Directors Report of CSM Technologies Ltd.

Your Directors have great pleasure in presenting the 27^th Annual Report of your
Company, together with the Audited Standalone and Consolidated Financial Statements
and the Auditors'' Reports thereon, for the financial year ended 31^st March, 2026.

The financial year 2025-2026 has been a significant year for your Company, marked by
continued business growth, improved profitability and strengthening of its overall financial
performance. With focused execution, strong determination and sustained efforts
across the organization, your Company has achieved a 7.68% increase in revenue from
operations on a Standalone basis and a 13.41% increase on a Consolidated basis, as
compared to the previous financial year.

The Company also witnessed a notable improvement in profitability during the year,
reflecting the continued momentum in its business operations and its focus on delivering
sustainable growth and value to its stakeholders.

The performance of the Company during the year under review is summarized below:
FINANCIAL HIGHLIGHTS:

The summarized financial results of our operations on standalone and consolidated basis
for the Financial Year ending 31^st March, 2026 is detailed hereunder:

Note: Previous year''s figures are regrouped or rearranged wherever necessary.
FINANCIAL PERFORMANCE:

(a) Standalone Numbers: During the financial year 2025-2026, the Company continued
to demonstrate steady growth in its standalone financial performance. Revenue from
operations increased to Rs.21,275.03 lakhs, as compared to Rs.19,757.68 lakhs in the
previous financial year, registering a growth of approximately 7.68%. Total income
increased to Rs.21,641.69 lakhs from Rs.19,980.59 lakhs in Financial Year 2024-2025.

The Company''s Profit Before Tax (PBT) increased to Rs.2,961.38 lakhs, as against
Rs.2,298.66 lakhs in the previous year, reflecting a growth of approximately 28.83%.
Profit After Tax (PAT) stood at Rs. 2,025.35 lakhs, compared to Rs. 1,637.68 lakhs in
Financial Year 2024-2025, representing a growth of approximately 23.67%. Earnings
Per Share (EPS) increased to Rs. 5.23, as compared to Rs. 4.33 in the previous year.

Overall, the Company maintained a healthy financial performance during the year, with
improvement in revenue, profitability and earnings per share.

(b) Consolidated Numbers: On a consolidated basis, the Company delivered strong
financial performance during FY 2025-2026. Revenue from operations increased to
Rs.22,595.58 lakhs, as compared to Rs. 19,924.42 lakhs in the previous financial year,
registering a growth of approximately 13.41%. Total income increased to Rs. 22,871.83

lakhs, compared to Rs. 20,062.74 lakhs in Financial Year 2024-2025.

The Profit Before Tax (PBT) increased to Rs. 3,204.46 lakhs, as against Rs. 2,045.97 lakhs
in the previous year, representing a significant growth of approximately 56.62%. Profit
After Tax (PAT) increased substantially to Rs.2,400.70 lakhs, compared to Rs. 1,410.37
lakhs in Financial Year 2024-2025, registering a growth of approximately 70.22%.
Earnings Per Share (EPS) increased to Rs. 6.10, as compared to Rs. 3.72 in the previous
year.

The consolidated results reflect the Company''s continued growth trajectory and improved
profitability during the financial year, supported by the overall performance of the
Company and its subsidiaries.

CONSOLIDATED FINANCIAL STATEMENTS

As on 31^st March, 2026, your Company has 5 (Five) wholly-owned subsidiaries and 1
subsidiary named as follows:

(a) CSM Technologies DWC LLC

(b) CSM Technologies INC

(c) CSM Technologies Africa Limited

(d) CSM Tech Corp

(e) CSM Tech Limited

(f) Kwantify Solutions Private Limited (Subsidiary)

CSM Technologies Limited has acquired 90% shares of Kwantify Solutions Private Limited,
thereby Kwantify Solutions becoming subsidiary of the company with effect from 9^th
June, 2025.

Your Company had prepared Consolidated Financial Statements of the Company and
its subsidiaries and a separate statement containing the salient features of financial
statement of subsidiaries are provided in Form AOC-1 which forms part of the Annual
Report ("Annexure-A").

The financial statements of the subsidiary companies shall also be kept for inspection by
any shareholder/s during working hours at the Company''s registered office.

FUTURE PROSPECTS:

Your Company continues to strengthen its position as a global GovTech and digital
transformation company, delivering technology-led solutions to governments, enterprises
and institutions across diverse sectors and geographies. The Company is focused on
leveraging emerging technologies, including Artificial Intelligence, Generative AI, Data &
Analytics, Computer Vision, Digital Public Infrastructure, Cloud, Cybersecurity, loT and
other emerging technologies, to develop scalable and outcome-driven solutions.

During the year, the Company continued to deepen its capabilities across key domains
including governance and public services, agriculture, mining, education, healthcare,
industry and trade facilitation and tourism, while expanding its presence across domestic
and international markets. The Company is also actively pursuing opportunities in next-
generation technology areas such as AI-led governance, digital identity, intelligent
automation, computer vision and technology-enabled education and citizen services.

The Company''s recent initiatives and technology focus, including its emphasis on AI-
driven transformation, digital trust and cybersecurity, intelligent engineering, data-driven
decision-making and sector-specific digital solutions, are aligned with the rapidly evolving
technology landscape and the growing demand for digital transformation globally.

With a strong order pipeline, established domain expertise, a diversified portfolio of
technology solutions and an expanding global footprint, the Company remains well
positioned to capitalize on emerging opportunities in the GovTech and enterprise
technology landscape. The Company remains focused on sustainable growth,
strengthening its technology capabilities, expanding its market presence and delivering
long-term value to its customers and stakeholders.

CHANGE IN THE NATURE OF BUSINESS, IF ANY:

During the year under review, there is no change in the nature of business of the
Company.

CONVERSION FROM PRIVATE LIMITED COMPANY TO PUBLIC LIMITED:

The Company intended to convert itself from a private limited company to a public
limited company. The Board of Directors, at its meeting held on Wednesday, 18^th June
2025, approved and recommended the proposal to the shareholders for their consent
to change the name of the Company by dropping the word "Private" in accordance with
Sections 4, 13, 18 and other applicable provisions of the Companies Act, 2013 ("the Act").
The shareholders accorded their approval on 11^th July 2025.

Subsequently, after completing the requisite compliance procedures and filing the
necessary documents with the Registrar of Companies, the Registrar, vide certificate
dated 29th July 2025, issued the Certificate of Incorporation pursuant to the change of
name.

Post conversion, the Corporate Identity Number ("CIN") of the company got changed
from U72200OR1998PTC005380 to U62090OR1998PLC005380.

COMPLETION OF INITIAL PUBLIC OFFERING AND LISTING:

The Company successfully completed its Initial Public Offering aggregating to Rs.145.78
crores, and its Equity Shares were listed and commenced trading on Main Board (BSE &
NSE) platform with effect from 2^nd July, 2026.

