To the Members of the Company,
Your Board of Directors present the 19 th (Nineteenth) Annual Report of Comfort Commotrade Limited ("the Company"), together with the Audited Financial Statements (Standalone and Consolidated) for the financial year ("FY") ended March 31, 2026.
Financial Highlights
The summary of Audited Financial Performance of the Company for the financial year ended March 31, 2026 is summarized as under:
(? in Lakhs, except EPS)
| PARTICULARS | STANDALONE | CONSOLIDATED | ||
| 2025-2026 | 2024-2025 | 2025-2026 | 2024-2025 | |
| Revenue from Operations | (1,457.97) | 1,009.04 | (1334.92) | 1183.82 |
| Other Income | 87.28 | 36.34 | 158.08 | 36.50 |
| Total Income | (1,370.69) | 1,045.38 | (1176.84) | 1,220.32 |
| Less: Total Expenditure | 305.68 | 410.42 | 456.34 | 616.08 |
| Profit before Tax | (1,676.38) | 634.96 | (1633.18) | 604.24 |
| Less: Current Tax Expenses | 6.74 | 213.67 | 6.74 | 213.67 |
| Less: Deferred Tax | (434.28) | (44.38) | (434.28) | (44.38) |
| Less: Tax of earlier years | 14.50 | 4.71 | 14.50 | 4.71 |
| Profit after Tax | (1,263.33) | 460.96 | (1220.13) | 430.24 |
| Other Comprehensive Income | 0.38 | (3.06) | 0.38 | (3.06) |
| Total Comprehensive Income | (1,262.94) | 457.89 | 1219.75 | 427.18 |
| Earnings Per Share (EPS) (Basic & Diluted) | (12.61) | 4.60 | (12.18) | 4.29 |
Note: The above figures are prepared in accordance with the Indian Accounting Standards ("Ind AS").
Financial Performance and State of Companys Affairs
Your Company is engaged in the business of commodity broking and is a Trading-cum-Clearing Member of the Multi Commodity Exchange of India Limited (MCX). The Company facilitates trading in various commodities, including bullion, energy products, base metals, agricultural commodities, spices, oil and oil seeds and other commodity derivatives.
During the financial year under review, the Company continued to focus on its core business operations and operational efficiency. On a standalone basis, the Company reported revenue from operations of Rs. (1,457.97) lakh as against Rs. 1,009.04 lakh in the previous financial year and incurred a Loss after Tax of Rs. (1,263.33) lakh, as compared to a Profit after Tax of Rs. 460.96 lakh in the previous year.
On a consolidated basis, revenue from operations stood at Rs. (1,334.92) lakh as against Rs. 1,183.82 lakh in the previous year, while the Company reported a Loss after Tax of Rs. (1,220.13) lakh, as compared to a Profit after Tax of Rs. 430.24 lakh in the previous year.
The financial performance during the year was affected by challenging market conditions, global economic uncertainties, geopolitical tensions and volatility in commodity markets. The results were also impacted by changes in the fair value of financial instruments arising from market movements. Such fair value changes are largely dependent on prevailing market conditions and may not fully reflect the underlying performance of the Companys core business. The Company continues to focus on strengthening its core operations, improving operational efficiency and managing risks prudently.
A detailed analysis of the Companys operational and financial performance forms part of the Management Discussion and Analysis Report ("MDA"), which is included in this Annual Report.
Dividend
In view to conserving resources to strengthen its financial position, your Directors do not recommend the payment of any dividend for the financial year 2025-26.
Share Capital
During the year under review, there has been no change in share capital of the Company.
The issued, subscribed and paid-up equity share capital of the Company as on March 31, 2026 was Rs. 1,00,2,00,000/- (Rupees Ten Crore Two Lakh Only) divided into 1,00,20,000 equity shares of Rs. 10/- each. Further, there was no public issue, rights issue, bonus issue or preferential issue, etc., during the financial year.
Furthermore, the Company has not issued shares with differential voting rights or sweat equity shares, nor has it granted any stock options during the financial year.
