Avanceon : Transmission of Annual Report for the Year Ended 31 December 2025

ANNUAL

LETTER FROM THE FOUNDER & CEO

Dear Shareholders, Partners, Customers, and Team,

Welcome to Avanceon Limited's 2025 Annual Report.

As we reflect on another remarkable year, I am pleased to share the achievements and progress we have made as a company. Our unwavering commitment to excellence, innovation, and sustainability has enabled us to continue our successful journey and drive growth across all regions.

Key Financial Highlights of 2025

• Achieved order generation of $60.2 million.

• Systems and the Building Management Solutions exceeded their PO generation targets in 2025.

• We begin 2026 with an opening order backlog of $70 million (including multiyear contracts).

These achievements reflect our resilience, strategic foresight, and the hard work of our dedicated teams.

Payouts for the Year 2025

0.6

11.9

9.6

9.8

10.0

5.3

4.9

2.3

2.24

16.4

0.0

2020

2021

2022

2023

2024

2025

PO Gen Rev CM PAT

39.5

61.0

60.8

58.1

60.0

56.47

56.1

48.3

50.0

80.0

72.6

68.6

70.0

40.0

34.3

32.1

30.3

30.0

21.5

19.9 20.5

20.0

The Board is pleased to announce a Rs1/- per share i.e. 10% dividend to our shareholders for the year 2025. This is inline with our promise to maximize shareholders wealth and payouts for stakeholders.

It is to be noted that in a dynamic and highly competitive market, reinvesting profits into high-return growth opportunities is the most viable path to enhancing long-term shareholder value.

I assure you of the Board's continued commitment to shareholder interests. We will monitor the financial landscape closely. The coming years offer significant opportunities for business expansion and shareholder wealth maximization.

Pakistan Region Highlights

Avanceon Pakistan demonstrated resilience in 2025, navigating economic pressures while sustaining growth across infrastructure, utilities, oil & gas, and digital solutions. Despite delays in some project cycles, the company

maintained strong execution and strengthened its market position in industrial automation and digitalization.

A healthy backlog of USD 11 million, along with new orders, provides solid momentum for 2026. Continued focus on engineering excellence, operational efficiency, and workforce development supported performance, while growing demand for smart infrastructure and digital transformation aligns with Avanceon's strategic direction in the Pakistan market.

MENA Regional Highlights

Avanceon's Middle East operations in 2025 reflected resilience amid evolving market conditions, including slower order inflows and extended project cycles. While the UAE and Qatar faced delays in project conversions, Saudi Arabia remained a stable and strategic growth market. The company maintained strong execution, operational efficiency, and profitability across key sectors.

Supported by a healthy pipeline of USD 59.4 million, Avanceon is well-positioned for growth. Increasing regional demand for automation, digitalization, and smart infrastructure continues to align with its strategy, as the company strengthens business development, accelerates order closures, and advances as a digital system integrator.

Uncertainty in the Middle East

Avanceon's Middle East operations continue to navigate a period of heightened uncertainty driven by ongoing regional conflicts and geopolitical tensions. These conditions have led to cautious investment sentiment, extended decision-making cycles, and intermittent disruptions to project timelines across key markets. Despite this, the company has demonstrated resilience by maintaining operational continuity, safeguarding execution standards, and staying closely aligned with customer priorities.

Its diversified presence across sectors such as infrastructure, water, oil & gas, and digital solutions has helped mitigate localized risks. With a disciplined approach to project delivery, a strong pipeline, and a focus on agility in business development, Avanceon remains well-positioned to respond to shifting market dynamics while sustaining long-term growth in the region.

Avanceon Leadership Reset

Avanceon's leadership reset marks a decisive shift toward a results-driven, execution-focused culture built on accountability, discipline, and strategic alignment. Emphasizing outcomes over effort, the organization is reinforcing non-negotiable performance standards where targets are treated as firm commitments and ownership is paramount. With the business now back on track after recent

challenges, the focus is on sustaining momentum through rigorous monthly and weekly performance reviews, tighter financial discipline, and faster decision-making. Silos are being eliminated to ensure unified direction, while leadership accountability is strengthened across all levels. By prioritizing high-impact initiatives and consistent execution, Avanceon is positioning itself to capitalize on emerging opportunities and drive sustained growth.

The Road Ahead

Looking ahead, Avanceon remains firmly committed to driving sustainable growth, strengthening financial performance, and advancing technological innovation. With a solid foundation, an agile strategy, and a highly capable team, we are well-positioned to capitalize on emerging opportunities while navigating an evolving business landscape.

Our "Road to USD 100 million" growth ambition continues to guide our direction, fueled by strong execution and collective determination, and we remain confident in surpassing this milestone by 2027. I extend my sincere appreciation to our employees, customers, partners, and shareholders for their continued trust and support as we collectively shape the future of automation, digitalization, and smart solutions.

Till we meet again.

Yours sincerely,

Bakhtiar H. Wain

CEO & Founder Avanceon Limited

COMPANY INFORMATON

Board of Directors

Board Audit Committee

Auditors

Khalid Hamid Wain

Director /Chairman

Bakhtiar Hameed Wain

Director /Chief Executive Officer

Tanveer Karamat

Director

Amir Wain

Director

Mohammad Shahid Mir

Director

Faaria Rehman Salahuddin

Director

Selina Saadia Rashid Khan

Director

Ahsan Khalil

Chief Financial Officer

Faisal Nadeem Sheikh

Company Secretary

Khalid Hamid Wain

Member

Amir Wain

Member

Faaria Rehman Salahuddin

Chairman / Member

Human Resource & Remuneration Committee

Khalid Hamid Wain

Member

Selina Saadia Rashid Khan

Member

Faaria Rehman Salahuddin

Chairman / Member

Crowe Hussain Chaudhury

& Co Chartered Accountants

7th Floor, Gul Mohar Trade Centre, 8-F, Main Market, Gulberg II, Lahore 54660, Pakistan

+92-42-35759223-5

Legal Advisor

Chima & Ibrahim

Advocates and Corporate Counsel A, 1, 245 Tufail Rd, Falcon Complex, Lahore

+92-42-36681265

Legal Advisor

Famco Share Registration Services

(Pvt.) Ltd

8-F Shahra-e-Faisal, near Hotel Faran, Nursery, Block-6 PECHS Extension Block 6 P.E.C.H.S., Karachi

+92-21-34380101-05

https://WWW.famcosrs.com

Web Presence: https://www.avanceon.ae https://www.avanceon.qa https://www.octopusdtl.com

AVANCEON ANNUAL REPORT 2025 3

BOARD OF DIRECTORS' PROFILE

BOARD OF DIRECTORS STRUCTURE & CORPORATE GOVERNANCE

Composition of Board & Directors' Independence

Implementing good governance, the Chairman of the Board is a non-executive director. The Board comprises seven directors, of which three are Non-Executive Directors, two are Independent Directors, and two are Executive Directors. The roles of the Chairman and the CEO have been clearly defined and segregated. The CEO is responsible for the operations of the Company, whereas the Board performs its functions under the Chairman.

1. Octopus Digital Limited

Directors' Profile

BAKHTIAR H. WAIN, Founder and Chief Executive Officer-brings over 30 years of exemplary leadership. An engineer with experience in leading global companies such as Exxon Chemicals, Fauji Fertilizer and ICI Ltd, he founded Avanceon in 1984 and currently holds the position of Chief Executive Officer. His entrepreneurial drive found its roots in his faith towards the educated and technically qualified human resource of Pakistan. Mr. Bakhtiar Hameed Wain Bachelor of Engineering in Mechanical engineering from University of Engineering and Technology, Lahore, in 1983. From the onset, he wanted to build a company that could capitalize and promote this conviction globally, which he has implemented successfully ever since. Appointed CEO by the Board of Directors, he has spearheaded Avanceon towards market leadership in Pakistan and beyond. Mr. Bakhtiar Hameed Wain also serves in the capacity of Chairman of the Board of Directors of Octopus Digital Limited, Non-Executive Directors of Empiric AI (Private) Limited and also serve as a trustee of Avanceon Limited Employees Provident Fund.

Mr. Bakhtiar Hameed Wain is serving as non-executive director in below company(ies)

2. Empiric AI (Pvt) Limited

3. Innovative (Pvt) Limited

Director CEO

AVANCEON ANNUAL REPORT 2025 5

KHALID H. WAIN

Director/ Chairman

AMIR WAIN

Director

Tanveer Karamat

Director

Khalid Hameed Wain brings over 40 years of international expertise in electrical engineering, cost engineering, project management and business strategy to the Avanceon Board of Directors. Mr. Khalid Hamid Wain is the founder of H&G Control, which he owns and operates in Canada. H&G Control designs and manufactures customized electrical control panels. He is also the co-founding partner and director of Innovative Pvt. Ltd in Pakistan. Mr. Khalid Hamid Wain graduated in electrical engineering from University of Engineering, Lahore, in 1976. His entrepreneurial acumen led him to drive business in South Asia, the Middle East, the United States and now in Canada. Khalid Wain was selected as Chairman of the Board for his international business knowledge and extensive experience of companies in the technological sector.

