Your Directors have pleasure in presenting 30th Annual Report on the working of the Company together with the audited accounts for the financial year ended 31st March, 2026.

The financial results of the Company as prescribed in the said Accounts are summarized below :

During the year under review, the total revenue of the company has improved by 7.4 % i.e. Rs. 14462.05 lakhs as compared to Rs. 13464.12 lakhs in the previous year. During the year, the operating surplus (profit before finance cost and depreciation) of the Company has also improved by 20% i.e. Rs.3335.96 lakhs as compared to Rs. 2777.76 lakhs in the previous year. The total profit during the year is Rs. 769.59 lakhs as against total profit of Rs. 198.25 lakhs during the previous year. During the year, the Company has made provision of Rs.187.61 lacs on account of past service cost and increased liability for gratuity and leave encashment as per four new Labour Codes notified by Govt. India effective from 21st November, 2025, which has been shown as exceptional item and after adding the comprehensive income of Rs. 13.49 lakhs, total profit of the year was Rs. 595.48 lakhs as against total profit of Rs. 265.88 lakhs in the previous year. There has been no change in the nature of business of the Company during the year. There are no significant changes in key financial ratios as compared to immediately previous financial year.

The Company is a MSME Company under registration no. UDYAM-WB-10-0000193 dated 6th July, 2020.

The Company has received credit rating from CARE Ratings Limited Limited and has been granted CARE BB+;Stable ( upgraded from BB/Stable earlier ) for Long Term Rating and CARE A4+(Reaffirmed) for Short Term Rating.

Your Directors do not recommend any dividend on Equity Shares for the year under review as they wish to use the available resources for further growth, capital expenditure etc.

During the financial year under review, the Company has transferred total profit of Rs. 595.48 lakhs to General Reserve.

The Company's export turnover has improved by 11.38% i.e. Rs.3050.97 lakhs during the year under review, as compared to Rs. 2678.82 lakhs in the previous year.

The Company has not accepted any public deposit since its inception.

The Company has added one more LOOM BK 860 from Schlatter, Germany in its production capacity, commercial production of which has already started. The Company has also imported a seaming machine from Austria during the year under review and the Company is hopeful that with the above additions, the Company will be able to cater new market both in domestic and export sector and profitability will improve substantially in coming years.

As per provisions of Section 152 of the Companies Act, 2013 read with Companies (Appointment and Qualifications of Directors) Rules, 2014, Mr. Vedant Khaitan (DIN 06942868) Director of the Company, retires by rotation and being eligible offer himself for re-appointment.

On the recommendation of Nomination and Remuneration Committee in its meeting held on 29th May, 2026, Mr. Sunil Khaitan ( DIN 0038596) has been re-appointed as Chairman and Managing Director of the Company by the Board for a period of 3 years w.e.f 1st April, 2026, subject to approval by shareholders in ensuing Annual General Meeting of the Company, in terms of Section 196, 197 and 203 read with Schedule V of the Companies Act, 2013, whose period of office shall be liable to retirement of directors by rotation. On the recommendation of Nomination and Remuneration Committee, the Board in its meeting held on 29th May, 2026 appointed Mr. Vedant Khaitan (DIN 06942868) as Joint Managing Director of the Company for a period of 3 years w.e.f 1st June, 2026, subject to approval by shareholders in ensuing Annual General Meeting of the Company, in terms of Section 196, 197 and 203 read with Schedule V of the Companies Act, 2013, whose period of office shall be liable to retirement of directors by rotation. The resolutions have been included in the Agenda of the ensuing Annual General Meeting. Brief particulars of Mr. Sunil Khaitan and Mr. Vedant Khaitan as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 have been given in the Notice convening the ensuing Annual General Meeting and your Board recommend their re-appointment as set out in the Notice.

There was no change in key managerial personnel during the year under review.

None of the directors of the Company are related inter-se, except for Mr. Vedant Khaitan, who is Joint Managing Director of the Company, is the son of Mr. Sunil Khaitan, Chairman & Managing Director of the Company.