Transfer to Reserves
In the year under review, the Board of Directors has decided to plough back the entire amount of profit in the business of the Company. Accordingly, the Company has not transferred any amount to the General Reserves. The closing balance of the total retained earnings of the Company for financial year 2025-26, after all appropriations and adjustments, amounted to Rs. 2,487.49 lakhs.
Listing with the Stock Exchange
Your Companys equity shares are listed on the BSE Limited. Accordingly, the annual listing fees for the financial year 2026-27 have been paid to the stock exchange.
Details of Subsidiaries, Associates and Joint Ventures
The Company has one Wholly Owned Subsidiary ("WOS") Company, namely Anjali Tradelink FZE, and has no other associate companies or joint ventures within the meaning of Section 2(87) or 2(6) of the Act as on March 31,2026.
During the year, there have been no material changes of the business of the WOS Company and no Company became or ceased to be a subsidiary company, associate company or joint venture of the Company.
Further, the report on the performance, financial position and overall contribution to the Companys profitability of the WOS Company and salient features of the financial statements in the prescribed Form AOC-1 is marked and annexed as "Annexure I" to this Report.
Deposits
Your Company has not accepted any deposits within the meaning of Section 73 and 74 of the Act, read with the Companies (Acceptance of Deposits) Rules, 2014 and as such no amount on account of principal or interest on deposit was outstanding as on the date of the Balance Sheet.
Material Changes affecting the Company
No material changes and commitments were affecting the financial position of the Company between end of the financial year and the date of this Report. It is hereby confirmed that there has been no other change in the nature of business of the Company.
Particulars of Loans, Guarantees and Investments
The particulars of loans made, guarantee given or security provided in the ordinary course of business under the provisions of Section 186 of the Act have been disclosed in the notes to financial statements in this Annual Report.
Board of Directors and Key Managerial Personnel
The Board of Directors, the highest governing body appointed by the shareholders, provides strategic direction, oversees governance, ensures regulatory compliance, manages key risks, and safeguards stakeholder interests.
Comprising professionals with diverse expertise, the Board focuses on the Companys long-term sustainable growth, while the day-to-day operations are managed by the senior management team.
The composition of the Board is in compliance with the provisions of Section 149 of the Companies Act, 2013 ("the Act") read with Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations").
As on March 31, 2026, the Board of Directors comprised of Five (5) Directors, consisting of two (2) Non-Executive Independent Directors, two (2) Non-Executive Non-Independent Directors, including one (1) Woman Director who also serves as the Chairperson of the Company, and one (1) Executive Director who is also the Chief Financial Officer of the Company.
The composition of the Board as on March 31, 2026, is set out below:
| Sr. No. | Name of the Directors | DIN | Category |
| 1 | Mrs. Apeksha Kadam | 08878724 | Chairperson, Non-Executive Non-Independent Woman Director |
| 2 | Mr. Ankit Tibrewala | 10940257 | Non-Executive Independent Director |
| 3 | Mr. Milin Ramani | 07697636 | Non-Executive Independent Director |
| 4 | Mr. Ankur Agrawal | 06408167 | Non-Executive Non-Independent Director |
| 5 | Mr. Rajeev Pathak | 08497094 | Whole Time Director & Chief Financial Officer |
Changes in Directors
1. Cessation/ Resignation:
Mr. Devendra Lal Thakur resigned from the Board as a Non-Executive Independent Director of the company with effect from October 28, 2025, before the completion of his tenure. His resignation was tendered on account of pre-occupation and other personal commitments. Mr. Thakur has also confirmed that there were no material reasons for his resignation as disclosed in his resignation letter.
2. Appointment/Re-appointment:
During the year under review, the shareholders approved the appointment of Mr. Ankit Tibrewala (DIN: 10940257) as Non-Executive Independent Director of the Company for a term of five (5) consecutive years, with effect from October 28, 2025.