Amir Wain brings over 27 years of international expertise within the information technology and payments industries. Amir is founder and CEO of i2c, a global provider of payment processing and emerging commerce solutions, where he is responsible for defining the company's vision and strategic direction. After graduating from the University of Texas with a Computer Science and Engineering degree, Amir founded Innovative Private Limited in 1987. Propelled by the success of Innovative, he founded i2c in 2001 to bring next-generation processing solutions to the payments industry. Under Amir's guidance, i2c has expanded dramatically and launched a number of industry firsts which include card-linked offers, event-driven account holder communications and gift card voice personalization. Today, as market opportunities for payments & emerging commerce expand at a dramatic rate, Amir is leading i2c's continued push to innovate the enabling infrastructure and solutions that transform commerce. He was appointed to the Avanceon Board of Directors to advise on innovation and business strategy.

Tanveer Karamat brings a wealth of international business experience to Avanceon, with 20 out of 30 professional years spent selling automation solutions to the oil and gas sector. After receiving a Bachelor's degree in Chemical Engineering from the University of Pakistan he embarked on his career as an Application Engineer at Zelin Pvt Ltd in 1986. Developing his sales, management and business skills at key industry companies such as Wartsila NSD as well as Honeywell where he held the position of Country Head, Tanveer joined Avanceon in 2003 as Regional Manager. He transformed the South Region revenues in less than three years with wise strategic counsel, capitalizing on a dormant customer base and an internal reshuffle. He was promoted to GM Operations in 2006 before becoming COO in 2011. Over the past decade, Tanveer's leadership has been a major contribution towards building value for the company. He was nominated as a member of the Board of Directors to help make informed decisions. In year 2023, Mr. Tanveer Karamat was appointed as Chief Executive Officer of Octopus Digital Limited and Empiric AI (Private) Limited. He now serves as non-executive director on the Avanceon Limited Board and also serve as a trustee of Avanceon Limited Employees Provident Fund.

MOHAMMAD SHAHID MIR

Director

Faaria Rehman Salahuddin

Independent Director

Selina Saadia Rashid Khan Director

MOHAMMAD SHAHID MIR A senior management professional with 32 years of experience in Corporate and Commercial banking, Risk Management, Credit Administration and Trade Finance. Over the last sixteen years, Mr. Mohammad Shahid Mir has held senior positions in Wholesale Banking and Risk Management. On the business side he has a proven track record of growing business and exceeding budgets whilst ensuring portfolio health remained within accepted parameters. Mr. Mir has strong knowledge of Economy & Banking in Pakistan and the GCC region. Mr. Mohammad Shahid Mir graduated with a BA (Hons) in Economics from the University of Sussex, Brighton, England, in 1985. He furthered his credentials by becoming a Certified Credit Risk Professional from American Express Bank in 1996.

Faaria Rehman Salahuddin A professional career spanning over 26 years; banking - with leading financial institutions like ANZ Grind lays, SCB, HBL, Bland Bank Alfalah Ltd | entrepreneurship - the owner of a heritage restoration boutique hotel | education - leading Placements for SDSBLUMS | advisory & consultancy - board member across various sectors such as banking, textiles, healthcare, arts, real estate tech and management. Core expertise lie in delivering organizational turnarounds through synergies by strategic realignment of business lines.

Selina Saadia Rashid Khan (Appointed Feb 04, 2025) With a distinguished career spanning over 17 years, Selina Rashid Khan brings a wealth of expertise in strategic communications, public relations, media strategy, and stakeholder engagement. As the Founder & Chief Executive of Lotus Client Management & Public Relations, she has been at the forefront of strategic brand positioning, crisis management, and digital advocacy in South Asia. Selina Rashid Khan also holds significant leadership roles beyond her work at Lotus. She is a member of the Forbes Business Council and has received multiple accolades, including Global Top Woman in PR, Media Entrepreneur of the Year, Women Excellence Award, and recognition among the Top 100 CEOs of Pakistan. She also serves as President of PREDA Pakistan, a pioneering association supporting professionals in PR, digital media, activations, and event management. Additionally, she is a Board Member at International Industries Limited and Zaman Foundation, where she contributes to strategic governance helping companies achieve sustainable growth and transformation.

Independent Directors & their Independence The Board comprises three

(02) Independent Directors who meet the independence criteria as defined in the Companies Act, 2017, and all independent directors are duly registered in Pakistan Institute of Corporate Governance (PICG).

CHIEF FINANCIAL OFFICER

Ahsan Khalil

CFO

Ahsan Khalil is currently serving as the Company Secretary of Octopus Digital Limited and Empiric AI (Pvt) Limited. is a seasoned C-level executive with a distinguished career spanning over 19 years in financial leadership roles. As a qualified Chartered Accountant, he possesses a wealth of expertise in financial operations, enterprise resource planning (ERP), and internal control systems. With a robust foundation in financial management, Ahsan is adept at leveraging his strong business acumen to evaluate financial data and identify opportunities for enhancing profitability. His proven track record underscores his proficiency in streamlining processes, optimizing costs, and implementing rigorous financial controls to drive organizational success. Ahsan Khalil is currently serving as the Company Secretary of Octopus Digital Limited & Empiric AI (Pvt) Limited. He also fulfills the crucial role of

trustee for the Avanceon Limited Employees Provident Fund. His multifaceted responsibilities exemplify his commitment to governance and strategic oversight across diverse business entities.

CHAIRMAN'S REVIEW REPORT FOR THE FINANCIAL YEAR ENDED DECEMBER 31, 2025

AVANCEON LIMITED

Dear Shareholders,

It is with great pleasure that I present to you the Chairman's Review Report on the performance of Avanceon Limited's Board for the financial year ended December 31, 2025. This year has brought both challenges and significant opportunities, and I am proud to report that Avanceon has navigated them with resilience, agility, and a steadfast commitment to excellence.

I am pleased to announce that the Board has recommended a Rs1/- per share dividend i.e. 10%, despite inflationary pressures to maximize our shareholders wealth & trust.

Appointment of New Independent Director

The Board has appointed Mohammad Shahid Mir as an executive Director, effective May 12, 2025. This comes after the resignation of Omar Iqbal Khan. The Avanceon board would like to thank Omar Iqbal Khan for his services. His tenure began on May 29, 2020. Throughout his tenure, Omar Iqbal Khan served the board with utmost sincerity and diligence.

Mohammad Shahid Mir will be taking Omar Iqbal Khan's place on the board. Mohammad Shahid Mir is already serving as the Group Chief Financial Officer and Head of Human Resource. His appointment as executive Director further strengthens Avanceon board. We wish Omar Iqbal Khan the best in his future endeavors and welcome Mohammad Shahid Mir to the Avanceon Board of Director's panel.

Employee Share Option Scheme (ESOS)

I am pleased to announce that the company has issued its shares to eligible employees who exercised their options under the Employees Share Option Scheme (ESOS-2022). A total of 7,386,047 shares were issued in 2025.

This represents the company's fulfilment of its commitment to employees who contribute to its success and serves as an effective retention tool. These allotments were carried out in compliance with the ESOS guidelines, as approved by the Securities and Exchange Commission of Pakistan (SECP) under Sections 83 and 83A of the Companies Act, 2017.

Incorporation of a New Business Entity in Australia

We are pleased to announce the registration of a new business entity in Australia under the name Avanceon PTY LTD, marking another milestone in the company's strategic global expansion. The new entity has been registered in Queensland under the Australian Securities and Investments Commission in accordance with the Corporations Act 2001.

The particulars of the registration are as follows:

• Australian Business Number (ABN): 30 693 667 819

• Tax File Number (TFN): 513 629 897

  Avanceon PTY LTD is a proprietary company limited by shares and a wholly owned subsidiary of Avanceon FZE. Avanceon's Performance in 2025

  I am pleased to report the following financial highlights for the year:

• Profit After Tax (PAT): PKR 655 billion

• Net Sales: PKR 15,885 billion

• Earnings Per Share - Basic (EPS): PKR 1.51

These results reflect the company's strong operational performance amidst a challenging economic environment and demonstrate our commitment to driving sustainable growth and value creation.

