A-1 Ltd Directors Report

To, The Members, A-1 LIMITED

(Formerly known as A-1 Acid Limited)

With an immense pleasure, the Board of Directors of your Company “A-1 LIMITED” (formerly known as A-1 Acid Limited) are delighted to present the 22nd Annual Report on business and operations of the Company together with the Audited Standalone & Consolidated Financial Statements for the Financial Year ended 31st March, 2026.

FINANCIAL PERFORMANCE FOR THE FINANCIAL YEAR 2025-26:

The summarized comparison of Audited Standalone & Consolidated Financial Performance of the Company for the Financial Year 2025-2026 and the Financial Year 2024-2025 is given below:

Particulars	Standalone	Consolidated
	Financial Year 2025-26	Financial Year 2024-25	Financial Year 2025-26	Financial Year 2024-25
	(FY 2026)	(FY 2025)	(FY 2026)	(FY 2025)
Revenue from Operations	34290.92	33149.42	34290.92	33149.42
Other Income	45.33	48.08	45.33	48.08
Total revenue	34336.25	33197.50	34336.25	33197.50
Operating Profit (Before	1259.50	1023.4	1259.50	1023.4
Finance Cost, Depreciation & Amortisation and Exceptional items and Tax Expense)
Less: Finance Cost	165.75	165.45	165.75	165.45
Profit before Depreciation &	1093.75	857.95	1093.75	857.95
Amortisation and Exceptional items and Tax Expense
Less: Depreciation & Amortisation	286.60	358.88	286.60	358.88
Profit before Exceptional and	807.15	499.07	807.15	499.07
Extraordinary item and Tax
Less: Exceptional items	0.00	0.00	0.00	0.00
(Impairment Loss)
Profit before Tax	807.15	499.07	807.15	499.07
Less: Net Current Tax Expense pertaining to current year	224.86	163.62	224.86	163.62
Less/(Add): Tax Adjustments of earlier year	(0.00)	(0.39)	(0.00)	(0.39)
Less/(Add): Deferred Tax	(16.92)	(29.26)	(16.92)	(29.26)
Profit after Tax	599.21	365.10	599.21	365.10
Share of Profit/ (loss) from associate	0.00	0.00	1.16	(29.30)
Net profit after tax and share of profit/(loss) from Associate	599.21	365.10	599.21	365.10
Other Comprehensive income/(loss) Net of tax	12.02	(1.29)	12.02	(1.29)
Total Comprehensive income/(loss) Net of tax	611.23	363.81	611.23	363.81
Earnings per share for continuing operation
Basic*	0.13	0.08	0.13	0.08
Diluted*	0.13	0.08	0.13	0.08

*Earnings per share for the Previous year has been restated considering the Issue of Bonus Shares and the Stock Split / Sub Division.

DIVIDEND:

The Board of directors declared dividend of Rs. 1.50 per share on 1,15,00,000 equity shares of Rs. 10/- each fully paid for the year ended on 31st March,2025 for f.y. 2024-25.

Further The Board of Directors are pleased to recommended the Final Dividend @ 5% on its paid-up equity share capital i. e. 0.05 Rs. per equity share for the Financial Year 2025-26 amounting to Rs. 2,30,00,000 vide approval of Board of Directors in its meeting held on 26th August,2026. Further, the dividend, if declared with the approval of shareholders in the ensuing AGM shall be paid to those members whose names will appear in the Register of Members of the Company as the beneficial owners for availing dividend as per the list of Register of Members which shall be furnished by the Registrar & Transfer Agent (i.e. M/s. Cameo Corporate Service Limited) of the Company as on Record date i.e. 18th September,2026 and shall be subject to deduction of income tax at source as per applicable laws.

UNPAID DIVIDEND:

The Total unpaid amount of dividend is Rs.20584.50. The details of unclaimed dividend available on the website of the company at https://www.a-1limited.com/.

TRANSFER TO RESERVE & SURPLUS:

The standalone and consolidated net profit of the company for F.Y. 2025-26 is Rs. 599.21 Lakhs. The profit of F.Y. 2025-26 has been transferred to the retained earnings accounts.

COMPANYS PERFORMANCE AND STATE OF AFFAIRS:

On a standalone basis, the revenue from operations for FY 2025-26 was Rs. 34,290.92 Lakhs under the previous years revenue from operations of Rs. 33,149.42 Lakhs. Net Profit after tax for FY 2025-26 was Rs. 599.21 Lakhs against the previous years Net Profit after tax of Rs. 365.10 Lakhs.

On a consolidated basis, the revenue from operations for FY 2025-26 was Rs. 34290.92 Lakhs over the previous years revenue from operations of Rs. 33149.42 Lakhs. Net Profit after tax for FY 2025-26 was Rs. 599.21 Lakhs against the previous years Net Profit after tax of Rs. 365.10 Lakhs.

On standalone basis, Earnings per Share for FY 2025-26 was Rs. 0.13 against the previous years Earnings per Share of Rs. 0.08.

On consolidated basis, Earnings per Share for FY 2025-26 was Rs. 0.13 against the previous years Earnings per Share of Rs. 0.08.

The Company has provided better results to the shareholders in this year via better performance.

BASIS OF PREPARATION OF FINANCIAL STATEMENTS:

The Annual Standalone & Consolidated Audited Financial Statements for the Financial Year 2025-26, forming part of this Annual Report, have been prepared in accordance with Indian Accounting Standards (Ind-AS) notified under Section 133 of the Companies Act, 2013 read with Companies (Indian Accounting Standard) Rules, 2015 and requirements of Schedule III of Companies Act, 2013 and applicable Rules (hereinafter referred to as “the Act”) and in accordance with applicable regulations of Securities and Exchange Board of India (Listing Obligations and Disclosures Requirement) Regulations, 2015 (hereinafter referred to as the “Listing Regulations”).

