DIRECTORS' REPORT

Your Directors take pleasure in presenting the 40^th (Fortieth) Annual Report on the business and operations of Steel Strips Wheels
Limited (“the Company” or “SSWL”) together with Audited Financial Statements (Standalone and Consolidated) of the Company for
the financial year (FY) ended 31.03.2026.

FINANCIAL HIGHLIGHTS

(Rs. in Lakhs)

FINANCIAL PERFORMANCE AND STATE OF AFFAIRS OF THE COMPANY

During the financial year (FY) 2025-26, the global environment remained fragile, with growth holding up better than expected but
risks elevated amid intensifying geopolitical tensions, trade fragmentation and financial vulnerabilities. The year began with a shock
on the whole of the world’s economy when the US administration announced reciprocal tariffs on most countries, targeting trade
deficits. However, none of the countries in the world retaliated directly, nor the global economy entered into recession. In contrast,
there has been a significant increase in trade negotiations among economies of different sizes to reduce their dependence on
both China and the United States. Further, the conclusion of the financial year delivered another stagfiationary shock to the world
economy due to the West Asia war, the impact of which is expected to come out in phases in the upcoming financial years.

Despite of the aforesaid significant turbulence, the Global economy grew at an estimated rate of 3.4% in 2025. Global economic
growth is projected to slow down with a growth rate of 2.9% in 2026 before recovering to 3.5% in 2027. Advanced economies
are expected to grow by 1.5% in 2026, while growth in emerging market and developing economies is projected at 4.0%. Global
headline inflation is projected to increase to 4.4% in 2026 and 3.7% in 2027, pausing its previous decline due to higher energy
and food prices. However, these forecasts assume an early end to the disruptions caused by the West Asia conflict. In reality, the
pace of disinflation remains vulnerable to energy price shocks. Elevated oil and gas prices could reintroduce cost push inflationary
pressures, complicate monetary easing paths and increasing input cost volatility for industrial sectors. (Source: https://www.imf.
org/-/media/files/publications/weo/2026/april/english/text.pdf

As per provisional estimates released by the Ministry of Statistics and Programme Implementation (MoSPI) in June 2026, India’s
real GDP — output adjusted for inflation — grew by 7.7% in FY 2025-26, accelerating from 7.1% in FY 2024-25. The manufacturing
sector was a standout performer, expanding in double digits at 10.7%, while services and private consumption also recorded strong
gains, reflecting resilient domestic demand.

The latest data released by the Society of Indian Automobile Manufacturers (SIAM) show that FY 2025-26 has been a landmark year
for the Indian Automobile industry, supported by a series of structural policy reforms that have strengthened demand fundamentals

and significantly boosted consumer confidence. However, uncertainties arising from the West Asia conflict, particularly prices of
Crude Oil and Commodities, higher exchange rates and disruptions in Shipping Routes, remains a concern for the Auto Sector.
Stable geopolitical environment will help build confidence of the industry, which can in-turn drive further growth Auto Industry’s
performance in 2026-27.

Following the Industry trends, your Company performed satisfactorily and effectively managed its operations, supported by an
improved sales mix.

Further, your company’s financial results for the FY 2025-26 were consolidated with that of AMW Autocomponent Limited (AACL),
Wholly owned subsidiary as well as Clean Max Astria Private Limited (CMAPL), the Associate Company.

A brief on the financial performance of your company during the financial year under review on both standalone and consolidated
basis is given as below: -

On standalone basis:

• the Total Income for the financial year under review rose to Rs. 5,19,467.31 lakhs as compared to Rs. 4,44,243.74 lakhs in
FY 2024-25, thereby recording an increase of 16.93%.

• In terms of number of wheel rims, the Company has achieved sales of 196.96 Lakh units for the financial year under review
as against 190.91 lakh units during the FY 2024-25, thereby recording an increase of 3.17%.

• In terms of number of Aluminum Steering knuckles (“Knuckle”), the Company has achieved sales of 257147 units for the
financial year under review as against 46952 units during the FY 2024-25.

• Earnings Before Interest, Taxes, Depreciation and Amortisation (EBITDA) for the financial year under review rose to
Rs. 52,295.60 lakhs as compared to Rs. 50,025.36 lakhs in FY 2024-25, thereby recording an increase of 4.54%.

• the Profit before Tax for the financial year under review has slightly decreased to Rs. 27,095.01 lakhs from Rs. 28,201.37
lakhs in FY 2024-25 marking a decline of 3.92%.The Profit after Tax (before Other Comprehensive Income) has also slightly
decreased to Rs. 20,208.73 lakhs from Rs. 20,995.01 lakhs, thereby resulting in a decrease of 3.75%.

On consolidated basis:

• the Total Income for the financial year under review rose to Rs. 5,18,596.67 lakhs as compared to Rs. 4,43,216.59 lakhs in FY
2024-25, thereby recording an increase of 17.01%.

• EBITDA for the financial year under review stood at Rs. 51,340.04 lakhs as compared to Rs. 48,750.75 lakhs in FY 2024-25,
thereby recording an increase of 5.31%.

• The Profit before Tax after exceptional item for the financial year under review decreased to Rs. 25,414.45 lakhs from
Rs. 25,899.28 lakhs in FY 2024-25 thereby recording a decrease of 1.87% . Similarly, the Profit after Tax (before Other
Comprehensive Income) for the financial year under review decreased to Rs. 19,021.80 lakhs from Rs. 19,528.45 lakhs in FY
2024-25, recording a decrease of 2.60%.

KEY BUSINESS DEVELOPMENT

During the financial year under review, the Board of Directors of the Company approved the following :

• Setting up of a new manufacturing unit for Alloy Wheels at Bhuj, Gujarat. The proposed unit is expected to expand the
Company’s production capacity by 1.2 million units per annum;

• Setting up of a new manufacturing unit for Aluminum Steering Knuckles at Bhuj, Gujarat. The proposed unit is expected to
expand the Company’s production capacity by 0.6 million units per annum.

Your company is under process of obtaining necessary statutory and regulatory approvals and clearances, as may be required, for
the aforesaid expansions.

SUBSIDIARY, ASSOCIATE AND JOINT VENTURE

As on 31.03.2026, the Company had following subsidiary and associate companies: -

• AMW Autocomponent Limited, Wholly Owned Subsidiary

• Clean Max Astria Private Limited, Associate

The Company does not have any material subsidiary as on 31.03.2026 based on the thresholds laid down in the Securities and
Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015 {SEBI(LODR) Regulations, 2015}. A
Policy for determining material subsidiaries, duly approved by the Board, has been uploaded on the Company’s website and can be
accessed at https://sswlindia.com/investor-docs/policies/Policv for Determining Material Subsidiary.pdf

During the financial year under review, your Directors have reviewed the affairs of the said Wholly Owned Subsidiary.