Board Composition and Meetings

The Board of Directors of Avanceon Limited comprises the following members:

Independent Directors:

• Ms. Faaria Rehman Salahuddin

• Ms. Selina Saadia Rashid Khan

  Non-Executive Directors:

• Mr. Khalid Hamid Wain

• Mr. Amir Wain

• Mr. Tanveer Karamat

  Executive Directors:

• Mr. Bakhtiar Hameed Wain

• Mr. Mohammad Shahid Mir

  Board Audit Committee

• Mr. Khalid Hamid Wain

• Mr. Amir Wain

• Ms. Faaria Rehman Salahuddin

  Human Resource & Remuneration Committee

• Mr. Khalid Hamid Wain

• Ms. Selina Saadia Rashid Khan

• Ms. Faaria Rehman Salahuddin

In 2025, the Board held four formal meetings-both in-person and online-during which quarterly, half-yearly, and annual financial statements were approved. Additionally, the Board conducted several online sessions for strategic and operational decisions, and business resolutions were circulated for approval as needed.

Board Effectiveness

The Board conducts an annual self-assessment to evaluate its efficacy and overall performance. Based on a thorough evaluation of performance for the fiscal year 2025, we are pleased to report that the Board's performance has been deemed commendable. Strategic action plans have been devised to address identified areas for enhancement, improvements, and bridging any performance gaps.

The strategic plan for 2025 has been duly communicated to all regional Presidents and relevant teams/stakeholders for prompt execution.

Conclusion

As we close the financial year 2025 and step into 2026, I would like to extend my deepest and most heartfelt gratitude to all our esteemed shareholders, employees, and stakeholders for your unwavering trust and support. Your continued partnership has been instrumental in our collective progress.

Together, we remain resolutely committed to enhancing Avanceon's value and steadfastly pursuing our mission of sustainable growth, innovation, and maximizing shareholder wealth.

Thank you once again for your ongoing support. Best regards,

Khalid Hamid Wain

Chairman of the Board (Non-Executive)

Avanceon Limited

NOTICE OF 23rdANNUAL GENERAL MEETING

Notice is hereby given that the 23rdAnnual General Meeting of Avanceon Limited "Company" will be held on Saturday, 23 May 2026 at 02:00 P.M. at The Nishat Hotel, Grand Imperial Hall, 9-A, 3rdFloor, Gulberg III, Mian Mehmood Ali Kasuri Road, Lahore, to transact the following business:

1. ORDINARY BUSINESS

   1. To confirm the minutes of the Annual General Meeting held on 30 April 2025.

   2. To receive, consider and adopt the Standalone and Consolidated Audited Financial Statements of the Company for the year ended 31 December 2025 together with the Directors' and Auditors' Reports thereon and Chairman's Review Report.

      
      
      

      As required under section 223(6) of the Companies Act 2017 and S.R.O No.389(I)/2023 dated 21 March 2023, Financial Statements of the Company have been uploaded on the website of the Company which can be downloaded from the following weblink: https://www.avanceon.ae/investor-information/

   3. To appoint Auditors of the Company and fix their remuneration. The Members are hereby notified that the Board Audit Committee and the Board of Directors have recommended the name of M/s Crowe Hussain Chaudhury & Co. Chartered Accountants for re-appointment as auditors of the Company for the year ending 31 December 2026.

   4. To consider and approve, as recommended by the Board of Directors, the payment of a final cash dividend at the rate of Rs. 1/- (10%) for the year ended 31 December 2025.

   5. Pursuant to the Securities and Exchange Commission of Pakistan Circular No. 01 of 2026 dated 08 January 2026, companies are permitted to hold the election of directors at the AGM if the election is due within thirty days after the date of the AGM. Accordingly, the company shall proceed to elect Seven (07) directors of the Company for a term of three years commencing from 29 May 2026, in accordance with the provisions of Section 159 of the Companies Act, 2017, and the Memorandum and Articles of Association. The names of retiring Directors are as under:

      1. Mr. Bakhtiar Hameed Wain

      2. Mr. Khalid Hamid Wain

      3. Mr. Amir Wain

      4. Mr. Tanveer Karamat

      5. Mr. Mohammad Shahid Mir

      6. Ms. Faaria Rehman Salahuddin

      7. Ms. Selina Saadia Rashid Khan

2. SPECIAL BUSINESS

   1. To consider and approve, the Authorized Capital of the Company be increased from Rs. 5,000,000,000 (Rupees Five Billion only) divided into 500,000,000 (Five Hundred Million) of the nominal value of Rs.10/-(Rupees Ten each) ordinary shares to Rs. 7,500,000,000 (Rupees Seven Billion Five Hundred Million only) divided into 750,000,000 (Seven Hundred Fifty Million) of the nominal value of Rs.10/- (Rupees Ten each) ordinary shares.

      and that

      1. RESOLVED that the Clause V of the Memorandum of Association of the Company be and is hereby amended to read as follows:

         The authorized capital of the company is Rs. 7,500,000,000/- (Rupees Seven Billion Five Hundred Million

         Only) divided into 750,000,000 (Seven Hundred Fifty Million) ordinary shares of Rs. 10/- (Rupees Ten each) with the power to increase and reduce the capital and to divide the shares in the capital for the time being into several classes in accordance with the provisions of the Companies Act, 2017.

      2. RESOLVED that the Article 5 of the Articles of Association of the Company be and is hereby amended to read as follows:

         The authorized share capital of the Company is Rs. 7,500,000,000/- (Rupees Seven Billion Five Hundred Million Only) divided into 750,000,000 (Seven Hundred Fifty Million) ordinary shares of Rs. 10/- (Rupees Ten each) with power to increase, consolidate, sub-divide, cancel, reduce or otherwise reorganize the share capital of the Company subject to the provisions of Section 85 and 89 of the Act.

   2. RESOLVED that, the Board of Directors of the Company hereby approves the "Long-term interest-free receivable" from Avanceon Automation & Control W.L.L. - Qatar (a 49% holding with 100% controlling rights subsidiary of the Company), amounting to PKR 1,615,196,365/- (QAR 20,956,388), be and is hereby converted into equity investment as capital contribution being classified as "Investment in Subsidiary", in accordance with the provisions of Section 199(1) of the Companies Act, 2017, and all other applicable laws and regulations of Pakistan.

      FURTHER RESOLVED that, Chief Executive Officer and/or Chief Financial Officer and/or Company Secretary of the company jointly and/or severally, to execute any document(s) and to take all actions necessary to give effect to the proposed resolutions.

3. ANY OTHER BUSINESS:

1. To transact any other business with the permission of the Chair.

By Order of the Board

Lahore | Dated: 02 May 2026 Faisal Nadeem Sheikh | Company Secretary

WEBLINK FOR ONLINE MEETING VIA ZOOM:

Members are encouraged to attend the AGM through video conference facility managed by the Company, follow the below link:

https://us06web.zoom.us/webinar/register/WN_sqbUIp5ZSgm3JaJLEN8mRw

Shareholders can also provide their comments and questions for the agenda items of the AGM at the email address agm@avanceon.ae

Guidance as how-to login on Zoom to attend the AGM link: https://http://www.avanceon.ae/investor-relations/

Under Section 223(6) of The Companies Act, 2017, circulation of Audited Financial Statements has been allowed to be circulated in electronic format through email. The Annual Report of the Company and the Notice of Annual General Meeting shall be circulated via email to those shareholders whose email addresses are present in the records/database of the CDC and Share Registrar. The shareholders are encouraged to send/update their email addresses on the above-mentioned link or email or postal address. The Annual Report has also been uploaded at the Company's website https://www.avanceon.ae and is readily accessible to the shareholders.

NOTES:

• FOR ATTENDING THE SHAREHOLDERS' MEETING

1. The share transfer books of the Company will be closed and no transfer of shares will be accepted for registration from Saturday, 16 May 2026 to Saturday, 23 May 2026 (both days inclusive). Transfer received

   in order at our Registrar, M/S FAMCO Share Registration Services (Private) Limited, 8-F, Near Hotel Faran,

   Nursery, Block-6, P.E.C.H.S, Shahra-e-Faisal, Karachi by the close of business hours on Friday, 15 May 2026 will be treated to have been in time for the purposes of entitlement of dividend and to attend & vote at the meeting.

2. In case of individuals, the account holder or sub-account holder and/or the person whose securities are in group account and their registration details are up-loaded as per the Regulations, shall authenticate his/her identity by his/her Computerized National Identity Card (CNIC) or passport at the time of online registration/attending the meeting.

3. The shareholders registered on CDC are also requested to provide their particulars ID numbers and account numbers in CDS at the time of online registration/attending the meeting.

4. In case of corporate entity, the Board of Directors' resolution/power of attorney with specimen signature of the nominee shall be provided at the time of online registration/attending the meeting.

   • FOR APPOINTING PROXIES:

1. A member entitled to attend and vote at this meeting shall be entitled to appoint another person, as his/her proxy to attend, speak and vote instead of him/her, and a proxy so appointed shall have such rights, as respects attending, speaking, and voting at the Meeting as are available to a member. Proxies in order to be effective, must be received by the Company not less than 48 hours before the meeting. A proxy need not be a member of the company.