In accordance with the provisions of Section 136(1) of the Act, the Company has placed on its website https://www.a-1limited.com/ the below:

Annual Report of the Company including Standalone and Consolidated Financial Statements for the Financial Year 2025-26

These documents will also be available for inspection during working hours at the Registered O ce of the Company at Ahmedabad, Gujarat. Any member interested in obtaining such document may write to the Company Secretary and the same shall be furnished on request.

CODES OF CONDUCT:

The Board of Directors has formulated, implemented and has in place a comprehensive “Code of Fair Disclosure of Unpublished Price Sensitive Information” & “Code of Conduct for Prevention of the Insider Trading” (hereinafter known as “Codes of Conduct”) for regulating, monitoring and reporting the trading by Designated persons of the Company which exempli es the spirit of good ethics and governance and is applicable to the Designated personnels of the Company which includes Promoters, Promoter Group, KMPs, Directors, Heads and such other employees of the Company and others as may be approved by the Board of Directors from time to time based on the fact of who are expected to have access to unpublished price sensitive information. The Codes of Conduct of the Company lays down guidelines advising the Designated Personnels on procedures to be followed and disclosures to be made while dealing with the shares of the Company and cautioning them of consequences of violations Further, the Board Members and Senior Management personnel have a rmed compliance with the code of conduct. A declaration in regard to compliance with the Codes of Conduct for the Financial Year 2025-26 has been received by the Company from the Managing Director and is duly annexed to the Corporate Governance Report, which forms part of this Annual Report. The Codes of Conduct are placed on the website of the Company https://www.a-1limited.com/.

QUALITY INITIATIVE:

The Company continues to sustain its commitment to the highest levels of quality, superior product management and mature business continuity management. Our customer-centricity, process rigor and focus on delivery excellence have resulted in consistent improvements in customer satisfaction levels.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

Following material changes and commitments entered during the financial year:

1. Issue of Bonus Shares: The Company has allotted 3,45,00,000 fully paid-up bonus equity shares in the ratio of 3:1, by capitalization of 3,450 Lakhs from the Companys free reserves/securities premium account, as approved by the shareholders on 21st December, 2025.

2. Subdivision (Stock Split) of Equity Shares: The Company has subdivided its existing equity shares from 10 per equity share into 1 per equity share, as approved by the shareholders on 21st December, 2025. The subdivision has been carried out to enhance the liquidity of the Companys equity shares and widen shareholder participation.

3. Change in object clause: During the financial year under review, the Company expanded its business activities by commencing the business of importing, exporting, trading, distributing and marketing of all kinds of sports equipment and related accessories, including but not limited to tness, outdoor, indoor and professional sports goods & business of sourcing, supplying, contract manufacturing and manufacturing of pharmaceutical products, drug intermediates, nutraceuticals, healthcare products and such other allied products and to supply, distribute the same in national or export in international market. Accordingly, the nature of the business of the Company was altered to include the said activities.

Following material changes and commitments entered between the end of the financial year and the date of this Report:

The Board took note that at its meeting held on 27th October 2025, it had approved, subject to completion of applicable statutory and regulatory formalities, a proposal to increase the Companys partnership interest in M/s. A-1 Sureja Industries, a partnership rm from 45% to 51%. Also obtained shareholders approval through postal ballot on 21st December,2025.

Subsequently, in view of the material changes in market conditions, the performance of the electric vehicle (EV) industry, the non-achievement of the projected short-term business milestones by M/s. A-1 Sureja Industries and after a comprehensive review of the commercial viability of the proposed transaction, the Board reassessed the proposal and decided to wait till the time performance of outcome of sales is not as per the expectation.

Further, a new and highly beneficial proposal regarding the sale of the existing land of the rm M/s. A-1 Sureja Industries has been received. Consequent to the same, the rm is proposing expansion and establishment of a new manufacturing facility at a different location. The rm will therefore require reasonable time to shift, re-establish, and commence manufacturing operations at the new premises. In view of the above circumstances, it is humbly requested that the said matter may kindly be postponed / adjourned for a reasonable period.

Accordingly, after due deliberation, the Board has decided not to proceed with the proposed acquisition of the additional 6% partnership interest in M/s. A-1 Sureja Industries as on date. The Company shall continue to hold its existing 45% partnership interest in the said entity.

Except for the above-mentioned corporate actions, there have been no material changes or commitments affecting the financial position of the Company.

SHARE CAPITAL:

The authorised share capital of the Company increased from Rs. 20,00,00,000/- (Rupees Twenty Crores only) divided into 2,00,00,000 (Two Crore) equity shares of Rs. 10/- each to Rs. 46,00,00,000/- (Rupees Forty-Six Crores only) divided into 4,60,00,000 (Four Crore Sixty Lakhs) equity shares of Rs. 10/- each.

During the year the Board of Directors approved the issue of 3,45,00,000 (Three Crore Forty-Five Lakhs) fully paid-up bonus equity shares of Rs. 10/- each in the ratio of 3:1, i.e., 3 (three) new equity shares for every 1 (one) existing fully paid-up equity share, to those Members whose names appear in the Register of Members of the Company as on record date i.e. 31.12.2025.

