Directors Report of Unimech Aerospace and Manufacturing Ltd.

Mar 31, 2025

Our Directors are pleased to present the 9^th (Ninth) Annual Report for FY 2024-25 of the Company on the business and operations, together read along with the Audited Financial Statements for the Financial Year ended on March 31, 2025 (Standalone & Consolidated), and the Auditors'' Report thereon. The Company''s financial performance for the year under review along with the previous year''s figures are given hereunder:

(INR in Lakhs)
Particulars	Standalone		Consolidated
	March 31, 2025	March 31, 2024	March 31, 2025	March 31, 2024
Total Income	6,394.26	3,294.99	26,769.25	21,378.55
Total Expenses	3,762.24	2,956.84	16,579.71	13,728.67
Earnings before interest, tax, depreciation and amortisation less other incomes	780.67	321.82	9,206.15	7,918.64
Profit before Tax (PBT)	2,632.02	338.15	10,189.54	7,649.88
Tax expense	723.86	95.65	1,837.32	1,836.57
Profit after Tax (PAT)	1,908.16	242.50	8,345.66	5,813.31
Note: The above figures are extracted from the financial statements of the Company.

OPERATING RESULTS AND BUSINESS PERFORMANCE

On a standalone basis, during FY 2024-25, the Company recorded total income of INR 6,394.26 Lakhs comprising revenue from operations of INR 4,244.58 and other income of INR 2,142.69 Lakhs. The Company recorded net profit of INR 1,908.16 Lakhs reflecting an increase of 687% Y-o-Y.

The net worth of the Company on standalone basis in FY 2024-25 stood at INR 52,186.79 Lakhs against INR 2,647.52 Lakhs in FY 2023-24.

During FY 2024-25, on a consolidated basis the Company recorded total income of INR 26,769.25 Lakhs comprising revenue from operations of INR 24,292.48 and other income of INR 2,476.76 Lakhs. The consolidated net profit of INR 8345.66 Lakhs reflecting an increase of 44% Y-o-Y.

The standalone and consolidated financial statements for the financial year ended March 31, 2025, forming part of this Annual Report, have been prepared in accordance with the Indian Accounting Standards (Ind AS).

DIVIDEND

With a view to conserve resources for future operations and growth, the Board has not recommended any dividend for FY 2024-25.

In accordance with Regulation 43A of the Listing Regulations, the Company has formulated a ''Dividend Distribution Policy'' and the same have been uploaded on

the Company''s website at: https://www.unimechaerospace. com/policies/.

TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to the applicable provisions of the companies act, 2013, read with IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016("the IEPF Rules"), all unpaid or unclaimed Dividends are required to be transferred by the Company to the IEPF, established by the Government of India, after the completion of seven years. Further, according to the rules, the shares on which Dividend has not been paid or claimed by the Shareholders for seven consecutive years or more shall also be transferred to the Demat account of the IEPF Authority.

During the year under review, there were no such unpaid or unclaimed amounts required to be transferred to IEPF account.

CHANGES IN SHARE CAPITAL

During FY 2024-25, the Company completed a preferential issue of 36,67,090 equity shares with a face value of INR 5 each, ranking equally with the existing equity shares. These shares were issued at a price of INR 681.74 per share, resulting in an aggregate amount of INR 2,50,00,01,937. This preferential allotment was made for cash consideration to a select group of investors who are not part of the Promoter or Promoter Group of the Company, with the

specific proportions and terms determined by the Board/ Committee in accordance with applicable laws.

Following this, the Company successfully launched its Initial Public Offer (IPO) through a combination of a fresh issue and an Offer for Sale. The fresh issue comprised 31,84,713 equity shares with a face value of INR 5 each, offered at a price of INR 785 per share (including a premium of INR 780 per equity share), aggregating to INR 25,000 Lakhs. Simultaneously, the promoters offered for sale 31,84,713 from their existing equity shares, also with a face value of INR 5 each and offered at the same price of INR 785 per share, aggregating to INR 25,000 Lakhs.

The equity shares were allotted to eligible applicants on December 27, 2024, and the listing and trading of the Company''s shares commenced on December 31, 2024, on BSE Limited and National Stock Exchange of India Limited.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

Pursuant to the approval of the Board of Directors at its meeting held on November 04, 2024, the Company has entered into a Share Subscription and Shareholders Agreement with Dheya Engineering Technologies Private Limited on November 11, 2024, for acquiring a proposed stake of up to 30% for a total consideration of INR 10,50,00,000/-(Rupees Ten Crores and Fifty Lakhs only) in one or more tranches. In this regard, the Company has made the first tranche of investment amounting to INR 5,00,00,000/- (Rupees Five Crores Only) against which 2,387 Compulsory Convertible Preference Shares representing 16.94% of the share capital were allotted on November 20, 2024.

Further, all the details pertaining to loans, investments, securities and guarantees are disclosed in note number 7 of the Standalone Financial Statements for the year ended March 31, 2025.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

Transactions entered into with related parties during FY 2024-25 are at arm''s length basis and in the ordinary course of business. During the year under review, there were no transactions for which consent of the Board was required to be taken in terms of Section 188(1) of the Act. The details of material transactions in term of the Company''s policy for determining material related party transaction under Regulation 23 of SEBI Listing Regulations is disclosed in Form AOC-2 which is appended as Annexure 2 to the Report. The said policy is available on the Company''s website at www.unimechaerospace.com.

The Policy on Materiality of Related Party Transactions and dealing with Related Party Transactions as approved by the Board may be accessed on the Company''s Website at: https://www.unimechaerospace.in/policies/.

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34 read with Schedule V of SEBI Listing Regulations the Management Discussion and Analysis Report covering operations, performance and outlook of the Company is appended as Annexure 7 to the Report.

CORPORATE GOVERNANCE REPORT

In terms of Regulation 34 read with Schedule V of SEBI Listing Regulations, a report on Corporate Governance along with a Compliance Certificate issued by Practicing Company Secretary are appended as Annexure 8 and forms an integral part of this Report (hereinafter referred to as "Corporate Governance Report").