2. In case of individual, the account holder or sub-account holder and/or the person whose securities are in group account and their registration details are uploaded as per the Regulations, shall submit the duly completed and stamped proxy form accordingly.

3. The proxy form shall be witnessed by the two persons whose names, addresses and CNIC numbers shall be mentioned on the form.

4. Attested copies of valid CNIC or the passport of the beneficial owners and the proxy shall be furnished with the proxy form.

5. The proxy shall provide his/ her CNIC or passport at the time of online registration/attending the meeting.

6. In case of corporate entity, the Board of Directors resolution/power of attorney with specimen signature shall be submitted along with proxy form to the company.

   • SUBMISSION OF CNIC/NTN COPY - ELECTRONIC DIVIDEND (MANDATORY):

     1. In accordance with the directives of the SECP, the dividends of shareholders whose CNIC copies have not been received by the Company shall not be electronically credited until receipt thereof.

     2. Accordingly, those shareholders who have not yet submitted a copy of their valid CNIC or NTN certificate, are once again requested to immediately submit the same to the Company's Share Registrar at CDC Share Registrar M/S FAMCO Share Registration Services (Private) Limited, 8-F, Near Hotel Faran, Nursery, Block-6, P.E.C.H.S., Shahra-e-Faisal, Karachi. Corporate entities are requested to provide their National Tax Number (NTN) and Folio Number along with the authorized representative's CNIC copy.

        • PAYMENT OF CASH DIVIDEND THROUGH ELECTRONIC MODE (MANDATORY):

     1. In accordance with the provisions of section 242 of the Companies Act 2017, a listed Company is required to pay cash dividend only through electronic mode directly in to the bank account designated by the entitled shareholders. For the convenience of shareholders, the Company's e-Dividend Mandate Form is available on the Company's website i.e. https://www.avanceon.ae. The CDC account holders must submit their information directly to their broker (participant)/Central Depository Company of Pakistan Limited.

     2. Please note that as per Section 243(3) of the Companies Act, 2017, the Company is entitled to withhold payment of dividend if the requisite information is not provided by the Shareholders.

        In compliance with Section 150 read with Division I of Part III of the First Schedule of the Income Tax Ordinance, 2001 withholding tax on dividend income will be deducted for 'filer' and 'non-filer' shareholders at 15% and 30% respectively. A 'filer' is a taxpayer whose name appears in the Active Taxpayers List (ATL) issued by the FBR

        from time to time and a 'non-filer' is a person other than a filer. To enable the Company to withhold tax at 15%

        for filers, all shareholders are advised to ensure that their names appear in the latest available ATL on FBR website, otherwise tax on their cash dividend will be deducted at 30% for non-filers. Withholding tax exemption from the dividend income shall only be allowed if a copy of valid tax exemption certificate is made available to the share registrar of the Company by the first day of book closure.

        The FBR has clarified that in case of joint account, each holder is to be treated individually as either a filer or non-filer and tax will be deducted on the basis of shareholding of each joint holder as may be notified by the shareholder, in writing as follows, to the Company's share registrar, otherwise it will be assumed that the shares are equally held by the joint shareholders:

        Company Name	Folio/CDS Account No.	Total Shares	Principal Shareholder	Joint Shareholder (s)
        			Name & CNIC No. Shareholding proportion (No. of Shares)	Name & CNIC No. Shareholding proportion (No. of Shares)

        • CONVERSION OF PHYSICAL SHARES INTO CDC ACCOUNT

     The SECP, through its letter No. CSD/ED/Misc/2016-639-640 dated 26 March 2021, has advised all listed companies to adhere to the provisions of Section 72 of the Act, which requires all companies to replace shares issued in physical form to book-entry form within four years of the promulgation of the Act. Accordingly, all Shareholders of the Company having physical folios/share certificates are requested to convert their shares from physical form into book-entry form at the earliest. Shareholders may contact a PSX Member, CDC Participant, or CDC Investor Account Service Provider for assistance in opening a CDS Account and subsequent conversion of the physical shares into book-entry form. Maintaining shares in book-entry form has many advantages - safe custody of shares with the CDC, avoidance of formalities required for the issuance of duplicate shares etc. The Shareholders of the Company may contact the Share Registrar of the Company, namely FAMCO Share Registration Services (Private) Limited for the conversion of physical shares into book-entry form.

     STATEMENT(S) UNDER SECTION 134(3) OF THE COMPANIES ACT, 2017

     This Statement is annexed to the Notice of the 23rdAnnual General Meeting of Avanceon Limited to be held on Saturday, 23 May 2026 at which certain Special Business is to be transacted. The purpose of this Statement is to set forth the material facts concerning such special business;

     ITEM 6 OF AGENDA

     The Board of Directors' in their meeting held on 30 April 2026 approved the increase in authorized share capital of the company to Rs. 7,500,000,000 (Rupees Seven Billion Five Hundred Million Only) divided into 750,000,000 (Seven Hundred Fifty Million) of the nominal value of Rs.10/- (Rupees Ten each) ordinary shares from Rs. 5,000,000,000 (Rupees Five Billion Only) divided into 500,000,000 (Five Hundred Million) of the nominal value of Rs.10/- (Rupees Ten each) ordinary shares. This current increase in authorized capital is approved to anticipate any increase in issue of shares as the total authorized capital of the company is 85.50% issued, paid-up and subscribed.

     The Directors of the Company have no personal interest in the increase of Authorized Share Capital whether directly or indirectly except to the extent of the shareholding held by them in the Company.

     ITEM 7 OF AGENDA

     In order to streamline the holding structure of Avanceon group and enhance the quality and efficiency levels of all our current and upcoming projects in the Region of Qatar, the Board has decided to converted "Long-term

     interest-free receivable" from Avanceon Automation & Control W.L.L. - Qatar (a 49% holding with 100%

     controlling rights subsidiary of the Company), into equity investment as capital contribution being classified as

     "Investment in Subsidiary".

     Regulation No.	Regulation	Proposal
     3(1)(a)	Disclosures for all types of investments
     3(1)(a)(A)	Regarding associated company or associated undertaking;
     (i)	name of associated company or associated undertaking;	Avanceon Automation and Control W.L.L (Qatar)
     (ii)	basis of relationship;	49% holding with 100% controlling rights subsidiary.
     (iii)	earnings per share for the last three years; (Basic & Diluted)	2023: Rs. 4.36 m 2024: Rs. 1.66 m 2025: Rs. 3.33 m
     (iv)	break-up value per share, based on latest audited financial statements;	The breakup value per share as per the latest available audited statement i.e., 31stDecember 2025 is Rs. 14.41m
     (v)	financial position, including main items of statement of financial position and profit and loss account on the basis of its latest financial statements; and		Main items of Statement of Financial Position:
     				Rs. in '000'
     			Non-current Assets	67,484
     			Current Assets	10,077,054
     			Total Equity	2,881,939
     			Non-current Liabilities	110,175
     			Current Liabilities	7,152,423
     (vi)	in case of investment in relation to a project of associated company or associated undertaking that has not commenced operations, following further information, namely, -	N.A.
     3(1)(a)(B)	General disclosures: -
     (i)	maximum amount of investment to be made;	Rs. 1,615,196,365
     (ii)	purpose, benefits likely to accrue to the investing company and its members from such investment and period of investment;	The Investment will enhance the equity investment as capital contribution in the Subsidiary Company with the amount of proposed Investment.
     (iii)	sources of funds to be utilized for investment and where the investment is intended to be made using borrowed funds,- (I) justification for investment through borrowings.

