STERLING TOOLS LIMITED

CIN: L29222DL1979PLC009668

STL
FASTENERS

WORKS : 5-A DLF Industrial Estate
Faridabad - 121 003 Haryana India
Tel : 91-129-227 0821 to 25/225 5551 to 53
Fax : 91-129-227 7359
E-mail : [email protected]
website : stlfasteners.com

Through NEAPS	By Listing Centre
National Stock Exchange of India Limited
“Exchange Plaza”,
Bandra–Kurla Complex, Bandra (E)
Mumbai-400051
Trading Symbol: STERTOOLS	BSE Limited
1^{st} Floor, P. J. Towers
Dalal Street,
Mumbai – 400001
Scrip Code: 530759

Date: 15th May 2026

Sub: Outcome of Board Meeting under Regulation 30 and 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”)

Dear Sir/Madam,

This is to inform you that the Board of Directors in its meeting held today, i.e. on Friday, 15th May 2026, has inter-alia considered, recommended and approved the following:

i) Approval of Audited Financial Results/Statements (Standalone and Consolidated) for the fourth quarter and financial year ended 31st March 2026:

Pursuant to Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and based on the recommendation of the Audit Committee, the Board of Directors of the Company has approved the Standalone and Consolidated Audited Financial Results for the fourth quarter and financial year ended 31st March 2026.

A copy of the aforesaid Audited Financial Results, together with the Statutory Auditor’s Report thereon is enclosed herewith as Annexure-A for your information and record.

We further confirm that M/s Walker Chandiok & Co LLP, Chartered Accountants (Firm Registration No. 001076N/N500013), the Statutory Auditors of the Company, have issued their Audit Report with an unmodified opinion on the Standalone and Consolidated Financial Results for the financial year ended 31st March 2026.

Further, in terms of Regulation 33(3) of the SEBI Listing Regulations, a declaration confirming the unmodified opinion on Audited Financial Results/statements for the financial year ended 31st March 2026 duly signed by the Chief Financial Officer of the Company, is enclosed herewith as Annexure-B.

ii) Recommendation of Dividend:

The Board has recommended a Final Dividend of 137.50% i.e., ₹2.75/- (Rupees Two and Seventy Five Paisa only) per fully paid-up equity share ₹2/- (Rupees Two only) each for the Financial Year ended 31st March 2026, subject to the approval of shareholders of the Company at the ensuing Annual General Meeting of the Company.

iii) Appointment of Internal Auditors:

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and rules made thereunder, and based on the recommendations of the Audit Committee, the Board has approved the appointment of M/s Profaids Consulting, Internal Auditors of the Company for the Financial year 2026-27.

The brief particulars of M/s Profaids Consulting as per the Regulation 30 (2) & Part -A of Schedule III of SEBI (LODR), 2015 are enclosed as Annexure C.

STERLING TOOLS 149ye
NEW DELHI
REGD. OFFICE: DJ-1210, 12th Floor, DLF Tower-B
Jasola District Centre, New Delhi - 110025
Email: [email protected]

iv) Appointment of Mr. Anish Agarwal as the Chief Financial Officer of the Company:

As per the recommendation of the Nomination and Remuneration Committee and Audit Committee, and in accordance with the applicable provisions of the Companies Act, 2013, the Board of Directors of the Company has approved the appointment of Mr. Anish Agarwal as the Chief Financial Officer (CFO) and Whole-time Key Managerial Personnel (KMP) of the Company, with effect from 15th May, 2026.

The details as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January 2026, are provided as Annexure-C.

v) Appointment of Mr. Anish Agarwal (DIN: 07056465) as the Whole-Time Director of the Company:

As per the recommendation of Nomination & Remuneration Committee, the Board of Directors of the Company has approved the appointment of Mr. Anish Agarwal (DIN: 07056465) as the Whole - Time Director of the Company for a term of 5 years w.e.f. 15th May 2026, and a remuneration of ₹1 crore per annum is proposed for a duration of 3 years, commencing from 1st July 2026 and ending on 30th June 2029, subject to the approval of shareholders of the Company. Mr. Agarwal is not debarred from holding the office of Director by virtue of any SEBI order or any other such authority.

vi) Investment through Rights Issue in Sterling E-Mobility Solutions Limited (formerly known as Sterling Gtake E-Mobility Limited), wholly owned subsidiary of the Company:

As per the recommendation made by the Audit Committee, the Board of Directors has approved the investment in form of equity in Sterling E-Mobility Solutions Limited (formerly known as Sterling Gtake E-Mobility Limited), wholly owned subsidiary of the Company upto an amount of Rs. 20 Crore in one or more tranches.

The meeting commenced at 01:00 P.M. and concluded at 03:00 P.M.

This is for your information and records please.

Yours truly,

For STERLING TOOLS LIMITED

Pragya Saxena
Company Secretary & Compliance Officer
M. No. – F9640

Pragya Saxena
Digitally signed
by Pragya Saxena
Date: 2026.05.15
15:00:38 +05'30'

Annexure-A

Walker Chandiok & Co LLP

Unit No. 02, Second Floor,
BPTP Capital City,
Plot No - 2B, Sector-94, Noida,
Gautam Buddha Nagar,
Uttar Pradesh - 201301
India
T +91 120 485 5999
F +91 120 485 5902

Independent Auditor's Report on Standalone Annual Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To the Board of Directors of Sterling Tools Limited

Opinion

We have audited the accompanying standalone annual financial results ('the Statement') of Sterling Tools Limited ('the Company') for the year ended 31 March 2026, attached herewith, being submitted by the Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) ('Listing Regulations').
In our opinion and to the best of our information and according to the explanations given to us, the Statement:

(i) presents financial results in accordance with the requirements of Regulation 33 of the Listing Regulations; and

(ii) gives a true and fair view in conformity with the recognition and measurement principles laid down in the applicable Indian Accounting Standards ('Ind AS') specified under section 133 of the Companies Act, 2013 ('the Act'), read with the Companies (Indian Accounting Standards) Rules, 2015, and other accounting principles generally accepted in India, of the standalone net profit after tax and other comprehensive income and other financial information of the Company for the year ended 31 March 2026.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Statement section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ('the ICAI') together with the ethical requirements that are relevant to our audit of the financial results under the provisions of the Act and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us, is sufficient and appropriate to provide a basis for our opinion.

