To,
The Members of
M/s. COUNTRY CONDOS LIMITED
The Directors have pleasure in presenting the 39 th Annual Report of the Company together with the Audited Accounts for the year ended 31 st March, 2026.
1. FINANCIAL RESULTS:
( in Lakhs)
| Particulars | Year ended 31.03.2026 (12 Months) | Year ended 31.03.2025 (12 Months) |
| Revenue from Operations | 1748.35 | 1670.69 |
| Other Income | 1.06 | 10.27 |
| Total Revenue | 1749.41 | 1680.96 |
| Total Expenses | 1647.23 | 1574.18 |
| Profit / (Loss) before Depreciation, Finance Costs, Exceptional Items and Tax Expense | 102.18 | 106.78 |
| Less: Depreciation / Amortisation / Impairment | 14.60 | 16.04 |
| Profit / (Loss) before Finance Costs, Exceptional Items and Tax Expense | 87.58 | 90.74 |
| Less: Finance Costs | 0.14 | 7.27 |
| Profit / (Loss) before Exceptional Items and Tax Expense | 87.44 | 83.47 |
| Add/(Less): Exceptional Items | - | - |
| Profit / (Loss) before Tax Expense | 87.44 | 83.47 |
| Less: Tax Expense (Current & Deferred) | 28.03 | 23.72 |
| Profit / (Loss) for the Year | 59.41 | 59.75 |
| Balance brought forward | 1004.81 | 945.06 |
| Balance carried forward | 1064.22 | 1004.81 |
2. FINANCIAL PERFORMANCE OF THE COMPANY:
The Board would like to inform you that the development of the Companys real estate & construction activities Income has dipped slightly, even though the revenues has improved as compared to previous Financial Year whereby, your Company has achieved a Turnover of 1748.35 Lakhs as compared to 1670.69 Lakhs and has achieved a Profit of 59.41 Lakhs as compared to 59.75 Lakhs, a marginal dip compared to previous Financial Year.
During this year the Company had a Net Profit of 59.41 Lakhs. The Net Profits of 59.41 has been transferred to General Reserves to strengthen the Reserves of the Company. Currently the accumulated P&L Account Surplus is 1064.22 Lakhs.
The Board of Directors noted and took on record the report of the business review and analyzed the various options available and suitable in the present circumstances to the Company.
3. OUTLOOK FOR INDIAN ECONOMY & INDUSTRIAL STRUCTURE:
India has emerged as the fastest growing major economy in the world and is expected to be one of the top three economic powers in the world over the next 5 years, backed by its robust democracy and strong partnerships.
Indias economic fundamentals enter FY 2026-27 in a position of notable strength. The RBI projects Indias GDP growth for FY 2026-27 at 6.6%. Indias domestic growth is on an upward trajectory owing to multiple factors such as robust domestic demand, income tax and goods and services tax (GST) rationalization, front-loading of government capital expenditure (CAPEX), along with facilitative monetary and financial conditions and benign inflation. The IMF, in its April 2026 World Economic Outlook, has affirmed Indias status as the worlds fastest-growing major economy for the near future. However, risks remain due to uncertainties from the ongoing West Asia conflict, potential supply disruptions and global financial volatility.
Volatility in global crude oil prices remained a key macroeconomic factor influencing the Indian economy during the year. Elevated and fluctuating oil prices impacted import costs, inflation levels, transportation expenses, and overall input costs across industries, given Indias dependence on energy imports. Higher crude prices also exerted pressure on the trade deficit and currency movement, while affecting consumer spending and corporate profitability in energy intensive sectors. The weakening of the Indian Rupee during the year, while supporting export competitiveness and improved realizations for export-oriented sectors, also increased the cost of imports, particularly crude oil, raw materials, and capital goods, thereby exerting pressure on inflation and input costs. The RBI projects CPI (Consumer Price Index) inflation to average 5.1% for FY 2026-27. The currency movement contributed to volatility in financial markets and influenced interest rate expectations and corporate margins across sectors dependent on imported inputs. Despite these challenges, Indias strong domestic demand, resilient foreign exchange reserves, and continued policy support helped maintain overall macroeconomic stability.
Climate risks continued to pose challenges to economic activity during the year. Irregular rainfall patterns, heatwaves, floods, cyclones, and other extreme weather conditions impacted agricultural output, supply chains, logistics, and energy demand across regions. Such events also contributed to volatility in commodity prices and inflationary pressures, while increasing operational and infrastructure risks for businesses. The growing frequency and intensity of climate related disruptions underscore the importance of resilience planning, sustainable resource management, and adaptive business strategies to mitigate long-term environmental and economic risks.