LISTING WITH STOCK EXCHANGE:

Your Company has received Listing and Trading approval from Bombay Stock Exchange
(BSE) and National Stock Exchange (NSE) vide its letter dated 1^st July, 2026. The
Company has paid applicable listing fees to the Stock Exchange. The ISIN code of the

Company is INE0ZK601013. BSE Scrip Code is 544806 and NSE Scrip Code is CSM.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF):

During the financial year, the Company did not have any unpaid or unclaimed dividends
that would necessitate a transfer to the Investor Education and Protection Fund (IEPF).
Since no such amounts were identified as outstanding or unclaimed, there was no
requirement for the company to make any transfers to the IEPF during the reporting
period.

PARTICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEES GIVEN OR
SECURITY PROVIDED UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

The particulars of the loans, guarantees and investments covered under provisions of
the Section 186 of the Companies Act, 2013 read with the Companies (Meeting of Board
and its Powers) Rules, 2014, during the year are given in the notes to the financial
statements, which forms part of this Annual Report.

PARTICULARS OF RELATED PARTY TRANSACTIONS:

All related party transactions entered into during the year under review were on
arms'' length basis and in the ordinary course of business. Statement of related party
transactions as required under Section 188 read with Section 92 along with the Rules
made there under, is disclosed in Form AOC - 2 in "Annexure-B" and disclosure of
related party transactions as required under the Accounting Standard (AS) 18 is disclosed
in the Notes to the financial statements, forming part of the Annual Report.

DISCLOSURE OF PARTICULARS REGARDING CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

The detailed disclosure of particulars relating to conservation of energy and technology
absorption and foreign exchange earnings and outgo as required under Section 134 of
the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, are disclosed in
"Annexure-C".

PERSONNEL

During the financial year, none of the employees of the Company received remuneration
that exceeded the limits specified under the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, which are governed by the Companies Act, 2013.

DETAILS OF COMPANIES WHICH HAVE BECOME OR CEASED AS SUBSIDIARY,
ASSOCIATES AND JOINT VENTURES, DURING THE YEAR UNDER REVIEW:

During the year, Company has 5 (Five) wholly-owned subsidiaries and 1 subsidiary which
are as follows:

(a) CSM Technologies DWC LLC (UAE)

(b) CSM Technologies INC (USA)

(c) CSM Technologies Africa Limited (Rwanda)

(d) CSM Tech Corp (Canada)

(e) CSM Tech Limited (Kenya)

(f) Kwantify Solutions Private Limited * (Subsidiary) (India)

* CSM Technologies Limited has acquired 90% shares of Kwantify Solutions Private
Limited, thereby Kwantify solutions becoming subsidiary of the Company with effect
from 9^th June, 2025.

There is no other company becoming or ceasing as subsidiary, associate and joint venture
of the Company.

PUBLIC DEPOSITS:

During the year under review, the Company has not accepted any deposits in terms of
Section 73 of the Companies Act, 2013.

TRANSFER TO GENERAL RESERVE:

During the year under review, no amount is being transferred to the General Reserves of
the Company.

DIVIDEND:

The Company had declared final dividend at last Annual General Meeting held on 26^th
September 2025 at a rate of Rs. 0.10 per equity share for the financial year ended
31^st March, 2025. Dividend was paid to all the Members as on the record date of 22^nd
September 2025. Post payment of all dividend amount within 30 days from the date of
AGM i.e. on or before 25^th October, 2025, amount of Rs. 6,845/- was unpaid/unclaimed
for two shareholders, and the same was transferred to separate Unpaid Dividend Account
details of which are disseminated on the website of the Company.

UNCLAIMED DIVIDEND:

For the financial year 2024-2025, there is a balance of Rs. 6,845/- in Unpaid Dividend
Amount for Final dividend declared on 26^th September, 2025.

For the financial year 2025-2026, there is a balance of Rs. 6,300/- in Unpaid Dividend
Amount for Interim dividend declared on 14^th April, 2026.

Details of such unclaimed/unpaid dividends are also uploaded on the website.

STATEMENT OF CHANGES IN EQUITY SHARE CAPITAL:

AUTHORISED SHARE CAPITAL:

During the year under review, pursuant to the shareholders'' resolution passed at the
Extraordinary General Meeting held on 10^th June, 2025, the Authorized Share Capital of
the Company which stood at Rs. 20,00,00,000/- (Rupees Twenty Crore Only) divided
into 2,00,00,000 (Two Crore) Equity Shares of Rs. 10/- each was increased to Rs.
60,00,00,000/- (Rupees Sixty Crore Only) divided into 6,00,00,000 (Six Crore) Equity
Shares of Rs. 10/- each.

Accordingly, as on 31^st March, 2026, the Authorized Share Capital of the Company stood
at Rs. 60,00,00,000/- (Rupees Sixty Crore Only) divided into 6,00,00,000 (Six Crore)
Equity Shares of Rs. 10/- each.

ISSUED, SUBSCRIBED AND PAID-UP SHARE CAPITAL:

As on 31^st March, 2025, the Paid-up capital of the Company stood at Rs. 6,41,62,120/-
divided into 64,16,212 equity shares of Rs. 10/- each.

Further, with the permission of Board on 15^th April, 2025 and approval of shareholders
as on 15^th May, 2025 to create, offer, issue and allot up to 34,200 equity shares of face
value Rs. 10/- each at a premium of Rs. 428 per share based on the valuation report
obtained (i.e., at a total issue price of Rs. 438 per share) aggregating to Rs. 1,49,79,600/-
(One Crore Forty-Nine Lakhs Seventy-Nine Thousand and Six Hundred) to Mr. Priyadarshi
Pany, existing shareholder by way of preferential basis on consideration other than cash
in lieu of 89,164 equity shares of Kwantify Solutions Private Limited at a price of Rs.

168/- (Rupees One Hundred Sixty-Eight Only) per equity share. By virtue of acquisition
of shares of Kwantify Solutions Private Limited, it becomes a Subsidiary company of CSM
Technologies Limited.

During the year under review, pursuant to shareholder''s resolution passed at the Extra¬
Ordinary General Meeting held on 10^th June, 2025, to capitalize a sum not exceeding Rs.
32,25,20,600/- (Rupees Thirty-Two Crores Twenty-Five Lakhs Twenty Thousand Six
Hundred Only) standing in Company''s Reserves and Surplus account as per the audited
accounts of the Company as on March 31, 2024, and that the said sum so capitalized be
applied for issuance of 3,22,52,060 (Three Crores Twenty-Two Lakhs Fifty-Two thousand
and Sixty Only) Equity Shares of Rs. 10/- (Rupees Ten Only) each (hereinafter referred to
as the ''Bonus Shares'') at par in the share capital of the Company as fully paid-up Bonus
Shares to and amongst the eligible Members of Company in the proportion of 5:1, i.e. 5
(Five) fully paid bonus Equity Shares of Rs. 10/- each for every 1 (One) fully paid Equity
Share of Rs. 10/- (Rupees Ten Only).

Accordingly, as on 31^st March, 2026, the Paid-up share capital of the Company stood at
Rs. 38,70,24,720/- (Rupees Thirty-Eight Crore Seventy Lakhs Twenty-Four Thousand
Seven Hundred and Twenty Only) divided into 3,87,02,472 Equity Shares of Rs. 10/-
each.

