Adeshwar Meditex Ltd Directors Report

To,

The Members,

Adeshwar Meditex Limited

Your Directors have pleasure in presenting their 19^th Annual Report on the Standalone Audited Statement of Accounts of Adeshwar Meditex Limited ("the Company") for the Financial Year ended March 31, 2026.

Financial Results:

The summarized financial performance of the Company for the FY 2025-26 and 2024-25 are given below:

Particulars	Standalone
	2025-26	2024-25
Revenue from operations	5,610.38	8,371.31
Other Income	10.39	25.86
Total Revenue	5,620.76	8,397.17
Total Expenses	5,437.57	8,117.83
Profit/(Loss) before exceptional items and tax	183.19	279.34
Exceptional Items/prior period item	-	-
Net Profit Before Tax	183.19	279.34
Provision for Tax
- Current Tax	57.50	82.50
- Deferred Tax (Liability)/Assets	0.80	9.73
- Tax Adjustments	0.00	0.00
Net Profit/(Loss) After Tax	126.49	206.57
Earnings per equity share (for continuing operation):
- Basic	0.88	1.43
- Diluted	0.88	1.43

Review of Operations:

During the financial year under review, the Company has posted total revenue of Rs. 5,620.76 lacs as against Rs. 8,397.17 lacs for the corresponding previous year.

Further, the Company earned net profit after tax of Rs. 126.49 lacs as against net profit after tax Rs. 206.57 lacs for the corresponding previous year.

State of Affairs and Future Outlook:

We are committed to fostering a collaborative work environment that encourages innovation, continuous learning, and professional growth. As a growing organization, we supply our products across India as well as to international markets, reflecting our expanding global presence and commitment to excellence.

We are in the business of manufacturers, producers, refiners, processors, exporters, importers, distributors, traders, merchants, dealers, representatives. selling agents, buying agents, re-packers, buyers, sellers, wholesalers, retailers, suppliers and stockiest of all kinds and varieties of surgical, pharmaceutical, medicine items including first aid kits in various sizes for hospitals, medical centers, households, schools and various industries including automobile sector, surgical dressings including sterile medicated wound dressings, sterile advanced hemostatic dressings, chitosan, oxidized cellulose and gelatin sponges, medical bandages including elastic, adhesive and nonadhesive, adhesive tapes and plasters including medicated and non-medicated, military dressings for defense services, sterile gauzes, dressings, swabs including medicated and non-medicated, orthopedic bandages, dressings, orthopedic soft products and equipment, sanitary napkins, surgical gloves, surgical blades, infusion sets and allied products, antiseptic solutions, disinfectants, hand sanitizers, ointments including medicated and non-medicated, rectified spirit, extra neutral ethyl alcohol, and alcohol based products, sterile pre and post operations medical kits, Home Based New Born (HBNC) and other kits, face masks, caps, gowns, face shield, PPE kits, HIV kits, all hospital protective wears and disposables, laboratory reagents, testing kits and dealing in various items and Turnkey projects for all of the above products and other ancillary business.

Our Company has witnessed downfall in the total revenue from operations and consequent decrease in the Net Profit After Tax (NPAT) as compared to previous financial year. In the coming years the company shall focus on delivering the quality products and explore more avenues in the pharma (wound dressing and hygiene) sector and focus on the future development and success of the company. We shall together work towards strengthening the core competencies of the company and strive to increase the revenue from operation and consequently increase the net profit of the company in the future. We are hopeful of growing in the surgical disposables sector and having profits in the near future.

Dividend:

In order to conserve the resources for the further growth of the Company, your Directors think fit not to recommend any dividend for the year under review.

Transfer to Reserves:

The Board of Directors has not transferred any amounts in reserve.

Share Capital:

As on 31^st March, 2026, the Authorized Share Capital of the company is INR 15,00,00,000/- (Indian Rupees Fifteen Crores only) divided into 1,50,00,000 (One Crore Fifty Lakhs) Equity shares of Face value INR 10/- (Indian Rupees Ten each) and the Issued, Subscribed & Paid up share capital is INR 14,43,14,260/- (Indian Rupees Fourteen Crore Forty Three Lakh Fourteen Thousand Two Hundred Sixty) divided into 1,44,31,426/- (One Crore Forty Four Lakh Thirty One Thousand Four Hundred Twenty Six) of Face Value INR 10/- (Indian Rupees Ten each).

Further, there is no change in the authorized, issued, subscribed & paid-up share capital of the company during the Financial Year.