Note on Code of conduct, Board evaluation, Board Diversity Policy, Training of independent directors - familiarisation of directors, Whistle Blower policy/Vigil mechanism & Nomination and Remuneration policy forms part of the Corporate Governance Report.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declaration from Independent Directors, that he/she meets the criteria of independence laid down in Section 149(6) of the Act, rules made thereunder and Regulation 16 and other applicable provisions of SEBI Listing Regulations.

POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION

As per Regulation 17 of LODR the Composition of the Board of the Company shall have an optimum combination of executive and non-executive directors with at least one-woman director and not less than fifty percent. of the board of directors shall comprise of non-executive directors. Accordingly, Company is in compliance with the above regulations along with the provisions of Companies Act, 2013. Thereby the Company is maintaining the independence of the board and separate its functions of governance and decision making.

The policy of the Company on directors'' appointment and remuneration, including criteria for determining qualifications, positive attributes, independence of directors and other matters as required under Section 178(3) of the Companies Act, 2013 is available on the Company''s website www.unimechaerospace.com. We affirm that,

the remuneration paid to the directors is as per the terms laid out in the Nomination and Remuneration policy of the Company. Details of Policy on directors'' appointment and remuneration form part of the Corporate Governance Report - Annexure 8.

SUBSIDIARIESInnomech Aerospace Toolings Private Limited

As of March 31, 2025, the Company has a Material Subsidiary - Innomech Aerospace Toolings Private Limited (an Indian Material Subsidiary) which was incorporated on October 26, 2018, which is a wholly owned subsidiary.

Furthermore, during the year, the Board of Directors reviewed the affairs of the said subsidiary every quarter. In accordance with Section 129(3) of the Companies Act,

2013, read with Rule 8 of Companies (Accounts) Rules,

2014, the Company has prepared its consolidated financial statements including all the said subsidiaries which form part of this Report. A statement containing the salient features of the financial statements of the said subsidiaries in the prescribed format Form AOC-1 is appended as Annexure 1 to the Report.

In accordance with Section 136 of the Act'', the audited financial statements, including the consolidated financial statements and related information of the Company and audited accounts of each of its subsidiaries, are being made available on our website www.unimechaerospace. com. These documents will also be available for inspection during business hours at our registered office in Bengaluru, India.

A review of the operations of the subsidiary is as follows:

The operations of the Company during FY 2024-25 resulted in a total revenue of INR 21,471.76 Lakhs as compared to INR 18,653.30 Lakhs in FY 2023-24. The profit after tax for the year is INR 6,459.83 Lakhs in FY 2024-25 as compared to INR 5,639.14 Lakhs in FY 2023-24.

Unimech Global Manufacturing Solutions Inc.

No business was undertaken in this subsidiary during the FY 2024-25 under report and further, no capital has been invested in the subsidiary.

INTERNAL FINANCIAL CONTROL AND ADEQUACY

The Company has designed and implemented a process driven framework for Internal Financial Controls ("IFC") within the meaning of the explanation to Section 134(5) (e) of the Act. The Board is of the opinion that the Company''s IFC is commensurate with the nature and size of its business operations and operates effectively with no material weakness. The Company has a process in place

to continuously monitor the IFC, identify gaps, if any, and implement new and/or improved controls wherever the effect of such gaps would have a material effect on the Company''s operations.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to clause (c) of sub section (3) of Section 134 of the Companies Act, 2013, with respect to the Directors'' Responsibility Statement, it is hereby confirmed that:

a. In the preparation of the Annual Accounts for the financial year ended March 31, 2025, the applicable accounting standards have been followed along with proper explanation relating to material departures;

b. The Directors have selected appropriate 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 and of the profit and loss of the Company for period;

c. The Directors have ensured appropriate and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d. The Directors have prepared the Annual Accounts on a going concern basis;

e. The Directors have laid down the 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 have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

BOARD OF DIRECTORS'', COMMITTEES & MEETINGS

The details of Composition of the Board and its Committees are disclosed in the Report on Corporate Governance forming part of this Report. In compliance with the Act and SEBI Listing Regulations, the Company has five (5) Committees of the Board as on March 31, 2025 i.e. Audit Committee(AC), Nomination and Remuneration Committee(NRC), Stakeholders Relationship Committee(SRC), Corporate Social Responsibility Committee(CSRC) and Risk Management Committee(RMC).

During the FY 2024-25, 10 (Ten) Board Meetings were held. The details of the Meetings of the Board and its Committee meetings are exhibited in the Corporate Governance Report. As prescribed by the provisions of Secretarial Standard-1

("https://ca2013.com/wp-content/uploads/2024/02/ Final SS-1.pdf"SS-1 Meeting of Board of Directors) issued by the Institute of Company Secretaries of India (the "ICSI") and the Regulation 17 of LODR the maximum gap between any two meetings of the Board did not exceed 120 days.

Pursuant to provisions of the Act, and the articles of association of the Company, Mr. Rajanikanth Balaraman (DIN: 07894421) retires by rotation at the ensuing 09th Annual General Meeting of the Company and being eligible, offers himself for re-appointment.