The real estate sector is likely to continue on its journey of long term growth as we see a continuous rise in GDP per capita, larger disposable incomes, growing urbanization and most of all a larger focus of the world on us as the next big economy.
An increase in earning potential, a need for a better standard of living and the growing base of aspirational consumers and their lifestyle changes have led to substantial growth in the sector. With suited economic growth, the premium housing segment will also witness higher demand in the years to come.
Indias growth continues to be resilient despite some signs of moderation in growth, although significant challenges remain in the global environment, India was one of the fastest growing economies in the world.
The Indian Real Estate Sector has entered a phase of sustained structural growth, underpinned by robust macro fundamentals, a supportive policy environment, and an aspirational, urbanising population. The sector is valued at approximately US$ 650 billion in 2025 and is projected to reach US$ 1 trillion by 2030 and expand to US$ 5.8 trillion by 2047, with its contribution to GDP expected to grow from 7% to 15.5% by 2047.
The sectors deep linkages with over 200 allied industries - ranging from cement, steel, and logistics to consumer goods, ensure that real estate remains a critical employment generator and economic multiplier. Flagship government initiatives, including Smart Cities Mission, Housing for All, and RERA, continue to enhance transparency, strengthen investor confidence, and provide a stable regulatory foundation for long-term capital deployment across residential, commercial, and industrial real estate.
4. FUTURE PROPSECTS AND OUTLOOK OF THE COMPANY:
The Company witnessed an uptick in residential real estate demand compared to the year before. Your Company has been actively focusing on improving on-site facilities to create a safe working environment for workforce and reduce the impact of reverse migration. We believe that government reforms will lead to improved governance in the sector, increase transparency and bring about consolidation amongst real estate players. The Company remains positive about the long-term direction of the sector on back of higher consumer confidence and increasing affordability due to declining interest rates, stagnant real estate prices and rising disposable income. We believe that we are in a strong position to benefit from such expected shifts in the sector. With our good track record and excellent sales and marketing capabilities the Company in Southern India and operating currently also in Western India (Maharashtra and Rajasthan) is well poised for a high growth trajectory over the next few years.
Your Company will focus on opportunistic growth avenues in current environment to create a healthy project pipeline across its markets. Fast turnaround deals shall be a specific focus area for new deals in F.Y 2026-2027. When evaluating new projects, the Company will continue to seek superior long-term growth in shareholder value by maximizing returns through optimal financing and fiscal discipline. The Company shall also enhance agility across its processes to further reduce project launch turnaround times. These shall provide your company with the competitive edge in operational excellence and customer experience respectively.
A consolidation in the residential real estate sector is expected to continue, leading to an increase in the market share of branded organized players such as your Company. Given the pace of urbanization, low interest rates and rising per capita disposable incomes, Country Condos remains optimistic about the long-term sectorial direction. With a strong brand, South-India presence in Hyderabad, Chennai and Bengaluru and commencing from this FY 2026-27 in West-India presence at Kolad, Mumbai, Ratnagiri, Jaipur and Sikar demonstrated track record and robust marketing capabilities, your Company is poised for a better growth trajectory comparing to the current year.
Indian residential real estate sector has been witnessing a strong turn-around of the sectoral landscape post pandemic. Increased savings during lockdowns, minimal income disruptions in mid and high-income brackets, household wealth creation and robust economic growth have fuelled demand in the residential real estate market in India.
The Companys Net worth remained positive and improved steadily over the Five-year period, reaching 25.69 Cr in FY 2025-26. Total Assets also increased to 44.99 Cr in FY 2025-26, reflecting expansion in the Companys asset base.
The positive Net worth indicates Financial stability, while the increased asset base provides a stronger platform for business operations, project monetisation, and future revenue generation.
| Project | Concept / Location | Proposed Plan | Key Demand Drivers | Strategic Potential |
| Dindi Holiday Homes | Nature-led holiday home / resort-style project at Dindi, Telangana, positioned for Hyderabad weekend travelers and tourists moving towards Srisailam. | 50 rooms; approx. 35 lakh per room; | Dindi Reservoir, greenery, monsoon views, Hyderabad-Srisailam Highway, pilgrimage route to Srisailam, proximity to Amrabad Tiger Reserve. | Suitable for weekend stays, family getaways, farmhouse-style stays, nature resorts and long-term tourism-led appreciation. |
| Sindhudurg Coastal Holiday Homes | Premium coastal holiday home project in the Sindhudurg-Goa tourism belt, designed for beach tourism, second homes and leisure rentals. | 50 rooms; approx. 35 lakh per room; | Tarkarli Beach, Devgad Beach, Kunakeshwar coastal belt, Sindhudurg Fort, Devgad Fort, Kunakeshwar Temple, Chipi Airport, Mopa Airport and Konkan Railway connectivity. | Positioned as a quieter alternative to Goa, with potential for boutique stays, serviced rooms, coastal villas, wellness retreats and premium holiday rentals. |
| Kolad, Raigad District, Maharashtra | Riverfront adventure and nature holiday home project positioned for Mumbai and Pune weekend travelers. | 50 rooms; approx. 35 lakh per room; | Kundalika River rafting, camping, monsoon tourism, waterfalls, Western Ghats greenery, Mumbai-Goa tourism corridor, road and rail connectivity. | Suitable for short-stay tourism, corporate outings, youth groups, family retreats, adventure packages and rental-based holiday homes. |
5. DIVIDEND:
In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulations), the Dividend Distribution Policy of the Company is available on the website of the Company at https://www.countrvcondos.co.in/policies.php .