Chartered Accountants

Offices in Ahmedabad, Bengaluru, Chandigarh, Chennai, Dehradun, Goa, Gunagram, Hyderabad, Indore, Kochi, Kolkata, Mumbai, New Delhi, Noida and Pune

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2006 and has its registered office at I-41, Connaught Circus, Outer Circle, New Delhi, 10001, India

Walker Chandiok & Co LLP

Independent Auditor's Report on Standalone Annual Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

Responsibilities of Management and Those Charged with Governance for the Statement

This Statement has been prepared on the basis of the standalone annual financial statements and has been approved by the Company's Board of Directors. The Company's Board of Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profit and other comprehensive income and other financial information of the Company in accordance with the Ind AS specified under section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India, and in compliance with Regulation 33 of the Listing Regulations. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Statement that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the Statement, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
The Board of Directors is also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Statement

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Standards on Auditing, specified under section 143(10) of the Act, will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this Statement.
As part of an audit in accordance with the Standards on Auditing, specified under section 143(10) of the Act, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the Company has in place an adequate internal financial controls with reference to financial statements and the operating effectiveness of such controls;

Walker Chandiok & Co LLP

Independent Auditor's Report on Standalone Annual Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors;
Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Statement or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern; and
Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Other Matter

The Statement includes the financial results for the quarter ended 31 March 2026, being the balancing figures between the audited figures in respect of the full financial year and the published unaudited year-to-date figures up to the third quarter of the current financial year, which were subject to limited review by us.

For Walker Chandiok & Co LLP
Chartered Accountants
Firm Registration No.: 001076N/N

Ashish Gera
Partner
Membership No. 508685
UDIN: 26508685GOGFJM8481

Place: Faridabad
Date: 15 May 2026

STL

STERLING TOOLS LIMITED

Regd. Office: DJ-1210, 12th Floor, DLF Tower-B, Jasola District Centre, New Delhi - 110025

Website: stlfasteners.com, E-mail: [email protected], CIN: L29222DL1979PLC009668

Standalone statement of profit and loss for the quarter and financial year ended 31 March 2026
(₹ in lakhs, except per share data)

| S. No. | Particulars | Three months ended
31 March 2026 | Three months ended
31 December 2025 | Three months ended
31 March 2025 | Year ended
31 March 2026 | Year ended
31 March 2025 |
| --- | --- | --- | --- | --- | --- | --- |
| | | (Unaudited)
(Refer note 3) | (Unaudited) | (Unaudited)
(Refer note 3) | (Audited) | (Audited) |
| 1 | Income | | | | | |
| | (a) Revenue from operations | 20,532.47 | 18,035.89 | 16,336.06 | 71,672.27 | 64,478.34 |
| | (b) Other income | 260.74 | 218.96 | 187.94 | 915.05 | 683.14 |
| | Total income | 20,793.21 | 18,254.85 | 16,524.00 | 72,587.32 | 65,161.48 |
| 2 | Expenses | | | | | |
| | (a) Cost of materials consumed | 7,491.02 | 6,951.50 | 6,595.37 | 27,022.34 | 25,392.54 |
| | (b) Changes in inventories of finished goods and work-in-progress | 611.39 | (15.98) | (10.67) | 589.62 | 496.90 |
| | (c) Employee benefits expense | 1,738.24 | 1,738.93 | 1,513.39 | 6,802.96 | 5,949.23 |
| | (d) Finance costs | 128.68 | 123.60 | 143.83 | 514.98 | 585.19 |
| | (e) Depreciation and amortisation expenses | 792.51 | 783.83 | 859.87 | 3,175.90 | 3,090.21 |
| | (f) Other expenses | 7,762.38 | 6,683.07 | 5,932.54 | 27,076.87 | 23,844.46 |
| | Total expense | 18,524.22 | 16,264.95 | 15,034.33 | 65,182.67 | 59,358.53 |
| 3 | Profit before exceptional items and tax (1-2) | 2,268.99 | 1,989.90 | 1,489.67 | 7,404.65 | 5,802.95 |
| 4 | Exceptional items (refer note 6) | 774.11 | (774.11) | - | 949.64 | - |
| 5 | Profit before tax (3+4) | 3,043.10 | 1,215.79 | 1,489.67 | 8,354.29 | 5,802.95 |
| 6 | Tax expense | | | | | |
| | (a) Current tax (including earlier years) | 492.69 | 560.34 | 417.51 | 2,114.35 | 1,489.07 |
| | (b) Deferred tax | 165.36 | (294.93) | (54.01) | (180.27) | 26.91 |
| | Total tax expense | 658.05 | 265.41 | 363.50 | 1,934.08 | 1,515.98 |
| 7 | Profit for the period/year (5-6) | 2,385.05 | 950.38 | 1,126.17 | 6,420.21 | 4,286.97 |
| 8 | Other comprehensive income | | | | | |
| | (A) (i) Items that will not be reclassified to profit or loss | 77.46 | 2.89 | (419.04) | 64.35 | (1,183.02) |
| | (ii) Income-tax relating to items that will not be reclassified to profit or loss | (19.50) | (0.73) | 56.17 | (16.19) | 231.27 |
| | (B) (i) Items that will be reclassified to profit or loss | - | - | - | - | - |
| | (ii) Income-tax relating to items that will be reclassified to profit or loss | - | - | - | - | - |
| | Other comprehensive income | 57.96 | 2.16 | (362.87) | 48.16 | (951.75) |
| 9 | Total comprehensive income for the period/year (comprising profit and other comprehensive income for the period/year) (7+8) | 2,443.01 | 952.54 | 763.30 | 6,468.37 | 3,335.22 |
| 10 | Paid-up equity share capital (face value of ₹ 2 each) | 726.89 | 723.69 | 723.69 | 726.89 | 723.69 |
| 11 | Other equity | | | | 52,123.56 | 45,977.87 |
| 12 | Earnings per share* | | | | | |
| | (a) Basic | 6.59 | 2.63 | 3.12 | 17.73 | 11.89 |
| | (b) Diluted | 6.54 | 2.61 | 3.10 | 17.57 | 11.81 |

not annualised except for the year ended 31 March 2026 and 31 March 2025

See accompanying notes to the audited standalone financial results

(This space has been intentionally left blank)

SIGNED FOR IDENTIFICATION PURPOSES

STERLING TOOLS LIMITED

Regd. Office: DJ-1210, 12th Floor, DLF Tower-B, Jasola District Centre, New Delhi – 110025