During the financial year, the following appointments were made to the Board :
Name		Designation		Date of Appointment
Mr. Anil Kumar P		Chairman & Managing Director		April 30, 2024
Mr. Ramakrishna Kamojhala		Whole-Time Director (Finance)		April 30, 2024
Mr. Mani P		Whole-Time Director (Operations)		April 30, 2024
Mr. Rajanikanth Balaraman		Whole-Time Director (IT, Growth & BD)		April 30, 2024
Mr. Preetham S V		Whole-Time Director (People & KAM)		April 30, 2024
Mr. Mukund Srinath		Independent Director		July 03, 2024
Mr. Ashok Tandon		Independent Director		July 03, 2024
Mr. Pavan Krishnamurthy		Independent Director		July 03, 2024
Mrs. Vidya Rajarao		Independent Director		July 03, 2024
Mr. Sridhar Ranganathan		Independent Director		July 03, 2024
In the opinion of the Board, all the Independent Directors appointed during the year have the integrity, expertise, experience and proficiency required for their roles and their appointments are in the best interest of the Company. KEY MANAGERIAL PERSONNEL The list of Key Managerial Personnel as per the Act is as below as of March 31, 2025:
Sl No	Name of the KMP		Designation
1	Mr. Anil Kumar P		Chairman and Managing Director
2	Mr. Ramakrishna Kamojhala		Whole Time Director and CFO
3	Mr. Mani P		Whole Time Director
4	Mr. Rajanikanth Balaraman		Whole Time Director
5	Mr. Preetham S V		Whole Time Director
Mr. Krishnappayya Desai, Company Secretary and Compliance Officer of the Company resigned with effect from close of business hours on March 28, 2025. The Company has taken steps to identify a suitable candidate to appoint as Company Secretary of the Company. Further, Mr. Suhas H M was appointed as Compliance Officer of the Company with effect from March 28, 2025.

RISK MANAGEMENT

A policy on Risk Management has been developed and implemented by the Company which overseeing the risks that the Company may face such as strategic, commercial, safety, operations, compliance, internal control and finance, cyber risk etc. More details on Risk Management indicating development including identification of elements of risk and their mitigation are covered under the Management'' Discussion and Analysis Report appended as Annexure 7 to the Report.

The Board has constituted a Risk Management Committee, which oversees implementation, monitoring, evaluating the adequacy and reviewing the Risk Management Policy on

periodical basis considering the changing industry dynamics and as required in the SEBI Listing Regulation. The Risk Management Policy is made available on the Company''s website at www.unimechaerospace.com.

AUDITORS & AUDIT REPORTS STATUTORY AUDITORS

Messrs. MSKA & Associates, Chartered Accountants (FRN: 105047W) were appointed as Statutory Auditors of the Company for a period of Five years commencing from the conclusion of the 8th Annual General Meeting until the conclusion of the 13th Annual General Meeting of the Company to be held in the year 2029.

The Auditors'' Report on the financial statements for FY 2024-25 does not contain any qualification, reservation or adverse remark. There have been no instances of fraud committed against the Company by its officers or employees during the year reportable by the Auditors in terms of Section 143(12) of the Act.

SECRETARIAL AUDITORS

In terms of Section 204 of the Act read with Rule 9 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors appointed Mrs. Kalaivani S- Practising Company Secretary, as the Secretarial Auditor for FY 2024-25.

The Secretarial Audit Report for FY 2024-25 does not contain any qualification, reservation or adverse remark nor any instances of fraud committed against the Company by its officers or employees during the year. The Secretarial Auditors'' Report is appended as Annexure 6 to the Report in this Annual Report.

As provided in the SEBI Listing Regulations, the certificate on corporate governance forms part of the Corporate Governance Report. These certificates are issued by Mrs. Kalaivani S, a Practising Company Secretary and do not contain any qualification, reservation or adverse remarks.

COST AUDITOR, COST ACCOUNTS AND RECORDS

The provision of Section 148 of the Companies Act, 2013 read with the Companies (Cost records and audit) Rules, 2014, is not applicable to our Company. Hence, the Company has not appointed any Cost Auditor.

DISCLOSURE EXTRACT OF THE ANNUAL RETURN

In accordance with Section 92(3) read with 134(3) of the Act, the Annual Return as of March 31, 2025 is made available on the website of the Company at www.unimechaerospace. com.

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

Information required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 for FY 2024-25 in relation to the Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is provided in the Annexure 3 forming part of this Report.

BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT (BRSR)

The BRSR in terms of Regulation 34(2) of SEBI Listing Regulations is appended as Annexure 9 of this report. The

said report has been prepared in accordance with SEBI Guidelines for Business Responsibility and Sustainability Reporting. The said report indicates the Company''s performance against the nine principles of the National Guidelines on Responsible Business Conduct.

PARTICULARS OF EMPLOYEES

The information as required under Section 197 of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in Annexure 4 to the Board''s Report. The particulars of employees drawing remuneration in excess of limits set out in the Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are provided in Annexure 5 to the Board''s Report.

EMPLOYEE STOCK OPTIONS

During the year, Company obtained approval from shareholders for the ESOP Scheme 2024 at its ExtraOrdinary General Meeting held on June 22, 2024.

Subsequently, the Company successfully listed its Equity Shares on the National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) on December 31, 2024, following its Initial Public Offer (Fresh Issue and Offer for Sale).

Furthermore, in compliance with Regulation 12 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, the Company secured the approval of its shareholders for the ESOP Scheme 2024 through postal ballot resolution on March 25, 2025.

The Company has not granted any options to any employees under the ESOP Scheme 2024 as of March 31, 2025.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

The provisions of Section 135 of the Act are not applicable to the Company.

MATERIAL CHANGES & COMMITMENTS

There are no material changes and commitments affecting the financial position of the Company which have occurred between the end of the financial year of the Company to which the financial statements relate to and the date of this report.

GENERAL

Your Directors state as follows:

1. No significant or material orders were passed by the Regulators or Courts or Tribunals impacting the going concern status and Company''s operations in future.

2. There was no issue of equity shares with differential rights, as to voting, dividend or otherwise.

3. There were no deposits covered under Chapter V of the Companies Act, 2013.

4. The Managing Director draws a part of his remuneration from Innomech Aerospace Toolings Private Limited.

5. The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013.

6. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. During the year under review, No incidents reported/ occurred requiring proceedings pursuant to the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013.

7. During FY 2024-25, the Company has not transferred any amount to reserve.

GREEN INITIATIVE

As part of this initiative, soft copies of the Annual Report and the Notice of 9th Annual General Meeting were sent to all members whose email addresses are registered with the Company/Depository Participants/Registrar and Share Transfer Agents(RTA).