Further, the company does not have any Joint Venture as on 31.03.2026.

CONSOLIDATED FINANCIAL STATEMENTS

The audited Consolidated Financial Statements of the Company for the FY 2025-26, prepared in accordance with the provisions of
the Companies Act, 2013 (‘the Act’), Regulation 33 of SEBI (lOdR) Regulations, 2015 and Indian Accounting Standard-110 (IND
AS-110) read with the Companies (Indian Accounting Standards) Rules, 2015, alongwith the Auditor’s Report thereon forms part of
this Annual Report.

Further, in compliance to the section 136 of the Act, the audited financial statements (both standalone and consolidated) and related
information of the Company is available on the company’s website at https://sswlindia.com/investors/financial-performance#annual-
report. In addition to this, the separate financial statements of the subsidiary company is also available on the Company’s website at
https://sswlindia.com/investors/financial-performance#financials-of-subsidiary-company_ and shall also be kept open for inspection
at the registered office of the Company until the date of ensuing AGM. The Company shall also make available the copy of financial
statements of subsidiary company to any member of the Company who may be interested in obtaining the same.

Pursuant to Section 129 of the Act read with relevant rules made thereunder, a statement containing salient features of the financial
statements of the subsidiary and associate company in Form AOC-1 is provided with the consolidated financial statements and
therefore not repeated in this Report to avoid duplication. The consolidated financial statements provide the details of the performance
and financial position of associate and subsidiary company and their contributions to the overall performance of the Company.

TRANSFER TO RESERVES

Your Company proposes to transfer an amount of Rs. 20,995.04 lakhs to the General Reserve out of the amount available for
appropriation.

DIVIDEND

In accordance with the parameters contained in the Dividend Distribution Policy of the Company, the Board of Directors at its
meeting held on 29.05.2026 has recommended a final dividend of Rs. 1.50 (i.e. 150%) per equity share of face value of Rs. 1/- each
for the FY 2025-26 to the members of the Company as against final dividend of Rs. 1.25 (i.e. 125%) per equity share paid for the
FY 2024-25.

The proposed final dividend, if approved by the members at the ensuing 40^th Annual General Meeting (AGM) of the Company, will
entail a total cash outflow of Rs. 2358.98 lakhs representing a dividend payout of 11.67% of the company’s standalone net profit
compared to Rs. 1964.76 lakhs, representing a dividend payout of 9.36% in the previous year.

In compliance to the provisions of the Income Tax Act, 2025 (erstwhile Income Tax Act, 1961), dividend paid or distributed by
the company shall be taxable in the hands of the shareholders. Accordingly, the company shall make the payment of dividend, if
approved at the ensuing AGM, after deduction of tax at source (“TDS”) at the rates prescribed in the Income Tax Act, 2025 to those
shareholders whose name will appear in the Register of Members/ depository records as at the closing hours of business on Record
Date i.e. Wednesday, 23.09.2026. For the prescribed rates, the shareholders may also refer to the notes section of the Notice of
the ensuing AGM which forms part of this Annual Report.

In terms of Regulation 43A of the SEBI (LODR) Regulations, 2015, the Board of Directors of the Company have formulated and
adopted the company’s Dividend Distribution Policy (DD Policy). The DD Policy sets out factors to be considered by the Board in
determining the nature and quantum of the dividend to its equity shareholders as well as enable the Company to strike balance
between payout and retained earnings, in order to address future needs of the Company. The same is available on the Company’s
website at https://sswlindia.com/investor-docs/policies/Dividend-Distribution-Policy.pdf.

CAPITAL EXPENDITURE

During the financial year under review, the Company on a standalone basis spent (Excluding Advances and Intangibles)
Rs. 20,820.97 Lakhs towards capital expenditure against Rs. 21,225.88 Lakhs in the previous financial year. This mainly comprises
of regular capital expenditure across all plant locations including company offices, capacity expansion for manufacturing of knuckles
and Alloy Wheels at the existing manufacturing facility of the Company in Mehsana, Gujarat.

SHARE CAPITAL

During the financial year under review, the Allotment Committee of the Board in its meeting held on 23.06.2025 had approved the
allotment of 251100 equity shares of Face Value(FV) Rs. 1/- each at an Exercise Price of Rs. 20/- per equity share to the employees
of the Company who exercised their stock options under “Steel Strips Wheels Limited- Employee Stock Option Scheme, 2021”
(ESOS 2021). Consequently, the Issued and Paid-up Equity Share Capital of the Company increased from Rs. 15,69,29,325/-
(divided into 156929325 equity shares of FV Rs. 1/- each) to Rs. 15,71,80,425/- (divided into 157180425 equity shares of FV
Rs. 1/- each).

Thus, as on 31.03.2026, the Issued and Paid-up Equity Share Capital of the company was Rs. 15,71,80,425/- {divided into 157180425
equity shares of Face Value(FV) Rs. 1/- each}.

Further, post the closure of financial year review, the Allotment Committee of the Board of Directors of the Company in its meeting
held on 23.07.2026 has approved the allotment of 84680 equity shares of FV Rs. 1/- each at an Exercise Price of Rs. 20/- per equity
share to the employees of the Company who have exercised their stock options under “Steel Strips Wheels Limited-Employee Stock
Option Scheme, 2021” (ESOS 2021). Consequently, the Issued and Paid up Equity Share Capital of the Company increased from
Rs. 15,71,80,425/- (divided into 157180425 equity shares of FV Rs. 1/- each ) to Rs. 15,72,65,105/- (divided into 157265105 equity
shares of FV Rs. 1/- each).

Thus, as on date of this report, the Issued and Paid-up Equity Share Capital of the company stands at Rs. 15,72,65,105/- (divided
into 157265105 equity shares of FV Rs. 1/- each).

Confirmations:

a) During the financial year under review, the Company has not:

i. issued any debentures or bonds

ii. issued equity shares with differential voting rights as to dividend, voting or otherwise

iii. issued any sweat equity shares to its Directors or employees

iv. made any changes in voting rights

v. reduced its share capital or bought back its shares

vi. changed the capital structure resulting from restructuring

vii. failed to implement any corporate action

viii. issued warrants or convertible securities

ix. made any changes in its authorised share capital

b) The disclosure pertaining to explanation for any deviation or variation in connection with certain terms of a public issue, rights
issue, preferential issue, etc. is not applicable to the Company.

