Year End :2024-03

Your Directors are pleased to present their 12^th (Twelfth) Report on the business and operations of the Company along with the Audited Financial Statements (Standalone and Consolidated) for the financial year ended March 31, 2024.

Summary of Financial Performance:

Key highlights of the Financial performance of the Company, for the financial year ended March 31, 2024 compared to previous financial year are as follows:

in I alrhcl

	Standalone		Consolidated
Particulars	Year Ended March 31, 2024	Year Ended March 31, 2023	Year Ended March 31, 2024	Year Ended March 31, 2023
Revenue from operations	186775.82	1,79,075.84	193163.80	1,79,858.70
Other income	3191.93	916.76	3201.50	951.86
Total Income	189967.75	1,79,992.60	196365.30	1,80,810.56
Profit Before Depreciation and Amortisation & finance costs	35617.50	35,994.30	36537.62	36608.01
Less: Depreciation & amortization	10061.48	13,559.63	10135.94	13,599.63
Less: Finance Costs	9561.93	8,940.54	9563.33	8,942.64
Add: Share of profit/ (loss) of Joint Venture and Associate	-	-	100.22	49.60
Profit before tax	15994.09	13,494.13	16738.13	13,595.34
Less: Tax expenses (including Deferred Tax)	4591.23	4,060.97	4705.14	4,065.66
Net Profit after Tax (1)	11402.86	9,433.16	12032.99	9,529.68
Other Comprehensive Income/ (Loss) (2)	79.73	58.17	79.73	58.17
Total Comprehensive Income/ (Loss) (1 2)	11482.59	9,491.33	12112.72	9,587.84
Balance of profit/ loss for earlier years	53613.79	44,122.46	53,602.92	44015.11
Impact on adoption of Ind AS 115	-	-	-	-
Less: Transfer to Debenture Redemption Reserve	-	-	-	-
Less: Transfer to Reserves	-	-	-	-
Less: Dividend paid on Equity Shares	-	-	-	-
Less: Dividend paid on Preference Shares	-	-	-	-
Less: Dividend Distribution Tax	-	-	-	-
Less: Adjustment for joint venture	-	-	-	-
Balance carried forward	65096.38	53,613.79	65715.64	53602.92

Note: Previous year's figures have been regrouped/ rearranged wherever considered necessary

a) Review of Company's operations:

The Company is engaged in construction of buildings & factories with specializion in construction of Highrise and Super High-rise residential, commercial, institutional buildings including hospitals etc.

As a sector focused Construction Company, a varied order book from some of the most prominent clients from private as well as public sector, lean balance sheet and a flexible management with adaptability to change, we have carved a niche in the Factory & Building space within a short span of time.

For further details on the Company's performance, operations and strategies for growth, please refer to the Management Discussion and Analysis section which forms a part of this Annual Report.

There was no change in nature of the business of the Company.

b) Share Capital:

Paid-up Share Capital

The Paid up Equity Share Capital of the Company as on March 31, 2024 was H 84,60,40,430 divided into 8,46,04,043 Equity shares having face value of H 10 each. During the year, the Company has issued and allotted 56,65,000 equity shares of H 10/- each at a premium of H, 160 each aggregating to H 96,30,50,000/- on preferential basis and 31,00,000 Convertible Warrants of H 10/- each at a premium of H 160/- each to the Promoters Group of the Company. Further, the Company has also issued shares on Qualified Institutional Placement basis as detailed below:

Issue of Shares on Qualified Institutional Placement Basis:

The Company has issued and allotted 79,47,546 Equity Shares of H10/- each at a premium of H 241.65 each aggregating to H 1,99,99,99,950.90/-. Post allotment Paid up Equity Share Capital of the Company was increased to H 84,60,40,430 divided into 8,46,04,043 Equity shares having face value of H 10/- each.

During the year under review, the Company has not issued any shares with differential rights, sweat equity shares and equity shares under Employees Stock Option Scheme.