Website: stlfasteners.com, E-mail: [email protected], CIN: L29222DL1979PLC009668

Standalone balance sheet
(₹ in lakhs)

| Particulars | As at
31 March 2026
(Audited) | As at
31 March 2025
(Audited) |
| --- | --- | --- |
| ASSETS | | |
| Non-current assets | | |
| (a) Property, plant and equipment | 24,432.33 | 25,955.29 |
| (b) Capital work-in-progress | 290.89 | 375.92 |
| (c) Other intangible assets | 21.14 | 38.01 |
| (d) Financial assets | | |
| (i) Investments | 9,317.07 | 5,573.61 |
| (ii) Other financial assets | 540.65 | 539.74 |
| (e) Income-tax assets (net) | 12.33 | 94.65 |
| (f) Other non-current assets | 481.12 | 285.15 |
| Total non current assets (I) | 35,095.53 | 32,862.37 |
| Current assets | | |
| (a) Inventories | 11,214.93 | 11,883.53 |
| (b) Financial assets | | |
| (i) Investments | - | 1,502.28 |
| (ii) Trade receivables | 7,175.64 | 5,772.17 |
| (iii) Cash and cash equivalents | 3,452.63 | 668.11 |
| (iv) Bank balances other than (iii) above | 10,453.23 | 8,529.70 |
| (v) Loans | 3.50 | 4.15 |
| (vi) Other financial assets | 96.00 | 119.00 |
| (c) Other current assets | 2,283.44 | 2,237.15 |
| Total current assets (II) | 34,679.37 | 30,716.09 |
| TOTAL ASSETS (I+II) | 69,774.90 | 63,578.46 |
| EQUITY AND LIABILITIES | | |
| Equity | | |
| (a) Equity share capital | 726.89 | 723.69 |
| (b) Other equity | 52,123.56 | 45,977.87 |
| Total equity (III) | 52,850.45 | 46,701.56 |
| Liabilities | | |
| Non current liabilities | | |
| (a) Financial liabilities | | |
| (i) Borrowings | 1,222.87 | 2,220.89 |
| (ii) Lease liabilities | 14.96 | 33.08 |
| (iii) Other financial liabilities | 43.55 | 46.25 |
| (b) Provisions | 163.79 | 89.65 |
| (c) Deferred tax liabilities (net) | 1,130.97 | 1,295.04 |
| (d) Other non-current liabilities | 586.15 | 718.34 |
| Total non current liabilities (IV) | 3,162.29 | 4,403.25 |
| Current liabilities | | |
| (a) Financial liabilities | | |
| (i) Borrowings | 7,829.18 | 7,259.39 |
| (ii) Lease liabilities | 18.12 | 30.76 |
| (ii) Trade payables | | |
| A) Total outstanding dues of micro enterprises and small enterprises; and | 2,013.05 | 1,126.76 |
| B) Total outstanding dues of creditors other than micro enterprises and small enterprises | 2,353.49 | 2,134.83 |
| (iii) Other financial liabilities | 419.23 | 467.48 |
| (b) Other current liabilities | 867.83 | 1,232.82 |
| (c) Provisions | 217.37 | 221.61 |
| (d) Current tax liabilities (net) | 43.89 | - |
| Total current liabilities (V) | 13,762.16 | 12,473.65 |
| Total liabilities (IV+V) | 16,924.45 | 16,876.90 |
| TOTAL EQUITY AND LIABILITIES (III+IV+V) | 69,774.90 | 63,578.46 |

See accompanying notes to the standalone audited financial results

SIGNED FOR IDENTIFICATION PURPOSES

SINGAPORE TODAY

STERLING TOOLS LIMITED
Regd. Office: DJ-1210, 12th Floor, DLF Tower-B, Jasola District Centre, New Delhi – 110025
Website: stlfasteners.com, E-mail: [email protected], CIN: L29222DL1979PLC009668

STERLING TOOLS LIMITED

Regd. Office: DJ-1210, 12th Floor, DLF Tower-B, Jasola District Centre, New Delhi – 110025
Website: stlfasteners.com, E-mail: [email protected], CIN: L29222DL1979PLC009668

Standalone statement of cash flows

(₹ in lakhs)

| Particulars | | For the year ended
31 March 2026
(Audited) | For the year ended
31 March 2025
(Audited) |
| --- | --- | --- | --- |
| A | Cash flow from operating activities | | |
| | Profit before tax | 8,354.29 | 5,802.95 |
| | Adjustments for: | | |
| | Depreciation and amortisation expenses | 3,175.90 | 3,090.21 |
| | Unrealised foreign exchange (gain) | (13.07) | (1.10) |
| | Loss on disposal of property, plant and equipment (net) | 60.08 | 43.30 |
| | Receipt of enhanced compensation from sale of land | (327.19) | - |
| | Finance costs | 514.98 | 585.19 |
| | Interest income | (1,392.60) | (576.05) |
| | Amortisation of government grant | (154.81) | (167.99) |
| | Gain on sale of investments | (48.34) | (61.13) |
| | Changes in fair value of financial asset at fair value through profit or loss | - | (2.28) |
| | Liabilities no longer required, written back | (4.48) | - |
| | Bad debts written off | - | 2.35 |
| | Provision for inventory | 219.27 | 146.52 |
| | Provision for expected credit loss | - | 40.00 |
| | Operating profit before working capital changes | 10,384.03 | 8,937.45 |
| | Net changes in working capital: | | |
| | Change in financial assets | (1,363.65) | 554.83 |
| | Change in other assets | (22.54) | 596.23 |
| | Change in financial liabilities | 1,084.87 | (2.00) |
| | Change in inventories | 449.33 | 986.81 |
| | Change in other liabilities | (342.36) | (460.04) |
| | Change in provisions | 134.24 | (14.77) |
| | Net cash generated from operations | 10,323.92 | 10,598.51 |
| | Income-tax paid (net of refunds) | (1,988.14) | (1,546.64) |
| | Net cash from operating activities (A) | 8,335.78 | 9,051.87 |
| B | Cash flow from investing activities | | |
| | Purchase of property, plant and equipment | (1,885.93) | (3,545.69) |
| | Proceeds from disposal of property, plant and equipment | 353.71 | 194.55 |
| | Investment in fixed deposits | (16,001.47) | (12,323.00) |
| | Maturity of fixed deposits | 14,151.00 | 10,958.00 |
| | Investment in mutual funds | (12,300.00) | (11,110.00) |
| | Redemption of mutual funds | 13,850.62 | 9,671.13 |
| | Interest received | 1,315.83 | 553.31 |
| | Investment in subsidiary company | (3,161.54) | (1,408.44) |
| | Net cash used in investing activities (B) | (3,677.78) | (7,010.14) |
| C | Cash flows from financing activities | | |
| | Repayment of non-current borrowings | (1,389.99) | (2,059.66) |
| | Proceeds from issue of equity share capital | 3.20 | 3.21 |
| | Dividend paid | (902.70) | (718.79) |
| | Proceeds from /(repayment of) current borrowings (net) | 973.35 | 554.20 |
| | Repayment of lease liabilities | (30.76) | (31.85) |
| | Interest paid on lease liabilities | (4.32) | (5.57) |
| | Interest paid | (522.26) | (933.98) |
| | Net cash used in financing activities (C) | (1,873.48) | (2,142.44) |
| | Net increase/(decrease) in cash and cash equivalents (A+B+C) | 2,784.52 | (100.71) |
| | Cash and cash equivalents at the beginning of the period | 668.11 | 768.82 |
| | Cash and cash equivalents at the end of the period | 3,452.63 | 668.11 |

Components of cash and cash equivalents:

Balances with scheduled banks in current accounts: 950.58 666.24
Cash on hand: 2.05 1.87
Balances with banks in deposit accounts with original maturity upto three months: 2,500.00 -
Non-cash financing and investing activities: 3,452.63 668.11

Aquisition of right-of-use assets: - 51.36
Deemed investment in subsidiary: 581.93 1,118.88

Note:
1. The above standalone statement of cash flows has been prepared under the 'Indirect method' as set out in Ind AS 7, 'Statement of cash flows'.

