Classic Filaments Ltd Directors Report

Dear Members,

The Board of Directors of the Company (Board) hereby submits the board report for the financial year ended on March 31, 2026 (Board Report) on the business, operations and performance of Classic Filaments Limited (the Company) along with audited financial statements of the Company.

1. FINANCIAL PERFORMANANCE:

(In Hundreds)

Particulars	31.03.2026	31.03.2025
Revenue from operations	-	-
Total Revenue	-	-
Expenses
Finance costs	-	-
Depreciation and Amortization Expense	-	-
Total Expenses	15453.51	10964.51
Current Tax	-	-
Deferred Tax	-	-1.14
Profit/Loss for the year	-15453.51	-10963.37
Earnings per share
Basic (In Rs.)	-0.25	-0.18
Diluted (In Rs.)	-0.25	-0.18

2. CHANGE IN CONTROL, MANAGEMENT AND BOARD OF DIRECTORS

During the financial year under review, there was a change in the control and management of the Company pursuant to the acquisition of equity shares and consequent completion of the Open Offer in accordance with the applicable provisions of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 (SEBI SAST Regulations) and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulations).

Pursuant to the underlying transaction contemplated under the Share Purchase Agreement, the Acquirers acquired 41,88,549 Equity Shares of the Company, representing 68.51% of the total paid-up equity share capital and voting rights of the Company, on December 09, 2025, resulting in a change in control of the Company. The said acquisition and subsequent Open Offer process were duly disclosed to BSE Limited and other regulatory authorities in accordance with the applicable provisions of the SEBI SAST Regulations and SEBI LODR Regulations.

Consequent upon completion of the Open Offer and the resultant change in control and management of the Company, a change in the composition of the Board of Directors and Key Managerial Personnel took place pursuant to the Board Meeting held on March 21, 2026. The erstwhile Managing Director, Director/CFO and other Directors tendered their resignations, which became effective from the close of business hours on March 22, 2026, consequent to the change in control and management of the Company.

Further, pursuant to the aforesaid change in control, the Company inducted a new management and reconstituted its Board. Mr. Vikkas Bansal (DIN: 00441630) was appointed as Chairman and Managing Director, Mr. Tarun Jain (DIN: 09199801) was appointed as Executive Director, and Mr. Maneesh Gupta (DIN: 00129254), Mr. Sushil Aggarwal (DIN: 07194474) and Ms. Sathi Kundu (DIN: 10837461) were appointed as Independent Directors. Ms. Priyanka was also appointed as the Chief Financial Officer of the Company.

The aforesaid changes were made pursuant to the completion of the Open Offer and change in control and management of the Company and were duly intimated to BSE Limited under Regulation 30 of the SEBI LODR Regulations.

The Board places on record its appreciation for the contribution and services rendered by the outgoing Directors and Key Managerial Personnel during their tenure with the Company and welcomes the newly appointed Directors and Key Managerial Personnel.

3. (A) STATE OF COMPANY AFFAIRS/OVERVIEW: State of Company Affairs: -

The Company is engaged in the business of wholesalers in textiles. Innovation in this field will become the key to our success. India is a leading player in the textile industry and we want to take that leadership ahead through our commercial contribution. We value our human resources and want to consider them as contributors to our business.

Review of Operations: -

During the period the Company remained focused on evaluating and strengthening its business strategy with a view to establishing a sustainable and growth-oriented operating framework. The Companys operational activities remained limited during the year as the new management undertook a review of the existing business position and assessed various opportunities for the future. The Company continues to evaluate suitable business initiatives and strategic avenues with the objective of enhancing operational efficiency, creating sustainable value for stakeholders and positioning the Company for renewed growth in the coming periods.

Loss for the year increased from INR 10,963.37(In Hundreds) in F.Y. 2024-2025 to 15453.51 (In Hundreds) in F.Y. 2025-2026.

4. DIVIDEND AND TRANSFER TO RESERVES

In view of losses incurred, no dividend was declared during the financial year under review and no amount was transferred to reserves during the year under review.

5. CHANGE IN NATURE OF BUSINESS, IF ANY

During the financial year under review there has been no change in the nature of business. Further, in May 2026, subsequent to the close of the financial year, the Company altered its Objects Clause of the Memorandum of Association to align its objects with its proposed business activities and future plans.