The Paid-up share of the Company increased from Rs. 11,50,00,000/- (Rupees Eleven Crore Fifty Lakhs only) divided into 1,15,00,000 (One Crore Fifteen Lakhs) equity shares of Rs. 10/- each to Rs. 46,00,00,000/- (Rupees Forty-Six Crores only) divided into 4,60,00,000 (Four Crore Sixty Lakhs) equity shares of Rs. 10/- each by increase of 3,45,00,000 (Three Crore Forty-Five Lakhs) fully paid-up bonus equity shares.

Further, the Board of Directors approved the split/sub-division of 1 (One) equity share having a face value of Rs. 10/- each into 10 (Ten) equity shares having a face value of Rs. 1/- each, fully paid-up. Thereafter, the authorised share capital and paid-up share capital of the Company stands at Rs. 46,00,00,000/- (Rupees Forty-Six Crores only) divided into 46,00,00,000 (Forty-Six Crores) equity shares of Re. 1/- each to those Members whose names appear in the Register of Members of the Company as on record date i.e. 08.01.2026.

LISTING INFORMATION:

The Equity Shares in the Company are continued to be listed with BSE Platform and in dematerialized form. The ISIN No. of the Company is INE911Z01025.

STATEMENT PURSUANT TO LISTING AGREEMENT:

The Equity Shares are listed at Bombay Stock Exchange Limited. The Annual Listing fees for the year 2025-26 has been paid.

DEPOSITS FROM PUBLIC:

The Company has not accepted any deposits from public and as such, no amount on account of principal or interest on deposits from public was outstanding as on the date of the balance sheet as per section 73 and 76 of the companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

Loans, Guarantees and Investments covered under Section 186 of the Companies Act, 2013 from the part of the notes to the Financial Statements provided in this Annual Report.

CHANGE IN THE NATURE OF BUSINESS:

During the financial year under review, the Company expanded its business activities by commencing the business of importing, exporting, trading, distributing and marketing of all kinds of sports equipment and related accessories, including but not limited to tness, outdoor, indoor and professional sports goods & business of sourcing, supplying, contract manufacturing and manufacturing of pharmaceutical products, drug intermediates, nutraceuticals, healthcare products and such other allied products and to supply, distribute the same in national or export in international market. Accordingly, the nature of the business of the Company was altered to include the said activities.

INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY:

The Company implemented suitable controls to ensure its operational, compliance and reporting objectives. The Company has adequate policies and procedures in place for its current size as well as the future growing needs. These policies and procedures play a pivotal role in the deployment of the internal controls. They are regularly reviewed to ensure both relevance and comprehensiveness and compliance is ingrained into the management review process.

Adequacy of controls of the key processes is also being reviewed by the Internal Audit team. Suggestions to further strengthen the process are shared with the process owners and changes are suitably made. Significant ndings, along with management response and status of action plans are also periodically shared with and reviewed by the Audit Committee. It ensures adequate internal financial control exist in design and operation.

M/s. S V R P & CO. is the internal auditor of the Company for the F.Y. 2025-26 who conducts Internal audit and submit reports to the Audit Committee. The Internal Audit is processed to design to review the adequacy of internal control checks in the system and covers all significant areas of the Companys operations. The Audit Committee reviews the effectiveness of the Companys internal control system.

DETAILS OF HOLDING, SUBSIDIARY AND ASSOCIATES:

The Company has 1 associate Company (Firm) namely A-1 Sureja Industries (a partnership rm incorporated under the Indian Partnership Act, 1932) as on March 31, 2026. There are no subsidiary or joint venture companies within the meaning of Section 2(6) of the Companies Act, 2013 (“Act”).

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013, the Company has prepared Consolidated Financial Statements in respect of itself and its associate. A statement containing the salient features of the financial statements of the associate, in Form AOC-1, is annexed to this Boards Report as Annexure-I.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

Information in accordance with the provisions of Section 134(3)(m) of the Companies Act, 2013, read with Rule 8 of the Companies (Accounts) Rules, 2014, regarding conservation of energy, technology absorption and foreign exchange earnings and outgo are as under:

Particulars	Comments
(A) Conservation of energy
(I) The steps taken or impact on conservation of energy;	Energy conservation is very important for the company and therefore, energy conservation measures are undertaken wherever practicable in its plant and attached facilities. The Company is making every e ort to ensure the optimal use of energy, avoid waste and conserve energy by using energy ecient equipments with latest technologies. Impact on conservation of energy was that the electricity load expenses reduced
(ii) The steps taken by the Company for utilizing alternate sources of energy;	Nil
(iii) The capital investment on energy conservation equipment	Nil
(B) Technology absorption
(I) The efforts made towards technology absorption	Your Company rmly believes that adoption and use of technology is a fundamental business requirement for carrying out business effectively and efficiently. While the industry is labour intensive, we believe that mechanization of development through technological innovations is the way to address the huge demand supply gap in the industry. We are constantly upgrading our technology to reduce costs and achieve economies of scale.
(ii) The benefits derived like product improvement, cost reduction, product development or import substitution;	Nil
(iii) In case of imported technology (import during the last three years reckoned from the beginning of the financial year :
(a) the details of technology imported	Nil
(b) the year of import	N.A.
(c) whether the technology been fully absorbed absorbed	N.A.
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and	N.A.
(iv) The expenditure incurred on Research and Development	Nil

 

( c) Foreign exchange earnings and Outgo	In flow (In Rs.)	Out Flow (In Rs.)
The Foreign Exchange earned in terms of actual in flows during the year and the Foreign Exchange outgo during the year in terms of actual out ows	Nil

INDUSTRIAL RELATION:

During the year under review, your Company enjoyed cordial relationship with workers and employees at all levels.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

As per Provisions of Section 152 of the Companies Act, 2013 Mr. Anant Jitendra Patel is liable to retire by rotation and is eligible for re-appointment.