Authorised Capital

The Authorized Share Capital of the company is H 90,00,000,00 Comprising of 9,00,00,000 Equity Shares of H 10/- each.

c) Dividend:

Considering to conserve the funds for future business growth, your Directors have not recommended any dividend for the Financial Year 2023-24.

d) Transfer to Reserves:

The Board of Directors of your Company has not recommended transfer of any amount of profit to the reserves during the year under review.

e) Material changes and commitments, if any, affecting the financial position of the Company, having occurred since the end of the Year and till the date of the Report:

There are no material changes and commitments affecting the financial position of the Company, which have occurred between the end of the financial year under review and the date of this report, excpet Merger of CIPL-PPSL-Yongnam Joint Venture Constructions Private Limited w.e.f. May 21, 2024

f) Capital Expenditure:

During financial year 2023-24, Company had incurred H 4510.18 Lakhs towards capital expenditure primarily towards purchase of equipments, plant & machinery, IT and technology upgradation expenses, implemented compliance software and other administrative expenses.

g) Subsidiary, Joint Venture And Associate Companies: Subsidiary Company:

CIPL-PPSL-Yongnam Joint Venture Constructions Private Limited continues to be Wholly-owned Subsidiary of the Company as on March 31, 2024.

Subsequent to the approval of Board of Directors of the Company for Scheme of Amalgamation of CIPL-PPSL-Yongnam Joint Venture Constructions Private Limited with the Company under the provisions of Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 (the "Act”), Hon'ble NCLT vide its order dated 21.05.2024 had sanctioned the Scheme of Amalgamation with the Company i.e. the company stand dissolved.

CIL MMEPL Ekatha Private Limited incorporated on October 23, 2023 is a subsidiary of the Company. Your Company holds 51% shares in the company.

Pursuant to the provisions of section 129(3) of the Act read with rule 5 of Companies (Accounts) Rules, 2014, a statement containing salient features of Financials of the subsidiary in Form AOC-1 is annexed to the financial statements of the Company.

The Company has adopted a Policy for determining the criteria of material subsidiaries which is available on Company's website at www.capacite.in.

Joint Venture and Associate Company:

TCC Constructions Private Limited and TPL-CIL Constructions LLP are project specific Associate entities formed for execution of project awarded by MHADA for redevelopment of BDD Chawls, Worli, Mumbai.

Consolidated Financial Statements:

In accordance with the provisions of Section 129(3) of the Act as amended from time to time, the Consolidated Financial Statements form part of this Annual Report and will also be laid before the ensuing Annual General Meeting of the Company. The Consolidated Financial Statements have been prepared in accordance with the Indian Accounting Standards (referred to as "Ind AS”) as notified under the Companies (Indian Accounting Standards) Rules, 2015 read with Section 133 of the Companies Act, 2013 (as amended from time to time) and presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind - AS compliant Schedule III), as applicable to the Consolidated Financial Statements.

The Company will make available the said financial statements and related information of the Subsidiary upon written request by any member of the Company. These financial statements are kept open for inspection by any member at the Registered Office of the Company and the Subsidiary Company and are also be available at website of the Company https://capacite.in/investors/.

h) Credit Rating:

India Ratings and Research Private Limited (Ind-Ra) has affirmed the Company's ratings 'Ind BB / stable dated August 25, 2023. Further, the ratings was re-affirmed as IndBB /Postive” dated April 03, 2024.

i) Particulars of Loans, Guarantees, Investments and / or Securities:

The Company is in the business of providing infrastructural facilities, and thus the provisions of Section 186 are not applicable to the Company, except sub-section (1) of Section 186 of the Act.

j) Fixed Deposits:

During the year under review, your Company has neither accepted nor renewed any deposits from the public within the meaning of Section 73 of the Act and the Companies (Acceptance of Deposits) Rules, 2014.

k) Particulars of Contract/s or arrangement/s with Related Parties:

During the year, the Company entered into agreements / contracts with its Peer Companies with the prior approval granted by the Audit Committee and / or Board of Directors at their respective meetings. All contracts / arrangements / transactions entered by the Company during the financial year with related parties were in the ordinary course of business and at an arm's length. During the year, 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 materiality of related party transactions, except TPL-CIL Construction LLP, pursuant to shareholders approval dated September 26, 2022.None of the transactions with any of related parties were in conflict with the Company's interest.