The Company has received the requisite declarations from the aforesaid Director confirming that they meet the criteria of independence as prescribed under the Act and the SEBI Listing Regulations.
3. Director liable to retire by rotation:
Pursuant to the provisions of Section 152(6) of the Act, Mr. Rajeev Kumar Pathak, Whole Time Director & Chief Financial Officer, retires by rotation at the ensuing 19 th Annual General Meeting ("AGM") and, being eligible, offers himself for re-appointment. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors, after due consideration, has recommended the re-appointment of Mr. Rajeev Kumar Pathak as a Director liable to retire by rotation, subject to the approval of the Members at the ensuing 19 th AGM of the Company.
Resolution for the said re-appointment and brief profile of Mr. Rajeev Kumar Pathak as required under Regulation 36 (3) of the SEBI Listing Regulations read with SS-2 on General Meetings are provided separately in the notice of the ensuing AGM which forms part of this Annual Report.
Succession Plan
In order to ensure orderly succession of the Board of Directors and Senior Management and pursuant to the requirements of Regulation 17(4) of the SEBI Listing Regulations, Board has adopted a policy on succession planning for the Board and Senior Management. The policy is available on the website of the Company at www.comfortcommotrade.com . The detailed policy aspects are also mentioned in the Corporate Governance Report forming part of this Annual Report.
Declaration by Independent Directors
The Company has received the necessary declarations from all the Independent Directors that they meet the criteria of Independence laid down in Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI Listing Regulations. The Independent Directors have confirmed that they are not aware of any circumstances or situation, which exists or 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 further confirmed that they have registered themselves with the Independent Directors Databank maintained by the Indian Institute of Corporate Affairs. The Independent Directors who are required to undergo the test have also successfully qualified the online proficiency self-assessment test.
In the opinion of the Board, the Independent Directors possess the requisite integrity, expertise, experience and proficiency required to effectively discharge their duties and responsibilities as Independent Directors of the Company. The terms and conditions of appointment of Independent Directors are available on the website of the Company at www.comfortcommotrade.com/investor-relations.
Familiarization program for Independent Director
Pursuant to Regulation 25(7) of the SEBI Listing Regulations, the Company has put in place a system to familiarize its Independent Directors. The Company has adopted a structured programme for orientation of all Directors including the Independent Directors so as to familiarize them with the Company its operations, business, industry, environment in which it functions, Indian and global macro-economic front and the regulatory regime applicable to it. The Management updates the Board Members on a continuing basis of any significant changes therein and provides them an insight to their expected roles and responsibilities so as to be in a position to take well-informed and timely decisions and contribute significantly to the Company.
The details of the familiarization program on a cumulative basis are available on the Companys website at www.comfortcommotrade.com/investor-relations .
Non-Disqualification of Directors
None of the directors is disqualified for being appointed as the Director of the Company in terms of Section 164 of the Act read with Rule 14(1) of the Companies (Appointment and Qualifications of Directors) Rules, 2014. Further, the Company has received the necessary declarations from all the Directors as required under the Act and SEBI Listing Regulations.
A certificate on non-disqualification of directors is obtained by the Company from Secretarial Auditor and same is annexed to the Corporate Governance Report which forms part of this Annual Report.
Changes in Key Managerial Personnel
During the financial year under review, the following changes took place in the Key Managerial Personnel of the Company:
Mrs. Nidhi Rohit Grover resigned from the office of Company Secretary and Compliance Officer with effect from June 29, 2025.
Ms. Sakshi M. Shah was appointed as the Company Secretary and Compliance Officer of the Company with effect from June 30, 2025.
As on March 31, 2026, the following were the Key Managerial Personnel of the Company pursuant to the provisions of Sections 2(51) and 203 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:
| Sr. No. Name of the KMP | Designation |
| 1 Mr. Rajeev Pathak | Whole-Time Director & Chief Financial Officer |
| 2 Ms. Sakshi M. Shah | Company Secretary & Compliance Officer |
Perfomance Evaluation
During the year under review, pursuant to the provisions of Act and SEBI Listing Regulations, the Annual Performance Evaluation of the Board, its Committees, Chairman and individual Directors was carried out through circulation of questionnaires. The evaluation framework covers key aspects such as composition, effectiveness, governance practices and contribution of Directors, and is periodically reviewed to align with regulatory expectations and evolving best practices.