Your Company has received declaration from each of the Independent Directors under Section 149(7) of the Companies Act, 2013 and Regulation 25(8) of SEBI Listing Regulations, 2015 that they meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16 of SEBI Listing Regulations, 2015 and that they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact his/her ability to discharge their duties with an objective independent judgment and without any external influence. All the declarations were placed before the Board.

The Board of Directors of the Company, based on the recommendation of the Nomination & Remuneration Committee has formulated a Remuneration Policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy has been placed on the website of the Company atwww.shalimarwires.com under the weblink - https://shalimarwires.com/pol_cd/11NominationRemunerationPolicy.pdf.pdf

In terms of Section 139(2) of Companies Act, 2013, M/s. Khandelwal Ray & Co. Chartered Accountants, Kolkata (Regn. No. 302035E) were re-appointed as the Statutory Auditors of the Company to hold office for five consecutive years starting from the conclusion of the 26th Annual General Meeting held on 24th September, 2022 until the conclusion of the 31st Annual General Meeting of the Company at a remuneration as fixed by Board of Directors from time to time.

The Auditors Report for the Financial Year 2025-26 does not contain any qualification, reservation and adverse remark. Further in terms of section 143 of the Companies Act, 2013 read with Companies (Audit and Auditors ) Rules, 2014 as amended by notification/circulars issued by the Ministry of Corporate Affairs from time to time, no fraud has been reported by the Auditor of the Company where they have reason to believe that an offence involving fraud is being or has been committed against the Company by officers or employees of the Company.

The Audit Committee in its meeting held on 29th May, 2026 has recommended the reappointment of M/s. Mitra Bose & Associates, the Cost Auditor to conduct the cost audit of the company for the financial year 2026-27 in terms of section 148(3) of the Companies Act, 2013. Accordingly, the Board appointed the said firm of Cost Accountants to carry out the cost audit for the year 2026-27 on the remuneration as recommended by the Board and approved by the members in ensuing Annual General Meeting of the Company. The Auditors' Report are self-explanatory and therefore do not call for any further explanations/comments.

The Company has engaged M/s. Chaturvedi & Co., Chartered Accountants as its Internal Auditor and their scope of work and the plan for audit has been approved by the Audit Committee. The report submitted by them to the Audit Committee is regularly reviewed and their findings are discussed with the senior management and suitable corrective action taken on an ongoing basis to improve efficiency in operations.

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and SEBI ( Listing Obligation and Disclosure Requirements ) ( Third Amendment ) Regulation, 2024 dated 12th December,2024, the company has appointed M/s. MR & Associates, Practicing Company Secretaries ( Firm registration no. P2003WB008000) to undertake the Secretarial Audit of the company for a term of 5 (five) consecutive years, i.e. Financial year 2025-26 to Financial Year 2029-30. The report of the Secretarial Audit for Financial year 2025-26 is annexed herewith as Annexure - III. All the necessary measures has already been initiated by the Company as suggested by Secretarial Auditor in their report.

The Annual Secretarial Compliance Report issued by the Secretarial Auditor in terms of Regulation 24A of Listing Regulation, will be submitted to the Stock Exchanges within the statutory time limit and will be available in the Company's website at www.shalimarwires.com.

The Company complies with all applicable Secretarial Standards.

The Corporate Governance Report and a certificate from the Statutory Auditors M/s. Khandelwal Ray & Co., Chartered Accountants regarding compliance of the conditions of corporate governance as stipulated in Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements ) 2015 is given in Annexure I, forming part of this report.

Sec. 135 of the Companies Act, 2013 stipulates expenditure of 2% of the average net profit of preceding 3 financial years on CSR activities. The Act requires the Board to constitute a Corporate Social Responsibility Committee of the Board which has already been constituted. The company has formulated CSR Policy for promotion of education, healthcare and other activities which is uploaded on website of the company. The net profit of the Company during the preceding financial year 2023-24 and 2024-25 is below the stipulated limit of Rs. 5 crores, however the total profit of the Company during the financial year 2025-2026, as calculated u/s 198 of Companies Act,2013 is Rs. 695.96 lakhs and hence provisions of the Act is applicable on the Company for the current year and the Company will be complying with the same during the current year.

