Anik Industries Ltd Directors Report

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Oct 21, 2026|02:31:03 PM

Anik Industries Ltd Share Price directors Report

To

The Members,

Anik Industries Limited Mumbai, (M.H.)

Your Directors have pleasure in presenting the 50 Annual Report together with Audited Financial Statements of the Company for the Financial Year ended 31 March, 2026. Further, in compliance with the Companies Act, 2013 the Company has made requisite disclosures in this Boards Report with the objective of accountability and transparency in its operations to make you aware about its performance and future perspective of the Company.

1. FINANCIAL HIGHLIGHTS:

The Audited Financial Statements of the Company as on 31 March, 2026 are prepared in accordance with the relevant applicable IND AS and Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") and provisions of the Companies Act, 2013 ("Act"). The

Financial highlights of the Company for the year ended 31 March, 2026, are as follows:

(Rs. in Lakhs)

Particulars

Standalone

Consolidated

2025-26 2024-25 2025-26 2024-25
Revenue from operations 14406.00 11637.25 14406.00 11637.25
Other Income 442.19 222.31 310.33 208.41
Total Revenue 14848.19 11859.56 14716.33 11845.66
Profit/ (Loss) before Depreciation, Finance Cost, Exceptional items
& Tax Expenses 428.80 556.42 169.27 475.33
Less: Depreciation& Amortization exp. 38.51 51.85 40.77 52.64
Less: Finance Cost 34.68 54.52 35.41 56.99
Profit/ (Loss) before Exceptional Items and Tax Expenses 355.61 450.04 93.09 365.70
Less: Exceptional items 0.00 0.00 0.00 0.00
Profit (Loss) before tax expenses 355.61 450.04 93.09 365.70
Less: Current tax 52.72 122.33 52.72 122.33
Less: Deferred tax 11.97 (66.10) 0.27 (66.10)
Less: Excess Tax provision written back for earlier 0.00 0.00 0.00 0.00
Less: Income Tax of Earlier Year 133.64 5.51 133.64 5.51
Profit (Loss) for the year 157.29 388.31 (93.55) 303.96
Profit (Loss) for the year after Minority interest and Share of
Profit/(Loss) of Associates 157.29 388.31 (93.55) 303.96
Add: Other Comprehensive Income 0.42 13.69 3.43 13.69
Total Comprehensive Income 157.71 402.00 (90.11) 317.66
Paid Up Equity Share Capital 2775.35 2775.35 2775.35 2775.35
Earnings Per share (Rs.10/- each)
Basic & Diluted (in Rs.) 0.57 1.40 (0.34) 1.10

OPERATIONS AND STATE OF COMPANYS AFFAIR:

The company is mainly engaged in the business of trading of Edible Oil, Vanaspati & Bakery Shortening and in Real estate business. During the year under review the trading segment of the company performed exceptionally well, as contributed more than 95% of the total revenue. Your company has been allotted quota from Government of India for importing duty free Vanaspati and Bakery Shortening from Sri-Lanka that helped company to increase its trading turnover and profitability from this segment. On the other hand, the Real Estate project of the Company named One Rajarhat is duly completed and only few apartments are left to be sold which witnesses impressive response from public, and currently, the Company is extending support to a similar Real Estate Project titled One Victoria of its material subsidiary, Revera Milk & Foods Pvt. Ltd. The Company anticipates favorable returns from this project in the coming years.

Financially, during the year your Companys total revenue stood at Rs. 14848.19 Lakhs as compared to previous year figures Rs. 11859.56 Lakhs and consequently your company succeeded in achieving Profit before tax of Rs. 355.61 Lakhs as compared to previous figures of Rs. 450.04 Lakhs and Net Profit of Rs.157.29 Lakhs as compared to previous year figure of Rs. 388.31 Lakhs.

On a consolidated basis, the total revenue stood at Rs. 14716.33 Lakhs as compared to previous year figures Rs.11845.66 Lakhs and consequently net loss for the year stood at Rs.(93.55) Lakhs as compared to previous year net profit Rs. 303.96 Lakhs.

