Your Directors have pleasure in presenting the 27^th Annual Report together with the Audited Financial Statements of
Signatureglobal (India) Limited (“SGIL” or “the Company”) for the financial year ended 31^st March, 2026.

FINANCIAL HIGHLIGHTS

The consolidated and standalone financial performance of the Company for the financial year ended 31^st March, 2026 is
summarized below:

(Amount/ '' In Millions except Earnings Per Share Data)

The Company has prepared its Standalone and Consolidated
Financial Statements for the financial year 2025-26 in
compliance with the Companies (Indian Accounting
Standards) Rules, 2015, as notified under Section 133 of the
Companies Act, 2013 (“the Act”).

In accordance with Ind AS 115, revenue from real estate
projects is recognized when the performance obligations are
essentially complete and credit risks have been significantly
eliminated. The performance obligations are considered to be

complete when control over the property has been transferred
to the buyer i.e. offer for possession (possession request
letter) of properties have been issued to the customers and
substantial sales consideration has been received from the
customers.

Further, the costs estimates are reviewed periodically and
effect of any change in such estimate is recognized in the
period such changes are determined. However, when the
total estimated cost exceeds total expected revenues from
the contracts, the loss is recognized immediately.

STATE OF COMPANY’S AFFAIRS

The Company has steadily expanded its operations across
the Delhi-NCR region over the past decade. In Fiscal 2026,
it sold 2,124 residential and commercial units, comprising
an aggregate saleable area of 5.41 million square
feet. The Company''s sales (net of cancellations) have
demonstrated strong growth, increasing at a compound
annual growth rate (CAGR) of 33%, from '' 25,900 million in
Fiscal 2022 to '' 82,478 million in Fiscal 2026.

As of March 31, 2026, the Company had completed projects
with an aggregate developable area of 12.60 million square
feet and had an additional 5.30 million square feet under
development across its ongoing projects.

During Fiscal 2026, the Company at consolidated level,
reported a profit after tax of '' 10,946.44 million, compared
to '' 1,012.09 million in Fiscal 2025. This significant increase
was primarily attributable to gains arising from the strategic
joint venture partnership with Millennia Realtors Private
Limited of the RMZ Group in Gurugram Commercity Limited,
a wholly owned subsidiary of the Company. The Company''s
adjusted EBITDA stood at '' 2,409.51 million in Fiscal 2026,
with an adjusted EBITDA margin of 9.28%.

CHANGE IN THE NATURE OF BUSINESS

There has been no change in the nature of business of the
Company during the year under review.

INFORMATION ABOUT SUBSIDIARY/ JOINTVENTURE/ ASSOCIATE COMPANY

During the Financial Year under review, the following changes
have taken place:

• The Company has acquired the balance 15.41% equity
shareholding (4,15,600 equity shares of '' 10/- each) of
Indeed Fincap Private Limited (Indeed). Pursuant to the
said acquisition of equity shares, Indeed has become a
wholly owned subsidiary of the Company w.e.f. 20^th June,
2025.

• The Company has entered into a Securities Subscription
and Purchase Agreement (''SSPA'') on 14^th February,
2026 for strategic collaboration and creation of joint
venture with Millennia Realtors Private Limited (RMZ), for
development of a mixed-use project, comprising of office
buildings, hotel(s) and retail space (i.e. design district),
utilizing approximately 3.94 million square feet of FSI on
the Southern Peripheral Road in Gurugram.

On 30^th March, 2026, the Company completed the
transfer and sale of 35,69,731 (Thirty Five Lakhs Sixty
Nine Thousand Seven Hundred and Thirty One) equity
shares of face value of '' 10/- each held by the Company
in Gurugram Commercity Limited (GCL) to RMZ at

a price of 158.84/- per equity share (rounded off),
aggregating to a total consideration of 56.70 crores
and GCL has allotted 7,78,60,538 (Seven Crore Seventy
Eight Lakhs Sixty Thousand Five Hundred and Thirty
Eight) fresh equity shares to RMZ at 158.84/- per
equity share for 1,236.77 Crores. The Company and
RMZ each now holds 50% shareholding in GCL and,
consequently, GCL has ceased to be a subsidiary of
the Company and has become a 50:50 joint venture of
the Company and the RMZ, with effect from 30^th March,
2026.

• During the financial year ended 31^st March 2026, all the
subsidiary companies, except Indeed Fincap Private
Limited, were converted from Private Limited to Public
Limited Companies.

HIGHLIGHTS OF PERFORMANCE OF
SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURES

As on 31^st March, 2026, the Company has 12 (twelve)
Subsidiary Companies and 1 (one) Joint Venture Company.
The performance highlights of the material subsidiary
companies during the year are given below:

Signatureglobal Homes Limited (“SGHL”)

SGHL is a wholly owned subsidiary Company and is engaged
in the business of real estate development.

SGHL reported turnover of '' 3,105.13 millions for the year
ended 31^st March, 2026 (31^st March, 2025: '' 5,827.91
millions) and reported a net profit of '' 141.93 millions during
the Financial Year ended 31^st March, 2026 vis-a-vis net
profit of '' 1,009.44 millions during the previous year ended
31 ^st March, 2025.

Signatureglobal Developers Limited (“SGDL”)

SGDL is a wholly owned subsidiary Company and is engaged
in Real Estate Promoters, developers & Project Management
Association including civil, mechanical, electrical and all other
types of erection, commission projects, project trading as
well as consultant for execution of projects on turnkey basis
for equipment of industrial, domestic and other purposes.
The Company focuses on affordable housing projects.

SGDL reported turnover of '' 5,495.47 millions for the year
ended 31^st March, 2026 (31^st March, 2025: '' 5,332.98
millions) and reported a net profit of '' 747.11 millions during
the Financial Year ended 31 ^st March, 2026 vis-a-vis net profit
of '' 52.18 millions in the previous year ended 31^st March,
2025.

A statement containing the salient features of the financial
statements of the Subsidiaries, Joint Ventures and Associates
of the Company is attached in Form AOC-1 as Annexure I as

required under Rule 5 of the Companies (Accounts) Rules,
2014.

The highlights of the performance of Subsidiaries and Joint
Ventures and their contribution to the overall performance of
the Company are included in Note Nos. 48 and 49A of the
Consolidated Financial Statements and forms part of this
Annual Report.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3) (a) of
the Act, the Annual Return for the financial year ended on
31^st March, 2026 is available on the Company''s website at
https://cdn.signatureglobal.in/documents/Annual-Return-
FY-2025-26-jWkC0eckkyx0HV5gii4ngQ.pdf

DIRECTORS AND KEY MANAGERIAL PERSONNEL
(KMPs)

Your Directors express their profound grief and deep sorrow on
the sad demise of Mr. Kundan Mal Agarwal (DIN: 00043115),
Independent Director of the Company, who passed away
on 18^th February 2026. Mr. Agarwal was an Independent
Director on the Board of the Company since 2^nd April, 2021.
He was also the Chairman of Audit Committee and member of
Nomination and Remuneration Committee, Corporate Social
Responsibility Committee and Risk Management Committee.

The Board expresses its deep appreciation for the valuable
contribution made by Mr. Agarwal in the growth of the
Company and acknowledges the significant contributions and
invaluable guidance provided by him during his tenure as an
Independent Director of the Company.

He stood for what he believed in, a leader driven by strong
core values, high integrity, and dedication to progress.

After the closure of the Financial Year, the Board of
Directors on the recommendation of Nomination and
Remuneration Committee (NRC), approved the appointment
of Mr. Bharat Bhushan (DIN: 03199591), as an Additional
Director in the category of Non-Executive Independent
Director of the Company, not liable to retire by rotation, for a
first term of 5 (five) consecutive years w.e.f. 13^th May, 2026.
The Members of the Company also approved the appointment
of Mr. Bhushan as an Independent Director of the Company,
through Special Resolution passed by way of Postal Ballot on
28^th June, 2026.

In the opinion of the Board, Mr. Bharat Bhushan is a person
of integrity, possesses relevant expertise and experience and
fulfils the conditions specified in the Companies Act, 2013
read with the relevant Rules made thereunder and the Listing
Regulations for appointment as an Independent Director and
is independent of the management.

Pursuant to Section 150 read with Rule 6 of the Companies
(Appointment and Qualification of Directors) Rules, 2014,
the Independent Directors are required to pass an online
proficiency self-assessment test conducted by the Indian
Institute of Corporate Affairs (IICA) within a period of two
years from the date of inclusion of name in the data bank
unless they meet the criteria specified for exemption.
Mr. Bhushan has registered his name in the Independent
Director''s databank maintained by the IICA and will appear
for the online proficiency self-assessment test within the
stipulated timeline.

In accordance with the provisions of Section 152(6) of the Act,
Mr. Pradeep Kumar Aggarwal (DIN: 00050045), Chairman
and Whole Time Director, retires by rotation at the ensuing
Annual General Meeting (AGM) and being eligible, offers
himself for re-appointment.

After closure of the Financial Year, based on performance
evaluation and the recommendation of the Nomination and
Remuneration Committee, the Board at its meeting held on
6^th August, 2026, subject to the approval of the Members of the
Company at the ensuing AGM, approved the re-appointment
of Mr. Chandra Wadhwa (DIN: 00764576) as an Independent
Director of the Company for a second term of 5 (five)
consecutive years w.e.f. 15^th February, 2027, not liable to
retire by rotation and re-appointment of Ms. Lata Pillai (DIN:
02271155) and Mr. Venkatesan Narayanan (DIN: 00765294)
as Independent Directors of the Company for a second term
of 5 (five) consecutive years w.e.f. 15^th March, 2027, not liable
to retire by rotation. Accordingly, separate items seeking
members'' approval for the re-appointment of these three
Independent Directors of the Company are included in the
Notice convening the 27^th AGM.

Mr. Narayanan will be attaining the age of 75 years during his
second term, therefore, as required under the provisions of
Regulation 17 (1A) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (the Listing Regulations),
the proposal for his continuation as an Independent Director
of the Company notwithstanding his having attained the age
of 75 years, is also being placed before the Members for their
approval.

Mr. Chandra Wadhwa, Ms. Lata Pillai and
Mr. Venkatesan Narayanan meet the criteria of independence
as mentioned under Section 149(6) of the Act and Regulation
16(1 )(b) of the Listing Regulations and they have also
confirmed that they are not debarred from holding the office
of director by virtue of any SEBI order or any other authority.

A brief resume, details of expertise and other directorships/
committee memberships etc. held by Mr. Pradeep Kumar
Aggarwal; and Mr. Chandra Wadhwa, Ms. Lata Pillai and

Mr. Venkatesan Narayanan, Independent Directors, forms
part of the Notice convening the ensuing AGM.

There was no change in the KMPs during the year under
review.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declarations from all
the Independent Directors of the Company as required under
Section 149(7) of the Companies Act, 2013 and Regulation
25(8) of the Listing Regulations, confirming that they meet the
criteria of independence as laid down under Section 149(6)
of the Companies Act, 2013 and Regulation 16(1)(b) of the
Listing Regulations, respectively.

In compliance with Section 150 of the Companies Act,
2013 read with Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014, all the Independent
Directors have registered their names in the databank
maintained by the Indian Institute of Corporate Affairs (IICA).
All the Independent Directors have either passed the online
proficiency self-assessment test conducted by IICA or have
been exempted by the Act or have time available to undertake
the said test.

SHARE CAPITAL
Authorised Share Capital

The Authorised Share Capital of the Company as on
31^st March, 2026 was '' 50,00,00,000/- (Rupees Fifty Crores
Only) divided into 50,00,00,000 equity shares of the face
value of '' 1/- each. During the year under review, there was
no change in the Authorised Share Capital of the Company.

Paid Up Share Capital

The paid up equity share capital as on 31^st March, 2026 was
'' 14,05,10,691/- (Rupees Fourteen Crore Five Lakhs Ten
Thousand Six Hundred and Ninety One Only) divided into
14,05,10,691 equity shares of the face value of '' 1/- each.
During the year under review, there was no change in the
Paid Up Share Capital of the Company.

After the closure of Financial Year under review, the
Nomination and Remuneration Committee approved the
allotment of 1,75,335 (One Lakh Seventy Five Thousand
Three Hundred and Thirty Five) equity shares of '' 1/- each,
pursuant to exercise of stock options by the eligible employees
under the Signatureglobal Employee Stock Option Plan 2024,
of the Company. Consequently, the paid-up share capital of
the Company has increased from '' 14,05,10,691/- (divided
into 14,05,10,691 Equity Shares of face value of '' 1/- each)
to '' 14,06,86,026/- (divided into 14,06,86,026 Equity Shares
of face value of '' 1/- each).