     1. N.A.

     2. N.A.

     3. N.A.

     	(II) detail of collateral, guarantees provided and assets pledged for obtaining such funds; and (III) cost benefit analysis;
     (iv)	salient features of the agreement(s), if any, with associated company or associated undertaking with regards to the proposed investment;	Long-term interest-free receivable outstanding as of 31 December 2025 which are payable at the discretion of the subsidiaries shall be converted to equity investment as capital contribution.
     (v)	direct or indirect interest of directors, sponsors, majority shareholders and their relatives, if any, in the associated company or associated undertaking or the transaction under consideration;	None of the directors, sponsors, majority shareholders and their relatives have any interest in the associated company or proposed transaction.
     (vi)	in case any investment in associated company or associated undertaking has already been made, the performance review of such investment including complete information/justification for any impairment or write offs; and	None
     (vii)	any other important details necessary for the members to understand the transaction;	None
     3(1)(b)	In case of equity investment
     (i)	maximum price at which securities will be acquired;	Rs. 1,615,196,365
     (ii)	in case the purchase price is higher than market value in case of listed securities and fair value in case of unlisted securities, justification thereof;	N/A
     (iii)	maximum number of securities to be acquired;	Equivalent to the amount of Investment as per the denominations in Qatar for respective company.
     (iv)	number of securities and percentage thereof held before and after the proposed investment;	Before Investment: 200 shares @ Rs. 76,990 each. 49% holding with 100% controlling rights subsidiary. After Investment: Further Rs. 1,615,196,365 shall be converted to equity investment as capital contribution 49% holding with 100% controlling rights subsidiary.
     (v)	current and preceding twelve weeks' weighted average market price where investment is proposed to be made in listed securities	N/A (Non-Listed Company)
     (vi)	fair value determined in terms of sub-regulation (1) of regulation 5 for investments in unlisted securities	Avanceon Automation and Control W.L.L (Qatar) is an unlisted entities therefor no fair value is available, the same can be determined through the break-up values of the shares.
     3(1)(c)	In case of investments in the form of loans, advances, and guarantees, following disclosures in addition to	N/A

     		those provided under clause (a) of sub-regulation (1) of regulation 3 shall be made, -
     	3(3)		The Directors certify that the necessary Due Diligence has been done.
     		Due Diligence
     	4	Other information to be disclosed to the members
     	4(1)	If the associated company or associated undertaking or any of its sponsors or directors is also a member of the investing company, the information about interest of the associated company or associated undertaking and its sponsors and directors in the investing company shall be disclosed in the notice of general meeting called for seeking members' approval pursuant to section 199 of the Act.	The associated company is 49% holding with 100% controlling rights subsidiary directly or indirectly.
     			No director in the associated/subsidiary company has any interest except to the extent of their shareholding in the holding Company.
     			Mr. Bakhtiar Hameed Wain holds 57.71% shares in Avanceon Limited (Investing Company)
     	4(2)	In case any decision to make investment under the authority of a resolution passed pursuant to provisions of section 199 of the Act is not fully implemented in line with the approval of members till the holding of subsequent general meeting, the status of the decision shall be explained to the members through a statement having the following details namely, -
     			N/A.
     	4(3)	Latest annual audited financial statements of the associated company or associated undertaking along with the latest interim financial statements, if any, shall be made available for inspection of the members in the general meeting called for considering investment decisions in such associated company or associated undertaking pursuant to section 199 of the Act.	Latest annual audited financial statements and latest interim financial statements are available at company's registered office and shall be made available for inspection to the members in the meeting.

     1. total investment approved;

     2. amount of investment made to date;

     3. reasons for deviations from the approved timeline of investment, where investment decision was to be implemented in specified time; and

     4. material change in financial statements of associated company or associated undertaking since date of the resolution passed for approval of investment.

     Pursuant to requirements of Section 134(3) of the Companies Act 2017, the documents referred including this Agenda(s) and resolution(s) are available at the registered office of the Company and can be inspected during office hours.

     SHAREHOLDERS INFORMATION

     Notice is hereby given that the 23rd Annual General Meeting of Avanceon Limited "Company" will be held on Saturday, 23 May 2026 at 02:00 P.M. at The Nishat Hotel, Grand Imperial Hall, 9-A, 3rd Floor, Gulberg III, Mian Mehmood Ali Kasuri Road, Lahore any shareholder may appoint a proxy to vote on his or her behalf. The Proxies should be filed with the company at least 48 hours before the meeting time.

     WEBLINK FOR ONLINE MEETING VIA ZOOM:

     Members are encouraged to attend the AGM through video conference facility managed by the Company, follow the below link:

     https://us06web.zoom.us/webinar/register/ WN_sqbUIp5ZSgm3JaJLEN8mRw

     Shareholders can also provide their comments and questions for the agenda items of the AGM at the email address agm@avanceon.ae.

     Guidance as how-to login on Zoom to attend the AGM link:

     https://http://www.avanceon.ae/investor-relations/

     Resolutionsproposed-ShareholdersInformation

     1. ORDINARY BUSINESS

        1. To confirm the minutes of the Annual General Meeting held

           on 30 April 2025.

        2. To receive, consider and adopt the Standalone and Consolidated Audited Financial Statements of the Company fortheyearended31December2025togetherwiththeDirectors' and Auditors' Reports thereon and Chairman's Review Report.

           As required under section 223(6) of the Companies Act 2017 and S.R.O No.389(I)/2023 dated 21 March 2023, Financial Statements of the Company have been uploaded on the website of the Company which can be downloaded from the following weblink:

           https://www.avanceon.ae/investor-information/

           
           
           

        3. To appoint Auditors of the Company and fix their remuneration. The Members are hereby notified that the Board Audit Committee and the Board of Directors have recommended the name of M/s Crowe Hussain Chaudhury & Co. Chartered Accountants for re-appointment as auditors of the Company for the year ending 31 December 2026.

        4. To consider and approve, as recommended by the Board of Directors, the payment of a final cash dividend at the rate of Rs. 1/- (10%) for the year ended 31 December 2025.

        5. Pursuant to the Securities and Exchange Commission of Pakistan Circular No. 01 of 2026 dated 08 January 2026, companies are permitted to hold the election of directors at the AGM if the election is due within thirty days after the date of the AGM. Accordingly, the company shall proceed to elect Seven (07) directors of the Company for a term of three years commencing from 29 May 2026, in accordance with the provisions of Section 159 of the Companies Act, 2017, and the Memorandum and Articles of Association. The names of retiring Directors are as under:

           1. Mr. Bakhtiar Hameed Wain

           2. Mr. Khalid Hamid Wain

           3. Mr. Amir Wain

           4. Mr. Tanveer Karamat

           5. Mr. Mohammad Shahid Mir

           6. Ms. Faaria Rehman Salahuddin

           7. Ms. Selina Saadia Rashid Khan

     2. SPECIAL BUSINESS

     1. To consider and approve, the Authorized Capital of the Company be increased from Rs. 5,000,000,000 (Rupees Five Billion only) divided into 500,000,000 (Five Hundred Million) of the nominal value of Rs.10/- (Rupees Ten each) ordinary shares to Rs. 7,500,000,000 (Rupees Seven Billion Five Hundred Million only) divided into 750,000,000 (Seven Hundred Fifty Million) of the nominal value of Rs.10/- (Rupees Ten each) ordinary shares.

        and that

        1. RESOLVED that the Clause V of the Memorandum of Association of the Company be and is hereby amended to read as follows:

           The authorized capital of the company is Rs. 7,500,000,000/- (Rupees Seven Billion Five Hundred Million Only) divided into 750,000,000 (Seven Hundred Fifty Million) ordinary shares of Rs. 10/- (Rupees Ten each) with the power to increase and reduce the capital and to divide the shares in the capital for the time being into several classes in accordance with the provisions of the Companies Act, 2017.

        2. RESOLVED that the Article 5 of the Articles of Association of theCompanybeandisherebyamendedtoreadasfollows:

     The authorized share capital of the Company is Rs. 7,500,000,000/- (Rupees Seven Billion Five Hundred Million Only) divided into 750,000,000 (Seven Hundred Fifty Million) ordinary shares of Rs. 10/- (Rupees Ten each) with power to increase, consolidate, sub-divide, cancel, reduce or otherwise reorganize the share capital of the Company subject to the provisions of Section 85 and 89 of the Act.

     
     
     

7. RESOLVED that, the Board of Directors of the Company hereby approves the "Long-term interest-free receivable" from Avanceon Automation & Control W.L.L. - Qatar (a 49% holding with 100% controlling rights subsidiary of the Company), amounting to PKR 1,615,196,365/- (QAR 20,956,388), be and is hereby converted into equity investment as capital contribution being classified as "Investment in Subsidiary", in accordance with the provisions of Section 199(1) of the Companies Act, 2017, and all other applicable laws and regulations of Pakistan.

FURTHER RESOLVED that, Chief Executive Officer and/or Chief Financial Officer and/or Company Secretary of the company jointly and/or severally, to execute any document(s) and to take all actions necessary to give effect to the proposed resolutions.

Ownership

As on 31 December 2025 there were 14,816 holders on record of the Company's ordinary shares.

Quarterly Results

The Company issues quarterly financial statements. The planned dates for release of the quarterly results in FY 2026 are

1st quarter : 22 May 2026

Half yearly : 28 August 2026

3rd quarter : 30 October 2026

All our quarterly reports are regularly posted to Pakistan Stock Exchange, all annual/quarterly reports are also placed at the Company's website: https://www.avanceon.ae

The Company reserves the right to change any of the above

dates.