See accompanying notes to the audited standalone financial results

SIGNED FOR IDENTIFICATION PURPOSES

STL

STERLING TOOLS LIMITED

Regd. Office: DJ-1210, 12th Floor, DLF Tower-B, Jasola District Centre, New Delhi – 110025

Website: stlfasteners.com, E-mail: [email protected], CIN: L29222DL1979PLC009668

Notes:

The audited standalone financial results of Sterling Tools Limited (the 'Company') for the year ended 31 March 2026 which have been extracted from the audited standalone financial statements and have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on 15 May 2026. The statutory auditors of the Company have expressed an unmodified audit opinion on these standalone annual financial results.
The above results have been prepared in accordance with the recognition and measurement principles of applicable Indian Accounting Standards ('Ind AS') as notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended) specified under section 133 of the Companies Act, 2013, other accounting principles generally accepted in India and in compliance with Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 (as amended).
Figures for the quarters ended 31 March 2026 and 31 March 2025 represents the balancing figures between the audited figures in respect of the full financial year and published year to date reviewed figures up to the third quarter of the years ended 31 March 2026 and 31 March 2025 respectively.
The Company is primarily in the business of manufacturing of fasteners (i.e. automotive components) which falls within a single business segment in terms of the Indian Accounting Standard 108 - Operating Segments, and accordingly there are no reportable segments.
The Board of Directors have considered and recommended a final dividend of ₹ 2.75 per share (face value of ₹ 2 per share) [previous year- ₹2.5 per share (face value of ₹ 2 per share)] for the financial year 2025-26 which is subject to approval of the members at the ensuing Annual General Meeting.
Exceptional items for the year ended 31 March 2026 represent enhanced compensation amounting to ₹ 949.64 lakhs (including interest of ₹ 622.45 lakhs) received from Delhi Metro Rail Corporation ("DMRC") against land acquired by DMRC in an earlier year.
On November 21, 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating twenty-nine existing labour laws. The Company has assessed and disclosed the incremental impact of these changes on the basis of best information available, consistent with the guidance provided by the Institute of Chartered Accountants of India. The incremental impact on provision for gratuity of ₹ 146.78 lakhs and on provision for long-term compensated absences of ₹ 15.05 lakhs has primarily arisen due to changes in definition of wages. The Company will continue to monitor the finalization of Central and State Rules and further Government clarifications, and will record any additional accounting impact, as required.
The Holding Company has granted 1,60,108 options to an employee of a subsidiary company under "STL Employee Stock Option Plan 2023" which were vested on 31st January 2026 and were subsequently exercised by employee. Based on the Exercise Letter, recommendation of Nomination and Remuneration Committee, and approval by the board of directors of the Holding Company, the equity shares have been allotted.
Previous year figures have been regrouped/reclassified, where necessary, to conform to the current period's classification. The impact of such reclassification/regrouping is not material to the standalone annual financial results.

Place: Faridabad
Date: 15 May 2026

SIGNED FOR IDENTIFICATION PURPOSES

Walker Chandiok & Co LLP

Walker Chandiok & Co LLP
Unit No. 02, Second Floor,
BPTP Capital City,
Plot No - 28, Sector-94, Noida,
Gautam Buddha Nagar,
Uttar Pradesh - 201301
India
T +91 120 485 5999
F +91 120 485 5902

Independent Auditor's Report on Consolidated Annual Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

To the Board of Directors of Sterling Tools Limited

Opinion

We have audited the accompanying consolidated annual financial results ('the Statement') of Sterling Tools Limited ('the Holding Company') and its subsidiaries (the Holding Company and its subsidiaries together referred to as 'the Group'), for the year ended 31 March 2026, attached herewith, being submitted by the Holding Company pursuant to the requirements of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) ('Listing Regulations').
In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of other auditors on separate audited financial statements of the subsidiaries, as referred to in paragraph 12 below, the Statement:

(i) includes the annual financial results of the entities listed in Annexure 1;
(ii) presents financial results in accordance with the requirements of Regulation 33 of the Listing Regulations; and
(iii) gives a true and fair view in conformity with the recognition and measurement principles laid down in the applicable Indian Accounting Standards ('Ind AS') prescribed under section 133 of the Companies Act, 2013 ('the Act') read with the Companies (Indian Accounting Standards) Rules, 2015, and other accounting principles generally accepted in India, of the consolidated net profit after tax and other comprehensive income and other financial information of the Group, for the year ended 31 March 2026.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing specified under section 143(10) of the Act. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Statement section of our report. We are independent of the Group, in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ('the ICAI') together with the ethical requirements that are relevant to our audit of the consolidated financial results under the provisions of the Act, and the rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us together with the audit evidence obtained by the other auditors in terms of their reports referred to in paragraph 12 of the Other Matters section below, is sufficient and appropriate to provide a basis for our opinion.

Chartered Accountants

Offices in Ahmedabad, Bengaluru, Chandigarh, Chennai, Dehradun, Dehradun, Dehradun, New Delhi, Odisha, Orissa, Orissa, Orissa, Orissa, Orissa, Orissa, Orissa, Orissa, Orissa, Orissa, Orissa, Orissa, Orissa, Orissa, Orissa, India

Walker Chandiok & Co LLP is registered with limited liability with identification number AAC-2005 and has its registered office at L-M, Connaught Circus, Outer Circle, New Delhi, 110001, India

Walker Chandiok & Co LLP

Independent Auditor’s Report on Consolidated Annual Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)

Responsibilities of Management and Those Charged with Governance for the Statement

The Statement has been prepared on the basis of the consolidated annual financial statements and has been approved by the Holding Company’s Board of Directors. The Holding Company’s Board of Directors is responsible for the preparation and presentation of the Statement that gives a true and fair view of the consolidated net profit and other comprehensive income, and other financial information of the Group in accordance with the Ind AS prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 and other accounting principles generally accepted in India and in compliance with Regulation 33 of the Listing Regulations. The Holding Company’s Board of Directors is also responsible for ensuring accuracy of records including financial information considered necessary for the preparation of the Statement. Further, in terms of the provisions of the Act, the respective Board of Directors of the companies included in the Group, covered under the Act, are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding of the assets of the Group, and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively, for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial results, that give a true and fair view and are free from material misstatement, whether due to fraud or error. These financial results have been used for the purpose of preparation of the Statement by the Directors of the Holding Company, as aforesaid.
In preparing the Statement, the respective Board of Directors of the companies included in the Group, are responsible for assessing the ability of the Group, to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting, unless the respective Board of Directors either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
Those respective Board of Directors are also responsible for overseeing the financial reporting process of the companies included in the Group.

