VST Tillers Tractors Ltd

Dear Members,

The Board of Directors hereby submits the 56th Annual Report of your Company ("the Company" or "VST"), along with the audited financial statements, for the financial year ended March 31, 2024. The consolidated performance of the Company and its subsidiaries has been referred to wherever required.

FINANCIAL PERFORMANCE

Amount (Rs. in Lakhs)

FINANCIAL PERFORMANCE/ STATE OF COMPANY AFFAIRS

The brief highlights of the Company's performance for the financial year ('FY') ended March 31,2024, are:

During the year under review i.e. FY 2023-24, your Company's Operating income is Rs. 96,805 lakhs as against Rs. 100,643 lakhs in the previous FY 2022-23.

Profit Before Tax (PBT) for FY 2023-24 is Rs. 15,561 lakhs as against Rs. 12,394 lakhs in the previous FY 2022-23.

Profit after Tax (PAT) for FY 2023-24 is Rs. 12,151 lakhs as against Rs. 9,236 lakhs in the previous FY 2022-23.

With respect to volumes, your Company has sold 36,480 Nos of Power tillers against the previous year of 38,247 Nos and on tractors, 5,388 Nos against the previous year of 6,875 Nos of tractors.

Despite challenging market conditions, your Company's Compact Tractor market share stood at -10% and power tiller market share at 70% in FY24.

SEGMENT-WISE OR PRODUCT-WISE PERFORMANCE

Your Company deals with a single segment only i.e. "Manufacturing of Agricultural Machineries".

DIVIDEND

Based on the Company's performance, your directors are pleased to recommend, for the approval of the members, Dividend of Rs. 20 /- per equity share of face value of ?10 each (i.e. @ 200%) payable to those members whose names appear in the Register of Members as on the Record Date, i.e. September 12, 2024

The dividend payout is subject to the approval of members at the ensuing Annual General Meeting (AGM).

The dividend payout for the period under review has been formulated in accordance with shareholders' aspirations and the Company's Dividend Distribution Policy to pay sustainable dividend linked to long-term growth objectives of the Company to be met by internal cash accruals. The Dividend will be disbursed on or after September 19, 2024, if approved by the members at the 56^ AGM. The total outflow will be around Rs. 17.28 Crores. The Company does not propose to transfer any amount to Reserves for the year under review.

QUALITY INITIATIVES

For Operational Excellence, it is necessary to be continually introspective of readiness into the future. It not only helps benchmark an existing state of excellence in a realistic way but also provides seasoned advisory on what needs to be done for emulating the best in the industry. Few of the Quality Initiatives are given below:

IMexI 2023-24 Assessment (Integrated Manufacturing Excellence)

• 3-day Assessment conducted by Kaizen Flansei team for both Flosur & Malur Plant

• Received IMexI Commitment Silver Medallion Award for both Flosur & Malur Plant

• Based on Assessment Identified the Improvement Areas for Operation related 20 Projects in Flosur & 13 Projects in Malur for Excellence Initiatives.

Total Quality Management

• Implemented Kaizens - 2845 Nos reported in FY24

• Training for Capability building of the people with respect to their roles

• Participate the External QCC Competition 37th Cll Karnataka Region - Won the Best Tool Category in Flosur Plant, Special Award in Malur Plant & Best Theme in Mysuru Plant.

• Mysuru Plant participated in QCFI competition & won the Gold Award.

Quality Management System

• Kick off the Integrated Management System -

Implementation in all '3' Manufacturing Plant & HO IMS-ISO 9001, ISO 14001 & ISO 45001

• The Company successfully completed 2nd annua Surveillance audit and retained the ISO certification for All '3' Plants QMS - ISO 9001:2015

• The Company successfully completed Re-Certification audit and received the ISO certification for EMS & Safety in Hosur Plant - IS014001:2015 & ISO 45001:2018

DETAILS OF DIRECTORS AND KMP APPOINTMENT/ REAPPOINTMENT

• Mr. Rajen Krishnanand Padukone (DIN:00262729) has been appointed as Independent Director of the Company for 5 consecutive years effective from May 04, 2023 through postal ballot and he is not liable to retire by rotation.

