డైరెక్టర్ల నివేదిక Indo Farm Equipment Ltd.

The Board of Directors (“the Board") of the Company is pleased to present the 26^th Annual Report of Indo Farm
Equipment Limited (“the Company" or “IFEL") along with the Audited (Standalone and Consolidated) Financial
Statements for the Financial Year (“FY") ended 31 March 2026 (hereinafter referred as “FY 2026" or “the year").
We appreciate the continued support and confidence of our shareholders. Your trust motivates us to work hard
and focus on delivering steady progress and value. Your confidence in us inspires our continued commitment
to delivering consistent growth and value.

FINANCIAL PERFORMANCE:

The Audited Financial Statements of the Company for FY 2025-26 are prepared in accordance with the relevant
applicable Indian Accounting Standards (''Ind AS'') and Regulation 33 of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations") and the
provisions of the Companies Act, 2013 (“Act").

The table below sets forth the key financial parameters of the Company''s performance during the year under
review:

1. REVIEW OF OPERATIONS AND STATE OF THE COMPANY''S AFFAIRS
Standalone Performance

During the year under review, on standalone basis revenue from operations was f 41953.84 lacs which was
14.39 % higher than the revenue of f 36676.99 lacs in FY 2024-25. The profit before tax for FY 2026 was at f
3113.83 lakh with a net profit of f 2186.90 lakh. In Comparison, FY 2025 reported a profit before tax of f 2494.19
lacs and a net profit of f 2261.48 lacs.

Consolidated Performance

During the year under review, on consolidated basis revenue from operations was of f 44002.05 lacs which
was 13.64% higher than the revenue of f 38718.92 lacs in FY 2024-25. The profit before tax for FY 2026 was f
3491.08 lacs with a net profit of f 2469.35 lacs. In comparison, FY 2025 reported a profit before tax of f 2616.54
lacs and net profit of f 2354.68 lacs.

Barota Finance Limited (“Barota"), as a strategic NBFC wholly owned subsidiary of IFEL, plays a pivotal role in
supporting the company''s business of tractor manufacturing. By providing tailored financial solutions to end
customers and dealers, Barota significantly enhances IFEL''s market reach, sales conversion, and customer
retention. Barota facilitates tractor sales by offering easy, accessible financing options to farmers and rural
customers many of whom face challenges in accessing traditional bank credit. This has directly increased
IFEL''s sales volumes, especially in rural and semi-urban markets.

Business areasA. Crane Business

The crane business is a flagship business segment for Indo Farm Equipment Limited, contributing approximately
51.98% to the company''s total standalone revenue. In FY 2026, the revenue from this segment stood at f
21,809.19 lacs, marking a minor correction or consolidation of -3.09% compared to f 22,505.31 lacs in the
previous financial year as per standalone results.

B. Tractor Business

The tractor business continued to be a significant segment for Indo Farm Equipment Limited, contributing
approximately 48.02% to the company''s total standalone revenue. Revenue from this segment stood at f
20,144.65 lacs in FY 2026, reflecting a robust growth of 42.15% from f 14,171.68 lacs in the previous financial
year as per standalone results.

2. TRANSFER TO RESERVES

During FY 2026, the Company has not transferred any amount to Reserves. The Board of Directors has decided
to retain the entire amount of profit for FY 2026 and re-invest the profits back into the Company to support its
growth objectives.

3. DIVIDEND

With a view to conserve cash for future business requirements and to allocate capital towards strategic expansion
initiatives, the Board of Directors has decided not to recommend any dividend for the FY 2026. This decision
reflects the Company''s commitment to sustainable growth and to maximizing longterm shareholder value. The
Board believes that retaining funds will enable the Company to pursue planned investments, strengthen its
financial flexibility, and support future operational and strategic needs.

4. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The Company is not required to transfer any amount of unpaid/unclaimed dividend or any other amount to the
Investor Education and Protection Fund during the year under review.

5. SHARE CAPITAL

As on 31 March 2026 the Authorised Share Capital of the Company is f 50,00,00,000.00 (Rupees Fifty Crores
Only) consisting of 5,00,00,000 (Five Crores) Equity Shares of f 10.00 each:

As on 31 March 2026, the Paid-up share capital of the Company is f 48,05,16,000 (Rupees Forty-Eight Crores
Five Lakhs Sixteen Thousand only) divided into 48,051,600 equity shares of face value of f 10.00 each.

During the Financial year under review, no change occurred in the Capital Structure of the Company.

Further, there were no instances of issue of shares on Rights/ Preferential Basis, Sweat Equity issue or Employee
Stock Options during the financial year.

6. DETAILS OF SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANIES:

As on 31 March 2026, the Company had 1 Wholly Owned subsidiary and there has been no material change in
the nature of business of the subsidiary.

Pursuant to the provisions of Section 129(3) of the Act read with Rule 5 of Companies (Accounts of Companies)
Rules, 2014, a statement containing the salient features of Financial Statements of the Company''s subsidiary(s)
and their contribution to the overall performance of the Company in Form No. AOC-1 is appended as Annexure-A
to the Board''s Report.

The Company has formulated a Policy for determining Material Subsidiaries. The Policy is available on the
Company''s website and can be accessed at https://www.indofarm.in/corporate-governance/ .

There are no Associate Companies or Joint Venture Companies within the meaning of Section 2(6) of the
Companies Act, 2013 (“Act").

During the financial year, no other company became or ceased to be a subsidiary, associate or joint venture
company to IFEL.

The Financial Statement of the Subsidiary Companies has been prepared and consolidated with the Company
and forms an integral part of this Report. The Consolidated Financial Statements of the Company are prepared
in accordance with Indian Accounting Standards notified under the Companies (Indian Accounting Standards)
Rules, 2015 (“Ind AS") and forms an integral part of this report.

Further, pursuant to the provisions of Section 136 of the Act, the Standalone and Consolidated Financial
Statements of the Company along with relevant documents and separate audited financial statements in respect
of subsidiaries, are available on the website of the Company at https://www.indofarm.in/.

7. CHANGE IN THE NATURE OF BUSINESS OF THE COMPANY

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

8. PUBLIC DEPOSITS

During the year under review, the Company has neither accepted nor renewed any deposits within the meaning
of Section 73 and 76 of the Companies Act 2013, read with Companies (Acceptance of Deposits) Rules, 2014.
As on 31 March 2026, there were no deposits lying unpaid or unclaimed.

9. CREDIT RATING

The Company''s financial discipline and prudence is reflected in the strong credit ratings by rating agencies.
The details of credit ratings are disclosed in the Corporate Governance Report which forms part of this Annual
Report.

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL
1. Board of Directors

The composition of the Board is in conformity with Companies Act, 2013 and Regulation 17 of the SEBI (Listing
Obligations and Disclosure Requirement) Regulations, 2015 which, inter alia, stipulates that the Board should
have an optimum combination of Executive and Non-Executive directors. The composition of Board of Directors
as at the closure of the FY 2026 is as follows:

The Board of Directors of the Company is led by the Chairman and comprises of 6 (Six) Directors, consisting of
2 (Two) Whole-Time Directors, 1 (One) Chairman and Managing Director, 3 (Three) Non-Executive Independent
Directors including 2(Two) Women Directors.

The details of the Board and committee composition, tenure of directors, areas of expertise and other details
are available in the Corporate Governance Report, which forms part of the Annual Report.

Pursuant to the provisions of Section 149 of the Act and Regulation 25(8) of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (''SEBI Listing Regulations''), the Independent Directors have
submitted declarations stating that each of them fulfils the criteria of independence as provided in Section
149(6) of the Act along with rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations.
There has been no change in the circumstances affecting their status as Independent Directors of the Company.
In the opinion of the Board, the Independent Directors are competent, experienced, proficient and possess
the necessary expertise and integrity to discharge their duties and functions as Independent Directors. The
Independent Directors of the Company have undertaken requisite steps towards the inclusion of their names in
the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.

None of the Company''s directors are disqualified from being appointed as a director as specified in Section 164
of the Act. All Directors have further confirmed that they are not debarred from holding the office of a director
under any order from SEBI or any other such authority.

