Your Directors take immense pleasure in presenting the 44^th ANNUAL REPORT of Elin Electronics Limited ("the Company") along
with the Audited (Standalone & Consolidated) Financial Statements for the Financial Year ended 31^st March, 2026. The consolidated
performance of the Company and its subsidiary have been referred to wherever required.

FINANCIAL SUMMARY / PERFORMANCE OF THE COMPANY (STANDALONE & CONSOLIDATED)

The standalone and consolidated financial highlights of your Company are as under:

(Amount in ' in Million)

Note: The Company has not transferred any amount to reserves.

PERFORMANCE AND STATE OF COMPANY'S AFFAIRS

During the year under review, the Standalone revenue from
operations increased by 7.53% to ' 10,160.60 Million as against
' 9,449.47 Million in the previous financial year. The net profit
after tax increased by 5.73% to 213.28 Million as against '
201.72 Million in the previous financial year.

The consolidated revenue from operations increased by 9.11%
to ' 12,877.27 Million as against ' 11,802.06 Million in the
previous financial year. The consolidated net profit after tax
decreased by 22.96% to 225.91 Million as against ' 293.22
Million in the previous financial year.

DIVIDEND

The Dividend Distribution Policy, in terms of Regulation 43A
of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations") is annexed as
Annexure-I to this Report and is also available on the website
of the Company athttps://www.elinindia.com/pdf/investors/
policies/Dividend-Distribution-Policy.pdf. The Board do not
recommend any dividend for F.Y. 2025-26.

CHANGE IN THE NATURE OF BUSINESS

There is no change in the nature of business during the F.Y.
2025-26.

MATERIAL CHANGES AFFECTING THE FINANCIAL
POSITION OF THE COMPANY OCCURRED BETWEEN
THE END OF THE FINANCIAL YEAR AND THE DATE OF
THE REPORT

No material changes and commitments affecting the financial
position of the Company occurred between the end of the
financial year and the date of this report.

DISCLOSURE ABOUT UTILIZATION OF INITIAL PUBLIC
OFFER (IPO) PROCEEDS

Your Company discloses to the Audit Committee the uses/
application of proceeds/funds raised from the initial public
offer (IPO) as a part of the quarterly review of Financial
Results. Your Company has obtained monitoring reports from
the Monitoring Agency on a quarterly basis confirming no
deviation or variation in the utilization of IPO proceeds from
the objects stated in the Prospectus dated 23^rd December,
2022. Your Company has submitted the statement(s) and
Monitoring Agency Report as required under Regulation 32 of
the Listing Regulations to both the Stock Exchanges where the
equity shares of your Company are listed, namely the National
Stock Exchange of India Limited (NSE) and BSE Limited (BSE).

The details of the proceeds of the Fresh Issue are set forth
below:

The utilization of funds raised through IPO have been
mentioned hereunder:

* Adjusted based on the final share of Company's share in issue
expenses

** The net proceeds towards objects of the issue, as mentioned
in the Prospectus, stands fully utilized as at the quarter ended
June 30, 2025.

CHANGE IN SHARE CAPITAL

During the year under review, the paid-up equity share capital
of the Company has been increased from ' 248.30 millions
divided into 4,96,59,220 equity shares of face value of ' 5/-
each to ' 248.55 millions divided into 4,97,09,220 equity shares
of face value of ' 5/- each pursuant to allotment of equity
shares as detailed below:

EMPLOYEE STOCK OPTION SCHEME

Elin Electronics Employee Stock option Plan 2024 ('ESOP 2024'/'
the Plan') was approved by the shareholders at the 42^nd Annual
General Meeting of the Company held on 30^th September,
2024 for issue and allotment of options exercisable into not
more than 5,00,000 equity shares to eligible employees of the
Company.

ESOP 2024 is administered by the Nomination and
Remuneration Committee (Compensation committee) of the
Board of Directors of the Company.

During the financial year under review 50,000 options were
allotted to the eligible employee. Further, the Listing approval
of 50,000 Equity shares of Face value of ' 5/- each allotted under
ESOP 2024 was granted on March 23, 2026 by National Stock
Exchange of India Ltd and BSE Ltd. The Plan of the Company
is implemented in compliance with relevant/ applicable ESOP
Regulations/ Guidelines. The disclosure as required under

the SEBI (Share Based Employee Benefits and Sweat Equity}
Regulations, 2021 is available on the website of the Company
at www.elinindia.com.