• Mr. Ajith Kumar Rai (DIN: 01160327) has been appointed as Independent Director of the Company for 5 consecutive years effective from November 07, 2023 through postal ballot and he is not liable to retire by rotation.

• Mr. V.T. Ravindra (DIN: 00396156) has been reappointed as the Managing Director of the Company for a period of 3 years effective from April 01, 2024 through postal ballot on January 21, 2024, liable to retire by rotation. Further he will be liable to retire by rotation and being eligible, offers himself for re appointment at the 56^ Annual General Meeting of the Company scheduled to be held on September 19, 2024

• Mr. V.K Surendra (DIN:00459069) resigned from the position of Chairman and Non-Executive Director of the Company effective from February 01,2024, allowing the Company to continue its journey under new leadership.

• Mr. Arun V. Surendra (DIN:01617103), was appointed as the new Chairman of the Company. He will continue as Non-Executive Director of the company.

• Mr. Nitin Agrawal has been appointed as Chief Financial Officer of the Company w.e.f. May 12, 2023.

In the opinion of the Board, all the Independent Directors possess integrity, expertise, and experience (including the proficiency).

KEY MANAGERIAL PERSONNEL (KMP)

The following persons are Key Managerial Personnel (KMP) of the Company under section 203 of the Companies' Act, 2013, during the FY 2023-24.

Mr. Pankaj Khemka had resigned from the post of CFO w.e.f. April 03, 2023

CORPORATE GOVERNANCE

Your Company believes that strong corporate governance is critical to enhancing and retaining investor trust. Your Company also endeavors to enhance long-term shareholder value and respect minority rights in all its business decisions. Corporate Governance is about maximizing shareholders value, ethically and sustainably. Your Company reaffirms its commitment to good corporate governance practices and has adopted the Code of Business Conduct which has set out the systems, processes and policies with all its requisite standards. Pursuant to Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate section on Corporate Governance practices followed by the Company is provided in this Report. A report of the Statutory Auditors of the Company confirming the compliance of conditions of Corporate Governance as required by SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed to this report.

Compliance reports in respect of all laws applicable to the Company have been reviewed by the Board of Directors.

DIRECTOR'S RESPONSIBILITY STATEMENT

To the best of our knowledge and belief and according to the information and explanations obtained by us, your Directors make the following statements in terms of Section 134(3)(c) of the Companies Act, 2013.

(a) That in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) That the directors had selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year on March 31, 2024 and of the profit and loss of the company for that period;

(c) That proper and sufficient care had been taken 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) That the annual accounts have been prepared on a going concern basis;

(e) That the internal financial controls to be followed by the company have been laid down and that such internal financial controls are adequate and are operating effectively;

(f) That proper systems to ensure compliance with the provisions of all applicable laws have been devised and that such systems are adequate and operating effectively.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, the work performed by the internal, statutory and secretarial auditors including the audit of internal financial controls over financial reporting by the Internal Auditors and the reviews performed by management and the relevant board committees, including the audit committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during FY 2023-24.

AUDITORS

Pursuant to the provisions of Section 139 of the Act read with rules thereunder, the shareholders of the Company at the 53rd Annual General Meeting ("AGM") held during FY 2020-21 had re-appointed M/s. K.S. Rao & Co, Chartered Accountants (Firm Regd. No. 003109S), as Statutory Auditors of the Company for a for a second term of five financial years effective from the FY 2021-22.

COST AUDITORS

Pursuant to Section 148 of the Companies Act, read with the Companies (Cost Records and Audit) Rules, 2014 (as amended), your Company is required to maintain the cost records and the said cost records are required to be audited. The Company is maintaining all the aforesaid cost records. M/s. Rao, Murthy & Associates (Firm Registration No: 00065), Practicing Cost Accountants were appointed as Cost Auditors of the Company for FY25 by the Board on the recommendations of Audit Committee. The remuneration payable to the Cost Auditor is subject to ratification of members at the ensuing AGM and the same is included in 56th AGM Notice.

INTERNAL AUDITORS

Pursuant to Section 138 of Companies Act, your directors, on the recommendation of the Audit Committee had appointed M/s. Brahmayya & Co, Chartered Accountant as Internal Auditors for the FY 2023-24.