Our Company is under the good management guidance and control that help continued in achieving the targets of cutting down in the cost of operations and getting efficiency in this area by using better alternated resources/means.

INDIAN ACCOUNTING STANDARDS (IND AS):

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As mandated by the Ministry of Corporate Affairs, the Company has adopted Indian Accounting Standards ("IND AS") from 1 April, 2017. The financial statements of the Company for the financial year 2025-26 have been prepared in accordance with IND AS, prescribed under Section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015 and the other recognized accounting practices and policies to the extent applicable.

CHANGE IN NATURE OF BUSINESS:

During the Year under review, there was no change in Companys Business.

SEGMENT-WISE BUSINESS PERFORMANCE:

TRADING BUSINESS:

During the year under review the trading business of the company is substantially increased and performed exceptionally well, as trading segment of the company contributed more than 95% of the total revenue. Your company has been allotted quota from the Government of India for importing duty free Vanaspati and Bakery Shortening from Sri-Lanka, that helped company to increase its trading turnover and profitability from this segment.

Despite ongoing global volatility in the edible oil market and financial uncertainties, the company managed the risks efficiently. With these efforts, the company expects the trading business to continue performing strongly in the coming years.

REAL ESTATE BUSINESS:

The performance of real estate segment of your company was also strong. After successful completion and selling of real estate project of the company "One Rajarhat" at Kolkata, the company is extending support for the development of a similar premium real estate project named "One Victoria" being developed by its material subsidiary Revera Milk & Foods Private Limited. This project is expected to bring good returns in the future and in addition to that your company is eying for new projects in Kolkata to continue its performance in real estate sector.

MINING BUSINESS

Earlier the company got mining lease of a manganese ore mine but due to pending approvals from the Forest and Environment Department, it could not start its operations. In the meantime, all of sudden the Mineral Resource Department of Govt. of Madhya Pradesh took adverse stand towards cancellation of mining lease. To safeguard the interest of the company, the company approached to Honble High Court of Madhya Pradesh, Bench at Indore by filing a Writ Petition, on which the Honble Court was pleased to pass an order directing Forest & Environment Department to decide the pending applications of the company within specified time frame. Being the Honble Court has directed both the concerned departments, the company expects to get sanction from both the concerned departments, thereafter the company can start operation from the said mine, which will contribute to revenue and profitability for the company.

2. SHARE CAPITAL:

The Authorised Share Capital of the Company is Rs. 50,00,00,000 (Rupees Fifty Crores only) divided into 4,50,00,000 (Four Crore Fifty Lakhs) Equity Shares of Rs.10/- each and 5,00,000 (Five Lakhs) Non-cumulative Redeemable Preference Shares of Rs.100/- each;

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The Paid up Equity Share Capital as at 31 March, 2026 stood at Rs. 27,75,34,860/- (Twenty-Seven Crore Seventy-Five Lakh Thirty-Four Thousand Eight

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Hundred sixty).During the year under review, the Company has not raised any paid up share capital. As on 31 March, 2026, none of the Directors of the Company hold instruments convertible into equity shares of the Company;

Further the company has not issued any shares with differential voting rights, sweats equity shares, Bonus Shares and also not granted stock options as prescribed in Companies Act, 2013 and rules framed there under.

BUY BACK OF SECURITIES

The company has not bought back any of its securities during the financial year 2025-26.

DIVIDEND

The strength of your company lies in identification, execution and successful implementation of its projects. To strengthen the long term prospects and ensuring sustainable growth in assets & revenue, it is important for your company to evaluate various opportunities in different business verticals in which your company operates. Your company continues to explore newer opportunities.

Your Board of Directors, considers this be in strategic interest of the company and believes that this will greatly enhance the long term shareholders value. In order to fund companys projects and assignments in its development, expansion and implementation stages, conservation of funds is of vital importance. Therefore, your Board has not recommended any dividend for the financial year ended 31st March, 2026.

TRANSFER TO RESERVES:

During the year under review, there was no amount transferred to any of the reserves by the Company.