QUALITY CERTIFICATION

The Company continued to have ISO 9001:2008 certification
for 'Quality Management System Standard' and ISO 14001:2015
certification for 'Environment Management System Standard'
and TS: 16949: 2016 quality certifications for 'automotive parts'

RISK MANAGEMENT

Risk Management is an integral to your Company's strategy and
for the achievement of our long-term goals. Our success as an
organization depends on our ability to identify and leverage
the opportunities while managing the risks.

The Risk Management Committee of the Company has been
entrusted by the Board with the responsibility of reviewing the
risk management process in the Company and ensuring that
the risk are brought within acceptable limits. There is no major
risk which may threaten the existence of the Company.

Our approach to risk management is designed to provide
reasonable assurance that our assets are safeguarded, the risks
are being assessed and mitigated and all information that may
be required to be disclosed is reported to Company's Senior
Management, the Audit Committee, the Risk Management
Committee and the Board.

Your Company has framed and implemented a Risk
Management Policy for the assessment and minimization of
risk, which may be accessed at https://www.elinindia.com/pdf/
investors/policies/Risk-Management-Policv.pdf

INTERNAL FINANCIAL CONTROLS

According to Section 134(5}(e} of the Companies Act, 2013
(''the Act"} the term Internal Financial Control (IFC) means the
policies and procedures adopted by the Company for ensuring
the orderly and efficient conduct of its business, including
adherence to company's policies, the safe guarding 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. The
Act also mandate the need for an effective Internal Financial
Control system in the Company which should be adequate and
shall operate effectively. Rule 8(5)(viii) of Companies(Accounts)
Rules, 2014 requires the information regarding adequacy
of Internal Financial Controls with reference to the financial
statements to be disclosed in the Board's report.

The Company has adequate Internal Financial Control System
over financial reporting ensuring that all transactions are
authorized, recorded, and reported correctly in a timely
manner to provide reliable financial information and to comply
with applicable accounting standards which commensurate
with the size and volume of business of the Company.

The Company believes that these systems provide reasonable
assurance that the Company's internal financial controls are
adequate and are operating effectively as intended. During
the year under review, such controls were tested by the
Internal Auditors of the Company and no material weaknesses
or significant deficiencies in the design or operations were
observed and reported by the Internal Auditors.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE
COMPANIES

'Elin Appliances Private Limited' is the wholly owned subsidiary
of your Company. There has been no change in the nature of
business of this subsidiary. During the year under review 'Elin
Appliances Private Limited' was also the material subsidiary of
the Company, as per the Listing Regulations.

Pursuant to the provisions of Section 129(3) of the Companies
Act, 2013 ("the Act") read with the Companies (Accounts)
Rules, 2014 and in accordance with applicable accounting
standards, a statement containing the salient features of
financial statements of your Company's subsidiary in Form
No. AOC-1 is annexed to consolidated Financial Statements.
In accordance with the provisions of Section 136 of the Act
and the amendments thereto and the Listing Regulations,
the audited Financial Statements including the consolidated
financial statements and related information of the Company
and financial statements of your Company's subsidiary
have been placed on the website of the Company viz.
https://www.elinindia.com/investors/#Financial-Reports. Your
Company has formulated a Policy for determining Material
Subsidiaries.

The said policy is available on the website of the Company at
https://www.elinindia.com/pdf/investors/policies/Policv-on-
Material-Subsidiaries.pdf. No Company has become/ceased to
be an Associate or Joint Venture during F.Y. 2025-26.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for the year under
review, as stipulated under the Listing Regulations, is presented
in a separate section, forming part of the Annual Report.