Management Discussion and Analysis:

The Management Discussion and Analysis as required in terms of the Listing Regulations is annexed to the report as Annexure I and is incorporated herein by reference and forms an integral part of this report.

Directors and Key Managerial Personnel:

> Inductions / Appointment/demise or Re-appointment of Director/KMPs:

1. In accordance with section 152(6) of the Companies Act, 2013 and in terms of Articles of Association of the Company Mr. Nagaraja Rao Abhinandan (DIN: 08677161), Whole-time director of the Company retires by rotation and being eligible; offers himself for reappointment at the forthcoming 19^th Annual General Meeting. The Board recommends the said re-appointment for shareholders approval.

2. In accordance with section 152(6) of the Companies Act, 2013 and in terms of Articles of Association of the Company Mr. Prithvi Singh (DIN: 10759890), Non-Executive Director of the Company retires by rotation and being eligible; offer himself for re-appointment at the forthcoming 19^th Annual General Meeting. The Board recommends the said re-appointment for shareholders approval.

3. Mr. Benegal Parameshwara Udpa, Non-Executive, Independent Director of the company ceased to hold office due to demise with effect from on October 22, 2025.

4. Mr. Satish Ramchandra Chudekar (DIN: 11289931) was appointed as the Director of the Company with effect from September 25, 2025 at the Annual General Meeting held on September 25, 2025 for a period of 5 years. Further, he has resigned from the directorship of the Company w.e.f August 03, 2026.

5. Mr. Raghupathy Bhat (DIN: 11393929) was appointed as Additional Non-Executive Independent Director of the Company with effect from December 20, 2025. Subsequently, the members approved his appointment as Non-Executive Independent Director at the Extra-Ordinary General Meeting held on January 20, 2026.

6. Mr. Arun Koli, Independent Director of the company resigned from the office of Director w.e.f. April 28, 2026.

7. At the meeting of Board of Directors held on May 21, 2026, your Board has appointed Ms. Ms. Bhagyalaxmi Kavital (DIN:11732394) as an Additional Director (Non- executive, Independent) of the Company with effect May 21, 2026. Pursuant to the provisions of Section 161 of the Act, she holds office till the date of the ensuing Annual General Meeting and is eligible for appointment as Director of the Company. Accordingly, a resolution seeking the approval of the Members for her appointment is set out under Item No. 5 of the Notice convening the 19^th Annual General Meeting.

8. Mr. Prithvi Singh (DIN: 10759890), Non-Executive Director of the Company tendered his resignation from directorship of the company w.e.f August 26, 2026.

All the directors of the Company have confirmed that they satisfy the fit and proper criteria as prescribed under the applicable regulations and that they are not disqualified from being appointed as directors in terms of Section 164(2) of the Companies Act, 2013.

Further, Pursuant to Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the Company as on March 31, 2026 are:

Name of KMP	Designation
1. Ms. Ashalata Baburao Raut	Managing Director
2. Mr. Krishnojirao Nagaraja Rao	Whole-time Director
3. Mr. Nagaraja Rao Abhinandan	Whole-time Director
4. Mr. Prashant Laxman Rane	Chief Financial Officer
5. Mr. Vishal Jain	Company Secretary and Compliance Officer

Declaration by Independent Directors:

The Independent Director(s) have submitted their disclosure to the Board that they fulfill all the requirements as to qualify for their appointment as Independent Director, under the provisions of section 149 of the Companies Act, 2013 as well as Regulation 17 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Board Meetings:

Dates for Board Meetings are well decided in advance and communicated to the Board and the intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and the Listing Agreement. The agenda and explanatory notes are sent to the Board in advance. The Board periodically reviews compliance reports of all laws applicable to the Company. Additional meetings are held, when necessary.

During the financial year ended March 31, 2026, 07 (Seven) Board Meetings were held, the dates which are as follows:

Date of Meeting	No. of Director entitled to attend	No. of Director attended
1 28/05/2025	7	7
2 25/08/2025	7	7
3 10/09/2025	7	7
4 24/10/2025	7	7
5 12/11/2025	7	7
6 20/12/2025	7	7
7 16/03/2026	8	8

Attendance details of Directors for the year ended March 31, 2026 are given below:

Name of the Directors	Category	No. of Board Meetings attended
Ashalata Baburao Raut	Managing Director	7
Krishnojirao Nagaraja Rao	Whole-time Director	7
Nagaraja Rao Abhinandan	Whole-time Director	7
Shailesh Vinayak Rajpure	Executive Director	7
Prithvi Singh	Non-Executive Non-Independent Director	7
Satish Ramchandra Chudekar	Non- executive, Non-Independent Director	4
Raghupathy K Bhat	Independent Director	1
Arun Shankar Koli	Independent Director	7

The gap between any two Board meetings during this period did not exceed one hundred and twenty days.