In accordance with the provisions of Section 152 of the Act and the Articles of Association of the Company, Mr.
Ranbir Singh Khadwalia (DIN:00062154) Managing Director of the Company, retires by rotation at the ensuing
AGM and being eligible, has offered himself for re-appointment. In compliance with Secretarial Standards-2,
the brief resume, expertise, and other details of Mr. Ranbir Singh Khadwalia is given in the notice convening
the Annual General Meeting (“AGM"). Based on the recommendations of the Nomination and Remuneration
Committee of the Company, the Board recommends his reappointment as Director at the ensuing AGM.

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, reimbursement of expenses incurred by them for
the purpose of attending meetings of the Board and its Committees or other Company events and any other
transactions as approved by the Audit Committee or the Board which are disclosed under the Notes to Accounts.
For more details about the directors, please refer to the Corporate Governance Report.

2. Change in Board & Key Managerial Personnel:

During the year under review, Mr. Charan Singh Saini (DIN: 06864826) resigned as Whole-Time Director of the
Company with effect from 28th October 2025. The Board placed on record its appreciation for the valuable
contributions made by Mr. Saini during his tenure.

Subsequently, Mr. Amit Kumar (DIN: 11371053) was appointed as an Additional Director of the Company with
effect from 12 November 2025 and was designated as the Whole-time Director of the Company w.e.f. 12
November 2025 for a term of three years, ending on 11 November 2028. The appointment of Mr. Amit Kumar
as Whole-time Director was earlier approved by the shareholders through a postal ballot held on 19 November
2025 Postal Ballot Result declared on 23 December 2025.

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on the
date of this report are:

11. POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION

The Nomination and Remuneration policy of the company for appointment and remuneration of Directors, Senior
Management Personnel including criteria for determining qualifications, positive attributes, independence of
a Director and other matters provided under sub-section (3) of Section 178 of the Companies Act, 2013 is
available on the Company''s website at https://www.indofarm.in/corporate-governance/.

12. PARTICULARS OF REMUNERATION

The percentage increase in remuneration, the ratio of remuneration of each Director and Key Managerial
Personnel (“KMP") to the median remuneration of employees, together with the details of the top 10 employees,
as required under Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, are set out in Annexure-B to this Report.

13. HUMAN RESOURCES AND EMPLOYEE RELATIONS

The number of employees in the Company as on 31 March 2026 was 745 (Group Employees 907). The Company
places great emphasis on ensuring gender diversity within the organization. As at the year-end, 2.68 % of the
employees were female. The Company continues to put in efforts on this aspect and hopes to reach gender
parity soon.

The Company is committed to maintaining a high level of compliance with the applicable labour laws/ codes and
has implemented various policies and process to ensure timely completion of all periodic labour compliances
and for monitoring and maintaining the status of compliances on an on-going basis.

The Company is also pleased to announce that it has implemented various initiatives for the benefit of its
employees, such as time boxing, , milestone /stage based project management, and leverage automation to
streamline operations, and well-being initiatives (health & fitness initiatives, employee engagement activities,
work-life balance via streamlined work timings, monthly satisfaction surveys, employee training & skill
enhancement, and rewards & recognition / belongingness).

14. ANNUAL RETURN

Pursuant to Section 134(3)(a) and Section 92(3) of the Act read with Rule 12(1) of the Companies (Management
and administration) Rules, 2014, a copy of the Annual Return is available on Company''s website at https://www.
indofarm.in/annual-returns/.

15. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013 the Board of Directors
state and confirm that:

a. in the preparation of the annual accounts, the applicable accounting standards had been followed along with
proper explanation relating to material departures, if any;

b. they have selected such accounting policies and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the
company at the end of the Financial Year and of the profit of the company for that period;

c. they have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and
for preventing and detecting fraud and other irregularities;

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

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

16. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

The Board meets at regular intervals to discuss and decide on Company''s business policy and strategies apart
from other urgent business matter.

During the year under review, Five (5) meetings of the Board of Directors were convened. The intervening
gap between two consecutive meetings was within the maximum period mentioned under Section 173 of the
Companies Act, 2013, Secretarial Standards on Board Meetings (SS-1) and Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) as
amended from time to time. Detailed information on the meetings of the Board is included in the Corporate
Governance Report which forms part of the Annual Report.

17. ANNUAL EVALUATION OF PERFORMANCE BY THE BOARD, ITS COMMITTES AND OF INDIVIDUAL
DIRECTORS

Pursuant to the applicable provisions of the Act and the SEBI Listing Regulations, the Board of Directors has
put in place a process to formally evaluate the effectiveness of the Board along with performance evaluation of
each Director to be carried out on an annual basis. The performance evaluation was carried out by the Board at
its meeting held on 21 May 2026, thereby concluding the performance evaluation process.

The evaluation was conducted via a questionnaire containing qualitative questions, with responses provided
on a rating scale. Evaluation was based on criteria such as the composition of the Board and its Committees,
their functioning, communication between the Board, its committees and the management of the Company, and
performance of the Directors and Chairperson of the Board based on their participation in effective decision
making and their leadership abilities.

18.SEPARATE MEETING OF INDEPENDENT DIRECTORS

As stipulated by the code of Independent Directors under Schedule IV of the Companies Act, 2013, a separate
meeting of the Independent Directors of the Company was held on 20 March 2026 to review, among other
things, the performance of non-Independent Directors and the Board as a whole, evaluation of the performance
of the Chairman and the flow of communication between the Board and the management of the Company.

19. COMMITTEES OF THE BOARD

During the year under review, the composition of the Committees of the Board was reconstituted with effect
from 12.08.2025 pursuant to the Board resolution passed at its meeting held on 12.08.2025. Accordingly, the
Stakeholders Relationship Committee, Risk Management Committee, and Corporate Social Responsibility
Committee were reconstituted, and the revised composition remained effective thereafter.

As on the date of this Report, the following are the Committees of the Board:

a. Audit Committee

b. Nomination and Remuneration Committee

c. Corporate Social Responsibility Committee

d. Stakeholders Relationship Committee

e. Risk Management Committee

The composition of various Committees and meetings held is detailed below:

a. Audit Committee

The Audit Committee is duly constituted in accordance with the provisions of Section 177 of the Companies
Act, 2013 and Regulation 18 of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.The Audit Committee met Five (5) times during the FY 2026.

The Company Secretary of the Company acts as a Secretary to the Committee.

The details, including composition of the Audit Committee, terms of reference, dates of meetings and attendance
etc., are included in the Corporate Governance Report, which is a part of this Report.

During the year under review, the Board has accepted all recommendations of the Audit Committee and
accordingly, no disclosure is required to be made in respect of non-acceptance of any recommendation of the
Audit Committee by the Board.

b. Nomination and Remuneration Committee

The Nomination and Remuneration Committee is duly constituted in accordance with provisions of Section 178
of the Companies Act, 2013 and Regulation 19 of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015. The Nomination and Remuneration Committee met Two (2)
times during the FY 2026. The Company Secretary of the Company acts as a Secretary to the Committee.

The details, including composition of the Nomination and Remuneration Committee, terms of reference, dates of
meetings and attendance etc., are included in the Corporate Governance Report, which is a part of this Report.

c. Corporate Social Responsibility (CSR) Committee

The Corporate Social Responsibility (CSR) Committee is duly reconstituted in accordance with the provision of
Section 135 of the Companies Act, 2013 by inducting Mr. Anshul Khadwalia, Whole-Time Director, as a Member,
and by withdrawing Ms. Arshdeep Kaur and Ms. Babita Dosajh as Members. The Corporate Social Responsibility
Committee met (1) One times during the FY 2026.

The Company Secretary of the Company acts as a Secretary to the Committee.

The details, including composition of the Corporate Social Responsibility Committee, terms of reference, dates
of meetings and attendance etc., are included in the Corporate Governance Report, which is a part of this
Report.

d. STAKEHOLDERS'' RELATIONSHIP COMMITTEE

The Stakeholders Relationship Committee was duly reconstituted as per the provisions of Section 178 of the
Companies Act, 2013 and Regulation 20 of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 by inducting Mr. Anshul Khadwalia, Whole-Time Director, as
a Member, and by withdrawing Ms. Arshdeep Kaur and Ms. Babita Dosajh as Members. The Stakeholders
Relationship Committee met (1) One time during the FY 2026. The Company Secretary of the Company acts as
a Secretary to the Committee and is the designated Compliance Officer of the company.