The performance of the Board as a whole was assessed on parameters such as Board Composition & Quality, Board Meetings and Procedures, Board and Management Relations, and Stakeholder Value and Responsibility. The evaluation of Individual Directors was based on their Knowledge, Diligence & Participation, Leadership, and Personal Attributes, among other criteria. The Committees were evaluated on their Functions and Duties, Management Relations, and Meeting Procedures. The evaluation of the Chairman, in addition to the general criteria applicable to all Directors, included Participation at Board/Committee Meetings, Managing Relationships, Knowledge and Skill, Personal Attributes, Independence, and Leadership.
Corporate Governance
Your Company is committed to maintain the highest standards of corporate governance and adherence to the corporate governance requirements set out by the SEBI Listing Regulations and the Act. The Company strives to achieve fairness for all stakeholders and to enhance long-term value to Shareholders. Pursuant to Regulation 34(3) read with Schedule V(e) of the SEBI Listing Regulations, a separate section on Corporate Governance practices followed by the Company, together with a certificate from Practicing Company Secretary confirming compliance, forms part of this Annual Report.
Board And Committee Meetings
During the financial year 2025-26, Five (5) Board Meetings and Eleven (11) Committee Meetings were held. The Board has established the following three mandatory Committees in compliance with the requirements of the relevant provisions of:
a) Audit Committee;
b) Nomination and Remuneration Committee;
c) Stakeholders Relationship Committee;
Further, subsequent to the close of the financial year, the board constituted the Those Charged with Corporate Governance (TCWG) committee pursuant to the applicable National Financial Reporting Authority (NFRA) circular. The composition, terms of reference, and other relevant details of the committee are set out in the corporate governance report forming part of this annual report. The details of the board and its committees along with their composition, meetings held during the year are given under corporate governance report forming part of this Annual Report.
Auditors
A. Statutory Auditor
Pursuant to the provisions of Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014, as amended, the Members of the Company at the 15 th AGM held on September 29, 2022 had approved the appointment of M/s. Ankush Gupta & Associates, Chartered Accountants, (FRN: 149227W), as the Statutory Auditor of the Company for a period of 5 consecutive years to hold office from the conclusion of the 15 th AGM till the conclusion of the 20 th AGM to be held in 2027.
M/s. Ankush Gupta & Associates, Chartered Accountants has audited the books of accounts of the Company for the financial year ended March 31, 2026 and have issued the Auditors Report thereon. The report provided by of the Statutory Auditor along with the notes is enclosed with the Financial Statements.
The Statutory Auditor has issued an unmodified opinion on the financial statements for the financial year ended March 31, 2026. Further, the detailed opinions of the auditor are forming part of the financial statements for the year ended March 31, 2026. Further, the Auditor of the Company has not reported any fraud as specified under Section 143(12) of the Act.
B. Secretarial Auditor
Pursuant to the provisions of Section 204 of the Act, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the members of the Company in the 18 th Annual General Meeting held on September 12, 2025, have appointed M/s. Mitesh J. Shah & Associates, Practicing Company Secretaries (Membership No.: F10070; Certificate of Practice No.: 12891), as the Secretarial Auditor of the Company to hold office for the term of five consecutive years with effect from April 1, 2025 to March 31, 2030.
The Secretarial Audit Report in the Form MR-3 for the financial year 2025-26 is annexed as "Annexure II" to this Report and is self-explanatory. There has been no qualification, reservation or adverse remark or disclaimer given by the Secretarial Auditor in its Report for the year under review.
Further, the Secretarial Auditor of the Company has not reported any fraud as specified under Section 143(12) of the Companies Act, 2013.