Separate meeting of Independent Directors:

The Boards policy is to regularly have separate meetings with Independent Directors, to update them on all business-related issues, new initiatives and changes in the industry specific market scenario. At such meetings, the Executive Directors and other Members of the Management make presentations on relevant issues. The Meeting of Independent Directors of the Company was held on March 16, 2026. The Code for Independent Director is available on the website of the company at https://adeshwarmeditex.com/ .

Board Evaluation:

Pursuant to the provisions of the Companies Act, 2013 and the Listing Agreement/ SEBI (LODR) Regulations, 2015, the Board is required to carry out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its committees. The policy related with code of conduct for Board of Directors and senior management is available on the website of the company at https://adeshwarmeditex.com/.

Composition of Audit Committee:

Your Company has formed an Audit Committee as per the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. All members of the Audit Committee possess strong knowledge of accounting and financial management.

During the financial year ended March 31, 2026, 06 (Six) meetings of committee were held, the dates which are as follows:

Date of Meeting	No. of Director entitled to attend	No. of Director attended
1 28/05/2025	3	3
2 25/08/2025	3	3
3 24/10/2025	2	2
4 12/11/2025	2	2
5 20/12/2025	2	2
6 16/03/2026	3	3

Details of the composition of the Committee and attendance during the financial year are as under:

Name of Directors	Designation	No. of Meetings Attended
1. Mr. Arun Shankar Koli	Chairman, Independent Director	6
2. *Mr. Benegal Parameshwara Udpa	Member, Independent Director	2
2. **Mr. Raghupathy Bhat	Member, Independent Director	1
3. Mr. Krishnojirao Nagaraja Rao	Member, Whole-time Director	6

*Mr. Benegal Parameshwara Udpa, deceased on October 22, 2025.

**Mr. Raghupathy Bhat was appointed as Additional Non-Executive Director w.e.f. December 20, 2025.

The primary objective of the Audit Committee is to monitor and provide an effective supervision of the Managements financial reporting process, to ensure accurate and timely disclosures, with the highest levels of transparency, integrity and quality of financial reporting. The Committee oversees the work carried out in the financial reporting process by the Management, the statutory auditor and notes the processes and safeguards employed by each of them.

Further, the Audit Committee is also functional as per the provision of Section 177 of Companies Act, 2013 and Rules made thereunder and as per Regulation 18 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Composition of Nomination & Remuneration Committee:

The Board of Directors has framed a policy which lays down a framework in relation to remuneration of Directors. This policy also lays down criteria for selection and appointment of Board Members. The Board of Directors is authorized to decide Remuneration to Executive Directors. The Remuneration structure comprises of Salary and Perquisites. Salary is paid to Executive Directors within the Salary grade approved by the Members. The Nomination &

Remuneration committee has been assigned to approve and settle the remuneration package with optimum blending of monetary and non-monetary outlay.

In terms of requirements prescribed under Section 178(3) of the Companies Act, 2013, the Nomination and Remuneration Policy inter-alia providing the terms for appointment and payment of remuneration to Directors and Key Managerial Personnel.

The said policy is annexed to this report as Annexure II and is available on our website www.https://adeshwarmeditex.com/.

During the financial year ended March 31, 2026, 04 (Four) meetings of committee were held, the dates which are as follows:

Date of Meeting	No. of Director entitled to attend	No. of Director attended
1 25/08/2025	3	3
2 10/09/2025	3	3
3 12/11/2025	2	2
4 20/12/2025	2	2

Details of the composition of the Committee and attendance during the financial year are as under:

Name of Directors	Designation	No. of Meetings Attended
1. *Mr. Benegal Parameshwara Udpa	Chairman, Independent Director	2
2. Dr. Prithvi Singh	Member, Non- Executive Director	4
3. Mr. Arun Koli	Member, Independent Director	4
4. **Mr. Raghupathy Bhat	Chairman, Independent Director	0

*Mr. Benegal Parameshwara Udpa, deceased on October 22,2025.