Further MCA General Circular No 09/2024 dated September 19, 2024, SEBI Circular No. SEBI/HO/CFD/CFD-PoD-2/P/ CIR/2024/133 dated October 03, 2024 exempts companies from the provision of dispatching hard copies of annual report for this FY 2024-25, Accordingly, soft copies of the Annual Report 2025 and the Notice of the General meeting

will be emailed to shareholders. However, hard copy of full annual report will be sent to those shareholders who request for the same. Members whose email id is not registered with the Company may write to investorrelations@ unimechaerospace.com or [email protected]. for obtaining the soft copy of the Annual Report.

ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation to all Stakeholders, Investors, Customers, Vendors, Banks, Rating Agency, Central and State Governments, Employees, the Company''s valued investors and all other business partners, for their assistance and continued co-operation during the year under review.

The Board also wishes to place on record its appreciation to the Lead Managers, Legal Counsels, Securities Exchange Board of India (SEBI), Registrar of Companies (ROC), National Stock Exchange of India Limited (NSE), BSE Limited(BSE), Registrar and Transfer Agent (RTA), Auditors, Bankers and all Intermediaries for their co-operation and immense support extended to the Company in its entire process of the Initial Public Offerings(IPO).

Your Directors also place on record their deep sense of appreciation for the dedicated service of the employees of the Company.

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Mar 31, 2024

Your Directors are pleased to present the Eighth (8^th) Annual Report of the Company together with
the Audited Statements of Accounts for the Financial Year ended 31^st March, 2024.

1. FINANCIAL HIGHLIGHTS

The Company’s financial results for the year ended 31^st March 2024 along with previous year’s
figures are exhibited hereunder:

(Rs. hi Lakhs)

	FINANCIAL YEAR 2023-24		FINANCIAL YEAR 2022-23
Particulars	Standalone	Consolidated	Standalone	Consolidated
1. Income
Operating revenue	3,069.97	20,877.51	2,841.36	9,416.66
Other Income (Including Exceptional Item)	225.02	501.04	144.50	7640
Total	3,294.99	21,378.55	2,985.86	9,493.06
2. Expenditure
Cost of Material Consumed	1,211.89	4,863.06	910.S8	2,975.13
Purchase of Stock in trade		60.77		104.90
Changes in inventory of finished goods, Work in progress and stock in trade	(196.02)	(497.08)	(179.11)	(1,181.60)
Subcontractors charges	507.53	2,691.45	271.17	741.34
Employee benefit expenses	771.17	3,243.91	591.06	1,560.80
Finance Cost	25.67	323.34	54.33	188.27
Depreciation and amortization expenses	1S3.02	446.46	193.S9	408.02
Other expenses	453.5S	2,596.76	883.62	1,759.83
3. Profit before tax and exceptional items (1-2)	338.15	7,649.88	257.57	2,936.37
4. Exceptional items-(Incomeyexpenses
5. Profit Before tax	338.15	7,649.88	260.02	2,936.37
6. Tax Expenses	95.65	1,836.57	47.28	655.19
Current tax	74.47	1,835.21	92. OS	577.45
Defeired Tax	21.18	1.36	(44.80)	77.74
7. Net Profit for the year	242.50	5,813.31	212.74	2,281.18
8. Other comprehensive income Item that will not be reclassified to profit or loss Remeasurements of post-employment defined benefit plans income tax relating to the above item	(4.74)	(8.67)	20.62	(162.64)
9. Total comprehensiv e income for the year	237.76	5,804.64	233.36

2. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS

The details of Business operations during the year irnder review are as under:

The Company posted a revenue of Rs. 3,069.97 lakhs for the year ended 31^stMarch 2024 as against
Rs. 2,841.36 posted in the previous fiscal year. The Company achieved a net profit of Rs. 242.50 as
against the net profit of Rs. 233.36 in the previous fiscal year.

The Company has made significant efforts in the recent past to create a pathway for future growth and
expects to continue its growth trajectory in medium to long-term. Considering the business
opportunities in the market, The Board is of the opinion to expand the Company’s horizon by tapping
the new customers, expanding the existing facilities and making the business acquisitions in India and
abroad in the coming years.

3. CHANGE IN NATURE OF BUSINESS

There were no changes in the nature of business during the year under review as prescribed in Rule
8(ii) of the Companies (Accounts) Rules, 2014.

4. MATERIAL CHANGES & COMMITMENTS AFFECTING THE FINANCIAL POSITION
OF THE COMPANY, BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE
OF THE REPORT:

There are no material changes and commitalents between the end of the Financial Year and the Date
of the Report, which affect the financial position of the Company.

5. DIVIDEND

To conserve resources for future growth, the Directors have not recommended any dividend.

6. AMOUNTS TRANSFERRED TO RESERVES

The Company has not transferred any amount to general reserves during the financial year.

7. DEPOSITS

The Company has not invited / accepted / renewed any deposits from the public as defined under the
provisions of Companies Act, 2013 and accordingly, there were no deposits winch were due for
repayment on or before 31^st March 2024.

8. SHARE CAPITAL:

The Authorized Capital of the Company:

The Authorized Capital of the Company as on 31^st March, 2024 is Rs. 30,00,00,000/- (Rupees Thirty
Crores only) divided into 6.00,00.000(Six Crores) Equity Shares of Rs.5/- (Rupees Five onlyl^adL

Issued, subscribed and paid up Capital of the Company:

The issued, subscribed and paid-up Equity Share capital of the Company as on 31^s'' March 2024 is Rs.
22,00,25,400/- (Rupees Twenty-Two Crores Twenty Five Thousand and Four Hundred only) divided
into 4,40.05,080 (Four Crores Forty Lakhs Five Thousand Eighty) Equity Shares of Rs. 5/- (Rupees
Five only) each.