The details, including composition of the Stakeholders Relationship Committee after reconstitution, terms of
reference, dates of meetings and attendance etc., are included in the Corporate Governance Report, which is
a part of this Report.

e. RISK MANAGEMENT COMMITTEE

The Risk Management Committee was duly reconstituted pursuant the provisions of the Companies Act, 2013
and Regulation 21 Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 by inducting Mr. Anshul Khadwalia, Whole-Time Director, as a Member, and by withdrawing
Ms. Arshdeep Kaur and Ms. Babita Dosajh as Members.

However, as the Company does not fall within the top 1000 listed entities by market capitalization, it is not obligated
to conduct periodic meetings of the Risk Management Committee during the financial year. Accordingly, no Risk
Management Committee meetings were held in FY 2026.

The Company Secretary of the Company acts as a Secretary to the Committee.

The Company has a well-defined risk management policy and framework which sets out the objectives and
elements of risk management within the Company and helps to promote risk awareness across the organisation
and integrate risk management within the corporate culture. The Risk Management Policy inter-alia includes well
defined risk management roles within the Company, risk appetite and risk tolerance capacity of the Company,
identification and assessment of the likelihood and impact of risk, risk handling and response strategy and
reporting of existing and new risks associated with the Company''s activities in a structured manner. This
facilitates timely and effective management of risks and opportunities and achievement of the Company''s
objectives.

The Board, the Audit Committee and the Risk Management Committee have the responsibility for overseeing
all risks. The Risk Management Committee is, inter-alia, authorised to monitor and review the risk assessment,
mitigation and risk management plans for the Company from time to time and report the existence, adequacy,
and effectiveness of the above process to the Board on a periodic basis.

The details of composition of the Risk Management Committee, their terms of reference, meetings held and
attendance of the Committee Members thereat during the financial year under review are provided in the section
titled Report on Corporate Governance, which forms part of the Annual Report.

20. AUDITORS

Statutory Auditors and Statutory Auditor''s Report

M/s. Deepak Jindal & Co., Chartered Accountants were reappointed as Statutory Auditors of the Company, in
the Annual General Meeting held on 30.09.2022 for a term of five consecutive years to hold office from the
conclusion of 22^nd Annual General Meeting of the Company till the conclusion of 27th AGM to be held in the
Financial Year 2027 at such remuneration plus out of pocket expenses and applicable taxes, as may be mutually
agreed between the Company and the Auditor.

Pursuant to Section 139 and 141 of the Act and relevant Rules prescribed thereunder, the Statutory Auditors
have confirmed that they are not disqualified from continuing as Auditors of the Company. There were no
qualifications, reservations, adverse remarks or disclaimers made by the Statutory Auditor in their Report. The
Notes to the Financial Statements referred in the Auditors Report are self-explanatory and therefore do not call
for any comments under Section 134 of the Companies Act, 2013. The Auditor''s Report is enclosed with the
Financial Statements in the Annual Report.

Secretarial Auditors and Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Companies Act, 2013 (“the Act"), read with Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, M/s A. Arora & Company, Practicing
Company Secretaries (FCS No. 2191, C.P. No. 993, Peer Review 2120/2022), were appointed as the Secretarial
Auditors of the Company for a term of five consecutive years commencing from financial year 2025-26 till
financial year 2029-30. The appointment was duly approved by the shareholders at the 25th Annual General
Meeting of the Company.

The Secretarial Audit for the financial year ended 31 March 2026 was conducted by M/s A. Arora & Company and
the Secretarial Audit Report, prepared in the prescribed Form No. MR3, is annexed to this report as AnnexureC
and forms an integral part of the Board''s Report. There are no qualifications or observations or adverse remarks
or disclaimer of the Secretarial Auditors in its Report.

As on 31 March 2026 the Company had 1 material subsidiary, viz., Barota Finance Limited. Therefore, as per
the requirement of Regulation 24A of SEBI Listing Regulations, the Secretarial Audit Report of the material
unlisted subsidiary(ies) of the Company for the FY 2026, as received from M/s A. Arora & Company, Practicing
Company Secretaries, is annexed as Annexure-C and forms part of this report.

Pursuant to master circular No. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023, issued by Securities
and Exchange Board of India, the Company has obtained Annual Secretarial Compliance Report for the FY
2026, from M/s A. Arora & Company., Practicing Company Secretaries on compliance of all applicable SEBI
Regulations and circulars / guidelines issued thereunder and the copy of the same has been submitted to the
Stock Exchanges on 27 May 2026.

Internal Auditors

Pursuant to the provisions of Section 138 of the Companies Act, 2013, read with Companies (Accounts) Rules,
2014, Mr. Saravjit Singh, Manager (Accounts) was appointed as the Internal Auditor of the Company to conduct
the Internal Audit for the FY 2026.

21. MAINTENENCE OF THE COST RECORDS

For the FY 2026, the provisions of Cost Records as specified by the Central Government under Section 148(1)
of the Act in respect of its manufactured goods and services provided, were applicable to the Company. As per
Section 148 (1) of the Act , the Company was required to maintain cost records for the FY 2026 and accordingly,
such accounts and records are made and maintained.

22. DETAILS IN RESPECT OF FRAUD REPORTED BY AUDITORS

Pursuant to Section 143(12) of the Companies Act, 2013, during the year under review there were no frauds
reported by the Statutory Auditors of the Company to the Audit Committee or the Board of Directors. Hence,
there is nothing to report under Section 134(3) (ca) of the Companies Act, 2013.

23. MANAGEMENT DISCUSSION AND ANALYSIS

A detailed analysis of the Company''s performance is discussed in the Management Discussion and Analysis
for the year under review, as stipulated under regulation 34 read with part B of Schedule V of the SEBI Listing
Regulations is available as separate section of this Annual Report.

24. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The Securities and Exchange Board of India (SEBI) has mandated the top 1,000 listed companies by market
capitalization to prepare and disclose the Business Responsibility and Sustainability Report (BRSR) from FY
2023 onwards as part of its ESG disclosure framework.

Indo Farm Equipment Limited is currently ranked among the top 2,000 listed entities but does not fall within the
top 1,000 companies required to prepare the BRSR as per SEBI regulations. Accordingly, the Company has not
prepared the Business Responsibility and Sustainability Report for FY 2026.

The Company remains committed to integrating responsible and sustainable business practices and continue to
monitor regulatory developments to ensure timely compliance with applicable requirements.

25. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY

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

The Audit Committee evaluates the efficiency and adequacy of Financial Control system in the Company, its
compliance with operating systems, accounting procedures at all locations of the Company and strives to
maintain a high Standard of Internal Financial Control.

During the year under review, no material or serious observation was received from the Statutory Auditors
regarding inefficiency or inadequacy of the Company''s internal financial controls. The Company maintained
adequate internal financial controls and carried out periodic reviews to ensure compliance and follow-up on
observations, if any.

26. VIGIL MECHANISM POLICY

The Company has adopted a Whistleblower Policy and has established a vigil mechanism for directors and
employees in confirmation with Section 177 of the Act and the Rules framed thereunder and Regulation 22 of
the Listing Regulations to report their concerns. For more details on the Whistleblower Policy please refer to the
Corporate Governance Report.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business
operations and in order to maintain these standards the Company encourages the employees to raise their
genuine concerns without fear of criticism. Therefore, Company has Vigil Mechanism and Whistle Blower Policy
and has established necessary framework to protect genuine whistle blowers, employees, third parties from
any unfair treatment.

The Vigil Mechanism and Whistle Blower Policy is available on the website of the Company at https://www.
indofarm.in/corporate-governance/.

27. CORPORATE SOCIAL RESPONSIBILITY INITIATIVE

We believe that while the growth and success of our business is our priority, we can reach our greater goals only
if we cater to the needs of the communities where we operate. Community development involves implementing
a long-term plan to establish a supportive and lasting framework for the progress of communities. As a result,
the Company''s approach to CSR extends beyond fulfilling legal obligations and instead focuses on generating
social and environmental benefits.