Auditor’s Responsibilities for the Audit of the Statement

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with Standards on Auditing specified under section 143(10) of the Act will always detect a material misstatement, when it exists. Misstatements can arise from fraud or error, and are considered material if, individually, or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this Statement.
As part of an audit in accordance with the Standards on Auditing specified under section 143(10) of the Act, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
Identify and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control;
Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3) (i) of the Act, we are also responsible for expressing our opinion on whether the Holding Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls;
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors;

Walker Chandiok & Co LLP

Conclude on the appropriateness of Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group, to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the Statement or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern;
Evaluate the overall presentation, structure and content of the Statement, including the disclosures, and whether the Statement represents the underlying transactions and events in a manner that achieves fair presentation; and
Obtain sufficient appropriate audit evidence regarding the financial statements of the entities or business activities within the Group, to express an opinion on the Statement. We are responsible for the direction, supervision and performance of the audit of financial information of such entities included in the Statement, of which we are the independent auditors. For the other entities included in the Statement, which have been audited by the other auditors, such other auditors remain responsible for the direction, supervision and performance of the audits carried out by them. We remain solely responsible for our audit opinion.
We communicate with those charged with governance of the Holding Company, regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
We also performed procedures in accordance with circular issued by the SEBI under Regulation 33 (8) of the Listing Regulations, to the extent applicable.

Other Matters

We did not audit the annual financial statements of five subsidiaries included in the Statement whose financial information reflects total assets of ₹ 22,028.92 lakhs as at 31 March 2026, total revenues of ₹ 11,118.15 lakhs, total net loss after tax of ₹ 3,147.43 lakhs total comprehensive loss of ₹ 3,124.31 lakhs, and net cash outflows of ₹ 309.77 lakhs for the year ended on that date, as considered in the Statement. These annual financial statements have been audited by other auditors whose audit reports have been furnished to us by the management, and our opinion in so far as it relates to the amounts and disclosures included in respect of these subsidiaries is based solely on the audit reports of such other auditors, and the procedures performed by us as stated in paragraph 11 above.

Further, of these subsidiaries, one subsidiary is located outside India, whose annual financial statements have been prepared in accordance with accounting principles generally accepted in its respective country, and which has been audited by other auditor under Singapore Standards on Auditing applicable in its respective country. The Holding Company's management has converted the financial statements of such subsidiary from accounting principles generally accepted in its respective country to accounting principles generally accepted in India. We have audited these conversion adjustments made by the Holding Company's management. Our opinion, in so far as it relates to the amounts and disclosures included in respect of this subsidiary located outside India, is based on the report of other auditor and the conversion adjustments prepared by the management of the Holding Company and audited by us.

Our opinion is not modified in respect of this matter with respect to our reliance on the work done by and the reports of the other auditors.

Walker Chandiok & Co LLP

The Statement includes the consolidated financial results for the quarter ended 31 March 2026, being the balancing figures between the audited consolidated figures in respect of the full financial year and the published unaudited year-to-date consolidated figures up to the third quarter of the current financial year, which were subject to limited review by us.

For Walker Chandiok & Co LLP
Chartered Accountants
Firm Registration No.: 001076N/N500013

Ashish Gera
Partner
Membership No. 508685
UDIN: 26508685SHVIMF8526

Place: Faridabad
Date: 15 May 2026

Walker Chandiok & Co LLP

Annexure 1

List of entities included in the Statement

Holding Company:

a) Sterling Tools Limited

Subsidiaries:

a) Sterling E-Mobility Solutions Limited (formerly known as Sterling Gtake E-Mobility Limited),
b) Sterling Advanced Electric Machines Private Limited,
c) Sterling E-Mobility Private Limited (with effect from 28 June 2024),
d) Sterling Tech-Mobility Limited (with effect from 28 June 2024), and
e) Sterling Overseas Pte. Limited (with effect from 23 September 2024)

STERLING TOOLS LIMITED
Regd: Office: DJ-1210, 12th Floor, DLF Tower-B, Jasola District Centre, New Delhi – 110025
Website: stifasteners.com, E-mail: [email protected], CIN: L29222DL1979PLC009668
Consolidated statement of profit and loss for the quarter and financial year ended 31 March 2026
(₹ in lakhs, except per share data)

| S. No. | Particulars | Three months ended 31 March 2026
(Unaudited)
(Refer note 3) | Three months ended 31 December 2025
(Unaudited)
(Refer note 3) | Three months ended 31 March 2025
(Unaudited)
(Refer note 3) | Year ended 31 March 2026
(Audited) | Year ended 31 March 2025
(Audited) |
| --- | --- | --- | --- | --- | --- | --- |
| 1 | Income
(a) Revenue from operations
(b) Other income | 22,197.36
295.10 | 20,584.57
287.06 | 19,976.15
593.33 | 82,780.78
1,169.73 | 1,02,629.95
1,165.40 |
| | Total income | 22,492.46 | 20,871.63 | 20,569.48 | 83,950.51 | 1,03,795.35 |
| 2 | Expenses
(a) Cost of materials consumed
(b) Purchase of stock-in-trade
(c) Changes in inventories of finished goods and work-in-progress
(d) Employee benefits expense
(e) Finance costs
(f) Depreciation and amortisation expenses
(g) Other expenses | 8,654.29
24.13
343.46
2,410.61
238.75
1,012.21
9,968.46 | 9,237.91
68.29
(925.69)
2,532.05
239.37
999.10
7,416.15 | 9,658.92
-
(633.57)
2,241.40
255.61
1,001.44
6,856.55 | 32,858.52
92.42
725.96
9,799.42
981.71
3,988.87
31,688.25 | 51,495.92
-
(305.33)
9,179.24
976.99
3,481.79
31,303.22 |
| | Total expenses | 22,651.91 | 19,567.18 | 19,380.35 | 80,135.15 | 96,131.83 |
| 3 | Profit/(Loss) before exceptional items and tax (1-2) | (159.45) | 1,304.45 | 1,189.13 | 3,815.36 | 7,663.52 |
| 4 | Exceptional items (refer note 6) | 857.40 | (857.40) | - | 949.64 | - |
| 5 | Profit before tax (3+4) | 697.95 | 447.05 | 1,189.13 | 4,765.00 | 7,663.52 |
| 6 | Tax expense
(a) Current tax (including earlier years)
(b) Deferred tax | 486.44
52.48 | 551.28
(260.59) | 389.03
(81.07) | 2,108.10
(275.94) | 1,956.29
(122.08) |
| | Total tax expense | 538.92 | 290.69 | 307.96 | 1,832.16 | 1,834.21 |
| 7 | Profit for the period/year (5-6) | 159.03 | 156.36 | 881.17 | 2,932.84 | 5,829.31 |
| 8 | Other comprehensive income
(A) (i) Items that will not be reclassified to profit or loss
(ii) Income-tax relating to items that will not be reclassified to profit or loss
(B) (i) Items that will be reclassified to profit or loss
(ii) Income-tax relating to items that will be reclassified to profit or loss | 78.57
(19.69)
1.10 | 29.65
(5.32)
0.39 | (418.73)
56.12
(0) | 91.74
(20.90)
0.42 | (1,183.97)
231.43
(0.19) |
| | Other comprehensive income | 59.98 | 24.72 | (362.69) | 71.26 | (952.73) |
| 9 | Total comprehensive income for the period/year (comprising profit and other comprehensive income for the period/year) (7+8) | 219.01 | 181.08 | 518.48 | 3,004.10 | 4,876.58 |
| 10 | Profit for the period attributable to
(a) Owners of the Holding Company
(b) Non controlling interests | 159.03 | 156.36 | 881.17 | 2,932.84 | 5,829.31 |
| 11 | Other comprehensive income/(loss) attributable to
(a) Owners of the Holding Company
(b) Non controlling interests | 59.98 | 24.72 | (362.69) | 71.26 | (952.73) |
| 12 | Total comprehensive income/(loss) attributable to
(a) Owners of the Holding Company
(b) Non controlling interests | 219.01 | 181.08 | 518.48 | 3,004.10 | 4,876.58 |
| 13 | Paid-up equity share capital (face value of ₹ 2 each) | 726.89 | 723.69 | 723.69 | 726.89 | 723.69 |
| 14 | Other equity | | | | 51,898.17 | 49,243.75 |
| 15 | Earnings per share*
(a) Basic
(b) Diluted | 0.44
0.44 | 0.43
0.43 | 2.44
2.42 | 8.10
8.02 | 16.17
16.05 |