Necessary information pursuant to sub-section (3) of section 134 of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is presented in Annexure -II to this Report.

Pursuant to Regulation 34 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Management Discussion and Analysis Report have been made a part of the Annual Report and is annexed to this report.

The Company has an Internal Control System based on values of integrity and operational excellence. Pursuant to the provisions of section 134(5)(e) of the Act, Your Company has in consultation with a reputed consultancy firm strengthened the existing financial controls of the Company. Such internal financial controls were found to be adequate for a size of the company.

There are no material changes and commitments affecting the financial position of the Company that have occurred between the close of financial year ended 31st March,2026 and date of this Directors Report.

There are no material/significant orders passed by Regulators/Courts/Tribunals which would impact the going concern status of the Company and its future operations. No application or proceeding was made or pending against the Company under the Insolvency and Bankruptcy Code, 2016 during the year under review.

Details of Loan, Guarantees and investments covered under the provisions of Section 186 of the Companies Act, 2013 is given in the Financial Statement forming part of the Annual Report.

The Company is conscious of clean environment and safe operations. It ensures safety of all concerned, compliance with environmental regulations and preservation of natural resources. As required under section 4 of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act 2013, the Company has an internal policy on prevention of sexual harassment at workplace with a mechanism of lodging complaints. During the year under review, no complaints were reported to the Board.

Adequate insurance cover has been taken for properties of the Company including buildings, plant and machineries and stocks against fire, earthquake and other risks as considered necessary. The Company has also taken Directors & Officers Liability Insurance to protect and safeguard the directors and officers of the Company from the risk of getting sued or being held legally responsible for any sort of malpractices, negligence or injury.

There was no change in registered office of the Company during the financial year under review. The present address of registered office is at 25, Ganesh Chandra Avenue, Kolkata- 700 013.

The Annual Return can be assessed at Company's website at www.shalimarwires.com and the weblink is https:// shalimarwires.com/other_info/AnnualReturn2025.pdf

The issued and subscribed capital of the company as on 31st March, 2026 is Rs. 855.10 lakhs comprising of 4,27,55,123 equity shares of Rs. 2/- each and there is no change in share capital since last year.

The Board of Directors meeting were held five times during the year ended 31st March, 2026 through audio-visual means (i.e. on 22nd May, 2025, 11th July, 2025, 12th August, 2025, 10th November, 2025, and 12th February, 2026). The details of the Board meetings and the attendance of Directors are provided in the Corporate Governance Report.

The Board has constituted the following Committees of Directors: (a) Audit Committee, (b) Nomination & Remuneration Committee. (c) Stakeholder Relationship Committee. The detailed composition of above Committees is given in Corporate Governance Report.

All the related party transactions are entered on arm's length basis and are in compliance with the Companies Act, 2013 and the Listing Regulations. There are no materially significant related party transactions made by the Company with Promoters, Directors or Key Managerial Personnel etc., which may have potential conflict with the interest of the Company at large. All related party transactions are presented to the Audit Committee and the Board for its approval. The related party transactions policy as approved by the Board is uploaded on Company's website: www.shalimarwires.com and weblink is: https://shalimarwires.com/pol_cd/RPTPolicy.pdf Disclosure as required under Accounting Standard- 18 and in terms of point A(2) and Schedule V of the SEBI Listing Regulations, 2015 have been made in note no. 34 to the financial statements for the year ended 31st March,2026.