CHANGE IN NATURE OF BUSINESS

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

EMPLOYEE STOCK OPTION SCHEME

With the objective to attract, retain and motivate employees as well as to reward employees for their performance and association
with the Company and motivate them to contribute to the growth and profitability of the Company, the Board of Directors of your
Company have formulated an Employee Stock Option Scheme titled as “Steel Strips Wheels Limited-Employee Stock Option
Scheme, 2021” (hereinafter referred as “ESOS 2021” or “the Scheme”), in accordance with the provisions of Securities and
Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 read with relevant guidelines,
rules, regulations, notifications, circulars and other requirements as specified by the SEBI and other appropriate authority (ies).

No options were granted under ESOS 2021 during financial year under review.

During the financial year under review, the Allotment Committee of the Company in its meeting held on 23.06.2025 had allotted
251100 equity shares of face value of Rs. 1/- each at an Exercise Price of Rs. 20/- per equity share to the employees of the Company
who have exercised their stock options under ESOS 2021. These Equity Shares ranked pari-passu with the existing Equity Shares
of the Company in all respects.

Further, post the closure of the financial year under review, the Allotment Committee of the Company in its meeting held on 23.07.2026
had allotted 84680 equity shares of face value of Rs. 1/- each at an Exercise Price of Rs. 20/- per equity share to the employees of
the Company who have exercised their stock options under ESOS 2021. These Equity Shares ranked pari-passu with the existing
Equity Shares of the Company in all respects.

Furthermore, there were no material changes in ESOS 2021 of the Company. The said scheme is in compliance with SEBI (Share
Based Employee Benefits and Sweat Equity) Regulations, 2021, including any amendment(s) thereof. The necessary disclosure as
stipulated under Regulation 14 read with Part F of Schedule I of the SEBI (SbEB & SE) Regulations, 2021 with regard to “ESOS
2021” is available on the website of the Company under the web-link: https://sswlindia.com/investors/corporate-governance#sswl-
disclosure-under-esos

Pursuant to Regulation 13 of SEBI (SBEB & SE) Regulations, 2021, a Certificate from Sh. Sushil Kumar Sikka (Practicing Company
Secretary), Proprietor of M/s S.K. Sikka & Associates, Secretarial Auditor of the Company confirming that the ESOS 2021 has been
implemented in accordance with the SEBI (SBEB & SE) Regulations, 2021 and in accordance with the resolution passed by the
members of the Company in their AGM held on 30.09.2021, would be placed at the ensuing AGM of the Company.

CORPORATE GOVERNANCE

The Company is firmly committed to the principles of good corporate governance and believes that statutory compliances and
transparency are necessary to enhance the stakeholder’s value. In compliance to SEBI (LODR) Regulations, 2015, a separate

section on Corporate Governance and a certificate from the Company’s Statutory Auditor, confirming compliance with the conditions
of Corporate Governance as stipulated under SEBI (LODR) Regulations, 2015 is included and forms an integral part of this Annual
Report.

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34(2)(e) of the SEBI (LODR) Regulations, 2015, the Management Discussion and Analysis (MDA) Report
for the financial year under review is presented in a separate section forming part of this Annual Report.

HEALTH, SAFETY AND ENVIRONMENT PROTECTION

The Company has complied with all the applicable Health & Safety standards, Environment Laws and Labour Laws and has been
taking all necessary measures to protect the environment and provide workers a safe working environment. The Company is
committed for continual improvement in Health & Safety as well as Environmental protection by involving all the employees.

During the financial year 2025-26, your company undertook several initiatives to enhance employee health and well-being. A
dedicated “wellness and meditation center” remained in focus, offering gym facilities to promote physical fitness and relaxation
among employees. Regular health checkups, including BMI assessments, ensured that employees were aware of their physical
health status and could take proactive steps to improve it. The company organized health camp in collaboration with Max Hospitals
focusing on Cardiology Awareness and Preventive Care. Employees are always encouraged to practice safety in all their activities
in and out of Company premises. Moreover, continuous safety training/ mock drills are conducted at all levels and special emphasis
is given to implementation of safety work standards.

The Company has also taken several initiatives regarding environment conservation and protection. The initiatives include enhanced
usage of solar power, hybrid power, ETP/STP/RO capacity expansion across its manufacturing facilities.

HUMAN RESOURCES DEVELOPMENT

The Company has continuously adopted structures and practices that help in attracting best external talent and promote internal
talent to take higher roles and responsibilities. The Company’s people centric focus is providing an open work environment fostering
continuous improvement, learning and development among the employees of the Company. The Company provides a holistic
environment where employees get opportunities to realize their potential to optimum level. The Company’s performance driven
culture helps and motivates employees to excel in their respective areas as well as look for opportunities in other departments and
progress within the organization.

The Company has structured appraisal system in place which serves as a key performance metric and is used to identify, improve
and control a business’s various functions and resulting outcomes. This system further ensures alignment of individual performance
with organizational objectives, thereby, driving sustained growth and excellence.

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

The Company has zero tolerance towards sexual harassment at workplace. The Company has formulated & adopted a policy on
Prevention, Prohibition and Redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 20l3 and the Rules framed thereunder, as amended from time
to time. The policy is gender neutral and all employees (including permanent, contractual & temporary trainees) are covered under
this policy.

In compliance to the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013, the Company has constituted Internal Complaints Committee .

The disclosures relating to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, is
as under:

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL OF THE COMPANY
Composition of the Board of Directors

The composition of the Board of the company is in conformity with Regulation 17 of the SEBI (LODR) Regulations, 2015 read with
Section 149 of the Act. The Board of Directors consists of optimum combination of Executive and Non-Executive Directors including
Independent Directors & Women Independent Directors who have wide and varied experience in the field of Engineering, Finance,
Business Management, Administration, Human Resource, Corporate Planning, Corporate Laws, Industry, Commerce, Education,

Taxation, etc. As on 31.03.2026, the Company’s Board consisted of Eleven (11) Directors. Of the said Eleven Directors: -

a) three (3) (i.e. 27.27%) are Executive Directors(EDs) (one ED belonging to promoter category);

b) eight (8) (i.e. 72.73%) are Non-Executive Directors (NEDs) as per the following details: -

• two (2) (i.e. 18.18%) are Non-Executive Non-Independent Directors out of which one (1) is Non-Executive Chairman
belonging to promoter category and;

• six (6) (i.e. 54.55%) are Independent Directors (including two Women Independent Directors)

Changes in the Board of Directors during the FY 2025-26

> Appointments/Re-appointments approved at the 39^th Annual General Meeting of the Company:

During the financial year under review, the members of the Company approved the following re-appointments of Directors at
their 39^th Annual General Meeting (AGM) held on 30.09.2025:

• Re-appointment and continuation of Directorship of Sh. Rajinder Kumar Garg (DIN: 00034827), Chairman and Non¬
Executive Director of the Company;

• Re-appointment of Sh. Siddharth Bansal (DIN: 02909820) as an Independent Director of the Company for a second term
of five (5) consecutive years effective from 01.10.2025 to 30.09.2030.

