Your Directors have pleasure in presenting the 28th Annual Report of the Company together with the audited financial statements for the financial year ended on 31st March, 2025.

(Rs. in Lakhs)

The Board of Directors does not recommend dividend for the Financial Year ended on 31st March, 2025.

The Board does not propose to carry to any reserves for the financial year 2024-25.

The total turnover of the Company during the current financial year 2024-25 was Rs. 3290.46 lacs compare to turnover of Rs. 2,426.32 lacs during the previous financial year 2023-24 and profit after tax during the year was Rs. 608.98 lacs compared to profit after tax of Rs. 512.45 lacs during the previous year 2023-24.

There was no change in the nature of business during the financial year 2024-25 and the company has continued to carry on the existing business of the Company.

The Company entered into the capital market with its Initial Public Offering (IPO) and allotted in aggregate 37,80,000 equity shares of face value of Rs. 10/- each, for the issue price of Rs. 47/- each (including premium of Rs. 37/- each) on July 10, 2025 on SME Platform of BSE. The Company received approval on July 9, 2025 for listing.

Apart from the above, there have been no other material changes and commitments, which affect the financial position of the company which have occurred between the end of the financial year to which the financial statements relate and the date of this Report.

No significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future during the financial year and or subsequent to the close of the financial year of the Company to which the balance sheet relates and the date of the report.

The management of the Company has taken adequate steps for internal financial controls with reference to the Financial Statements.

Your Company has no Subsidiary/Joint Ventures/Associate Companies during the year.

Your Company has no Subsidiary/Joint Ventures/Associate Companies during the year.

Your Company has not accepted any deposit from the public during the year under review and therefore Chapter V of the Companies Act, 2013 is not applicable to the Company.

M/s. Maloo Bhatt & Co., Chartered Accountants, Auditors of the Company has been appointed as auditors for the five years at the Annual General Meeting of the Company held on 30th September, 2023 and is eligible to act as Auditors of the Company for the financial year 2024-25.

The requirement of appointing internal auditors under section 138 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 was not applicable to the Company for financial year 2024-25.

However, the Company has appointed Maloo Maloo & Associates, Chartered Accountant, as Internal Auditor of the Company for the financial year 2025-26 at the Board Meeting held on 4th August, 2025.

The observations of the Auditors are explained, wherever necessary, in appropriate notes to the Audited Statement of Accounts. No qualification, reservation or adverse remark or disclaimer has been made by the auditor in their auditors' report for the year 2024-25.

During the year under review, the Company had increased its Authorized Share Capital from Rs. 3,00,00,000/- to Rs. 20,00,00,000/- by passing Ordinary Resolution at the Extra-ordinary General Meeting of the Company held on 20th May, 2024.

The Company has allotted 1,00,00,000 equity shares of Rs. 10 each aggregating Rs. Rs. 10,00,00,000/- as fully paid bonus shares to the existing shareholders by passing resolution at the meeting of the Board of Directors held on 27th May, 2024 and accordingly paid-up capital of the Company has increased to Rs. 10,50,00,000/-.

The Company has not bought back any of its securities / has not issued any Sweat Equity Shares / has not issued shares with Differential Voting rights / has not issued any shares under Employee stock option plan and there has been no change in the voting rights of the shareholders during the period under review.

Further, after the completion of the financial year and before adoption of Board's report, the Company came out with the Initial Public Offer and hence issued and allotted 37,80,000 equity shares of Rs. 10 each at the premium of Rs. 37 per equity share, henceforth increasing the paid-up share capital of the Company to Rs. 14,28,00,000. The Company got listed on the SME platform of Bombay Stock Exchange on July 10, 2025.

The Copy of Annual Return as required under section 92 of the Companies Act, 2013 read with the rule 12 of the Companies (Management and Administration) Rules, 2014 will be available on the website of the Company www.cryogenicogs.com at the link https://cryogenicogs.com/annual return.html after filing annual return, on completion of ensuing annual general meeting with the Registrar of Companies within the time stipulated in said section 92 of Act.

A statement containing the necessary information in accordance with Section 134 (3)(m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 is mentioned in ANNEXURE A.