As required under section 223(6) of the Companies Act 2017 and

S.R.O No.389(I)/2023 dated 21 March 2023, Financial Statements of the Company have been uploaded on the website of the Company which can be downloaded from the following weblink: https://www.avanceon.ae/investor-information/

The shareholders are encouraged to send/update their email addresses on the above-mentioned link or email or postal address. The Annual Report has also been uploaded at the Company's website https://www.avanceon.ae and is readily accessible to the shareholders

Table of

CONTENTS

AVANCEON

AT GLANCE 2025

HR Highlights

HR HIGHLIGHTS

Our support functions continued to serve as a critical backbone in strengthening Avanceon's internal governance, people frameworks, and operational readiness for future growth. During 2025, Human Resources made significant progress in reinforcing organizational structure through comprehensive policy updates aligned with evolving industry practices, while introducing new frameworks focused on employee retention, consistency, and long-term workforce stability across all regions. The introduction of the Communication and Events Group (CEG) policy further enhanced internal coordination by establishing structured regional teams for effective planning, collaboration, and employee engagement.

24 AVANCEON ANNUAL REPORT 2025

As part of our broader digital transformation journey, Avanceon also invested in modernizing employee support systems through the launch of OmniDocs, an AI-powered platform designed to provide faster and more efficient access to HR policies and information. Complementing this, the independently conducted Workplace Culture Survey provided valuable insight into employee experience and organizational development opportunities, while wellness-focused initiatives such as Wellness Wednesday promoted a healthier and more balanced work environment. Beyond internal operations, Avanceon remained committed to its social responsibility agenda through continued CSR initiatives focused on education support and charitable contributions, reinforcing the organization's commitment to creating meaningful impact both within the workplace and in the communities it serves.

GLOBAL PRESENCE

Middle East

Regional Operatoins Centre

Jeddah

Dammam

Riyadh

Doha Qattar Dubai UAE

Regional Operatoins Centre

South East Asia

Lahore

Karachi

Islamabad

OUR JOURNEY

A LEGACY OF INNOVATION

2012

Management

buyback from Engro,

1984

marking Avanceon's return to independent ownership.

2003

Incorporation of Innovative Automation & Engineering FZE acquisition by Engro from Innovative Pvt Ltd.

Founding Year

2008

Conversion into Public Limited Company

Naming & branding as a global company called "Avanceon"

After Market Solutions launched.

2004

Expansion into Middle East Region by Establishment of wholly owned subsidiary in UAE.

2007

Recognition as the System Integrator of the Year by Control Engineering Magazine.

OUR MOMENT

2022

Acquisition of Empiric AI from Daud Hercules

Disinvestment from the USA operations

2021

2024

Brand New Staging & Testing facility Launched across Middle East Market

Octopus Digital IPO Launching the Road to 100 plan

Established

Presence in KSA

2019

2013

Launching of Highway-50 Plan Launching of

Avanceon Stock Option

Scheme 1st Issue.

Commited to our

2025

Values & on track to acheive Road- 100 Plan

2014

Initial Public Offering (IPO) of Avanceon Along with Listing Avanceon at KSE & LSE

2017

Incorporation of subsidiary Avanceon Automation & Con trol LLC in Qatar Incorporation of subsidiary Octopus Digital

VISION & MISSION STATMENT

Avanceon Limited [PSX: AVN] has been in the automation business since 1984. Over the years, the Company has transformed into a 360 degree solution provider for automation, energy management, engineering services and maintenance for major blue chip companies. A certified member of the select group of Control System Integrators Association, Avanceon is also listed on the Control Engineering Magazine's System Integrator Hall of Fame.

Avanceon's values are deeply rooted within its processes and act as a guide when interacting with our internal and external stakeholders. At Avanceon, we are defined by our mission, our vision / mantra and our values.

VALUES

Our values are deeply rooted within Avanceon and act as a guide in building value with both our internal and external stakeholders. These are the beliefs which drive our conduct and serves as a foundation of our business.

MISSION

Our Mission is to passionately grow to be the leader of engineered solutions through the inspired development of our teams by delivering forthcoming value to our customers.

VISION

Our Vision & Mantra is our everlasting commitment to always move forward and ensure that we always co-create value with each and every one of our

stakeholders by delivering Tomorrow's solutions today.

CORPORATE PROFILE

Avanceon Limited [PSX: AVN] is the leading provider of industrial automation, process control and systems integration as well as proprietary energy management solutions and support services. We have a strong market footprint through our offices in Dubai, United Arab Emirates and Doha, Qatar covering the Middle East region. Avanceon also has presence in Lahore, Karachi, and Islamabad in Pakistan. Avanceon has been in the automation business for the last 30 years and has transformed into a 360-degree solution provider for automation, energy management, engineering services and maintenance for major blue-chip companies. A certified member of the select group of Control System Integrators Association, Avanceon is also listed on the Control Engineering Magazine's System Integrator Hall of Fame. Avanceon recently expanded its footprint in the Middle East by setting up offices in Qatar and Kingdom of Saudi Arabia.

ORGANIZATIONAL STRUCTURE

Avanceon Limited is the holding company of the Avanceon Group. Having two wholly owned subsidiaries and an associated undertaking with various branches in different regions like Pakistan, United Arab Emirates, Qatar, Kingdom of Saudi Arabia, and United States of America, Avanceon employs 200 plus highly qualified and trained resources.

MESSAGE FROM THE

PRESIDENT

Junaid Mushtaq Paracha

President, South Asia Region Avanceon Limited

Dear Friends and Colleagues,

It is my pleasure to present the Annual Report of Avanceon Limited for the year 2025. This year has been one of continued resilience, strategic progress, and transformation as we navigated evolving market conditions while maintaining our commitment to innovation, operational excellence, and sustainable growth. Despite a challenging economic landscape, our teams across Pakistan demonstrated remarkable dedication and agility. While certain business segments experienced pressure due to market dynamics and delayed project cycles, Avanceon continued to strengthen its position as a trusted partner for industrial automation, digital transformation, and mission-critical infrastructure solutions.

Our progress reflects not only the strength of our technical capabilities but also the commitment of our people who continue to deliver complex projects with precision and reliability.

Business Highlights for 2025

During 2025, Avanceon Pakistan continued to advance its presence across multiple sectors including infrastructure, utilities, oil & gas, and digital transformation solutions.

Across our business units-including Systems, Digitalization, Digital Factory Solutions, Building Technologies, Retail Solutions, and Business Development-we continued to pursue strategic opportunities while maintaining operational discipline. While some divisions experienced slower order realization due to broader economic conditions and project delays, the organization maintained strong execution performance and continued building a healthy pipeline for future growth.

A key highlight for the year was the strengthening of our project backlog, with approximately USD 11 million in confirmed backlog and USD 7.5 million in secured orders moving into 2026, providing a solid foundation for the coming year.

Our Building Technologies and Systems divisions continued to deliver impactful projects in the infrastructure and commercial sectors, while our digital solutions portfolio expanded through increased focus on data-driven industrial intelligence and advanced automation solutions.

Pakistan Economic Overview

Pakistan's economy in 2025 continued to face macroeconomic pressures, including fiscal adjustments and investment constraints across several sectors. However, industries such as infrastructure development, utilities, and energy modernization

continued to create opportunities for technology-driven

solutions.

The increasing focus on digital transformation, operational efficiency, and smart infrastructure aligns strongly with Avanceon's strategic direction. As industries adopt automation, data analytics, and intelligent control systems, our solutions remain well positioned to support customers in achieving greater reliability, efficiency, and sustainability.

Avanceon Fueling Solution

AFS business and OGRA's digitalization initiatives continue to drive smarter and more transparent fuel retail operations. The early conviction with OGRA is now compounding FY2026 to date, AFS has secured USD 4.75M in new project contracts with a further USD 1.25M in closing stages, while recurring revenues have tripled from USD 0.1M to USD 0.35M across 300+ stations with every major OMC: TOTAL/PGL, GO/ARAMCO, Shell/WAFI, APL, HASCOL, and Bakri Energy/Caltex. What began in 2019 as a calculated bet on the downstream market has matured into a contract backed, digitalization led business that no competitor can easily replicate. By close of FY2026, AFS is on track to target USD 1.1M in recurring revenues across 1,000+ stations a 10x growth since inception and with regulatory and technological tailwinds only strengthening, the runway ahead is wider than ever.

Engineering Excellence & Operational Growth

Our Pakistan operations have reached a significant milestone in engineering service delivery, reflecting our commitment to technical precision and regional growth.

Strategic Man-Hour Delivery

We have successfully delivered over 130,000 man-hours through our high-performance remote engineering centers in Lahore, Karachi, and Islamabad. This achievement underscores our ability to mobilize a diverse and highly skilled workforce across the country to support complex global mandates. Our teams provided critical expertise across a multi-disciplinary project portfolio, including:

• Upstream & Midstream Infrastructure: Well-heads and Chemical Injection Skids.

• Integrated Control Systems: Central SCADA and Terminal

  Automation.