> Resignation / Cessation of Directors:

During the financial year under review, Sh. Sanjay Surajprakash Sahni (DIN: 08263029) who held the position of Nominee
Director (Non-Executive Non- Independent Director) of Tata Steel Ltd (TSL ; Equity Investor) ceased to be the Director of your
Company with effect from close of business hours of 18.03.2026. It was informed by him in his resignation letter that consequent
to his resignation from TSL, he has resigned from the Board of the company. He had also confirmed in his resignation letter
that there were no other material reason apart from this. Further, TSL also confirmed on the withdrawal of his nomination on
the Board of the Company.

Furthermore, post the closure of the financial year under review, Sh. Mohan Joshi (DIN: 07526082) resigned from the post of
Deputy Managing Director (Executive Director) of the Company with effect from the close of business hours of 03.06.2026 in
order to attend to his personal health and dedicate himself more towards his family, as confirmed by him in his resignation letter.
He had also confirmed in his resignation letter that there were no other material reason apart from this.

Re-appointment of Directors Retiring By Rotation:

Pursuant to the provisions of Section 152 of the Act read with Rules framed thereunder (including any amendment thereof),
and Articles of Association of the Company, Sh. Dheeraj Garg, (DIN: 00034926) Managing Director and Sh. Sanjay Garg, (DIN:
00030956) Non-executive Director of the Company are liable to retire by rotation at the ensuing 40^th AGM and being eligible,
offer themselves for re-appointment.

As per the terms of appointment of Sh. Dheeraj Garg as Managing Director of the Company approved by the members at their
37^th AGM, his re-appointment as a Director retiring by rotation would not constitute a break in his appointment as Managing
Director of the Company. Further, the term and conditions of appointment (including remuneration) of Sh. Dheeraj Garg would
be governed as per the approval granted by the members at their 37^th AGM held on 23.08.2023.

Based on the performance evaluation and recommendation of the Nomination and Remuneration Committee (NRC), the Board
recommends their re-appointment for your approval.

The resolutions for their re-appointment alongwith brief profile and necessary details of Sh. Dheeraj Garg, Managing Director
and Sh. Sanjay Garg, Non-Executive Director of the Company, as required under the SEBI (LODR) Regulations, 2015 and
Secretarial Standard-2 on General meetings are contained in the Notice convening the ensuing 40^th AGM of the Company.

Completion of term of Independent Director:

Sh. Virander Kumar Arya (DIN:00751005), Independent Director of the Company will complete his second term as an
Independent Director on the Board of the Company with effect from the close of business hours of 30.09.2026.

Key Managerial Personnel (KMP)

During the financial year under review, the following changes occurred in the Key Managerial Personnel of the company:-

• Sh. Naveen Sorot (M. No.: ACA506966) ceased to be the Chief Financial Officer of the Company with effect from close of
business hours of 12.09.2025 as a result of resignation due to personal family reasons.

• Sh. Rahul Kumar (M. No.: ACA546441) was appointed as the Chief Financial Officer of the Company with effect from
12.11.2025.

Thus, pursuant to the provisions of Section 2(51) and Section 203 of the Act read with the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, the following were the Key Managerial Personnel (KMP) of the Company as on the 31.03.2026:

• Sh. Dheeraj Garg, Managing Director ;

• Sh. Mohan Joshi, Executive Director (Deputy Managing Director) ;

• Sh. Manohar Lal Jain, Executive Director ;

• Sh. Rahul Kumar, Chief Financial Officer (CFO) and

• Ms. Kanika Sapra, Company Secretary & Compliance Officer

During the financial year under review, none of the Directors and Key Managerial Personnel of the Company had any material
pecuniary relationship or transactions with the Company apart from the remuneration sitting fees and dividend declared by the
Company on the shares held, if any, by them.

Further, Sh. Mohan Joshi ceased to be the Director & KMP of the company with effect from the close of business hours of 03.06.2026.
Thus, as on the date of this report, following are the Key Managerial Personnel (KMP) of the Company :-

• Sh. Dheeraj Garg, Managing Director ;

• Sh. Manohar Lal Jain, Executive Director ;

• Sh. Rahul Kumar, Chief Financial Officer (CFO) and

• Ms. Kanika Sapra, Company Secretary & Compliance Officer

DETAILS OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE
COMPANIES DURING THE FINANCIAL YEAR

During the financial year under review, no company has become or ceased to be a subsidiary, joint venture or Associate of the
Company.

DEPOSITS FROM PUBLIC

During the financial year 2025-26, the Company has not accepted any deposits from public within the meaning of Section 73 and
74 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014 (including any amendments thereof) and, as such,
no amount on account of principal or interest on deposit from public was outstanding as on date of closure of financial year under
review as well as on the date of this report.

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 future.

CREDIT RATING/ESG RATING

The details pertaining to credit ratings obtained by the Company during the financial year under review are provided in the Corporate
Governance Report, which forms part of this Annual Report and the same have been placed at the website of the Company at
https://sswlindia.com/investor-docs/policies/CreditRating-18Feb2026 IndiaRatingsResearch.pdf.

In addition to the above, during the financial year under review, the company was also assigned rating on Environment, Social &
Governance (ESG) by certain rating agencies on voluntary basis, based on the information available publicly. The details of the
same are given in the Corporate Governance Report, which forms part of this Annual Report.

INTERNAL FINANCIAL CONTROLS

The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence
to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and
completeness of the accounting records, and the timely preparation of reliable financial information(s).

The Financial Statements (both standalone and consolidated) of the Company are prepared on the basis of the Significant Accounting
Policies that are approved by the Audit Committee and the Board of the Company. These Accounting policies are reviewed and
updated from time to time, as may be required. Further, the financial statements of subsidiary and associate are audited by their
respective Statutory Auditors prior to consolidation.