**Mr. Raghupathy Bhat was appointed as Additional Non-Executive Director w.e.f. December 20, 2025.

During the financial year under review, the details of remuneration paid to Directors and Key Managerial Personnel are as under:

Name of Directors and KMP	Designation	Remuneration per annum (In Rs.)
1. Ashalata Baburao Raut	Managing Director	36,00,000
2. Krishnojirao Nagaraja Rao	Whole-time Director	84,00,000
3. Abhinandan N.	Whole Time Director	36,00,000
4. Shailesh Rajpure	Director	12,60,000
5. Vishal Jain	Company Secretary	3,60,000
6. Prashant Rane	Chief Financial Officer	6,00,000

Composition of Stakeholders Relationship Committee:

The terms of reference are in line with Section 178 of the Companies Act, 2013 and Regulation 20 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Committee reviews Shareholders/ Investor s complaints like non-receipt of Annual Report, physical transfer/ transmission/transposition, split/ consolidation of share certificates, issue of duplicate share certificates etc. This Committee is also empowered to consider and resolve the grievance of other stakeholders of the Company including security holders.

During the financial year ended March 31, 2026, 02 (Two) meetings of committee were held, the dates which are as follows:

Date of Meeting	No. of Director entitled to attend	No. of Director attended
1 10/09/2025	3	3
2 16/03/2026	3	3

Details of the composition of the Committee and attendance during the year are as under:

Name of Directors	Designation	No. of Meetings Attended
1. *Mr. Benegal Parameshwara Udpa	Chairman, Independent Director	1
2. Mr. Ashalata Raut	Member, Managing Director	2
3. Mr. Arun Koli	Member, Independent Director	2
4. **Mr. Raghupathy Bhat	Chairman, Independent Director	1

*Mr. Benegal Parameshwara Udpa, deceased on October 22, 2025.

**Mr. Raghupathy Bhat was appointed as Additional Non-Executive Director w.e.f. December 20, 2025.

The details of complaints received and resolved during the Financial Year ended March 31, 2026 are given in the Table below. The complaints relate to non-receipt of annual report, dividend, share transfers, other investor grievances, etc.

Details of complaints received and resolved during the Financial Year 2025-26:

Particulars	Number of Compliant
Opening as on April 1, 2025	-
Received during the year	-
Resolved during the year	-
Closing as on March 31, 2026	-

Directors Responsibility Statement:

Pursuant to Section 134(3)(c) & 134(5) of the Companies Act, 2013, the Board of Directors of the Company hereby confirm that:

(a) In the preparation of the annual accounts, the applicable accounting standards have 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 affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

(c) the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

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

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

Particulars of Employees and Related Disclosures

The information required pursuant to Section 197 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2016 in respect of employees of the Company is enclosed as Annexure III and forms an integral part of this report.

Further, as per the provisions specified in Chapter XIII of Companies (Appointment & Remuneration of Managerial Personnel) Amendment Rules, 2016, none of the employees of the Company are in receipt of remuneration exceeding Rs. 1,02,00,000/- per annum, if employed for whole of the year or Rs. 8,50,000/- per month if employed for part of the year.

Further, the name of top ten employees in terms of remuneration drawn is disclosed in Annexure IV and forms an integral part of this report.

Annual Return:

Pursuant to Notification dated 28^th August, 2020 issued by the Ministry of Corporate Affairs as published in the Gazette of India on 28^th August, 2020, the details forming part of the extract of Annual Return in Form MGT-9 is not required to be annexed herewith to this report. However, the Annual Return will be made available at the website of the Company at: https://adeshwarmeditex.com/.

Details of Subsidiarv/Toint Ventures/Associate Companies:

The company does not have any Subsidiary/Joint Ventures/Associate Companies as on March 31, 2026, therefore there is nothing to report on this behalf.

Statutory Auditors and Auditors Report:

M/s. J N Gupta & Co. LLP, Chartered Accountants (Firm Registration No. 006569C), were appointed as the Statutory Auditors of the Company at the Annual General Meeting held on September 29, 2021, to hold office until the conclusion of the 18th Annual General Meeting.

The firm tendered its resignation vide letter dated September 26, 2025, citing personal reasons, thereby creating a casual vacancy in the office of the Statutory Auditors under Section 139(8) of the Companies Act, 2013. Based on the recommendation of the Audit Committee, the Board of Directors, at its meeting held on October 24, 2025, recommended the appointment of M/s. Rajesh H. Gupta & Co., Chartered Accountants (Firm Registration No. 133884W), to fill the casual vacancy. The Members approved the appointment at the Extra-Ordinary General Meeting held on January 20, 2026. Accordingly, M/s. Rajesh H. Gupta & Co. hold office until the conclusion of the ensuing Annual General Meeting.