None of the following issues were taken up during the year and hence details thereof
were not required to be furnished.

(a) Issue of shares with differential rights

(b) Issue of sweat equity shares

(c) Issue of employee stock options

(d) Provision of money by the company for purchase of its own shares by employees or

trustees for the benefit of employees.

INITIAL PUBLIC OFFER (IPO):

Pursuant to the completion of Initial Public Offer (IPO) of 1,29,01,000 Equity Shares of
face value of Rs. 10/- each, issued at a price of Rs. 113/- per share (including premium
of Rs. 103/- per equity share), the paid-up Share Capital of the Company has increased
from 3,87,02,472 Equity Shares to 5,16,03,472 Equity Shares of Rs. 10/- each w.e.f. 30th
June, 2026.

DIRECTOR''S RESPONSIBILITY STATEMENT:

Pursuant to requirement under section 134(3)(c) and 134(5) of the Companies Act, 2013,
with respect to Directors'' Responsibility Statement, it is hereby confirmed that:

(a) in the preparation of the annual accounts, the applicable accounting standards
had been followed along with proper explanation relating to material departures, if
any;

(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 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 the Companies Act, 2013,
for safeguarding the assets of the company and for preventing and detecting
fraud and other irregularities;

(d) the d irectors had prepared the annual accounts on a going concern basis;

(e) the directors had laid down internal financial controls to be followed by the
company and that such internal financial controls are adequate and were
operating effectively;

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

CHANGES IN THE BOARD OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND
SENIOR MANAGEMENT PERSONNEL:

The list of Directors and KMPs during the vear under review was as follows:

During the year, Mr. Bibekananda Satapathy was appointed as an Additional Independent
(Non-Executive) Director for a term of five consecutive years from 15.05.2025 to
14.05.2030. He brings with him a distinguished academic and professional background,
coupled with a wealth of experience in the field of finance. He holds a provisional
Bachelor''s degree from Utkal University, Bhubaneswar, and is a Fellow Member of the
Institute of Chartered Accountants of India (ICAI). Additionally, he is an Associate Member
of the Institute of Cost Accountants of India (ICMAI), reflecting his deep-rooted expertise
in both financial and cost accounting domains. In his earlier professional tenure, Mr.
Satapathy was associated with Gas Authority of India Limited (GAIL), a leading public
sector undertaking, where he held several key positions within the Finance and Accounts
Department. Over the span of more than 26 years, he has acquired extensive experience
in financial management, budgeting, accounting, regulatory compliance, and strategic
financial planning.

Further, Mr. Soumendra Kumar Das was appointed as an Additional Independent (Non¬
Executive) Director for a term of five consecutive years from 04.06.2025 to 03.06.2030.
He holds a bachelor''s degree in science from Sambalpur University, Burla. Further, he
also holds a postgraduate diploma in management from Xabier Institute of Management,
Bhubaneswar. In the past, he was associated with Sonata Software Limited; Ness
Technologies (India) Private Limited; and Relevance Lab Private Limited. He is currently

serving as a board advisor at Datafoundry Private Limited. He has experience of over 26
years in the field of technology industry.

The Nomination and Remuneration Committee and the Board of Directors approved and
recommended the following regularization, reappointment and redesignation at their
meetings held on 29^th July, 2025 and 1^st August, 2025 respectively. The same were also
approved by the Shareholders at the Extraordinary General Meeting held on 8^th August,
2025.

♦ Mr. Prasant Mohapatra was regularised from the position of Additional Independent
(Non-Executive) Director as an Independent Director for a term of five consecutive
years, commencing from 17^th February, 2025 to 16^th February, 2030.

♦ Mr. Bibekananda Satapathy was regularised from the position of Additional
Independent (Non-Executive) Director as an Independent Director for a term of five
consecutive years, commencing from 15^th May, 2025 to 14^th May, 2030.

♦ Mr. Soumendra Kumar Das was regularised from the position of Additional
Independent (Non-Executive) Director as an Independent Director for a term of five
consecutive years, commencing from 4^th June, 2025 to 3^rd June, 2030.

♦ Mr. Priyadarshi Pany was appointed as the Managing Director of the Company for a
term of five consecutive years, commencing from 1^st August, 2025 to 31^st July, 2030,
pursuant to the applicable provisions of the Companies Act, 2013.

♦ Mr. Priyadarshi Pany, Managing Director & CEO of the Company, was also appointed
as the Chairman of the Company, thereby providing integrated leadership to the
Board and the management.

♦ Ms. Lagna Panda was re-designated from Executive Director to Whole-time Director
of the Company.

The aforesaid changes in the composition and leadership of the Board were undertaken
during the transition of the Company into a listed entity and with a view to further
strengthening the governance framework, leadership structure and oversight of the
Company.

DETAILS OF SENIOR MANAGEMENT PERSONNEL ARE AS FOLLOWS:

CHANGE OF RTA:

During the year under review, the Company changed its Registrar and Share Transfer
Agent from M/s. System Support Services to KFin Technologies Limited, with effect
from June 10, 2025. KFin Technologies Limited has been appointed to undertake the
functions of Registrar and Share Transfer Agent of the Company, including maintenance
of records relating to shareholders, processing of share transfers and transmission,
issue of share certificates, handling of requests relating to dematerialization and
rematerialisation of securities, and providing other related investor services.

The change was undertaken to ensure efficient and streamlined management of the
Company''s share registry and investor-related services.

CHANGE IN STATUS OF MR. PRIYADARSHI PANY (DIN: 00824049), FROM A
DIRECTOR NOT LIABLE TO RETIRE BY ROTATION TO A DIRECTOR LIABLE TO RETIRE
BY ROTATION:

Pursuant to the approval of the Shareholders accorded on August 08, 2025, Mr.
Priyadarshi Pany was appointed as the Managing Director and Chief Executive Officer
(CEO) of the Company, not liable to retire by rotation, for a period of five (5) years with
effect from 1st August, 2025 to 31st July, 2030.

In terms of Section 152(6) of the Companies Act, 2013, the Company is required to
ensure that the prescribed minimum number of Directors are liable to retire by rotation.
Accordingly, in order to ensure compliance with the aforesaid statutory requirement, it is
proposed to make Mr. Priyadarshi Pany, who is presently a Director not liable to retire by
rotation, to be a Director liable to retire by rotation, while continuing his appointment as
the Managing Director and CEO of the Company for the aforesaid tenure.

DECLARATION FROM INDEPENDENT DIRECTORS:

The Company has received the necessary declarations from all the Independent Directors
under Section 149(7) of the Companies Act, 2013 confirming that they meet the criteria
of independence as prescribed under Section 149(6) of the Companies Act, 2013. The
Board is of the opinion that the Independent Directors possess the requisite integrity,
expertise and experience required under the applicable provisions of the Companies
Act, 2013. The Independent Directors have confirmed that they have complied with the
requirements relating to registration in the Independent Directors'' Databank maintained
by the Indian Institute of Corporate Affairs (IICA), wherever applicable, in accordance
with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.
During the financial year, a separate meeting of the Independent Directors was held on
25^th March, 2026 in accordance with the provisions of Schedule IV to the Companies
Act, 2013, wherein the Independent Directors reviewed the performance of the Non¬
Independent Directors and the Board as a whole, reviewed the performance of the
Chairperson of the Company and assessed the quality, quantity and timeliness of the flow
of information between the management and the Board.

INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING PROFICIENCY) OF
INDEPENDENT DIRECTORS:

In the opinion of the Board, the Independent Directors of the Company possess the
requisite integrity, expertise, and relevant experience to effectively contribute to the
Company''s governance and decision-making process.

STATUTORY AUDITORS:

Pursuant to the provisions of Section 139 of the Act read with Rule 6 of the Companies
(Audit and Auditors) Rules, 2014, the Shareholders at the 25th Annual General Meeting
held on 27^th September, 2024 had appointed M/s. SRB & Associates, Chartered
Accountants (FRN: 310009E) as our statutory auditor for the term of 5 years from the
25^th AGM to the conclusion of 30^th AGM i.e. from financial year 2024-2025 to 2028-2029.

The Company expressed its sincere gratitude for their significant contributions and
insightful guidance. Their meticulous attention to detail and unwavering commitment to
the highest standards of auditing have played a crucial role in maintaining our financial
integrity and ensuring compliance with regulatory requirements.

COMMENTS ON STATUTORY AUDITORS'' REPORT:

The Statutory Auditors have not reported any instances of fraud to the Board of Directors
under Section 143(12) of the Companies Act, 2013 and have not issued any adverse
qualifications or opinions in their report for the period of financial year ended 31^st March
2026.

COST AUDITOR:

Provisions of Section 148 of the Companies act, 2013 is not applicable to the Company
and hence the Company has not maintained any cost records and has not conducted any
Cost audit for the financial year 2025-2026.

SECRETARIAL AUDITOR:

The provisions of Section 204 of the Companies Act, 2013 are applicable to the Company
for the financial year 2025-26. Accordingly, the Secretarial Audit Report for the financial
year 2025-2026, as issued by the Secretarial Auditor, was placed before and approved by
the Board of Directors of the Company and forms part of this Board''s Report.

Further, in compliance with the applicable provisions of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, Mr. Bimal Pattanaik, Practising Company
Secretary, has been appointed as the Secretarial Auditor of the Company for a term
of five consecutive financial years, commencing from Financial Year 2026-2027 and
continuing up to Financial Year 2030-2031, subject to the approval of the shareholders in
the ensuing Annual General Meeting.

SECRETARIAL AUDIT REPORT:

Pursuant to the provisions of Section 204 of the Act, the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, and Regulation 24A(1) of the SEBI
Listing Regulations, the Secretarial Audit for Financial Year 2025-2026 was conducted
by M/s. Bimal Pattanaik, PCS. The Secretarial Audit report in the prescribed Form MR-3 is
annexed to this Report as "Annexure-D". The report does not contain any qualification,
reservation, adverse remark or disclaimer.

INTERNAL AUDITORS:

Pursuant to the provisions of Section 138 of the Companies Act, 2013, the Company had
appointed M/s. PBM & Associates as the Internal Auditor of the Company for the financial
year 2025-2026. The Internal Auditor conducted the Internal Audit of the Company for
the said financial year, and the Internal Audit Report was duly placed before the Board of
Directors meeting dated 14^th August, 2026 for its consideration and review.

Further, M/s. PBM & Associates has been re-appointed as the Internal Auditor of the
Company for the financial year 2026-2027.

CHANGE IN REGISTERED OFFICE:

There has been no change in the Registered Office of the Company.

CASH FLOW:

The cash flow statement is in accordance with the Accounting Standards and forms part
of the Annual Report.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF
THE COMPANY:

During the year under review, the Company undertook significant steps towards
its proposed Initial Public Offering ("IPO"). Your Company filed its Draft Red Herring
Prospectus (DRHP) with the Securities and Exchange Board of India ("SEBI") on 25^th
September, 2025 and subsequently completed the requisite regulatory and statutory
processes in connection with the proposed public issue.

The Company thereafter filed the Red Herring Prospectus (RHP) on 17^th June 2026 and
the Prospectus on 29^th June, 2026 with Registrar of Companies, Cuttack and got listed
on 2^nd July, 2026 on both the exchanges BSE Limited ("BSE") and the National Stock
Exchange of India Limited ("NSE").

The listing of the Company''s equity shares on both stock exchanges marks a significant
milestone in the Company''s growth and provides a broader platform for access to capital
markets and enhanced visibility among investors and other stakeholders.

Pursuant to the completion of Initial Public Offer (IPO) of 1,29,01,000 Equity Shares of
face value of Rs. 10/- each, issued at a price of Rs. 113/- per share (including premium

of Rs. 103/- per equity share), the paid-up Share Capital of the Company has increased
from 3,87,02,472 Equity Shares to 5,16,03,472 Equity Shares of Rs. 10/- each w.e.f. 30^th
June, 2026.

Except for the aforesaid changes arising from the IPO and listing of the Company''s equity
shares, there were no other material changes or commitments affecting the financial
position of the Company between the end of the financial year and the date of this
Board''s Report.

Other than the above-mentioned, there are no other material changes affecting the
financial position of the Company.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS:

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

CHANGE IN NATURE OF BUSINESS:

During the year under review, there has been no change in the nature of business of the
Company.

RISK MANAGEMENT FRAMEWORK / MONITORING:

The Company has put in place a system to recognize, evaluate, track, and reduce
different risks in order to accomplish its main goals. The Company assesses and evaluates
business risks and opportunities on a periodic basis.

This framework seeks to create transparency, minimize adverse impact on the business
objectives and enhance the Company''s competitive advantage.

INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY:

The Company has established proper and adequate system of internal control to ensure
that all resources are put to optimum use and are well protected against all loss and
all transactions are authorized, recorded and reported correctly and there is proper
adherence to policies and guidelines, safeguarding its assets, prevention and detection
of frauds and errors, accuracy and completeness of the accounting records and timely
preparation of reliable financial disclosures, processes in terms of efficiencies and
effectiveness. The Company''s internal control systems are also periodically tested
and certified by the internal auditors. The Audit committee constituted by the Board
constantly reviews the internal control systems.

ANNUAL RETURN:

An Annual Return in Form No. MGT - 7 as on 31^st March, 2026 is available on the website
of the Company on the following link https://www.csm.tech/investor/

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING, IF ANY UNDER THE
INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR
STATUS AS AT THE END OF THE FINANCIAL YEAR.

During the year under review, no application was made or any proceeding was pending
against the Company under the Insolvency and Bankruptcy Code, 2016.

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.

No one-time settlement was made with any bank or financial institution during the year
under review. Hence, this disclosure is not applicable.