Particulars of contracts / arrangements / transactions with related parties as referred to in Section 188(1) of the Act for the Financial Year 2023-24 are given in prescribed format Form AOC - 2 as specified under the provisions of Section 134(3)(h) of the Act and Rule 8 of the Companies (Accounts) Rules, 2014 which is annexed as Annexure I.

Further members may refer to note no. 44 of standalone financial statement which set out related party transactions as per the Ind AS.

The Company has adopted a Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions which is available on Company's website www.capacite.in.

l) Directors and Key Managerial Personnel (KMPs): Directors:

The Nomination & Remuneration Committee has been mandated to review, recommend appointment/s, terms of appointment / re-appointment of Director/s and KMPs based on the Company policies, industry requirement and business strategy.

Appointments / Re-Appointments:

Following changes were made in Directors of the Company , on the recommendation of the Nomination and Remuneration Committee ("NRC'):

a) Dr. Rukmani Krishnamurthy was appointed by the Board of Directors for five years w.e.f. December 12, 2024 which was subsequently approved by the shareholders on March 07, 2024.

b) Mr. Ankit Paleja was appointed by the Board of Directors for five years w.e.f. March 02, 2024 which was subsequently approved by the shareholders on May 30, 2024.

c) Mr. Kartik Rawal was appointed by the Board of Directors for five years w.e.f. May 03, 2024 which was subsequently approved by the shareholders on July 29, 2024.

d) Mr. Rohit Katyal was re-appointed as Whole Time Director (designated as Executive Director) by the Board of Directors w.e.f. June 25, 2024 which was subsequently approved by shareholders on July 29, 2024.

e) Mr. Rahul Katyal, Managing Director & CEO retires by rotation at the ensuing 12th Annual General Meeting and being eligible, offered himself for re-appointment. The Board recommends his reappointment. Details of his re- appointment as required under Regulation 36(3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('Listing Regulations') and Secretarial Standard 2, (SS) issued by The Institute of Company Secretaries of India (ICSI) are given in the Annexure- A to the Notice of the 12th Annual General Meeting.

Cessation

a) Mr. Siddharth Parekh retires as Non- Executive NonIndependent w.e.f. September 21, 2023.

b) Ms. Farah Menzies completed her tenure as Independent Directors w.e.f. November 10, 2023.

c) Mr. Sumeet Nindarajog stepped down as

Non- Executive Non- Independent of w.e.f. December 11, 2023.

Key Managerial Personnel:

During the financial year ended March 31, 2024, the

following changes were made in Key Managerial

Personnel(s) (KMPs), on the recommendation of NRC:

Appointment

a) Mr. Rajesh Das was appointed as Chief Financial Officer w.e.f. August 12, 2023.

b) Mr. Rahul Kapur was appointed as Compliance Officer and Company Secretary w.e.f. November 14, 2023 and February 14, 2024 respectively.

Cessation

a) Mr. Rohit Katyal stepped down from the position of Chief Financial Officer w.e.f. August 11, 2023

b) Ms. Varsha Malkani, Company Secretary and Compliance Officer, resigned w.e.f. May 15, 2023.

c) Mr. Dinesh Ladwa was appointed as Company Secretary w.e.f. August 11, 2023 and resigned w.e.f. September 08, 2023.

Statement regarding opinion of the Board with regard to integrity, expertise and experience (including the proficiency) of the Independent Directors appointed during the year:

As per Rule 8 of Companies (Account) Amendment Rules, 2019, in opinion of Board of directors, all the above Individuals appointed / reappointed / regularised as Independent Director are persons of Integrity and possesses relevant expertise and experience.

Further, as per Rule 6(4) of Companies (Appointment and Qualification of Directors) Rules, 2014 every individual whose name is so included in the data bank under subrule (1) shall pass an online proficiency self-assessment test conducted by the institute within a period of Two years from the date of inclusion of his/her name in the data bank, failing which, his/her name shall stand removed from the databank of the institute. All the Independent Directors which are falling under the critieria have complied with the proficiency test.

Declarations by Independent Directors and Senior Management Personnel on compliance of code of conduct:

The Company has received and taken on record the declarations with respect to independence from all Independent Directors of the Company in accordance with Section 149(7) of the Act confirming their independence as prescribed thereunder as well as Regulation 25(8) of the Listing Regulations and also regarding compliance of the Code for Independent Directors prescribed in Schedule IV to the Act.

The Independent Directors of the Company have confirmed that they have registered their names with the Institute of Corporate Affairs for inclusion of their name in the data bank, as per the provisions of Rule 6 of The Companies (Appointment and Qualifications of Directors) Rules, 2014.

Also Senior Management Personnel including Executive Directors have submitted their disclosures under Regulation 26(3) of the Listing Regulations affirming compliance with the Code of Conduct for Directors and Senior Management Personnel.

Familiarisation Programme:

In compliance with the requirements of the Listing Regulations, the Company undertakes a familiarisation programme for the Independent Directors to familiarise them with their roles, rights and responsibilities as Independent Directors, nature of the industry, the operations of the Company, business model, risk management etc. The details of the programme are available on the Company website at https://capacite.in/investors/

The Company issues a formal letter of appointment to the Independent Directors outlining their role, functions, duties and responsibilities, the format of which is available on the Company's website at www.capacite.in.

m) Disclosures Related to Board, Committees and Policies: Board Meetings:

The Board of Directors met 6 (six) times during the financial year under review. For details of the meetings of the Board, please refer to the Corporate Governance Report which forms part of this Board's Report.

In terms of requirements of Schedule IV of the Act, a separate meeting of Independent Directors was also held on March 30, 2024 to review the performance of Non Independent Directors (including the Chairperson), the entire Board and its Committees thereof, quality, quantity and timelines of the flow of information between the Management and the Board.

Compliance of Secretarial Standards

Your Company complies with all applicable provisions of Secretarial Standards issued by The Institute of Company Secretaries of India and approved by the Central Government under the Act.

Audit Committee:

The composition of the Audit Committee is in conformity with the provisions of the Section 177 of the Act, and Listing Regulations.

The terms of reference of the Audit Committee and the particulars of meetings held and attendance thereat are mentioned in the Corporate Governance Report forming part of this Report. Further all the recommendations made by the Audit Committee were accepted by the Board during the year.

Nomination and Remuneration Committee:

The composition of the Nomination and Remuneration Committee is in conformity with the provisions of the Section 178 of the Act and Listing Regulations.

The terms of reference of the Nomination and Remuneration Committee and the particulars of meetings held and attendance thereat are mentioned in the Corporate Governance Report forming part of this Board's Report.

The Company has Nomination and Remuneration policy, which lays down a framework in relation to appointment and remuneration of Directors, Key Managerial Personnel and Senior Management of the Company. The policy broadly lays down guiding principle for appointment or removal of Directors, Key Managerial Personnel and Senior Management and provides the criteria for determining qualifications, positive attributes, independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel and formulation of criteria for evaluation of performance of the Board, its Committees and Directors. The above policy is available on the website of the Company at www.capacite.in.

Stakeholders' Relationship Committee:

The composition of the Stakeholders Relationship Committee is in conformity with the provisions of the Regulation 20 of the Listing Regulations.

The terms of reference of the Stakeholders' Relationship Committee and the particulars of meetings held and attendance thereat are mentioned in the Corporate Governance Report forming part of this Board's Report.