6. STATEMENT OF DEVIATION OR VARIATION

During the financial year ended March 31, 2026, the Company did not raise any funds through public issue, rights issue, preferential issue, qualified institutions placement or any other specified securities. Accordingly, there was no deviation or variation in the utilisation of funds raised by the Company during the financial year under review.

7. BUY- BACK OF SHARES

During the financial year under review, the Company did not undertake any buyback of its shares.

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

During the financial year under review, there were no shares lying in the Demat Suspense Account or the Unclaimed Suspense Account.

9. EMPLOYEE STOCK OPTION SCHEME (ESOP)

The Company does not have any Employee Stock Option Scheme (ESOP) in place during the financial year under review.

10. HUMAN RESOURES

The Companys employees continue to be among one of its most valued stakeholders. We remain committed to attracting, developing, and retaining top talent. Our efforts are focused on fostering a collaborative, transparent, and participative organizational culture, while recognizing and rewarding merit and consistent high performance. We believe that empowering our people is critical to driving long-term success and organizational resilience.

The details with respect to the remuneration of directors and employees as required under Section 197 of the Act and Rule 5(1), (2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure I & II.

11. INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to the provisions of Sections 124 and 125 of the Companies Act, 2013, read with the Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 (IEPF Rules), any dividend remaining unpaid or unclaimed for a period of seven years is required to be transferred to the Investor Education and Protection Fund (IEPF).

During the financial year under review, there was no unpaid or unclaimed dividend liable to be transferred to the IEPF by the Company.

12. CAPITAL STRUCTURE

i. Authorised Share Capital

The Authorised Share Capital of the Company as on Financial Year ended on March 31, 2026 is INR 7,50,00,000 (Indian Rupees Seven Crore Fifty Lakh only) divided into 75,00,000 (Seventy-Five Lakh) equity shares having face value of INR 10/- (Indian rupees Ten) each (Equity Shares).

Subsequent to the end of financial year, in the June 2026 the Authorised Share Capital has been increased from 7,50,00,000(Seven Crore Fifty Lakhs) to 15,00,00,000 (Fifteen crore) divided into 1,50,00,000 (One Crore Fifty Lakhs) equity shares having face value of INR 10/- (Indian rupees Ten) each (Equity Shares) each.

ii. Issued, subscribed and paid-up share capital

The issued, subscribed and paid-up share capital of the Company as at March 31, 2026 stood at INR 6,11,33,500/- (Indian Rupees Six Crore Eleven Lakh Thirty-Three Thousand Five Hundred only), comprising 61,13,350 (Sixty-One Lakh Thirteen Thousand Three Hundred Fifty) Equity Shares of INR 10/- (Indian Rupees Ten only) each.

Subsequent after the end of the financial year, in August 2026, the Company allotted Equity Shares pursuant to a preferential issue. Accordingly, the paid-up share capital increased from INR 6,11,33,500/- to INR 8,80,76,660/- (Indian Rupees Eight Crore Eighty Lakh Seventy-Six Thousand Six Hundred Sixty only), comprising 88,07,666 (Eighty-Eight Lakh Seven Thousand Six Hundred Sixty-Six) Equity Shares of INR 10/- each.

iii. Equity shares with differential rights and sweat equity shares

During the financial year under review, the Company has neither issued sweat equity shares nor issued equity shares with differential rights as to dividend, voting or otherwise.

iv. Listing on stock exchanges

The Equity Shares are listed on The Bombay Stock Exchange(BSE).

13. DETAILS OF DEMATERIALISATION OF EQUITY SHARES

All the equity shares of the Company are held in the dematerialized form. The ISIN allocated to the Company is INE181U01018. To provide service to the Shareholders, the Company has appointed Skyline Financial Services Private Limited having office at D-153A, 1st Floor, Okhla Industrial Area, Phase-I, New Delhi 110020 as Registrar and Share Transfer Agent (RTA) of the Company.

14. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The details of the contracts or arrangements made with related parties were in the compliance with the applicable provisions of the Act. The Company has formulated a policy on dealing with related party transactions, which is available at https://classicfilamentsltd.com/. The Policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and related Parties.

Further, the Company has not entered into any contract/ arrangement/ transaction with related parties which could be considered material in accordance with the policy of the Company on materiality of related party transactions. Thus, disclosure in form AOC-2 is not required.

The Board draws attention of the members to Notes to Accounts of the Financial Statements, respectively, which sets out the requisite disclosures on related parties and transactions entered into with/by them etc.

15. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Managements Discussion and Analysis Report for the year under review, as stipulated under Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule V thereto, forms part of this Annual Report and is annexed herewith as Annexure II.

16. CORPORATE GOVERNANCE

The Corporate Governance is not applicable to our Company Pursuant to regulation 15(2) of the SEBI (LODR) Regulations, 2015, the provisions of Regulation 17 to 27 and clause (b) to (i) of regulation 46(2) and Para C, D and E of Schedule V, are not applicable to the Company, as the paid-up Share Capital of the Company is less than 10 Crores and Net worth being less than Rs. 25 Crores .

17. CORPORATE SOCIAL RESPONSIBILITY

The Company is not required to constitute a Corporate Social Responsibility (CSR) Committee pursuant to the provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, as the criteria prescribed under the said provisions are not met during the financial year.

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

During the financial year 2025 2026 and subsequent to the close of the financial year, certain material developments have taken place in the Company.

In December 2025, there was a change in the management and control of the Company pursuant to the acquisition of the Company by the new management. The new management has undertaken various measures with a view to strengthening the financial position and future business prospects of the Company.

Further, in May 2026, subsequent to the close of the financial year, the Company altered its Objects Clause of the Memorandum of Association to align its objects with its proposed business activities and future plans. The Company also increased its Authorised Share Capital and Paid-up Share Capital in accordance with the applicable provisions of the Companies Act, 2013.

The Company has also undertaken the process of raising funds through issue of equity shares on a preferential basis, subject to the necessary approvals and compliances under the applicable provisions of the Companies Act, 2013, the rules made thereunder and other applicable laws.

The aforesaid developments are considered material changes subsequent to the close of the financial year and are expected to have a significant bearing on the future financial position and operations of the Company.

19. RISK MANAGEMENT

Pursuant to the provisions of Section 134(3)(n) of the Companies Act, 2013, the Company has developed and implemented a Risk Management framework for identifying, assessing and mitigating various risks associated with its business and operations. The framework includes identification of elements of risk which, in the opinion of the Board of Directors, may threaten the existence of the Company.

The identified risks, if any, are reviewed and discussed at the meetings of the Audit Committee and the Board of Directors. The Board also takes appropriate measures and develops strategies to mitigate and manage such risks effectively.

As on the date of this Report, the Company has not identified any significant risk which, in the opinion of the Board, may threaten the existence or financial position of the Company.

20. VIGIL MECHANISM/ WHISTLE BLOWER POLICY FOR DIRECTORS AND EMPLOYEES

Pursuant to the provisions of section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies (Meeting of Board and it powers) Rules, 2014, the Company has adopted Whistle Blower Policy/Vigil Mechanism. The Policy provides for a channel to report genuine concerns about unethical behaviour, actual or suspected fraud or violation of companies policies.

The Whistle Blower Policy o f the Company is available at the following link https://classicfilamentsltd.com/ .

21. INFORMATION REQUIRED UNDER THE SEXUAL HARASSMENT OF WOMEN AT

WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Our Company has always believed in providing a safe and harassment free workplace for every individual working in the Company premises. Company always endeavors to create and provide an environment that is free from any discrimination and harassment. For this purpose, the Board of Directors has adopted a policy on Prevention of Sexual Harassment in line with the Prevention of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and rules thereunder. Further, during the financial year ended March 31, 2026, the Company has not received any complaints pertaining to sexual harassment at the workplace under the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 .

The details pursuant to the provisions of the Act are as under: (a) No. of complaints of sexual harassment received in the year: NIL (b) No. of complaints disposed-off during the year: NIL (c) No. of cases pending for more than 90 days: NIL (d) No. of complaints pending as on March 31, 2026: NIL

22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF

THE COMPANIES ACT, 2013

The Loans, Guarantees and Investment made during the financial year was in accordance with the provisions of the Companies Act, 2013 and rules made thereunder and the same has been discussed in the audited financials enclosed.

23. UNSECURED LOAN FROM DIRECTORS

Details of unsecured loan received from the directors of the Company is disclosed in the audited financials enclosed.

24. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE.

During the financial year under review, no significant or material orders were passed by any regulators, courts, or tribunals that would impact the going concern status of the Company or its future operations.