As the term of M/s. Rajesh H. Gupta & Co. concludes at the ensuing Annual General Meeting, the Company is considering the appointment of M/s. Shankar Ramesh & Co. LLP, Chartered Accountants (Firm Registration No. 134547W) as the Statutory Auditors of the Company for a term of five consecutive vears, commencing from the conclusion of the ensuing Annual General Meeting until the conclusion of the 24^th Annual General Meeting, subject to the approval of the Members.

The Audit Committee, based on its evaluation of the professional competence, experience, technical expertise, market standing and suitability of the proposed audit firm, has recommended their appointment to the Board. The Board, in turn, has recommended the proposed appointment for consideration and approval of the Members.

The proposed Statutory Auditors have furnished their consent to act as the Statutory Auditors of the Company and have confirmed that their appointment, if approved, will be in accordance with the applicable provisions of Sections 139 and 141 of the Companies Act, 2013 and the rules made thereunder.

Accordingly, the Notice convening the 19^th Annual General Meeting includes a resolution seeking the Members approval for their appointment and remuneration.

The Board recommends the resolution set out at Item No. 4 of the accompanying Notice for approval of the Members.

Further, Auditors Report as issued by M/s. Rajesh H. Gupta & Co., Chartered Accountants, Statutory Auditors of the Company is self-explanatory and need not call for any explanation by your Board.

Secretarial Audit:

In terms of Section 204 of the Act and Rules made there under, M/s. Deep Shukla & Associates, Practicing Company Secretaries, have been appointed Secretarial Auditors of the Company.

The Secretarial Audit Report is enclosed as Annexure V to this report.

Observation of Auditor	Management Response
Based on our verification and audit report provided by Statutory Auditor, the Company has not implemented the audit trail facilities in his accounting software for maintaining its books of accounts during the financial year under review.	The management is in the process of implementation of audit trail facility in its accounting software to enhance the maintenance of its books of accounts.
The composition of the Board of Directors of the Company was not in compliance with the provisions of Section 149(4) of the Companies Act, 2013 read with Rule 4 of the Companies (Appointment and Qualification of Directors) Rules, 2014 as the number of independent directors were less than one-third of the total number of Directors on the Board of the Company.	The vacancy arose due to cessation of Independent Director(s), and the Company is taking necessary steps to comply with the applicable statutory requirements.

Internal Audit & Controls:

The Company has in place adequate internal financial controls with reference to the financial statement. The Audit Committee of the Board periodically reviews the internal control systems with the management, and Statutory Auditors.

M/s. Basude Makote & Saini, Chartered Accountants (Firm Regd No: 124381W) was appointed as Internal Auditor of the company to issue report for financial year 2025-26.

Employees Stock Option Plan:

The Company has not provided stock options to any employee.

Vigil Mechanism:

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded on the website of the Company at https://adeshwarmeditex.com/. The employees of the Company are made aware of the said policy at the time of joining the Company.

Risk Management Policy:

The Company has laid down the procedure to inform the Board about the risk assessment and minimization procedures. These procedures are reviewed by the Board annually to ensure that there is timely identification and assessment of risks, measures to mitigate them, and mechanisms for their proper and timely monitoring and reporting.

The Company does not fall under the ambit of top 500 listed entities, determined on the basis of market capitalization as at the end of the immediately preceding financial year. Hence, compliance under Regulation 21 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is not applicable.

Corporate Governance Report:

The provisions of the Corporate Governance is not applicable to the Company pursuant to regulation 15(2)(a) of Securities And Exchange Board of India (Listing Obligations And Disclosure Requirements) Regulations, 2015.

Deposits:

The Company has neither accepted nor renewed any fixed deposits during the year under review under Section 76 of the Companies Act, 2013. There are no unclaimed deposits, unclaimed / unpaid interest, refunds due to the deposit holders or to be deposited to the Investor Education and Protection Fund as on March 31, 2026.

Loans & Guarantees:

During the financial year under review, the Company has not provided any loan, guarantee, security covered under the provisions of Section 186 of the Companies Act, 2013, to any person or other body corporate.

Related Party Transactions:

Related party transactions, if any, that were entered into during the period ended March 31, 2026, 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 Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.