DEBENTURES

During the financial year under review, on 16^th October 2025,
the Company had allotted 87,500 11% Rated, Listed, Secured,
Redeemable, Non-Convertible Debentures (NCDs), of face
value of '' 1,00,000/- each aggregating to '' 8,75,00,00,000/-
(Rupees Eight Hundred Seventy Five Crores only) on a
private placement basis which were got listed on the Debt
Market segment of BSE Limited w.e.f. 17^th October, 2025.
The Company has fully utilised the proceeds raised through
issue of NCDs in accordance with the purpose as defined
under the Debenture Trust Deed and there has been no
deviation/ variation in utilization of proceeds of these NCDs.

The NCDs are redeemable in twelve equal quarterly
instalments, starting from 15^th April, 2026 to 15^th January,
2029. The interest on NCDs are payable on quarterly basis
starting from 15^th January, 2026. The Company has made the
payment of interest due on these NCDs and part principal
amount towards partial redemption, within the due dates as
per the terms and conditions of issuance of these NCDs.

The NCDs issued by the Company were assigned CARE
A rating with Stable Outlook by CARE Ratings Limited on
30^th July, 2025. The said rating was reaffirmed by CARE
Ratings Limited on 23^rd September, 2025.

SIGNATUREGLOBAL EMPLOYEE STOCK OPTION
PLAN 2024

As per the Signatureglobal Employee Stock Option Plan
2024 (the ESOP Plan), the NRC, which has been designated
as Compensation Committee, has at its meeting held on
15^th May, 2025 approved the grant of 8,50,000 (Eight Lakhs
Fifty Thousand Only) stock options under the ESOP Plan to
the eligible employees of the Company and its subsidiary
companies. Each of the stock options is convertible into one
Equity Share of face value of ''1/- each of the Company.

After the closure of Financial Year under review, NRC at its
Meeting held on 24^th June, 2026 has approved the allotment of

1.75.335 (One Lakh Seventy Five Thousand Three Hundred
and Thirty Five) equity shares pursuant to exercise of vested
stock options under the ESOP Plan of the Company. The said

1.75.335 equity shares were got listed on the National Stock
Exchange of India Limited and BSE Limited with effect from
2^nd July, 2026.

It is confirmed that the ESOP Plan is in compliance with the
SEBI (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021 (ESOP Regulations) and during the year
under review no change was made to the ESOP Plan.

The requisite disclosures as mandated under ESOP
Regulations is available on the website of the Company at
https://cdn.signatureglobal.in/documents/ESOP-Disclosure-
FY-2025-26-KPPA0KO-5gUZ9kn_U0I7gg.pdf.

A certificate has been received from M/s Deepak Sharma &
Associates, Secretarial Auditors of the Company, confirming
that the ESOP Plan has been implemented in accordance
with the ESOP Regulations and is in accordance with the
resolutions passed by the Members of the Company at their
25^th AGM held on 28^th September, 2024. The said certificate
will be available for inspection by Members at the ensuing
AGM.

LISTING

The equity shares of the Company are listed at BSE Limited
and National Stock Exchange of India Limited.

During the Financial Year under review, the Non-Convertible
Debentures issued by the Company on private placement
basis were got listed on the Debt Market Segment of BSE
Limited w.e.f. 17^th October, 2025.

ANNUAL LISTING FEE

The Annual Listing Fees for the financial year 2026-27 has
been paid to both the Stock Exchanges i.e. BSE Limited and
National Stock Exchange of India Limited.

TRANSFER OF UNCLAIMED DIVIDEND TO
INVESTOR EDUCATION AND PROTECTION FUND

The Company has not declared any dividend on the Equity
Shares, therefore, provisions for transfer of unclaimed/unpaid
dividend and shares to Investor Education and Protection
Fund under the Companies Act, 2013 are not applicable.

DIVIDEND

The Board does not propose to pay any dividend for the
financial year ended 31^st March, 2026. The Dividend
Distribution Policy of the Company is available at the website
of the Company at https://cdn.signatureglobal.in/documents/
Dividend-Distribution-Policy-CGCLLlVHkLgmcEz1Zo_XdQ.
pdf.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF
THE VALUATION DONE AT THE TIME OF ONE TIME
SETTLEMENT AND THE VALUATION DONE WHILE
TAKING LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS
THEREOF

There was no instance of one-time settlement with any Bank
or Financial Institution during the financial year 2025-26.

AMOUNT TRANSFERRED TO RESERVES

The Company has not transferred any amount to the
General Reserve, Debenture Redemption Reserve, Capital
Redemption Reserve, etc., during the Financial Year ended
31 ^st March, 2026.

PUBLIC DEPOSITS

During the year under review, the Company has neither
invited nor accepted any deposits from the public pursuant to
the provisions of Section 73 of the Companies Act, 2013 read
with the Companies (Acceptance of Deposits) Rules, 2014.

MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments have occurred
between the end of the financial year and the date of this
report which could affect the financial position of the Company.

RISK MANAGEMENT

The Board has constituted a Risk Management Committee
(''RMC''), pursuant to the provisions of Regulation 21 read
with Part D of Schedule II of the Listing Regulations to frame,
implement and monitor the risk management process and
framework of the Company. The details of the composition
of the RMC, its terms of reference, number of meetings held
during the financial year, attendance at meetings and other
requisite details as required under Listing Regulations are
provided in the Corporate Governance Report which forms
part of the Annual Report.

The RMC periodically reviews the risk landscape, effectiveness
of mitigation plans and adherence to the Risk Management
Policy. Risk registers are maintained and updated to reflect
risk exposures and corrective actions are undertaken
promptly to address critical risks. Regular risk reporting to the
RMC and the Board ensures oversight and alignment with the
Company''s overall governance framework.

The Risk Management Policy provides a structured and
systematic framework to proactively identify, assess, monitor,
and mitigate various types of risks that may impact the
Company''s business operations, financial stability, reputation,
and long-term sustainability, which helps managing both
internal and external risks, in alignment with the Company''s
strategic objectives.

Based on the risk assessments conducted, no risk has been
identified which, in the opinion of the Board, threatens the
existence of the Company as a going concern. Various risks
that may impact our sector include Macro-economic risk,
Inflation risk, Interest Rate risk, Regulatory risk, Manpower
risk, Climate risk etc. which may have a material impact
on business performance if not effectively monitored and
mitigated.

As per the Risk Management Policy, the RMC has constituted
a sub-committee namely Risk and Compliance Committee
(''RCC'') comprising of senior officials of the Company and
delegated it with various responsibilities including to assist

RMC in implementation, monitoring and reviewing the
effectiveness of the risk management process. The RCC
reports to RMC on matters related to risks and its mitigation
plans.

DETAILS OF INTERNAL FINANCIAL CONTROLS
WITH REFERENCE TO THE FINANCIAL
STATEMENTS

The Company has established and maintains a robust
internal financial control framework commensurate with the
size, scale, and complexity of its operations. These controls
are designed to provide reasonable assurance regarding the
reliability of financial reporting, the safeguarding of assets,
and compliance with applicable laws and regulations.

The Company has implemented well-defined policies,
procedures, and standard operating processes to ensure the
timely, accurate, and complete recording and reporting of
financial information in accordance with applicable accounting
standards and statutory requirements. The internal control
system provides for appropriate authorization, recording,
and monitoring of transactions, thereby safeguarding the
Company''s assets against unauthorized use, loss, or
disposition.

The Company''s internal financial controls support compliance
with various regulatory and statutory requirements, including
those relating to accounting, taxation, corporate laws, and
industry-specific regulations. The adequacy and effectiveness
of these controls are periodically evaluated through internal
and external audits. Any control deficiencies or areas requiring
improvement are promptly addressed through appropriate
corrective actions.

The internal control framework also contributes to operational
efficiency by promoting process standardization, minimizing
redundancies, and supporting effective resource utilization.
In addition, the Company has established adequate
information technology general controls, including access
management and security protocols, to safeguard financial
information and maintain the integrity and reliability of its
financial systems.

The effectiveness of the internal financial control environment
is subject to continuous monitoring and review by management
and the internal audit function. Significant observations and
recommendations arising from such reviews are placed before
the Audit Committee, and necessary remedial measures are
implemented in a timely manner.

Based on the evaluation of the internal financial controls,
the management is of the view that the Company has, in all
material respects, adequate internal financial controls with
reference to the financial statements, and that such controls
were operating effectively during the year.

PREVENTION OF INSIDER TRADING

In compliance with the provisions of SEBI (Prohibition of
Insider Trading) Regulations, 2015 (''PIT Regulations''), the
Company has formulated the ''Code of Conduct for regulating,
monitoring and reporting of trading by Designated Persons
(DPs) and their immediate relatives'' (''Code of Conduct'')
and ''Code of Practices and Procedures for fair disclosure
of Unpublished Price Sensitive Information'' (Code for fair
disclosure of UPSI).

The Company has an adequate and effective system of internal
controls, including identification of Designated Persons,
maintaining confidentiality of UPSI, communicating UPSI only
for legitimate purposes, maintenance of Structured Digital
Database etc., to ensure compliance with the requirements
of the SEBI PIT Regulations in order to prevent insider
trading. The Company also circulates regular emails including
intimation regarding Trading Window Closure, to sensitize
the Designated Persons/ Insiders about the responsibilities
attached to the receipt of UPSI. The Audit Committee has
also reviewed the compliance with the provisions of PIT
Regulations and found that the systems for internal controls
are adequate and operating effectively.

ANNUAL EVALUATION BY THE BOARD

The Board, pursuant to the provisions of the Act and Listing
Regulations, has carried out an Annual Evaluation of its own
performance, performance of the Board Committees and of
the individual Directors (including the Independent Directors)
on various parameters.

The criteria for the evaluation of the performance of the Board,
the Committees of the Board and the individual Directors,
including the Chairperson of the Board was approved by
the NRC of the Company. The Board decided to circulate
the set of questionnaires for the performance evaluation to
the Directors and on the basis of those questionnaires, the
evaluation of the Board Committees and of the individual
Directors (including the Independent Directors) was done for
the financial year 2025-26.

The performance evaluation of the Non-Independent
Directors, the Board as a whole and Chairman of the Board
was carried out by the Independent Directors in their separate
meeting.

The Directors expressed their satisfaction with the evaluation
process. Further, the evaluation process confirms that the
Board and its Committees continue to operate effectively and
the performance of the Directors is satisfactory.

PARTICULARS OF EMPLOYEES

The details required under Section 197(12) of the Act read with
Rule 5(1) of the Companies (Appointment and Remuneration

of Managerial Personnel) Rules, 2014 is given in Annexure
II of this Board''s Report. In terms of Section 136(1) of the
Act, the Board''s Report and Financial Statements is being
sent to the Members and others entitled thereto, excluding
the Statement of Particulars of Employees as required under
Rule 5(2) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 as amended. The said
statement is available for inspection by the Members at the
Registered Office of the Company during business hours on
working days up to the date of the ensuing AGM.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has in place a ''Whistle Blower Policy'' to
provide Vigil Mechanism to the employees including Directors
of the Company to report genuine concerns or grievances
about unethical behaviour, actual or suspected fraud or
violation of the Company''s Code of Conduct or Ethics Policy.
The Company is committed to adhere to the highest standards
of ethical, moral and legal conduct of business operations.

The said mechanism also provides for adequate safeguards
against victimisation of persons who use such mechanism.
The provisions of this Policy are in line with the provisions of
Section 177(9) of the Act read the Rules made thereunder
and Regulation 22 of the Listing Regulations. The Audit
Committee, on quarterly basis, reviews the functioning of the
Whistle Blower/ Vigil Mechanism. The Company''s Whistle
Blower Policy is available on the website of the Company
at https://cdn.signatureglobal.in/documents/Whistle-Blower-
Policy-Yw8xuyl6MVI3Nw2ySzAXlA.pdf.

During the period under review, the Company has not
received any complaint under the Whistle Blower Policy of
the Company.

MEETINGS OF THE BOARD OF DIRECTORS AND
COMMITTEE(S)

The Board met 7 (Seven) times during the year ended
31^st March, 2026. The number of meetings of the Board
and various Committees of the Board including attendance,
composition etc, as required under the Listing Regulations,
are set out in the Corporate Governance Report which
forms part of Annual Report. The intervening gap between
the meetings was within the time limit prescribed under the
provisions of Section 173 of the Act and Listing Regulations.