Further, following corporate actions have been undertaken in the Company between the end of the
Financial Year of the Company to which the Financial Statements relate and the date of the report:

1. The Company has converted 544 Compulsory Convertible Debentures at a conversion price of
Rs.5,495/- (Rupees Five Thousand Four Hundred Ninety Five only) which includes Face Value of
Rs.100/- (Rupees One Hundred only) and premium of Rs.5,395 (Rupees Five Thousand Three
Hundred Ninety Five only).

2. The Authorized Share Capital of the Company was increased from Rs. 1,10,00,000/- (One Crore and
Ten Lakhs only) to Rs. 30,00,00.000/- (Rupees Thirty Crores only).

3. The Nominal value of the Equity Shares of the Company was sub-divided from Rs. 100/- per Share to
Rs. 5/- per Share.

4. The Company had issued Bonus Shares hi the ratio of 1:20 (for every 1 Share held in the Company,
20 Bonus Shares were issued).

5. The Paid-up Share Capital of the Company was increased from Rs. 1,04,23.000/- (One Crore Four
Lakhs and Twenty-Three Thousand only) to Rs. 22,00,25,400/- (Rupees Twenty-Two Crores Twenty-
Five Thousand and Four Hundred only).

Disclosure regarding Issue of Equity Shares with Differential Voting Rights:

During the year under review, the Company has not issued Shares with Differential Voting Rights.
Disclosure regarding issue of Employee Stock Options:

During the year under review, the Company has not issued Shares Employee Stock Options.
Disclosure regarding issue of Sweat Equity Shares:

During the year under review, the Company has not issued Sweat Equity Shares.

Disclosure regarding Buy Back of Securities:

During the year under review, the Company has not bought back any of its Secuirtj^M>\

/ 7 \a\

(§( BENGALURU)s]

9. EVENTS SUBSEQUENT TO THE DATE OF FINANCIAL STATEMENTS:

The Company was converted from Private Limited Company into a Public Limited Company with
effect from 21 June, 2024 and consequently the name of the Company was changed from “Unimech
Aerospace and Manufacturing Private Limited” to “Unimech Aerospace and Manufacturing
Limited” by deletion of the word “Private” from the name of the Company. The Memorandum of
Association and Articles of Association of the Company have been modified accordingly.

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Directors and Key Managerial Personnel as on 31.03.2024 are as follows:

SL No.	Name of Director	DIN/Membership No.	Designation
1.	Mr. Arril Puttan Kumar	07683267	Director
2.	Mr. Ramakrislma Kamojhala	07004517	Director
3.	Mr. Preetham Venkatesh Shimoga	07683268	Director
4.	Mr. Rajanikanth Balaraman	07894421	Director
5.	Mr. Maui Puttan	08042129	Director
6.	Mr. Krishnappayya Desai	A61281	Company Secretary*

*Mr. Krishnappayya Desai was appointed as (lie Company Secretary of the Company on 11* March,
2024.

11. CHANGE IN DIRECTORSHIP AND KEY MANAGERIAL PERSONNEL
Retirement by rotation and subsequent re-appointment

This being the first-year post conversion of the Company, Mr. Preetham Venkatesh. Whole-time
Director of the Company, being the longest serving Director in the Company, retires by rotation. He
being eligible to be the Director, offer''s himself for re-appointment.

The Board at its Meeting held on 30*April, 2024 approved the below appointments and subsequently
Shareholders approval was taken at the Extra-Ordinary General Meeting held on 22 June 2024:

(1) Appointment of Mr. Anil Puttan Kumar (DEN: 07683267) as Chairman and Managing Director
of the Company.

The Board appointed Mr. Anil Puttan Kumar (DIN: 07683267), as Chairman and Managing

Director of the Company for a period of 5 years with effect fr om 30* April, 2024 to 30* April,

2029 (not liable to retire by rotation). His appointment was approved in the Extra-

General Meeting held on 22 June 2024. /& "''vW

/«/ VS

( § ( BENGALURU ] 3
\t\ 560 058

(2) Appointment of Mr. Ramakriskna Kamojkala(DIN: 07004517) as Whole-time Director and the
Chief Financial Officer (CFO) of the Company.

The Board appointed Mr. Ramakrishna Kamojhala (DIN: 07004517), as Whole-tune Director of
the Company for a period of 5 years with effect from 30* April, 2024 to 30* April, 2029 (liable
to retire by rotation). He is also being appointed as the Chief Financial Officer (CFO) of the
Company.His appointment was approved in the Extra-Ordinary General Meeting held on 22 June
2024.

(3) Appointment of Mr. Preetham Venkatesh (DIN: 07683268) as Whole-Time Director of the
Company.

The Board appointed Mr. Preetham Venkatesh (DIN: 07683268), Whole-time Director of the
Company for a period of 5 years with effect from 30* April, 2024 to 30* April, 2029 (liable to
retire by rotation). His appointment was approved in the Extra-Ordinary General Meeting held on
22 June 2024.

(4) Appointment of Mr. Rajanikanth Balaraman (DIN: 07894421) as Whole-Time Director of the
Company.

The Board appointed Mr. Rajanikanth Balaraman (DIN: 07894421), as Whole Tune Director of
the Company for a period of 5 years with effect from 30* April, 2024 to 30* April, 2029 (liable
to retire by rotation). His appointment was approved in the Extra-Ordinary General Meeting held
on 22 June 2024.

(5) Appointment of Mr. Mani Puttau(DIN: 08042129) as Whole-Time Director of the Company.

The Board appointed Mr. Mani Puttan (DIN: 08042129), as Whole Time Director of the
Company for a period of 5 years with effect from 30* April, 2024 to 30* April, 2029 (liable to
retire by rotation). His appointment was approved in the Extra-Ordinary General Meeting held on
22 June 2024.

12. BOARD MEETINGS:

The Meetings of the Board are held at regular intervals with a tune gap of not more than 120 days
between two consecutive Meetings. Additional Meetings of the Board of Director''s are held when
necessary.