The Board of Directors strongly believe that the current market scenario would offer attractive business development opportunities in the real estate sector and reinvesting the capital in such opportunities would create more wealth and value for the shareholders in the long term. Accordingly, with a view to creating long term economic value, the Board of Directors have not recommended any dividend for the financial year ended March 31,2026.
6. SHARE CAPITAL:
The Paid-up Share Capital of the Company stands at 7,75,97,300/- (Rupees Seven Crore Seventy-Five Lakh Ninety- Seven Thousand Three Hundred Only) as on 31 st March, 2026.
The entire Paid-up Share Capital of your Company is listed with both the Stock Exchange(s) namely, M/s. BSE Limited (BSE) and M/s. National Stock Exchange of India Limited (NSE).
7. NUMBER OF MEETINGS OF THE BOARD:
The Board met 5 (Five) times during the Financial Year 2025-26 on May 30, 2025, August 14, 2025, September 03, 2025, November 14, 2025 and February 13, 2026.
8. MANAGEMENT DISCUSSION AND ANALYSIS:
Pursuant to Regulation 34(2) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Report on the Management Discussion and Analysis for the F.Y 2025-26 is appended to this Report.
9. CONSERVATION OF ENERGY, TECHNICAL ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
Additional information as required u/s 134 of the Companies Act, 2013:
Information as required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 forming part of Directors Report for the year ended 31 st March, 2026.
The information as per Section 134 of the Companies Act, 2013 has to be presented:
A. Conservation of energy
(i) The steps taken or impact on conservation of Energy: The Company is continuously monitoring the consumption of energy and implements wherever necessary the required measures for conserving it.
(ii) The Steps taken by the Company for utilising alternate sources of Energy: NIL
(iii) The Capital Investment on energy conservation equipments: NIL
B. Technology absorption:
| (i) The efforts made towards technology absorption | : No technology - indigenous or foreign is involved |
| (ii) The benefits derived like product Improvement, cost reduction, product | : Not applicable |
| Development or import substitution | 25 |
| (iii) In case of imported technology | : No technology has been imported during the year. |
| (imported during the last three years | |
| reckoned from the beginning of the | |
| Financial year) | |
| (a) The details of technology imported | : Nil |
| (b) The year of import | : Not applicable |
| (c) Whether the technology been fully | : Not applicable |
| Absorbed | |
| (d) If not fully absorbed, areas where | : Not applicable |
| absorption has not taken place, and | |
| the reasons thereof; | |
| (iv) The expenditure incurred on Research and | : Nil |
| Development. | |
| C. Foreign exchange earnings and outgo: |
| 2025-26 | 2024-25 | |
| Foreign Currency Earnings/Inflow | NIL | NIL |
| Foreign Currency Expenditure / Outflow | NIL | NIL |
10. PARTICULARS OF EMPLOYEES:
Information as per Rule 5(1) of Chapter XIII, Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:
| Name of Director | Designation | Remuneration FY 25-26 | Remuneration in FY 24-25 | % of remuneration in 2026 as compared to 2025 | Ratio of remuneration to MRE |
| D. Krishna Kumar Raju | Vice-Chairman & CEO | 42,90,000 | 42,90,000 | 0% | 11.92 Times |
| Key Managerial Personnel other than Directors: | |||||
| U. Gandhi | Chief Financial Officer | 29,25,000 | 29,25,000 | 0% | 8.13 Times |
| J. Laxmikanth | Company Secretary | 9,00,000 | 9,00,000 | 0% | 2.50 Times |
a) The Median Remuneration of the employees of the Company during the financial year was 3,60,000/- Per Annum.
b) In the financial year, there was neither increase nor decrease in the median remuneration employees.
c) There are 75 permanent Employees on the Rolls of the Company as on 31 st March, 2026.
d) The key parameters for the variable component of remuneration availed by the directors are considered by the Board of Directors based on the recommendations of the Nomination and Remuneration Committee.
e) The ratio of the remuneration of the highest paid director to that of the employees who are not directors but receive remuneration in excess of the highest paid director during the year - N.A. and
f) It is hereby confirmed that the remuneration is as per the remuneration policy of the Company.
g) The information required pursuant to Section 197 of the Companies Act read with Rule 5(2)&(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company is available for inspection by the Members at registered office of the Company during business hours on working days up to the date of the ensuing Annual General Meeting. If any Member is interested in obtaining a copy thereof, such Member may write to the Company Secretary, whereupon a copy would be sent.