25. CREDIT RATING

During the year under review, the requirement for obtaining a credit rating for the Companys securities was not applicable. Accordingly, no credit rating was undertaken during the financial year.

26. PUBLIC DEPOSITS

The Company has not accepted any deposits falling within the meaning of Sections 73 and 74 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014, during the financial year under review. Accordingly, no amount of principal or interest on public deposits was outstanding as on 31st March, 2026.

27. SUBSIDIARY(IES) AND ASSOCIATE COMPANY(IES)

As on 31 st March, 2026, the Company has no subsidiaries and does not have any associate companies or joint venture entities. Subsequent to the end of the financial year, the Company acquired 73.75% equity shareholding in Solven System Private Limited in May 2026 and 51% equity shareholding in Procasts Engineering Private Limited in August 2026. Accordingly, both companies became subsidiaries of the Company subsequent to the financial year-end.

28. DIRECTORS

During the year under review, the Board of the Company was duly constituted. None of the Directors of the Company is disqualified under the provisions of the Companies Act, 2013 or the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

29. REVISION OF FINANCIAL STATEMENT, IF ANY :

There was no revision in the financial statements of the Company.

30. DIRECTORS & KEY MANAGERIAL PERSONNEL:

(i) Board of Directors

As on date of this report, the composition of the Board and Key Managerial Personnel is as below:

DIN No / PAN	Name of Director	Designation	Date of Appointment	Date of Resignation
00441630	Vikkas Bansal	Managing Director	21/03/2026	NA
09199801	Tarun Jain	Executive Director	21/03/2026	NA
00129254	Maneesh Gupta	Independent Director	21/03/2026	NA
07194474	Sushil Aggarwal	Independent Director	21/03/2026	NA
10837461	Sathi Kundu	Independent Director	21/03/2026	NA

During the Financial Year under review, In accordance with the provisions of Section 152 of the Act and articles of association of the Company, Mr. Tarun Jain (DIN: 09199801) is liable to retire by rotation at the ensuing AGM and being eligible, offers himself for re-appointment.

Appointments/Re-appointments/Cessation-

During the year under review, based on the performance evaluation, where applicable, and pursuant to the recommendations of the Nomination and Remuneration Committee and the approval of the Audit Committee, the Board of Directors, at its meeting held on March 21, 2026, approved the appointment, re-appointments of directors, which were subsequently approved by the shareholders at their Extra ordinary general meeting held on 15.06.2026.

The details of such appointment, re-appointments and Cessation are as follows:

1. Resignation of Mr. Bharat Patel (DIN: 00249234) from the post of Director and Chief Financial Officer with effect from March 22, 2026 from the close of business hours.

2. Resignation of Mr. Amit Patel (DIN: 00249262) from the post of Non-Executive Promoter Director with effect from March 22, 2026 from the close of business hours.

3. Resignation of Mr. Jayanti Gaudani (DIN: 03571671) from the post of Managing Director with effect from March 22, 2026 from the close of business hours.

4. Resignation of Mr. Bhavesh Dholiya (DIN: 07641315) from the post of Independent Director with effect from March 22, 2026 from the close of business hours.

5. Resignation of Mrs. Arunaben Kachchhi (DIN: 07915688) from the post of Independent Director with effect from March 22, 2026 from the close of business hours.

6. Appointment of Mr. Vikkas Bansal (DIN: 00441630) as Chairman and Managing Director (Additional) with effect from March 21, 2026

7. Appointment of Mr. Tarun Jain (DIN: 09199801) as Executive Director (Additional) with effect from March 21, 2026

8. Appointment of Mr. Maneesh Gupta (DIN: 00129254) as Independent Director (Additional) with effect from March 21, 2026

9. Appointment of Mr. Sushil (DIN: 07194474) as Independent Director (Additional) with effect from March 21, 2026

10. Appointment of Ms. Priyanka Chief Financial Officer with effect from March 21, 2026

11. Appointment of Ms. Sathi Kundu (DIN: 10837461) as Woman Independent Director (Additional) with effect from March 21, 2026

Key Managerial Personnel

As per the requirement under the provisions of section 203 of the Act, the following are the Key Managerial Personnel (KMP) of the Company as on the date of this report