In accordance with the provisions of Schedule IV of the
Act and applicable provisions of the Listing Regulations,
a separate meeting of the Independent Directors of the
Company was held on 24^th March, 2026 without the
presence of Non-Independent Directors and members of the
Management.

The Board has constituted the following Committees with
adequate delegation of powers and authorities:

I. Audit Committee

II. Nomination and Remuneration Committee

III. Stakeholders'' Relationship Committee

IV. Corporate Social Responsibility Committee

V. Risk Management Committee

VI. Environmental, Social and Governance Committee
(constituted on 7^th November, 2025)

VII. Banking and Finance Committee

VIII. Project Committee

IX. Debenture Committee

Out of the aforesaid Committees, the details of the composition
of the Committees, their terms of reference, attendance of
Directors at meetings of the Committees and other requisite
details as required under the Listing Regulations are provided
in the Corporate Governance Report which forms part of the
Annual Report.

SECRETARIAL STANDARDS

The Secretarial Standards i.e. SS-1 and SS-2 issued by the
Institute of Company Secretaries of India (ICSI) relating to
meetings of the Board of Directors and General Meetings,
respectively have been duly complied with by the Company.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies
Act, 2013, the Directors hereby confirm that:

a. in the preparation of the annual accounts for the financial
year ended 31^st March, 2026, the applicable Accounting
Standards have been followed along with proper
explanation and there are no material departures from
the same;

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 as at
31 ^st March, 2026 and of the profit of the Company for the
year ended on that date;

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

d. they have prepared the annual accounts of the Company
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 are operating effectively; and

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

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT (BRSR)

Pursuant to Regulation 34(2)(f) of the Listing Regulations, top
1000 listed entities based on the average market capitalization
are required to prepare BRSR as a part of Annual Report
and top 500 listed entities based on the average market
capitalization are also required to mandatorily undertake
assessment or assurance of the BRSR Core, as per the
specified glide path.

Since your Company is covered in the top 500 Listed
Companies as per the average market capitalization as
on 31^st December 2024, the Board appointed PIERAG
Consulting LLP as Assurance Provider to undertake the
Reasonable Assurance on identified sustainability information
(BRSR Core) for the Financial Year 2025-26.

The BRSR for the Financial Year 2025-26 along with
Reasonable Assurance Report on BRSR Core, as stipulated
under the said Regulation, is annexed separately forming part
of the Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

In terms of Regulation 34(2)(e) of the Listing Regulations,
the Management Discussion and Analysis Report for the
year under review is annexed separately forming part of the
Annual Report.

CORPORATE GOVERNANCE

The Company is committed to adhere to the best corporate
governance practices. The separate section on Corporate
Governance and a Certificate from the Practicing Company
Secretary regarding compliance of the conditions of Corporate
Governance as stipulated under Listing Regulations forms
part of the Annual Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has a Board approved Corporate Social
Responsibility Policy (“CSR Policy”) which outlines the
Company''s philosophy and responsibility and lays down the
guidelines and mechanism for undertaking socially impactful
programs towards welfare and sustainable development of
the community around the area of its operations. The CSR
Policy of the Company is available on the website of the
Company and the weblink is: https://cdn.signatureglobal.in/
documents/CSR-Policy-BdtqOK-V9w130UCnlpwIiQ.pdf

Pursuant to Section 134(3)(o) of the Act read with Rule 8
of the Companies (Corporate Social Responsibility) Rules,
2014, as amended, the Annual Report on CSR activities of the
Company undertaken during the year under review, including
salient features of Company''s CSR Policy forms part of this
Report as Annexure III.

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Act read
with Rules made thereunder, M/s Walker Chandiok & Co
LLP, Chartered Accountants (FRN: 001076N/N500013) were
appointed as the Statutory Auditors of the Company in the
23^rd Annual General Meeting (AGM) of the Company held on
30^th September, 2022 to hold office for a period of 4 (four)
years till the conclusion of ensuing 27^th AGM. The second
term of M/s. Walker Chandiok & Co. LLP will expire at the
ensuing AGM.

After the closure of Financial Year 2025-26, the Board of
Directors at its Meeting held on 13^th May, 2026 approved
the appointment of M/s. S. N. Dhawan & Co LLP, Chartered
Accountants (FRN: 000050N/N500045) as Statutory Auditors
of the Company, to hold office for first term of 5 (five)
consecutive years from the conclusion of ensuing 27^th AGM till
the conclusion of 32^nd AGM, subject to approval of Members
of the Company. Accordingly, resolution seeking members''
approval for the appointment of M/s. S. N. Dhawan & Co LLP,
Chartered Accountants as Statutory Auditors of the Company
is included in the Notice convening the 27^th AGM.

The Auditors'' Reports as received from M/s Walker Chandiok
& Co LLP, Chartered Accountants, do not contain any
qualification, reservation, adverse remark or disclaimer of
opinion. The Notes to the Financial Statements (including
the Consolidated Financial Statements) referred to in the
Auditors'' Report are self-explanatory and do not call for any
further comments.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Act read
with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 and Regulation 24A
and other applicable provisions of the Listing Regulations,
Members of the Company at their 26^th Annual General
Meeting held on 23^rd September, 2025, had approved the
appointment of M/s Deepak Sharma & Associates, Company
Secretaries (FCS No.: 6309, C.P No.: 6898), as Secretarial
Auditors of the Company for a period of 5 (five) consecutive
years, from Financial Year 2025-26 to Financial Year
2029-30. The Secretarial Audit Report for the Financial Year
ended 31^st March, 2026 is annexed at Annexure IV. The said
report does not contain any qualification, reservation, adverse
remark or disclaimer.

All material subsidiaries of the Company have also
undergone Secretarial Audit as required under Section 204
of the Act and Regulation 24A of the Listing Regulations.
Accordingly, the Secretarial Audit Reports for the financial
year 2025-26 of the material subsidiary companies, issued
by M/s Deepak Sharma & Associates, Company Secretaries,
are annexed at Annexure-V(a) and V(b). The said reports
are self-explanatory and do not contain any qualification,
reservation, adverse remark or disclaimer.

INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Act read with
Rules made thereunder, the Board, on the recommendation
of the Audit Committee (AC), has approved the appointment
of M/s. Jain Jindal & Co., Chartered Accountants (FRN:
025817N), as Internal Auditor of the Company for the financial
year 2025-26.

Internal Audit Reports are discussed with the management
and are also reviewed by the AC on quarterly basis. During the
year under review, the Internal Auditors carried out their
functions as per the scope of work assigned and their reports
were placed at the meetings of the AC.

COST AUDITORS

Pursuant to the provisions of Section 148 of the Companies
Act, 2013 read with Rules made thereunder, the Board, on the
recommendation of the Audit Committee (AC), at its Meeting
held on 7^th August, 2025, has approved the appointment of
M/s Goyal, Goyal and Associates, Cost Accountants (FRN:
000100) as Cost Auditor of the Company for the financial year
2025-26 and the necessary resolution for ratification of the
remuneration payable to the cost auditors was approved by
the members of the Company in the 26^th AGM.

In accordance with the provisions of Section 148(1) of the
Act, read with the Companies (Cost Records and Audit)
Rules, 2014, maintenance of cost records is required by
the Company and accordingly such records are made and
maintained by the Company.

The Cost Audit Report for the Financial Year 2025-26 as issued
by M/s Goyal, Goyal and Associates, Cost Accountants, does
not contain any reservation or qualification or observation or
suggestion.

As per the provisions of Section 148 of the Act read with the
Companies (Audit and Auditors) Rules, 2014, the Board, on the
recommendation of the AC, at its Meeting held on 6^th August,
2026, has approved the appointment of M/s. Goyal, Goyal
and Associates, Cost Accountants (FRN: 000100) as the
Cost Auditor of the Company for the Financial Year 2026-27
and approved subject to the ratification by the members of
the Company, the remuneration payable to Cost Auditors.
Accordingly, resolution seeking members'' ratification for the

remuneration payable to M/s Goyal, Goyal and Associates,
Cost Accountants for the Financial Year 2026-27 is included
in the Notice convening the 27^th AGM.

DETAILS IN RESPECT OF FRAUD REPORTED
BY AUDITOR UNDER SECTION 143 (12) OTHER
THAN THOSE WHICH ARE REPORTABLE TO THE
CENTRAL GOVERNMENT

There was no fraud reported in the Company during the
Financial Year ended 31^st March, 2026. This is also being
supported by the reports of the auditors of the Company as
no fraud has been reported in their audit report under Section
143 (12) of the Companies Act, 2013 for the Financial Year
ended 31^st March, 2026.

PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS

The Company is engaged in the business of providing
infrastructural facilities viz., real estate development as
defined under Schedule VI read with section 186(11) of the
Act. Hence, the provisions of section 186 of the Act, are not
applicable to the Company except sub-section (1) of the said
section.

The details of the loan, guarantee and investment made by the
Company are given under Notes 5 and 14 of the Standalone
Financials Statements of the Company for the Financial Year
ended 31^st March, 2026.

PARTICULARS OF CONTRACTS OR
ARRANGEMENTS MADE WITH RELATED
PARTIES PURSUANT TO SECTION 188 (1) OF THE
COMPANIES ACT, 2013

The Company has robust processes and procedures for
identification and monitoring related party(ies) and related
party transactions.

During the year under review, the Board of Directors,
on recommendation of the Audit Committee, reviewed
and updated the ''Policy on Materiality of Related Party
Transactions'' in order to align the same with the amendments
in the Listing Regulations and implementation of Industry
Standards on ''Minimum Information to be provided to the
Audit Committee and Shareholders for approval of Related
Party Transactions'' and to give effect to other incidental
changes.

During the Financial Year under review, the Company has
entered into various transactions with its related parties.
All related party transactions are undertaken in compliance
with the applicable provisions of the Act and Listing
Regulations. The requisite details/ information including the
information required to be placed in pursuance to the SEBI
Circular on Industry Standards on “Minimum information to
be provided to the Audit Committee and Shareholders for

approval of Related Party Transactions”, if applicable, were
placed before the Audit Committee.

The detailed disclosure on related party transactions as per
IND AS-24 containing names of related parties and details of
the transactions entered into with them have been provided
under Note No. 37 of the Standalone Financial Statements of
the Company.

There were no related party transactions entered into by the
Company with Directors, KMPs or other related parties which
may have a potential conflict with the interest of the Company.

All Related Party Transactions were carried out on an arm''s
length basis and the approval of Board of Directors has been
taken in case of the Related Party Transactions that are not
in the ordinary course of business. The disclosure of related
party transactions as required under Section 134(3)(h) of the
Act in Form AOC-2 is attached as Annexure VI.

No Material Related Party Transactions were entered into by
the Company during the Financial Year under review.

POLICY ON DIRECTOR’S APPOINTMENT AND
REMUNERATION

Pursuant to Section 134(3)(e) and Section 178(3) of the Act,
the NRC of the Board had fixed the criteria for nominating
a person on the Board which inter alia include desired size
and composition of the Board and age limit, qualification/
experience, areas of expertise and independence of
individual.

Pursuant to the provisions of Section 178 of the Act and
Regulation 19 read with Para A of Part D of Schedule II
of the Listing Regulations, the Board of Directors, on the
recommendation of NRC of the Company, had framed
Nomination and Remuneration Policy for Nomination
and Appointment of Directors, Senior Management
Personnel and payment of remuneration to Directors, Key
Managerial Personnel and Senior Management Personnel
and other employees of the Company. The Board, on the
recommendation of the NRC, approves the appointment of
Senior Management Personnel from time to time including
the remuneration payable to them in whatever form.
The NRC has also developed the criteria for determining
the qualifications, positive attributes and independence of
Directors and for remuneration to Executive Directors of the
Company. The Nomination and Remuneration Policy of the
Company is available on Company''s website at https://cdn.
signatureglobal.in/documents/Nomination-and-Remuner
ation-Policy--G1i2qya4DJyIsjf868HNw.pdf

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

The Company has zero tolerance towards Sexual Harassment
of Women at Workplace and values the dignity of individuals
and is committed to provide an environment, which is free of
discrimination, intimidation and abuse.

As per the requirement of The Sexual Harassment of Women
at Workplace (Prevention, Prohibition & Redressal) Act, 2013
(''POSH Act'') and Rules made there under, the Company has
adopted a Sexual Harassment Policy for women to ensure
healthy working environment without fear of prejudice, gender
bias and sexual harassment and complying with the other
applicable provisions of the POSH Act.