3. ANNUAL RETURN:

The Annual Return of the Company in Form MGT - 7 in accordance with Section 92(3) of the Act read with the Companies (Management and Administration) Rules, 2014, is available on the website of the Company https://www.anikgroup.com/

4. COMPLIANCES OF APPLICABLE SECRETARIAL STANDARDS:

During the year under review, the Company has complied with the provisions of applicable Secretarial Standardsissued by Institute of Company Secretaries of India.

5. DIRECTORS RESPONSIBILITIES STATEMENT:

To the Best of their knowledge and belief and according to the information and explanations obtained by them, your directors make the following statements in terms of Section 134(3) (c) of the Companies Act, 2013:

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a. That in the preparation of the annual accounts for financial year ended 31 March, 2026 the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;

b. That 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 financial year and of the profit/loss of the Company for that period;

c. That 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. That the Directors have prepared the annual accounts on a going concern basis;

e. That the Directors have laid down internal financial controls, which are adequate and are operating effectively;

f. That 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.

6. DETAILS OF DIRECTORS& KEY MANAGERIAL PERSONNEL:

As on 31 March, 2026, the Board of Directors comprises 6 (Six) Directors, included 3(Three) Independent Directors. The composition of the Board is in conformity with the provisions of the Act and Regulation 17 of the Listing Regulations.

During the year under review, following changes that took place in the Directors and Key Managerial Personnel of the Company.

Mr. Shivam Asthana (DIN: 06426864) Whole-time Director of the Company, unfortunately passed away on 29 October, 2025. The Board of Directors places on record its profound appreciation for the invaluable services he rendered during his tenure with the organization. Mr. Asthana will be remembered for his exceptional dedication, integrity, and professionalism. His contributions have played a vital role in the growth and success of the organization, and his guidance and commitment will be fondly remembered by all who had the privilege of working with him. The Board expressed its deepest sympathy and heartfelt condolences to the members of his bereaved family.

Mr. Ankur Bindal appointed as Company Secretary & Key Managerial Personnel w.e.f., 17 September, 2025 in place of Mr. Sourabh Vishnoi, who

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resigned from the post of Company Secretary & Key Managerial Personnel w.e.f., 14 August, 2025.

Mr. Mahesh Kumar Sharma (DIN: 09078331) was appointed as Whole-time Directors of the Company for the period of 4 (Four) years with effect from

20 January, 2026 by the Board of Directors at their Meeting held as on Tuesday, 20 January, 2026 and his appointment was also confirmed by the

members of the Company by passing Special Resolution dated 27 March, 2026 through Postal Ballot.

The Board recommends the Re-appointments for your approval in the best interests of the Company. Mr. Manish Shahra (DIN: 00230392), Director of the Company will retire by rotation at the ensuing AGM, and being eligible, offered himself for re-appointment in accordance with provisions of the Act. The Board of Directors on the recommendations of the Nomination Remuneration Committee ("NRC") has recommended his re-appointment.

Declaration by Directors:

During the year, declarations received from the Directors of the Company pursuant to Section 164 of the Companies Act, 2013. Board appraised the same and found that none of the director is disqualified or debarred by any statutory or regulatory authority from holding office as director.

Further, all the Directors and Senior Management Personnel of the Company affirmed compliance with the Code of Conduct for the financial year 2025-26 and the declaration in this respect appears elsewhere in the Annual Report.

Declaration by Independent Directors:

All the Independent Directors have submitted their disclosures to the Board that they fulfill all the requirements as stipulated in Section 149(6) of the Companies Act, 2013 and the SEBI Listing Regulations, so as to qualify themselves to be appointed as Independent Directors under the provisions of the Companies Act, 2013 and the relevant rules.

7. MEETINGS OF BOARD OF DIRECTORS AND THEIR COMMITTEES: a) Board Meetings & Committee Meetings:

During the Financial Year ended on 31 March, 2026, 10(Ten) Board Meetings were held. Further, details of the meetings of the Board are given in Corporate Governance Report, forming part of Annual report.