The CSR committee of the Board oversees and guides our CSR approach and deployment in line with the CSR
policy adopted by the Board. The CSR Policy covers the focus/thrust areas around which the CSR programmes,
projects and activities are planned for creating a significant positive impact on targeted stakeholder groups.
During the financial year under review, the CSR efforts of the Company continued to be directed towards its
focus areas in line with the Company''s CSR Policy positively.

A brief outline of the Policy on Corporate Social Responsibility is available on the website of the Company at
https://www.indofarm.in/corporate-governance/.

The Annual Report on CSR activities is enclosed as “Annexure D".

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

The Company consciously makes all efforts to conserve energy across its operations. The information pertaining
to conservation of energy, technology absorption, Foreign Exchange Earnings and Outgo as required under
Section 134 (3)(m) of the Act, read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in
“Annexure E" and forms part of this Report.

29. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

In accordance with the provisions of Section 186 of the Act, the details of Loans, Guarantees and Investments
made by the Company as of 31 March 2026 are provided in the notes to the accounts of the Standalone Financial
Statements which forms part of the Annual Report.

30. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The Company has formulated a Policy on materiality of dealing with related party transactions and the same has
been hosted on its website at https://www.indofarm.in/corporate-governance/.

All the related party transactions are placed before the Audit Committee for their review and approval. Further,
prior to entering into related party transactions of repetitive nature and in the ordinary course of business at an
arms'' length basis, omnibus approval of the Audit Committee is obtained. Further, the Company has not entered
into any material related party transaction during the year under review.

All the transactions entered during the financial year under review with the related parties referred to in Section
188 of the Act were in the ordinary course of the business and on the arm''s length basis and are reported /stated
in the Notes to the Accounts of the Standalone Financial Statements of the Company which forms part of the
Annual Report.

Accordingly, the disclosure of related party transactions as required under Section 134(3)(h) of the Act, in Form
AOC-2 is not applicable to the Company, since there were no material transactions with related parties.

31. MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE
COMPANY THAT OCCURRED BETWEEN THE END OF THE FINANCIAL YEARTO WHICH THE FINANCIAL
STATEMENTS RELATE AND THE DATE OF THE REPORT

No material changes or commitments affecting the financial position of the Company occurred between the end
of the Financial Year to which these financial statements relate and the date of this report, except as disclosed
in this Report.

32. 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

The Company was not required to obtain this valuation report as there were no instances of any One Time
Settlements executed during the financial year.

33. DETAILS OF SIGNIFICANT MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS / TRIBUNAL
IMPACTING THE GOING CONCERN STATUS AND COMPANY''S OPERATION IN FUTURE

There are no significant material orders passed by the Regulators / Courts / Tribunal which would impact the
going concern status of the Company or will have bearing on company''s operations.

34. RISK AND AREAS OF CONCERN

The Company has laid down a well-defined Risk Management Policy and Business Continuity Plan to

• Identify the Risk

• Assessment of Risk

• Measurement and Control

• Continuous Assessment

• Risk mitigation process

A detailed exercise is carried out by the Business Continuity Management (“BCM") designated by Board to identify,
evaluate, manage and monitor both business and non-business risk. In this regard, the Company continues to
exercise prudence on its Strategic risks, Regulatory risks, Legal and Secretarial Compliance risks, Financials Risks,
Operational Risks, People Risks along with some other risk which might affect business operation. The Board
periodically reviews the risks and suggests steps to be taken to control and mitigate the same through a properly
defined framework. A copy of the risk management policy is placed on the Company''s website https://www.
indofarm.in/. and can be accessed at https://www.indofarm.in/corporate-governance/ .

The following are the key risks faced by the Company and mitigation plans for each of those risks:

As the equity shares of the Company were listed on the National Stock Exchange of India Limited and BSE Limited
on 7th January 2025, Indo Farm Equipment Limited qualifies as one of the top 2,000 listed entities based on market
capitalization as of the immediately preceding financial year-end, i.e., 31st March 2025

Accordingly, Regulation 21 of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (SEBI LODR), which mandates the constitution of a Risk Management Committee
(RMC) for the top 1,000 listed companies, is not applicable to the Company. Nonetheless, in line with the Company''s
commitment to good corporate governance and proactive risk management, the Board of Directors has voluntarily
constituted a Risk Management Committee.

The RMC is entrusted with the responsibility of monitoring and reviewing the Company''s risk assessment, mitigation
measures, and risk management plans on an ongoing basis. Furthermore, the Company has voluntarily adopted a
comprehensive Risk Management Policy to strengthen its risk governance framework.

35. SUMS DUE TO MICRO, SMALL & MEDIUM ENTERPRISES:

Based on the information available with the company regarding the status of the suppliers under the MSME, the
principal and interest amounts remaining unpaid to Micro, Small & Medium Enterprises as on 31st March, 2026 are
Rs. 320.35 lakh.

36. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company has devised proper systems to ensure compliance with the applicable Secretarial Standards issued
by the Institute of Company Secretaries of India and has complied with all the applicable provisions of the during
the year under review.

37. PREVENTION OF INSIDER TRADING:

For dealing in shares and Unpublished Price Sensitive Information ("UPSI") of the Company and in compliance with
the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 ("SEBI Insider Trading
Regulations") the Company has formulated and adopted the following:

• Code of internal procedures and conduct for regulating, monitoring and reporting of trading by insiders

• Code of practices and procedures for fair disclosure of UPSI

The aforesaid policies and codes are designed to maintain the highest ethical standards of trading in securities of
the Company, to regulate, monitor and ensure pre- clearance and reporting of trades by the Designated Persons
(including their immediate relatives) identified basis their functional role/seniority in the Company/ its wholly owned
subsidiary Company (including step down subsidiary), advise designated persons and employees on protection of
UPSI and on the compliances and procedures to be followed while dealing with securities and UPSI of the Company
including entry in Structured Digital Database, investigation procedure in case of leak/suspected leak of UPSI and
cautions them of the consequences of violations. The said Code is available on the website of the Company at
https://www.indofarm.in/corporate-qovernance/ .

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

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention,
Prohibition and Redressal of Sexual Harassment ("POSH" policy) at Workplace in line with the provisions of the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules
there under to provide a safe and harassment free workplace for every individual working in any office of the
Company.

The Company has duly set up an Internal Complaints Committee (ICC) in line with the requirements of The
Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013, to redress
complaints received regarding sexual harassment.

The Company did not receive any complaint of sexual harassment during the year under review. The following
is a summary of complaints received and resolved during the reporting period:

39. MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT ACT 1961:

The Company affirms that it has duly complied with the provisions of the Maternity Benefit Act, 1961, and the
corresponding provisions under the Code on Social Security, 2020, as applicable. All eligible women employees
have been extended the statutory benefits prescribed under the applicable law, including paid maternity leave,
continuity of salary and service during the leave period, and post-maternity support such as nursing breaks
and flexible return-to-work options, as applicable. The Company remains committed to fostering an inclusive
and supportive work environment that upholds the rights and welfare of its women employees in accordance
with applicable laws.

40. OTHER INFORMATION:a. Green Initiative

To support the "Green Initiative" undertaken by the Ministry of Corporate Affairs (MCA), to contribute towards
a greener environment, the Company has already initiated/ implemented the same. As permitted, delivery of
notices, documents, annual reports etc. are being sent to members via electronic mode.

b. General

No disclosure or reporting is required in respect of the following items as there were no transactions on these
items during the year under review:

1) Issue of equity shares with differential rights as to dividend, voting or otherwise.

2) Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

3) Buy back of the shares of the Company

4) There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

5) There was no instance of onetime settlement with any Bank or Financial Institution.

41. ACKNOWLEDGEMENT

The Directors also acknowledges and appreciates the contribution made by dedicated and loyal and all past
and present employees at all levels of the Company for their hard work, dedication, commitment and efforts.
The Directors also wish to place on record their appreciation for the continuous co-operation, assistance
and support extended by all stakeholders, Government Authorities, Financial Institutions, Banks, Customers,
Dealers, Suppliers etc. of the Company.

