Submission of Annual Report for the FY 2025-26 alongwith Notice and other attachments

SAMTEL INDIA LIMITED Regd. Oice: 1212, 124 Floor, 43 Chiranjiv Tower, Nehru place, New Delhi -110019 Phone No.01 1-40555700 OM -Il41555006 www.samteleroupu.nc coommy/ samtcl-inda By Courier 1* September 2026 The General Manager, Department of Corporate Services The B SE Limited., Phiroze Jeejeebhoy Tower, Dalal Strcct, Fort, Mumbai-400 001, Dear Sir, Sub: Submission of Annual Report for the Financial Yer ended 31" March, 2026. Please find enclosed herewith a copy of Annual Report for the Financial Year ended 31 March, 2026 alongwith notice for AGM of the company going to be held on Wednesday, the 30h September 2026 at 9:30 AM at registered office of the company situated at 1212, 12h Floor, 43 Chiranjiv Tower, Nchru Place, New Delhi I10019. Kindly arrange to take on record as compliance and acknowledge the same. Thanking you, Yours faithfully, For SAMTEL INDIA LIMITED Satish K Kaura Chairman & Mg. Director Encl. as above SAMTEL INDIA LIMITED ANNUAL REPORT 2025-2026 ANNUAL REPORT FOR THE FINANCIAL YEAR ENDED 31ST MARCH 2026 Regd. Office : 1212, 12th Floor, 43 Chiranjiv Tower, Nehru place, New Delhi -110019 Web site: http://www.samtelgroup.com/samtel-india-ltd.html CIN: L31909DL1981PLC426653 Phone No. :011-40555700 Fax no.: 011-41555006 SAMTEL INDIA LIMITED ANNUAL REPORT FINANCIAL YEAR 2025-26 TABLE OF CONTENTS Contents Page no. NOTICE FOR ANNUAL GENERAL MEETING & PROXY AND 1 1 to 15 ATTENDANCE SLIP 2 MANAGEMENT DISCUSSION AND ANALYSIS REPORT 16 to 17 REPORT ON COPROATE GOVERNENCE FOR THE FY 2025-26 AND 3 CERTIFICATE ON COPORATE GOVERNENCE REPORT FOR THE FY 18 to 30 2025-26 4 DIRECTOR REPORT FOR THE FY 2025-26 31 to 50 5 AUDITOR REPORT -FY 2025-26 51 to 65 FINANCIALS - BALANCE SHEET & PROFIT & LOSS ACCOUNTS AS AT 6 66 to 68 31ST MARCH 2026 FUND FLOW STATEMENT FOR THE PERIOD ENDED 31ST MARCH, 7 69 2026 SCHEDULES TO ANNAUL ACCOUNTS FOR THE YEAR ENDED 31ST 8 70 to 79 MARCH, 2026. NOTES TO ACCOUNTS FOR THE FINANCIAL YEAR ENDED 31ST 9 80 to 89 MARCH, 2026 SAMTEL INDIA LIMITED ANNUAL REPORT - FINANCIAL YEAR 2025-26 NOTICE OF MEETING NOTICE is hereby given that the 44th Annual General Meeting of Samtel India Limited will be held at the Registered office of the Company at 1212, 12th Floor, 43 Chiranjiv Tower, Nehru Place, New Delhi - 110019 on Wednesday, the 30th day of September 2026 at 9:30 AM to transact the following business: ORDINARY BUSINESS 1. To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended 31st March, 2026 together with the Reports of the Board of Directors and Auditors thereon and in this regard, to consider and if thought fit, to pass, with or without modification(s) the following resolution as an Ordinary Resolution “RESOLVED THAT the audited financial statement of the Company for the financial year ended March 31, 2026 and the Reports of the Board of Directors and Auditors thereon, as circulated to the Members, be and are hereby considered and adopted.” 2. To appoint a Director in place of Mrs. Alka Kaura (DIN 00687365) who retires by rotation and being eligible offers herself for re-appointment and in this regard, to consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution “RESOLVED THAT in accordance with the provisions of Section 152 and other applicable provisions of Companies Act, 2013 Mrs. Alka Kaura (DIN 00687365), who retires by rotation at this meeting be and is hereby appointed as a Director of the Company liable to retire by rotation.” SPECIAL BUSINESS 3. To consider and if thought fit, to pass with or without modification(s) the following resolution for re- appointment of Mr. Satish K Kaura (DIN: 00011202) as Managing Director of the Company for a further period of 5 years as a Special Resolution: “RESOLVED UNANIMOUSLY THAT in accordance with the Provisions of Section 196, 197 & 198 read with Schedule V and all other applicable provisions of Companies Act, 2013 (including any statutory