At the core of corporate governance practices is the Board of Directors who oversees how the management serves and protects the long-term interests of all the stakeholders of the company. The Board of Directors of your Company are fully committed to steer the organization for long-term success through setting of strategies, delegating responsibilities and providing an overall direction to the business, while effectively managing risks and ensuring high quality of governance by keeping the Company on the path of sustainable growth and development.

The details of size and composition of the Board is provided in Corporate Governance Report, which forms part of this Annual Report.

During the year under review, there were no changes in the composition of the Board of Directors of the Company. The Board structure remained unchanged throughout the financial year. Further, all the Directors of the Company have con rmed that they are not disqualified from being appointed as Directors in terms of Section 164 of the Companies Act, 2013.

Mr. Nitin Rikhavbhai Shah reappointed as an independent director for second term by passing special resolution through postal ballot on 16th November,2026.

Also, pursuant to Schedule V(C)(10)(I) of SEBI (LODR) Regulation, 2015; the Company has received a certificate from Practicing Company Secretary stating that the Directors of the Company are not debarred or disqualified by the SEBI / Ministry of Corporate A airs or any such statutory authority from being appointed or continuing as Director of the Company.

Further, all the Independent Directors of the Company have given declarations as required under Section 149 (7) of the Companies Act, 2013 that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16 (b) of SEBI (LODR) Regulations, 2015.

In compliance to the aforesaid MCA Noti cation No. G.S.R. 804(E) dated 22nd October, 2019 which was effective from 01st December, 2019, all the Independent Directors of your Company have con rmed that they are in compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014, with respect to registration of their names in the data bank of Independent Directors maintained by the Indian Institute of Corporate A airs (IICA). They have also submitted a copy of registration certificate to the Company as a proof of registration.

The Independent Director of the Company Mr. Suresh Somnath Dave is exempted from passing the pro ciency self-assessment test pursuant to the applicable rules thereupon and have duly submitted exemption certificate to the Company. Mr. Chirag Rajnikant Shah, Mrs. Lajju Hemang Shah, Mr. Nitin Rikhavbhai Shah and Mr. Shailesh Natverlal Thakkar have con rmed that they passed the pro ciency self-assessment test in due course of time in accordance to the said Rules.

In accordance with the provisions of the Companies Act, 2013 read with Regulation 36 of SEBI (LODR) Regulations, 2015 and Secretarial Standard 2 as issued by the Institute of Company Secretaries of India and in terms of the Memorandum and Articles of Association of the Company, the brief resume, nature of expertise, details of directorships held in other companies of the Directors concerned to the agenda items along with their shareholding in the Company, is stated in the Notice convening the 22nd Annual General Meeting of your Company.

During the year under review, the non-executive directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees and reimbursement of expenses, if any.

KEY MANAGERIAL PERSONNEL:

In terms of Section 203 of the Act, the Key Managerial Personnel (KMPs) of the Company during FY 2025-26 are:

Ms. Nidhi Anjan Chokshi, Company Secretary and Compliance Officer

Mr. Himanshu Sunil Thakkar, Chief Financial Officer

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Act, with respect to Director Responsibility Statement, the Board of Directors, to the best of its knowledge and ability, con rm that:

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

(b) The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of a airs of the Company at the end of the financial year and of the profit of the Company for that period;

(c) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 2013 and Rules made thereunder for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) The directors had prepared the annual accounts on a going concern basis;

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

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

NUMBER OF BOARD MEETINGS AND ATTENDANCE:

During the Financial Year under review, the Board of Directors of the Company met for 22 (twenty-two) times for various agenda items of the Company, which were duly circulated well in advance to the Board. These meetings were held on April 24, 2025, May 06, 2025, May 22, 2025, May 26, 2025, June 05, 2025, June 20, 2025, June 26, 2025, July 08, 2025, August 04, 2025, August 06, 2025, August 14, 2025, October 16, 2025, October 27, 2025, November 11, 2025, November 14, 2025, December 15, 2025, December 26, 2025, January 01, 2026, February 9, 2026, February 10, 2026, February 26, 2026 and March 18, 2026. The interval between any two meetings was well within the maximum allowed gap of 120 days as prescribed under the Companies Act, 2013.

The Composition of Board of directors and the details of meetings attended by the directors during the year are given below.

d ALIGN=RIGHT>20

Name of the director	Category	No. of Board Meetings Held & Entitled to Attend	No. of Board Meetings Attended
Mr. Harshadkumar Naranbhai Patel	Chairman & Managing Director	22	22
Mr. Jitendra Naranbhai Patel	Whole-time Director	22	22
Mr. Utkarsh Harshadkumar Patel	Whole-time Director	22	22
Mrs. Lajju Hemang Shah	Independent Director	22	13
Mr. Chirag Rajnikant Shah	Independent Director	22	16
Mrs. Krishna Utkarsh Patel	Non-Executive Director	22	22
Mr. Nitin Rikhavbhai Shah	Independent Director	22
Mr. Suresh Somnath Dave	Independent Director	22	19
Mr. Shailesh Natverlal Thakkar	Independent Director	22	14
Mr. Anant Jitendra Patel	Non-Executive Director	22	22

COMMITTEES OF THE BOARD:

Matters of policy and other relevant and significant information are furnished regularly to the Board. To provide better Corporate Governance & transparency, currently, your Board has Audit Committee, Nomination & Remuneration Committee, Stakeholder Relationship Committee and Corporate Social responsibility committee to look into various aspects for which they have been constituted. The Board xes the terms of reference of Committees and also delegate powers from time to time.