The preparation and presentation of the financial statements of the company is pursuant to the control criteria as defined considering
the essential components of Internal control stated in the “Guidance Note on Audit of Internal Financial controls over Financial
reporting” issued by the Institute of Chartered accountants of India (ICAI). The Internal Financial Controls of the company with
reference to the Financial Statements were adequate, operating effectively and commensurate with the size, scale and complexity
of its operations.

The efficacy of the Internal financial controls has also been verified by the Statutory Auditors of the Company.

INTERNAL CONTROL SYSTEMS

The Company has adequate internal control procedures commensurate with size, nature of its business and complexity of its
operations. These internal policies ensure efficient use and protection of the assets and resources, compliances with policies and
statutes and ensure reliability as well as promptness of financial and operational reports. The Internal auditor of the Company makes
continuous assessment of the adequacy and effectiveness of the internal controls and systems across the Company.

The Audit committee and the Management of the Company reviews the adequacy of the Internal Control functions of the Company,
significant audit observations, if any made by Internal Auditor, and suggests corrective actions and monitors the sustainability of
those actions, as may be required from time to time.

To enhance effective internal control system, the Company has laid down following measures:

• The Company’s Books of accounts are maintained in SAP and transactions are executed through SAP (ERP) setups to ensure
correctness/effectiveness of all transactions, integrity and reliable reporting.

• Adherence to accounting policies.

• A well-defined Whistle Blower Policy/Vigil Mechanism is in place.

• Compliance of secretarial functions is ensured by way of Secretarial Audit.

• Internal Audit is done for providing assistance in improvising financial control framework.

• The Company has adequate risk management policy.

• Adoption of Code of Conduct and other policies.

• Physical verification of inventory/stock (stock audit).

During the financial year under review, neither the Audit Committee nor the Internal Auditor has made any significant deficiencies in
relation to the efficiency and effectiveness of such controls.

AUDIT COMMITTEE AND OTHER COMMITTEES OF THE BOARD

The details pertaining to composition of Audit Committee and other committees constituted by the Board of Directors of the Company
as per the provisions of the Act and SEBI (LODR) Regulations, 2015 are provided in the Corporate Governance Report which forms
part of this Annual Report.

Further, during the financial year under review, there were no instances when the recommendations of Audit Committee were not
accepted by the Board.

VIGIL MECHANISM AND WHISTLE BLOWER POLICY

In compliance with the provisions of Section 177(9) & (10) of the Act and in accordance with Regulation 22 of SEBI (LODR)
Regulations, 2015, the Company has adopted a policy named “Vigil Mechanism and Whistle Blower Policy” for its employees and
directors, which aims at building & strengthening a culture of transparency and trust throughout the organization. The said policy is
also available on the company’s website at https://sswlindia.com/investor-docs/policies/whistleblower.pdf.

The Vigil mechanism provides for adequate safeguards against victimization of directors or employees who avail the mechanism
and also provides for direct access to the Ethics Counsellor or Chairman of the Audit committee in appropriate and exceptional
cases. It is affirmed that no person has been denied access to the Audit Committee.

During the financial year under review, no incidents were reported under the above mechanism. The additional details pertaining to
Vigil Mechanism and Whistle Blower Policy of the Company are available in the Corporate Governance Report, which forms part of
this Annual Report.

NUMBER OF MEETINGS OF THE BOARD

During the financial year under review, Five (5) Meetings of the Board were convened and held, details of which are provided in the
Corporate Governance Report, which forms part of this Annual Report. The intervening gap between any two consecutive meetings
of the Board did not exceed 120 days, as prescribed under the Act and SEBI (LODR) Regulations, 2015.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirement of Section 134(5) of the Act and based on the representations, information and explanations received
from the management, and after due enquiry, the Directors of the Company hereby confirm that:

• in the preparation of the annual accounts for the financial year 2025-26, the applicable accounting standards have been
followed and there are no material departures;

• they have selected such accounting policies and applied them consistently and made judgements 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
2025-26 and of the profit of the Company for that period;

• they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

• they have prepared the annual accounts on a going concern basis;

• they have laid down internal financial controls to be followed by the Company and that such internal financial controls are
adequate and operating effectively; and

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

The aforesaid statement has also been reviewed and confirmed by the Audit Committee of the Board of Directors of the Company.
DECLARATION BY INDEPENDENT DIRECTORS

In accordance with Section 149(7) of the Act read with Schedule IV and Regulation 25(8) of SEBI (LODR) Regulations, 2015, all
the Independent Directors of the Company have submitted their declaration that they meet the criteria of Independence as provided
in Section 149(6) of the Act and Regulation 16(1)(b) of SEBI(LODR) Regulations, 2015, and have also 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 with an objective independent judgement and without any external influence. They have also confirmed that
they are not debarred from holding the office of Director by virtue of any SEBI order or any other authority.

In terms of the provisions of the Regulation 25(9) of the SEBI (LODR) Regulations, 2015, the Board of directors of the company
reviewed and assessed the aforesaid declarations and made an opinion that during the financial year 2025-26, all the Independent
Directors of the Company held highest standards of integrity and possess requisite proficiency, expertise and experience required
to fulfill their duties as Independent Directors.

In terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as
amended, all the Independent Directors of the Company have confirmed that they have registered themselves with the Independent
Directors’ Databank maintained by the Indian Institute of Corporate Affairs(“IICA”).

In compliance to the aforesaid provisions, the Independent Directors are also required to pass online proficiency self-assessment
test conducted by IICA within a period of 2 (two) years from the date of inclusion of their names in the databank, unless they meet
the criteria specified for exemption.

Accordingly, the Independent Directors i.e. Sh. Virander Kumar Arya, Smt. Deva Bharathi Reddy and Sh. Siddharth Bansal have
passed the said online proficiency self-assessment test while the rest of the Independent Directors of the company are exempt from
the requirement to undertake the said test.

NOMINATION AND REMUNERATION POLICY FOR DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES

The Company strongly believes that human resources which manage the other resources have infinite potential and therefore,
their development is the key to organizational effectiveness. The Company is committed to integrate human resources with
organizational growth and development for mutual benefit. Accordingly, the Board of Directors has adopted and approved the
Nomination and Remuneration Policy for the Directors, Key Managerial Personnel and other employees of the Company as framed
and recommended by the Nomination and Remuneration Committee (NRC) pursuant to applicable provisions under the Act and
SEBI(LODR) Regulations, 2015.

The said policy on Directors’ appointment and remuneration including criteria for determining qualifications, positive attributes,
independence of a Director and other matters provided under Section 178(3) of the Act and Regulation 19 of the SEBI (LODR) Regulations,
2015 is available on the website of the Company under the link https://sswlindia.com/investor-docs/policies/nomination.pdf. The salient
features of the said policy are set out in the Corporate Governance Report which forms part of this Annual Report.