SECRETARIAL AUDITORS

Pursuantto the provisions of Section 204 of the Companies Act, 2013 read with Rules made there under, the Board had appointed M/sThirupal Gorige & Associates LLP, Practicing Company Secretaries to undertake the Secretarial Audit of the Company for the FY 2023-24. The Secretarial Audit Report is enclosed herewith as Annexure-4.

PARTICULARS OF EMPLOYEES

Disclosures pertaining to remuneration and other details as 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 annexed as Annexure 1 and forms part of this Report.

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

Information under Section 134 of Companies Act, 2013 read with rule 8 (3) of the Companies (Accounts) Rules, 2014 is enclosed as Annexure-2.

DEPOSITS

Your Company has not accepted any deposits within the meaning of Chapter- V of the Companies Act, 2013 and rules made thereunder.

INDUSTRIAL RELATION

Our manufacturing facilities in Mysore, Malur, and Hosur all maintained positive industrial relations throughout the year under review.

• Malur Plant: Successfully negotiated and settled annual increments and bonuses with employees.

• Hosur Plant: Achieved a negotiated settlement on bonuses with employees.

• Mysore Plant: Delivered annual increments and bonuses as per the established agreement.

As of March 31,2024, the company employed a total of 755 permanent staff across all manufacturing locations.

SAFETY, HEALTH AND ENVIRONMENT

VST considers its people as the most valuable assets and upholding their mental and physical health as a top priority. Your Company is a safe workplace and the Safety & Health of our employees, as per the requirement of the Factories Act are ensured to the best of our efforts. Our motto is "Zero Accident". Our commitment is to protect the environment as per the policy.

At each Plant location, annual events like National Safety Day/Month and Fire Service Week were organized. As per new norms, various topics and projects were undertaken to train employees on Safety, Health and Environment.

The following are some of the key initiatives undertaken during FY 2023-24:

• Creation and Drive on Safety Culture and employee awareness/engagement program.

• Emergency Preparedness and Response - Creating of team and imparting of training.

• Implementation of Sustainability Practice by reducing water waste.

INFORMATION TECHNOLOGY

Your company ensures that digital advancements are utilized effectively to improve Sales and Reduce Costs in a controlled and safe environment.

Your company follows the most advanced TOC (Theory of Constraints) for effective Supply Chain Management and has seamless integration between ERP (SAP S4 Hana), Supplier Relationship Management (SRM) and Dealer Management System (DMS). This ensures that the Demand and Supply are balanced, thereby improving the overal efficiency in the system.

Your company has a fully functional ERP - SAP S4 Hana which ensures data integrity and functional stability. To support it there are other functional systems - Digital Approval System, Travel Management System, Dealer Management System, Supplier Relationship Management System, Sales Capability Building System, Dealer Scouting & Onboarding System and Quality Management System.

The infrastructure is strong with Servers hosted on premises, at an external data center and multiple clouds.

BOARD MEETING

The company has conducted 7 meetings of the Board of Directors during this financial year. For further details, please refer to the section on Corporate Governance in this Annual Report.

DISCLOSURE OF RELATIONSHIPS BETWEEN DIRECTORS

Mr. V.V. Pravindra, Mr. V.T. Ravindra and Mr. Arun V. Surendra belong to the promoters' family. Apart from the promoter directors, none of the other Directors are related to each other.

DECLARATION OF INDEPENDENT DIRECTORS

The Company has received declarations from all Independent Directors of the Company that they meet the criteria of independence as prescribed under sub-section (6) of Section 149 of the Act and under Regulations 16 and 25 of SEBI Listing Regulations and there has been no change in the circumstances affecting their status as Independent Directors of the Company. The Company has also received a declaration from all the Independent Directors that they have registered their names in the Independent Director data bank and have passed/ are exempt from the requisite proficiency test conducted by Ministry of Corporate Affairs, or same will be completed with in the due date as may be prescribed by MCA.

The respective second term of Mr. K.M Pal (DIN: 01171860) and Mr. M.K. Bannerjee (DIN: 00219178) as Independent Directors of the Company is set to expire on August 13, 2024.