C. Internal Auditor
The Internal Auditor is responsible for independently reviewing the Companys internal controls, risk management and governance processes and providing recommendations for improving operational efficiency and compliance with applicable policies and regulatory requirements.
Pursuant to the provisions of Section 138 of the Act, read with the Companies (Accounts) Rules, 2014, the Company had appointed M/s. ASHP & Co., Practicing Chartered Accountants, Mumbai, as the Internal Auditor for the financial year 2025-26. The Internal Auditor carried out the internal audit of the Company during the year and submitted its reports, which were reviewed by the Audit Committee from time to time.
Further, post the financial year 2025-26, the Board of Directors, at its meeting held on August 13, 2026, appointed M/s. Pravin Chandak & Associates, Practicing Chartered Accountants, as the Internal Auditor of the Company for the financial year 2026-27. The Company has received the requisite consent from the firm for its appointment as the Internal Auditor of the Company.
D. Cost Auditor
Provisions of Section 148(1) of the Act read with Rule 3 of the Companies (Cost Records and Audit) Rules, 2014 requiring maintenance and audit of cost records and appointment of cost auditor is not applicable to your Company.
Corporate Policies
The Company is committed to upholding the highest ethical standards in all its business dealings. In compliance with the requirements of the SEBI Listing Regulations where it has adopted various policies applicable to listed entities. These policies are available on the Companys website at www.comfortcommotrade.com/investor- relations .
The Board periodically reviews and updates these policies to ensure alignment with regulatory changes and evolving compliance requirements.
The Key Policies are as follows:
A. Nomination and Remuneration Policy
In accordance with the provisions of section 134 (3)(e) of the Act read with the provisions of Section 178(3) and 178(4) and Regulation 19 of the SEBI Listing Regulations your Company has adopted the policy on appointment of Directors and Senior Management and succession planning for orderly succession to the Board and the Senior Management, which interalia includes the criteria for determining qualifications, positive attributes and independence of Directors.
Your company has also adopted the policy on remuneration of Directors, Key Managerial Personnel and Employees. The said policy is available at the website of the Company at www.comfortcommotrade.com/ investor-relations .
B. Risk Management Policy
The Company has implemented a Risk Management Policy in accordance with Section 134 of the Companies Act and Regulation 21 of the SEBI Listing Regulations. This policy outlines a structured framework of accountability and oversight, assigning responsibility for managing specific significant risks to designated managers across the organization. The Audit Committee plays a key role in assessing the effectiveness of the risk management systems.
The risk management policy of the Company is placed on the website at: www.comfortcommotrade.com/ investor-relations .
C. Whistle Blower Policy / Vigil Mechanism
A Whistleblower Policy, also known as a Vigil Mechanism, ensures a confidential platform for employees and stakeholders to report concerns about unethical behavior, misconduct, or illegal activities within the organization.
Pursuant to Section 177(9) of Companies Act, 2013 and Regulation 22 of the SEBI Listing Regulations, the Company has established a Whistle Blower Policy - Vigil Mechanism to provide a secure platform for reporting unethical practices, fraud, misconduct, or violations of the Companys policies and applicable laws. The Audit Committee oversees the implementation of the mechanism, and employees have direct access to the Chairperson of the Audit Committee. The said policy is available at the website of the Company at www. comfortcommotrade.com/investor-relations .
During the financial year 2025-26, no cases under the mechanism were reported and no personnel of the company have been denied access to the Chairperson of the Audit Committee.
D. Corporate Social Responsibility
The provisions of Section 135 of the Companies Act, 2013, relating to Corporate Social Responsibility ("CSR"), were not applicable to the Company during the financial year 2025-26. Accordingly, the Company was not required to constitute a Corporate Social Responsibility Committee or formulate a CSR Policy, and no CSR expenditure was required to be incurred during the year under review.
Conservation of Energy and Technology Absorption
The particulars relating to conservation of energy and technology absorption as required under Section 134(3) (m) of the Act, read with Rule 8(3) of the Companies (Accounts) Rules, 2014, are not applicable to the Company, as its operations are not energy intensive and the Company is not engaged in any manufacturing or industrial activities.
