DIRECTORS' REPORT

Yours Directors (“Board”) present this 08^th (Eighth) Annual Report of the company together with the audited financial statements for the financial year ended on March 31,2026.

FINANCIAL HIGHLIGHTS & PERFORMANCE (STANDALONE AND CONSOLIDATED)

The company financial performance for the period under review along with the previous year figure are given here under:

STATE OF AFFAIRS/ COMPANY’S PERFORMANCE

Your Company has prepared the Financial Statements for the financial year ended March 31, 2026, in terms of Sections 129, 133 and other applicable provisions, if any, of the Companies Act, 2013 (as amended) (the “Act”) and Schedule III thereto read with the Rules framed thereunder.

Consolidated the Revenue from Operations increased to ?16,926.29 lakh from ?15,512.34 lakh in the previous year, reflecting a growth of 9.11%. The Consolidated Profit Before Tax stood at ?834.43 lakh as compared to ?820.84 lakh in FY 2024-25, while the Consolidated Profit After Tax increased to ?570.10 lakh from ?567.38 lakh in the previous financial year.

Standalone Revenue from Operations increased to ?8,067.65 lakh from ?7,345.04 lakh in the previous financial year, registering a growth of 9.84%. The Profit Before Tax (PBT) stood at ?594.47 lakh as compared to ?590.55 lakh in the previous year. The Profit After Tax (PAT) for the year was ?506.32 lakh as against ?505.05 lakh in FY 2024-25.

DIVIDENDDeclaration and Payment of Dividend

During the financial year under review, the Board has not recommended any dividend.

Dividend Distribution Policy

The Dividend Distribution Policy containing the requirements mentioned in Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) is uploaded on the Company's website at the following Web-link:

https://dkegl.com/investor-relations/policies. TRANSFER TO RESERVES

The profits of the Company have been retained in the Profit and Loss Account.

The Board of Directors of your company, has decided not to transfer any amount to the Reserves for the year under review.

CHANGE IN THE NATURE OF BUSINESS, IF ANY

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

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

There were no such transactions during the year.

CHANGES IN THE CAPITAL STRUCTURE OF THE COMPANY

There was no change in the authorised, issued, subscribed and paid-up share capital of the Company during the year under review.

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the year under review, following changes took place in the composition of the Board of Directors of the Company:

(a) Re-appoint Mr. Rakesh Kumar (DIN: 08374550) as Managing Director (designated as Chairman & Managing Director) of the Company for a further period of 5 (five) years with effect from December 31, 2025 to December 30, 2030 (both

(b) Re-appoint Mrs. Rekha Bansal (DIN: 08374551) as Whole-Time Director of the Company for a further period of 5 (five) years with effect from March 01, 2026 to March 01, 2031 (both days inclusive), liable to retire by rotation.

(c) To Re-appoint Mr. Jeenendra Prakash Singhvi (DIN: 09027788) as an Independent Director of the Company to hold office for a second term of 5 (five) consecutive years commencing from December 31, 2025 to December 30, 2030 (both days inclusive).

As on the date of this report, the Company has Five Key Managerial Personnel as per the Companies Act, 2013 i.e., Managing Director, Two-Whole-Time Director, Chief Financial Officer and Company Secretary:

Accounting Standards notified under the Companies (Indian Accounting Standards) Rules, 2015. The audited consolidated financial statements together with the Independent Auditor's Report thereon form part of this Annual Report.

Pursuant to Section 129(3) of the Act, a statement containing the salient features of the Financial Statement of the subsidiary firm is furnished in Form AOC-1 as Annexure - I and is forming part of this report.

MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

There are no material changes affecting the financial position of the Company, subsequent to the close of the FY2025-26 till the date of this Report.

PUBLIC DEPOSITS

The Company has not accepted any deposits from public under Sections 73, 74, 75 and 76 of the Companies Act, 2013 during the year under review, and as such, no amount principal or interest on deposits from public was outstanding as on the date of the balance sheet.

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

During the financial year under review, there were no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in the future.

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company's internal control systems are commensurate with the nature of its business, the size and complexity of its operations and such internal financial controls with reference to the Financial Statements are adequate.

Please refer to the paragraphs on Internal Control Systems and their Adequacy in the Management Discussion & Analysis section for detailed analysis.

MAINTENANCE OF COST AUDITOR REPORT AND COST RECORDS

The provision of the Companies (Cost Records and Audit) Rules, 2014 is not applicable to the Company. Maintenance of cost records as prescribed under the provisions of Section 148(1) of the Companies Act, 2013 was not applicable for the business activities carried out by the Company for the FY 2025-26.

Accordingly, such accounts and records are not made and maintained by the Company for the said period.