The Meetings of Audit Committee, Nomination Remuneration Committee ("NRC"), Stakeholder Relationship Committee ("SRC") & Corporate Social Responsibility Committee("CSR") were also held. Details of the meetings of the Committees are given in the Corporate Governance Report, forming the part of the Annual Report. b) Independent Directors Meeting:

In due compliance with the provisions of the Companies Act, 2013 and Regulation 25 of Securities and Exchange Board of India (Listing Obligations and

Disclosure Requirements) Regulations, 2015, a separate meeting of Independent Directors was held on 12 February, 2026.

FAMILIARIZATION PROGRAMMES FOR THE INDEPENDENT DIRECTORS:

Familiarization programmes for the Independent Directors was conducted to familiarize them with the company, their roles, rights, responsibilities in the company, nature of the industry in which the company operates, business model of the company, etc. are available on the website of the Company at the link: https://www.anikgroup.com/upload/investors_file/CTI1769064787.pdf

8. FORMAL ANNUAL EVALUATION

The Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulation") contain provisions for the evaluation of the performance of:

(i) The Board as a whole;

(ii) The Individual Directors (including Independent Directors and Chairperson) and (iii) Various Committees of the Board.

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 Companies Act, 2013 and Regulation 17(10) of the SEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015.

The Board evaluation exercise for financial year 2025-26 was carried out by way of internal assessments done based on a combination of detailed questionnaires and verbal discussions.

9. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATES:

During the year under review, it is hereby informed that the Company does not have any Joint Venture. However, company is having a material subsidiary company named Revera Milk & Foods Pvt. Ltd. and recently on 17.06.2026 has invested in LLP named Best Season Developers LLP. Particulars of both investments are as under:

S. No. Name of Address of the Company

CIN / GLN Holding/ Subsidiary/ Associates % of Shares Held Applicable Section
01. Revera Milk & Foods Private Limited th Address: 610, TulsianiChambers, 6 Floor, West Wing, Free Press Journal Marg, Nariman Point, Mumbai City MH 400021 IN U15490MH1996 PTC243064 Subsidiary 92.747% Section 2 (87) (ii)
02. Best Season Developers LLP nd Address:7,Floor-2 ,Plot-87C,Anna, Bhuvan Devji Ratansimarg, Princess Dock, Mumbai, Mumbai, Maharashtra, India, 400009 ACY-6364 Associate 32% direct holding & 18% through material subsidiary Revera Milk & Foods Pvt. Ltd. NA

Pursuant to the provisions of Section 129, 134 and 136 of the Companies Act, 2013 read with rules framed there under and Regulation 33 of the SEBI Listing Regulations, the Company had prepared consolidated financial statements of the Company and its subsidiary and a separate statement containing the salient features of financial statement of subsidiary in Form AOC-1 is given in the "Annexure A" which forms part of this Annual Report.

Further pursuant to the Regulation 16 of the SEBI Listing Regulations, Revera Milk & Foods Private Limited, qualified as "material subsidiary" of the Company for FY 2025-2026. Accordingly, Mr. Nilesh Jagtap, Independent Director served on the Board of the Company as well as on the Board of Revera Milk & Foods Private Limited complying with requirements of Regulation 24 of the SEBI Listing Regulations.

In accordance with Section 136 of the Companies Act, 2013, the audited financial statements, including the consolidated financial statements and related information of the Company and audited accounts of its subsidiary, are available on our website www.anikgroup.com. These documents will also be available for inspection till the date of the AGM during business hours at our registered office of the Company.

10. NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE

COMPANIES DURING THE FINANCIAL YEAR:

During the year under review, no companies have become or ceased to be subsidiary, joint venture and/or Associates of the company.

11. CORPORATE GOVERNANCE:

The Company is committed to ensuring good governance practices while protecting the interest of the shareholders by using extreme care, skill and diligence in the business.

The report on Corporate Governance as stipulated under the Listing Regulations forms part of the Annual Report. A certificate regarding compliance of conditions of Corporate Governance Report issued by Practicing Company Secretary is attached separately to this report.

Further, the Management Discussion and Analysis Report and CEO/ CFO Certificate as prescribed under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are also presented separately forming part of Annual Report.

12. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS/ OUTGO

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, are given in the "Annexure B" forming part of this report.

13. DETAILS PURSUANT TO SECTION 197(12) OF THE COMPANIES ACT, 2013

Disclosure pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, are given in the "Annexure C" forming part of this report.

Further, none of the directors is drawing any remuneration or commission from any subsidiary or associate company, except for the sitting fees paid to Mr. Nilesh Jagtap in his capacity as an Independent Director of the subsidiary company "Revera Milk & Foods Private Limited."

14. AUDIT COMMITTEE

The details pertaining to composition of Audit Committee are included in the Corporate Governance Report, which forms part of this report. All the recommendations made by the Audit Committee were accepted by the Board.

15. NOMINATION AND REMUNERATION POLICY OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES

As per the provisions of Section 178 of the Companies Act, 2013, the Board of Directors has approved a policy which lays down a framework in relation to appointment and remuneration of Directors, Key Managerial Personnel and other employees of the Company. The Policy broadly lays down the guiding principles, philosophy and the basis for payment of remuneration to Directors, Key Managerial Personnel and other employees. The policy also provides the criteria for determining qualifications, positive attributes and Independence of Director and criteria for appointment of Key Managerial Personnel / Senior Management while making selection of the candidates. The above policy is available on the website of the Company at www.anikgroup.com.

16. VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has a Vigil Mechanism which also incorporates a Whistle Blower Policy in line with the provisions of the Companies Act, 2013 and the Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to report genuine concerns or grievances. The Vigil Mechanism/ Whistle Blower Policy may be accessed on the Companys website i.e. www.anikgroup.com.

17. RISK MANAGEMENT

Pursuant to section 134(3)(n) of the Companies Act, 2013 & Regulation 17(9) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the applicability of forming Risk Management Committee is not applicable on the Company. However, functions of Risk Management Committe are performed by board to overlook internal & external controls to mitigate the risk. The details of risk have been covered in the Management Discussion and Analysis Report forming part of the Boards report.

18. CORPORATE SOCIAL RESPONSIBILITY (CSR)

During the year under review, the company does not meet the criteria for applicability under Section 135 of the Companies Act, 2013, Accordingly, the requirement of mandatory CSR expenditure and other provisions are not applicable for the financial year 2025-26 and there is no unspent CSR amount of previous years. Therefore, the Annual Report on CSR activities for the FY 2025-26 is not applicable to the Company and hence does not form part of this report

However, the Company has adhered to the provisions of Section 135 and Schedule VII of the Companies Act, 2013. The CSR Committee has been duly constituted and the CSR Policy has been formulated in compliance with the requirements of the Act.

The said Committee has developed a Policy on CSR, which has been approved by the Board of Directors. The CSR Policy may be accessed on the Companys website at the link http://www.anikgroup.com/upload/csr_file/CTI1624079994.pdf.

The details pertaining to composition of CSR Committee and other requisite information are included in the Corporate Governance Report, which forms part of this report.

19. AUDITORS & AUDITORS REPORT:

A. STATUTORY AUDITORS:

During the year under review M/sB. Shroff & Co. Chartered Accountants (Firm Registration No. 006514W) are holding office as Statutory Auditors of the Company. The members of the Company at their 48th Annual General Meeting had approved the appointment of the firm for a period of 5 (Five) years.

The notes referred to by the Auditors in their Report are self-explanatory and hence do not require any explanation. Further, there was no fraud in the Company, which was required to report by statutory auditors of the Company under sub-section (12) of Section 143 of Companies Act, 2013.

B. SECRETARIAL AUDITORS:

Pursuant to the provisions of Regulation 24A of SEBI Listing Regulations and Section 204 of the Companies Act, 2013 and rules made thereunder, the Company had appointed M/s Ajit Jain & Co., Practicing Company Secretary to undertake the Secretarial Audit of the Company for the term of five consecutive years commencing from the financial year 2025-26 till the financial year 2029-30. The Secretarial Audit Report for the financial year 2025-26 is annexed herewith as "Annexure D" forming part of this report.