As per the requirement of the POSH Act and Rules made
thereunder, the Company constituted an Internal Complaints
Committee (ICC) to redress the complaints received
regarding sexual harassment. During the year under review,
the Company has not received any complaint pertaining to
sexual harassment.

COMPLIANCE WITH THE PROVISIONS OF THE
MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions relating to
the Maternity Benefit Act, 1961 and extending all statutory
benefits to eligible women employees. 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.

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

The information on conservation of energy, technology
absorption and foreign exchange earnings and outgo
stipulated under Section 134(3)(m) of the Act, read with Rule
8 of the Companies (Accounts) Rules, 2014 is detailed in
Annexure VII to this Board''s Report.

OTHER INFORMATION

During the year under review:

• There has been no issue of equity shares with differential
rights as to dividend, voting or otherwise;

• There has been no issue of shares (including sweat
equity shares) to employees of the Company under any
scheme;

• No buyback of shares has been undertaken;

• None of the Directors have received any remuneration or
commission (except the sitting fees by the Independent
Directors) from any subsidiary of the Company;

• The equity shares of the Company have not been
suspended from trading by the SEBI and/ or Stock
Exchanges;

• No significant and material order was passed by the
regulators or courts or tribunals impacting the going
concern status and your Company''s future operations;
and

• There are no applications made or any proceeding
pending against the Company under Insolvency and
Bankruptcy Code, 2016 during the financial year.

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their sincere

appreciation to all the employees for their dedication and

commitment. Their hard work and unstinted efforts enabled
the Company to sustain its performance and consolidate its
sectoral leadership.

The Board of Directors would like to express their sincere
appreciation for assistance and co-operation received from
vendors and stakeholders, including financial institutions,
banks, Central and State Government authorities, customers
and other business associates, who continued to extend
their valuable support during the year under review. It will be
the Company''s endeavour to nurture these relationships in
strengthening business sustainability.

For and on behalf of the Board of Directors
Signatureglobal (India) Limited

Pradeep Kumar Aggarwal

Chairman

Place: Gurugram
Date: 6^th August, 2026

Your Directors have pleasure in presenting the 26^th Annual Report together with the Audited Financial Statements of
Signatureglobal (India) Limited (“SGIL” or “the Company”) for the financial year ended 31^st March, 2025.

FINANCIAL HIGHLIGHTS

The consolidated and standalone financial performance of the Company for the financial year ended 31^st March, 2025 is
summarized below:

The Company has prepared the Standalone and Consolidated
Financial Statements for the Financial Year 2024-25
in accordance with the Companies (Indian Accounting
Standards) Rules, 2015 prescribed under Section 133 of the
Companies Act, 2013 (the “Act”).

As per Ind AS 115, the revenue from real estate projects
is recognized only at the point of time upon the Company
satisfying its performance obligation as compared to
earlier percentage of completion method as per the
Guidance Note on Accounting for Real Estate Transactions.
Accordingly, revenue recognition for our projects occurs
following the receipt of occupancy certificate and after
receipt of substantial amount of collections. When the total
project cost in our estimates exceeds total revenues from the
projects, the loss is recognized immediately. As the outcome
of the contracts cannot be measured reliably during early

stages of the project, contract revenue is recognized only to
the extent of costs incurred in the statement of profit and loss.

STATE OF COMPANY’S AFFAIRS

The Company has grown its operations over a decade within
the Delhi NCR region and in financial year 2024-25, it had
sold 4,130 residential and commercial units with an aggregate
Saleable Area of 8.25 million square feet. Our Sales (net of
cancellation) have grown at a compounded annual growth
rate (“CAGR”) of 57%, from '' 16,900 million in Fiscal 2021 to
'' 102,920 million in Fiscal 2025.

As of March 31, 2025, the Company had completed an
aggregate Developable Area of 10.90 million square feet in its
Completed Projects and an additional 3.70 million square feet
in Ongoing Projects.

During the financial year, the total income has doubled from
'' 13,245.55 million in Fiscal 2024 to '' 26,379.90 million in
Fiscal 2025 primarily due to an increase in revenue from
operations. Revenue from operations increased by 101.36%
from '' 12,405.54 million in Fiscal 2024 to '' 24,980.20
million in Fiscal 2025 was mainly attributable to increase
in revenue recognized in real estate projects as per Ind AS
115. Adjusted EBITDA was '' 3,599.41 million in Fiscal 2025
compared to '' 1,333.26 million in Fiscal 2024, while Adjusted
EBITDA Margin was 14.41% in Fiscal 2025 compared to
10.75% in Fiscal 2024.

CHANGE IN THE NATURE OF BUSINESS

There has been no change in the nature of business of the
Company during the year under review.

INFORMATION ABOUT SUBSIDIARY/ JOINT
VENTURE/ ASSOCIATE COMPANY

During the financial year under review, the Company
was allotted 3,47,49,900 (Three Crore Forty-Seven Lakh
Forty-Nine Thousand and Nine Hundred) Equity Shares of
''10/- each for cash at par in pursuance to the Rights Issue
made by Gurugram Commercity Limited, a wholly owned
subsidiary of the Company.

After closure of the Financial Year, the Company has acquired
the balance 15.41% equity shareholding (4,15,600 equity
shares of '' 10/- each) of Indeed Fincap Private Limited
(Indeed). Pursuant to the said acquisition of equity shares,
Indeed has become a wholly owned subsidiary of the
Company w.e.f. 20^th June, 2025.

No Company has become or ceased to be subsidiary
company, joint venture or associate company during the year.

HIGHLIGHTS OF PERFORMANCE OF SUBSIDIARIES,
ASSOCIATES AND JOINT VENTURES

As on 31^st March, 2025, the Company has 13 subsidiary
companies. The performance highlights of the material
subsidiary companies during the year are given below:

Signatureglobal Homes Limited (“SGHL”)

SGHL is a wholly owned subsidiary Company and is engaged
in the business of real estate development.

SGHL reported turnover of '' 5,827.91 millions for the year
ended 31^st March, 2025 (31^st March, 2024: '' 4,841.97
millions) and reported a net profit of '' 1,009.44 millions
during the Financial Year ended 31^st March, 2025 vis-a-vis
net profit of '' 657.32 millions during the previous year ended
31^st March, 2024.

Signature Infrabuild Limited (“SIL”)

SIL is a wholly owned subsidiary Company and is engaged
in the business of real estate development and to carry on

the business as owners, builders, colonizers, developers,
promoters, proprietors, lessors, civil contractors, maintainers
of residential, commercial and industrial buildings, colonies,
mills & factory sheds and buildings, workshop’s buildings,
cinema’s house buildings and to deal in all kinds of immovable
properties whether belonging to the Company or not, in
India or abroad.

SIL reported turnover of '' 1,906.27 millions for the year ended
31^st March, 2025 (31^st March, 2024: '' 2,743.90 millions) and
reported a net profit of '' 115.24 millions during the Financial
Year ended 31^st March, 2025 vis-a-vis net loss of '' 63.46
millions during the previous year ended 31^st March, 2024.

Signature Builders Limited (“SBL”)

SBL is a wholly owned subsidiary Company and is engaged
in the business of real estate and infrastructure development,
including purchase, sale, or deal in residential and commercial
projects. SBL is also carrying out the business as owners,
builders, developers, colonizers etc. and maintain all types of
immovable properties of any description.

SBL reported turnover of '' 229.60 millions for the year ended
31^st March, 2025 (31^st March, 2024: '' 2,133.14 millions ) and
reported a net profit of '' 88.05 millions during the Financial
Year ended 31^st March, 2025 vis-a-vis net profit of '' 175.01
millions in the previous year ended 31^st March, 2024.

Signatureglobal Developers Limited (“SGDL”)

SGDL is a wholly owned subsidiary Company and is engaged
in Real Estate Promoters, developers & Project Management
Association including civil, mechanical, electrical and all other
types of erection, commission projects, project trading as well
as consultant for execution of projects on turnkey basis for
equipment of industrial, domestic and other purposes.

It achieved turnover of '' 5,332.98 millions for the year ended
31^st March, 2025 (31^st March, 2024: '' 1,678.60 millions) and
reported a net profit of '' 52.18 millions during the Financial
Year ended 31^st March, 2025 vis-a-vis net profit of '' 22.05
millions in the previous year ended 31^st March, 2024.

A statement containing the salient features of the financial
statements of the Subsidiaries, Joint Ventures and
Associates of the Company is attached in Form AOC-1 as
Annexure I as required under Rule 5 of the Companies
(Accounts) Rules, 2014.

The highlights of the performance of Subsidiaries and their
contribution to the overall performance of the Company
are included in Note No. 51 of the Consolidated Financial
Statements and forms part of this Annual Report.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3) (a) of
the Act, the Annual Return for the financial year ended
on 31^st March, 2025 is available on the Company’s
website at https://www.signatureglobal.in/pdf/investor/
annual-return-fy-2024-25.pdf

DIRECTORS AND KEY MANAGERIAL PERSONNEL
(KMPs)

Pursuant to the provisions of Section 152(6) of the Act,
Mr. Ravi Aggarwal (DIN: 00203856), Managing Director,
retires by rotation at the ensuing Annual General Meeting
(AGM) and being eligible, offers himself for re-appointment.

After closure of the Financial Year, based on the report of
performance evaluation and the recommendation of the
Nomination and Remuneration Committee, the Board at its
meeting held on 7^th August, 2025, subject to the approval of the
Members at the ensuing AGM, approved the re-appointment
of Mr. Kundan Mal Agarwal (DIN: 00043115), Independent
Director, for a second term of 5 (five) consecutive years
from 2^nd April, 2026 to 1^st April, 2031. Since, Mr. Agarwal has
already attained the age of 75 years, as required under the
provisions of Regulation 17 (1A) of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 (the Listing
Regulations), the proposal for his re-appointment under
the said Regulation is being placed before the Members for
their approval.

Mr. Kundan Mal Agarwal meets the criteria of independence
as mentioned under Section 149(6) of the Act and Regulation
16(1)(b) of the Listing Regulations and he has also confirmed
that he is not debarred from holding the office of director by
virtue of any SEBI order or any other authority.

A brief resume, details of expertise and other directorships/
committee memberships etc. held by Mr. Ravi Aggarwal and
Mr. Kundan Mal Agarwal, forms part of the Notice convening
the ensuing AGM.

There was no change in the Directors of the Company during
the year under review.

During the financial year under review, the Board, on the
recommendation of the Nomination and Remuneration
Committee (NRC) and Audit Committee (AC), appointed
Mr. Gaurav Malik as Chief Financial Officer (CFO) and Key
Managerial Personnel (KMP) of the Company with effect from
8^th August, 2024 who was relieved from the services of the
Company with effect from 8^th November, 2024. Mr. Manish
Garg, CFO and KMP of the Company resigned as CFO with
effect from 7^th August, 2024 and was re-designated as Deputy
CFO of the Company with effect from 8^th August, 2024.

Further, the Board, on the recommendation of the NRC and
AC, appointed Mr. Sanjeev Kumar Sharma as CFO and KMP
of the Company with effect from 7^th January, 2025.

There was no other change in KMPs during the
year under review.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declarations from
all Independent Directors as required under Section 149(7)
of the Companies Act, 2013 and Regulation 25(8) of the
Listing Regulations, confirming that they meet the criteria
of independence as laid down under Section 149(6) of the
Companies Act, 2013 and Regulation 16(1)(b) of the Listing
Regulations, respectively.

In compliance with Section 150 of the Companies Act,
2013 read with Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014, the details of all the
Independent Directors have been registered with the databank
maintained by the Indian Institute of Corporate Affairs (IICA).
Further, all the Independent Directors have passed the online
proficiency self-assessment test conducted by IICA except
those who have been exempted by the Act.

SHARE CAPITAL
Authorised Share Capital

The Authorised Share Capital of the Company as on
31^st March, 2025 was '' 50,00,00,000/- (Rupees Fifty Crores
Only) divided into 50,00,00,000 equity shares of the face
value of '' 1/- each. During the year under review, there was
no change in the Authorised Share Capital of the Company.

Paid Up Share Capital

The paid up equity share capital as on 31^st March, 2025 was
'' 14,05,10,691/- (Rupees Fourteen Crore Five Lakhs Ten
Thousand Six Hundred and Ninety One Only) divided into
14,05,10,691 equity shares of the face value of '' 1/- each.
During the year under review, there was no change in the
Paid Up Share Capital of the Company.