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

To comply with the provisions of Section 134 of the Act and Rules made thereunder, your Company has complied with the provisions relating to constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Investor Grievances / Complaints

During the year under review, no complaint was received under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Following Details as per Companies (Accounts) Second Amendment Rules, 2025 dated May 30, 2025:

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTY

All contracts/ arrangements/ transactions entered by the Company during the FY2025-26 with related parties were valued on an arm's length basis and in the ordinary course of business and approved by the Audit Committee consisting of Independent Directors. Certain transactions, which were repetitive in nature, were approved through omnibus route.

As per the SEBI Listing Regulations, if any Related Party Transactions (‘RPT') exceeds ?1,000 crore or 10% of the annual consolidated turnover as per the last audited financial statement whichever is lower, would be considered as material and would require Members approval. In this regard, during the year under review, the Company has taken necessary Members approval. However, there were no material transactions of the Company with any of its related parties during the year in terms of Section 134 read with Section 188 of the Companies Act, 2013. Therefore, the disclosure of the Related Party Transactions as required under Section 134(3(h) of the Act in Form AOC-2 is not applicable to the Company for FY2025-26 and, hence, the same is not required to be provided.

For details on related party transactions, members may refer to the notes of the Standalone Financial Statement.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

Your company has not directly or indirectly

a) Given any loan to any person or other body corporate other than usual advances envisaged in a contract of supply of materials if any,

b) given any guarantee or provide security in connection with a loan to any other body corporate or person and

c) acquired by way of subscription purchase or

otherwise, the securities of any other body corporate

exceeding sixty percent, of its paid-up share capital, free reserve and securities premium account or one hundred percent of its free reserves and securities premium account whichever is more.

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

The information pertaining to conservation of energy, technology absorption, foreign exchange earnings and outgo as required under section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in Annexure - II and is forming part of this report.

BOARD EVALUATION

To comply with the provisions of Section 134(3)(p) of the Act and Rules made thereunder, the Board has carried out the annual performance evaluation of the Directors individually including the Independent Directors (wherein the concerned Director being evaluated did not participate), Board as a whole and Committees of the Board of Directors.

Further, to comply with Schedule IV of the Companies Act 2013, Independent Directors also evaluated the performance of NonIndependent Directors and Board as a whole at a separate meeting of Independent Directors.

The Board of Directors of the Company ensures formation and monitoring of robust evaluation framework of the Individual Directors, Board as a whole and various Committees thereof and carries out the evaluation of the Board, the Committees of the Board and Individual Directors on an annual basis. A structured questionnaire is prepared and circulated to the Directors for each of the evaluations. Board Evaluation for the Financial Year ended March 31, 2026 has been completed by the Company internally which included the evaluation of the performance of the Board as a whole, Board Committees and Directors individually and results of the same were shared with the Board.

STATUTORY AUDITORS

As per the requirement of section 139(2) of the Companies Act, M/s Deepak Jindal & Co., Chartered Accountants, (Firm Registration No. 023023N), Chandigarh were re-appointed as the Statutory Auditors of the Company for a tenure of 5 years commencing from the conclusion of the 06^th AGM of the Company until the conclusion of the 11^th AGM of the Company to be held in the year 2029.

The Statutory Auditors' Report for the Financial Year 2025-26 does not contain any qualification, reservation or adverse remark and forms part of the Annual Report. The Statutory Auditors have not reported any fraud under Section 143(12) of the Act. The Notes on Audited Financial Statements (including the Consolidated Financial Statements) referred to in the Auditors' Reports are self-explanatory and do not call for any further comments.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and amended Regulation 24A of the SEBI Listing Regulations, Mr. Vishal Arora, Practicing Company Secretary (FCS no. 4566 and CP no. 3645), a peer reviewed firm of Company Secretaries in Practice was appointed as Secretarial Auditor of the Company for a period of five years, i.e., from April 1, 2025 to March 31, 2030, at the AGM held on September 25, 2025.

The Report of the Secretarial Auditor for FY2025-26 is annexed herewith as Annexure — III is forming part of this report.

The said Secretarial Audit Report does not contain any qualification, reservations, adverse remarks or disclaimer.

INTERNAL AUDITOR

M/s Datta Singla & Co. Chartered Accountants, Chandigarh, were appointed as internal auditors by the Board for the financial year 2025-26 and who have issued their reports on half yearly basis.

EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS

There are no qualifications, reservations or adverse remarks or disclaimers made by the auditors and the practicing company secretary in their reports.

DETAILS ABOUT THE POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON CORPORATE SOCIAL RESPONSIBILITY INITIATIVES TAKEN DURING THE YEAR

Your Company has a Corporate Social Responsibility Policy which is uploaded on website of the Company at

https://dkegl.com/investor-relations/policies. This Policy includes inter-alia the guiding principles for selection, implementation and monitoring of CSR activities of the Company.

Annual Report on CSR activities for the FY2025-26 as required under Sections 134 and 135 of the Act read with Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 and Rule 9 of the Companies (Accounts) Rules, 2014 is attached to this report as Annexure VII.