• Advanced Solutions: Complex Process Automation projects.

Innovation & Digital Transformation

In line with global advancements in Artificial Intelligence, we have successfully integrated automated workflows into our CAD design and engineering deliverables.

This digital leap significantly enhances our Change Management capabilities, allowing for rapid iterations while maintaining a "Gold Standard" of consistency. By reducing manual drafting cycles, we ensure that every client receives high-quality, error-free engineering packages that meet the most rigorous international standards.

This evolution from traditional execution to AI-assisted engineering positions our Pakistan operations at the forefront of the industry's digital frontier.

Avanceon continued to maintain a strong and diversified execution footprint across the oil and gas, hospitality, pharmaceutical, and industrial sectors, delivering integrated solutions in building management systems, fire and gas systems, automation, metering, and advanced control systems. Through its end-to-end delivery approach, the organization successfully managed complex projects involving engineering, procurement, installation, integration, and commissioning with technical precision and operational efficiency.

Several engagements involved accelerated timelines, complex system interfaces, and stringent compliance requirements. Despite these challenges, project teams consistently met delivery commitments, protected commercial margins, and upheld Avanceon's standards of quality, safety, and execution excellence, as reflected in positive customer feedback and continued client confidence.

Strategic Expansion and Global Outlook

A major milestone during this period has been our continued international expansion. As part of Avanceon's long-term growth strategy, we are expanding our global footprint to unlock new opportunities in emerging and developed markets.

One significant step in this direction is the launch of Avanceon PTY Ltd in Australia, which is expected to become operational in the coming period. This expansion reflects our ambition to extend Avanceon's expertise into new geographies while strengthening our global service capabilities.

International markets remain a key pillar of our strategy, enabling us to diversify revenue streams and bring our proven automation and digital solutions to a broader customer base. Looking Ahead to 2026

As we move into 2026, our priorities remain clear:

• Leveraging our strong backlog and pipeline to drive sustainable growth

• Strengthening account management and customer partnerships

• Expanding our digitalization and data-driven solutions

  portfolio

• Enhancing operational efficiency and project execution capabilities

  Expanding Avanceon's presence in international markets

  With a strong foundation, a talented workforce, and a clear strategic vision, I am confident that Avanceon will continue to grow and deliver value to our customers, partners, and shareholders.

  Recognizing Our Collective Strength

  I would like to extend my sincere gratitude to our employees, customers, partners, and shareholders for their continued trust and support. The achievements of 2025 are a direct result of the collective dedication, professionalism, and resilience of the entire Avanceon team.

  Together, we will continue to build on our strengths and pursue new opportunities as we shape the future of industrial automation and digital transformation.

  Thank you for your continued confidence in Avanceon.

  
  
  

  Yours sincerely,

  Junaid Mushtaq Paracha President, South Asia Region Avanceon Limited

  Message from the President

  PRESIDENT

  Sarmad Mahmood Qureshi

  President International Region

  
  
  

  Dear Shareholders, Partners, and Stakeholders,

  The year 2025 was not defined by ease-it was defined by clarity, discipline, and transformation.

  At a headline level, our performance reflects a gap between ambition and realization. Order generation closed at $40.5 million against a plan of $70 million, while revenue reached $45.2 million compared to a revised plan of $61.5 million.

  However, these numbers alone do not capture the true progress made during the year.

  A Cultural Reset: Building Quality Growth

  A defining outcome of 2025 was the establishment of a more disciplined commercial mindset. We made deliberate decisions to:

• Walk away from opportunities with uncertain margins or execution risks

• Decline projects under tight timelines or unfavorable

  commercial structures

• Move beyond traditional margin benchmarks toward value-based delivery

  They reflect a business operating in an environment shaped by

  longer sales cycles, delayed client decisions, pricing pressures, and increasing competition from global OEMs and digital players. More importantly, they reflect a conscious strategic shift: We chose discipline over volume, and long-term value over short-term growth.

  Execution Excellence: From Capability to Advantage

  While order inflows slowed, our execution engine demonstrated resilience and maturity. Across our project portfolio:

  • Contribution margins improved mainly in Qatar region from 37% to 48%.

  • Several projects delivered significant margin expansion beyond as-sold expectations

  • Complex, multi-year projects showed greater control, predictability, and delivery discipline

  
  
  

  This reflects a deeper structural shift within the organization: Execution at Avanceon is no longer operational, it is strategic, and a key driver of profitability.

  This marks a critical evolution:

  We are no longer chasing revenue-we are building a resilient and high-quality order book.

  
  
  

  Market Opportunity: Scale Exists-Conversion is the Lever

  Our regional pipeline confirms that opportunity is not the

  constraint.

• UAE: Large, fast-moving pipeline exceeding $300 million,

  driven by oil & gas, infrastructure, and digital systems

• Qatar: Structured pipeline exceeding $160 million, including large-scale infrastructure and energy programs

• KSA: Pipeline exceeding $225 million, including projects of all scale, sectors and regions

• Emerging markets: Expanding opportunities across Kuwait, Oman, and beyond

  The challenge-and focus ahead-is clear:

  Growth will be determined by our ability to convert opportunity into orders with speed, selectivity, and execution readiness.

  Positioned in High-Growth Sectors

  • We operate in markets that are entering a new investment

    Driven by Vision 2030, industrial expansion, and localization policies, the Kingdom is reshaping how business is conducted in the region.

    Recognizing this, we have taken deliberate steps to establish a strong local foundation:

• Advancing our Saudization strategy, aligning our workforce

  cycle. •

  • Over $3 billion in oil & gas digitalization investments

    with national requirements

    Strengthening our local engineering and execution capabilities

    expected in Abu Dhabi

  • ADNOC investing $5 billion+ in smart well and automation programs over the next three years

  • Dubai committing over AED 30 billion in infrastructure

    development

  • Continued expansion in smart cities, water systems, and

    national infrastructure across Qatar

  • Within this landscape, Avanceon holds a differentiated position:

  • Ability to deliver integrated solutions across PLC, WHCP, and skid systems

  • Capability to bridge legacy OT environments with modern digital and AI-driven platforms

  • Increasing presence in cybersecurity, smart infrastructure, and digital operations

    We are actively engaged in high-impact opportunities across:

  • Metro and rail systems

  • Strategic water and sewerage infrastructure

  • Smart city platforms

  • Large-scale energy automation and upgrades

    Strategic Breakthroughs in 2025

    Despite a challenging environment, we achieved several milestones that expand our long-term potential:

  • Secured major ADNOC blanket order through EPC alignment

  • Achieved prequalification for critical oil & gas systems

    across multiple operators

  • Entered new markets such as Oman, creating future expansion pathways

  • Delivered large-scale OT cybersecurity deployments across

    50+ sites in Qatar

  • Successfully managing the country wide Intelligent Traffic & Water systems in Qatar with zero downtimes

  • Secured projects with new clients, including Dubai Municipality and airport sector entities

  • In completion phase of the worlds largest District cooling plant in Haram Mosque - KSA

  • Handed Over Riyadh Metro Project as whole to operational phase

    These achievements strengthen both our market access and competitive positioning.

    Saudi Arabia: Building a Localized Growth Engine

    Saudi Arabia represents the most significant long-term growth opportunity within our international portfolio.

• Expanding our physical presence through 3 regional offices and testing staging / operational infrastructure

• Enhancing engagement with key stakeholders, including Aramco, utilities, and EPC partners

  These actions are strategic in nature.

  In Saudi Arabia, localization is not a compliance requirement-it is a competitive advantage.

  Our objective is to build:

• A self-sustained local execution platform

• A strong position in oil & gas, utilities, and infrastructure programs

• A scalable business contributing significantly to our overall growth

  Over the next 3-5 years, Saudi Arabia is expected to evolve into one of our largest revenue contributors, supporting our journey toward $50M$+ scale.

  Recurring Revenue: Driving Predictability and Margin Expansion

  A central pillar of our strategy is the development of recurring digital revenue streams.

  We are building capabilities across:

• Cybersecurity subscriptions and frameworks

• Digital monitoring, analytics, and platform solutions

• Long-term maintenance and lifecycle service agreements

  Key engagements include:

• National infrastructure cybersecurity frameworks

• Rail and utility maintenance contracts

• Emerging digital and software opportunities across energy

  clients

  With contribution margins in the range of 45%-75%, this segment will play a critical role in:

• Enhancing profitability

• Improving cash flow stability

• Strengthening long-term valuation

  We are transitioning from a project-driven model to a predictable, recurring revenue business.

  Operational Transformation: Enabling Scalable Growth

  To support this evolution, we implemented a Stewardship Model focused on discipline and accountability.