not annualised except for the year ended 31 March 2026 and 31 March 2025

See accompanying notes to the audited consolidated financial results

SIGNED FOR IDENTIFICATION PURPOSES

STERLING TOOLS LIMITED

Regd. Office: DJ-1210, 12th Floor, DLF Tower-B, Jasola District Centre, New Delhi – 110025

Website: stlfasteners.com, E-mail: [email protected], CIN: L29222DL1979PLC009668

Consolidated balance sheet
(₹ in lakhs)

| Particulars | As at
31 March 2026
(Audited) | As at
31 March 2025
(Audited) |
| --- | --- | --- |
| | | |
| ASSETS | | |
| Non-current assets | | |
| (a) Property, plant and equipment | 31,526.23 | 31,711.23 |
| (b) Capital work-in-progress | 2,213.64 | 724.02 |
| (c) Other intangible assets | 162.28 | 194.38 |
| (d) Intangible assets under development | 944.22 | 578.73 |
| (e) Financial assets | | |
| (i) Investments | - | - |
| (ii) Other financial assets | 653.06 | 654.99 |
| (f) Deferred-tax assets (net) | 511.46 | 420.51 |
| (g) Income-tax assets (net) | 51.89 | 149.41 |
| (h) Other non-current assets | 773.77 | 1,097.26 |
| Total non current assets (I) | 36,836.55 | 35,530.53 |
| Current assets | | |
| (a) Inventories | 15,904.00 | 17,405.79 |
| (b) Financial assets | | |
| (i) Investments | - | 1,502.28 |
| (ii) Trade receivables | 9,946.31 | 6,544.76 |
| (iii) Cash and cash equivalents | 4,841.36 | 2,366.35 |
| (iv) Bank balances other than (iii) above | 11,025.97 | 12,427.23 |
| (v) Loans | 6.15 | 11.78 |
| (vi) Other financial assets | 70.33 | 51.40 |
| (c) Other current assets | 3,480.78 | 3,228.35 |
| Total current assets (II) | 45,274.90 | 43,537.94 |
| TOTAL ASSETS (I+II) | 82,111.45 | 79,068.47 |
| EQUITY AND LIABILITIES | | |
| Equity | | |
| (a) Equity share capital | 726.89 | 723.69 |
| (b) Other equity | 51,898.17 | 49,243.75 |
| Total equity (III) | 52,625.06 | 49,967.44 |
| Liabilities | | |
| Non current liabilities | | |
| (a) Financial liabilities | | |
| (i) Borrowings | 2,028.37 | 3,468.03 |
| (ia) Lease liabilities | 1,294.21 | 1,565.14 |
| (ii) Other financial liabilities | 43.55 | 46.25 |
| (b) Provisions | 1,442.63 | 1,654.37 |
| (c) Deferred tax liabilities (net) | 1,131.00 | 1,295.07 |
| (d) Other non-current liabilities | 586.15 | 718.34 |
| Total non current liabilities (IV) | 6,525.91 | 8,747.20 |
| Current liabilities | | |
| (a) Financial liabilities | | |
| (i) Borrowings | 11,095.25 | 10,276.63 |
| (ia) Lease liabilities | 252.27 | 197.61 |
| (ii) Trade payables | | |
| A) Total outstanding dues of micro enterprises and small enterprises; and | 2,099.37 | 1,217.47 |
| B) Total outstanding dues of creditors other than micro enterprises and small enterprises | 5,312.12 | 5,013.34 |
| (iii) Other financial liabilities | 2,200.57 | 678.43 |
| (b) Other current liabilities | 1,129.94 | 1,990.72 |
| (c) Provisions | 827.07 | 979.63 |
| (d) Current tax liabilities (net) | 43.89 | - |
| Total current liabilities (V) | 22,960.48 | 20,353.83 |
| Total liabilities (IV+V) | 29,486.39 | 29,101.03 |
| TOTAL EQUITY AND LIABILITIES (III+IV+V) | 82,111.45 | 79,068.47 |

See accompanying notes to the consolidated annual financial results

SIGNED FOR IDENTIFICATION PURPOSES

STERLING TOOLS LIMITED

CITY OF STFASSEN

STERLING TOOLS LIMITED

Regd. Office: DJ-1210, 12th Floor, DLF Tower-B, Jasola District Centre, New Delhi - 110025

Website: stlfasteners.com, E-mail: [email protected], CIN: L29222DL1979PLC009668

(₹ in lakhs)