CORPORATE GOVERNANCE

Your Company embeds sound Corporate Governance practices
and constantly strives to adopt emerging best practices. It has
always been the Company's endeavor to excel through better
Corporate Governance and fair and transparent practices. A
Report on Corporate Governance forms part of this Report.
M/s P. P. Agarwal & Co., (Firm Registration No. S2012DE174200),
Company Secretaries, the Secretarial Auditor of the Company
during the Financial Year 2025-26 vide their certificate dated
May 25, 2026, have confirmed that the Company is and
has been compliant with the conditions stipulated in the
Chapter IV of the Listing Regulations. The said certificate also
forms part of Corporate Governance Report

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT (BRSR)

The Business Responsibility and Sustainability Report on
environment, social and governance disclosure as stipulated
under Regulation 34(2)(f) of Listing Regulations is not
applicable during Financial Year 2025-26.

STANDALONE AND CONSOLIDATED FINANCIAL
STATEMENTS

The audited financial statements of the Company are drawn
up, both on standalone and consolidated basis, for the
financial year ended 31^st March, 2026, in accordance with the
requirements of the Companies (Indian Accounting Standards)

Rules, 2015 (ind-AS) notified under Section 133 of the Act,
read with relevant Rules and other accounting principles. The
Consolidated Financial Statement has been prepared based on
the financial statements received from subsidiary as approved
by their respective Board of Directors.

PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS

The particulars of loans/advances, guarantees and investments
under Section 186 of the Companies Act, 2013 are given in the
notes forming part of the Financial Statements.

PUBLIC DEPOSITS

The Company has not accepted any public deposits from the
public and as such, no amount on account of principal or
interest on public deposits was outstanding as on the date of
the balance sheet.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Directors:

in accordance with the provisions of the Act and the Articles
of Association of the Company, Mr. Mangi Lall Sethia
(DiN: 00081367), Chairman and Whole-time Director and
Mr. Kamal Sethia (DIN: 00081116), Managing Director of
the Company, are liable to retire by rotation at the ensuing
Annual General Meeting and being eligible, have offered
themselves for re-appointment. The Board of Directors on
the recommendation of the Nomination and Remuneration
Committee ("NRC") have recommended their re-appointment
for approval of members in the ensuing Annual General
Meeting.

The Board also at its meeting held on May 25, 2026 upon the
recommendation of Nomination and Remuneration Committee
approved the re-appointment of the following Non-Executive
independent Directors for a second term of five years subject
to the approval of members at the ensuing Annual General
Meeting of the Company:

The Company has received declarations from the independent
Directors of the Company confirming that they meet the
criteria of independence as prescribed under Section 149(6)
of the Companies Act, 2013 and Regulation 16(1 )(b) of the
Listing Regulations. They have complied with the Code for
independent Directors prescribed in Schedule iV of the
Companies Act, 2013. Ms. Shilpa Baid and Ms. Priyanka Jain, the
independent Women Directors of the Company have passed
an online proficiency self-assessment test conducted by the
indian institute of Corporate Affairs in February, 2022 and
April, 2022 respectively. Mr. Ashis Chandra Guha, independent
Director of the Company has also passed an online proficiency
self-assessment test conducted by the indian institute of
Corporate Affairs in October, 2023. Dr. Shanti Lal Sarnot has
been exempted under Rule 6(4) of Companies (Appointment
and Qualification of Directors) Rules, 2014 from requirement of
passing online proficiency self-assessment test conducted by
the indian institute of Corporate Affairs.

The Board confirms that independent director appointed
during the year possess the desired integrity, expertise and
experience. The independent Directors of the Company
stated that they are in compliance with the Section 150 of the
Companies Act, 2013 read with Rule 6 (1) & (2) of the Companies
(Appointment & Qualification of Directors) Rules, 2014.

in the opinion of Board, independent Directors fulfil the
conditions specified in the Companies Act, 2013 read with
schedules and rules thereto as well as the SEBi (Listing
Obligations and Disclosure Requirements) Regulations, 2015
and independent Directors are independent of management.

During the year under review, the non-executive directors of
the Company had no pecuniary relationship or transactions
with the Company, other than sitting fees and reimbursement
of expenses, if any.

The brief profile, pursuant to Secretarial Standards-2 and
Regulation 36(3) of Listing Regulations, of the Directors eligible
for appointment/ re-appointment forms part of the Notice of
Annual General Meeting as an Annexure-i.