AUDIT RELATED MATTERS• STATUTORY AUDITORS AND THEIR REPORT

M/s AKR & Associates, Chartered Accountants (ICAI Firm Registration Number 021179N), Statutory Auditors of the Company,
were re-appointed by the members of the Company at their 36^th Annual General Meeting (AGM) held on 30.09.2022 for second
term of 5 (five) consecutive years i.e. starting from the conclusion of 36^th AGM of the company till the conclusion of 41^st AGM of
the Company to be held in the year 2027.

The Reports issued by the Statutory Auditor on the Financial Statements (Standalone & Consolidated) of the Company for the
financial year ended 31.03.2026 form part of this Annual Report. They are self-explanatory and do not contain any qualification,
reservations or adverse remarks or disclaimers and therefore, needs no comments. The Board of Directors places on record
its sincere appreciation for the valuable services rendered by M/s AKR & Associates, Statutory Auditors of the Company during
the financial year under review.

• SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Act and Companies (Appointment and Remuneration of Managerial

Personnel) Rules, 2014, read with Regulation 24A of SEBI (LODR) Regulations, 2015, as amended from time to time, and
on the recommendation of the Board of Directors of the Company, Sh. Sushil Kumar Sikka, Practicing Company Secretary
(Membership No. FCS 4241, Certificate of Practice No. 3582 and Peer Review No. 7636/2026) proprietor of M/s S.K. Sikka &
Associates was appointed as Secretarial Auditor of the Company by the members of the company at their 39^th Annual General
Meeting held on 30.09.2025 for a term of 5(five) consecutive years i.e. starting from 39^th Annual General Meeting till the
conclusion of the 44^th Annual General Meeting of the Company to be held in the year 2030, covering the period commencing
from April 01,2025 to March 31,2030.

The Secretarial Auditor of the company issued the following reports for the financial year 2025-26:¬
> Secretarial Audit Report

The Secretarial Audit Report submitted by the Secretarial Auditor in the prescribed Form MR-3 is annexed herewith the
Board’s Report as Annexure-I.

> Annual Secretarial Compliance Report

Pursuant to Regulation 24A of the SEBI (LODR) Regulations, 2015, read with the SEBI Master Circulars issued from time
to time, the Annual Secretarial Compliance Report of the company for the financial year 2025-26 was submitted to the
Stock Exchanges within stipulated timeline of 60 days of the end of the said financial year and the same is also annexed
herewith the Board’s Report as Annexure-II.

There were no qualifications, reservations or adverse remarks in the aforesaid Reports and therefore needs no comment by
the Board of Directors of the Company.

• MAINTENANCE OF COST RECORDS AND AUDIT THEREOF

None of the products manufactured by the Company were covered under the products prescribed for maintenance of cost
records as per Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, during the financial year
2024-25. Accordingly, the requirement for maintenance of cost records and cost audit was not applicable to the Company for
the financial year 2025-26.

DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS OTHER THAN THOSE WHICH ARE REPORTABLE TO
CENTRAL GOVERNMENT

During the financial year under review, the Statutory Auditor, Secretarial Auditor and Internal Auditor of the Company have not
reported any offence of fraud which is being or has been committed in the Company by its officers or employees to the Audit
Committee under section 143(12) of the Act and Rules framed thereunder.

SECRETARIAL STANDARDS

During the financial year under review, your Company has duly complied with the provisions of the applicable Secretarial Standards
i.e. Secretarial Standard-1 (SS-1) on “Meetings of Board of Directors” and Secretarial Standard-2 (SS-2) on “General Meetings”,
issued by the Institute of Companies Secretaries of India (ICSI), as amended from time to time.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

During the financial year under review, no loans, guarantees and investments were made by the Company under Section 186 of
the Act and Rules framed thereunder (including any amendments thereof) and Schedule V of the SEBI (LoDr) Regulations, 2015.

THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY
CODE, 2016 (31 OF 2016)

During the financial year under review, there was no application made or any proceeding pending under the Insolvency and
Bankruptcy Code, 2016 (31 of 2016).

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

During the financial year under review, the Company has not made any one-time settlement for loans taken from the Banks or
Financial Institutions. Therefore, such disclosure is not applicable to the Company.

PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES

During the financial year under review, all contracts / arrangements / transactions entered into by the Company with related
parties were in the ordinary course of business and on an arm’s length basis and there were no material related party contracts
/ arrangements / transactions entered by the Company with related parties. Further, the related party transactions undertaken by
the Company during the year under review were in compliance with the provisions set out in the Act read with the rules issued
thereunder and Regulation 23 of the SEBI (LODR) Regulations, 2015, as amended from time to time.

Accordingly, no details are required to be provided in Form AOC-2 prescribed under clause (h) of sub-section (3) of section 134

of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014. The Form AOC-2 is annexed as Annexure-III to the Board’s
Report.

All related party transactions were placed before the Audit Committee for their prior approval in accordance with the requirements
of the applicable provisions of the Act and SEBI (LODR) Regulations, 2015. Necessary details for each of the Related Party
Transactions as applicable along with the justification were provided to the Audit Committee in terms of the Company’s Policy on
Materiality of and Dealing with Related Party Transactions and as required under SEBI Master Circulars as issued from time to
time. The Audit Committee, during the financial year under review, has approved related party transactions along with granting
omnibus approval in line with the policy of the Company on materiality of Related Party Transactions and dealing with related party
transactions and the applicable provisions of the Act read with the Rules issued thereunder and the SEBI (LODR) Regulations, 2015
(including any statutory modification(s) or re-enactment(s) thereof for the time being in force). The transactions entered into pursuant
to such approval were placed periodically before the Audit Committee as well as Board of Directors of the Company.

The policy on materiality of related party transactions and dealing with related party transactions as approved and adopted by
the Board is uploaded on the website of the Company under the link https://sswlindia.com/investor-docs/policies/relatedparty
transaction.pdf

In terms of Indian Accounting Standard (Ind AS 24), the details of related party transactions entered into by the Company have
been disclosed in Note 41 of the both Standalone Financial Statements and Consolidated Financial Statements, forming part of this
Annual Report.

In compliance to the provisions of the Regulation 23 of the SEBI (LODR) Regulations, 2015, the Company has submitted the related
party disclosure on the date of its publication of its standalone and consolidated financial statements in the format and within the
timeline as prescribed by SEBI.