Foreign Exchange Earnings and Outgo
Details of foreign exchange earnings and outgo required under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are as under:
Total Foreign Exchange used and earned by the Company is as follows:
| Particulars | FY 2025-2026 |
| Foreign Exchange Used | Nil |
| Foreign Exchange Earned | Nil |
Annual Return
Pursuant to Sections 134(3)(a) and 92(3) of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, as amended, the Annual Return of the Company is available on the Companys website at www.comfortcommotrade.com/investor-relations .
Compliance with Secretarial Standards of The Institute of Company Secretaries of India
The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India ("ICSI") and approved by the Central Government under Section 118(10) of the Companies Act, 2013. During the financial year under review, the Company has adhered to the requirements of Secretarial Standard-1 (SS-1) on Meetings of the Board of Directors and Secretarial Standard-2 (SS-2) on General Meetings, to the extent applicable.
Code of Conduct for Prevention of Insider Trading
The Company has adopted the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information and Code of Conduct for Prevention of Insider Trading in compliance with SEBI (Prohibition of Insider Trading) Regulations, 2015 ("Insider Trading Regulations").
Pursuant to the above, the Company has put in place an adequate and effective system of internal controls to ensure compliance with the requirements of Insider Trading Regulations.
Both the Codes are available on the website of the Company at www.comfortcommotrade.com/investor- relations .
Compliance with Code of Conduct
Pursuant to the requirements of the SEBI Listing Regulations, the Company has adopted a Code of Conduct applicable to all members of the Board of Directors and Senior Management Personnel. The Code of Conduct is available on the Companys website at www.comfortcommotrade.com/investor-relations .
The Company has received annual affirmations from all the Directors and Senior Management Personnel confirming compliance with the provisions of the Code of Conduct for the financial year ended March 31, 2026.
A declaration signed by Mr. Rajeev Kumar Pathak, Whole Time Director of the Company stating that the members of board of directors and Senior Management Personnel have affirmed compliance with the Code of Conduct of board of directors and Senior Management Personnel is annexed to the Corporate Governance Report which forms part of this Annual Report.
Related Party Transactions
During the financial year under review, all Related Party Transactions entered into by the Company were in the ordinary course of business and on an arms length basis. Prior omnibus approval of the Audit Committee is obtained for repetitive Related Party Transactions, and all such transactions are placed before the Audit Committee on a quarterly basis for its review.
The Company did not enter into any Material Related Party Transaction or any transaction in financial year 20252026 requiring disclosure in Form AOC-2 pursuant to Section 188(1) of the Companies Act, 2013. Accordingly, Form AOC-2 does not form part of this Annual Report.
Details of Related Party Transactions are disclosed in the Notes to the Financial Statements forming part of this Annual Report.
The Company has adopted a Policy on Related Party Transactions, approved by the Audit Committee and the Board of Directors, which provides a framework for the identification, approval, review and disclosure of Related Party Transactions in accordance with the Act and the SEBI Listing Regulations. The said Policy is available on www.comfortcommotrade.com/investor-relations .
Pursuant to Regulation 23(9) of the SEBI Listing Regulations, the Company has submitted the half-yearly disclosures of Related Party Transactions to the Stock Exchange within the prescribed timelines.
Significant and Material orders passed by the Regulators or Courts
During the financial year 2025-26, there were no significant or material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and operations of the Company in the future.
Directors Responsibility Statement
Pursuant to the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013 with respect to Directors Responsibility Statement, the Directors of the Company hereby confirm that:
i. In the preparation of the annual accounts for the year ended March 31, 2026, the applicable accounting standards have been followed and there are no material departures;
ii. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were 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 the profits of the Company for the financial year under review;
iii. 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;
iv. The Directors have prepared the annual accounts on a going concern basis;
v. The Directors had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively;
vi. The Directors had devised proper system to ensure compliance with the provisions of all applicable laws and that such system is adequate and operating effectively.