Further in compliance with Regulation 24A of the SEBI Listing Regulations, the Secretarial Audit Report of Revera Milk & Foods Private Limited for the financial year 2025-26 is also annexed herewith as "Annexure E"forming part of this report.

Explanation or Comments on disqualifications, reservations, adverse remarks or disclaimers in the auditors Reports:

There are no qualifications, reservations or adverse remark or disclaimer made by the Auditor in their report. As regards the observations of the Statutory Auditors and the Secretarial Auditor in their report, the same are self-explanatory and need no clarifications.

Annual Secretarial Compliance Report:

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The Secretarial Compliance Report for the financial year ended 31 March, 2026 on compliance of all applicable SEBI Regulations and circulars/guidelinesissued thereunder, was obtained from M/s Ajit Jain & Co., Practicing Company Secretary appointed as Secretarial Auditor and submitted to both the stock exchanges.

C. COST AUDITORS

The Board of Directors, on recommendation of Audit Committee, has appointed, M/s. K.G. Goyal & Co., Cost Accountants (Firm Registration No.: 000017), as Cost Auditors of the Company for Financial Year 2026-27.

In terms of the provisions of Section 148(3) of the Companies Act, 2013 read with the Rule 14(a)(ii) of the Companies (Audit and Auditors) Rules, 2014, the remuneration of the Cost Auditors has to be ratified by the members. Accordingly, necessary resolution is proposed at the ensuing AGM for ratification of the remuneration payable to the Cost Auditors for Financial Year 2026-27.

D. INTERNAL AUDITORS

The Board has appointed M/s. MMM & Co., Chartered Accountants (Firm Registration Number: 0139090W), as Internal Auditor of the company for the financial year 2026-27 and take their suggestions and recommendations to improve and strengthen the internal control systems. The Audit Committee reviews adequacy and effectiveness of the Companys internal control environment and monitors the implementation of audit recommendations.

20. PARTICULARS OF CONTRACT OR ARRANAGEMENT WITH RELATED PARTIES U/S 188(1) AND 188(2) OF THECOMPANIES ACT, 2013:

All the related party transactions entered into during the financial year were on an arms length basis, in the ordinary course of business and in compliance with the applicable provisions of the Act and SEBI Listing Regulations. Prior omnibus approval of the Audit Committee is obtained for all related party transactions which are foreseen and of repetitive nature. Such transactions are reviewed by the Audit Committee on a quarterly basis.

A statement showing the disclosure of transactions with related parties as required under IND AS-24 is set out under Note-38 to the Standalone Financial Statements and None of the transactions with related parties fall under the scope of Section 188(1) of the Companies Act, 2013 (the "Act"), and rules made thereunder, therefore Form AOC-2 is not applicable to the Company and hence does not form part of this report.

The Policy on materiality of related party transactions and dealing with related party transactions as approved by the Board may be accessed on the Companys website at the link https://www.anikgroup.com/upload/investors_file/CTI1786713048.pdf

Material Related Party Transactions with subsidiary "Revera Milk & Foods Private Limited" :

In terms of Regulation 23 and other applicable provisions of SEBI Listing Regulations, 2015 and based on the approval of the Audit Committee and shareholders of the Company, were sought to enter into and/ or continuing with existing contracts/arrangements/ transactions or modification(s) of earlier contracts/ arrangements/transactions (whether by way of an individual transaction or transactions taken together or a series of transactions or otherwise) with Revera Milk & Foods Private Limited (RMFPL), related party of the Company, in relation to:

PARTICULARS OF TRANSACTIONS

AMOUNT (IN Rs.)
To continue already existing Corporate Guarantee of the Company for obtaining loan by RMFPL from SBI 10000 Lakhs
To continue the term of loans and advances to RMFPL 5000 Lakhs

TOTAL

15000 Lakhs

21. DETAILS RELATING TO DEPOSITS COVERED UNDER CHAPTER V OF THE COMPANIES ACT, 2013:

During the FY 2025-26, your Company has not accepted or renewed any deposits within the meaning of section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014 and as such, no amount of principal or interest was outstanding, as on the date of the Balance Sheet.