For and on behalf of the Board of Directors
Indo Farm Equipment Limited

Sd/- Sd/-

Ranbir Singh Khadwalia Anshul Khadwalia

Chairman and Managing Director Whole Time Director

DIN: 00062154 DIN: 0524334

Date: August 08, 2026
Place: Chandigarh

The Board of Directors ("the Board") of the Company is pleased to present the 25^th Annual Report of Indo Farm Equipment
Limited ("the Company” or "IFEL") along with the Audited (Standalone and Consolidated) Financial Statements for the
Financial Year ("FY") ended 31 March 2025 (hereinafter referred as "FY 2025" or "during the year"). This is the first annual report
after the Initial Public Offering ("IPO") of the Company. The Board appreciates and is thankful for the continued support of all
the stakeholders throughout the journey of the Company from incorporation as a private limited company, conversion into
public limited company and now as a listed company. Your confidence in us inspires our continued commitment to delivering
consistent growth and value.

1. FINANCIAL PERFORMANCE:

The Audited Financial Statements of the Company for FY 2024-25 are prepared in accordance with the relevant applicable
Indian Accounting Standards (''Ind AS'') and Regulation 33 of the Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and the provisions of the Companies Act, 2013
("Act").

The table below sets forth the key financial parameters of the Company''s performance during the year under review:

2. REVIEW OF OPERATIONS AND STATE OF THE COMPANY''S AFFAIRS:

Standalone Performance

During the year under review, on standalone basis revenue from operations was f 36676.99 lacs in FY 2025 which was 4.06 %
higher than the revenue of f 35246.15 lac in FY 2024. The profit before tax for FY 2025 was at f 2494.19 lac with a net profit of
f 2261.48 lac. In Comparison, FY 2024 reported a profit before tax of f 2140.11 lac and a net profit of f 1354.46.lac.

Consolidated Performance

During the year under review, on consolidated basis revenue from operations was of f 38718.92 lac in FY 2025 which was 3.19
% higher than the revenue of f 37523.17 lacs in FY 2024. The profit before tax for the FY 2025 was f 2616.54 lac with a net profit
of f 2354.68 lacs. In comparison, FY 2024 reported a profit before tax of f 2389.30 lacs and net profit of f 1540.28 lacs.

Barota, as a strategic NBFC subsidiary of Indo Farm, plays a pivotal role in supporting the company''s core business of tractor
manufacturing. By providing tailored financial solutions to end customers and dealers, Barota significantly enhances Indo
Farm''s market reach, sales conversion, and customer retention. Barota facilitates tractor sales by offering easy, accessible
financing options to farmers and rural customers-many of whom face challenges in accessing traditional bank credit. This
has directly increased Indo Farm''s sales volumes, especially in rural and semi-urban markets.

Business areas

A. Crane Business

The crane business is a flagship business segment for Indo Farm Equipment Limited, contributing approximately 61.36% to the
company''s total revenue in FY 2025, the revenue from this segment stood at f 22505.31 lacs, marking steady growth compared
to f 16837.64 lacs in the previous financial year as per standlone results.

B. Tractor Business

The tractor business continued to be a significant segment for Indo Farm Equipment Limited, contributing
approximately 38.64% to the company''s total revenue in FY 2025. Revenue from this segment stood at f 14171.68 lacs, reflecting
a decrease from f18408.51 lacs in the previous financial year as per standlone results.

3. TRANSFER TO RESERVES:

During FY 2025, the Company has not transferred any amount to Reserves. The Board of Directors has decided to retain the
entire amount of profit for FY 2025 and re-invest the profits back into the Company to support its growth objectives.

4. DIVIDEND:

In order to conserve the resources for the future business requirements of the Company, the Directors have decided not to
recommend any dividend for the FY 2025.

5. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

The Company is not required to transfer any amount of unpaid/unclaimed dividend or any other amount to the Investor
Education and Protection Fund during the year under review.

6. SHARE CAPITAL:

As on 31 March 2025 the Authorised Share Capital of the Company is f 50,00,00,000.00 (Rupees Fifty Crores Only) consisting
of 5,00,00,000 (Five Crores) Equity Shares of f 10.00 each:

As on 31 March 2025, the Paid up share capital of the Company is f 48,05,16,000 (Rupees Forty-Eight Crores Five Lakhs Sixteen
Thousand only) divided into 48,051,600 equity shares of face value of f 10.00 each.

During the Financial Year, following changes have occurred in the Capital Structure of the Company:

Fresh issue of Equity Shares pursuant to Initial Public Offer:

During the FY 2025, the Company has issued and allotted 8,600,000 (Eighty-Six Lakhs) Shares of f 10.00 each, at an issue
price of f 215.00 per fully paid-up equity share (including a premium of f 205.00 per equity share) pursuant to Initial Public
Offer as approved by the Board of Directors in their meeting held on 03 January 2025.

The funds received pursuant to Public Issue, have been utilised for the objects stated in the prospectus.

During the financial year, there were no instances of Bonus issue of Shares, issue of shares with differential voting rights, buy
back of shares of Employee Stock Option Schemes.

7. LISTING OF EQUITY SHARES OF THE COMPANY:

During the period under review, the Company got listed on stock exchange(s) through Initial Public Offer (IPO) for total
12,100,000 Equity Shares aggregating to f 260,15,00,000 (Rupees Two Hundred sixty Crores Fifteen Lakhs), which
comprises :

a. Fresh Issue of 8,600,000 (Eighty-Six Lakhs) Equity Shares of f 10.00 each aggregating to f184,90,00,000.00 (Rupees
One Hundred Eighty-Four Crores Ninety Lakhs Only) and

b. Offer for Sale (OFS) of 3,500,000 (Thirty-Five Lakhs) Equity Shares of f 10.00 each aggregating up to f 75,25,00,000.00
(Rupees Seventy-Five Crores Twenty-Five Lakhs Only.).

The issue price was f 215.00 (Rupees Two Hundred and Fifteen only) per share including the premium of f 205.00
(Rupees Two Hundred and Five only) per equity share.

The Company''s equity shares were listed on the National Stock Exchange of India Limited and Bombay Stock Exchange
Limited w.e.f. 07 January 2025.

8. DETAILS OF SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANIES:

As on 31 March 2025, the Company had 1 Wholly Owned subsidiary and there has been no material change in the nature
of business of the subsidiary.

Pursuant to the provisions of Section 129(3) of the Act read with Rule 5 of Companies (Accounts of Companies) Rules, 2014,
a statement containing the salient features of Financial Statements of the Company''s subsidiary(s) in Form No. AOC-1 is
appended as Annexure A to the Board''s Report.

The Company has formulated a Policy for determining Material Subsidiaries. The Policy is available on the Company''s
website and can be accessed at https://www.indofarm.in/corporate-governance/ .

Further, pursuant to the provisions of Section 136 of the Act, the Standalone and Consolidated Financial Statements of
the Company along with relevant documents and separate audited financial statements in respect of subsidiaries, are
available on the website of the Company at https://www.indofarm.in/ .

9. CHANGE IN THE NATURE OF BUSINESS OF THE COMPANY:

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

10. PUBLIC DEPOSITS:

During the year under review, the Company has not accepted any deposits within the meaning of Section 73 and 76 of
the Companies Act 2013, read with Companies (Acceptance of Deposits) Rules, 2014. As on 31 March 2025, there were no
deposits lying unpaid or unclaimed.

11. CREDIT RATING:

The Company''s financial discipline and prudence is reflected in the strong credit ratings by rating agencies. The details of
credit ratings are disclosed in the Corporate Governance Report which forms part of this Annual Report.

12. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

1. Board of Directors

The composition of the Board is in conformity with Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and
Disclosure Requirement) Regulations, 2015 which, inter alia, stipulates that the Board should have an optimum combination of
Executive and Non-Executive directors. The composition of Board of Directors are as follows:

The Board of Directors of the Company is led by the Chairman and comprises of 6 (Six) Directors, consisting of 2 (Two) Whole¬
Time Directors, 1 (One) Chairman and Managing Director, 3 (Three) Non-Executive Independent Directors including 2(Two)
Women Director.

The details of the Board and committee composition, tenure of directors, areas of expertise and other details are available in
the Corporate Governance Report, which forms part of the Annual Report.