CSR POLICY & IMPLEMENTATION

Details related to CSR activities, policy and implementation during the year 2025-2026 is
provided in "Annexure-E"

REASON FOR NOT SPENDING CSR FUNDS DURING THE YEAR

During the financial year 2025-2026, the Company had a total CSR obligation of Rs.
43,31,344/- under Section 135 of the Companies Act, 2013. Out of the said amount, the
Company incurred CSR expenditure of Rs. 13,32,346/- towards various activities falling
within the ambit of Schedule VII of the Companies Act, 2013, as detailed below:

The balance amount of Rs. 29,98,998/-, being the unspent CSR amount in respect of
ongoing projects, has been transferred to a separate bank account designated for such
purpose, in accordance with the applicable provisions of Section 135 of the Companies
Act, 2013.

The said amount has been earmarked towards the following ongoing CSR projects/
activities covered under Schedule VII to the Companies Act, 2013:

The Company remains committed to implementing the above ongoing projects in
accordance with the approved CSR policy and the applicable provisions of the Companies
Act, 2013 and the rules made thereunder.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORK PLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

Our Company has in place a Sexual Harassment Policy and an Internal Complaints
Committee (ICC) in accordance with the provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act 2013. The Policy covers all
employees including permanent, project specific, contractual, and trainees.

During the year 2025-2026, we conducted one POSH Awareness sessions in both physical
and virtual modes. These were presented by Dr. Isa Mishra, associated with KIIT School of
Management held on 22^nd December 2025.

The Internal Complaints Committee (ICC) has been constituted to address complaints of
sexual harassment at the workplace.

During the year under review, no complaints were reported and hence no cases were
pending as of 31^st March 2026.

Details of Complaints during the year

As per the requirements of the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 ("POSH"), the Company has in place a policy,
available on our internal portal.

The Company has duly complied with the provisions relating to the constitution of the
Internal Complaints Committee (ICC) under POSH. The Committee comprises both internal
members and an external member who has extensive experience in the field.

SECRETARIAL STANDARDS OF ICSI

The Company has complied with the applicable Secretarial Standards issued by the
Institute of Company Secretaries of India and adopted under the Act.

Numbers & Dates of Board Meetings held during the year:

(i) During the F.Y. 2025-2026, the Board of Directors met 14 (Fourteen) times
on the following dates:

(ii) The details of attendance of each Director at the Board Meetings, last
Annual General Meeting is as follows:

#Mr. Bibekananda Satapathy was appointed with effect from 15^th May, 2025.

@Mr. Soumendra Kumar Das was appointed with effect from 4^th June, 2025.
REMUNERATION TO DIRECTORS:

Particulars of the Executive Director''s remuneration for the period ended 31^st March,
2025 are given below:

GENERAL BODY MEETINGS:

Details of location and time of last Annual General Meeting is as under:
Annual General Meeting:

Extra-Ordinary General Meeting:

No special resolutions were required to be passed through postal ballot.

COMMITTEES OF THE BOARD:

The Board Committees play a crucial role in the governance structure of the Company.
The Board has constituted sub-committees to focus on specific areas and make informed
decisions within the authority delegated to each of the committees. Each committee of
the Board is guided by its charter, which defines the scope, powers and composition of
the committee. All decisions and recommendations of the Committees are placed before
the Board for their information or approval. The Board has established the following
statutory committees in terms of the SEBI Listing Regulations, and the Companies Act,
2013:

a) Audit Committee;

b) Nomination and Remuneration Committee;

c) Stakeholders'' Relationship Committee; and

d) Corporate Social Responsibility Committee

AUDIT COMMITTEE:

The Audit Committee was constituted by a resolution passed by our Board dated 25^th
June, 2025. The Audit Committee was re-constituted by a resolution passed by our Board
dated September 16, 2025. The Audit Committee is in compliance with Section 177 and
other applicable provisions of the Companies Act and Regulation 18 of the SEBI Listing
Regulations. The Audit Committee currently comprises:

Audit Committee Meeting and Attendance:

Shweta Janardhan Sharma, our Company Secretary and Compliance Officer shall act as
the Secretary of the Audit Committee.

TERMS OF REFERENCE:

The Audit Committee shall be responsible for, among other things, as may be required
by the stock exchange(s) in India where the equity shares of the Company are proposed
to be listed (the "Stock Exchanges") from time to time, the following:

POWERS OF AUDIT COMMITTEE

The Audit Committee shall have powers, including the following:

(1) to investigate any activity within its terms of reference;

(2) to seek information from any employee;

(3) to obtain outside legal or other professional advice; and

(4) to secure attendance of outsiders with relevant expertise, if it considers necessary.

(5) to approve the key performance indicators to be disclosed in the Issue related
documents in relation to the initial public offering of the equity shares of the
Company and to confirm that verified and audited details for all the key performance
indicators pertaining to the Company that have been disclosed to the earlier investors
at any point of time during the three years period prior to the date of filing of the
Draft Red Herring Prospectus / the Red Herring Prospectus are disclosed under ''Basis
for Issue Price'' section of the offer document.

(6) Such powers as may be prescribed under the Companies Act and SEBI Listing
Regulations.

ROLE OF AUDIT COMMITTEE

The role of the Audit Committee shall include the following:

(1) oversight of financial reporting process and the disclosure of financial information
relating to the Company to ensure that the financial statements are correct, sufficient
and credible;

(2) recommendation to the Board for appointment, re-appointment, replacement,
remuneration and terms of appointment of auditors of the Company and the fixation
of the audit fee;

(3) Reviewing and monitoring the statutory auditor''s independence and performance,
and effectiveness of audit process;

(4) approval of payment to statutory auditors for any other services rendered by the
statutory auditors;

(5) recommending to the Board of directors the appointment and removal to the external
auditor, fixation of audit fees and approval for payment for any other services;

(6) examining and reviewing, with the management, the annual financial statements and
auditor''s report thereon before submission to the Board for approval, with particular
reference to:

a. matters required to be included in the director''s responsibility statement to be
included in the Board''s report in terms of clause (c) of sub-section 3 of section
134 of the Companies Act, 2013;

b. changes, if any, in accounting policies and practices and reasons for the same;

c. major accounting entries involving estimates based on the exercise of judgment
by management;

d. significant adjustments made in the financial statements arising out of audit
findings;

e. compliance with listing and other legal requirements relating to financial
statements;

f. disclosure of any related party transactions; and

g. modified opinion(s) in the draft audit report.

(7) reviewing, with the management, the quarterly, half-yearly and annual financial
statements before submission to the Board for approval;

(8) reviewing, with the management, the statement of uses / application of funds raised
through an issue (public issue, rights issue, preferential issue, etc.), the statement

of funds utilized for purposes other than those stated in the offer document /
prospectus / notice and the report submitted by the monitoring agency monitoring
the utilisation of proceeds of a public or rights issue, and making appropriate
recommendations to the Board to take up steps in this matter;

(9) Formulating a policy on related party transactions, which shall include materiality of
related party transactions

(10) Seeking information from any employee, obtain external professional advice, and
secure attendance of outsiders with relevant expertise if necessary.