1. Mr. Jayanti Gaudani-Managing Director*

2. Mr. Vikkas Bansal-Managing Director#

3. Mr. Bharat Patel- Chief Financial Officer*

4. Ms. Priyanka- Chief Financial Officer#,

5. Ms. Ankita Prasiddha Shroff- Company Secretary and Compliance Officer*

6. Ms. Prachi -Company Secretary and Compliance Officer**

*Resigned w.ef March 22, 2026

#Appointed w.e.f March 21, 2026

** Appointed w.e.f April 23, 2026

Ms. Prachi (M. No. A64922) a qualified Company Secretary as Company Secretary & Compliance Officer designated as Key Managerial Personnel of the Company w.e.f. April 23, 2026

Declaration from Independent Directors

As on financial year ended on March 31, 2026, independent directors have confirmed that:

they meet the criteria of independence laid down under the Act

they have complied with the code for independent directors prescribed under Schedule IV to the Act;

they have registered themselves with the independent directors databank maintained by the Indian Institute of Corporate Affairs;

they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence;

they have not been associated with any material supplier, service provider, or customer of the Company;

they have not been partner, proprietor, or employee of the Companys statutory audit firm during the preceding financial year; they have not been affiliated with any legal or consulting firm that has or had business transactions with the Company, its subsidiaries, or associate companies, amounting to 10% or more of the gross turnover of such firm; and

apart from receiving directors remuneration (including sitting fees), there have not been any material pecuniary relationship or transactions with the Company, its subsidiaries or associate companies, or their directors, during the three immediately preceding financial years or during the current financial year exceeding the limits specified under the Act and SEBI Listing Regulations.

Further, the Company confirms that neither the independent director nor their relative as defined under the Act, were employed, in an executive capacity by the Company, its subsidiaries, or associate companies during the preceding financial year.

Accordingly, based on the declarations received from all independent directors, the Board has confirmed that, in their opinion, independent directors of the Company are persons of integrity, possess relevant expertise and experience and fulfil the conditions specified in the Act and SEBI Listing Regulations and are independent of the management.

Companys policy on directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters

The Nomination and Remuneration Policy (NRC Policy) has been developed in accordance with Section 178 of the Act and Regulation 19 of the SEBI Listing Regulations. It establishes a structured framework for the nomination, evaluation, and remuneration of the Companys directors and senior management personnel of the Company. The core objective of the NRC Policy is to attract, retain, and reward most qualified and skilled talent capable of driving long-term growth and success of the Company. During the financial year under review, there were no changes made to the NRC Policy. The NRC Policy can be accessed at Companys website www.classicfilamentsltd.com

31. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the Financial Year under review, 06 (Six) meetings of the Board of Directors were held. The dates on which the said meetings were held on below mentioned dates:

Date & Day

1 May 08,2025 (Thursday)

2 July 30,2025 (Wednesday)

3 September 03, 2025 (Wednesday)

4 November 11, 2025 (Tuesday)

5 January 30, 2026 (Friday)

6 March 21,2026 (Saturday)

The intervening gap between the Meetings was within the period prescribed under the SEBI (LODR) Regulations, 2015 and Companies Act, 2013.

S. No . Name of Director	Designation	No. of Board Meeting eligible to attend	No. of Meetings attended	No. of Meeting in which absent
1 Mr. Bharat Patel	Director	6	6	-
2 Mr. Jayant Gudani	Managing Director	6	6	-
3 Mr. Amit Patel	Director	6	6	-
4 Mr. Bhavesh Dholiya	Independent Director	6	6	-
5 Ms. Arunaben Kachchhi	Independent Director	6	6	-

32. SEPARATE MEETING OF INDEPENDENT DIRECTORS.

Independent Directors of the Company held their Separate meeting under Regulation 25(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Schedule IV of Companies Act, 2013 on Thursday, February 05, 2026 at the Registered Office of the Company.

33. CONTROL SYSTEMS AND THEIR ADEQUACY: -

According to Section 134(5) (e) of the Companies Act, 2013, the term Internal Financial Control (IFC) means the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to the companys policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and timely preparation of reliable financial information. The company has a well-placed, proper and adequate Internal Financial Control System which ensures that all the assets are safeguarded and protected and that the transactions are authorized recorded and reported correctly.

The compliance relating to Internal Financial controls have been duly certified by the statutory auditors.

34. CORPORATE SOCIAL RESPONSIBILITY (CSR): -

Corporate Social Responsibility (CSR) is a significant and foremost attitude of responsibility towards society. The Company believes in actively contributing to the social, economic and environmental development of the community in which it operates, ensuring participation from the community and thereby create value for the nature and its inhabitants through sustainable means.