Key Managerial Personnel:

As on the date of this report, the following are Key Managerial
Personnel ("KMPs") of your Company as per Sections 2(51) and
203 of the Act:

(a) Mr. Mangi Lall Sethia- Chairman & Whole-Time Director

(b) Mr. Kamal Sethia - Managing Director

(c) Mr. Sanjeev Sethia - Whole-Time Director

(d) Mr. Sumit Sethia - Whole-Time Director

(e) Mr. Kishore Sethia - Director (Operations)*

*not on the Board of the Company

(f) Mr. Raj Karan Chhajer - Chief Financial Officer

(g) Mr. Praveen Tandon- Chief Executive Officer (Resigned
w.e.f. February 11,2026)

(h) Ms. Lata Rani Pawa - Company Secretary and Compliance
Officer

BOARD EVALUATION

The Board has carried out an annual evaluation of its own
performance, the Directors individually as well as the evaluation
of the working of its Committees, in the manner as enumerated
in the Nomination and Remuneration Policy, in accordance
with the provisions of the Companies Act, 2013 and the SEBi
(Listing Obligations and Disclosure Requirements) Regulations,
2015. The evaluation exercise covered various aspects of
the Board's functioning such as composition of the Board &
Committee(s), their functioning & effectiveness, contribution of
all the Directors and the decision making process by the Board.

Your Directors express their satisfaction with the evaluation
process and inform that the performance of the Board as a
whole, its Committees and its members individually were
adjudged satisfactory.

MEETINGS OF INDEPENDENT DIRECTORS

As per Schedule iV of the Act, Secretarial Standards-1 ('SS- 1')
read with the Guidance Note on SS-1 and Listing Regulations
the meeting of the independent Directors was held on
February 06, 2026.

FAMILIARIZATION PROGRAMME FOR THE
INDEPENDENT DIRECTORS

in compliance with the requirements of the Listing Regulations,
the Company has put in place a familiarization programme for
the independent Directors to familiarize them with their roles,
rights and responsibility as Directors, working of the Company,
nature of the industry in which the Company operates, business
model etc.

The details of the familiarization programme are explained in
the Corporate Governance Report. The same is also available
on the website of the Company at www.elinindia.com.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the provisions under Section 134(5} of the Act, with
respect to Directors' Responsibility Statement, the Directors of
the Company confirm that:

(a} in the preparation of the annual accounts for the year
ended 31^st March, 2026, the applicable accounting
standards had been followed along with proper
explanation relating to material departures;

(b) the directors had 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 as
at 31^st March, 2026 and of the profits of the Company for
the year ended on that date;

(c) the directors had 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 had prepared the annual accounts on a
going concern basis;

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

(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.

MEETINGS OF THE BOARD

During the Financial year Five meetings of the Board were
held on May 26, 2025, August 07, 2025, September 27, 2025,
November 10, 2025 and February 06, 2026. One Resolution by
Circulation has been passed by Board of Directors on May 14,
2025.

The requisite quorum was present at all the meetings. The
intervening gap between any two meetings was not more
than one hundred and twenty days as prescribed by the Act.
A detailed update on the Board & its Committees, composition
thereof, number of meetings held during the F.Y. 2025-26 and
attendance of the Directors at such meetings are provided in
the "Corporate Governance Report".

REMUNERATION OF DIRECTORS AND EMPLOYEES

Disclosure comprising particulars with respect to the
remuneration of directors and employees and other details, as
required to be disclosed in terms of the provisions of Section

197(12) of the Act and Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, is
annexed as "Annexure-ii" to this Report.

BOARD COMMITTEES

The Board has duly constituted following Committees, which
are in line with the provisions of applicable laws:

A. Audit Committee

B. Nomination and Remuneration Committee

C. Corporate Social Responsibility Committee

D. Stakeholder's Relationship Committee

E. Risk Management Committee

A detailed update on the attendance and terms of reference
of aforesaid Committees are provided in the "Corporate
Governance Report".

AUDIT COMMITTEE

The Audit Committee comprises of Ms. Priyanka Jain,
independent Woman Director as a Chairperson, Ms. Shilpa
Baid, independent Woman Director as member, Dr. Shanti Lal
Sarnot, independent Director as member and Mr. Kamal Sethia,
Managing Director as its member. The Committee met 5 (Five)
times during the year under review on May 26, 2025, August 07,
2025, September 27, 2025, November 10, 2025 and February
06, 2026.

NOMINATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Committee (NRC)
comprises of Ms. Priyanka Jain, independent Woman Director
as a Chairperson, Ms. Shilpa Baid, independent Woman Director
as member and Dr. Shanti Lal Sarnot, independent Director as
member. Two meetings of the Nomination and Remuneration
Committee (NRC) were held during the year dated on May 26,
2025 and August 07, 2025.

One Resolution by Circulation has been passed by Nomination
and Remuneration Committee on February 10, 2026.

The Nomination & Remuneration Policy of the Company
is in place and attached as Annexure-iii and also uploaded
on the website of the Company at the following link:
https://www.elinindia.com/pdf/investors/policies/
Nomination-Remuneration-Policy.pdf.

STAKEHOLDER'S RELATIONSHIP COMMITTEE

The Stakeholder's Relationship Committee comprises of
Ms. Priyanka Jain, independent Woman Director as a
Chairperson, Ms. Shilpa Baid, independent Woman Director as
member and Mr. Kamal Sethia, Managing Director as member.
Two meetings of the Stakeholder's Relationship Committee
(SRC) were held during the year dated on August 07, 2025 and
February 06, 2026.

RISK MANAGEMENT COMMITTEE

The Risk Management Committee comprises of Mr. Kamal
Sethia, Managing Director as Chairman, Mr. Sanjeev Sethia,
Whole-Time Director as Member and Ms. Priyanka Jain,
independent Woman Director as Member. Two meetings of the
Risk Management Committee (RMC) were held during the year
dated on February 06, 2026 and March 30, 2026.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

The Corporate Social Responsibility (CSR) committee
comprises of Mr. Kamal Sethia, Managing Director as Chairman,
Mr. Sanjeev Sethia, Whole-time Director as member and Ms.
Priyanka Jain, Independent Woman Director as Member. Three
meetings of the CSR committee were held during the year on
May 26, 2025, August 07, 2025 and February 06, 2026.

The CSR activities and programs undertaken by your Company
are in accordance with the provisions of Section 135 of the Act
and rules made thereunder. The CSR initiatives of the Company
during the year under review focused on promoting education,
promoting health care including preventive health care and
ensuring environmental sustainability. The annual report
on CSR activities is annexed and forms part of this report as
Annexure-IV. The CSR policy is available on the website of your
Company athttps://www.elinindia.com/pdf/investors/csr/CSR-
Policy.pdf

Further, the Chief Financial Officer of your Company has
certified that the CSR spends of your Company for the FY
2025-26 have been utilized for the purpose and in the manner
approved by the Board of Directors of the Company.

STATUTORY AUDITORS & AUDITOR'S REPORT

M/s. S.R. Batliboi & Co. LLP, Chartered Accountants, (Firm
Registration No. 301003E/ E300005), the Statutory Auditors of
the Company had been appointed as the Statutory Auditors
for a first term of 4 consecutive years from the conclusion of
41^st Annual General Meeting (AGM) held on 30^th September,
2023 till conclusion of 45^th AGM of the Company to be held
in the year 2027 at such remuneration plus applicable taxes
and out of pocket expenses, as may be determined and
recommended by the Audit Committee in consultation with
the Auditors and duly approved by the Board of Directors and
Shareholders of the Company.

Further, the Auditors have confirmed their eligibility under
Section 141 of the Companies Act, 2013 read with rules made
thereunder.

The Auditors' Report read along with Notes to Accounts is
self-explanatory and therefore does not call for any further
comments.

The Auditor's Reports on the Standalone and the Consolidated
Financial Statements for the financial year ended 31^st March,
2026 does not contain any qualification, reservation or adverse
remark requiring any explanations/ comments by the Board of
Directors. No fraud has been reported by the Statutory Auditors
under Section 143(12) of the Companies Act, 2013 and the
rules made thereunder.

COST AUDITORS

The Board upon the recommendation of Audit Committee,
has re-appointed M/s Bhavna Jaiswal & Associates, Cost
Accountants (Firm Registration number 100608), as Cost
Auditors for conducting the audit of cost records of the
Company for the financial year 2026-27. A proposal for
ratification of remuneration of the Cost Auditors for the
financial year 2026-27 is placed before the shareholders at the
ensuing AGM of the Company.