(11) Reviewing, at least on a quarterly basis, the details of the related party transactions
entered into by the Company pursuant to each of the omnibus approvals given;

(12) approval of any subsequent modification of transactions of the Company with related
parties and omnibus approval for related party transactions proposed to be entered
into by the Company, subject to the conditions as may be prescribed;

Explanation: The term "relatedparty transactions" shall have the same meaning
as provided in Clause 2(zc) of the SEBI Listing Regulations and/or the applicable
Accounting Standards and/or the Companies Act, 2013.

(13) scrutiny of inter-corporate loans and investments;

(14) valuation of undertakings or assets of the Company, wherever it is necessary;

(15) evaluation of internal financial controls and risk management systems;

(16) reviewing, with the management, performance of statutory and internal auditors,
and adequacy of the internal control systems;

(17) reviewing the adequacy of internal audit function, if any, including the structure
of the internal audit department, staffing and seniority of the official heading the
department, reporting structure coverage and frequency of internal audit;

(18) discussion with internal auditors of any significant findings and follow-up thereon;

(19) reviewing the findings of any internal investigations by the internal auditors into
matters where there is suspected fraud or irregularity or a failure of internal control
systems of a material nature and reporting the matter to the Board;

(20) discussion with statutory auditors before the audit commences, about the nature
and scope of audit as well as post-audit discussion to ascertain any area of concern;

(21) looking into the reasons for substantial defaults in the payment to depositors,
debenture holders, shareholders (in case of non-payment of declared dividends) and

creditors;

(22) reviewing the functioning of the whistle blower mechanism;

(23) monitoring the end use of funds through public offers and related matters;

(24) overseeing the vigil mechanism established by the Company, with the chairman of
the Audit Committee directly hearing grievances of victimization of employees and
directors, who used vigil mechanism to report genuine concerns in appropriate and
exceptional cases;

(25) approval of appointment of chief financial officer (i.e., the whole-time finance
Director or any other person heading the finance function or discharging that
function) after assessing the qualifications, experience and background, etc. of the
candidate;

(26) reviewing the utilization of loans and/or advances from/investment by the holding
company in the subsidiary exceeding 31,000,000,000 or 10% of the asset size of
the subsidiary, whichever is lower including existing loans/ advances/ investments
existing as on the date of coming into force of this provision; and

(27) considering and commenting on rationale, cost-benefits and impact of schemes
involving merger, demerger, amalgamation etc., on the listed entity and its
shareholders;

(28) approving the key performance indicators for disclosure in the offer documents;

(29) to review compliance with the provisions of the Securities and Exchange Board of
India (Prohibition of Insider Trading) Regulations, 2015, at least once in a financial
year and shall verify that the systems for internal control under the said regulations
are adequate and are operating effectively; and

(30) carrying out any other functions required to be carried out by the Audit Committee
as may be decided by the Board and/or as provided under the Companies Act, 2013,
the SEBI Listing Regulations or any other applicable law, as and when amended from
time to time.

The Audit Committee shall mandatorily review the following information:

a. Management discussion and analysis of financial condition and results of
operations;

b. Management letters / letters of internal control weaknesses issued by the
statutory auditors;

c. Internal audit reports relating to internal control weaknesses;

d. The appointment, removal and terms of remuneration of the chief internal auditor;

e. Statement of deviations in terms of the SEBI Listing Regulations:

♦ quarterly statement of deviation(s) including report of monitoring agency,

if applicable, submitted to stock exchange(s) where the Equity Shares are
proposed to be listed in terms of the SEBI Listing Regulations;

♦ annual statement of funds utilised for purposes other than those stated
in the offer document/ prospectus/ notice in terms of the SEBI Listing
Regulations.

♦ Review the financial statements, in particular, the investments made by
any unlisted subsidiary.

♦ Review of such information as may be prescribed under the Companies
Act, 2013 as amended and SEBI Listing Regulations.

NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee was constituted by a resolution passed by
our Board dated 25^th June, 2025. The Nomination and Remuneration Committee was re¬
constituted by a resolution passed by our Board September 16, 2025.

The composition and terms of reference of the Nomination and Remuneration Committee
are in compliance with Section 178 and other applicable provisions of the Companies
Act 2013 and Regulation 19 of the SEBI Listing Regulations. The Nomination and
Remuneration Committee currently comprises:

Nomination and Remuneration Committee Meeting and Attendance:

TERMS OF REFERENCE

The Nomination and Remuneration Committee shall be responsible for, among other
things, the following:

(1) Formulation of the criteria for determining qualifications, positive attributes and
independence of a director and recommend to the Board a policy relating to the
remuneration of the directors, key managerial personnel and other employees
("Remuneration Policy");

(2) For appointment of an independent directors, evaluation of the balance of skills,
knowledge and experience on the Board and on the basis of such evaluation,
preparation of a description of the role and capabilities required of an independent
director. The person recommended to the Board for appointment as an independent
director shall have the capabilities identified in such description. For the purpose of
identifying suitable candidates, the Nomination and Remuneration Committee may:

a. use the services of an external agencies, if required;

b. consider candidates from a wide range of backgrounds, having due regard to
diversity; and

c. consider the time commitments of the candidates.

(3) Formulation of criteria for evaluation of independent directors and the Board;

(4) Devising a policy on Board diversity;

(5) Identifying persons who are qualified to become directors and who may be appointed
in senior management in accordance with the criteria laid down, and recommend

to the Board their appointment and removal and carrying out evaluation of every
director''s performance (including independent director);

(6) Whether to extend or continue the term of appointment of the independent director,
on the basis of the report of performance evaluation of independent directors;

(7) Recommend to the board, all remuneration, in whatever form, payable to senior
management;

(8) The Nomination and Remuneration Committee, while formulating the Remuneration
Policy, should ensure that-

a. the level and composition of remuneration be reasonable and sufficient to
attract, retain and motivate directors of the quality required to run the Company
successfully;

b. relationship of remuneration to performance is clear and meets appropriate
performance benchmarks; and

c. remuneration to directors, key managerial personnel and senior management
involves a balance between fixed and incentive pay reflecting short and long term
performance objectives appropriate to the working of the Company and its goals.

(9) perform such functions as are required to be performed by the compensation
committee under the Securities and Exchange Board of India (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021, as amended, including the following:

a. administering the employee stock option plans of the Company, as may be
required;

b. determining the eligibility of employees to participate under the employee stock

option plans of the Company;

c. granting options to eligible employees and determining the date of grant;

d. determining the number of options to be granted to an employee;

e. determining the exercise price under the employee stock option plans of the
Company; and

f. construing and interpreting the employee stock option plans of the Company
and any agreements defining the rights and obligations of the Company and
eligible employees under the employee stock option plans of the Company, and
prescribing, amending and/or rescinding rules and regulations relating to the
administration of the employee stock option plans of the Company.

g. the conditions under which option may vest in employee and may lapse in case
of termination of employment for misconduct

h. the exercise period within which the employee should exercise the option and
that option would lapse on failure to exercise the option within the exercise
period

i. the specified time period within which the employee shall exercise the vested
option in the event of termination or resignation of an employee

j. the right of an employee to exercise all the options vested in him at one time or
at various points of time within the exercise period

k. re-pricing of the options which are not exercised, whether or not they have been
vested if stock option rendered unattractive due to fall in the market price of the
equity shares

l. the grant, vest and exercise of option in case of employees who are on long leave

m. allow exercise of unvested options on such terms and conditions as it may deem
fit;

n. the procedure for cashless exercise of options;

o. forfeiture/ cancellation of options granted

p. formulating and implementing the procedure for making a fair and reasonable
adjustment to the number of options and to the exercise price in case of
corporate actions such as rights issues, bonus issues, merger, sale of division and
others. In this regard following shall be taken into consideration:

♦ the number and the price of stock option shall be adjusted in a manner
such that total value of the option to the employee remains the same after
the corporate action;

♦ for this purpose, follow global best practices in this area including the
procedures followed by the derivative markets in India and abroad may be
considered; and

♦ the vesting period and the life of the option shall be left unaltered as far as
possible to protect the rights of the employee who is granted such option.