While the Company does not meet the criteria set out for constitution of CSR Committee and contribution based on the statutory norms required under section 135 of the Act as on 31st March 2026, the Company has always been committed to building a sustainable ecosystem and is placing concerted efforts to operate in ways that enhance society and the environment.

35. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO: -

A. Conservation of energy :

Though energy does not form a significant portion of the cost of the company yet wherever possible and feasible, continuous efforts are being put for conservation of energy and minimize power cost.

B. Technology absorption:

The company does not have a separate in-house research and development center and is relying on the outside agencies for technology absorption, adoption and innovation.

C. Foreign exchange earnings and Outgo:

During the year, there were no foreign currency earnings or outgo.

36. DECLARATION BY AN INDEPENDENT DIRECTOR(S) AND RE- APPOINTMENT, IF ANY: -

The Company has duly complied with the definition of Independence in according to the provisions of Section 149(6) of the Companies Act, 2013 read with Schedule IV- Code of Independent Directors to the Companies Act, 2013 and Regulation 16 (1) (b) and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (as amended). All the Independent Director/s, have submitted a declaration that he/she meets the criteria of independence and submit the declaration regarding the status of holding other directorships and memberships as provided under law. The Independent Directors have also confirmed that they have complied with the Companys code of conduct for Board and Senior Management as per Regulation 26(3) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015. The Independent Directors affirmed that none of them were aware of any circumstance or situation which could impair their ability to discharge their duties in an independent manner.

Opinion of the Board with regard to integrity, expertise and experience of the independent directors appointed during the year.

The Directors are satisfied with the performance of all the independent directors appointed during the year and are of the opinion that all the independent directors are persons of integrity and possess relevant experience and expertise.

37. BOARD EVALUATION: -

Pursuant to the provisions of the Companies Act, 2013 and applicable SEBI (Listing Obligations and Disclosure Requirements) Regulations, the Board of Directors has carried out an annual evaluation of its own performance, the performance of its committees, and of individual Directors. The evaluation process was conducted through a structured questionnaire covering various aspects such as board composition, diversity, strategy, risk management, and the effectiveness of meetings. Feedback was also sought from the Directors for the improvement of the overall functioning of the Board. The outcome of the evaluation reflected the overall engagement and effectiveness of the Board and its Committees in discharging their responsibilities

38. COMMITTEES OF THE BOARD AND OTHER COMMITTEES: -

Currently, the Board has following committees: -

Audit Committee;

Nomination & Remuneration Committee Stakeholders Relationship Committee

Audit Committees:

As per the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Committee reviews the adequacy and effectiveness of internal audit function and control systems, and such other items as may be prescribed by applicable laws or by the Board from time to time. As on date the Audit Committee comprises of:

S. No. Name	Designation in the Committee	Nature of Directorship
1. Mr. Bhavesh Dholiya	Chairman	Non-Executive Independent Director
2. Mr. Bharat Patel	Member	Executive Director
3. Ms. Aruna Kachchhi	Member	Non-Executive Independent Director

During the Year under review the meeting of Audit Committee was held on May 08, 2025, July 30, 2025, September 03, 2025 , November 11, 2025 and January 30, 2026 March 21, 2026 .

All the members of Audit Committee were present in the Committee

During the year, all recommendations of the audit committee were approved by the Board of Directors.

Reconstitution of the Audit Committee

Consequent to the changes in the composition of the Board of Directors during the financial year, The Board of Directors, at its meeting held on March 21, 2026 , approved the reconstitution of the Audit Committee to align its composition with evolving strategic priorities and ensure optimal regulatory compliance.

All the existing members stepped down from the Committee due to their resignation. The Board places on record its deep appreciation for her valuable guidance during her tenure.

The details of the reconstitutions are as follows:

S. No Name of Committee Member	Designation	Category
1 Mr. Sushil Aggarwal	Chairman	Independent Director (Non- Executive)
2 Mr. Maneesh Gupta	Member	Independent Director (Non- Executive)
3 Mr. Vikkas Bansal	Member	Executive Director

Nomination & Remuneration Committee:

As per the provisions of Section 178 of the Companies Act, 2013 (the Act) and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Nomination and Remuneration Committee has been constituted by the Board of Directors of the Company.