During the year under review 13 (Thirteen) Meetings were held and all Meetings were held within
statutory time limits with proper quorum. The details of Board meetings held during the year are as
under:

SI. No.	Date of Board Meeting	Number of Directors Attended Board Meeting
1.	05.06.2023	5
2.	30.06.2023	5
3.	01.07.2023	5
4.	29.09.2023	5
5.	12.12.2023	5
6.	22.12.2023	5
7.	26.12.2023	5

8.	28.12.2023	5
9.	06.01.2024	5
10.	29.01.2024	5
11.	14.02.2024	5
12.	11.03.2024	5
13.	29.03.2024	5

Following table exhibits the attendance of the Directors at the Meetings of the Board during the year
under report:

SI. No.	Name of tire Directors	Total Meetings held by the company	No of meetings held during r espective tenure of the directors	No. of Meetings attended by the Directors
1	Mr. Anil Puttan Kumar	13	13	13
2	Mr. Rarnakrishna Kanrojhala	13	13	13
3	Mr. Preetharn Venkateslr Shirnoga	13	13	13
4	Mr. Rajanikantli Balaraman	13	13	13
5	Mr. Marri Puttan	13	13	13

The Agenda of the Meeting is circulated to the Dir ectors in advance. Minutes of the Meetings of the
Board of Dir ectors were prepared, cir culated and maintained according to the provisions of Secretarial
Standards and the Companies Act, 2013.

13. RECEIPT OF ANY COMMISSION BY MD / WTD FROM A COMPANY OR FOR RECEIPT
OF COMMISSION / REMUNERATION FROM ITS HOLDING OR SUBSIDIARY:

During the Financial Year 2023-24, The Consultancy fees was paid to Managing Director and Whole
Time Dir ectors as per the below table:

SI	Name of the Director	Amount paid
No		(aggregate of Holding and Subsidiary Company)
1	Mr. Anil Kumar Puttan	1,28,00000
2	Mr. Rarnakrishna Karnojhala	1,76,14,184
3	Mr. Marri Puttan	1,28,00000
4	Mr. Rajanikantli Balaraman	1.28,00000
5	Mr. Preetharn Venkatesh Shirnoga	1''28-00000

14. ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES
AND OF INDIVIDUAL DIRECTORS:

The Board of Directors has earned out an annual evaluation of its own performance. Board
committees and individual Directors, pursuant to the provisions of the Companies Act, 2013.

The performance of the Board was evaluated by the Board after seeking inputs front all the Directors
based on criteria such as Board structure and composition, formation and delegation of
responsibilities to Committees, Board processes and then effectiveness, degree of effective
communication with the stakeholders.

15. BOARD COMAHTTEES

As on 31 March 2024 the Company is not required to have the Board Committees However, pursuant
to Conversion of Pvt Limited Company to Public Limited Company. The Company has constituted
the following Board Committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Corporate Social Responsibility Committee

4. Stakeholders Relationship Committee

16. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL
MECHANISM:

The provisions of Section 177 of the Companies Act, 2013 read with Rule 6 and 7 of the Companies
(Meetings of the Board and its Powers) Rules, 2013 is not applicable to the Company as on 31^st
March, 2024.

17. VIGILANCE MECHANISM/WHISTLE BLOWER POLICY:

The Provision fo Whistle blower policy is not applicable to the Company as at year end 31 March
2024. The Company has converted in to a public Limited Company effective from 22 June 2024 and
is planning to established a Whistle Blower Policy for Directors and employees to report their genuine
concern.

18. COMPANY’S POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION
INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE
ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS PROVIDED
UNDER SUB-SECTION (3) OF SECTION 178:

The provision of Section 178 of Companies Act, 2013 are not applicable to the Company fp^t^.
financial year ended 31^SI March. 2024.

/o/ \a\

I cr I ocuGALURU I 5 I

The provisions of Section 149 pertaining to the appointment of Independent Directors do not apply to
the Company for the year ended 31^st March, 2024. The Company has appointed 5 Independent
Directors on to the Board of the Company on 03 July 2024.

1. Mr. Mukund Srinath

2. Mr. Ashok Tandou

3. Mr. Pavan Krislinamurthy

4. Mrs. Vidya Rajarao

5. Mr. Sridliar Ranganathan

20. AUDITORS:

Statutory Auditors:

Messrs Sowmya and Associates, Chartered Accountants, (FRN: 018306S), who were appointed as
Statutory Auditors of the Company by the Shareholders for the period of 5 Years in the Sixth Annual
General Meeting, have resigned as the Statutory Auditors of the Company w.e.f. 16^th November,

2023.

Pursuant to Section 139 and other applicable provisions of the Companies Act, 2013 and, the Board of
Directors of the Company at its meeting held on 12^th December, 2023, has appointed Messrs MSKA
& Associates, Chartered Accountants (FRN No 105047W), for the Financial Year ended 31^s! March,

2024, as the Statutory Auditors of the Company to fill the Casual Vacancy caused by the resignation
of Messrs Sowmya and Associates. The appointment of Messrs MSKA & Associates, Chartered
Accountants, was approved by the Members at the Extra-Ordinary General Meeting held on 12^th
December 2023.

Further, the Board of Directors, at its meeting held on 03 July 2024, has proposed the appointment of
Messrs MSKA & Associates, Chartered Accountants (FRN No 105047W) as Statutory Auditors of
the Company for a period of five years, to hold office from the conclusion of the 8^dlAGM till the
conclusion of the 13^th Annual General Meeting of the Company to be held in the year 2029.

Cost Auditors:

Pursuant to the provisions of the Companies Act, 2013 & the Rules framed thereunder the Cost Audit was
not applicable to the Company dming the year.

Secretarial Auditors:

Pursuant to the provisions of the Companies Act, 2013 & the Rules framed thereunder the Secretarial Audit
was not applicable to the Company during the year. However for the FY 25 the company has appointed Ms.
Kalai Vani as Secretarial Auditor o the Company.