The Board places on record its appreciation forthe valuable contribution made by Mr. M.K. Bannerjee & Mr. K.M. Pal during their tenure as Directors of the Company.

During the FY 2023-24, in compliance with the provisions of Schedule IV to the Companies' Act 2013, a separate meeting, exclusively of the Independent Directors was held on March 14, 2024, without the participation of non- independent Directors or members of the management.

COMMITTEES

Our Board has established 5 committees as per the statutory requirements of SEBI(LODR) & Companies Act

2013 i.e. Audit Committee, Corporate Social Responsibility Committee, Nomination Compensation & Remuneration Committee, Stakeholders Relationship Committee and Risk Management Committee. We place all minutes of Committees meetings before the Board of Directors. Details of these Committees may be found in the Report on Corporate Governance forming part of the Directors' Report.

VIGIL MECHANISM CUM-WHISTLE BLOWER POLICY

The Company has formulated the Whistleblower Policy in line with the mandated regulatory requirements of Section 177(9) of the Companies Act, 2013 and Regulation 22 of Listing Regulations, which mandates listed companies to establish a"vigilmechanism"forreportinggenuine concerns. The forum is predominantly for the receipt, retention and treatment of complaints regarding matters of probable discrepancies in accounting, internal accounting controls or auditing, irregularities etc. The policy is available on the website of the Company at the link https://www.vsttractors. com/investor/disclosure/?tab=v-pills-disclosure9-tab.

The Company has in place robust measures to safeguard whistle blowers against victimization. Directors and employees are duly sensitized about mechanisms and guidelines for direct access to the Chairman of the Audit Committee, in appropriate cases. Further, during the FY 2023-24, the company has not received any complaints.

AUDITORS QUALIFICATION, RESERVATION OR ADVERSE REMARK OR DISCLAIMER

There was no qualification, reservation or adverse remark or disclaimer from Statutory & Secretarial Auditors and the comments (if any) given by the Statutory & Secretarial Auditors in their respective Reports are self-explanatory and hence, do not call for any further explanations or comments from the Board.

There was no fraud reported by the auditors under section 143(12) of the Companies Act, 2013 and the rules made thereunder.

LOANS, GUARANTEE & INVESTMENT

The Company has made investment during the FY 2023- 24. The investments details forms part of the notes to the financial statements provided in this Annual Report. The company has not given any Loan or Guarantee during the FY 2023-24.

RELATED PARTY TRANSACTIONS

We ensure that all the transactions that are entered into with related parties during the financial year meets the criteria of an arm's length price basis. There are no materially significant related party transactions made by the company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have

a potential conflict with the interests of the Company at large.

All Related Party Transactions were placed before the Audit Committee and before the Board for approval. Prior omnibus approval of the Audit Committee was obtained for the transactions which are of a foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted were audited and a statement giving details of all related party transactions were placed before the Audit Committee and the Board of Directors for their information and approval. The policy on dealing with Related Party Transactions as approved by the Board can be accessed at https://www.vsttractors.com/ investor/disclosure/?tab=v-pills-disclosure9-tab The Related Party Transaction details including the transaction(s) of the Company if any, with a person/entity belonging to the promoter/promoter group which hold(s) more than 10% shareholding in the Company as required pursuant to para A of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of the notes to the financial statements provided in this Annual Report. Please refer to the details in Annexure -5 for AOC-2 Form.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION

There are no material changes affecting the financia position of the Company subsequent to the closure of FY24 till the date of this report.

AUDIT COMMITTEE

The Members of the Audit Committee possess accounting and/ or financial management knowledge and expertise. The Company Secretary of the Company is the Secretary of the Committee. In pursuance of the amended SEBI Listing Regulations effective from January 01, 2022, members of the audit committee who are Independent Directors approve the related party transactions. Details of the composition, roles and responsibilities, particulars of meeting and attendance thereat are mentioned in the Corporate Governance Report

NOMINATION COMPENSATION AND REMUNERATION COMMITTEE

The Nomination and Remuneration Policy, inter-alia, provides for criteria and qualifications for appointment of Director, Key Managerial Personnel and Senior Management, Board diversity, remuneration to Directors, Key Managerial Personnel, etc. The policy can be accessed at the following link: https://www.vsttractors.com/investor/ disclosure/?tab=v-pills-disclosure9-tab. For more details on the committee, please refer to the report on Corporate Governance.