AUDIT COMMITTEE:

The Audit Committee comprises of non-executive Independent Director and Director as its Member. The Chairperson of the committee is Independent Director.

During the Financial Year 2025-26, Nine (9) meetings of the Audit Committee were held on April 24, 2025, May 22, 2025, May 26, 2025, June 05, 2025, August 04, 2025, August 06, 2025, August 14, 2025, November 11, 2025 and February 10, 2026.

The Composition of Audit Committee and the details of meetings attended by the members during the year are given below.

Name of the director	Status in Committee Nature	Nature of Directorship	No of Meetings Held & Entitled to Attend	No of Meetings attended
1 Mrs. Lajju Hemang Shah	Chairperson & Member	Non-Executive and Independent Director	9	6
2 Mr. Chirag Rajnikant Shah	Member	Non-Executive and Independent Director	9	9
3 Mrs. Krishna Utkarsh Patel	Member	Non-Executive and Non-Independent Director	9	9

RECOMMENDATIONS BY THE AUDIT COMMITTEE WHICH WERE NOT ACCEPTED BY THE BOARD ALONG WITH REASONS:

All the recommendations made by the Audit Committee are accepted and implemented by the Board of Directors.

NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee comprises of non-executive Independent Director and Director as its members. The Chairperson of the Committee is an Independent Director.

During the Financial year 2025-26, 2 (two) meetings of the Nomination and Remuneration Committee met on August 14, 2025 and October 16, 2025

Name of the director	Status in Committee Nature	Nature of Directorship	No of Meetings Held & Entitled to Attend	No of Meetings attended
1 Mrs. Lajju Hemang Shah	Chairperson & Member	Non-Executive and Independent Director	2	1
2 Mr. Chirag Rajnikant Shah		Non-Executive and Independent Director	2	2
3 Mrs. Krishna Utkarsh Patel		Non-Executive and Non-Independent Director	2	2

The Companys Policy on directors appointment and remuneration and other matters provided in Section 178(3) of the Act has been brie y disclosed hereunder and in the Report on Corporate Governance, which is a part of this Report.

SELECTION AND PROCEDURE FOR NOMINATION AND APPOINTMENT OF DIRECTORS:

The Nomination and Remuneration Committee (“NRC”) is responsible for identifying and recommending persons who are qualified to become Directors and who may be appointed in senior management, in accordance with the provisions of the Companies Act, 2013 and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The NRC is also responsible for developing competency requirements for the Board based on the industry, business environment and strategic objectives of the Company.

The Board composition analysis reflects an in-depth understanding of the Companys business, strategies, operations, financial condition, risk management framework, governance practices and compliance requirements. The NRC periodically evaluates the balance of skills, experience, knowledge, independence, diversity and expertise on the Board to ensure effective governance and oversight.

The NRC conducts a gap analysis and reviews the Board composition from time to time, including at the time of appointment, re-appointment or continuation of Directors, to ensure compliance with the requirements of the Companies Act, 2013 and SEBI LODR Regulations. The Committee reviews and assesses the pro les of potential candidates vis-a-vis the identified competency requirements, undertakes necessary due diligence, evaluates their quali cations, integrity and expertise, and interacts with prospective candidates before making its recommendations to the Board for consideration and approval.

CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES AND INDEPENDENCE OF A DIRECTOR:

In terms of the provisions of Section 178(3) of the Act and Regulation 19 of the SEBI Listing Regulations, the NRC has formulated the criteria for determining quali cations, positive attributes and independence of Directors, the key features of which are as follows:

Qualifications - The Board nomination process encourages diversity of thought, experience, knowledge, age and gender. It also ensures that the Board has an appropriate blend of functional and industry expertise.

Positive Attributes - Apart from the duties of Directors as prescribed in the Act, the Directors are expected to demonstrate high standards of ethical behaviour, communication skills and independent judgment. The Directors are also expected to abide by the respective Code of Conduct as applicable to them.

Independence - A Director will be considered independent if he / she meets the criteria laid down in Section 149(6) of the Act, the Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations.

It is a rmed that the remuneration paid to Directors, KMPs and employees is as per the Remuneration Policy of the Company.

The Nomination and remuneration policy available on the website of the company at https://www.a-1limited.com/.

STAKEHOLDER RELATIONSHIP COMMITTEE:

The stakeholder relationship committee comprises non-executive Independent Director and Director as its members. The Chairperson of the Committee is an Independent Director.

During the Financial year 2025-26, four (4) meeting of Stakeholder Relationship Committee were held on May 26, 2025, August 06, 2025, November 11, 2025 and February 10, 2026.

The Composition of Stakeholder and Relationship Committee and the details of meetings attended by the members during the year are given below:

Name of the director	Status in Committee Nature	Nature of Directorship	No of Meetings Held & Entitled to Attend	No of Meetings attended
1 Mrs. Lajju Hemang Shah	Chairperson & Member	Non-Executive and Independent Director	4	3
2 Mr. Chirag Rajnikant Shah		Non-Executive and Independent Director	4	4
3 Mrs. Krishna Utkarsh Patel		Non-Executive and Non-Independent Director	4	4

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE:

The Corporate Social Responsibility (“CSR”) Committee of the Company comprises Directors, including an Independent Director as the Chairman of the Committee, in compliance with the applicable provisions of the Companies Act, 2013 and the rules framed thereunder. The Committee is entrusted with the responsibility of formulating and monitoring the Corporate Social Responsibility Policy and recommending CSR activities, expenditure and related matters to the Board, wherever applicable.