SIGNATUREGLOBAL EMPLOYEE STOCK OPTION
PLAN 2024 (“THE ESOP PLAN”)

During the year under review, the Board in its meeting held
on 29^th August, 2024, on the recommendation of the NRC,
had accorded its approval to implement the ‘Signatureglobal
Employee Stock Option Plan 2024’ (‘the ESOP Plan’) and the
same was approved by the Members of the Company at their
25^th AGM held on 28^th September, 2024.

Further, pursuant to the applicable provisions of the Listing
Regulations and SEBI (Share Based Employee Benefits and
Sweat Equity) Regulations, 2021 (‘SBEB & SE Regulations’),
the Company has received an in-principle approval for the
proposed issue of equity shares under the said the ESOP
Plan from both the stock exchanges i.e. BSE Limited

(BSE) and National Stock Exchange of India Limited (NSE)
where the equity shares of the Company are listed.

As per the ESOP Plan, the NRC, which has been designated
as Compensation Committee, after the closure of financial
year, has at its meeting held on 15^th May, 2025 approved the
grant of 8,50,000 (Eight Lakhs Fifty Thousand Only) stock
options under the ESOP Plan to the eligible employees of the
Company and its subsidiary companies. Each of the stock
options is convertible into one Equity Share of face value of
Re.1/- each of the Company.

It is confirmed that the ESOP Plan is in compliance with the
SBEB & SE Regulations and during the year under review no
material changes were made to the ESOP Plan.

The requisite disclosures as mandated under SBEB
& SE Regulations is available on the website of the
Company at https://www.signatureglobal.in/pdf/investor/
esop-disclosure-fy-2024-25.pdf.

A certificate has been received from M/s Deepak Sharma &
Associates, Secretarial Auditors of the Company, confirming
that the ESOP Plan has been implemented in accordance
with the SBEB & SE Regulations and is in accordance with
the resolutions passed by the Members of the Company
at their 25^th AGM held on 28^th September, 2024. The said
certificate will be available for inspection by Members at
the ensuing AGM.

LISTING

The equity shares of the Company are listed at BSE Limited
and National Stock Exchange of India Limited.

ANNUAL LISTING FEE

The Annual Listing Fees for the financial year 2025-26 has
been paid to both the Stock Exchanges i.e. BSE Limited and
National Stock Exchange of India Limited.

DEBENTURES

After the closure of the financial year, the Board of the
Company in its meeting held on 25^th June, 2025 has approved
raising of funds by issuance of Secured Listed Redeemable
Non-Convertible Debentures (NCDs), for an amount not
exceeding '' 8,75,00,00,000/- (Rupees Eight Hundred Seventy
Five Crore only) on a Private Placement basis, in one or more
series/ tranches. The said fund raising by issuance of NCDs
was approved by the Members of the Company by way of
special resolution through postal ballot.

CARE Ratings Limited, a Credit Rating Agency, has assigned
CARE A rating with Stable Outlook to the proposed NCDs.

TRANSFER OF UNCLAIMED DIVIDEND TO
INVESTOR EDUCATION AND PROTECTION FUND

The Company has not declared any dividend on the Equity
Shares, therefore, provisions for transfer of unclaimed/unpaid

dividend and shares to Investor Education and Protection
Fund under the Companies Act, 2013 were not applicable.

DIVIDEND

The Board does not propose to pay any dividend for the
financial year ended 31^st March, 2025. The Dividend
Distribution Policy of the Company is available at the website
of the Company at https://www.signatureglobal.in/pdf/
Dividend-Distribution-Policy.pdf

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF
THE VALUATION DONE AT THE TIME OF ONE TIME
SETTLEMENT AND THE VALUATION DONE WHILE
TAKING LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS
THEREOF.

There was no instance of one-time settlement with any Bank
or Financial Institution during the financial year 2024-25.

AMOUNT TRANSFERRED TO RESERVES

The Company has not transferred any amount to the
General Reserve, Debenture Redemption Reserve, Capital
Redemption Reserve, etc., during the Financial Year ended
31^st March, 2025.

PUBLIC DEPOSITS

During the year under review, the Company has neither
invited nor accepted any deposits from the public pursuant to
the provisions of Section 73 of the Companies Act, 2013 read
with the Companies (Acceptance of Deposits) Rules, 2014.

MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments have occurred
between the end of the financial year of the Company and
the date of this report which could affect the financial position
of the Company.

RISK MANAGEMENT

During the year under review, the Board has constituted
Risk Management Committee (''RMC''), pursuant to the
provisions of Regulation 21 read with Part D of Schedule II of
the Listing Regulations to frame, implement and monitor the
risk management process and framework of the Company.
The details of the composition of the RMC, its terms of
reference, number of meetings held during the financial year,
attendance at meetings and other requisite details as required
under Listing Regulations are provided in the Corporate
Governance Report which forms part of the Annual Report.

The RMC periodically reviews the risk landscape, effectiveness
of mitigation plans and adherence to the Risk Management
Policy. Risk registers are maintained and updated to reflect
risk exposures and corrective actions are undertaken
promptly to address critical risks. Regular risk reporting to the

RMC and the Board ensures oversight and alignment with the
Company’s overall governance framework.

During the year under review, the Board of Directors has
approved the revised Risk Management Policy with a detailed
framework to monitor the Risk Management process. The Risk
Management Policy proactively identify, assess, monitor, and
mitigate various types of risks that may impact the Company’s
business operations, financial stability, reputation, and
long-term sustainability. This policy provides a structured and
systematic framework for managing both internal and external
risks, in alignment with the Company’s strategic objectives.

Based on the risk assessments conducted, no risk has been
identified which, in the opinion of the Board, threatens the
existence of the Company as a going concern. Various risks
that may impact our sector include Macro-economic risk,
Inflation risk, Interest Rate risk, Regulatory risk, Manpower risk,
Climate risk etc. which may have a material impact on business
performance if not effectively monitored and mitigated.

As per the Risk Management Policy, the RMC has
constituted a sub-committee namely Risk and Compliance
Committee (''RCC'') comprising of senior officials of the
Company and delegated it with various responsibilities
including to assist RMC in implementation, monitoring and
reviewing the effectiveness of the risk management process.
The RCC reports to RMC on matters related to risks and its
mitigation plans.

DETAILS OF INTERNAL FINANCIAL CONTROLS WITH
REFERENCE TO THE FINANCIAL STATEMENTS

The Company has established and maintains adequate
internal financial controls commensurate with the size and
nature of its operations.

The Company has defined standard operating procedures
and policies to ensure timely, accurate and complete financial
reporting, in line with applicable accounting standards
and statutory requirements. The internal control system
ensures proper authorization and recording of transactions
to safeguard the Company''s assets from unauthorized use
or disposition. The Company’s internal controls ensure
compliance with various regulatory requirements, including
those related to accounting, taxation, company law, and
industry-specific regulations. Regular audits, both internal
and external, are conducted to evaluate the effectiveness
of internal controls. Any weaknesses identified are promptly
addressed with corrective measures.

The internal control framework also promotes operational
efficiency by streamlining processes, eliminating redundancy,
and ensuring cost-effectiveness. The Company has
implemented appropriate IT general controls and access
restrictions to safeguard financial data and maintain

integrity in financial systems. The internal financial
control systems are subject to continuous monitoring and
evaluation by management and the internal audit team.
Significant observations are reported to the Audit Committee
and corrective actions are taken as necessary.

The Company has, in all material respect, adequate internal
financial controls with reference to the financial statements
and such controls are operating effectively.

PREVENTION OF INSIDER TRADING

In compliance with the provisions of SEBI (Prohibition of
Insider Trading) Regulations, 2015 (‘PIT Regulations’), the
Company has formulated the ‘Code of Conduct for regulating,
monitoring and reporting of trading by Designated Persons
(DPs) and their immediate relatives’ (‘Code of Conduct’)
and ‘Code of Practices and Procedures for fair disclosure
of Unpublished Price Sensitive Information’ (Code for fair
disclosure of UPSI). The Audit Committee reviews the
systems for internal controls to ensure compliance with the
PIT Regulations are adequate and operating effectively.

ANNUAL EVALUATION BY THE BOARD

The Board, pursuant to the provisions of the Act and Listing
Regulations, has carried out an Annual Evaluation of its own
performance, performance of the Board Committees and of
the individual Directors (including the Independent Directors)
on various parameters.

The criteria for the evaluation of the performance of the Board,
the Committees of the Board and the individual Directors,
including the Chairperson of the Board was approved by
the NRC of the Company. The Board decided to circulate
the set of questionnaires for the performance evaluation to
the directors and on the basis of those questionnaires, the
evaluation of the Board Committees and of the individual
Directors (including the Independent Directors) was done for
the financial year 2024-25.

The performance evaluation of the Non-Independent Directors,
the Board as a whole and Chairman of the Board was carried
out by the Independent Directors in a separate meeting.

The Directors expressed their satisfaction with the evaluation
process. Further, the evaluation process confirms that the
Board and its Committees continue to operate effectively and
the performance of the Directors is satisfactory.

PARTICULARS OF EMPLOYEES

The details required under Section 197(12) of the Act read with
Rule 5(1) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 is given in
Annexure II of this Board’s Report. In terms of Section 136(1)

of the Act, the Board’s Report and Financial Statements is being
sent to the Members and others entitled thereto, excluding
the Statement of Particulars of Employees as required under
Rule 5(2) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 as amended. The said
statement is available for inspection by the Members at the
Registered Office of the Company during business hours on
working days up to the date of the ensuing AGM.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has formulated “Whistle Blower Policy”
to provide Vigil Mechanism to the employees including
Directors of the Company to report genuine concerns and
to ensure strict compliance with ethical and legal standards
across the Company. The said mechanism also provides for
adequate safeguards against victimisation of persons who
use such mechanism and makes provision for direct access
to the chairperson of the Audit Committee in appropriate or
exceptional cases. The provisions of this Policy are in line
with the provisions of Section 177(9) of the Act and the Rules
made thereunder and Regulation 22 of the Listing Regulations.
The Company’s Whistle Blower Policy is available on the
website of the Company at https://www.signatureglobal.in/
pdf/investors/Whistle-Blower-Policy.pdf

During the period under review, the Company has not
received any complaint under the Whistle Blower Policy
of the Company.

MEETINGS OF THE BOARD OF DIRECTORS AND
COMMITTEE(S)

The Board met 6 (Six) times during the year ended 31^st March,
2025. The number of meetings of the Board and various
Committees of the Board including attendance, composition
etc. are set out in the Corporate Governance Report which
forms part of Annual Report. The intervening gap between
the meetings was within the time limit prescribed under the
provisions of Section 173 of the Act and Listing Regulations.

In accordance with the provisions of Schedule IV to the Act and
applicable provisions of the Listing Regulations, a separate
meeting of the Independent Directors of the Company was held
on 19^th March, 2025 without the presence of Non-Independent
Directors and members of the Management.

The Board has constituted the following Committees with
adequate delegation of powers and authorities:

I. Audit Committee

II. Nomination and Remuneration Committee

III. Stakeholders’ Relationship Committee

IV. Corporate Social Responsibility Committee

V. Risk Management Committee

VI. Banking and Finance Committee

VII. Project Committee

VIII. Debenture Committee (constituted on 25^th June, 2025)

Out of the aforesaid committees, the details of the composition
of the Committees, their terms of reference, attendance of
Directors at meetings of the Committees and other requisite
details as required under the Listing Regulations are provided
in the Corporate Governance Report which forms part of
the Annual Report.

SECRETARIAL STANDARDS

The Secretarial Standards i.e. SS-1 and SS-2 issued by the
Institute of Company Secretaries of India (ICSI) relating to
meetings of the Board of Directors and General Meetings,
respectively have been duly complied with by the Company.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies
Act, 2013, the Directors hereby confirm that:

a. in the preparation of the annual accounts for the
financial year ended 31^st March, 2025, the applicable
Accounting Standards have been followed along
with proper explanation and there are no material
departures from the same;

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 as at
31^st March, 2025 and of the profit of the Company for the
year ended on that date;

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

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

e. t hey have laid down internal financial controls to be
followed by the Company and that such internal financial
controls are adequate and are operating effectively; and

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

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT (BRSR)

The BRSR for the Financial Year 2024-25, as stipulated under
Regulation 34(2)(f) of the Listing Regulations, is annexed
separately forming part of the Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

In terms of Regulation 34(2)(e) of the Listing Regulations,
the Management Discussion and Analysis Report for the
year under review is annexed separately forming part of
the Annual Report.