RISK MANAGEMENT

Your Company has a robust framework in place to effectively manage risks. The Risk Management Committee, which is constituted by the Board, is responsible for overseeing the Risk Management Framework. The Framework covers the Company's risk appetite statement, risk limits, risk dashboards, and early warning signals. The risk management framework works at various levels across the enterprise. These levels form the strategic defense cover of the Company's risk management. The Company has adopted a Risk Management Policy in accordance with the provisions of the Act and Regulation 21 of the Listing Regulations.

The Risk Management Committee has been entrusted with the responsibility to assist the Board in (a) Overseeing and approving the Company's enterprise wide risk management framework; and (b) Overseeing that all the risks that the organization faces such as strategic, financial, credit, market, liquidity, security, property, IT, legal and other risks have been identified and assessed and there is an adequate risk management infrastructure in place capable of addressing those risks.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has formed CSR policy and Committee as required by the Act and the details of the same are available on the Company website i.e. http://www. vsttractors.com/investors/policies. During the FY 2023-24 the Company was supposed to has spent X2,17,62,446 /- for CSR activities. Out of which the X 1,20,00,000/- for CSR activities during FY24 and an amount ofRs. 97,62,446/- had been earmarked for an ongoing project pursuant to the decision taken by the Board at its meeting along with the recommendations of CSR Committee. The same has been transfered to the "UNSPENT CSR ACCOUNT"

Further pursuant to the resolution passed at the CSR Committee and Board meetings, the earmarked CSR fund amounting to X 1,93,30,867/- pertaining to the FY 2020-21 had been utilized before 31st March 2024.

The CSR details form part of annexure -3 to the Board's Report. For more details, please refer annexure to the Board Report.

EVALUATION OF BOARD PERFORMANCE

The Board works with the Nomination Compensation & Remuneration Committee to lay down the evaluation criteria for the performance of executive/non-executive/ independent directors through a peer-evaluation process excluding the director being evaluated. The evaluation of Board, Committees and Individual Directors was conducted as per the procedure followed by the Company. The details are provided in the Corporate Governance section of the Annual Report.

Details of subsidiary. Associate, or joint Venture Company.

During the under review during the FY 2023-24, the Company incorporated a Joint Venture Cum Subsidiary Company in the name of VST ZETOR PRIVATE LIMITED, on September 26, 2023, jointly with HTC INVESTMENTS a.s. , Czech Republic.

The Company has also on April 25, 2024, incorporated a Wholly Owned Subsidiary in the name of VST Americas Inc and stepped down subsidiary named as VST FIELDTRAC LLC in the United States, to inter-alia assist the Company in augmenting the growth opportunities by catering to the needs of the US market in tractor and farm machineries segment.

The statement containing the salient features of the company's subsidiaries/Jointventures/Associates are given in form AOC-1 forming part of this report as Annexure-7 The Subsidiary Company has started it's operation at the end of the last year with a turnover of Rs.161.34 lakhs, we expect the permanence will improve during current financial year. The complete financial of the subsidiary Company is available in https://www.vsttractors.com/ investor/fina ncia Is/?tab=vst-ta b-btn-5

SIGNIFICANT AND MATERIAL ORDERS

There are no significant material orders passed by any Regulators / Courts which would impact the going concern status of the Company and its future operations.

VARIATION IN MARKET CAPITALISATION

Data Source: BSE Ltd.

Internal Complaint Committee under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The Company has zero tolerance for sexual harassment at workplace and has adopted a policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in line with the provisions of the Sexua Harassment of Women at Workplace (Prevention,

Prohibition and Redressal) Act, 2013 and the rules thereunder for prevention and redressal of complaints of sexual harassment at workplace. The Company has also 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.

During the year under review, no complaint was received pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act 2013.

Employee stock options / Restricted Stock Units (RSUs)

The Company grants share-based benefits to eligible employees with a view to retain talent, have long term commitment and association of employees for sustained growth, development and long-term interest of the Company.