None of the Directors has any pecuniary relationships or transactions vis-a-vis the Company except remuneration (including
commission), sitting fees and dividend on the shares, if any, held by them.

MATERIAL CHANGES AND COMMITMENT, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE
OCCURRED BETWEEN THE END OF FINANCIAL YEAR 2025-26 AND THE DATE OF THIS REPORT

No material changes and commitments affecting the financial position of the Company have occurred between the end of the
financial year 2025-26 to which the financial statements of the Company relate and the date of this report.

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

A statement giving details of conservation of energy, technology absorption and foreign exchange earnings and outgo in terms of
Section 134(3)(m) of the Act read with Rule 8 (3) of the Companies (Accounts) Rules, 2014, forms part of this report and is annexed
herewith as Annexure-IV.

RISK MANAGEMENT

Pursuant to Regulation 21 of SEBI (LODR) Regulations, 2015, your Company has constituted a Risk Management Committee
(RMC) to frame, implement and monitor the risk management plan for the Company. The RMC is responsible for reviewing the risk
management plan and ensuring its effectiveness.

The RMC of the Company has been entrusted by the Board with the responsibility of formulating a framework to identify the risks
and its mitigation plans, reviewing the risk management process in the Company and ensuring that the risks are brought within
acceptable limits. The details of the Committee and its terms of reference are set up in the Corporate Governance Report forming
part of this Annual Report.

The Company has developed and implemented a Risk Management Policy approved by the Board of Directors.

The Risk Management Policy, inter alia, includes identification, mitigation and controlling of various risks which in the opinion of the
Board may threaten the existence of the Company. However, no such risks were identified which in the opinion of the Board may
threaten the existence of the Company.

Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis.
Further, the said identified risks which may have an impact on the Company’s operations, alongwith its mitigation plans are disclosed
in the Management Discussion and Analysis Report, which forms part of this Annual report.

CORPORATE SOCIAL RESPONSIBILITY

In compliance with Section 135 and in consonance with Schedule VII of the Act and Rules framed thereunder (including any
amendment(s) thereof), the Company has constituted a Corporate Social Responsibility Committee (CSR Committee). However,
to include the role of “monitoring of sustainability initiatives” undertaken by the Company in line with the Regulation 34(2)(f) of
the SEBI(LODR)Regulations, 2015, the nomenclature of the CSR committee was changed to Corporate Social Responsibility &
Sustainability (CSRS) Committee in the FY 2022-23 and accordingly, the Board of Directors had amended the terms of reference of
the CSRS committee. The terms of reference of the CSRS Committee are given in the Corporate Governance Report which forms
part of this report.

The Corporate Social Responsibility & Sustainability (CSRS) Committee had formulated and recommended to the Board, a Corporate
Social Responsibility Policy (CSR Policy) which was subsequently adopted by it and is being implemented by the Company. The
CSR Policy of the company is available on the website of the Company at https://sswlindia.com/investor-docs/policies/csr-policy.pdf.

The Annual Report on CSR activities undertaken by the Company in terms of Section 135 of the Act and the Rules framed thereunder,
including a brief outline of the Company’s CSR Policy, is annexed to this Report as Annexure-V. Further, a detailed report on the
CSR activities undertaken by the company during the financial year 2025-26 is available on the company’s website at https://
sswlindia.com/investors/corporate-social-responsibility#annual-csr-reports .

BOARD EVALUATION

In compliance with the provisions of the Act, the SEBI (LODR) Regulations, 2015 read with relevant provisions on Board evaluation
provided in the Securities and Exchange Board of India (SEBl) Master Circular dated January 30, 2026 and Guidance note on Board
evaluation issued by the Institute of Company Secretaries of India (ICSI), the Nomination and Remuneration Committee (NRC) of
the Board of Directors of the Company has carried out a formal annual evaluation of the Board as a whole, its committees and all the
individual directors. Further, the Board of Directors have also carried out the evaluation of the performance of the Board as a whole,
its committees, and all the Individual Directors including Executive Directors, Non-Executive Directors, Independent Directors, Non¬
Independent Directors as well as the Chairperson of the Company.

The NRC has defined the evaluation framework based on the aforementioned statutory provisions and Guidance Note. The
framework included different tools such as peer to peer evaluation forms and questionnaires, covering various information or criteria
required to have the evaluation. The Board, NRC and all the Individual Directors including Independent Directors performed their
part in the evaluation procedure.

• Evaluation of Board, as a whole: The performance evaluation of the Board as a whole was based on the various criteria,
inter alia, Structure of the Board, Meetings of the Board, functions of the Board, Quality of relationship between Board and
Management, Professional Development, effectiveness of Board processes, etc.

• Evaluation of Committees of the Board: The performance evaluation of the Committees of the Board was based on the various
criteria, inter alia, mandate and composition, effectiveness, Structure, meetings, Independence, Contribution to decisions of the
Board, degree of fulfillment of key responsibilities, discharge of its functions and duties as per its terms of reference, process
and procedures followed for effectively discharging its functions.

• Evaluation of Individual Directors: The Board and the NRC of the Company evaluated the performance of individual directors
(including independent directors) based on criteria such as qualifications, experience, knowledge and competency, fulfillment
of functions, Leadership, integrity including adherence to Code of Conduct of the Company, safeguarding of the Confidential
information and of interest of Whistle Blowers under Vigil Mechanism, compliance with policies and disclosures of interest
and fulfillment of other obligations imposed by the law, contribution and initiative, availability, attendance, participation and
ability to function as a team, commitment, and guidance/support to management outside Board, etc. In addition to this, the
independent directors of the Company were also evaluated on the basis of criteria such as independence, independent views
and judgement.

• Evaluation of Chairperson: The performance evaluation of the Chairperson of the Company was based on criteria specified
for individual directors along with additional criteria such as effectiveness of leadership and ability to steer the meetings,
impartiality, managing relationship with the members of the Board and management, relationship and communication within the
Board, providing ease of raising of issues and concerns by the Board members, promoting constructive debate and effective
decision making at the board, personal attributes i.e. integrity, honesty, knowledge, etc.

In addition to the above, a separate meeting of the Independent Directors (“Annual ID meeting”) was convened on 20.05.2026,
in which the Independent Directors of the company reviewed the performance of the Board (as a whole), the Non-Independent
Directors and the Chairperson of the Company.