Internal Auditor:

Pursuant to the provisions of section 138 of the Companies Act, 2013 and rules made thereunder,
the Board has appointed M/s NSVM & Co as IntemalAuditors of the Company for the financial year
2023-24. The Company has re-appointed the said fmn as Internal Auditors for the FY 25

21. QUALIFICATIONS IN THE AUDIT REPORT:

There were no qualifications or observations by the Auditors in then Audit Repoiton the Internal
Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (“the Act”).

22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER
SECTION 186 OF THE COMPANIES ACT, 2013:

The Company has made investment in subsidiaries and granted loans to subsidiaries during the year as
per the provisions of Section 186 of the Companies Act, 2013.

Details of the same are reported in Notes to Accounts to the Financial Statements.

23. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED
PARTIES:

The Company has not entered into any contracts or arrangements with the related parties dining the
financial year 2023-24 to which the provisions of Section 188 of the Companies Act, 2013 apply.

However, there are payments made to persons specified under section 40A(2)(b) of the Income Tax
Act, 1961, details of the same are attached in Note No 2.40 of Financial Statements and Annexure II
-AOC2.

24. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK
MANAGEMENT POLICY OF THE COMPANY:

In today’s economic environment. Risk Management is a very important part of business. The mam
aim of risk management is to identify, monitor and take precautionary measures in respect of the
events that may pose risks for the business. Your Company’s risk management is embedded in the
business nrocesses Your comnanv has identified the following risks''

Key Risks	Mitigation Policies
Competition Risk	By continuous efforts to enhance the brand image of the Company by focusing on improving quality, reducing cost, timely delivery and increasing customer satisfaction.
Cash Flow Risk	By focusing on increasing sales and being very cost sensitive regarding all expenses. Shareholder is willing to increase amount of share capital in the company if needed.
Interest Rate Risk	The company has no outstanding debt.
Sales Cost Risk	By continuous efforts to enhance the brand image of the Company by focusing on improving quality, reducing cost, timely dehvery^mrF- increasing customer satisfaction.

25. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS
CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

The Board of Directors of the Company has constituted Committee on Corporate Social
Responsibility in line with the provision of Section 135 of the Companies Act, 2013 read with the
Companies (Accounts) Rules, 2015.

The Committee has formulated and recommended to the Board CSR policy indicating the
project/activities to be undertaken by the Company as specified in the Schedule of the Companies
Act, 2013.

The details of the amounts to be spent during the current financial period and the manner in which it
was spent are attached as a part of this Annual Report as Annexure III.

26. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

The Subsidiary of the Company, “Unimech Healthcare Private Limited” having CIN:
U33100KA2022PTC160598, was disinvested by the Company, during the year.

Salient features of the Wholly Owned Subsidiary. “Innomech Aerospace Toolings Private Limited”
having CIN: U29200KA2018PTC118006. is attached as an Annexure I to this Report.

27. DETAILS OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE
FINANCIAL STATEMENTS:

Given the nature of business and size of operations, Your Company’s Internal Financial Control
System has been designed to provide for:

a. Accurate recording of transactions with internal checks and prompt reporting.

b. Adherence to applicable Accounting Standards and Policies.

c. Compliance with applicable stamtes, policies and management policies and procedures.

d. Effective use of resources and safeguarding of assets.

This ensures that all transactions are authorized, recorded and reported correctly, and assets are
safeguarded and protected against loss from unauthorized use or disposition. In addition there are
operational controls and fraud risk controls, covering the entire spectrum of internal financial controls.
An extensive program of internal audits and management reviews supplements the process of internal
financial control framework. Properly documented policies, guidelines and procedures are laid down
for this purpose. The internal financial control framework has been designed to ensure that the
financial and other records are reliable for preparing financial and other statements and for
maintaining accountability of assets. The Internal Control System provides for well documented
policies/guidelines, authorizations and approval procedures.

The Company has independently conducted the review of financial controls over reporting as at the
year end. There was no reportable weakness identified.

28. ANNUAL RETURN:

As required under section 92(3) of the Companies Act, 2013 and rule 12 of the Companies
(Management and Administration) Rules, 2014 read with Companies Amendment Act, 2020, an
annual return in MGT-7 is prepared and kept at the registered office of the Company and available for
the inspection for the Members during business hours on any working day of the Company. Also, the
same has been placed on the website of the Company and the same can be assessed at URL:
https://iuiimechaerospace.com/amiual-retiun.

29. DISCLOSURE RELATING TO REMUNERATION OF EMPLOYEES:

Name and designation of the Employee; Who was employed for a part of the financial year and was in receipt of remuneration for any part of that year in the aggregate, was not less than eight lakh and fifty thousand rupees per month.	NA
Who was employed throughout the financial year and was in receipt of remuneration in the aggregate, was not less than One Crore Two Lakhs Rupees per annum.	NA
Who was employed throughout the financial year or part thereof and was in receipt of remuneration in that year which, in the aggregate, or as the case may be, at a rate which, in the aggregate, is in excess of that drawn by the managing director or whole-time director or manager and holds by himself or along with his spouse and dependent children, not less than two percent of the equity shares of the Company.	NA

30. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION:
(A) Conservation of Energy:

Steps taken / impact on conservation of energy.	The Company has taken various measures tow-ards reducing energy costs by using energy-efficient equipment. The company proposes to evaluate new'' technologies and invest in energy efficient infrastructure.
(i) Steps taken by the company for utilizing alternate sources of energy including waste generated	Nil
(ii) Capital investment on energy conservation equipment	Not Applicable
Total energy consumption and energy consumption per unit of production as per Foim A	The nature of activities of the company is not Energy intensive. Nevertheless wherever possible, the Company has introduced various measures to conserve and minimize the use of energy.