During the Financial Year 2025-26, no meeting of the Corporate Social Responsibility Committee was held, as the provisions relating to Corporate Social Responsibility under Section 135 of the Companies Act, 2013 were not applicable to the Company during the year under review. Consequently, the Company was not required to undertake CSR activities or incur CSR expenditure for the said financial year.

ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on March 31, 2026 is available on the Companys website after conclusion of the AGM at https://www.a-1limited.com/.

CORPORATE GOVERNANCE REPORT:

A-1 Limited is committed to ensuring the highest levels of ethical standards, professional integrity, corporate governance and regulatory compliance. The Company understands and respects its fiduciary duty to all stakeholders and strives to meet their expectations. The core principles of independence, accountability, responsibility, transparency, fair and timely disclosures serve as the basis of the Companys approach to Corporate Governance.

A separate section on report on Corporate Governance for the Financial Year 2025-26 as stipulated under the Chapter IV, Regulation 34(3) read with Schedule V of SEBI (LODR) Regulations, 2015 forms part of this Annual Report along with a certificate of compliance from M/s. Sejal Shah & Associates, Company Secretary in practice.

Report on Corporate Governance is annexed in annexure-II and forms an integral part of this Annual Report. Certificate from M/s. Sejal Shah & Associates, Company Secretary in practice, regarding compliance of conditions of Report on Corporate Governance as stipulated in the Listing Regulations is also appended to the Report on Corporate Governance.

CERTIFICATE BY CHIEF FINANCIAL OFFICER OF THE COMPANY:

Pursuant to Regulation 17(8) of SEBI (LODR) Regulations, 2015 Compliance certificate as per Part B of Schedule II is annexed in annexure-III.

AUDITORS:

1. STATUTORY AUDITOR:

The Statutory Auditors have con rmed their eligibility and qualification for appointment in accordance with the provisions of the Companies Act, 2013 and the rules made thereunder. The appointment was duly approved by the Members in compliance with the applicable provisions of the Companies Act, 2013.

2. SECRETARIAL AUDITOR:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, the Board of Directors, based on the recommendation of the Audit Committee, has approved the appointment of M/s. Sejal Shah & Associates, Practising Company Secretaries (Certi cate of Practice No. 21683), a Peer Reviewed Firm, as the Secretarial Auditors of the Company for a term of ve consecutive years commencing from April 1, 2025 and ending on March 31, 2030 and the same approved by shareholders at 21st AGM.

The Secretarial Audit Report for the Financial Year 2025-26 is annexed to this Report as Annexure IV. The said Report does not contain any quali cation, reservation, adverse remark or disclaimer requiring explanation by the Board.

Further, in compliance with Regulation 24A of the SEBI Listing Regulations, the Annual Secretarial Compliance Report for the Financial Year 2025-26, issued by a Practising Company Secretary, has been submitted to the Stock Exchange(s) within the prescribed timelines. The report con rms compliance with all applicable SEBI Regulations, circulars and guidelines and does not contain any material observation, qualification or adverse remark.

3. INTERNAL AUDITOR:

M/s. S V R P & CO., Chartered Accountants, Ahmedabad has conducted Internal Audit for the Financial Year 2025-26. Further, the Board has re-appointed M/s. S V R P & CO., Chartered Accountants, Ahmedabad as Internal Auditors of the Company for the Financial Year 2026-27; the consent of which has been duly received by the Company from the said Auditors to act as the Internal Auditors of the Company, on such terms & conditions as may be mutually agreed upon by the Auditors and by the Board from time to time. The Internal Auditor conducts the internal audit of the functions and operations of the Company and reports to the Audit Committee and Board from time to time.

4. COST AUDITOR:

As per provision of section 148(3) of Companies Act, 2013 and rule 6(2) of Companies (Cost records and audit) Rules, 2014, the company is not required to appoint a cost auditor to maintain / audit the cost records of the company for cost audit report.

REVIEW OF STATUTORY AUDITORS REPORT:

There are no quali cations, reservations or adverse remarks made by Statutory Auditors M/s. Sorab S. Engineer & Co., Chartered Accountants, in their Auditors report for the Financial Year ended March 31, 2026.

REVIEW OF SECRETARIAL AUDITORS REPORT:

There are no quali cations, reservations or adverse remarks made by Secretarial Auditors M/s. Sejal Shah & Associates Ahmedabad, (CP. No. 21683), Practicing Company Secretary, in their Secretarial Audit Report for the Financial Year ended March 31, 2026.

REPORTING OF FRAUDS BY AUDITORS:

During the year under review, neither the Statutory nor the Secretarial Auditors has reported to the Audit Committee under Section 143(12) of the Companies Act, 2013 any instances of fraud committed against the Company by its o cers or employees, the details of which would need to be mentioned in the Boards Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

As required under Regulation 34 of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015 (“Listing Regulations”) the Management Discussion and Analysis of the Company for the year under review is presented in a separate section forming the part of the Annual Report is attached here with as Annexure V.

DEMATERIALISATION OF SHARES:

During the year under review, all the equity shares were dematerialized through depositories viz. National Securities Depository Limited and Central Depository Services (India) Limited, which represents 100% of the total paid-up capital of the Company. The Company ISIN No. is INE911Z01025 and Registrar and Share Transfer Agent is CAMEO CORPORATE SERVICES LIMITED.

DIRECTOR REMUNERATION AND SITTING FEES:

Members attention is drawn to Financial Statements wherein the disclosure of remuneration and sitting fees paid to directors is given during the year 2025-26.

RELATED PARTY TRANSACTIONS:

All related party transactions that were entered into during the financial year were on an arms length basis and were in the ordinary course of business. There are no materially significant related party transactions made by the company with related parties which may have potential conflict with the interest of the company at large.