Pursuant to the provisions of Section 149 of the Act and Regulation 25(8) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (''SEBI Listing Regulations''), the Independent Directors have submitted declarations stating
that each of them fulfils the criteria of independence as provided in Section 149(6) of the Act along with rules framed thereunder
and Regulation 16(1)(b) of the SEBI Listing Regulations. There has been no change in the circumstances affecting their status
as Independent Directors of the Company. In the opinion of the Board, the Independent Directors are competent, experienced,
proficient and possess the necessary expertise and integrity to discharge their duties and functions as Independent Directors.
The Independent Directors of the Company have undertaken requisite steps towards the inclusion of their names in the data
bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.

None of the Company''s directors are disqualified from being appointed as a director as specified in Section 164 of the Act. All
Directors have further confirmed that they are not debarred from holding the office of a director under any order from SEBI or
any other such authority.

In accordance with the provisions of Section 152 of the Act and the Articles of Association of the Company, Mr. Anshul Khadwalia
(DIN:05243344) Whole Time Director of the Company, retires by rotation at the ensuing AGM and being eligible, has offered
himself for re-appointment. In compliance with Secretarial Standards-2, the brief resume, expertise, and other details of Mr.
Anshul Khadwalia is given in the notice convening the Annual General Meeting ("AGM"). Based on the recommendations of
the Nomination and Remuneration Committee of the Company, the Board recommends his reappointment as Director at the
ensuing AGM.

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, reimbursement of expenses incurred by them for the purpose of attending meetings of
the Board and its Committees or other Company events and any other transactions as approved by the Audit Committee or
the Board which are disclosed under the Notes to Accounts. For more details about the directors, please refer to the Corporate
Governance Report.

2. Change in Key Managerial Personnel:

During the year under review, Mr. Kadappa Adiveppa Chinagundi (DIN: 10444270) resigned as Whole Time Director of the
Company w.e.f 27.06.2024.

Mr. Ranbir Singh Khadwalia (00052164) was re-appointed as Chairman cum Managing Director of the company in the Board
meeting dated 30.06.2025 for term of (3) Three w.e.f 01.07.2025. The approval of the members is being sought for the re¬
appointment of Mr. Ranbir Singh Khadwalia as Managing Director at the ensuing AGM.

Mr. Charan Singh Saini (06864826) was appointed as an additional Director of te company w.e.f. 12.07.2024 and was further
designated as the Whole Time Director of the company w.e.f 12.07.2024 for a term of 01 year which completed on 11.07.2025 .
He was further re-appointed in the Board meeting dated 30.06.2025 for a term of 1 year w.e.f 12.07.2025. The approval of the
members is being sought for the re-appointment of Mr. Charan Singh Saini as Whole Time Director at the ensuing AGM.

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on the date of this report
are:

13. POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION:

The Nomination and Remuneration policy of the company for appointment and remuneration of Directors, Senior Management
Personnel including criteria for determining qualifications, positive attributes, independence of a Director and other matters
provided under sub-section (3) of Section 178 of the Companies Act, 2013 is available on the Company''s website at https://
www.indofarm.in/corporate-governance/.

14. PARTICULARS OF REMUNERATION:

The percentage increase in remuneration, ratio of remuneration of each Director and Key Managerial Personnel ("KMP") (as
required under the Act) to the median of employees'' remuneration, as required under Section 197 of the Act, read with rule 5(1)
of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are set out in Annexure-B of this
report.

15. HUMAN RESOURCES AND EMPLOYEE RELATIONS

The number of employees in the Company as on 31 March 2025 was 769 (Group Employees 951). The Company places great
emphasis on ensuring gender diversity within the organization. As at the year-end, 2.60 % of the employees were female. The
Company continues to put in efforts on this aspect and hopes to reach gender parity soon.

The Company is committed to maintaining a high level of compliance with the applicable labour laws and has implemented
various policies and process to ensure timely completion of all periodic labour compliances and for monitoring and maintaining
the status of compliances on an on-going basis.

The Company is also pleased to announce that it has implemented various initiatives for the benefit of its employees, such
as time boxing, , milestone /stage based project management, and leverage automation to streamline operations, and well¬
being initiatives (health & fitness initiatives, employee engagement activities, work-life balance via streamlined work timings,
monthly satisfaction surveys, employee training & skill enhancement, and rewards & recognition / belongingness).

16. ANNUAL RETURN:

Pursuant to Section134(3)(a) and Section92(3) of the Act read with Rule 12(1) of theCompanies (Management and administration)
Rules, 2014, a copy of the Annual Return is available on Company''s website at https://www.indofarm.in/annual-returns/ .

17. DIRECTORS'' RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013 the Board of Directors state and confirm
that:

a. in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper
explanation relating to material departures, if any;

b. they have selected such accounting policies and applied them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the Financial
Year and of the profit of the company for that period;

c. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities;

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

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

18. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS:

The Board meets at regular intervals to discuss and decide on Company''s business policy and strategies apart from other
urgent business matter.

During the year under review, 27 (Twenty-Seven) meetings of the Board of Directors were convened. The intervening gap
between two consecutive meetings was within the maximum period mentioned under Section 173 of the Companies Act, 2013,
Secretarial Standards on Board Meetings and SEBI LODR as amended from time to time. Detailed information on the meetings
of the Board is included in the Corporate Governance Report which forms part of the Annual Report.

19. ANNUAL EVALUATION OF PERFORMANCE BY THE BOARD, ITS COMMITTES AND OF INDIVIDUAL DIRECTORS:

Pursuant to the applicable provisions of the Act and the SEBI Listing Regulations, the Board of Directors has put in place a
process to formally evaluate the effectiveness of the Board along with performance evaluation of each Director to be carried
out on an annual basis.

The evaluation was conducted via a questionnaire containing qualitative questions, with responses provided on a rating scale.
Evaluation was based on criteria such as the composition of the Board and its Committees, their functioning, communication
between the Board, its committees and the management of the Company, and performance of the Directors and Chairperson
of the Board based on their participation in effective decision making and their leadership abilities.

20. SEPARATE MEETING OF INDEPENDENT DIRECTORS:

As stipulated by the code of Independent Directors under Schedule IV of the Companies Act, 2013, a separate meeting of
the Independent Directors of the Company was held on 24 March 2025 to review, among other things, the performance
of non-Independent Directors and the Board as a whole, evaluation of the performance of the Chairman and the flow of
communication between the Board and the management of the Company.

21. COMMITTEES OF THE BOARD:

During the year under review, there were no change in the composition of the Committees of the Board.

As on the date of this Report, the following are the Committees of the Board:

a. Audit Committee

b. Nomination and Remuneration Committee

c. Corporate Social Responsibility Committee

d. Stakeholders Relationship Committee

e. Risk Management Committee

The composition of various Committees and meetings held is detailed below:

a. AUDIT COMMITTEE:

The Audit Committee is duly constituted in accordance with the provisions of Section 177 of the Companies Act, 2013 and
Regulation 18 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015.The Audit Committee met 06 (Six) times during the FY 2025.

The Company Secretary of the Company acts as a Secretary to the Committee.

The details, including composition of the Audit Committee, terms of reference, attendance etc., are included in the Corporate
Governance Report, which is a part of this Report.

During the year under review, the Board has accepted all recommendations of the Audit Committee and accordingly, no
disclosure is required to be made in respect of non-acceptance of any recommendation of the Audit Committee by the Board.

b. NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee is duly constituted in accordance with provisions of Section 178 of the
Companies Act, 2013 and Regulation 19 of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015. The Nomination and Remuneration Committee met 3 (Three) times during the FY 2025. The
Company Secretary of the Company acts as a Secretary to the Committee.

The details, including composition of the Nomination and Remuneration Committee, terms of reference, attendance etc., are
included in the Corporate Governance Report, which is a part of this Report.

c. CORPORATE SOCIAL RESPONSIBILITY (CSR) COMMITTEE:

The Corporate Social Responsibility (CSR) Committee is duly constituted in accordance with the provision of Section 135 of
the Companies Act, 2013. The Corporate Social Responsibility Committee met (2) Two times during the FY 2025. The Company
Secretary of the Company acts as a Secretary to the Committee.