The Company is required to spend towards corporate social responsibility under section 135 of the Companies Act, 2013. The details of amount spent towards Corporate Social Responsibility during the financial year 2024-25 is given in ANNEXURE C.

A. Following changes incorporated during the financial year 2024-25:

A declaration, by Independent Directors that they have met the criteria provided in sub-section (6) of Section 149 of the Companies Act, 2013, have been received.

The Independent Directors of the Company have also confirmed compliance of relevant provisions of Rule 6 of the Companies (Appointments and Qualifications of Directors) Rules, 2014.

Re-appointments, if any:

Mr. Dhairya Patel, Whole-time Director of the Company retiring by rotation and eligible for reappointment has given his consent and declaration under Form DIR-8 pursuant to Section 164(2) read with Rule 14(1) of Companies (Appointment and Qualification of Directors) Rules, 2014.

The Company has devised a policy for performance evaluation of Independent Directors, Board, Committees and individual Directors which includes criteria for performance evaluation of executive directors and non-executive directors.

In evaluating the suitability of individual Board members, the Committee may consider factors, such as:

• General understanding of the Company's business;

• Educational back ground and experience:

• Personal and professional ethics, integrity and values;

• Willingness to devote sufficient time and energy in carrying out their duties and responsibilities effectively.

Your Board is of opinion that independent directors of the Company, possess requisite qualifications, experience and expertise and they hold good standard of integrity in various fields.

During the year from 1st April, 2024 to 31st March, 2025 the Board of Directors met on the following dates:

The intervening gap between the Meetings was within the period prescribed under Companies Act, 2013 and the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with the erstwhile Listing Agreement.

The Audit Committee has been constituted with effect from 1st June, 2024 by the Board of Directors at their meeting held on 27th May, 2024, in accordance with the Section 177 of the Companies Act, 2013 and Rule 6 of the Companies (Meeting of board and its power) Rules, 2014.

The members of the Audit Committee of the Company as on 31st March, 2025 are as under:

There was no occasion regarding non-acceptance of any recommendation of the Audit Committee during the year.

The Audit Committee Meetings were duly convened during the year ended 31st March, 2025 on following dates:

Your Company has established a robust Vigil Mechanism for reporting of concerns through the Whistle Blower Policy of your Company, which is in compliance of the provisions of section 177 of the Companies Act, 2013, read with rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, and

the Listing Regulations. The Policy provides for framework and process whereby concerns can be raised by its employees against any kind of discrimination, harassment, victimization or any other unfair practice being adopted against them. Adequate safeguards are provided against victimization to those who avail of the mechanism, and access to the Chairman of the Audit Committee, in exceptional cases, is provided to them.

The Nomination and Remuneration Committee has been constituted with effect from 1st June, 2024 by the Board of Directors at their meeting held on 27th May, 2024, in accordance with the Section 178 of the Companies Act, 2013 Rule 6 of the Companies (Meeting of board and its power) Rules, 2014.

The members of Nomination and Remuneration Committee of the Company as on the date of the report are as under:

The policy formulated by nomination and remuneration committee:

The terms of reference of the committee inter alia include succession planning for Board of Directors and Senior Management Employees, identifying and selection of candidates for appointment of Directors/Independent Directors based on certain laid down criteria, identifying potential individuals for appointment of Key Managerial personnel and other senior managerial position and review the performance of the Board of Directors and Senior Management personnel including Key managerial personnel based on certain criteria approved by the Board. While reviewing the performance, the committee ensures that the remuneration is reasonable and sufficient to attract, retain and motivate the best managerial talents, remuneration commensurate with the performance of individual and group and also maintains a balance between both short and long-term objectives of the company.

There was no occasion for meeting of the Nomination and Remuneration Committee during the year under review.

The CSR Committee has been constituted with effect from 1st June, 2024 by the Board of Directors at their meeting held on 27th May, 2024 in accordance with the Companies Act 2013 as under:

The CSR Committee Meetings were duly convened during the year ended 31st March, 2025 on following dates:

The Stakeholders Committee has been constituted with effect from 1st June, 2024 by the Board of Directors at their meeting held on 27th May, 2024 in accordance with the Companies Act 2013 as under:

There was no occasion for meeting of the Stakeholders Committee during the year under review.

Your Company has not given any loans, guarantees or made investments under section 186 during the year under review.