Your Directors draw your attention to notes to the financial statements for detailed related parties transactions entered during the year. Accordingly, as per third proviso to Section 188(1) of the Act, no approval of the Board or Members / Shareholders is required for such transactions. However, as part of good corporate governance, all related party transactions covered under Section 188 of the Act are approved by the Audit committee.

The prescribed Form AOC-2 is annexed herewith as Annexure VI to this Report.

CREDIT RATING:

The company has not obtained any rating from any Credit Rating Agency during the year.

MEETING OF INDEPENDENT DIRECTORS:

During the year under review, the Independent Directors met on November 11, 2025 and March 18, 2026 inter alia, to discuss:

1. Review the performance of the Non- Independent Directors and the Board of Directors as a whole.

2. Review the performance of the Chairman of the Company, taking into account of the views of the Executive and Non- Executive Directors.

3. Assess the quality, quantity and timeliness of flow of information between the management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

All the Independent Directors were present in the meeting.

1. DECLARATION FROM INDEPENDENT DIRECTORS:

The Independent Directors of the Company have given declarations stating that they meet the criteria of independence as prescribed under the Section 149(6) of the Companies Act, 2013 read with the rules made there under and read with Regulation 16(1)(b) of the Listing Regulations and in the opinion of the Board, the Independent Directors meet the said criteria.

Further, the Board is of the opinion that the Independent Directors of the Company possess requisite quali cations, experience (including the pro ciency) and expertise in their respective elds and that they hold highest standards of integrity. In terms of Regulations 25(8) of the Listing Regulations, the Independent Directors have con rmed that they are not aware of any circumstance or situation which exists or may be anticipated that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external in uence.

2. CRITERIA FOR APPOINTMENT OF INDEPENDENT DIRECTORS:

An Independent Director shall be a person of integrity and possess appropriate balance of skills, experience and knowledge in one or more elds of nance, law, management, sales, marketing and technical operations or any other discipline related to the Companys business. The Company did not have any peculiar relationship or transactions with non-executive independent Directors during the year ended March 31, 2026.

3. FORMAL ANNUAL EVALUATION:

The Board of Directors has carried out an annual evaluation of its own performance, board committees and individual directors pursuant to the provisions of the Act and SEBI Listing Regulations.

The performance of the board was evaluated by the Board after seeking inputs from all the directors on the basis of criteria such as the board composition and structure, effectiveness of board processes, information and functioning, etc.

The performance of the committees was evaluated by the Board after seeking inputs from the committee members on the basis of criteria such as the composition of committees, effectiveness of committee meetings, etc.

The above criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India on January 5, 2017. In a separate meeting of Independent Directors, performance of non-independent directors, the Board as a whole and Chairman of the Company was evaluated, taking into account the views of executive directors and non-executive directors.

The Board and the Nomination and Remuneration Committee reviewed the performance of individual directors on the basis of criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.

At the board meeting that followed the meeting of the independent directors and meeting of Nomination and Remuneration Committee, the performance of the Board, its committees, and individual directors was also discussed. Performance evaluation of independent directors was done by the entire Board, excluding the independent director being evaluated.

POLICIES OF THE COMPANY:

REMUNERATION AND APPOINTMENT POLICY:

The Company follows a policy on remuneration of Directors and senior management employees, details of the same are given in the website of the Company https://www.a-1limited.com/

The committee must ensure that:

a. The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors and key managerial personnel of the quality required to run the company successfully.

b. Relationship of remuneration to performance is clear and meets appropriate performance benchmarks and

c. Remuneration to directors, key managerial personnel and senior management involves a balance between xed and incentive pay reflecting short and long-term performance objectives appropriate to the working of the company and its goals.

POLICY ON MATERIALITY OF RELATED PARTY TRANSACTION:

Your Company has adopted the policy on Materiality of Related Party Transaction to set out the dealing with the transaction between the Company and its related parties. The Policy on Materiality of Related Party Transaction has been available on the website of the Company https://www.a-1limited.com/

POLICY OF CODE OF CONDUCT FOR DIRECTOR AND SENIOR MANAGEMENT:

Your Company has adopted the policy of code of Conduct to maintain standard of business conduct and ensure compliance with legal requirements. The Policy on Code of Conduct for Director and Senior Management has been available on the website of the Company https://www.a-1limited.com/

PREVENTION OF INSIDER TRADING:

Pursuant to provisions of the regulations, the Board has formulated and implemented a Code of Conduct to regulate, monitor and report trading by employees and other connected persons and code of practices and procedure for fair disclosure of unpublished price Sensitive Information. The same has been available on the website of the Company https://www.a-1limited.com/

POLICY ON THE PRESERVATION OF DOCUMENTS AND ARCHIVE POLICY:

Pursuant to provision of the regulations, the board has formulated the policy on the Preservation of Documents & Archive policy. The same has been available at the website of company at https://www.a-1limited.com/

BUSINESS RISK MANAGEMENT:

The Company has taken various steps in connection with the implementation of Risk Management measures in terms of provisions contained in the Companies Act, 2013, after identifying the elements of risks which in the opinion of the Board may threaten the very existence of the Company. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by Board from time to time. Key risks identified are methodically addressed through mitigating actions on a continuing basis. The policy of risk management is made available on the website of the company at https://www.a-1limited.com/

VIGIL MECHANISM/WHISTLE BLOWER MECHANISM:

Your Company believes in conducting business a airs in a fair and transparent manner to foster professionalism, honesty, integrity and ethical behaviour via Vigil Mechanism/Whistle Blower Policy. A-1 Limited has established a robust Vigil Mechanism and adopted a Whistle Blower Policy in accordance with provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015, to provide a formal mechanism to the Directors and employees to report their concerns about unethical behaviour, actual or suspected fraud or violation of the Companys Code of Conduct or ethics policy. The Policy provides for adequate safeguards against victimization of employees and also provides for direct access to the Chairman of the Audit Committee. It is a rmed that no personnel of the Company have been denied access to the Audit Committee.