22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

During the year under review the Company has advanced a loan of Rs. 3159.96 lakhs (Current year) Rs. 588.50 Lakhs (Previous year) to its material subsidiary "Revera Milk & Foods Private Limited", in compliance with the provisions of section 185 and 186 of the Companies Act, 2013, and with the

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approval of members obtained in the 49 Annual General Meeting of the Company.

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Further, subject to the approval of members in this AGM, the Company has proposed to extend period of Corporate Guarantee from the date of 50 Annual

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General Meeting till 54 Annual General Meeting for the credit facilities of Rs. 89.41 crores sanctioned to its material subsidiary, Revera Milk & Foods Private Limited by the State Bank of India, SME Branch, New Alipore, Kolkata, in compliance with section 185, 186, 188 of the Companies Act, 2013 read with Regulation 23 and Regulation 2(l)(zc) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Company has not given any loans or guarantees or made investment beyond the limits mentioned under the provisions of Section 186 of the Companies Act, 2013.

23. MATERIAL CHANGES AND COMMITMENT AFFECTING THE FINANCIAL POSITION OF THE COMPANY:

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial year 2025-26 to which these financial statements relate and the date of this Report.

24. ADDITIONAL DISCLOSURES UNDER RULE 8(5) OF COMPANIES (ACCOUNTS) RULES, 2014 :

O Details of Application made or any proceeding pending under The Insolvency and Bankruptcy Code, 2016 during the year alongwith their status as at the end of the Financial Year:

Nil,as neither any application was made nor any proceeding is pending under the Insolvency and Bankruptcy Code,2016 against the Company.

O Order(s) Passed by Regulator(s), Court(s), Tribunal(s) impacting the going concern status and company Status:

The Commissioner of Income Tax (Appeals), Mumbai passed separate orders dated 30 June, 2026 thereby allowing the appeals of the Company for the assessment years 2014-15, 2015-16, 2017-18 and 2019-20.

Apart from that there were no significant or material orders passed by any regulator or court or tribunal impacting the going concern status or the Companys operations in future.

O The details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof:

Not Applicable.

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

The Company has in place an Anti-harassment policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are covered under the policy. An Internal Complaints Committee (ICC) has also been set up to redress complaints received on sexual harassment. There was no complaint received from any employee during the financial year 2025-

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26 and hence no complaint is outstanding as on 31 March, 2026 for redressal.

S.No.

PARTICULARS

1.

Number of complaints of sexual harassment received in the year NIL

2.

Number of complaints disposed off during the year; NIL

3.

Number of cases pending for more than ninety days NIL

26. INTERNAL FINANCIAL CONTROLS

The Company has a proper internal control system, which provides adequate safeguards and effective monitoring of the transactions and ensures that all assets are safeguarded and protected against loss from unauthorized use or disposition.

The Company has an internal audit system from an outside agency, which ensures that the Companys control mechanism is properly followed and all statutory requirements are duly complied with. Moreover, the audit committee of the Company comprising majority of independent directors regularly reviews the audit plans, adequacy of internal control as well as compliance of accounting standards. Also the Whole Time Directors/CFO has the responsibility for establishing and maintaining internal controls for financial reporting and that they also have the overall responsibility to evaluate the effectiveness of internal control systems of the company pertaining to financial reporting and they have to disclose to the auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which they are aware and the steps they have taken or propose to take to rectify the deficiencies.

27. OTHER STATUTORY DISCLOSURES:

A. CONSOLIDATED FINANCIAL STATEMENTS:

In accordance with the provisions of Section 129(3) of the Companies Act, 2013 and Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Consolidated Financial Statements form part of this Annual Report. The Consolidated Financial Statements are prepared in accordance with the Indian Accounting Standards (IND AS) notified under Section 133 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014.

B. INSURANCE

All properties and insurable interests of the Company have been adequately insured.

C. HUMAN RESOURCE & INDUSTRIAL RELATIONS

Industrial relations were harmonious throughout the year. The Board wishes to place on record their sincere appreciation to the co-operation extended by all the employees in maintaining cordial relations.