Disclosure as per the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
The Company is committed to maintain a safe, respectful and inclusive workplace and has adopted a zero- tolerance approach towards sexual harassment. In compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act"), the Company has adopted a Policy on Prevention of Sexual Harassment at Workplace and constituted an Internal Committee to address complaints and ensure effective implementation of the Policy.
The details of complaints received and disposed off during the financial year ended March 31, 2026 are set out below:
| Particulars | Financial Year |
| 2025-2026 | |
| Complaints received | Nil |
| Complaints disposed off | Nil |
| Complaints pending as on March 31, 2026 | Nil |
| Cases pending for more than 90 days | Nil |
Management Discussion and Analysis Report
Management Discussion and Analysis Report as stipulated under the Regulation 34(2)(e) of the SEBI Listing Regulations and the same is presented in a separate section forming part of this Annual Report.
It provides details about the overall industry structure, global and domestic economic scenarios, developments in business operations / performance of the Companys various businesses, internal controls and their adequacy, risk management systems, human resources and other material developments during the financial year 202526.
Remuneration to Directors, Particulars of Employees and Human Resources
Your Company had 15 employees as on March 31, 2026. The statement containing particulars of employees as required under Section 197(12) of the Act, read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is not applicable to the Company as no employees were in receipt of remuneration above the limits specified in Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Further, the ratio of the remuneration of each Director to the median employees remuneration and other details in terms of Section 197(12) of the Act read along with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed herewith as "Annexure III" and forms part of this Report.
Internal Control Systems and their adequacy
The Board has established adequate internal financial controls, supported by appropriate policies and procedures, to ensure the orderly and efficient conduct of the Companys operations and the accuracy and reliability of its financial reporting.
Based on the evaluation of the existing control framework, the reports of the Internal Auditors, Statutory Auditors and Secretarial Auditor, and the reviews undertaken by the Management and the Audit Committee, the Board is of the opinion that the Companys internal financial controls with reference to the financial statements were adequate and operating effectively during the financial year under review. The Company continues to review and strengthen its internal control framework to ensure that it remains commensurate with the size, nature and complexity of its business.
Whole Time Director & Chief Financial Officer Certification
The Whole Time Director and Chief Financial Officer have certified to the Board about compliance by the Company in accordance with Regulation 17(8) read with Part B of Schedule II of the SEBI Listing Regulations for the financial year ended March 31, 2026 and the same forms part of this Annual Report.
Other Disclosure
?? There was no revision in the financial statements;
?? The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Section 54(1) (d) of the Act read with rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.
?? The Company has not issued any shares with differential rights and hence no information as per provisions of Section 43(a)(ii) of the Act, read with rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.
?? The Company has not granted employee stock options as per provisions of Section 62(1)(b) of the Act, read with Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014;
?? During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act, read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014
?? During the year under review, no funds were raised through preferential allotment or qualified institutional placement;
?? During the year under review, the Company has not made any application under Insolvency and Bankruptcy Code, 2016 and there is no proceeding pending under the said Code as at the end of the financial year;
?? During the year, the Company has not undergone any one-time settlement and therefore the disclosure in this regard is not applicable.
?? During the year, the Company has complied with the provisions relating to the Maternity Benefit Act 1961. Acknowledgements
Your Board of Directors wishes to place on record its sincere appreciation for the continued support and cooperation received from the Companys customers, shareholders, bankers, financial institutions, regulatory and government authorities, business partners and all other stakeholders.
The Board also acknowledges the dedication and commitment of the Companys employees, whose collective efforts continue to contribute to the Companys growth and resilience. The Board thanks the shareholders for their continued trust and confidence and looks forward to their ongoing support in the years ahead.
By Order of the Board of Directors of Comfort Commotrade Limited,
Sd/-
Apeksha Kadam Chairperson & Director DIN:08878724
Date: August 13, 2026 Place: Mumbai
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