Outcome of Evaluation

The results of the Evaluation for the financial year under review were shared with the Board, Chairman of respective Committees
and Individual Directors, and they thoroughly deliberated upon them. The findings of evaluation reflected a high level of commitment,
independence, and governance standards by the Board, its Committees and its individual Directors as well as the Chairperson. The
Board was found to be well structured, meetings effectively conducted, and the committees of the Board operated efficiently in their
respective focus areas. The Individual Directors also showed a greater level of active participation, independent judgement and
dedication, with the overall performance of the Board, Committee and each Director rated as highly satisfactory. Lastly, the Directors
also expressed satisfaction over the process of evaluation.

INVESTOR EDUCATION AND PROTECTION FUND (‘IEPF’)

Pursuant to section 124, 125 and other applicable provisions of the Act read with Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 (“the Rules”), all unpaid or unclaimed dividends are required to be transferred
by the Company to Investor Education and Protection Fund (IEPF) Authority post the completion of seven (7) years from the date
of transfer of dividend amount in Unpaid Dividend Account of the Company. Similarly, the shares in respect of which dividend has

remained unpaid or unclaimed for seven (7) consecutive years or more shall also be transferred to the demat account(s) of the IEPF
Authority.

Accordingly, during the financial year under review, the Company, in compliance to the aforesaid provisions, had transferred the
unpaid/unclaimed dividends and corresponding equity shares to the IEPF Authority as follows: -

During the FY 2026-27, the company would be transferring unpaid or unclaimed dividend amount for the FY 2018-19 (Final Dividend)
within 30 days from the due date of transferring the amount to IEPF i.e. 05.11.2026. Further, the Company is also required to transfer
the equity shares in respect of which dividends have not been claimed for seven (7) consecutive years from the FY 2018-19 (Final
Dividend), to the demat account of the IEPF Authority. The Company has given individual intimations to the concerned shareholders
and also advertised in the newspaper seeking necessary action from their end in order to prevent the transfer of such equity shares/
dividend to the IEPF Authority. Accordingly, the concerned members are requested to claim the unpaid/unclaimed dividend for FY
2018-19 (Final Dividend) on or before 24.10.2026.

Details of dividends that are due for transfer to IEPF for the next 7 (seven) years on their respective due dates, are available in the
Notice of 40th AGM forming part of this Annual Report.

Further, the details of unpaid/unclaimed dividend for the FY 2018-19 (Final) & onwards and the details of shares/ shareholders
against which dividends is unclaimed for seven consecutive years from the FY 2018-19 (Final) are provided on the website of the
Company at https://sswlindia.com/investors/investor-education-protection-fund#unpaid-unclaimed-dividend.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

The Company has practice of conducting familiarization programmes for the Independent Directors which familiarizes them with
their role, rights, responsibilities, and enables them to have better understanding of the Company, its management, its operations,
its business model, the nature of the industry in which it operates, the industry perspective, its issues, etc. These sessions were
delivered upon induction of a new Director as well as on ongoing basis.

Pursuant to Regulation 25(7) of the SEBI (LODR) Regulations 2015, the Company during the FY 2025-26 had conducted various
familiarization programmes for its Independent Directors which included information on business performance, operations, market
share, financial parameters, working capital management, fund flows, major litigation, compliances, CSR activities, periodic review
of Investments of the Company, Regulatory updates, Business Strategy, Framework for Related Party Transactions, Economic
Environment & Global Scenario, ESG Risks, Business Entity Risks etc.

The details as required under Regulations 46 of the SEBI (LODR) Regulations 2015 are available on the website of your Company
at https://sswlindia.com/investors/corporate-governance#familiarisation-programme-for-independent-directors. Further, the details in
regard with the familiarization programme are also given in the Corporate Governance Report which forms part of this Annual Report.

ANNUAL RETURN

In accordance with Section 92(3) & 134(3)(a) of the Act, the Annual Return of the Company for the FY 2025-26 in Form MGT-7 is
available on the website of the Company at: https://sswlindia.com/investors/meetings#annual-return

PARTICULARS OF REMUNERATION OF DIRECTORS / KMP’S / EMPLOYEES

The Disclosure required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is annexed as Annexure-VI to this report.

Further, the statement containing particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forming part of this report, shall be open for
inspection at the Registered Office of the Company during working hours of twenty-one (21) days before the ensuing AGM. In terms
of Section 136(1) of the Act, the Annual Report is being sent to the Shareholders, excluding the aforesaid statement. In case any
shareholder is interested in obtaining a copy of the same may write to the Company Secretary of the company. The said statement has
also been uploaded on the website of the Company at https://sswlindia.com/investors in terms of section 136 (1) of the Act.

Further, neither the Managing Director nor any of the Executive Directors of the Company received any remuneration or commission
from the subsidiary Company.

CONFIRMATION WITH RESPECT TO THE COMPANY’S FINANCIAL STATEMENTS AND BOARD’S REPORT FOR THE
PRECEEDING FINANCIAL YEARS

There was no revision of financial statements and Board’s Report of the Company for the preceding three (3) financial years.
COMPLIANCE TO THE PROVISIONS RELATING TO THE MATERNITY BENEFITS ACT, 1961

The Company has ensured compliance with the provisions of The Maternity Benefit Act, 1961 and any amendment thereof from
time to time.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (“BRSR”)

In compliance with Regulation 34 of the SEBI (LODR) Regulations, 2015, the Business Responsibility and Sustainability Report
(BRSR) for the financial year ended March 31, 2026, forms part of this Annual Report. The said BrSr describes the initiatives
taken by the Company from an environmental, social and governance perspective, alongside reflecting the company’s commitment
towards sustainable business practices.

The BRSR Core disclosures have been reasonably assured by an Independent external agency “Intertek India Private Limited”.
INSURANCE

All properties and insurable interests of your Company including building and plant & machinery are adequately insured.
INDUSTRIAL RELATIONS WITH THE PERSONNEL OF THE COMPANY

The industrial relations scenario continued to be largely positive across all the manufacturing locations and the Company has
continued to maintain cordial and harmonious relations with its employees at all levels. As a result of it, the Company is thriving to
achieve growth and greater heights in the times to come.

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their sincere gratitude for the continued co-operation and support, the Company
received from various departments of the Central and State Government, Bankers, Financial Institutions, Dealers and Suppliers.
The Board also expresses its gratitude to the valued customers, members, and the investing public for their unwavering trust and
confidence reposed in the Company and looks forward to their continued support in the future. The Board also acknowledges and
appreciates the commitment, dedication and contribution made by the employees at all levels towards growth and success of the
Company in all fields.

For and on behalf of the Board
Steel Strips Wheels Limited

Date: 03.09.2026 (Rajinder Kumar Garg)

Place: Chandigarh Chairman

DIN: 00034827