CORPORATE GOVERNANCE

The Company is committed to adhere to the best corporate
governance practices. The separate section on Corporate
Governance and a Certificate from the Practicing Company
Secretary regarding compliance of the conditions of Corporate
Governance as stipulated under Listing Regulations forms
part of the Annual Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has in place Corporate Social Responsibility
Policy (“CSR Policy”) which outlines the Company’s
philosophy and responsibility and lays down the guidelines
and mechanism for undertaking socially impactful programs
towards welfare and sustainable development of the
community around the area of its operations. The CSR Policy
of the Company is available on the website of the Company
and the weblink is: https://www.signatureglobal.in/pdf/
investors/CSR-Policy.pdf

Pursuant to Section 134(3)(o) of the Act and Rule 8 of
the Companies (Corporate Social Responsibility) Rules,
2014, as amended, the Annual Report on Corporate Social
Responsibility activities of the Company undertaken during
the year under review, including salient features of Company’s
CSR Policy forms part of this Report as Annexure III.

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Act read
with Rules made thereunder, M/s Walker Chandiok & Co
LLP, Chartered Accountants (FRN: 001076N/N500013)
were appointed as the Statutory Auditors of the Company
in the 23^rd Annual General Meeting of the Company held on
30^th September, 2022 to hold office for a period of four (4)
years till the conclusion of 27^th Annual General Meeting.

The Auditors’ Report does not contain any qualification,
reservation, adverse remark or disclaimer of opinion.
The Notes to the Financial Statements (including the
Consolidated Financial Statements) referred to in the
Auditors’ Report are self-explanatory and do not call for any
further comments.

SECRETARIAL AUDITORS

M/s Deepak Sharma & Associates (FCS No.: 6309, C.P.
No.: 6898), Company Secretary in practice, Peer Reviewed
Firm, was appointed as Secretarial Auditors of the Company
for the Financial Year 2024-25. The Secretarial Audit Report
for the Financial Year ended 31^st March, 2025 is annexed
at Annexure IV. The said report does not contain any
qualification, reservation, adverse remark or disclaimer.

All material subsidiaries of the Company have also undergone
Secretarial Audit as required under Section 204 of the Act and
Regulation 24A of the Listing Regulations.

Accordingly, the Secretarial Audit Reports for the financial
year 2024-25 of the material subsidiary companies, issued
by M/s Deepak Sharma & Associates, Company Secretary
in practice are annexed at Annexure-V(a) to V(d).
The said reports are self-explanatory and do not contain any
qualification, reservation, adverse remark or disclaimer.

Pursuant to the provisions of Section 204 of the Act read
with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 and Regulation 24A
and other applicable provisions of the Listing Regulations,
the Board of Directors, on the recommendation of the
AC, approved the appointment of M/s Deepak Sharma &
Associates, Company Secretaries, as Secretarial Auditors of
the Company for a term of 5 (five) consecutive years from the
financial year 2025-26 to the financial year 2029-30, subject
to approval of the members at the ensuing AGM.

M/s Deepak Sharma & Associates, Company Secretary in
practice have given their consent to act as Secretarial Auditors
of the Company and confirmed that their appointment, if
made, would be within the prescribed limits under the Act
& Rules made thereunder and Listing Regulations and that
they have no conflict of interest. They have also confirmed
that they are not disqualified to be appointed as Secretarial
Auditors of the Company.

A brief profile and other requisite details of M/s Deepak
Sharma & Associates, Company Secretaries, forms part of
the AGM Notice.

INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Companies
Act, 2013 read with Rules made thereunder, the Board, on
the recommendation of the AC, has appointed M/s Jain Jindal
& Co. (FRN: 025817N), Chartered Accountants, as Internal
Auditors of the Company for the financial year 2024-25.

Internal Audit Reports are discussed with the management
and are also reviewed by the AC of the Company. During the
year under review, the Internal Auditors carried out their

functions as per the scope of work assigned and their reports
were placed at the meetings of the AC.

COST AUDITORS

Pursuant to the provisions of Section 148 of the Companies
Act, 2013 read with Rules made thereunder, Board of the
Company, on the recommendation of the AC, has approved
the appointment of M/s Goyal, Goyal and Associates,
Cost Accountants (FRN: 000100) as Cost Auditors of the
Company for the financial year 2024-25 and the necessary
resolution for ratification of the remuneration payable to the
cost auditors was approved by the members of the Company
in the 25^th AGM.

In accordance with the provisions of Section 148(1) of the
Act, read with the Companies (Cost Records and Audit)
Rules, 2014, maintenance of cost records is required by
the Company and accordingly such records are made and
maintained by the Company.

The Cost Audit Report for the Financial Year 2024-25
as issued by M/s Goyal, Goyal and Associates, Cost
Accountants does not contain any reservation or qualification
or observation or suggestion.

As per the provisions of Section 148 of the Act read with the
Companies (Audit and Auditors) Rules, 2014, the Board, on
the recommendation of the AC, appointed M/s Goyal, Goyal
and Associates, Cost Accountants (FRN: 000100) as the
Cost Auditor of the Company for the Financial Year 2025-26
and approved, subject to the ratification by the members of
the Company, the remuneration payable to Cost Auditors.
Accordingly, resolution seeking members’ ratification for the
remuneration payable to M/s Goyal, Goyal and Associates,
Cost Accountants for the Financial Year 2025-26 is included
in the Notice convening the AGM.

DETAILS IN RESPECT OF FRAUD REPORTED BY
AUDITOR UNDER SECTION 143 (12) OTHER THAN
WHICH ARE REPORTABLE TO THE CENTRAL
GOVERNMENT

There was no fraud reported in the Company during the
Financial Year ended 31^st March, 2025. This is also being
supported by the reports of the auditors of the Company as
no fraud has been reported in their audit report under Section
143 (12) of the Companies Act, 2013 for the Financial Year
ended 31^st March, 2025.

PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS

The Company is engaged in the business of providing
infrastructural facilities viz., real estate development as defined
under Schedule VI read with 186(11) of the Act. Hence, the
provisions of section 186 of the Act, are not applicable on the
Company except sub-section (1) of the said section.

The details of the loan, guarantee and investment made by the
Company are given under Notes 5 and 14 of the Standalone
Financials Statements of the Company for the Financial Year
ended 31^st March, 2025.

PARTICULARS OF CONTRACTS OR
ARRANGEMENTS MADE WITH RELATED
PARTIES PURSUANT TO SECTION 188 (1) OF THE
COMPANIES ACT, 2013

The Company has robust processes and procedures for
identification and monitoring related party(ies) and related
party transactions.

During the financial year, the Company has entered
into various transactions with related parties. All related
party transactions are undertaken in compliance with the
applicable provisions of the Act and Listing Regulations.
The detailed disclosure on related party transactions as per
IND AS-24 containing name of related parties and details of
the transactions entered into with them have been provided
under Note No. 39 of the Standalone Financial Statements
of the Company.

There were no related party transactions entered into by the
Company with Directors, KMPs or other related parties which
may have a potential conflict with the interest of the Company.
All the related party transactions entered into by the Company
during the financial year were at arm’s length basis and in
ordinary course of business. The disclosure of related party
transactions as required under Section 134(3)(h) of the Act in
Form AOC-2 is attached as Annexure VI.

POLICY ON DIRECTOR’S APPOINTMENT AND
REMUNERATION

Pursuant to Section 134(3)(e) and Section 178(3) of the Act,
the NRC of the Board had fixed the criteria for nominating
a person on the Board which inter alia include desired size
and composition of the Board and age limit, qualification /
experience, areas of expertise and independence of individual.

Pursuant to the provisions of Section 178 of the Act and
Regulation 19 read with Para A of Part D of Schedule II
of the Listing Regulations, the Board of Directors, on the
recommendation of NRC of the Company, had framed
Nomination and Remuneration Policy for Nomination
and Appointment of Directors, Senior Management
Personnel and payment of remuneration to Directors, Key
Managerial Personnel and Senior Management Personnel
and other employees of the Company. The Board, on the
recommendation of the NRC, approves the appointment of
Senior Management Personnel from time to time including
the remuneration payable to them in whatever form. The
NRC has also developed the criteria for determining the
qualifications, positive attributes and independence of
Directors and for remuneration to Executive Directors of

the Company. The Nomination and Remuneration Policy
of the Company is available on Company’s website at
https://www.signatureglobal.in/pdf/Nomination-and-
Remuneration-Policy.pdf

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

The Company has zero tolerance towards Sexual Harassment
of Women at Workplace and values the dignity of individuals
and is committed to provide an environment, which is free of
discrimination, intimidation and abuse.

As per the requirement of The Sexual Harassment of Women
at Workplace (Prevention, Prohibition & Redressal) Act, 2013
(‘POSH Act’) and Rules made there under, the Company has
adopted a Sexual Harassment Policy for women to ensure
healthy working environment without fear of prejudice, gender
bias and sexual harassment and complying with the other
applicable provisions of the POSH Act.

As per the requirement of the POSH Act and Rules made
thereunder, the Company constituted an Internal Complaints
Committee (ICC) to redress the complaints received
regarding sexual harassment. During the year under review,
the Company has not received any complaint pertaining to
sexual harassment. Details of complaints received during the
year under review are as follows:

a) Number of complaints of sexual harassment received
in the year: Nil

b) Number of complaints disposed off during the year: Nil

c) Number of cases pending for more than ninety days: Nil

COMPLIANCE WITH THE PROVISIONS RELATING
TO THE MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions relating to
the Maternity Benefit Act, 1961 and extending all statutory
benefits to eligible women employees. 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.

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

The information on conservation of energy, technology
absorption and foreign exchange earnings and outgo
stipulated under Section 134(3)(m) of the Act, read with Rule
8 of the Companies (Accounts) Rules, 2014 is detailed in
Annexure VII to this Board’s Report.

OTHER INFORMATION

During the year under review:

• There has been no issue of equity shares with differential
rights as to dividend, voting or otherwise;

• There has been no issue of shares (including
sweat equity shares) to employees of the Company
under any scheme;

^• No buyback of shares has been undertaken;

^• None of your Directors have received any remuneration
or commission (except the sitting fees by the Independent
Directors) from any subsidiary of the Company;

• The equity shares of the Company have not been
suspended from trading by the SEBI and/ or
Stock Exchanges;

• No significant and material order was passed by
the regulators or courts or tribunals impacting the
going concern status and your Company’s future
operations; and

^• There are no applications made or any proceeding
pending against the Company under Insolvency and
Bankruptcy Code, 2016 during the financial year.

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their sincere
appreciation to all the employees for their dedication and
commitment. Their hard work and unstinted efforts enabled
the Company to sustain its performance and consolidate its
sectoral leadership.

The Board of Directors would like to express their sincere
appreciation for assistance and co-operation received from
vendors and stakeholders, including financial institutions,
banks, Central and State Government authorities, customers
and other business associates, who continued to extend
their valuable support during the year under review. It will be
the Company’s endeavour to nurture these relationships in
strengthening business sustainability.

By and on behalf of the Board of Directors
For Signatureglobal (India) Limited

Pradeep Kumar Aggarwal
Chairman

Place: Gurugram
Date: 7^th August, 2025

Your Directors have pleasure in presenting the 25^th Annual Report together with the Audited Financial Statements of Signatureglobal (India) Limited (“SGIL” or “the Company”) for the financial year ended 31^st March, 2024.

FINANCIAL HIGHLIGHTS

The consolidated and standalone financial performance of the Company for the financial year ended 31^st March, 2024 is summarized below:

(Amount/ Rs. In Millions except Earnings Per Share Data)

The Company has prepared the Standalone and Consolidated Financial Statements for the Financial Year 2023-24 in accordance with the Companies (Indian Accounting Standards) Rules, 2015 prescribed under Section 133 of the Companies Act, 2013 (the “Act”).

As per Ind AS 115, the revenue from real estate projects is recognized only at the point of time upon the Company satisfying its performance obligation as compared to earlier percentage of completion method as per the Guidance Note on Accounting for Real Estate Transactions. Accordingly, revenue recognition for our projects occurs following the receipt of occupancy certificate and after receipt of substantial amount of collections. When the total

project cost in our estimates exceeds total revenues from the projects, the loss is recognized immediately. As the outcome of the contracts cannot be measured reliably during early stages of the project, contract revenue is recognized only to the extent of costs incurred in the statement of profit and loss.

STATE OF COMPANY’S AFFAIRS

The Company has grown its operations over a decade within the Delhi NCR region and as of March 31,2024, it had sold 4,619 residential and commercial units with an aggregate Saleable Area of 6.18 million square feet. Our Sales (net of cancellation) have grown at a compounded annual growth rate (“CAGR”) of 67.53%, from Rs. 25,900.38 million in Fiscal 2022 to Rs. 72,688 million in Fiscal 2024.

As of March 31, 2024, the Company had completed an aggregate Developable Area of 7.30 million square feet in its Completed Projects and an additional 2.50 million square feet in Ongoing Projects.

During the year, the total income decreased by 16.48% from Rs. 15,858.77 million in Fiscal 2023 to Rs. 13,245.55 million in Fiscal 2024 primarily due to decrease in revenue from operations. Revenue from operations decreased by 20.15% from Rs. 15,535.70 million in Fiscal 2023 to Rs. 12,405.54 million in Fiscal 2024 mainly attributable to decrease in revenue recognized in real estate projects as per Ind AS 115. Adjusted EBITDA was Rs. 1,333.26 million in Fiscal 2024 compared to Rs. 2,155.64 million in Fiscal 2023, while Adjusted EBITDA Margin was 10.75% in Fiscal 2024 compared to 13.88% in Fiscal 2023.

INITIAL PUBLIC OFFER AND LISTING OF EQUITY SHARES OF THE COMPANY

The Company successfully completed its Initial Public Offer (IPO) of 1,89,61,038 equity shares of Re. 1/- each comprising of fresh issue of 1,56,62,337 Equity Shares of Re. 1/- each and Offer for Sale by an existing Shareholder of 32,98,701 Equity Shares of Re. 1/- each, at an Offer Price of Rs. 385 per Equity Share including a premium of Rs. 384 per Equity Share. The Initial Public Offer opened on September 20, 2023 and closed on September 22, 2023. The Equity Shares of the Company were listed and admitted for trading on BSE Limited (BSE) and the National Stock Exchange of India Limited (NSE) with effect from 27^th September, 2023.

The Company appointed ICRA Limited, as the Monitoring Agency to monitor the utilization of IPO proceeds and has submitted the Monitoring Agency Report for every quarter to the Stock Exchanges as required under Listing Regulations till the utilization of total amount raised through IPO. The proceeds of IPO was utilized as per objects of the issue disclosed in the Prospectus.

CHANGE IN THE NATURE OF BUSINESS

There has been no change in the nature of business of the Company during the year under review.

INFORMATION ABOUT SUBSIDIARY/ JOINT VENTURES/ ASSOCIATE COMPANY

During the year, the Company has acquired 100% equity share capital of Gurugram Commercity Private Limited (“GCPL”) and accordingly, GCPL has become a wholly owned subsidiary of the Company w.e.f. 18^th March, 2024.

During the year, the Company had acquired 50,00,000 equity shares of Rs.10/- each in Forever Buildtech Private Limited, a wholly owned subsidiary of the Company and 2,99,00,000 equity shares of Rs.10/- each in Signatureglobal Business

Park Private Limited, a wholly owned subsidiary of the Company, for cash at par in pursuance to the Rights offers made by these wholly owned subsidiary companies.

Except as stated above, there was no change in the holding of any subsidiary, joint venture or associate company during the year.

HIGHLIGHTS OF PERFORMANCE OF SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

As on 31^st March, 2024, the Company has 13 subsidiary companies. The performance highlights of the material subsidiary companies during the year are given below:

Signatureglobal Homes Private Limited (“SGHPL”)

SGHPL is a wholly owned subsidiary Company and is engaged in the business of real estate development.

SGHPL reported turnover of Rs. 4,841.97 millions for the year ended 31^st March, 2024 (31^st March, 2023: Rs. 5,226.79 millions) and reported a net profit of Rs. 657.32 millions during the Financial Year ended 31^st March, 2024 vis-a-vis net profit of Rs. 398.92 millions in the previous year ended 31^st March, 2023.

JMK Holdings Private Limited (“JMK”)

JMK is a wholly owned subsidiary Company and is engaged in the business of buying, selling, developing and dealing in land and immovable property, as well as owning, developing, purchasing etc. of immovable properties, including rendering consultancy services in real estate business.

JMK reported turnover of Rs. 17.21 millions for the year ended 31^st March, 2024 (31^st March, 2023: Rs. 65.27 millions) and reported a net loss of Rs. 125.33 millions during the Financial Year ended 31^st March, 2024 vis-a-vis net loss of Rs. 76.43 millions in the previous year ended 31^st March, 2023.

Signature Builders Private Limited (“SBPL”)

SBPL is a wholly owned subsidiary Company and is engaged in the business of real estate and infrastructure development, including purchase, sale, or deal in residential and commercial projects. SBPL is also carrying out the business as owners, builders, developers, colonizers etc. and maintain all types of immovable properties of any description.

SBPL reported turnover of Rs. 2,133.14 millions for the year ended 31^st March, 2024 (31^st March, 2023: Rs. 1,041.56 millions) and reported a net profit of Rs. 175.01 millions during the Financial Year ended 31^st March, 2024 vis-a-vis net loss of Rs. 14.09 millions in the previous year ended 31^st March, 2023.

Forever Buildtech Private Limited (“FBPL”)

FBPL is a wholly owned subsidiary Company and is engaged in the business of real estate development and focuses on affordable housing projects.

FBPL reported turnover of Rs. 76.76 millions for the year ended 31^st March, 2024 (31^st March, 2023: Rs. 3776.44 millions) and reported a net profit of Rs. 27.88 millions during the Financial Year ended 31^st March, 2024 vis-a-vis net profit of Rs. 356.25 millions in the previous year ended 31^st March, 2023.

Indeed Fincap Private Limited (“IFPL”)

I FPL, a Non-Banking Financial Company (Non Accepting public deposits) is a subsidiary Company of the Company. IFPL is engaged in the business of lending of corporate term loans, demand/call loans.

It achieved turnover of Rs. 58.35 millions for the year ended 31^st March, 2024 (31^st March, 2023: Rs. 27.54 millions) and reported a net profit of Rs. 9.11 millions during the Financial Year ended 31^st March, 2024 vis-a-vis net profit of Rs. 9.68 millions in the previous year ended 31^st March, 2023.

A statement containing the salient features of the financial statements of the Subsidiaries, Joint Ventures and Associates of the Company is attached in Form AOC-1 as Annexure I as required under Rule 5 of the Companies (Accounts) Rules, 2014.

The highlights of the performance of Subsidiaries and their contribution to the overall performance of the Company are included in Note No. 51 of the Consolidated Financial Statements and forms part of this Annual Report.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3) (a) of the Act, the Annual Return for the year ended on 31^st March, 2024 is available on the Company’s website at https://www.signatureglobal.in/pdf/Annual-Return-FY-2023-24/

DIRECTORS AND KMPS

Pursuant to the provisions of Section 152(6) of the Act, Mr. Lalit Kumar Aggarwal (DIN 00203664), Vice Chairman and Whole Time Director, and Mr. Devender Aggarwal (DIN 00161465), Joint Managing Director, retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible, offer themselves for re-appointment. A brief resume, details of expertise and other directorships/committee memberships held by these Directors, form part of the Notice convening the ensuing AGM.

Mr. Kundan Mal Agarwal (DIN 00043115) was appointed as Independent Director of the Company for a period of 5

years by passing Special resolution at the extra ordinary general meeting held on 2^nd April, 2021. The members of the Company in the 24^th AGM had approved the continuation of Mr. Kundan Mal Agarwal, Independent Director, to hold office after attaining the age of 75 years for his remaining term as Independent Director as required under the provision of Regulation 17 (1A) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations).

There is no change in the Directors and KMPs of the Company during the year under review.

After closure of the Financial Year, the Board, on the recommendation of the NRC, appointed Mr. Gaurav Malik as Chief Financial Officer (CFO) and Key Managerial Personnel (KMP) of the Company with effect from 8^th August, 2024 and re-designated Mr. Manish Garg as Deputy CFO of the Company with effect from that date.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declarations from all Independent Directors as required under Section 149(7) of the Companies Act, 2013 and Regulation 25(8) of the Listing Regulations, confirming that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the Listing Regulations, respectively.

In compliance with Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, the details of all the Independent Directors have been registered with the databank maintained by the Indian Institute of Corporate Affairs (IICA). Further, all the Independent Directors have passed the online proficiency self-assessment test conducted by IICA except those who have been exempted by the Act.

SHARE CAPITAL AUTHORISED SHARE CAPITAL

The Authorised Share Capital of the Company is Rs. 500,000,000/- divided into 500,000,000 equity shares of Re. 1/- each. During the year under review, there was no change in the Authorised Share Capital of the Company.

PAID UP SHARE CAPITAL

During the year under review, the Company had issued 1,56,62,337 equity shares of Re. 1/- each in its IPO. The paid up equity share capital as on 31^st March, 2024 was Rs. 14,05,10,691/- (Rupees Fourteen Crore Five Lakhs Ten Thousand Six Hundred and Ninety One Only) divided into 14,05,10,691 equity shares of Re. 1/- each.

ANNUAL LISTING FEE

The Annual Listing Fees for the financial year 2024-25 has been paid to both the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited.

DEBENTURES

During the year under review, the Company had redeemed 900 Non-Convertible Debentures (NCDs) of Rs. 10,00,000/- each. There was no NCD outstanding at the end of the year.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

The Company has not declared any dividend on the Equity Shares, therefore, provisions for transfer of unclaimed/unpaid dividend and shares to Investor Education and Protection Fund under the Companies Act, 2013 were not applicable.

DIVIDEND

The Board does not propose to pay any dividend for the financial year ended 31^st March, 2024. The Dividend Distribution Policy of the Company is available at the website of the Company at https://www.signatureglobal.in/pdf/ Dividend-Distribution-Policy.pdf.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF.

There was no instance of one-time settlement with any Bank or Financial Institution during the financial year 2023-24.

AMOUNT TRANSFERRED TO RESERVES

The Company has not transferred any amount to the General Reserve, Debenture Redemption Reserve, Capital Redemption Reserve, etc., during the Financial Year ended 31^st March, 2024. However, an amount of Rs. 90.00 millions has been transferred from Debenture Redemption Reserve to retained earnings during the Financial year 2023-24.

PUBLIC DEPOSITS

During the year under review, the Company has neither invited nor accepted any deposits from the public pursuant to the provisions of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

MATERIAL CHANGES AND COMMITMENTS

No material changes and commitments have occurred between the end of the financial year of the Company and the date of this report which could affect the financial position of the Company.

RISK MANAGEMENT

The Company is operating in a highly interconnected world and the business landscape is shaped by a variety of shifting forces - the geopolitical scenarios, technological advancements, multiple waves of global pandemics, increasing climate consciousness and demands for societal justice. Risk Management is one of the key pillars of good corporate governance and contributes towards the long-term sustainability and growth of any organization. Maintaining effective risk management practices is one of our strategic priorities and is closely monitored by the Board of Directors and Senior Management.

To minimize the adverse consequence of risks on business objectives, the Company has framed this Risk Management Policy. The main objective of this policy is to ensure sustainable business growth with stability and to promote a pro-active approach in reporting, evaluating and resolving risks associated with the business. In order to achieve the key objective, the policy establishes a structured and disciplined approach to Risk Management in order to guide decisions on risk related issues.

After successful listing of the equity shares of the Company in September, 2023 and inclusion in the top 1000 listed entity companies, as per market capitalization of the listed entities as on 31^st March, 2024, the Company has constituted a Risk Management Committee. Furthermore, in light of the current environment characterized by increased risks and prolonged uncertainties, the Company is implementing an Enterprise Risk Management Framework towards achieving a risk-intelligent culture and environment.

DETAILS OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENTS

The Company has documented its internal financial controls considering the essential components of various critical processes, both physical and operational. This includes its design, implementation and maintenance, along with periodic internal review of operational effectiveness and sustenance and whether these are commensurate with the nature of its business and the size and complexity of its operations.

This ensures orderly and efficient conduct of its business, including adherence to the Company’s policies, safeguarding of its assets, prevention of errors, accuracy and completeness of the accounting records and the timely preparation of reliable financial information.

Internal financial controls with reference to the financial statements were adequate and operating effectively.

ANNUAL EVALUATION BY THE BOARD

The Board, pursuant to the provisions of the Act and Listing Regulations, has carried out an Annual Evaluation of its own performance, performance of the Board Committees and of the individual Directors (including the Independent Directors) on various parameters.

The criteria for the evaluation of the performance of the Board, the Committees of the Board and the individual Directors, including the Chairperson of the Board was approved by the Nomination and Remuneration Committee (“NRC”) of the Company. The Board decided to circulate the set of questionnaires for the performance evaluation to the directors and on the basis of those questionnaires, the evaluation of the Board Committees and of the individual Directors (including the Independent Directors) was done for the FY 2023-24.

The performance evaluation of the Non-Independent Directors and Chairman of the Board was carried out by the Independent Directors in a separate meeting.

The Directors expressed their satisfaction with the evaluation process. Further, the evaluation process confirms that the Board and its Committees continue to operate effectively and the performance of the Directors is satisfactory.

PARTICULARS OF EMPLOYEES

The details required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given in Annexure II of this Board''s Report. In terms of Section 136(1) of the Act, the Boards’ Report and Financial Statements is being sent to the Members and others entitled thereto, excluding the Statement of Particulars of Employees as required under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended. The said statement is available for inspection by the Members at the Registered Office of the Company during business hours on working days up to the date of the ensuing Annual General Meeting.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

The Company has formulated “Whistle Blower Policy” to provide Vigil Mechanism to the employees including Directors of the Company to report genuine concerns and to ensure strict compliance with ethical and legal standards across the Company. The provisions of this Policy are in line with the provisions of the Section 177(9) of the Companies Act, 2013 and the rules made thereunder and Regulation 22 of Listing Regulations. The Company’s Whistle Blower Policy is available on the website of the Company at https://www.signatureglobal.in/pdf/investors/ Whistle-Blower-Policy.pdf.

During the period under review, the Company has not received any complaint under the Whistle Blower Policy of the Company.

MEETINGS OF THE BOARD OF DIRECTORS AND COMMITTEE(S)

The Board met 16 (sixteen) times during the year ended March 31, 2024. The number of meetings of the Board and various Committees of the Board including attendance, composition etc. are set out in the Corporate Governance Report which forms part of Annual Report. The intervening gap between the meetings was within the time limit prescribed under the provisions of Section 173 of the Act and Listing Regulations.

In accordance with the provisions of Schedule IV to the Act and applicable Regulations, a separate meeting of the Independent Directors of the Company was held on 27^th March, 2024 without the attendance of Non-Independent Directors and members of the Management.

The Board has constituted the following Committees with adequate delegation of powers and authorities

I. Audit Committee

II. Nomination and Remuneration Committee

III. Stakeholders’ Relationship Committee

IV. Corporate Social Responsibility Committee

V. Banking and Finance Committee

VI. Project Committee

VII. IPO Committee (dissolved during the year)

Out of the aforesaid committees, the details of the composition of the Committees, their terms of reference, attendance of Directors at meetings of the Committees and other requisite details as required under Listing Regulations are provided in the Corporate Governance Report which forms part of the Annual Report.

SECRETARIAL STANDARDS

The Secretarial Standards i.e. SS-1 & SS-2 relating to meetings of the Board of Directors and General Meetings, respectively have been duly complied with by the Company.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Companies Act, 2013, the Directors hereby confirm that:

a. in the preparation of the annual accounts for the financial year ended 31^st March, 2024, the applicable Accounting Standards have been followed along with

with proper explanation and there are no material departures, from the same;

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 as at 31^st March, 2024 and of the profit of the Company for the year ended on that date;

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

d. they have prepared the annual accounts of the Company 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 are operating effectively; and

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

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)

The BRSR for the Financial Year 2023-24, as stipulated under Regulation 34(2)(f) of the Listing Regulations, is annexed separately forming part of the Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In terms of Regulation 34 of the Listing Regulations, the Management Discussion and Analysis Report for the year under review is annexed separately forming part of the Annual Report.

CORPORATE GOVERNANCE

The Company is committed to adhere to best corporate governance practices. The separate section on Corporate Governance and a Certificate from the Practicing Company Secretary regarding compliance of the conditions of Corporate Governance as stipulated under Listing Regulations forms part of the Annual Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has in place Corporate Social Responsibility Policy (“CSR Policy”) which outlines the Company’s philosophy and responsibility and lays down the guidelines and mechanism for undertaking socially impactful programs towards welfare and sustainable development of the

community around the area of its operations. The CSR Policy of the Company is available on the website of the Company and the weblink is: https://www.signatureglobal.in/pdf/ investors/CSR-Policy.pdf.

Pursuant to clause (o) of sub section (3) of Section 134 of the Act and Rule 8 of the Companies (Corporate Social Responsibility) Rules, 2014, as amended, the Annual Report on Corporate Social Responsibility activities of the Company undertaken during the year under review, including salient features of Company’s CSR Policy forms part of this Report as Annexure III.

STATUTORY AUDITORS

Pursuant to the provisions of Section 139 of the Companies Act, 2013 read with rules made thereunder, M/s Walker Chandiok & Co. LLP, Chartered Accountants (Firm Registration No. 001076N/N500013) has been appointed as the Statutory Auditors of the Company in the 23^rd Annual General Meeting of the Company held on 30^th September, 2022 to hold office for a period of four (4) years till the conclusion of 27^th Annual General Meeting.

The Auditors’ Report does not contain any qualification, reservation, adverse remark or disclaimer of opinion. The Notes to the Financial Statements (including the Consolidated Financial Statements) referred to in the Auditors’ Report are self-explanatory and do not call for any further comments.

SECRETARIAL AUDITORS

M/s Deepak Sharma & Associates, Company Secretary in practice, was appointed as Secretarial Auditors of the Company for the Financial Year 2023-24. The Secretarial Audit for the Financial Year ended 31 March, 2024 is annexed at Annexure-IV. The said report does not contain any qualification, reservation, adverse remark or disclaimer.

All material subsidiaries of the Company, have also undergone Secretarial Audit as per Section 204 of the Act and Regulation 24A of the Listing Regulations.

Accordingly, the Secretarial Audit Reports for FY 2023-24 of these material subsidiary companies, issued by M/s Deepak Sharma & Associates, Practicing Company Secretary are at Annexure-V(a) to V(e). The said reports are self-explanatory and do not contain any qualification, reservation, adverse remark or disclaimer.

INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Companies Act, 2013 read with rules made thereunder, the Board has appointed M/s Jain Jindal & Co., Chartered Accountants, as Internal Auditors of the Company.

Internal Audit Reports are discussed with the management and are also reviewed by the Audit Committee of the Company. During the year under review, the Internal Auditors carried out their functions as per the scope of work assigned and placed their reports at the meetings of the Audit Committee.

COST AUDITORS

Pursuant to the provisions of Section 148 of the Companies Act, 2013, Board of Directors of the Company on the recommendation of the Audit Committee has approved the appointment of M/s Goyal, Goyal and Associates, Cost Accountant (Reg. No. 000100) as Cost auditors of the Company for the F.Y 2023-24 and the necessary resolution for ratification on the remuneration payable to the cost auditors was approved by the members of the Company in the previous AGM.

In accordance with the provisions of Section 148(1) of the Act, read with the Companies (Cost Records and Audit) Rules, 2014, the Company is maintaining the requisite cost records.

As per the provisions of Section 148 of the Act read with the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to Cost Auditors is required to be ratified and confirmed by the members in General Meeting. Accordingly, resolution seeking members’ ratification for the remuneration payable to M/s Goyal, Goyal and Associates, Cost Accountants for the F.Y. 2024-25 is included in the Notice convening the AGM.

DETAILS IN RESPECT OF FRAUD REPORTED BY AUDITOR UNDER SECTION 143(12) OTHER THAN WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

There was no fraud reported in the Company during the Financial Year ended 31^st March, 2024. This is also being supported by the report of the auditors of the Company as no fraud has been reported in their audit report under Section 143 (12) of the Companies Act, 2013 for the Financial Year ended 31^st March, 2024.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

The Company is engaged in the business of providing infrastructural facilities viz., real estate development as defined under Schedule VI read with sub section (11) of section 186 of the Companies Act, 2013. Hence, the provisions of section 186 of the Companies act, 2013 are not applicable upon the Company except sub-section (1).

However, the details of the loan, guarantee and investment made by the Company are given under Notes 5 and 14 of the Financials Statements of the Company for the Financial Year ended 31^st March, 2024.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES PURSUANT TO THE SECTION 188 (1) OF THE COMPANIES ACT, 2013

The Company has robust processes and procedures for identification and monitoring related party(ies) and related party transactions.

During the financial year, the Company has entered into various transactions with related parties. All related party transactions are undertaken in compliance with the applicable provisions of the Companies Act, 2013 and Listing Regulations. The detailed disclosure on related party transactions as per IND AS-24 containing name of related parties and details of the transactions entered into with them have been provided under Note No. 39 of the Standalone Financial Statements of the Company.

There were no related party transactions entered into by the Company with Directors, KMPs or other related parties which may have a potential conflict with the interest of the Company. All the related party transactions entered into by the Company during the financial year were at arm’s length basis and in ordinary course of business. The disclosure of related party transactions as required under Section 134(3) (h) of the Act in Form AOC-2 is attached as Annexure VI.

POLICY ON DIRECTORS'' APPOINTMENT AND REMUNERATION

Pursuant to Section 134(3)(e) and Section 178(3) of the Act, the Nomination & Remuneration Committee (NRC) of your Board had fixed the criteria for nominating a person on the Board which inter alia include desired size and composition of the Board, age limit, qualification / experience, areas of expertise and independence of individual.

The Board of Directors, on the recommendation of the NRC of the Company, had framed a Policy for Nomination and Appointment of Directors. Further, pursuant to provisions of the Act, the NRC recommended to the Board a Remuneration Policy for remuneration payable to Directors, Key Managerial Personnels and Senior Management Personnel and other employees of the Company, which was duly approved by the Board. The Board on the recommendation of the Committee appoints the Senior Management Personnel from time to time. The NRC has also developed the criteria for determining the qualifications, positive attributes and independence of Directors and for remuneration to Executive Directors of the Company. The Remuneration Policy of the Company is available on Company’s website at https://www.signatureglobal.in/pdf/Nomination-and-Remuneration-Policy.pdf.

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

The Company has zero tolerance towards Sexual Harassment of Women at Workplace and values the dignity of individuals and is committed to provide an environment, which is free of discrimination, intimidation and abuse.

As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (‘POSH Act’) and rules made there under, the Company has adopted a Sexual Harassment Policy for women to ensure healthy working environment without fear of prejudice, gender bias and sexual harassment and complying with the other applicable provisions of the POSH Act.

As per the requirement of the POSH Act and rules made thereunder, the Company constituted an Internal Complaints Committee (ICC) to redress the complaints received regarding sexual harassment. During the year under review, the Company has not received any complaint pertaining to sexual harassment.

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

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act, read with Rule 8 of the Companies (Accounts) Rules, 2014 is detailed in Annexure VII to this Board’s Report.

OTHER INFORMATION

During the year under review:

• There has been no issue of equity shares with differential rights as to dividend, voting or otherwise;

• There has been no issue of shares (including sweat equity shares) to employees of the Company under any scheme;

• No buyback of shares has been undertaken

• None of your Directors have received any remuneration or commission (accept the sitting fees by the Independent Directors) from any subsidiary of the Company

• The equity shares of the Company have not been suspended from trading by the SEBI and/ or Stock Exchanges;

• There is no significant and material order was passed by the regulators or courts or tribunals impacting the going concern status and your Company’s future operations;

• There are no applications made or any proceeding pending against the Company under Insolvency and Bankruptcy Code, 2016 during the financial year.

ACKNOWLEDGEMENT

The Board of Directors wish to place on record their sincere appreciation to all the employees for their dedication and commitment. Their hard work and unstinted efforts enabled the Company to sustain its performance and consolidate its sectoral leadership.

The Board of Directors would like to express their sincere appreciation for assistance and co-operation received from vendors and stakeholders, including financial institutions, banks, Central and State Government authorities, customers and other business associates, who continued to extend their valuable support during the year under review. It will be the Company’s endeavour to nurture these relationships in strengthening business sustainability.

For and on behalf of the Board of Directors For SIGNATUREGLOBAL (INDIA) LIMITED

PRADEEP KUMAR AGGARWAL Chairman

PLACE: Gurugram DATE: 29^th August, 2024