on the procedures to be followed and disclosures to be made in dealing with the shares of the Company and cautions them on consequences of non-compliances. the Company has also updated its Code of practices and procedures of fair disclosures of unpublished price sensitive information by including a policy for determination of legitimate purposes.

28. MATERIAL CHANGES AND COMMITMENTS.

There are no material changes and commitments in the business operations of the Company from the financial year ended March 31, 2026, to the date of signing of the Director ' s Report.

29. RISK ASSESMENT AND MANAGEMENT.

The Company is exposed to various business risks. These risks are driven through external factors like economic environment, competition, regulations etc. The Company has laid down a well-defined risk management mechanism covering the risk mapping and trend analysis, risk exposure, potential impact, and risk mitigation process. A detailed exercise is being carried out to identify, evaluate, manage and monitor business and non-business risks. The Audit Committee and Board periodically review the risks and suggest steps to be taken to manage/mitigate the same through a properly defined framework. During the year, a risk analysis and assessment was conducted and no major risks were noticed, which may threaten the existence of the Company.

30. POLICY AGAINST SEXUAL HARRASMENT AT WORKPLACE.

Pursuant to the provisions of Section 4(1) of the Sexual Harassment of Women at Workplace (Prevention,

Prohibition and Redressal) Act, 2013, the Company has in place an Internal Complaints ' Committee. The following is a summary of sexual harassment complaints received and disposed of during the year.

No. of complaints received: Nil No. of complaints disposed: NA

31. ENVIRONMENTAL SAFETY.

The Company is conscious of the importance of environmentally clean and safe operations. The Company ' s policy requires conduct of operations in such a manner, so as to ensure safety of all concerned, compliances environmental regulations and preservation of natural resources.

32. COMMITTEE OF THE BOARD

Currently the Board has three committees: The Audit Committee, The Stakeholders ' Relationship committee, the Nomination & remuneration committee.

A detailed note on the Board and its committees is provided under the Corporate Governance Report section in this Annual Report. The Composition of the Committees and compliances, as per the applicable provisions of the Act and Rules are as follows:

33. FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

Pursuant to Regulation 25(7) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has in place a Familiarisation Programme for Independent Directors with regard to their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company, operations, regulatory environment and other relevant matters.

The Independent Directors are periodically updated on changes in the regulatory framework, business environment, risk management practices, corporate governance requirements and the Company's operations and performance through presentations, meetings and discussions with the Senior Management.

The details of the Familiarisation Programme imparted to the Independent Directors and the web link thereto are available on the website of the Company at www.agri-tech.in

34. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND

OUTGO.

(Section 134(3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 and forming part of Directors Report.

1.Conservation of Energy: a) The steps taken or impact on conservation of energy The Company has taken adequate measures to conserve and reduce the energy consumption. b) The steps taken by the Company for utilizing alternate sources of energy Nil c) The capital investment on energy conservation equipment ' s - Nil

2.Technology Absorption and Innovation:

I. The benefits derived like product improvement, cost reduction, product development or import substitution: NA II. In case of imported technology (imported during the last three years reckoned from the beginning of the financial year:

a) Technology imported - Nil b) Year of import - Nil c) Whether the technology been fully absorbed - NA d) If not fully absorbed, areas where absorption has not taken place, and the reasons thereof NA

35. EXTRACT OF ANNUAL RETURN.

Is available on website of the Company www.agri-tech.in

36. INSURANCE.

All the insurable interest of the company, including Inventories, Buildings, Machinery etc., is adequately insured.

37. INDUSTRIAL RELATION.

The Company enjoyed cordial relations with its employees at all levels. Your directors record their appreciation of the support and co-operation of all employees and counts on them for the accelerated growth of the Company.

34 HUMAN RESOURCE MANAGEMENT

Agri Tech India Ltd continues to view its human resources as a key driver of growth. During the year, the Company focused on talent acquisition, employee training, digital HR upgrades, and performance-based rewards. Employee engagement initiatives, health and safety programs, and transparent grievance redressal mechanisms were implemented. Industrial relations remained cordial across all locations with no disruptions during the year.

35 ACKNOWLEDGEMENTS.

The Directors place on records their sincere appreciation for the dedication, hard work and commitment of the employees at all levels and their significant contribution to your Company ' s growth. Your Company is grateful to the Distributors, Dealers, and Customers for their support and encouragement. Your directors thank the Banks, Financial Institutions, Government Departments and Shareholders and look forward to having the same support in all our future endeavors.

For and on behalf of the Board of Directors