♦ To make available its terms of reference and review annually those terms
of reference and its own effectiveness and recommend any necessary
changes to the Board.

The committee is authorised by the Board to:

(a) investigate any activity within its terms of reference;

(b) seek any information from any employee of the Company or any associate or
subsidiary, joint venture Company in order to perform its duties;

(c) call any director or other employee to be present at a meeting of the Committee
as and when required, and

(d) If the Committee considers it necessary so to do, it is authorised to obtain
appropriate external advice including but not limited to legal and professional
advice to assist it in the performance of its duties and to secure the services of
outsiders with relevant experience and expertise and to invite those persons
to attend at meetings of the Committee. The cost of obtaining any advice or
services shall be paid by the Company within the limits as authorised by the
Board.

(10) frame suitable policies, procedures and systems to ensure that there is no violation of
securities laws, as amended from time to time, including:

a. the Securities and Exchange Board of India (Prohibition of Insider Trading)
Regulations, 2015; and

b. the Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair
Trade Practices Relating to the Securities Market) Regulations, 2003, by the
trust, the Company and its employees, as applicable.

(11) Periodically reviewing and re-examining the terms of reference and making
recommendations to our Board for any proposed changes;

(12) Authorization to obtain advice, reports or opinions from internal or external counsel
and expert advisors;

(13) Ensuring proper induction program for new directors, key managerial personnel
and senior management and reviewing its effectiveness along-with ensuring that
on appointment, they receive a formal letter of appointment in accordance with
guidelines provided under the Companies Act;

(14) Developing a succession plan for our Board and senior management and regularly

reviewing the plan

(15) carrying out any other activities as may be delegated by the Board and other functions
required to be carried out by the Nomination and Remuneration Committee as
provided under the Companies Act, 2013, the SEBI Listing Regulations or any other

STAKEHOLDERS'' RELATIONSHIP COMMITTEE:

The Stakeholders'' Relationship Committee was constituted by a resolution of our Board
dated June 25, 2025. The Stakeholders'' Relationship Committee was re-constituted by a
resolution passed by our Board on September 16, 2025.

The composition and terms of reference of Stakeholders'' Relationship Committee are in
compliance with Section 178 and any other applicable law of the Companies Act 2013 and
Regulation 20 of the SEBI Listing Regulations. The Stakeholders'' Relationship Committee
currently comprises:

Stakeholder''s Relationship Committee Meeting and Attendance:

TERMS OF REFERENCE

The Stakeholders'' Relationship Committee shall be responsible for, among other things,

as may be required under applicable law, the following:

(1) considering and looking into various aspects of interest of shareholders, debenture
holders and other security holders;

(2) resolving the grievances of the security holders of the listed entity including
complaints related to transfer/transmission of shares, non-receipt of annual report,
non-receipt of declared dividends, issue of new/duplicate certificates, general
meetings etc.;

(3) formulation of procedures in line with the statutory guidelines to ensure speedy
disposal of various requests received from shareholders from time to time;

(4) giving effect to allotment of Equity Shares, approval of transfer or transmission
of Equity Shares, dematerilisation of shares and re-materlisation of shares, split
and issue of duplicate/consolidated share certificates, compliance with all the
requirements related to shares, debentures or any other securities;

(5) issue of duplicate certificates and new certificates on split/consolidation/renewal/
replacement, etc.;

(6) review of measures taken for effective exercise of voting rights by shareholders;

(7) review of adherence to the service standards adopted by the listed entity in respect
of various services being rendered by the registrar & share transfer agent of the
Company and to recommend measures for overall improvement in the quality of
investor services

(8) to dematerialize or rematerialize the issued shares;

(9) review of the various measures and initiatives taken by the listed entity for reducing
the quantum of unclaimed dividends and ensuring timely receipt of dividend
warrants/annual reports/statutory notices by the shareholders of the company; and

(10) carrying out any other functions required to be carried out by the Stakeholders''
Relationship Committee as contained in the SEBI Listing Regulations or any other
applicable law, as and when amended from time to time.

(11) To authorise affixation of common seal of the Company.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

The Corporate Social Responsibility Committee was constituted by a resolution passed by
our Board dated 1^st December, 2022. The Corporate Social Responsibility Committee was
re-constituted by a resolution passed by our Board dated 25^th June, 2025 and was further
reconstituted post regularization of Independent Directors as on 16^th September, 2025.

The composition and terms of reference are in compliance with Section 135 and other
applicable provisions of the Companies Act 2013. The CSR Committee currently comprises
of:

Corporate Social Responsibility Committee Meeting and Attendance:

TERMS OF REFERENCE

The Corporate Social Responsibility Committee be and is hereby authorized to perform
the following functions:

(1) formulate and recommend to the Board, a "Corporate Social Responsibility Policy"
which shall indicate the activities to be undertaken by the Company as specified
in Schedule VII of the Companies Act and the rules made thereunder, as amended,
monitor the implementation of the same from time to time, and make any revisions

(2) formulate and recommend an annual action plan in pursuance of its Corporate Social
Responsibility Policy which shall list the projects or programmes undertaken, manner
of execution of such projects, modalities of utilisation of funds, monitoring and
reporting mechanism for the projects;

(3) identify corporate social responsibility policy partners and corporate social
responsibility policy programmes;

(4) delegate responsibilities to the corporate social responsibility team and supervise
proper execution of all delegated responsibilities;

(5) review and recommend the amount of expenditure to be incurred on the activities
referred to in clause (1);

(6) monitor the corporate social responsibility policy of the Company and its
implementation from time to time; and

(7) To perform such other functions or responsibilities and exercise such other powers as
may be conferred upon the CSR Committee in terms of the provisions of the Section
135 of the Companies Act, 2013, as amended and the rules framed thereunder.

(8) To provide assistance to the Board to ensure that our Company spends towards the
corporate social responsibility activities in every Fiscal, such percentage of average
net profit/ amount as may be prescribed in the Companies Act;

(9) To provide explanation to the Board if the Company fails to spend the prescribed
amount within the financial year. Any other matter as the Corporate Social
Responsibility Committee may deem appropriate after approval of the Board or as
may be directed by the Board from time to time and/or as may be required under
applicable law, as and when amended from time to time.