The Company has taken consent of shareholders at the Extra Ordinary General Meeting held on 20th May, 2024 prescribed under section 186 of the Companies Act, 2013, for making loans or investments in one or more tranches by subscription, purchase or otherwise in any body corporate or provide guarantee and security in connection with a loan made by any other person in excess of the limits prescribed under section 186 of the Companies Act, 2013 but subject to maximum limit of Rs. 200.00 Crores.

The Related party transactions as per section 188 of the Companies act, 2013 are done by the Company during the financial year 2024-25 is mentioned in ANNEXURE B.

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

Your Board states that:

(i.) In the preparation of the annual account for the year ended on 31st March, 2025, the applicable Accounting standards had been followed and there had been no material departures from the said standard.

(ii.) The directors had selected such accounting policies and applied the consistently 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 31st March, 2025.

(iii.) The directors had taken proper and sufficient care for the maintenance and adequate accounting statement in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(iv.) The directors had prepared annual accounts for the year ended on 31st March, 2025 on a going concern basis.

(v.) The directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(vi.) The directors had devised proper system to ensure compliance with the provision of all applicable laws and that such systems were adequate and operating effectively.

Disclosures pursuant to section 197(12) of the Companies Act, 2013 read with Rule 5(1), 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are enclosed herewith as ANNEXURE D.

During the year under review, as per the provisions of Section 204 and other applicable provisions, if any of the Companies Act, 2013, Secretarial audit was not applicable for the period under review.

However, in accordance with the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board has appointed M/s. Ruchita Patel & Associates, Practicing Company Secretaries as Secretarial Auditor of the Company for the F.Y. 2025-26 at the meeting of the Board of Directors held on 4th August, 2025.

During the year under review, the Company was an unlisted public limited company, hence, the corporate governance report is not applicable to the Company for the FY 2024-25.

Although, the Company got listed on BSE SME platform on 10th July, 2025 as SME. Pursuant to the provisions of Regulation 15 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the compliance with the corporate governance provisions as specified in regulations 17 to 27 and clause (b) to (i) of sub-regulation (2) of regulation 46 and Para C, D and E of schedule V are not applicable to the Company being SME Listed Company.

Henceforth the Corporate Governance report does not form part of this Board's Report.

The management discussion and analysis report as stipulated in Regulation 34 (2) (e) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 has been annexed to Directors' report herewith (ANNEXURE E).

The Company has adopted a code of conduct for its directors and designated senior management personnel. All the Board members and senior management personnel have agreed to follow compliance of code of conduct.

Your Company has complied all the applicable Secretarial Standards as issued by the Institute of Company Secretaries of India.

Your Company is not required to maintain cost records as specified by the Central Government under sub-section 1 of section 148 of the Companies Act, 2013.

There was no fraud reported by auditors under sub-section (12) of section 143 other than those which are reportable to the Central Government.

There was no proceeding pending against the Company under the Insolvency and Bankruptcy Code, 2016 during the year under review.

The Company has in place an anti-harassment policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaint Committee has been set up to redress complaints received regularly and are monitored by women line supervisors who directly report to the Director. All employees (permanent, contractual, temporary, trainees) are covered under the policy.

During the year, the number of complaints received and disposed is mentioned below:

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive, and supportive workplace for women employees.

There was no amount to transfer to Investor Education and Protection Funds (IEPF) under provision of Section 125 of the Companies Act, 2013 read with Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 (including amendments and modifications, thereof), hence the said clause does not apply to the Company.

The Board Diversity Policy, aligned with legal requirements, emphasizes inclusion of women directors besides recognizing other forms of diversity, including but not limited to gender, age, cultural and educational background, ethnicity, professional experience, skills and knowledge, networking, value addition and representation of stakeholders. The NRC has formulated a separate policy on Board Diversity and available on the website of the Company.

Our Company has always aspired to build a culture that demonstrates world-class standards in safety, environment and sustainability. People are our most valuable asset and we are committed to provide all our employees, a safe and healthy work environment.

The Board of Directors gratefully acknowledge the assistance and co-operation received from the Bank and all other statutory and non-statutory agencies for their co-operation.

The Board of Directors would like to especially thank all the employees of the Company for their dedication and loyalty.