Corporate Social Responsibility Committee:

In accordance with the provisions of Section 135 of the Act read with Companies (Corporate Social Responsibility Policy) Rules, 2014, the Board of Directors of the Company has constituted Corporate Social Responsibility (CSR) Committee. The Committee is entrusted with the responsibility of:

• Formulating and recommending to the Board, Corporate Social Responsibility Policy (CSR Policy) indicating the activities to be undertaken,

• monitoring the implementation of the framework of the CSR Policy, and

• recommending the CSR amount to be spend on the CSR activities.

The Board in its meeting held on August 11, 2023, approved CSR budget of H 139.13 lakhs for the financial year 202324. The Company had Set-off available balance of H 36.73 lakhs for current year CSR obligations and balance of H 102.40 Lakhs will be transfered to Funds as specified in schedule VII to the Act on or before September 30, 2024, as permissible under. Further Annual Report on CSR is

annexed as Annexure II. The CSR Policy is also placed on the website of the Company at https://capacite.in/investors/

The particulars of meetings held and attendance there at are mentioned in the Corporate Governance Report forming part of this Board's Report.

Risk Management Committee:

The Board has constituted Risk Management Committee and has adopted the Risk Management Policy and Guidelines to assist the Board in identification, assessment and management of various operational, strategic, financial, external risks which may have negative impact on the Company's business. Risk identification, assessment and management is a continuous process and is regularly reviewed and updated based on the industry and business requirements.

The composition of the Risk Managment Committee is in conformity with the provisions of the Regulation 21 of the Listing Regulations.

The terms of reference of the Risk Managment Committee and the particulars of meetings held and attendance thereat are mentioned in the Corporate Governance Report forming part of this Board's Report.

Directors' Responsibility Statement:

Based on the framework of Internal Financial Controls and compliance systems established and maintained by the Company, the work performed by the Internal, Statutory, Cost and Secretarial Auditors including Audit of Internal Financial Controls over financial reporting by the Statutory Auditors and the reviews performed by Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company's Internal Financial Controls were adequate and effective during the financial year 2023-24.

Accordingly, pursuant to Section 134(3)(c) and 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, in relation to the audited financial statements of the Company for the year ended March 31, 2024 confirm that:

a. in the preparation of the accounts for financial year ended March 31, 2024, the applicable accounting standards had been followed and there are no material departures;

b. they have selected such accounting policies and applied consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the

Company as at March 31, 2024 and of the profits of the Company for that year;

c. they have taken proper and sufficient care to the best of their knowledge and ability 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;

d. the annual accounts of the Company have been prepared on a 'going concern' basis;

e. they have laid down Internal Financial Controls to be followed by the Company and such Internal Financial Controls are adequate and operating effectively;

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

Vigil Mechanism /Whistle Blower Policy:

The Company's Board of Directors, pursuant to the provisions of Section 177(9) of the Act read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, and Regulation 22 of Listing Regulations has adopted 'Vigil Mechanism Policy' for Directors and employees of the Company. The policy is to provide a mechanism, which ensures adequate safeguards to employees and Directors from any victimisation on raising of concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any, financial statements and reports, and so on. The employees of the Company have the right/ option to report their concern / grievance to the Chairman of the Audit Committee. The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations. The Vigil Mechanism Policy is available on the Company's website at www.capacite.in

There were no such reports, information received by the Chairman of the Audit Committee during the year under review.

n) Annual Evaluation of Board Performance and Performance of its Committees and of Directors:

Pursuant to the applicable provisions of the Act and the Listing Regulations, the Board has carried out an Annual Evaluation of its own performance, performance of all the Directors and its Committees based on the evaluation criteria as defined by Nomination and Remuneration Committee (NRC).

The Board's performance was evaluated on various aspects, including inter-alia the Structure, meetings,

functions, degree of fulfilment of key responsibilities, establishment and delegation of responsibilities to various Committees, Effectiveness of Board Processes, information and functioning.