No fraud has been reported by the Cost Auditors under section
143(12) of the Companies Act, 2013 and rules made thereunder.

SECRETARIAL AUDITOR AND SECRETARIAL AUDIT
REPORT

The Members of the Company in their 43^rd Annual General
Meeting on August 30, 2025 appointed M/s P. P. Agarwal & Co.,
(Firm Registration No. S2012DE174200), Company Secretaries
as Secretarial Auditors of the Company for a term of five (5)
consecutive Financial Years commencing from Financial Year
2025- 26 to Financial Year 2029-30.

M/s P. P. Agarwal & Co., (Firm Registration No. S2012DE174200),
Company Secretaries have confirmed that they are not
disqualified to act as Secretarial Auditors of the Company.

Further, in compliance of Regulation 24A of the Listing

Regulations, Company's unlisted material subsidiary also
undergo Secretarial Audit and the Secretarial Audit Reports
of the Company and its unlisted material subsidiary in the
prescribed Form No. MR-3 is attached as Annexure-V and VI
forming part of this Report. The Secretarial Audit Report of your
Company and its unlisted material subsidiary does not contain
any qualification, reservation, adverse remark or disclaimer.

No fraud has been reported by the Secretarial Auditors under
Section 143 (12) of the Companies Act, 2013 and the rules
made thereunder.

INTERNAL AUDITORS

The Board at its meeting held on May 25, 2026 upon the
recommendation of Audit committee have approved re¬
appointment of M/ s. Oswal Sunil & Company, Chartered
Accountants (Firm Registration No: 016520N) as Internal
Auditors of the Company for the Financial Year 2026-27.

DISCLOSURES IN RELATION TO THE COMPANIES
(SHARE CAPITAL AND DEBENTURE) RULES, 2014

(a) the Company has not issued any equity shares with
differential voting rights during the year under review
and hence no information as per provisions of Rule 4(4)
has been furnished;

(b) the Company has not issued any sweat equity shares
during the year under review and hence no information
as per provisions of Rule 8(13) has been furnished; and

(c) the disclosure as mandated under Section 62(1) (b) of
the Companies Act, 2013 ('The Act') read with Rule 12(9)
of the Companies (Share Capital and Debenture) Rules,
2014 and SEBI (Share Based Employee Benefits and Sweat
Equity) Regulations, 2021, as amended from time to time
('SEBI ESOP Regulations') is available on website of the
Company at www.elinindia.com.

ANNUAL RETURN

In accordance with Sections 92 and 134 of the Act read with
MCA circular dated 28^th August, 2020 and notification dated
5^th March, 2021 the requirement to annex an extract of
the annual return with this Annual report in form MGT-9 is
dispensed with and is no longer required.

in accordance with the Companies Act, 2013, the annual
return in the prescribed format is available at website of
the Company at www.elinindia.com.

KEY FINANCIAL RATIOS

The Key financial ratios for the financial year ended 31^st March,
2026 forms part of the Management Discussion and Analysis
Report.

INVESTOR EDUCATION AND PROTECTION FUND

During the year under review, the Company was not required
to transfer any funds to investor Education and Protection Fund
(iEPF).

TRANSACTIONS WITH RELATED PARTIES

All transactions with related parties were reviewed and
approved by the Audit Committee and are in accordance
with the Policy on dealing with Related Party Transactions. An
omnibus approval from the Audit Committee is obtained for the
related party transactions which are foreseen and repetitive in
nature. All contracts/arrangements/ transactions entered into
by the Company during the year under review with Related
Parties were in the ordinary course of business and on arm's
length basis. During the year under review, the Company
had not entered into any contract/arrangement/ transaction
with related parties which could be considered material in
accordance with the policy of the Company on related party
transactions or which is required to be reported in Form No.
AOC-2 in terms of Section 134(3) (h) read with Section 188 of
the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.
The Company's Policy on Related Party Transactions is available
on the website of the Company athttps://www.elinindia.com/
pdf/investors/policies/Related-Partv-Transaction-Policv-ELIN-
Electronics.pdf. The Company in terms of Regulation 23 of the
Listing Regulations submits on the date of publication of its
standalone and consolidated financial results for the half year
disclosures of related party transactions on a consolidated
basis, in the specified format to the stock exchanges where the
shares of the company are listed.

VIGIL MECHANISM

The Company has laid down Whistle Blower Policy covering Vigil
Mechanism with protective clauses for the Whistle Blowers. The
Whistle Blower Policy is made available on the website of the
Company at www.elinindia.com.

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

There were no significant material orders passed by the
Regulators/ Courts/ Tribunals during the Financial Year 2025-26
which would impact the going concern status of the Company
and its future operations.

PREVENTION OF SEXUAL HARASSMENT AT
WORKPLACE

The Company has complied with provisions relating to the
constitution of Internal Complaints Committee under the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 read with Rules thereto.

The Company has undertaken 9 workshops or awareness
programs against sexual harassment of women at the
workplace during the Financial Year 2025-26.During the year
under review, no complaint was received under the Sexual
Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013.

COMPLIANCE WITH SECRETARIAL STANDARDS

The Company is in compliance of all applicable Secretarial
Standards as specified by the Institute of Company Secretaries
of India.

OTHER DISCLOSURES

(a) No application has been made under the Insolvency and
Bankruptcy Code; hence the requirement to disclose the
details of application made or any proceeding pending
under the Insolvency and Bankruptcy Code, 2016 (31 of
2016) during the year along with their status as at the end
of the financial year is not applicable;

(b) The requirement to disclose the details of difference
between amount of the valuation done at the time of
onetime settlement and the valuation done while taking
loan from the Banks or Financial Institutions along with
the reasons thereof, is not applicable;

(c) There was no revision of financial statements and Board's
Report of the Company during the year under review;

(d) 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.

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

The information required under Section 134 (3) (m) of the Act
read with Rule 8(3) of Companies (Accounts) Rules, 2014, is as
under:

A. CONSERVATION OF ENERGY:

Your Company has always considered energy and
natural resources conservation as a focus area. Your
Company ensures strict compliance with all the statutory
requirements and has taken several sustainable steps
voluntarily to contribute towards better environment like
use of natural lighting and natural ventilation.

(i) The steps taken/impact on conservation of energy -
NIL

(ii) The steps taken by the Company for utilizing
Alternate Sources of Energy-

Installation of Solar Power Plant on Company
rooftops mentioned as under:

(a) Baddi- 650 kWp capacity

(b) Goa- 325 kWp capacity and

(c) Bhiwadi- 850 kWp capacity

(iii) The capital investment on energy conservation
equipment: Nil

B. TECHNOLOGY ABSORPTION:

(I) the efforts made towards technology absorption
- Nil

(II) the benefits derived like product Improvement,
cost reduction, product development or Import
substitution - Self-reliance In new products, product
development, Improved production process for
better productivity, Import substitution and cost
reduction attempts are made for sourcing of
material and components for cost effectiveness. The
Input cost has been reduced and In some cases the
quality has Improved.

(III) Imported Technology (Imported During The Last 3
Years) - Nil

(Iv) Expenditure on Research and Development-During
the financial year, expenditure on research and
development Including capital expenditure was
' 92.86 Million as against ' 97.04 Million In the
previous year.

C. FOREIGN EXCHANGE EARNING & OUTGO:

During the financial year, the foreign exchange earned

In terms of actual Inflows was ' 126.98 Million as against

' 39.92 Million In the previous year and foreign

exchange outgo In terms of actual outflows was
' 1,181.86 Million as against ' 929.40 Million In the
previous year.

ACKNOWLEDGEMENT

The Directors thank the Company's customers, vendors, bankers
and investors for their continuous support. The Directors also
thank the Government of India, Governments of various states
In India, Governments of various countries and concerned
Government departments and agencies for their co-operation.

Your Directors also wish to place on record their deep
appreciation for the services rendered by staff and workers of
the Company at all levels and for dedication to their work and
loyalty.

On behalf of the Board of Directors

(Mangi Lall Sethia)

Place: New Delhi Chairman

Date: May 25, 2026 DIN: 00081367