D. PAYMENT OF LISTING FEE AND DEPOSITORY FEE

The Equity shares of the Company are listed on the National Stock Exchange of India Ltd. (NSE) and BSE Limited (BSE). The listing fee for the year 2025-26 has already been paid to both the Stock Exchanges and The Annual Custodial Fees for the year 2025-26 has been paid to National Securities Depository Limited and Central Depository Services Limited.

E. DEMATERIALISATION

The companys shares are presently held in both electronic and physical modes.

Further, pursuant to the SEBI Circular bearing reference no. SEBI/HO/MIRSD/POD-1/P/CIR/2023/181 dated November 17, 2023 & SEBI/HO/MIRSD/MIRSD-PoD-1/P/CIR/2023/37 dated March 16, 2023, our Registrar and Share Transfer Agent i.e. Sarthak Global Limited sent intimation/reminder letter along with requisite forms as stipulated in the said Circulars to the shareholders holding shares in physical form, requesting to the shareholders to update/submit the details in the requisite forms within the stipulated timeline mentioned in the Circular for updating the PAN, KYC details and Nomination details (including declaration to opt out) to Registrar and Share Transfer Agent of the Company i.e. Sarthak Global Limited.

This requisite forms are also uploaded on the Companys website at http://www.anikgroup.com/formats-for-kyc

F. INDUSTRIAL RELATIONS

Companys Industrial relations continued to be healthy, cordial and harmonious during the period under review.

G. PREVENTION OF INSIDER TRADING

The Board of Directors has adopted the code as per SEBI (Prohibition of Insider Trading) Regulations, 2015; The Details of the said code is available on website of the Company at the link: https://www.anikgroup.com/upload/investors_file/CTI1763202209.pdf

H. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The Business Responsibility and Sustainability Reporting as required under Regulation 34(2) of the SEBI (Listing Obligations & Disclosure

st

Requirements) Regulations, 2015, are not applicable to your Company for the financial year ending 31 March, 2026.

I. IMPLEMENTATION OF CORPORATE ACTION

During the year under review, the Company has not failed to implement any Corporate Actions within the specified time limit.

J. REVISION IN FINANCIAL STATEMENTS OR BOARDS REPORT U/S 131(1) OF THE COMPANIES ACT, 2013:-

In terms of Section 131 of the Companies Act, 2013, the Financial Statements and Boards Report are in compliance with the provisions of Section 129 or Section 134 of the Companies Act, 2013 and that no revision has been made during any of the three preceding financial years.

K. DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT

The details pertaining to Demat Suspense account/ Unclaimed Suspense account are included in the Corporate Governance Report, which forms part of this report

L. MATERNITY BENEFIT ACT 1961:

During the year under review, the Company has complied with the provisions relating to the Maternity Benefit Act 1961.Further, no claims for maternity benefits were made under the said Act during the year.

M. APPOINTMENT OF DESIGNATED PERSON (MANAGEMENT AND ADMINISTRATION) RULES 2014 - RULE 9 OF THE COMPANIES

ACT 2013.

In accordance with Rule 9 of the Appointment of Designated Person (Management and Administration) Rules 2014, it is essential for the company to designate a responsible individual for ensuring compliance with statutory obligations. The company has designated Mr. Manish Shahra (DIN: 00230392), Managing Director of the Company as Designated person.

N. OTHER DISCLOSURES:-

There are no shares held by trustees for the benefit of employees and hence no disclosure under Rule 16(4) of the Companies (Share Capital and Debentures) Rules, 2014 has been furnished.

28. ACKNOWLEDGEMENTS:-

The Directors wish to convey their appreciation to all of the employees of the Company for their enormous personal efforts as well as their collective contribution during the year. The Directors would also like to thank the shareholders, customers, suppliers, bankers, financial institutions and all other business associates for their continuous support given to the Company and their confidence in the management.

For and on behalf of the Board of Directors

Manish Shahra Chairman & Managing Director DIN: 00230392 Place: Indore

th

Date: 27 August, 2026

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