The Committees of the Board were assessed on the degree of adequacy of Committee composition, fulfilment of key responsibilities, and effectiveness of the meetings. The Directors were evaluated on aspects such as attendance, contribution at Board/Committee Meetings based on technical, financial expertise and industry requirements and guidance/support to the Management with respect to matters other than those discussed at Board/Committee Meetings.

Also, the performance of Non-Independent Directors, Board as a whole, individual peer review and the Chairman were evaluated in a separate meeting of Independent Directors was held on March 30, 2024. The Nomination & Remuneration Committee & Board thereafter, in its meeting held on May 28, 2024, evaluated the performance of all the Directors for financial year 2023-24 on the basis of their role and responsibilities, effective participation in the Board and Committee meetings, expertise, skills and exercise of independent judgment in major decisions of the Company.

o) Particulars of Employees:

The statement of disclosure of Remuneration under Section197(12) of the Act read with the Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 ('Rules') is appended as Annexure III to this Report.

The information as per the provisions of Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Rules is provided in a separate annexure forming part of this Report. However, the Annual Report is being sent to the Members of the Company excluding the said annexure. In terms of Section 136 of the Act, the said annexure is open for inspection at the Registered Office of your Company. Any Member interested in obtaining a copy of the said statement may write to the Company Secretary of the Company.

p) Internal Financial Controls and adequacy:

The Company's Internal Financial Control framework is commensurate with the size and the nature of its operations. Company has designed and adopted policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company's policies, compliance with applicable statutes, regulations, the safeguarding disclosure of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation and of reliable financial information.

The details of internal financial control systems and their adequacy are included in Management Discussion and Analysis Report, which forms part of the Annual Report.

q) Reporting of Frauds:

There was no instance of fraud during the year under review, which are required by the Statutory Auditors to report to the Audit Committee and / or Board under Section 143(12) of the Act and the rules made thereunder.

r) Auditors and Reports:

a) Statutory Audit:

At the ninth Annual General Meeting of the Company held on September 7, 2021 the members approved the re-appointment of S R B C & CO. LLP, Chartered Accountants (Firm Registration No.: 324982E/ E300003) as the Statutory Auditors of the Company to hold office for a period of four years from the conclusion of the Ninth Annual General Meeting till the conclusion of the Thirteenth Annual General Meeting of the Company to be held in the year 2025.

The Auditors Report on Standalone and Consolidated Financial Statements for the financial year ended March 31, 2024, does not contain any qualification, adverse remark or reservation and therefore, do not call for any further explanation or comments from the Board under Section 134(3) of the Act, except, one qualification remarks explained in Statement of Impact of Qualification forming part of this Annual Report As Annexure IV.

b) Secretarial Audit :

Pursuant to the provisions of Section 204 of the Act and the rules made there under, the Company had appointed M/s. Shreyans Jain & Co, Practising Company Secretaries to undertake the Secretarial Audit of the Company for the year ended March 31, 2024. The Secretarial Audit Report issued in this regard is annexed as Annexure V.

The Secretarial Audit Report for the financial year ended March 31, 2024, does not contain any qualification or reservation or adverse remark. It contains certain observations which are self explanatory.

c) Internal Audit and Controls:

M/s. S Dayma & Co., Chartered Accountants, Internal Auditors of the Company have carried out internal audit for the financial year ended March 31, 2024. The findings of the Internal Auditors are discussed on the on-going basis in the meetings of the Audit Committee

and various steps have been taken in due course to implement the suggestions of the said Internal Auditors.

d) Cost Records and Audit:

In terms of the provisions of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company has maintained proper cost records as required under the Act and the Board of Directors, at their Meeting held on August 14, 2024 appointed M/s. Y. R. Doshi & Associates, Cost Accountants, as Cost Auditor of the Company for conducting the Cost Audit for the financial year 2024-25.

A Certificate from M/s. Y. R. Doshi & Associates, Cost Accountants, has been received to the effect that their appointment as Cost Auditor of the Company, if made, would be in accordance with the limits specified under Section 141 of the Act and Rules framed thereunder.