modification(s) or re-enactment thereof, for the time being in force) and such other approvals/sanctions as may be necessary and as recommended by the Nomination and Remuneration Committee/Board of Directors, the consent of the members of the Company be and is hereby accorded to the re-appointment of Mr. Satish K Kaura (DIN: 00011202) as the Managing Director of the Company for a further period of 5 years, effective from November 9, 2026 upto 8th November, 2031 RESOLVED FURTHER THAT as Managing Director of the Company Mr. Satish K Kaura will not draw any remuneration and be responsible for the day to day affairs of the Company and will have the absolute power of Management of the affairs of the Company. SAMTEL INDIA LIMITED ANNUAL REPORT - FINANCIAL YEAR 2025-26 RESOLVED FURTHER THAT the Board be and are hereby authorized to take all such steps as may be necessary, proper, expedient to give effect to the resolution and settle any question, or difficulty in connection therewith or incidental thereto.” By Order of the Board of Directors Sd/- Satish K Kaura Chairman & Managing Director Place: New Delhi Date: 12th August, 2026 Registered Office: 1212, 12th Floor, 43 Chiranjiv Tower, Nehru Place, New Delhi - 110019 NOTES: 1. Explanatory Statement, pursuant to Section 102(1) of the Companies Act, 2013 and as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in respect of the special businesses is annexed hereto. 2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING IS ENTITLED TO APPOINT PROXY/PROXIES TO ATTEND AND VOTE, INSTEAD OF HIMSELF/HERSELF AND THE PROXY/PROXIES NEED NOT BE A MEMBER OF THE COMPANY. PROXY FORM DULY STAMPED AND EXECUTED IN ORDER TO BE EFFECTIVE, MUST REACH THE REGISTERD OFFICE/CORPORATE OFFICE OF THE COMPANY NOT LESS THAN FORTY-EIGHT (48) HOURS BEFORE THE COMMENCEMENT OF THE ANNUAL GENERAL MEETING (AGM). A PROXY FORM IS ENCLOSED. 3. Pursuant to Section 105(1) of the Companies Act, 2013, read with Rule 19 of the Companies (Management and Administration) Rules, 2014, a person can act as proxy on behalf of Members not exceeding 50 (fifty) in number and holding in aggregate not more than 10 (Ten) per cent of the total share capital of the Company carrying voting rights. In the case of a Member holding more than 10 (ten) per cent of the total share capital of the Company carrying voting rights, such a Member may appoint a single person as proxy, who however shall not act as proxy for any other person or shareholder. 4. In terms of the provisions of section 112 and 113 of the Act read with the aforesaid circulars Institutional/Corporate Shareholders (i.e other than individuals, HUF and NRI etc.) are entitled to appoint their authorized representatives to attend and vote on their behalf at the meeting. 5. Pursuant to Regulation 36 of the Securities and Exchange Board Of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard-2 on General Meetings, brief profile and other details of Mr. Satish K Kaura (DIN: 00011202) and Mrs. Alka Kaura, Director being re- Appointed as Managing Director & Director respectively are provided in the Annexure A to this Notice. SAMTEL INDIA LIMITED ANNUAL REPORT - FINANCIAL YEAR 2025-26 6. M/s. R. Sharma & Associates, Chartered Accountants, New Delhi (Regd. No. 003683),have been acting as the Statutory Auditors of the Company since the conclusion the 35th Annual General Meeting (AGM) held on 27th September 2017. They were re-appointed for a further period of five consecutive years commencing from the conclusion of the 41st Annual General Meeting till the conclusion 45th Annual General Meeting. M/s. R. Sharma & Associates, Chartered Accountants, New Delhi (Regd. No. 003683),have confirmed that they are not disqualified to continue as the Statutory Auditors of the Company. 7. Register of Directors and Key Managerial Personnel and their shareholding in the Company maintained under section 170 of th [Showing first 8,000 characters — download PDF for full document]