The details, including composition of the Corporate Social Responsibility Committee, terms of reference, attendance etc., are
included in the Corporate Governance Report, which is a part of this Report.

d. STAKEHOLDERS'' RELATIONSHIP COMMITTEE:

The Stakeholders Relationship Committee was duly constituted as per the provisions of Section 178 of the Companies Act,
2013 and Regulation 20 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015. The Stakeholders Relationship Committee met (1) One time during the FY 2025. The Company Secretary of
the Company acts as a Secretary to the Committee.

The details, including composition of the Stakeholders Relationship Committee, terms of reference, attendance etc., are
included in the Corporate Governance Report, which is a part of this Report.

e. RISK MANAGEMENT COMMITTEE:

The Risk Management Committee was duly constituted pursuant the provisions of the Companies Act, 2013 and Regulation
21 Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. Indo Farm
Equipment Limited has duly constituted the Risk Management Committee.

However, as the Company does not fall within the top 1000 listed entities by market capitalization, it is not obligated to conduct
periodic meetings of the Risk Management Committee during the financial year. Accordingly, no Risk Management Committee
meetings were held in FY 2025.

The Company Secretary of the Company acts as a Secretary to the Committee.

The Company has a well-defined risk management policy and framework which sets out the objectives and elements of
risk management within the Company and helps to promote risk awareness across the organisation and integrate risk
management within the corporate culture. The Risk Management Policy inter-alia includes well defined risk management roles
within the Company, risk appetite and risk tolerance capacity of the Company, identification and assessment of the likelihood
and impact of risk, risk handling and response strategy and reporting of existing and new risks associated with the Company''s
activities in a structured manner. This facilitates timely and effective management of risks and opportunities and achievement
of the Company''s objectives.

The Board, the Audit Committee and the Risk Management Committee have the responsibility for overseeing all risks. The Risk
Management Committee is, inter-alia, authorised to monitor and review the risk assessment, mitigation and risk management
plans for the Company from time to time and report the existence, adequacy, and effectiveness of the above process to the
Board on a periodic basis.

The details of composition of the Risk Management Committee, their terms of reference, meetings held and attendance of
the Committee Members thereat during the financial year under review are provided in the section titled Report on Corporate
Governance, which forms part of the Annual Report.

22. AUDITORS:

Statutory Auditors and Statutory Auditor''s Report:

M/s. Deepak Jindal & Co. , Chartered Accountants were reappointed as Statutory Auditors of the Company, in the Annual
General Meeting held on 30.09.2022 for a term of five consecutive years to hold office from the conclusion of 22^nd Annual
General Meeting of the Company till the conclusion of 27th AGM to be held in the Financial Year 2027 at such remuneration
plus out of pocket expenses and applicable taxes, as may be mutually agreed between the Company and the Auditor.

Pursuant to Section 139 and 141 of the Act and relevant Rules prescribed thereunder, the Statutory Auditors have confirmed
that they are not disqualified from continuing as Auditors of the Company. There were no qualifications, reservations, adverse
remarks or disclaimers made by the Statutory Auditor in their Report. The Notes to the Financial Statements referred in the
Auditors Report are self-explanatory and therefore do not call for any comments under Section 134 of the Companies Act,
2013. The Auditor''s Report is enclosed with the Financial Statements in the Annual Report.

Secretarial Auditors and Secretarial Audit Report:

Pursuant to the provisions of Section 204 of the Companies Act, 2013, read with Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, M/s A. Arora & Company, Practicing Company Secretaries (FCS No. 2191, C.P. No. 993,
Peer Review 2120/2022), were appointed as the Secretarial Auditors of the Company to undertake the Secretarial Audit of the
Company for FY 2025. The Secretarial Audit Report in the prescribed Form No. MR-3 received from M/s A. Arora & Company,
Company Secretaries (FCS No. 993) for the year ended 31 March 2025, is annexed as "Annexure C" and forms part of this
report.

There are no qualifications or observations or adverse remarks or disclaimer of the Secretarial Auditors in its Report.

Pursuant to master circular No. SEBI/HO/CFD/PoD2/CIR/P/2023/120 dated July 11, 2023, issued by Securities and Exchange
Board of India, the Company has obtained Annual Secretarial Compliance Report for the FY 2025, from M/s A. Arora &
Company., Practicing Company Secretaries on compliance of all applicable SEBI Regulations and circulars / guidelines issued
thereunder and the copy of the same has been submitted to the Stock Exchanges on 27 May 2025.

Internal Auditors:

Pursuant to the provisions of Section 138 of the Companies Act, 2013, read with Companies (Accounts) Rules, 2014, Mr. Saravjit
Singh Manager (Accounts) was appointed as the Internal Auditor of the Company to conduct the Internal Audit for the FY 2025.

23. MAINTENENCE OF THE COST RECORDS:

For the financial year 2025, the provisions relating to Cost Audit, as prescribed by the Central Government under Section 148
of the Companies Act, 2013 and the Rules framed thereunder, are applicable to the Company. In accordance with Section 148
of the Act read with the Companies (Cost Records and Audit) Rules, 2014, Indo Farm Equipment Limited has maintained cost
records records for FY 2025.

24. DETAILS IN RESPECT OF FRAUD REPORTED BY AUDITORS:

Pursuant to Section 143(12) of the Companies Act, 2013, during the year under review there were no frauds reported by the
Statutory Auditors of the Company to the Audit Committee or the Board of Directors. Hence, there is nothing to report under
Section 134(3) (ca) of the Companies Act, 2013.

25. MANAGEMENT DISCUSSION AND ANALYSIS:

The Management Discussion and Analysis for the year under review, as stipulated under the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 is annexed to Page No. 32-37.

26. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:

The Securities and Exchange Board of India (SEBI) has mandated the top 1,000 listed companies by market capitalization to
prepare and disclose the Business Responsibility and Sustainability Report (BRSR) from FY 2023 onwards as part of its ESG
disclosure framework.

Indo Farm Equipment Limited is currently ranked among the top 2,000 listed entities but does not fall within the top 1,000
companies required to prepare the BRSR as per SEBI regulations. Accordingly, the Company has not prepared the Business
Responsibility and Sustainability Report for FY 2025.

The Company remains committed to integrating responsible and sustainable business practices and continues to monitor
regulatory developments to ensure timely compliance with applicable requirements.

27. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:.

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

The Audit Committee evaluates the efficiency and adequacy of Financial Control system in the Company, its compliance with
operating systems, accounting procedures at all locations of the Company and strives to maintain a high Standard of Internal
Financial Control.

During the year under review, no material or serious observation has been received from the Auditors of the Company citing
inefficiency or inadequacy of such controls. An extensive internal audit was carried out by M/s. Deepak Jindal & Co.; Chartered
Accountants and post audit reviews were also carried out to ensure follow up on the observations made.

28. VIGIL MECHANISM POLICY:

The Company has adopted a Whistleblower Policy and has established a vigil mechanism for directors and employees in
confirmation with Section 177 of the Act and the Rules framed thereunder and Regulation 22 of the Listing Regulations to
report their concerns. For more details on the Whistleblower Policy please refer to the Corporate Governance Report.

The Company is committed to adhere to the highest standards of ethical, moral and legal conduct of business operations and
in order to maintain these standards the Company encourages the employees to raise their genuine concerns without fear of
criticism. Therefore, Company has Vigil Mechanism and Whistle Blower Policy and has established necessary framework to
protect genuine whistle blowers, employees, third parties from any unfair treatment.

The Vigil Mechanism and Whistle Blower Policy is available on the website of the Company at https://www.indofarm.in/
corporate-governance/.

29. CORPORATE SOCIAL RESPONSIBILITY INITIATIVE:

We believe that while the growth and success of our business is our priority, we can reach our greater goals only if we cater
to the needs of the communities where we operate. Community development involves implementing a long-term plan to
establish a supportive and lasting framework for the progress of communities. As a result, the Company''s approach to CSR
extends beyond fulfilling legal obligations and instead focuses on generating social and environmental benefits.