It shall review, acts on and reports to the Board with respect to various governance, nomination, compensation and performance evaluation matters. The Committee works with full autonomy and is free of any managerial interference. As on date the Nomination and Remuneration Committee comprises of:

The details of the composition of the Committee are set out in the following table

S. No. Name	Designation in the Committee	Nature of Directorship
1. Mr. Bhavesh Dholiya	Chairperson	Non-Executive Independent Director
2. Mr. Amit Patel	Member	Non-Executive Director
3. Ms. Arunaben Kachchhi	Member	Non-Executive Independent Director

During the Financial Year under review 04 (Four) meeting of the Nomination and Remuneration Committee held on May 08, 2025, July 30, 2025, September 03, 2025 and March 21, 2026 . All the members of the Committee, attended the meeting.

Reconstitution of the Nomination & Remuneration Committee

Consequent to the changes in the composition of the Board of Directors during the financial year, The Board of Directors, at its meeting held on March 21, 2026 , approved the reconstitution of the Nomination & Remuneration Committee

All the existing members stepped down from the Committee due to their resignation. The Board places on record its deep appreciation for her valuable guidance during her tenure.

The details of the reconstitutions are as follows:

S. No. Name of the Members	Designation in the Committee	Nature of Directorship
1 Mr. Sushil Aggarwal	Member	Independent Director (Non- Executive)
2 Mr. Maneesh Gupta	Member	Independent Director (Non- Executive)
3 Ms. Sathi Kundu	Member	Woman Independent Director (Non-Executive)

The Stakeholder Relationship Committee:

As per the provisions of Section 178 of the Companies Act, 2013 (the Act) and Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Stakeholder Relationship Committee has been constituted.

This Committee is responsible for redressing the grievances of shareholders, investors or other security holders including complaints related to transfer or transmission of shares, non-receipt of dividends, annual reports and such other grievances as may be raised by the security holders from time to time. As on date the Stakeholder Relationship Committee comprises of:

S. No. Name of the Members	Designation in the Committee	Nature of Directorship
1. Mr. Bhavesh Dholiya	Chairperson	Non-Executive Independent Director
2. Mr. Bharat Patel	Member	Executive Director
3. Ms. Arunaben Kachchhi	Member	Non-Executive Independent Director

During the Financial Year under review 04 (Four) meeting of the Stakeholders Relationship Committee held on May 08, 2025, July 30, 2025, November 11, 2025 and January 30, 2026 . All the members of the Committee, attended the meeting

Reconstitution of the Stakeholder Relationship Ccommittee

Consequent to the changes in the composition of the Board of Directors during the financial year, The Board of Directors, at its meeting held on March 21, 2026 , approved the reconstitution of the Stakeholder Relationship Committee

All the existing members stepped down from the Committee due to their resignation. The Board places on record its deep appreciation for her valuable guidance during her tenure.

The details of the reconstitutions are as follows:

S. No. Name of the Members	Designation in the Committee	Nature of Directorship
1 Ms. Sathi Kundu	Chairperson	Woman Independent Director
2 Mr. Maneesh Gupta	Member	Independent Director (Non-Executive)
3 Mr. Tarun Jain	Member	Executive Director

39. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND OTHER DETAILS: -

The Nomination & Remuneration Committee of Directors have approved a Policy for Selection, Appointment, Remuneration and determine Directors Independence of Directors which inter-alia requires that composition of remuneration is reasonable and sufficient to attract, retain and motivate Directors, KMP and senior management employees and the Directors appointed shall be of high integrity with relevant expertise and experience so as to have diverse Board and the Policy also lays down the positive attributes/criteria while recommending the candidature for the appointment as Director.

40. COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has extended all statutory benefits to eligible women employees during the year.

41. DOWNSTREAM INVESTMENT

During the financial year under review, the Company has not made any downstream investment as defined under the Foreign Exchange Management Rules, 2019 (FEMA) Accordingly, the provisions relating to downstream investment and associated compliance requirements are not applicable to the Company for the reporting period.

42. REPORTING OF FRAUD: -

During the Financial Year 2025-2026, the Auditors have not reported any matter under Section 143(12) of the Companies Act, 2013, therefore no detail is required to be disclosed under Section 134(3) of the Companies Act, 2013.