Consolidated statement of cash flows

| Particulars | Year ended
31 March 2026
(Audited) | Year ended
31 March 2025
(Audited) |
| --- | --- | --- |
| A Cash flow from operating activities | | |
| Net profit before tax | 4,765.00 | 7,663.52 |
| Adjustments for: | | |
| Depreciation and amortisation expenses | 3,988.87 | 3,481.79 |
| Unrealised foreign exchange loss (net) | 125.84 | 17.81 |
| Loss on disposal of property, plant and equipment (net) | 59.39 | 41.22 |
| Receipt of enhanced compensation from sale of land | (327.19) | - |
| Finance costs | 981.71 | 976.99 |
| Gain on termination of lease liability | - | (0.31) |
| Interest income | (1,647.54) | (712.87) |
| Amortisation of government grant | (154.81) | (167.99) |
| Gain on sale of investments | (48.34) | (61.13) |
| Changes in fair value of financial asset at fair value through profit or loss | - | (2.28) |
| Liabilities no longer required, written back | (4.48) | (2.11) |
| Bad debts recovered | (11.10) | - |
| Unwinding of discount on deposits | (5.95) | (0.73) |
| Bad debts written off | - | 2.35 |
| Provision for warranty | 557.81 | 2,275.08 |
| Provision for inventory (net of reversal) | (878.54) | 2,555.32 |
| Inventory written off | - | 35.79 |
| Employee share based payments | 581.93 | 1,118.88 |
| Provision for doubtful advances | 20.91 | - |
| Provision for expected credit loss | 1,505.81 | 114.91 |
| Operating profit before working capital changes | 9,509.32 | 17,336.24 |
| Net changes in working capital: | | |
| Change in financial assets | (5,020.89) | 2,231.15 |
| Change in other assets | (154.37) | (180.47) |
| Change in financial liabilities | 2,516.24 | (1,223.10) |
| Change in inventories | 2,380.33 | (2,086.63) |
| Change in other liabilities | (838.16) | (75.38) |
| Change in provisions | (830.37) | (1,616.45) |
| Net cash generated from operations | 7,562.10 | 14,385.36 |
| Income-tax paid (net of refunds) | (1,966.68) | (2,035.56) |
| Net cash from operating activities (A) | 5,595.42 | 12,349.81 |
| B Cash flow from investing activities | | |
| Purchase of property, plant and equipment | (5,462.99) | (7,576.20) |
| Proceeds from disposal of property, plant and equipment | 357.76 | 222.43 |
| Investment in fixed deposits | (21,321.06) | (15,291.51) |
| Maturity of fixed deposits | 22,780.00 | 10,958.00 |
| Investment in mutual funds | (12,300.00) | (11,110.00) |
| Redemption of mutual funds | 13,850.62 | 9,671.13 |
| Interest received | 1,602.14 | 653.59 |
| Net cash used in investing activities (B) | (493.53) | (12,472.56) |
| C Cash flows from financing activities | | |
| Proceeds from non-current borrowings | - | 2,383.27 |
| Repayment of non-current borrowings | (1,849.32) | (2,354.47) |
| Proceeds from issue of equity share capital | 3.20 | 3.21 |
| Dividend paid | (902.70) | (718.79) |
| Proceeds from /(repayment of) current borrowings (net) | 1,227.12 | 2,112.11 |
| Repayment of lease liabilities | (123.89) | (70.00) |
| Interest paid on lease liabilities | (144.41) | (103.67) |
| Interest paid | (837.30) | (1,222.94) |
| Net cash (used in)/from financing activities (C) | (2,627.30) | 28.72 |
| Net increase/(decrease) in cash and cash equivalents (A+B+C) | 2,474.59 | (94.04) |
| Cash and cash equivalents at the beginning of the year | 2,366.35 | 2,460.58 |
| Exchange fluctuation translation difference | 0.42 | (0.19) |
| Cash and cash equivalents at the end of the year | 4,841.36 | 2,366.35 |

Components of cash and cash equivalents:
Balances with scheduled banks in current accounts
Cash on hand
Balances with banks in deposit accounts with original maturity upto three months
Non-cash financing and investing activities
Acquisition of right-of-use assets

1,092.24 753.53
2.36 2.67
3,746.76 1,610.15
4,841.36 2,366.35

Note:
1. The above consolidated statement of cash flow has been prepared under the 'Indirect method' as set out in Ind AS 7, 'Statement of cash flows'.
See accompanying notes to the audited consolidated financial results

SIGNED FOR IDENTIFICATION PURPOSES

1,743.40

STI

STERLING TOOLS LIMITED

Regd. Office: DJ-1210, 12th Floor, DLF Tower-B, Jasola District Centre, New Delhi – 110025
Website: stlfasteners.com, E-mail: [email protected], CIN: L29222DL1979PLC009668

Notes:

The consolidated annual financial results of Sterling Tools Limited ('the Company') and its subsidiaries (collectively 'the Group') for the year ended 31 March 2026 have been extracted from the audited consolidated financial statements and have been reviewed by the Audit Committee and approved by the Board of Directors at their respective meetings held on 15 May 2026. The statutory auditors of the Group have expressed an unmodified audit opinion on these consolidated annual financial results.
The above results have been prepared in accordance with the recognition and measurement principles of applicable Indian Accounting Standards ('Ind AS') as notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended) specified under section 133 of the Companies Act, 2013, other accounting principles generally accepted in India and in compliance with Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 (as amended).
Figures for the quarters ended 31 March 2026 and 31 March 2025 represents the balancing figures between the audited figures in respect of the full financial year and published year to date reviewed figures up to the third quarter of the years ended 31 March 2026 and 31 March 2025 respectively.
The Group is primarily in the business of manufacturing of automotive components which falls within a single business segment in terms of the Indian Accounting Standard 108 - Operating Segments and hence no additional disclosures have been furnished.
The Board of Directors of the Company have considered and recommended a final dividend of ₹ 2.75 per share (face value of ₹ 2 per share) [previous year- ₹ 2.5 per share (face value of ₹ 2 per share)] for the financial year 2025-26 which is subject to approval of the members at the ensuing Annual General Meeting.
Exceptional items for the year ended 31 March 2026 represent enhanced compensation amounting to ₹ 949.64 lakhs (including interest of ₹ 622.45 lakhs) received from Delhi Metro Rail Corporation ("DMRC") against land acquired by DMRC in an earlier year.
On November 21, 2025, the Government of India notified the four Labour Codes - the Code on Wages, 2019, the Industrial Relations Code, 2020, the Code on Social Security, 2020, and the Occupational Safety, Health and Working Conditions Code, 2020 - consolidating twenty-nine existing labour laws. The Group has assessed and disclosed the incremental impact of these changes on the basis of best information available, consistent with the guidance provided by the Institute of Chartered Accountants of India. The incremental impact on provision for gratuity of ₹ 160.55 lakhs and on provision for long-term compensated absences of ₹ 27.44 lakhs has primarily arisen due to changes in definition of wages. The Group will continue to monitor the finalization of Central and State Rules and further Government clarifications, and will record any additional accounting impact, as required.
Consolidated revenues and profit before tax declined as compared to the previous year, primarily due to a shift in the customer mix of a subsidiary company. However, such variations are expected to be temporary within the context of an overall growing market. Further a provision for expected credit loss has been recognised in accordance with Ind-AS 109 for a customer, the subsidiary company has taken legal recourse and the matter is pending at National Company Law Tribunal (NCLT)
The Holding Company has granted 1,60,108 options to an employee of a subsidiary company under "STL Employee Stock Option Plan 2023" which were vested on 31st January 2026 and were subsequently exercised by employee. Based on the Exercise Letter, recommendation of Nomination and Remuneration Committee, and approval by the board of directors of the Holding Company, the equity shares have been allotted.
Previous year figures have been regrouped/reclassified, where necessary, to conform to the current period's classification. The impact of such reclassification/regrouping is not material to the consolidated annual financial results.