A resolution seeking Member's ratification for the remuneration payable to the Cost Auditor forms part of the Notice of 12th Annual General Meeting and the same is recommended for your consideration and ratification.

General Disclosures

General disclosures as per the provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014, are furnished as under:

Annual Return:

In accordance with Section 92(3) Annual Return as referred in Section 134(3)(a) of the Act for the financial year ended March 31, 2024 is available on the website of the Company at https://capacite.in/investors/

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

The information as required under the provisions of Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, in respect of conservation of energy, technology absorption, foreign exchange earnings and outgo etc. are furnished in Annexure VI which forms part of this Report.

The Committee was re-constituted and approved by the Board in its meeting held on February 14, 2024. The Committee comprises of:

Sr. No.	Name of Director	Designation	Position in the Committee
1.	Ms. Preeti Pankaj Vora	General Manager - Accounts	Presiding Officer
2.	Ms. Sonali Madhusudan Rawale	Assistant General Manager - Human Resource	Member
3.	Mr. Srinivas Mantry	President - Contracts	Chairperson
4.	Mr. Birendra Ray	Assistant Vice President - Public Relations	Member
5.	Adv. Megna Murudkar	Advocate - Outsider / NGO	Member

During the financial year, the Company has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harrasment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. No complaint pertaining to sexual harassment were recieved during the financial year under review.

The following is a summary of sexual harassment complaints received and disposed of during the year:

(a) Number of complaints pending at the beginning of the year; Nil

(b) Number of complaints received during the year: Nil

(c) Number of complaints disposed off during the year: Nil

(d) Number of cases pending at the end of the year: Nil

Disclosure under the Insolvency and Bankruptcy Code, 2016 Pursuant to Section 134 read with Rule 8 of Companies (Accounts) Rules, the following matters are also required to be included:

Following are the details of applications filed under corporate insolvency proceedings, by operational creditors against the Company:

Sr. No.	Operational Creditor	Status & Authority
1.	Sai Infra	Withdrawal Application has
	Equipments	been filed by Operational
	Private Limited	Creditor in National Company Law Tribunal. Matter is not listed by NCLT for hearing and withdrawl.
2.	RMD Kwikform	Matter is being conducted on
	India Private	merits and is on the stage of
	Limited	hearing, RMD is directed to submit the invoices. Further date is 02.05.2024 for hearing.
3.	Technocraft Industries (India) Limited	Matter is Disposed.

Sr. No.	Operational Creditor	Status & Authority
4.	Nina Percept Pvt.	Matter is being conducted on
	Ltd.	merits and is on the stage of
		hearing. Next date: 10.05.2024

Following are the details of applications filed under corporate insolvency proceedings, by the Company against corporate debtors:

Sr. No.	Operational Creditor	Status & Authority
1	Radius Sumer Developers	Disposed as Settled
	Private Limited

Disclosure on one-time settlement with Banks or Financial Institutions:

During the year under review, no one-time settlement is done with Banks and Financial Institutions.

Significant & Material Orders passed by Regulators or Courts or Tribunals:

There are no significant, material orders passed by the Regulators or Courts or Tribunals which would impact the going concern status of the Company and its future operation. However, Members attention is drawn to the Statement on Contingent Liabilities and commitments in the Notes forming part of the Financial Statement.

Disclosure under Section 197(14) of the Act:

There is no receipt of any remuneration or commission from any of its Subsidiary Companies by the Managing Director or the Whole-Time Director of the Company.

Business Responsibility And Sustainability Reporting (BRSR)

Regulation 34 of SEBI (Listing Obligation and Disclsoure Requirement) Regulation, 2015 as amended mandate top 1000 listed entities based on market capitalization to submit

and contribution extended by all the employees of the Capacit'e family and look forward to enjoying their continued support and cooperation.

For and on behalf of the Board

Rahul Katyal Rohit Katyal

Managing Director & Chairman and

Chief Executive Officer Executive Director

DIN: 00253046 DIN: 00252944

Date: August 14, 2024 Place: Mumbai