ANNUAL RETURN

The Annual Return of the Company as on March 31, 2026 in Form MGT-7 in accordance with section 92(3) of the Act read with the Companies (Management and Administration) Rules, 2014, is available on the Company's website at https://www.dkenterprises.co.in/

INFORMATION ON BOARD MEETINGS AND GENERAL BODY MEETINGS

During the financial year under review, Meetings were held in compliance with the provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards on Meetings.

Details of the meetings are given in the Annexure V is forming part of this report.

COMMITTEES OF THE BOARD

The various Committees of the Board focus o certain specific areas and make informe decisions in line with the delegated authority. Th following statutory Committees are constituted b the Board according to their respective roles an defined scope:

i. Audit Committee;

ii. Nomination and Remuneration Committee; and

iii. Stakeholders Relationship Committee.

Details of the composition, terms of reference an number of meetings held for respectiv

committees are given in Annexure-V is formin part of this report.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Ac 2013, the Board of Directors, to the best of the knowledge and ability, confirm that:

a. In preparation of the annual accounts, th applicable accounting standards have bee followed along with proper explanation relatin to material departures;

b. 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 profit and loss of the company for that period;

c. The directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d. The directors have prepared the annual accounts on a going concern basis; and

e. The Directors, in the case of a listed company, 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.

DECLARATION OF INDEPENDENT DIRECTORS

The Independent Directors of your Company have submitted requisite declarations that they continue to meet the criteria of Independence as laid down in Section 149(6) of the Act and there is no change in the status of their Independence and have confirmed that they are not aware of any circumstance or situation which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties.

The Independent Directors of our Company are in compliance with the requirements under Rule

6 of the Companies (Appointment and Qualification of Directors) Rules, 2014 (as amended).

The Board of Directors further confirms that the Independent Directors (including appointed during the year) also meet the criteria of expertise experience, integrity and proficiency in terms of Rule 8 of the Companies (Accounts) Rules, 2014 (as amended).

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34 read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Management Discussion and Analysis as per Annexure — IV is forming part of this report, which includes details on review of operations, performance and future outlook of the Company, is annexed hereto and forms part of this report.

RISK MANAGEMENT

The Audit Committee has taken various steps in connection with the implementation of Risk Management measures in terms of provisions contained in the Companies Act, 2013, after identifying the elements of risks which in the opinion of the Audit Committee may threaten the very existence of the Company. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by Audit Committee from time to time. Key risks identified are methodically addressed through mitigating actions on a continuing basis. The policy of risk management is made available on the website of the company at https://dkegl.com/investor-relations/policies.

COMPLIANCE WITH THE SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

CORPORATE GOVERNANCE

It is brought to the notice of the shareholders that pursuant to provisions of Reg.15 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the SME Listed Companies are exempt from the provisions of Corporate Governance.

The Company being the SME (Emerge Platform of NSE) Listed Company, the provisions pertaining to Corporate Governance are not applicable to the Company.

VIGIL MECHANISM/ WHISTLE BLOWER

Pursuant to the provisions of Section 177 of the Act, the Company has adopted a Vigil Mechanism/Whistle Blower Policy to provide a platform to the Directors and Employees of the Company to raise concerns regarding any irregularity, misconduct or unethical matters/dealings within the Company.

During the year under review, no complaint was received under the Vigil Mechanism/ Whistle Blower Policy of the Company.

DISCLOSURES ON REMUNERATION OF DIRECTORS AND EMPLOYEES OF THE COMPANY

The statement of Disclosure of Remuneration under Section 197 of the Act and Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (‘Rules'), is annexed as Annexure - VI and forms an integral part of this Report. As per second proviso to Section 136 (1) of the Act and second proviso of Rule 5 of the Rules, the Report and Financial Statements are being sent to the members of the Company excluding the statement of particulars of employees under Rule 5 (2) of the Rules. Any member interested in obtaining a copy of the said statement may write to the Company Secretary at the Registered Office of your Company or at the email address cs@dkenterprise.co.in.

STATEMENT ON COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

In accordance with the provisions of the Maternity Benefit Act, 1961, the Company has complied with all applicable requirements relating to maternity benefits for women employees.

The Board affirms the Company's continued commitment to providing a safe and supportive work environment for women employees and ensuring full compliance with all statutory requirements under the Maternity Benefit Act, 1961.

GENERAL

Your Directors confirm that no disclosure or reporting is required in respect of the following items as there was no transaction on these items during the year under review:

i. No application made or any proceeding pending under Insolvency and Bankruptcy Code, 2016 as at the end of the FY2025-26.

ii. No instance of one-time settlement with any bank or financial institution.

ACKNOWLEDGEMENTS

The Board of Directors wishes to express its gratitude and record its sincere appreciation of the dedicated efforts by all the employees of the Company towards the Company. Directors take this opportunity to express their gratitude for the valuable assistance and cooperation extended by Banks, Vendors, Customers, Advisors and other business partners.

Directors are thankful to the esteemed stakeholders for their support and confidence reposed in the Company.