SIGNED FOR
IDENTIFICATION
PURPOSES

For and on behalf of the Board of Directors

Aful Aggarwal
Managing Director
DIN: 00125825

Place: Faridabad
Date: 15 May 2026

STERLING TOOLS LIMITED
CIN: L29222DL1979PLC009668
STI
WASTENERS

WORKS: 5-A DLF Industrial Estate
Faridabad - 121 003 Haryana India
Tel: 91-129-227 0621 to 25/225 5551 to 53
Fax: 91-129-227 7359
E-mail: [email protected]
website: stifasteners.com

Annexure B

DECLARATION ON AUDITED FINANCIAL RESULTS

(Pursuant to the second proviso to Regulation 33(3)(d) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015)

Pursuant to the second proviso to Regulation 33(3)(d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we hereby confirm that the Statutory Auditors of the Company, M/s. Walker & Chandiok & Co. LLP, Chartered Accountants (Firm Registration No.-001076N/N500013) have issued the Audit Reports with unmodified opinion on the Standalone and Consolidated Annual Audited Financial Results of the Company for the financial year ended 31st March, 2026 which was approved at the Board Meeting held today i.e. on 15th May, 2026.

For STERLING TOOLS LIMITED:

Anish Agarwal
Anish Agarwal
Director & Chief Financial Officer
DIN: 07056465

Date: 15th May, 2026
Place: Faridabad

REGD. OFFICE: DJ-1210, 12th Floor, DLF Tower-B
Jasola District Centre, New Delhi - 110025
Email: [email protected]

ANNEXURE-C

Details as required to be given as per SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30th January 2026

S. No.	Particulars	Details	Details	Details
1.	Reason of Change Viz. appointment, re-appointment, resignation, removal, death or otherwise	Appointment of M/s. Profaids Consulting as the Internal Auditors of the Company.	Appointment of Mr. Anish Agarwal as the Whole-Time Director of the Company.	Appointment of Mr. Anish Agarwal as the Chief Financial Officer and Key Managerial Personnel of the Company.
2.	Date of appointment/re-appointment and term of appointment/re-appointment	Appointed on 15th May, 2026 for the financial year 2026–27.	Appointed w.e.f. 15th May, 2026 for a term of 5 (Five) years, subject to shareholders’ approval and a remuneration Rs. 1 crore per annum is proposed for a duration of 3 years, commencing from 1st July 2026.	Appointed w.e.f. 15th May, 2026.
3.	Brief profile (in case of appointment)	M/s Profaids Consulting is a consulting firm specializing in Internal & Management Audits, Risk Assessment & Forensic Audits, Business Effectiveness, projects, Due Diligence and Consulting for over 22 years.	Mr. Anish Agarwal is a third-generation entrepreneur with extensive experience in product development and manufacturing for the automotive industry. He holds degrees in Manufacturing and Mechanical Engineering from the University of Warwick and an MBA from Imperial College Business School, London. At Sterling Tools Limited, Mr. Agarwal oversees new strategic initiatives and plays a pivotal leadership role as Director and active Director across key Group entities, including Sterling E-Mobility Solutions Limited and Sterling Tech-Mobility Limited. His efforts are strongly aligned with the Group's objectives of technological advancement, diversification, and long-term growth.
4.	Disclosure of relationship between Director (In case of appointment as Director)	NA	Relative of Mr. Anil Aggarwal, Chairman, and Mr. Akhill Aggarwal, Whole-Time Director of the Company.	NA

ANNEXURE-D

S. No.	Particulars	Details
1	Name of the Target Company, details in brief such as size, turnover, etc.	Sterling E-Mobility Limited ('SEM') (formerly known as Sterling Gtake E-Mobility Limited), is a Wholly Owned Subsidiary of the Company.
The Revenue from Operations of SEM for the financial year ended 31st March, 2026 was Rs. 110.83 crores.
2	Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired?
If yes, nature of interest and details thereof and whether the same is done at "arm's length"	Yes, the proposed transaction qualifies as a Related Party Transaction since SEM is a Wholly Owned Subsidiary of the Company. The transaction shall be undertaken on arm's length basis.
The Promoter and Promoter Group have an indirect interest in SEM to the extent of their shareholding in the Company.
3	Industry to which the entity being acquired belongs	Electric Vehicle Industry
4	Objects and effects of acquisition (including but not limited to, disclosure of reasons for acquisition of target entity, if its business is outside the main line of business of the listed entity)	The investment made by the Company in SEM is to facilitate capital expenditure and working capital requirements.
5	Brief details of any governmental or regulatory approvals required for the acquisition	NA
6	Indicative time period for completion of the acquisition	NA
7	Consideration - whether cash consideration or share swap or any other form and details of the same	The acquisition will be made through cash consideration.
8	Cost of acquisition or the price at which the shares are acquired	The shares are proposed to be acquired at the Fair Market Value of Rs.10/- per share.
9	Percentage of shareholding/ control acquired and/or number of shares acquired	There will be no change in the percentage of shareholding of the Company in SEM. It will continue to remain a wholly owned subsidiary of the Company.
10	Brief background about the entity acquired in terms of products/line of business acquired, date of incorporation history of last 3 years turnover, country in which the acquired entity has presence and any other significant information (in brief)	SEM was incorporated under the Companies Act, 2013 on 10/01/2020 as a wholly owned subsidiary of the Company.
SEM is currently engaged in Electric Vehicle Industry.
The turnover of SEM for last 3 years is given below:
		Year
Turnover (Rs in Crores)
		FY 2025 -26
110.83
		FY 2024 -25
381.94
		FY 2023 -24
323.90
		Country of presence of SEM: India

AI assistant

Sterling Tools Ltd. Regulatory Filings 2026

61046_rns_2026-05-15_9319d704-b24b-4926-bbb3-f11f30e678d7.pdf

Walker Chandiok & Co LLP

Independent Auditor's Report on Standalone Annual Financial Results of the Company Pursuant to the Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended)