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      01048676
     

The above disclosure has been given in accordance with Section 158 of Companies Act 2013, and reference of any of the above directors made in this document be read along with the above disclosure of their respective Director Identification Numbers.

To,

The Members,

Maestros Electronics & Telecommunications Systems Limited Address: Plot No. EL/66, TTC Industrial Area,

Electronic Zone, Mahape Navi Mumbai Thane-400710 Maharashtra India,

Your directors take pleasure in presenting their 17th Annual Report together with the Audited Accounts of the Company for the period ended March 31, 2026.

1. Financial Summary/ Highlights:

a) Financial Performance:

The Company's standalone and consolidated performance during the financial year ended March 31, 2026, as compared to the previous financial year, is summarized below:

(Rs. In lakhs

b) Review of Performance

The total revenue from the operations for the year ended March 31, 2026, amounted to Rs. 3,917.45 lakhs as against Rs. 2,888.71 lakhs for the year ended March 31, 2025, and has increased by Rs. 1,028.74 lakhs over the last year.

The Company made a Profit before tax of Rs. 884.06 lakhs for the year ended March 31, 2026, as compared to Rs. 569.79 lakhs in the previous year. The Profit after tax was Rs. 712.62 lakhs as compared to Rs. 438.28 lakhs in the previous year.

Focus efforts have been placed on expanding the end applications of our product line over the last several years, which has helped in yielding strong results this year, offering healthy sustainability for the years to come. This diversification, in end application has also simultaneously diversified clients and end destinations for Company's products globally, de-risking your portfolio from any single customer, application or market.

Because of your company's product quality standards, we have been able to maintain steady relationships with our long-standing customers along with building relationships with several new customers.

The company has a very strong orderbook Position and expected to maintain the same or higher growth trend. Cost control at every stage of operations with the increase level of operations resulted in product cost improvement.

c) Nature of Business

The Company continues to be engaged in activities pertaining to design, development, and manufacturing of creating products and services for financial inclusion, cardiology, gynecology, critical care patient and diseases management in medicine with rich experience in latest technologies and communication.

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

d) Dividend

With a view to conserve resources for funding any future business requirements and expansion plans, your directors have thought it prudent not to recommend any dividend for the year.

e) Unpaid Dividend & IEPF:

Neither was the Company required to, nor has the Company transferred any amount to the Investor Education & Protection Fund (IEPF) and no amount is lying in Unpaid Dividend A/c of the Company.

f) Transfer to Reserves:

The Company has not transferred any amount into the general reserve during the year under review.

g) Report on Performance of Subsidiaries, Associates and Joint Venture Companies:

During the year under review, your Company has only one subsidiary Company i.e. Carebridge Technologies India Private Limited bearing CIN: U86909MH2024PTC433346 and does not have any Associate /Joint Venture Company.

The details of its performance, financial position, and other salient features of its financial statements are provided in Form AOC-1, which is annexed hereto and marked as 'Annexure I', forming a part of this Report.

h) Deposits:

The Company has not accepted or renewed any amount falling within the purview of provisions of Section 73 of the Companies Act 2013 ('the Act') read with the Companies (Acceptance of Deposit) Rules, 2014 during the year under review. Hence, the requirement for furnishing details relating to deposits covered under Chapter V of the Act or the details of deposits which are not in compliance with Chapter V of the Act is not applicable to the Company.

i) Loans From Directors:

During the financial year under review, the Company has not borrowed any loan from Directors.

j) Share Capital:

As of March 31, 2026, the Authorized Share Capital of the Company is INR 6,00,00,000/- divided into 60,00,000/- Equity shares of INR 10/- each.

Further, the Paid-up Share Capital of the Company as of March 31, 2026, is INR 5,51,02,370/- divided into 55,10,237 Equity shares of INR 10/- each.

k) Particular of contracts or arrangements with related parties:

All transactions/contracts/arrangements entered into by the Company with related party(ies) as defined under the provisions of Section 2(76) of the Companies Act, 2013, during the financial year under review were in ordinary course of business and on an arm's length basis. Further, none of these contracts / arrangements / transactions with related parties could be considered material in nature as per the thresholds given in Rule 15(3) of the Companies (Meetings of Board and its Powers) Rules, 2014 and hence no disclosure is required to be given in this regard.

l) Conservation of Energy, Technology, Absorption and Foreign Exchange Earnings and Outgo:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo etc. are furnished in 'Annexure II' which forms part of this Report.

m) Annual Return:

Pursuant to the provisions of Section 92(3) read along with Section 134(3)(a) of Companies Act, 2013, the Annual Return as on March 31, 2026 will be available on Company's website on https://maestroselectronics.com/investor.

n) Particulars of Investments Made, Loans Given, Guarantees Provided and Securities Subscribed or Purchased:

The Company has neither given any loans nor provided any guarantees or made any investments or subscribed or purchased any securities covered under section 186 of the Companies Act, 2013.

o) Disclosures Under Section 134 (3) (l) of the Companies Act, 2013:

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the financial position of the Company have occurred between the end of the financial year of the Company to which the financial statements relate and the date of this report.

p) Disclosure of Internal Financial Controls:

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the year under review, no material or serious observation has been received from the Statutory Auditors of the Company for inefficiency or inadequacy of such controls.

q) Corporate Social Responsibility:

The brief outline of the Corporate Social Responsibility (CSR) policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in 'Annexure III' of this Board's report in the format prescribed in Companies (Corporate Social Responsibility Policy) Rules, 2014. The CSR policy is available on the website of the company https://maestroselectronics.com/investor/.

2. Matters Related to Directors and Key Managerial Personnel:

a) Board of Directors & Key Managerial Personnel:

The below mentioned is the structure of Board of Directors and KMP's as on March 31, 2026, and as on the date of this report:

b) Appointment:

During the financial year under review, there have been no appointment/re-appointment of Directors on the Board of the Company.

Further, Mr. Prakash Vithal Page (DIN: 00096443) is proposed to be re-appointed as an Independent Director of the Company for a second term of five (5) consecutive years, subject to the approval of the Members at the ensuing Annual General Meeting of the company, in accordance with the provisions of the Companies Act, 2013 and the applicable SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

c) Resignation:

None of the Directors of the Company has resigned as Director of the Company.

d) Retirement by rotation:

In accordance with the provisions of the Act, none of the Independent Directors is liable to retire by rotation.

As per the provisions of Section 152 of the Companies Act, 2013, Mr. Narendra Prabhakar Mahajani (DIN: 01048676) will retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re-appointment. Your directors recommend their approval.

e) Declaration by Independent Directors:

The Company has duly complied with the definition of 'Independence' according to the provisions of Section 149(6), read with Schedule IV to the Companies Act, 2013 i.e., Code of Independent Directors and Regulation 16(1)(b) and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (as amended from time to time).

All the Independent Director/s have submitted a declaration that he/she meets the criteria of independence and submits the declaration regarding the status of holding other directorship and membership as provided under law.

The Independent Directors have also confirmed that they have complied with the Company's code of conduct for Board and Senior Management as per Regulation 26(3) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.

The Independent Directors of the Company have confirmed that they have registered themselves with the Indian Institute of Corporate Affairs, Manesar and have their name included in the databank of Independent Directors within the statutory timeline.

The Independent Directors affirmed that none of them were aware of any circumstance or situation which could impair their ability to discharge their duties in an independent manner.

f) Remuneration / commission drawn from holding / subsidiary company:

None of the Directors of the Company have drawn any remuneration / commission from the Company's holding Company / subsidiary Companies.

3. Disclosure Related to Board, Committees and Policies:

a) Number of Board Meetings:

During the financial year under review, total 4 (four) meetings of the Board of Directors were held on the following dates:

The Company has complied with the applicable Secretarial Standards in respect of all the aboveBoard meetings.

b) Committees of the Board

The Board of Directors of your Company has constituted the following committees in terms of the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:

i) Audit Committee

The Audit Committee of Directors was constituted pursuant to the provisions of Section 177 of the Companies Act, 2013. The composition of the Audit Committee is in conformity with the provisions of the said section. The Audit Committee comprises of:

• Mr. Prakash Vithal Page - Chairman

• Mrs. Swati Manis Thanawala - Member

• Mr. Sujay Manohar Kulkarni - Member

During the financial year under review, 4 (four) meetings of the Audit Committee were held on the following dates:

During the year under review, the Board of Directors of the Company accepted all the recommendations of the Committee.

ii) Nomination and Remuneration Committee

The Nomination and Remuneration Committee of Directors was constituted pursuant to the provisions of Section 178 of the Companies Act, 2013. The composition of the Nomination and Remuneration Committee is in conformity with the provisions of the said section. The Nomination and Remuneration Committee comprises of:

• Mr. Prakash Vithal Page - Chairman

• Mr. Sujay Manohar Kulkarni - Member

• Mrs. Swati Manis Thanawala - Member

During the financial year under review, 02 (two) meetings of the Nomination and Remuneration Committee were held on the following dates:

The Board has, in accordance with the provisions of sub-section (3) of Section 178 of the Companies Act, 2013, formulated the policy setting out the criteria for determining qualifications, positive attributes, independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel, and other employees.

Major criteria / gist defined in the policy framed for appointment and payment of remuneration to the Directors of the Company, are as under:

a) Minimum Qualification

b) Positive Attributes

c) Independence

d) Experience

The salient features of the Remuneration Policy and changes therein are attached as 'Annexure IV' and the Remuneration Policy is available on Company's website and can be accessed in the link provided herein below: https://maestroselectronics.com/investor.

(iii) Stakeholders' Relationship Committee:

Pursuant to Section 178 of the Companies Act, 2013 the Board of Directors of the company has constituted, the Stakeholder's Relationship Committee for speedy disposal of Grievances/ complaints relating to Shareholders/investors, transfer of shares, non-receipt of declared dividend, if any, non-receipt of Balance Sheet and Profit & loss Account etc.

The Company maintains continuous interaction with the Registrar and Transfer Agent of the Company (RTA) and takes proactive steps and actions for resolving complaints/queries of the shareholders/investors. The Committee oversees the performance of the RTA and recommends measures for overall improvement in the quality of investor services.

The composition of SRC is as under:

• Mr. Sujay Manohar Kulkarni - Chairman

• Mr. Prakash Vithal Page - Member

• Mr. Balkrishna Kamalakar Tendulkar - Member

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

During the financial year under review, 01 (one) meeting of the Stakeholders' Relationship Committee was held on the following date:

Two complaints were received from the shareholders and were resolved during the financial year under review.

(iv) Meeting of Independent Directors:

In compliance with Schedule IV to the Companies Act, 2013 and Regulation 25 of the SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015, the Independent Directors held their separate meeting on February 13, 2026, without the attendance of non-independent directors and members of management, inter alia, to discuss the following:

• Review the performance of non-independent directors and the Board as a whole.

• Review the performance of the Chairman of the Company, considering the views of executive directors and non-executive directors; and

• Assess the quality, quantity and punctuality in flow of information between the Company Management and the Board, which is necessary for the Board to perform their duties effectively and reasonably.

All independent directors were present at the meeting, deliberated on the above and expressed their satisfaction.

(c) Other Policies:

(i) Establishment of Vigil Mechanism and Whistle-Blower Policy:

The Board of Directors of the Company have, pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, the Company is required to establish an effective Vigil Mechanism for directors and employees to report genuine concerns. The Company has a Whistle Blower Policy to encourage and facilitate employees to report concerns about unethical behaviour, actual/ suspected frauds and violation of Company's Code of Conduct, violations of legal or regulatory requirements, incorrect or misrepresentation of any financial statements and reports, etc.

The policy also provides for adequate safeguards against victimization of persons who avail the same and provides for direct access to the Chairperson of the Audit Committee and Board of Directors.

The Company is committed to adhere to the highest standards of ethical, moral, and legal conduct of business operations.

The Whistle Blower Policy also enables the employees to report concerns relating to leak or suspected leak of Unpublished Price Sensitive Information. The Whistle Blower Policy can be accessed at the Company's website at the weblink: https://maestroselectronics.com/investor.

(ii) Risk Management Policy:

The Company has structured a robust Risk Management Plan/policy to identify and evaluate various business risks and opportunities. As per the plan, the Audit Committee / Board of Directors will be informed on quarterly basis about various risks identified by Senior Management, the mitigation plan devised by them, progress on various plans / activities being implemented to mitigate the same and any other risks, newly identified and with mitigation plan for them. The Board, upon review, will further guide the Senior Management about risk identification and improvement in mitigation plans.

Regulation 21 of SEBI LODR Regulations, 2015 with respect to formulation of Risk Management Committee is not applicable to the company.

(iii) Annual Evaluation of Directors, Committee and Board as a whole:

Pursuant to the provisions of the Section 134(3)(p) of the Companies Act, 2013 the Board has carried out the formal annual performance evaluation of its own performance, the Directors individual performance as well as the evaluation of the working of its various Committees and the working of the Board as whole.

The evaluation exercise was carried out on various aspects of the Boards functioning such as composition of the Board & committees, experience & competencies, performance of the duties and obligations, governance issues, etc. The Board of Directors and Nomination and Remuneration Committee expressed their satisfaction with the evaluation process.

Manner in which the evaluation has been carried out has been explained below:

Performance Evaluation criteria:

Separate exercise was carried out to evaluate the performance of individual Directors (including the Chairman) by the Nomination and Remuneration committee, as per the structured mechanism which were evaluated on following parameters / criteria:

• Participation and contribution by a director,

• Commitment (including guidance provided to senior management outside of Board/ Committee meetings),

• Effective deployment of knowledge and expertise,

• Effective management of relationship with stakeholders,

• Integrity and maintenance of confidentiality,

• Independence of behavior and judgment,

• Observance of Code of Conduct, and

• Impact and influence.

(iv) Policy on Nomination and Remuneration of Directors, KMPs and other Employees:

In terms of sub-section 3 of Section 178 of the Companies Act, 2013; the Nomination and Remuneration Committee of the Company has laid down a policy on the selection and appointment of Directors and the Senior Management of the Company and their remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters. The Policy is available on the Company's website at the link: https://maestroselectronics.com/investor.

(v) Evaluation by Independent Director:

Pursuant to the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate meeting of the Independent Directors of the Company was held during the year, without the attendance of Non-Independent Directors and members of the management. At the said meeting, the Independent Directors, inter alia, reviewed the performance of the Non-Independent Directors, the Board as a whole, and the Chairperson of the Company, taking into account the views of the Executive and Non-Executive Directors. The Independent Directors also assessed the quality, quantity, and timeliness of the flow of information between the Company's management and the Board, which is necessary for the Board to effectively and reasonably perform its duties.

(vi) Familiarization program for the Independent Directors:

Your Company believes that a Board which is well familiarized with the Company and its affairs, can contribute significantly to effectively discharge its role of trusteeship in a manner that fulfils stakeholder's aspirations and societal expectation. In pursuit of this and in compliance with the requirements of the Act and the listing regulations, the Company has put in place a familiarization programme for the Independent Directors to familiarize them with their role,

rights, and responsibility as Directors, the working of the Company, nature of the industry in which the Company operates, business model etc. The details of such familiarization programme imparted to independent directors are posted on the website of the company and can be accessed at https://maestroselectronics.com/investor.

The Company has formulated a policy on 'familiarisation programme for Independent Directors' which is available on the Company's website at the link: https://maestroselectronics.com/investor.

(vii) Board Diversity:

A diverse Board enables efficient functioning through differences in perspective and skill and also fosters differentiated thought processes at the back of varied industrial and management expertise, gender and knowledge. The Board recognizes the importance of a diverse composition and has adopted a Board Diversity policy that sets out the approach to diversity.

The details of this policy have been placed on the website of the Company at https://maestroselectronics.com/investor.

(viii) Code of Conduct for Directors and Senior Management:

The Company has adopted a Code of Conduct for Board Members and Senior Management Personnel which provides guiding principles of conduct to promote ethical conduct of business. The adoption of the Code stems from the fiduciary responsibility that the Directors and the Senior Management have towards the stakeholders of the Company. The Directors and Senior Management act as trustees in the interest of all stakeholders of the Company by balancing conflicting interest, if any, between stakeholders for optimal benefit.

All the Board members and Senior Management Personnel have affirmed compliance with the Code of Conduct for Board and Senior Management Personnel for the financial year 2025-26. A declaration to this effect signed by the Managing Director forms part of this Annual Report.

The Code for Board Members and Senior Management of the Company is posted on the website of the Company and may be accessed at the link at: https://maestroselectronics.com/investor.

(ix) Particulars of Remuneration to Employees:

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 and Rule 5(1), 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure VI to this report.

d) Management Discussion and Analysis:

Pursuant to Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report forms part of the Board's Report and is annexed herewith as 'Annexure VII' to this Board Report.

e) Corporate Governance Report:

The Company is committed to maintaining steady standards of corporate governance and adhering to the corporate governance requirements set out under extant law. The Company has also implemented several best governance practices. We also endeavor to enhance long-term shareholder value and respect minority rights in all our business decisions. The report on corporate governance as stipulated under SEBI Listing Regulations read with Schedule V thereto forms part of this Annual Report as 'Annexure VIII'. A certificate from the Secretarial Auditor of the Company confirming compliance with the conditions of Corporate Governance is annexed to the Corporate Governance Report.

TELECOMMUNICATIONS SYSTEMS LIMITED

f) Director's Responsibility Statement:

In terms of Section 134(3)(c) of the Companies Act, 2013, with respect to Directors Responsibility Statement, it is hereby confirmed that:

i) In the preparation of the annual accounts for the financial year ended on March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures;

ii) The Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2026, and of the profit and loss of the Company for the year ended on that date;

iii) The Directors had 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;

iv) The annual accounts prepared for the financial year ended on March 31, 2026, is on a 'going concern' basis.

v) The Directors had laid down adequate financial controls and that the financial controls were adequate and were operating effectively.

vi) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws, all applicable secretarial standards were in place and were adequate and operating effectively.

4. Auditors and Reports:

The matters relating to the Auditors and their Reports are as under:

a) Statutory Auditors and its Report:

The Members of the Company at its 15th AGM held on Friday, August 23, 2024, had appointed M/s. Motilal & Associates LLP, Chartered Accountants (FRN: 106584W), as Statutory Auditors of the Company for a period of 5 (five) years to hold office until the conclusion of the 20th Annual General Meeting to be held in the year 2028-29 to conduct the audit of the Accounts of the Company.

M/s. Motilal & Associates LLP has furnished a certificate of their eligibility and consent under section 139 and 141 of the Act read with the Companies (Audit and Auditors) Rules 2014 for holding the office as the Statutory Auditors of the Company.

In terms of the Listing Regulations, the Auditors have confirmed that they hold a valid certificate issued by the Peer Review Board of the ICAI.

The observations/qualifications/disclaimers made by the Statutory Auditors in their report for the financial year ended March 31, 2026, read with the explanatory notes therein are self-explanatory and therefore, do not call for any further explanation or comments from the Board under Section 134(3) of the Companies Act, 2013. The report given by the Statutory Auditors on the Financial Statements of the Company forms part of this Annual Report.

b) Reporting of Frauds by Statutory Auditors under Section 143(12):

There were no incidents of fraud reported by the Statutory Auditors of the Company under Section 143(12) of the Act read with Companies (Accounts) Rules, 2014.

c) Secretarial Auditor and its Report:

Pursuant to the provisions of Section 204 read along with Section 134(3) of the Companies Act, 2013, the company is required to obtain the Secretarial Audit Report from Company Secretary in practice, in the prescribed form.

The Shareholders of the Company at its 16th AGM held on Thursday, September 18, 2025, had appointed M/s. D Maurya & Associates, Practicing Company Secretaries (Peer Review No: 2544/2022), as Secretarial Auditors of the Company to hold office for a term of 5 (five) consecutive years with effect from financial year 2025-26 to financial year 2029-30, to conduct the Secretarial audit of the Company, at a remuneration to be determined by the Board of Directors of the Company in addition to out of pocket expenses as may be incurred by them during the course of the secretarial audit.

In terms of the Listing Regulations, the Secretarial Auditors have confirmed that they hold a valid certificate issued by the Peer Review Board of ICSI.

The Secretarial Audit Report given by the Secretarial Auditors in Form No. MR-3 as per the provisions of Section 204 of the Act read with Rules framed thereunder for the financial year ended March 31, 2026 has been annexed to this Board Report and marked as 'Annexure V' and forms part of the Annual Report.

Annual Secretarial Compliance Report

In compliance with the Regulation 24A of the Listing Regulations and the SEBI circular CIR/ CFD/ CMD1/27/2019 dated February 8, 2019, the Company has undertaken an audit for the Financial Year 2025-26 for all the applicable compliances as per the Listing Regulations and Circulars/ Guidelines issued thereunder. The Annual Secretarial Compliance Report duly issued by M/s. D Maurya & Associates, Practicing Company Secretaries has been submitted to the Stock Exchanges.

d) Maintenance Of Cost Records and Cost Audit:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, as amended, relating to maintenance of cost records and appointment of cost auditors are not applicable to the Company during the financial year under review.

e) Internal Auditors:

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and the rules made thereunder, the Board of Directors, on the recommendation of the Audit Committee, at their meeting held on Thursday, May 29, 2025, has appointed M/s. ABHL & Associates, Chartered Accountants (Membership No. 626001), as the Internal Auditor of the Company for the financial year 2025-26. The Internal Auditors review the functions and operations of the Company and provide recommendations for strengthening the control environment, which the Company continues to implement on an ongoing basis.

5. Other Disclosures:

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

a) Disclosure of Significant/Material Orders passed by the Regulators:

No orders have been passed by any Regulator or Court or Tribunal which can have impact on the going concern status and the Company's operations in future.

b) Prevention of Sexual Harassment at Workplace:

The Company has zero tolerance towards sexual harassment at the workplace and has adopted a policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder.

The Company is committed to create and maintain an atmosphere in which employees can work together without fear of sexual harassment and exploitation. Every employee is made aware that the Company is strongly opposed to sexual harassment and that such behavior is prohibited both by law and the Company.

The Company had constituted a committee called as Internal Complaint Committee for Prevention and Prohibition of Sexual Harassment of Woman at Workplace and complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The following is the summary of Sexual Harassment complaints received and disposed of during the year 2025-2026.

• No. of Complaints Received: Nil

• No. of Complaints Disposed of: Nil

• No. of cases pending for more than 90 days: Nil

c) Compliance regarding Maternity Benefit Act, 1961:

During the year under review, the Company was in compliance with respect to the provisions relating to the Maternity Benefits Act, 1961.

d) Disclosure under section 43(a)(ii) of the Companies Act, 2013:

The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

e) Disclosure under section 54(1)(d) of the Companies Act, 2013:

The Company has not issued any Sweat Equity Shares during the year under review and hence no information as per provisions of Section 54(1)(d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

f) Disclosure under section 62(1)(b) of the Companies Act, 2013:

The Company has not issued any Equity Shares under Employees Stock Option Scheme during the year under review and hence no information as per provisions of Section 62(1)(b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

g) Disclosure under section 67(3) of the Companies Act, 2013:

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014 is furnished.

h) Disclosure of proceedings pending, or application made under Insolvency and Bankruptcy Code, 2016:

No application was filed for Corporate Insolvency Resolution Process, by a financial or operational creditor or by the company itself under the Insolvency and Bankruptcy Code, 2016 before the NCLT.

i) Disclosure of reason for difference between valuation done at the time of taking loan from bank and at the time of one settlement with bank:

There was no instance of a one-time settlement with any Bank or Financial Institution.

j) Green Initiatives:

Pursuant to Sections 101 and 136 of the Companies Act, 2013, the Company will be sending Annual Report through electronic mode i.e., email to all the shareholders who have registered their email addresses with the Company or with the Depository to receive Annual Report through electronic mode and initiated steps to reduce consumption of paper.

k) Human Resources:

Employees are team members, being one of the most critical resources in the business which maximize the effectiveness of the Organization. Human resources build the Enterprise, and the sense of belonging would inculcate the spirit of dedication and loyalty amongst them, strengthening the Company's Polices and Systems. The Company maintains healthy, cordial, and harmonious relations with all the personnel and enhances the contributory value of the Human Resources.

l) Environment and Safety:

The Company is conscious of the importance of environmentally clean and safe operations. The Company's policy requires conduct of operations in such a manner that ensures the safety of all the concerned compliances, environmental Regulations and preservation of natural resources. There were no major accidents during the year.

m) Secretarial Standards of ICSI:

The Central Government has given approval on April 10, 2015, to the Secretarial Standards specified by the Institute of Company Secretary of India, the Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) came into effect from 1 July 2015.

The Company is in compliance with the same.

6. Acknowledgements:

Your directors have taken this opportunity to express their appreciation to the Investors, Banks, Financial Institutions, Clients, Vendors, Employees, Central and State Governments and other Regulatory Authorities for their assistance, continued support, co-operation, and guidance.

For and on behalf of the Board of Directors For Maestros Electronics & Telecommunications Systems Limited

Sd/-

Balkrishna Tendulkar Chairman & Managing Director DIN: 02448116

Address: Plot No. EL/66, TTC Industrial Area, Electronic Zone, Mahape Navi Mumbai Thane-400710 Maharashtra India.

Place: Navi Mumbai

Date: August 12, 2026 Enclosures: Annexures I to VIII