43. DIRECTORS RESPONSIBILITY STATEMENT: -

Pursuant to the requirement under Section 134 (5) of the Companies Act, 2013, with respect to Directors Responsibilities Statement, it is hereby confirmed:

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 had 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 had 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 had prepared the annual accounts on a going concern basis; and

e. 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

44. AUDITORS & AUDITORS REPORT: -

Statutory Auditors

M/s Lakhankiya & Dosi LLP., Chartered Accountants (FRN: 154114W/W100873) were appointed as the Statutory Auditor of the Company w.e.f. from September 30, 2025 for a period of five years from Financial Year 2025-2026 to Financial Year 2029-2030.

Cost Auditor

Maintenance of cost records and the requirement of Cost Audit as prescribed under the provisions of Section 148(1) of the Act, are not applicable for the business activities carried out by the Company.

The Statutory Auditors have given unmodified opinion on the audited financial statements of the company for financial year ended March 31, 2026, which forms a part of the Annual Report. The Statutory Auditors of the Company have not reported any fraud in terms of the second proviso to section 143(12) of the Companies Act, 2013

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act 2013 read with corresponding rules made thereunder, as amended from time to time, M/s Jain Sonesh & Associates Practicing Company Secretaries, were appointed as Secretarial Auditors to Conduct Secretarial Audit for the financial year ended March 31, 2026.

The Secretarial Audit Report as submitted by Secretarial Auditor in Form MR-3 is annexed to this report as Annexure-IV.

There are no observations including any qualification, reservation, adverse remarks, or disclaimer in the Secretarial Audit Report that call for any explanation from the Directors.

Internal Auditor

During financial year 2025-2026 the Company has appointed M/s KSN & Company to conduct Internal Audit for Financial Year 2025-2026.

45. SECRETARIAL STANDARDS: -

Pursuant to the provisions of Section 118 of the Companies Act, 2013, the Company has complied with the applicable provisions of the Secretarial Standards issued by the Institute of Company Secretaries of India and notified by Ministry of Corporate Affairs.

46. ANNUAL RETURN: -

Pursuant to the provisions of Section 92(3) and Section 134(3)(a) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return is available on Companys Website at www.classicfilamentsltd.com .

47. FAMILIARISATION PROGRAM FOR INDEPENDENT DIRECTORS: -

The Company familiarizes its Independent Directors on their appointment as such on the Board with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, etc. through familiarization programme. The Company also conducts orientation programme upon induction of new Directors, as well as other initiatives to update the Directors on a continuing basis. The familiarization programme for Independent Directors is disclosed on the Companys website at www.classicfilamentsltd.com .

48. CODE OF CONDUCT: -

Commitment to ethical professional conduct is a must for every employee, including Board Members and Senior Management Personnel of the Company. The Code is intended to serve as a basis for ethical decision-making in conduct of professional work. The Code of Conduct enjoins that each individual in the organization must know and respect existing laws, accept and provide appropriate professional views, and be upright in his conduct and observe corporate discipline. The duties of Directors including duties as an Independent Director as laid down in the Companies Act, 2013 also forms part of the Code of Conduct.

All Board Members and Senior Management Personnel affirm compliance with the Code of Conduct annually.

49. PREVENTION OF INSIDER TRADING

In compliance with the provisions of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended, the Company has formulated and adopted the Code of Conduct for prohibition of Insider Trading. The object of the Insider Trading Code is to set framework, rules and procedures which all concerned should follow, both in letter and spirit, while trading in the securities of the Company. The Insider Trading Code is available at: https://classicfilamentsltd.com/ .

50. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

During the FY 2025-2026, no proceeding has been initiated under Insolvency and Bankruptcy Code for default in payment of debt. Further, the Company has also not initiated any proceedings against the defaulting entities.

51. DETAILS OF DIFFERENCE BETWEEN THE AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANK OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

During the period under review, there has been no one time settlement accordingly no valuation was done for this purpose.

52. ACKNOWLEDGEMENTS

The Directors wish to convey their appreciation to all of the Companys employees for their contribution towards the Companys performance. The Directors would also like to thank the shareholders, employee unions, customers, dealers, suppliers, bankers, governments and all other business associates for their continuous support to the Company and their confidence in its management.

Date: 05.09.2026		For & on behalf of the Board
Place: Surat		Classic Filaments Limited
	Sd/-	Sd/-
	Vikkas Bansal	Tarun Jain
	Managing Director	Director
	DIN: 00441630	DIN: 09199801