The CSR committee of the Board oversees and guides our CSR approach and deployment in line with the CSR policy adopted
by the Board. The CSR Policy covers the focus/thrust areas around which the CSR programmes, projects and activities are
planned for creating a significant positive impact on targeted stakeholder groups. During the financial year under review, the
CSR efforts of the Company continued to be directed towards its focus areas in line with the Company''s CSR Policy positively.

A brief outline of the Policy on Corporate Social Responsibility is available on the website of the Company at https://www.
indofarm.in/corporate-governance/.

The Annual Report on CSR activities is enclosed as "Annexure D".

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

The Company consciously makes all efforts to conserve energy across its operations. The information pertaining to
conservation of energy, technology absorption, Foreign Exchange Earnings and Outgo as required under Section 134 (3)(m) of
the Act, read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in "Annexure E" and forms part of this Report.

31. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

In accordance with the provisions of Section 186 of the Act, the details of Loans, Guarantees and Investments made by the Company
as of 31 March 2025 are provided in the notes to the accounts of the Financial Statements which forms part of the Annual Report.

32. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:

The Company has formulated a Policy on materiality of dealing with related party transactions and the same has been hosted
on its website at https://www.indofarm.in/corporate-governance/.

All the related party transactions are placed before the Audit Committee for their review and approval. Further, prior to entering
into related party transactions of repetitive nature and in the ordinary course of business at an arms'' length basis, omnibus
approval of the Audit Committee is obtained. Further, the Company has not entered into any material related party transaction
during the year under review.

All the transactions entered during the financial year under review with the related parties referred to in Section 188 of the Act
were in the ordinary course of the business and on the arm''s length basis and are reported /stated in the Notes to the Accounts
of the Standalone Financial Statements of the Company which forms part of the Annual Report.

Accordingly, the disclosure of related party transactions as required under Section 134(3)(h) of the Act, in Form AOC-2 is not
applicable to the Company, since there were no material transactions with related parties.

33. MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY THAT
OCCURRED BETWEEN THE END OF THE FINANCIAL YEARTO WHICH THE FINANCIAL STATEMENTS RELATE AND THE
DATE OF THE REPORT:

No material changes or commitments affecting the financial position of the Company occurred between the end of the
Financial Year to which these financial statements relate and the date of this report, except as disclosed in this Report.

34. 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:

The Company was not required to obtain this valuation report as there were no instances of any One Time Settlements
executed during the financial year.

35. DETAILS OF SIGNIFICANT MATERIAL ORDERS PASSED BY THE REGULATORS / COURTS / TRIBUNAL IMPACTING THE
GOING CONCERN STATUS AND COMPANY''S OPERATION IN FUTURE

There are no significant material orders passed by the Regulators / Courts / Tribunal which would impact the going concern
status of the Company or will have bearing on company''s operations.

36. RISK AND AREAS OF CONCERN:

The Company has laid down a well-defined Risk Management Policy and Business Continuity Plan to

• Identify the Risk

• Assessment of Risk

• Measurement and Control

• Continuous Assessment

• Risk mitigation process

A detailed exercise is carried out by the Business Continuity Management ("BCM") designated by Board to identify, evaluate,
manage and monitor both business and non-business risk. In this regard, the Company continues to exercise prudence on its
Strategic risks, Regulatory risks, Legal and Secretarial Compliance risks, Financials Risks, Operational Risks, People Risks along
with some other risk which might affect business operation. The Board periodically reviews the risks and suggests steps to be taken
to control and mitigate the same through a properly defined framework. A copy of the risk management policy is placed on the
Company''s website h ttps://www.indofarm.in/. and can be accessed at https://www.indofarm.in/corporate-governance/ .

The following are the key risks faced by the Company and mitigation plans for each of those risks:

38. COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company has devised proper systems to ensure compliance with the applicable Secretarial Standards issued by the Institute
of Company Secretaries of India and has complied with all the applicable provisions of the during the year under review.

39. PREVENTION OF INSIDER TRADING:

For dealing in shares and Unpublished Price Sensitive Information ("UPSI") of the Company and in compliance with the Securities
and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015 ("SEBI Insider Trading Regulations") the Company
has formulated and adopted the following:

• Code of internal procedures and conduct for regulating, monitoring and reporting of trading by insiders

• Code of practices and procedures for fair disclosure of UPSI

The aforesaid policies and codes are designed to maintain the highest ethical standards of trading in securities of the Company,
to regulate, monitor and ensure pre- clearance and reporting of trades by the Designated Persons (including their immediate
relatives) identified basis their functional role/seniority in the Company/ its wholly owned subsidiary Company (including step
down subsidiary), advise designated persons and employees on protection of UPSI and on the compliances and procedures to
be followed while dealing with securities and UPSI of the Company including entry in Structured Digital Database, investigation
procedure in case of leak/suspected leak of UPSI and cautions them of the consequences of violations. The said Code is available
on the website of the Company at https://www.indofarm.in/corporate-governance/ .

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

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and
Redressal of Sexual Harassment ("POSH" policy) at Workplace in line with the provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules there under to provide a safe and harassment
free workplace for every individual working in any office of the Company.

The Company has duly set up an Internal Complaints Committee (ICC) in line with the requirements of The Sexual Harassment
of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013, to redress complaints received regarding sexual
harassment.

As the equity shares of the Company were listed on the National Stock Exchange of India Limited and BSE Limited on 7th January
2025, Indo Farm Equipment Limited qualifies as one of the top 2,000 listed entities based on market capitalization as of the
immediately preceding financial year-end, i.e., 31st March 2025

Accordingly, Regulation 21 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (SEBI LODR), which mandates the constitution of a Risk Management Committee (RMC) for the top 1,000 listed
companies, is not applicable to the Company. Nonetheless, in line with the Company''s commitment to good corporate governance
and proactive risk management, the Board of Directors has voluntarily constituted a Risk Management Committee.

The RMC is entrusted with the responsibility of monitoring and reviewing the Company''s risk assessment, mitigation measures,
and risk management plans on an ongoing basis. Furthermore, the Company has voluntarily adopted a comprehensive Risk
Management Policy to strengthen its risk governance framework.

37. SUMS DUE TO MICRO, SMALL & MEDIUM ENTERPRISES:

Based on the information available with the company regarding the status of the suppliers under the MSME, the principal and
interest amounts remaining unpaid to Micro, Small & Medium Enterprises as on 31st March, 2025 are Rs. 280.87 lac.

The Company did not receive any complaint of sexual harassment during the year under review. Moreover, no complaints

MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT ACT 1961:

The Company affirms that it has duly complied with the provisions of the Maternity Benefit Act, 1961. All eligible women
employees have been extended the statutory benefits prescribed under the Act, including paid maternity leave, continuity
of salary and service during the leave period, and post-maternity support such as nursing breaks and flexible return-to-work
options, as applicable. The Company remains committed to fostering an inclusive and supportive work environment that
upholds the rights and welfare of its women employees in accordance with applicable laws.

41. OTHER INFORMATION:

a. Green Initiative:

To support the "Green Initiative" undertaken by the Ministry of Corporate Affairs (MCA), to contribute towards a greener
environment, the Company has already initiated/ implemented the same. As permitted, delivery of notices, documents, annual
reports etc. are being sent to members via electronic mode.

b. General:

No disclosure or reporting is required in respect of the following items as there were no transactions on these items during the
year under review:

1) Issue of equity shares with differential rights as to dividend, voting or otherwise.

2) Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

3) Buy back of the shares of the Company

4) There is no proceeding pending under the Insolvency and Bankruptcy Code, 2016.

5) There was no instance of onetime settlement with any Bank or Financial Institution.

42. ACKNOWLEDGEMENT:

The Directors also acknowledges and appreciates the contribution made by dedicated and loyal and all past and present
employees at all levels of the Company for their hard work, dedication, commitment and efforts. The Directors also wish to
place on record their appreciation for the continuous co-operation, assistance and support extended by all stakeholders,
Government Authorities, Financial Institutions, Banks, Customers, Dealers, Suppliers etc. of the Company.

For and on behalf of the Board of Directors
Indo Farm Equipment Limited

Ranbir Singh Khadwalia Anshul Khadwalia

Chairman and Managing Director Whole Time Director

DIN: 00062154 DIN: 0524334

Date: 12.08.2025
Place: Chandigarh