The Vigil Mechanism has been available on the website of the Company at https://www.a-1limited.com/

POLICY ON IDENTIFICATION OF GROUP COMPANIES, MATERIAL CREDITORS AND MATERIAL LITIGATIONS:

Your Company has adopted a policy on identi cation of group companies, material creditors and material litigations. The policy on identi cation of group companies, material creditors and material litigations has been available on the website of the Company at https://www.a-1limited.com/

POLICY ON DETERMINATION AND DISCLOSURE OF MATERIALITY OF EVENTS AND INFORMATION:

Your Company has adopted a Policy on Determination and Disclosure of Materiality of Events and Information. The Policy on Determination and Disclosure of Materiality of Events and Information has been available on the website of the Company at https://www.a-1limited.com/

CORPORATE SOCIAL RESPONSIBILITY:

As per Section 135 of the Companies Act, 2013, the provisions relating to Corporate Social Responsibility are not applicable to the Company for the Financial Year 2025-26, since the Company does not meet the prescribed thresholds of net worth, turnover or net profit as specified therein. Accordingly, the Company was not required to undertake any CSR expenditure during the year.

PARTICULARS REGARDING EMPLOYEES REMUNERATION:

During the year under review, there are no employees drawing remuneration which is in excess of the limit as prescribed under Section 197 of the Companies Act, 2013 read with rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The information pertaining to section 197 read with rules 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel), 2014 is annexed herewith as Annexure-VII.

DISCLOSURES BY DIRECTORS:

The Board of Directors have submitted notice of interest in Form MBP 1 under Section 184(1) as well as information by directors in Form DIR 8 under Section 164(2) and declarations as to compliance with the Companies Act, 2013.

DISQUALIFICATIONS OF DIRECTORS:

During the financial year 2025-26 under review the Company has received Form DIR-8 from all Directors as required under the provisions of Section 164(2) of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014 that none of the Directors of your Company is disqualified; to hold officeas director disqualified as per provision of Section 164(2) of the Companies Act, 2013 and debarred from holding the officeof a Director pursuant to any order of the SEBI or any such authority in terms of SEBIs Circular No. LIST/COMP/14/2018-19 dated 20th June 2018 on the subject “Enforcement of SEBI orders regarding appointment of Directors by Listed Companies”.

The Directors of the Company have made necessary disclosures, as required under various provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

SECRETARIAL STANDARD:

Your directors states that they have devised proper systems to ensure compliance with the Secretarial Standards and that such system is adequate and operating effectively.

OTHER REGULATORY REQUIREMENT:

The Company has been complied with all regulatory requirements of central government and state government and there were no significant and material orders passed by the Regulators or Courts or Tribunals during the year impacting the going concern status and the Companys operations in future.

SEBI COMPLAINTS REDRESS SYSTEM (SCORES):

The investor complaints are processed in a centralized web-based complaints redress system. The salient features of this system are centralized database of all complaints, online upload of Action Taken Reports (ATRs) by the concerned companies and online viewing by investors of actions taken on the complaint and its current status. Your Company has been registered on SCORES and makes every e ort to resolve all investor complaints received through SCORES or otherwise within the statutory time limit from the receipt of the complaint. The Company has not received any complaint on the SCORES during financial year 2025-26.

INVESTOR GRIEVANCES REDRESSAL STATUS:

During the Financial Year 2025-26, there were no complaints or queries received from the shareholders of the Company. Company Secretary, acts as the Compliance Officer of the Company is responsible for complying with the provisions of the Listing Regulations, requirements of securities laws and SEBI Insider Trading Regulations. The Investor can be sent their query at cs@a1acid.com.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

During the year under review, there were no cases led pursuant to the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013 and Rules there under.

ACKNOWLEDGEMENT:

Your directors take this opportunity to express their sincere appreciation and gratitude to the Central Government, State Governments, regulatory authorities, statutory authorities, stock exchanges, depositories, financial institutions, banks, customers, suppliers, business associates, and all other stakeholders for their continued support, guidance, and cooperation extended to the Company during the year under review.

The Board places on record its deep appreciation for the trust and con dence reposed by the shareholders and investors in the Company. The Directors also acknowledge the continued support received from the Companys valued customers, vendors, consultants, and business partners, which has been instrumental in the Companys sustained growth and performance.

Your directors wish to place on record their sincere appreciation for the dedication, commitment, and valuable contribution made by the employees at all levels. Their hard work, professionalism, and unwavering commitment have played a vital role in the Companys achievements during the year.

The Board looks forward to the continued support and cooperation of all stakeholders in achieving the Companys objectives and creating sustainable value for its shareholders.

Registered O ce:	For and on behalf of the Board, A-1 LIMITED, (Formerly known as A-1 Acid Limited)
Corporate House No. A-1, Shivalik Business Centre, B/h. Rajpath Club, S. G. Highway, Bodakdev, Ahmedabad,	Sd/-	Sd/-
Gujarat, India, 380059	Harshadbhai N. Patel	Jitendra N. Patel
Date: 26.08.2026	Chairman & Managing Director	Whole-Time Director
Place: Ahmedabad	DIN: 00302819	DIN: 00164229