None of the Directors has any pecuniary relationships or transactions vis-a-vis the Company.

The details of the other related party transactions as per Indian Accounting Standard 24 are also set out in Note No. 29 to the Significant Accounting policies part of this report.

Conservation of Energy, Research and Development, Technology Absorption and Foreign Exchange:

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

(a) Conservation of Energy:

Even though its operations are not energy-intensive, significant measures are taken to reduce energy consumption by using energy-efficient equipment. The Company regularly reviews power consumption patterns across all locations and implement requisite improvements/changes in the process in order to optimize energy/ power consumption and thereby achieve cost savings. Energy costs comprise a very small part of the Companys total cost of operations. However, as a part of the Companys conservation of energy programme, the management has appealed to all the employees/workers to conserve energy.

(b) Absorption of Technology:

I. The efforts made towards technology absorption:

The Company values innovation and applies it to every facet of its business. This drives development of distinctive new products, ever improving quality standards and more efficient processes.

The Company has augmented its revenues and per unit price realization by deploying innovative marketing strategies and offering exciting new products. The depth of designing capabilities was the core to our success over the years.

II. Benefits derived as a result of the above efforts:

As a result of the above, the following benefits have been achieved:

a) Better efficiency in operations,

b) Greater precision,

c) Retention of existing customers and expansion of customer base,

d) Lower inventory stocks resulting in low carrying costs.

III. The Company has not imported any technology during the year under review;

IV. The Company has not expended any expenditure towards Research and Development during the year under review.

(c) Foreign Exchange Earnings and Outgo:

During the year under review, there was earning of INR 301.01 lacs in foreign exchange. However, there was no outgoing in foreign exchange.

Corporate Social Responsibility:

The Company is committed to discharging its social responsibility as a good corporate citizen.

The Board of Directors has framed a policy which lays down a framework in relation to Corporate Social Responsibility of the Company and is available on the website of the company at https://adeshwarmeditex.com/.

During the year under review, the Company has not expended any amount towards CSR activities as the same is not applicable to the Company pursuant to section 135 of the Companies Act, 2013.

Cost Audit:

As per the Cost Audit Orders and in terms of the provisions of Section 148 and all other applicable provisions of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, Cost Audit is not applicable to our Company. However, the company has maintained the cost records.

Obligation of Company under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment at workplace (Prevention, prohibition and Redressal) Act, 2013.

The Company has an Internal Complaints Committee, providing a redressal mechanism.

All employees (permanent, contractual, temporary, trainees) are covered under this policy.

During the year ended 31^st March 2026, Company has not received any complaint of harassment.

Number of compliant as on 01st April, 2025	NIL
Number of complaints received during the year	NIL
Number of complaints resolved during the year	NIL
Number of complaints pending as on 31st March, 2026	NIL

Obligation of Company under the Maternity Benefit Act, 1961:

The Company complies with the provisions of the Maternity Benefit Act, 1961 and the HR department of the company is responsible for the same. All permanent women employees (except contractual, temporary, trainees) are covered under this system.

Secretarial Standards:

The Company has in place proper systems to ensure compliance with the provisions of the applicable secretarial standards issued by The Institute of Company Secretaries of India and such systems are adequate and operating effectively.

Significant and Material Orders passed by the Regulators or Courts or Tribunals:

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

Material changes and commitments affecting the financial position of the Company:

There have been no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report.

Listing on stock exchange:

The shares of the Company were listed on BSE Limited on Small, Medium Enterprise Platform ("SME Platform").

Other Disclosure:

• There was no change in the nature of the business or any activity of business of your Company;

• Your Company has not accepted/invited deposits from the public falling within the ambit of Section 73 of the Act and the Companies (Acceptance of Deposits) Rules, 2014 and has not taken any loan from the Promoters or Directors;

• There were no proceedings, filed by your Company or filed against the Company, pending under the Insolvency and Bankruptcy Code, 2016 as amended, before the National Company Law Tribunal or other Courts as on March 31, 2026.

• Your Company has not issued shares with differential voting rights and sweat equity shares during the year under review.

• There were no instances where your Company required the valuation for one time settlement or while taking the loan from the Banks or Financial institutions during the financial year.

Acknowledgement:

The Directors would like to thank all shareholders, customers, bankers, suppliers and everybody else with whose help, cooperation and hard work the Company is able to achieve the results. The Directors would also like to place on record their appreciation of the dedicated efforts put in by the employees of the Company.