  Key elements include:

  • Financial governance through cashflow-linked approvals

  • Integrated sales and execution planning

  • Regular performance tracking across revenue, margins, and delivery

  • Stronger focus on claims, variation recovery, and cost

  control

  And it reaffirmed:

• Our execution strength

• Our technical capability

• Our relevance in high-growth markets

  We will not chase growth.

  We will build it-deliberately, profitably, and sustainably.

  I extend my sincere gratitude to our shareholders, partners, and

  This ensures that growth is:

  Structured, measurable, and repeatable-not incidental.

  2026: Execution with Discipline

  Avanceon International currently stands at 200 plus resilient and technologically advanced local manpower, and 7 operational offices across 3 countries of the GCC - We enter 2026 with clear and measurable targets:

  • $60 million order generation

  • $60.5 million revenue

  • ~34% contribution margin

  • $6 million+ profitability

    Our approach is focused and deliberate:

    Win smaller. Win faster. Win repeatedly.

    Investor Outlook: Building the Next Phase of Growth

    The transformation underway positions Avanceon for sustainable, high-quality expansion. Over the next five years, we are building a business defined by:

    Scale

    Revenue growth from ~$60 million to $100 million+

    Profitability

  • Contribution margins improving to 38-42%

  • Profitability increasing to 12-15%+

    Predictability

  • Recurring revenue growing to 25-35% of total revenue

    Geographic Expansion

  • Transition from GCC-focused operations to a broader multi-region presence

    Solutions Evolution

  • Moving toward platform-led, digital, and IP-driven offerings

    We are evolving into a scalable, technology-driven enterprise-not just a system integrator.

    Closing Reflection

    2025 was a year of recalibration-but also of reinforcement. It clarified:

  • Where we must be faster

  • Where we must be more disciplined

  • Where we must be more selective

  teams for their continued trust and commitment.

  Together, we are building a stronger, more agile, and future-ready Avanceon.

  
  
  

  Yours Sincerely,

  Sarmad Mahmood Qureshi President, International Region Avanceon Limited

  CODE OF BUSINESS CONDUCT & ETHICAL PRINCIPLES

  At Avanceon, we operate as an ethically-driven, proactive, and sustainable organization that upholds the highest standards of conduct across all business practices-without reliance on third-party oversight. Over the years, we have earned recognition and accreditation from leading industry bodies for our commitment to excellence.

  We never compromise on ethical business conduct. Partnering with Avanceon means aligning with our core values: candor, agility, creativity, quality, teamwork, integrity, and sustainability. These principles define how we operate and achieve success. Our business ethics framework is built upon the following pillars:

  INFORMATION TECHNOLOGY & COMMUNICATIONS

  At Avanceon, we operate as an ethically-driven, proactive, and sustainable organization that upholds the highest standards of conduct across all business practices-without reliance on third-party oversight. Over the years, we have earned recognition and accreditation from leading industry bodies for our commitment to excellence.

  EMPLOYEE EMPOWERMENT FRAMEWORK

  We invest in exceptional individuals who bring energy, talent, and dedication to the organization. Our people are our most valuable asset and essential to our longterm success. We actively support their professional development through training, recognition, and by creating a high-performance work environment.

  • Employee Professional Accreditations & Certifications Policy

  • Employee Stock Option Schemes

    EQUAL EMPLOYMENT AND ANTI-HARASSMENT

    Avanceon employs a diverse workforce of over 200 professionals worldwide. We are an equal opportunity employer and uphold a zero-tolerance policy against discrimination or harassment. We believe a collaborative and respectful workplace benefits everyone.

  • Non-discriminatory Policy

  • Social Compliance Policy

    36 AVANCEON ANNUAL REPORT 2025

  • General Working Policy

    CORRUPTION AND BRIBERY PREVENTION

    Avanceon maintains a strict zero-tolerance policy toward any form of corruption or bribery. We fully comply with anti-corruption laws in every country we operate in. Integrity is non-negotiable, and we are committed to delivering sustainable solutions that protect both our reputation and that of our partners. Our TRACE certification underscores this unwavering commitment.

    TRACE Certification

CODE OF BUSINESS CONDUCT

CUSTOMER CENTRICITY AND SUSTAINABILITY

We demonstrate our commitment to customers through exceptional execution and strong ethical standards. Our approach is rooted in our Customer Bill of Rights and Customer Project Bill of Rights, ensuring transparency, performance, and support. Sustainability is central to our mission, guiding us to make impactful contributions to the communities we serve.

Australia

Internal and External Environment

COMPETITIVE LANDSCAPE AND MARKET POSITIONING

Porter's Five Forces is a framework for analyzing the competitive environment of an industry. It helps businesses understand the dynamics at play and formulate strategies accordingly. Let's apply it to Avanceon a company that provides automation control systems and engineering services

Threat of New Entrants

Avanceon operates in a specialized industry reuiring e pertise in automation and control systems. he threat of new entrants is moderate. hile the barriers to entry are relatively high due to the need for specialized knowledge established relationships with clients and significant initial investments in technology and talent there is still potential for new players especially those with innovative technologies or niche e pertise to enter the market.

Bargaining Power of Suppliers

Bargaining Power of Buyers

Threat of Substitute Products or Services

Avanceon relies on various suppliers for components and technology inputs necessary for its solutions. he bargaining power of suppliers can vary depending on factors such as the availability of alternative suppliers the uni ueness of the components and the importance of these components to Avanceon's solutions. verall with multiple suppliers in the market and the ability to negotiate contracts Avanceon likely has moderate to high bargaining power over its suppliers.

Avanceon's clients which include companies in industries such as manufacturing utilities and infrastructure have some bargaining power especially if they are large &can procure similar services from multiple vendors. owever thecriticality and specialized nature of Avanceon's services may mitigate this power to some e tent. Additionally longterm relationships uality service and customization capabilities can reduce the bargaining power of buyers.

The threat of substitutes for Avanceon's services depends on the specific needs of its clients and the availability of alternative solutions. hile there may be alternative providers of automation and control systems Avanceon's e pertise reputation and tailored solutions may differentiate it from competitors and reduce the threat of substitutes. owever advancements in technology and the emergence of new solutions could pose a moderate threat.

Overall while Avanceon faces challenges from various forces in its industry its e pertise specialization and established client relationships position it well to navigate these dynamics and maintain a competitive position in the market.

Internal and External Environment

MACRO - Environmental Analysis - PESTEL Analysis

Avanceon is a global technology solutions provider, primarily in the automation, control, and information technology sectors. Conducting a PESTEL analysis for Avanceon would involve e amining the various e ternal factors that could impact its operations and business environment. eres a breadown of each component

Political Factors

Economic Factors

Social Factors

Technological Factors

Government regulations and policies related to technology, automation, and industrial sectors can affect Avanceons operations.Political stability and geopolitical tensions in regions where Avanceon operates could impact its proects and investments.Government incentives and initiatives promoting automation and digitali ation can create opportunities for Avanceon.

Economic conditions such as EconomicFactors GDP growth, inflation rates, and echange rates can influence Avanceons financial performance.Availability of credit and financing options for clients can affect their willingness to invest in automation solutions.Economic downturns may lead to reduced spending by industries on automation proects, impacting Avanceons revenue.

Demographic trends such as population growth, urbani ation, and wor force dynamics can shape demand for Avanceons solutions.Changing consumer preferences and attitudes towards automation and technology adoption can influence market demand. Social factors may also impact labor availability and sillsets reuired for implementing Avanceons solutions.

Environmental Factors

Legal Factors

Rapid technological advancements in automation, Al, LoT, and data analytics drive innovation within Avanceons industry.Adoption rates of emerging technologies and the pace of technological change can affect the relevance and competitiveness of Avanceons offerings.Intellectual property rights and protection of technology assets are crucial considerations for Avanceons efforts.

Increasing emphasis on sustainability and environmental regulations may drive demand for Avanceons energyefficient solutions.Environmental concerns such as climate change can impact industries differently, influencing their investment priorities in automation and control systems

Legislative & Regulatory Environment

Compliance with industryspecific regulations and standards, such as safety regulations in manufacturing, is essential for Avanceons operations.Contractual obligations, intellectual property laws, and legal framewor s governing business practices in different countries affect Avanceons global operations.Changes in employment laws, taation policies, and importe port regulations can also impact Avanceons business activities.

Avanceon Limited, a publicly listed company on the Pakistan Stock Exchange (PSX), operates within the well-defined legislative and regulatory framework of Pakistan. The company strictly complies with all applicable laws, rules, and regulations set forth by the Securities and Exchange Commission of Pakistan (SECP), PSX, and other relevant regulatory bodies. Avanceon Limited remains steadfast in its commitment to legal compliance, transparency, and the highest standards of corporate governance to protect the interests of its stakeholders.

Analysing these factors helps Avanceon anticipate challenges, identify opportunities, and adapt its strategies to navigate the dynamic e ternal environment effectively