In terms of Regulation 25(7) of the SEBI Listing Regulations, 2015, your Company is required to conduct Familiarisation Programme for Independent Directors (IDs) to familiarise them about the Company including nature of industry in which your Company operates, roles, rights and responsibilities of IDs and any other relevant information. Further, pursuant to Regulation 46 of the SEBI Listing Regulations, 2015, your Company is required to disseminate on its website, details of familiarisation programme imparted to Independent Directors during the year. During the year under review, five familiarisation programmes were conducted during the Board meetings of the Company. Further, the Board has open channels of communication with the executives which allows free flow of communication among Directors in terms of raising query, seeking clarifications and other related information. The Programme is available for inspection on company's website at www.shalimarwires.com and weblink is https://shalimarwires. com/pol_cd/FamiliarizationProgramme-2026.pdf

During the financial year, the Board evaluated its own performance as well as that of its Committees and individual Director. The exercise was carried out covering various aspects of the Boards functioning such as composition of the Board & committees, qualification, experience & competencies, performance of specific duties & obligations, governance issues etc. Separate exercise was carried out to evaluate the performance of Non-Independent Directors. The performance of Independent Directors has been evaluated based on the guidelines as provided under Schedule IV of the Act. The evaluation of the Independent Directors was carried out by the entire Board except by the Director being evaluated. The directors were satisfied with the evaluation results, which reflected the overall engagement of the Board and its Committees with the Company.

The prescribed particulars of employees and other details as required under Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure - IV to this report. There was no employee who is in receipt of annual / monthly remuneration as prescribed under relevant provisions of the Act and the details of remuneration of top 10 employees' are available for 21 days before the Annual General Meeting and shall be made available to any shareholder through electronic mode on the request being sent at kejriwal@shalimarwires.com, as required under provision of section 197 of the Companies Act, 2013 read with Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

As required under section 177(9) & (10) of the Companies Act, 2013, the Company has established a vigil mechanism/ whistle blower policy. The policy allows intimation by affected persons in good faith of concern or misconduct through a written communication. The Audit Committee oversees the vigil mechanism for disposal of the complaint. Direct access to the Chairman of the Audit Committee is also allowed in exceptional cases. The vigil mechanism/ whistle blower policy is available on the Company's website at www.shalimarwires.com under the weblink: https:// www.shalimarwires.com/pol_cd/5WhistleBlowerPolicy.pdf.pdf

The Company has laid down the procedures to inform to the Board about the risk assessment and minimization procedures, which shall be responsible for framing, implementing and monitoring the risk management plan of the company.

The Audited Accounts for the year under review are in conformity with the requirements of the Act and the Accounting Standards. The financial statements reflect fairly the form and substance of transactions carried out during the year under review and reasonably presents your Company's financial condition and results of operations. In terms of provisions of Section 134(5) of the Companies Act, 2013, your Board of Directors to the best of their knowledge and ability confirm that: i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any, save and except as mentioned in the Auditors' Report. ii) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the loss of the Company for that period; iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; iv) The Directors have prepared the annual accounts on a going concern basis; v) The Directors have laid down adequate internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and vi) There is a proper system to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions / events on these items during the year under review:

1. Issue of equity shares with differential rights as to dividend, voting or otherwise.

2. Issue of Shares (including Sweat Equity Shares) to employees of the Company under any Scheme.

3. Significant or material orders passed by the Regulators or Courts or Tribunals which impact the going concern status and the Company's operation in future.

4. Voting rights which are not directly exercised by the employees in respect of shares for the subscription / purchase of which loan was given by the Company (as there is no scheme pursuant to which such persons can beneficially hold shares as envisaged under section 67(3)(c) of the Companies Act, 2013).

5. There has been no change in the nature of business of your Company.

6. During the year, the Company has not made any one-time settlement for loans taken from the Banks or Financial Institutions, and hence the details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof is not applicable.

7. There was no revision of financial statements and Board's Report of the Company during the year under review

The Company continued to have cordial relations with the employees at its plant located at Uttarpara, Registered Office and Branch Offices and the Board records its appreciation for the useful contribution made by them.

Your Directors place on record their deep appreciation for the support and cooperation extended by the lenders i.e. Financial Institutions and Banks, customers, suppliers, employees, investors and Government Authorities during the year.