RESTRICTED STOCK UNITS PLAN

The Company has adopted and implemented "VST Tillers Tractors Limited - Restricted Stock Unit Plan 2024' ("RSU 2024" / "Plan") for granting Restricted Stock units ("RSUs") to the employees of the Company, its subsidiary & associate company(ies).

In terms of the RSU Plan, a maximum of 50,000 (Fifty thousand) RSUs in one or more tranches may be granted, which on exercise would entitle not more than 50,000 (Fifty thousand) equity shares of INR 10/- each (approximately 0.58% of the paid-up equity share capital as on March 31, 2024), with each such RSU conferring a right to apply for one equity share of the Company against each RSU vested. The RSU Plan has been implemented directly by the company by issuingthe fresh equity shares of the company for transferring the same to the eligible employees on exercise of the vested RSUs. Accordingly, 50,000 fresh shares will be issued by the Company under this plan.

RSU Plan is in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, as amended from time to time and there have been no changes in the said plan during the financial year under review. The RSU Plan was approved by the shareholders of the Company on 21st January, 2024. The details of RSU Plan including requirements specified under Regulation 14 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and disclosure under companies act 2013, Rule 12(9) of Companies (share Capital and Debentures) Rules 2014 are available on the Company's website at https://www.vsttractors.com/investor/ disclosure/?tab=v-pills-disclosure9-tab.

The details of the RSU 2024 form part of the Notes to accounts of the financial statements in this Annual Report. The Company has obtained a certificate from Auditor Pursuantto Regulation 13 of the Securities Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The same is available in above link.

OTHER DISCLOSURES

No disclosure or reporting is required with respect to the following items, as there were no transactions or the same were not applicable during the year under review:

• The issue of equity shares with differential rights as to dividend, voting or otherwise.

• The company does not have any scheme or provision of money for the purchase of its own shares by employees or by trustees for the benefit of employees.

Redemption of shares/debentures Application made or any proceeding pending underthe Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year.

The 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.

Annual Return

The draft Annual Return for FY 2023-24 is available on the Company's website i.e. https://www.vsttractors.com/ investor/disclosure/?tab=v-pills-disclosure14-tab

Secretarial Standards

The Company is in compliances with all the applicable Secretarial Standards, issued by the Institute of Company Secretaries of India (ICSI).

Disclosure of Certain Type of Agreements Binding Listed Entity

Pursuant to Regulation 30A(2) of SEBI Listing Regulations there is no agreement impacting the management or control of the Company or imposing any restrictions or create any liability upon the Company.

Investor Education and Protection Fund

During the FY 2023-24, the Company had transferred ?9,09,330/- unpaid and unclaimed dividend to Investor Education and Protection Fund (IEPF) and further transferred 3,118 Nos of shares to IEPF Authority as per IEPF Rules during the FY 2023- 24. As perthe said rule, any benefits such as dividend shall be transferred to IEPF with respectto shares transferred to IEPF and accordingly dividend of the corresponding shares transferred to IEPF, has also been transferred to IEPF. The details of such Dividends and shares are available on Company's website at www.vsttractors.com. Mr. Chinmaya Khatua has been appointed as nodal officer under IEPF Rule.

The details of unclaimed dividends & shares summary as on 31 /03/2024 is given below:

Details of Nodal officer:

Name: Mr. Chinmaya Khatua (Company Secretary)

Email: investors@vsttractors.com

Phone:080-67141111

The above details are available in Company

website: www.vsttractors.com

ACKNOWLEDGEMENTS

Your directors would like to extend their sincere gratitude towards customers, vendors, dealers, investors, business associates and bankers for their continued support during the year.

We take the opportunity to express our sincere appreciation for the contribution made by the employees at all levels.

Our resilience to meet challenges and the consistent growth of the Company was made possible by their hard work, solidarity, co- operation, and support.

Your Directors would like to express their sincere appreciation of the positive co-operation received from the Government of India, the State Governments and other regulatory authorities and government agencies for their support and look forward to their continued support in the future.

The Board also takes this opportunity to express its deep gratitude for the continued co-operation and support received from its valued shareholders.