BOARD 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 the Listing Regulations. The performance of Chairperson of the Board
was reviewed by the Independent Directors taking into consideration the views of the
executive directors. The parameters considered were leadership ability, adherence to
corporate governance practices etc. The Board evaluated its performance after seeking
inputs from all the Directors on the basis of such criteria such as 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 criteria such as the composition of Committees,
effectiveness of Committee meetings etc.

PREVENTION OF INSIDER TRADING:

The Company has adopted a Code of Conduct for Prevention of Insider Trading in
compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended
from time to time, with a view to regulate the trading in securities by the Directors and
Designated Employees of the Company. The Code requires preclearance for dealing in the
Company''s shares and prohibits the purchase or sale of shares of the Company by the
Directors and designated employees while in possession of unpublished price sensitive
information in relation to the Company and during the period when the ''Trading Window''
is closed. The Board is responsible for implementation of the code. All Directors and the
designated employees have confirmed compliance with the code.

ANNUAL GENERAL MEETING:

The 27^th Annual General Meeting ("the AGM") of the Company will be held on 29^th
September 2026, Tuesday at 11.00 A.M. at Level-6, S1 Conference Hall, OCAC Tower,
Acharya Vihar, Bhubaneswar-751013, Odisha.

Shareholding Pattern as on 31^st March, 2026:

GDRs/ADRs/Warrants/Convertible Securities/Sweat Equity Shares/ESOP/Bonus
Shares:

During the year under preview, the Company has not issued any sweat equity, GDRs/
ADRs/Warrants/Convertible Securities/ESOP.

Details of Shares held by more than 1% as on 31^st March, 2026:

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF VALUATION DONE AT THE TIME OF
ONE TIME SETTLEMENT AND VALUATION DONE WHILE TAKING LOAN FROM BANK OR
FINANCIAL INSTITUTION ALONGWITH REASON THEREOF.

As the Company did not engage in any one-time settlements during the financial year
under review, there is no disclosure required.

ADDRESS FOR CORRESPONDENCE:

Any query relating to shares and requests for transactions such as transfer, transmission
and nomination facilities, duplicate share certificates, change of address, non-receipt of
dividend/ Annual Report, also regarding dematerialization of shares may please be taken
up with:

WITH RTA FOR INVESTORS:

KFIN TECHNOLOGIES LTD
Selenium Tower B, Plot 31-32,

Gachibowli, Financial District
Nanakramguda - 500032
Hyderabad

CIN NUMBER:

The Corporate Identity Number ("CIN") of the company, as allotted by the Ministry of
Corporate Affairs post conversion from Private Limited Company to Public Limited
Company is U62090OR1998PLC005380.

COMPLIANCE IN ACCORDANCE WITH MCA CIRCULAR DATED 27^th OCTOBER, 2023:

Your Company has obtained the International Securities Identification Number (ISIN), and
enabled shareholders to dematerialize their physical holdings into dematerialized form.
ISIN of your company is INE0ZK601013.

VIGIL MECHANISM (WHISTLE BLOWER POLICY):

In compliance with the provisions of Section 177(9) of the Companies Act, 2013, the
Company has established a vigil mechanism for the Directors and employees of the
Company to report concerns about unethical behavior, actual or suspected incidents of
fraud or violation of code of conduct. Under this policy, your Company encourages the
employees to report any reporting of fraudulent financial or other information to the
stakeholders, and any conduct that results in violation of the Company''s code of business
conduct, to the management (on an anonymous basis, if the employees so desire). The
Vigil mechanism/Whistle Blower policy may be accessed on the Company''s website at
www.csm.tech

POLICY ON APPOINTMENT & REMUNERATION OF DIRECTORS AND KEY MANAGERIAL
PERSONNEL:

Pursuant to the provisions of Section 178(3) of the Companies Act, 2013, the Board
has framed a policy for selection, appointment and remuneration of Directors and Key
Managerial Personnel including criteria for determining qualifications, positive attributes
and independence of directors. The said policy is available on Company''s website at
https://www.csm.tech _Nominations-and-Remuneration-Policy.pdf and https://www.csm.
tech .pdf.

REPORTING OF FRAUDS:

There is no instance of fraud during the year under review, which required the Statutory
Auditors or Secretarial Auditors to report to the Audit Committee, Board and/or Central
Government under Section 143(12) of the Companies Act, 2013 and the rules made
thereunder.

RISK MANAGEMENT:

A well-defined risk management mechanism covering the risk mapping and trend
analysis, risk exposure, potential impact and risk mitigation process is in place.

The objective of the mechanism is to minimize the impact of risks identified and taking
advance actions to mitigate it. The mechanism works on the principles of probability of
occurrence and impact, if triggered. A detailed exercise is being carried out to identify,
evaluate, monitor and manage both business and nonbusiness risks.

CEO/ CFO CERTIFICATION:

In terms of the requirements of Regulation 17(8) of the Listing Regulations, the Chairman,
Managing Director and CEO, Mr. Priyadarshi Pany and the CFO, Mr. Neeraj Sahni, have
submitted necessary certificate to the Board of Directors stating the particulars specified
under the said regulations. This certificate has been reviewed and taken on record by the
Board of Directors at its meeting held on July 20, 2026 and enclosed here as "Annexure
-F".

CERTIFICATION FROM COMPANY SECRETARY IN PRACTICE:

Pursuant to Regulation 34(3) and Schedule V Para C clause (10) (i) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 relating to certificate of
non-disqualification of Directors is not applicable to the Company as the Company got its
securities listed on July 02, 2026.

CREDIT RATING:

Our Company has received the following credit ratings:

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Your Company is exempted from reporting on Business Responsibility and Sustainability
Report as per Regulation 34(2) (f) of SEBI (Listing Obligations and Disclosure
Requirements), Regulations 2015.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report is given as a separate section in the
Annual Report as "Annexure-G".

INDUSTRIAL RELATIONS:

The industrial relations within your Company have consistently been peaceful and cordial,
reflecting a harmonious work environment where management and employees have
maintained open communication, mutual respect, and collaboration.

CAUTIONARY STATEMENT:

Statements contained in the Annual Report, including those relating to the Management
Discussion and Analysis forming part of the Annual Report, may include forward-looking
statements concerning the Company''s objectives, plans, estimates and expectations,
within the meaning of applicable laws and regulations. Such statements are based on
assumptions and expectations that the Company believes to be reasonable; however,
actual results might differ from those expressed or implied in such statements due to
various other factors.

ACKNOWLEDGEMENTS:

Your directors place on records their sincere appreciation and gratitude to all the
Shareholders and stakeholders including banks, financial institutions, Central & State
Government Authorities, the Public Sector Undertakings (PSUs), regulatory authorities,
clients, business partners, vendors with whom the Company operates for their continued
trust, confidence, co-operation and excellent support received during the year.

Place: Bhubaneswar For and on behalf of the Board of Directors

Date: August 14, 2026

Priyadarshi Pany Lagna Panda

Chairman, MD & CEO Whole-Time Director

DIN: 00824049 DIN:02604669