Efforts in brief, made towards technology absorption, adaptation and innovation	The Company’s efforts are towards absorption and usage of latest technology and innovative methodology to achieve customer satisfaction.
Benefits derived as a result of the above efforts, e.g. product improvement, cost reduction, product development, import substitution, etc.	Not Applicable
In case of imported technology (imported during the last 5 years reckoned from the beginning of the financial year), following information may be furnished:
Technology imported	Not Applicable
Year of Import	Not Applicable
Has technology been fully absorbed	Not Applicable
If not fully absorbed, areas where this has not taken place, reasons therefore and future plan of action	Not Applicable
(C) Research and Development (R&D):
Specific areas in which R&D earned out by the company		The Company has not carried out any research and development work during the course of the year.
Benefits derived as a result of the above R&D		Not Applicable
Future plan of action		Not Applicable
Expenditure on R & D
(a) Capital		Nil
(b) Recurring		Nil
(c) Total		Nil
(d) Total R&D expenditure as a percentage of total turnover		Nil

31. ORDER OF COURT:

There were no significant and material orders passed by the regulators or courts or tribunals impacting
the going concern status and company’s operation in future.

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

The Company has always believed in providing a safe and harassment free workplace for eveiy
individual working in Company’s premises through various interventions and practices. The

Company always endeavours to create and provide an environment that is free from discrimination
and harassment including sexual harassment.

A policy on Prevention of Sexual Harassment at Workplace has been released by the Company. The
policy aims at prevention of harassment of employees and lays down the guidelines for identification,
reporting and prevention of undesired behaviour. Three Member Internal Complaints Committee
(ICC) has been set up from the senior management with women employees constituting majority. The
ICC is responsible for redressal of complaints related to sexual harassment and follows the guidelines
provided in the Policy.

No complaints pertaining to sexual harassment was reported during the year.

33. MAINTENANCE OF COST RECORDS:

Maintenance of cost records as specified by the Central Government under sub-section (1) of section
148 of the Companies Act, 2013, is not applicable to the Company.

34. COMPLIANCE WITH THE APPLICABLE SECRETARIAL STANDARDS:

The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries
of India on Board Meetings and Annual General Meetings.

35. APPLICABLE STATUES TO THE COMPANY:

The Company has duly complied with all the applicable laws for the operations of its business,
including but not limited to, Companies Act, 2013 and rules made there under; Foreign Exchange
Management Act, 1999; Income Tax Act, 1961; Custom duty Act, 1962; The Minimum Wages Act,
1948; The Karnataka Shops and Establishments Act, 1961; The Karnataka Tax On Professions,
Trades, Callings And Employment Act. 1976; The National & Festival Holidays Act, 1963; The
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013; The
Information Technology Act, 2000; Integrated Goods and Sendee Tax Act 2017; Central Goods and
Service Tax Act 2017; Karnataka State Goods and Service Tax Act 2017.

36. INVESTORS’ EDUCATION AND PROTECTION FUND:

Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 (“the IEPF Rules”), all unpaid or unclaimed
Dividends are required to be transferred by the Company to the IEPF, established by the
Government of India, after the completion of seven years. Further, according to the Rules, the
Shares on which Dividend has not been paid or claimed by the Shareholders for seven consecutive
years or more shall also be transferred to the Demat account of the IEPF Authority.

During the year under review there were no unpaid or unclaimed amoimts required to be transferred
to IEPF account.

37. FRAUD REPORTING (REQUIRED BY COMPANIES AMENDMENT BILL, 2014):

/ Vi''

There was no report of embezzlement of money during the year. /%/ \4\

38. REVISION OF FINANCIAL STATEMENT OR THE REPORT:

As per the Secretarial standards-4 in case the company has revised its financial statement or the
Report in respect of any of the three preceding financial years either voluntarily or pursuant to the
order of a judicial authority, the detailed reasons for such revision shall be disclosed in the Report
of the year as well as in the Report of the relevant financial year in which such revision is made.

In your Company there is no revision of Financial Statement took place in any of the three
preceding financial years under consideration.

39. CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER
THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (IBC):

There is no such process initiated during the year, therefore said clause is not applicable to the
Company.

40. FAILURE TO IMPLEMENT ANY CORPORATE ACTION:

There were no such events took place during the year under consideration.

41. INVESTORS’ EDUCATION AND PROTECTION FUND:

Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 (“the IEPF Rules”), all unpaid or unclaimed
Dividends are required to be transferred by the Company to the DEPF, established by the Government
of India, after the completion of seven years. Further, according to the Rules, the Shares on which
Dividend has not been paid or claimed by the Shareholders for seven consecutive years or more shall
also be transferred to the DEMAT account of the IEPF Authority. During the year under review, there
were no unpaid or unclaimed amount required to be transferred to IEPF account.

42. CREDIT RATING OF SECURITIES:

The Company has not obtained any rating from the credit rating agency for the securities during the
year. Therefore, the said clause is not applicable to the Company.

43. DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to Section 134 (5) of the Companies Act, 2013 Your Directors’ confrmr that:

Applicable accoiurting standards have been followed hr the preparation of the annual accounts and
that no material departures have been made from the same;

Accounting policies have been selected and applied consistently. Judgments and estimates made 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 FY2023 and of the profit of the Company for that period;

Proper and sufficient care has been taken to maintain 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;

Annual accounts have been prepared on a going concern basis Adequate internal financial controls
for the Company to follow have been laid down and these are operating effectively; and

Proper and adequate systems have been devised to ensure compliance with the provisions of all
applicable laws and these systems are operating effectively

44. ACKNOWLEDGEMENTS:

The Directors would like to express their grateful appreciation for the assistance and co-operation
received from the Franchisees & Business Associates, Banks and Financing Agencies, Customers and
Suppliers in India and abroad.

The Directors also wish to place on record then deep sense of appreciation for the committed sendees
of the Executives, Staff and other Employees of the Company. Your Directors also thank the
Shareholders for then continued confidence and support.

For and on behalf of

Unimech Aerospace and Manufacturing Limited

Anil KumariHlUaiT" (§(bengai.uru )| j Kamaknslma Kamoihala

\^V 560 058 JSJ ^J

Chairman & Managing Director Whole-tune Director (Finance)

DIN: 07683267 DIN:07004517