The remuneration paid to the Key Managerial Personnel of the Company is as per remuneration policy.
Particulars o f Employees receiving remuneration of 1,02.00.000 or more per annum or 8,50,000/- or more per month are given below:
Information as per Rule 5(2) of Chapter XIII, Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The Directors are to report that none of the employees were in receipt of remuneration of 1,02,00,000 or more per annum or 8,50,000 or more per month.
11. ANNUAL RETURN:
As required under Section 92 of the Companies Act, 2013 (the Companies Act) the Annual Return for the Financial Year ended March 31,2026 is available on the website of the Company at https://countrycondos.co.in/annual- return.php .
12. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:
In accordance with the Articles of Association of the Company and the provisions of the Section 152(6)(e) of the Companies Act, 2013, Sri Y Siddharth Reddy (DIN: 00815456), Director of the Company will retire by rotation at the 39 th Annual General Meeting and being eligible, offered himself for re-appointment.
Further Smt. Poojitha Baheti (DIN: 09692764), who was appointed as an Additional Director of the Company by the Board of Directors with effect from September 04, 2026 and who holds the office until the date of Annual General Meeting has been appointed for the first term as Independent Director of the Company for a further period of 5 Years commencing from September 04, 2026 up to September 03, 2031 whose office is not liable to retire by rotation.
Further Datla Krishna Kumar Raju (DIN: 00115553), the Vice- Chairman & Chief Executive Officer of the Company has been re-appointed for a period of 3 (three) years commencing from February 13, 2027 up to February12, 2030 whose office is not liable to retire by rotation.
Sri Y Rajeev Reddy (DIN: 00115430) - Non-Executive Chairman, Sri D. Krishna Kumar Raju (DIN: 00115553) - Executive Vice-Chairman & Chief Executive Officer, Sri Sunkara Vijaya Kumar - Chief Financial Officer and Sri J. Laxmikanth - Company Secretary and Compliance Officer are the Key Managerial Personnel of the Company as at the date of this Report.
13. POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION:
The policy of the Company on Directors Appointment and Remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters provided under Section 178(3) of the Companies Act, is appended as Annexure I to this Report.
14. ANNUAL EVALUATION OF PEFORMANCE OF THE BOARD:
Regulations 27 of the SEBI, Listing Regulations states that the board shall monitor and review the board evaluation framework. The Companies Act, 2013 states that a formal annual evaluation needs to be made by the Board of its own performance and that of its committees and individual directors. Schedule IV of the Companies Act, 2013 states that the performance evaluation of the Independent Directors shall be done by the entire Board of Directors, excluding the director being evaluated.
The Company conducted a formal Board Effectiveness Review as part of its efforts to evaluate, identify improvements and thus enhance the effectiveness of the Board of Directors (Board), its Committees and Individual Directors. This was in line with the requirements mentioned in the Companies Act and the SEBI (LODR) Regulations.
The HR team of Country Condos Limited worked directly with the Executive Vice-Chairman & CEO and the Nomination and Remuneration Committee of the Board, to design and execute this process which was adopted by the Board.
Each Board Member completed a confidential online questionnaire, providing vital feedback on how the Board currently operates and how it might improve its effectiveness.
The survey comprised of four sections and compiled feedback and suggestions on:
• Board processes (including Board composition, strategic orientation and team dynamics);
• Individual committees;
• Individual Board members; and
• Chairmans Feedback Report
A meeting of the Independent Directors was also held which reviewed the performance of Non-Independent Directors, Chairman and the quality, quantity and timelines of flow of information between the Company management and Board.
As per the amendments issued to the SEBI (LODR) Regulations in 2018, the performance evaluation criteria for independent directors included a check on their fulfillment of the independence criteria and their independence from the management.
The following reports were created, as part of the evaluation:
• Board Feedback Report
• Individual Board Member Feedback Report
• Chairmans Feedback Report
The overall Board Feedback Report was facilitated by Mr. Balaji Singh with the Independent Directors. The Directors were vocal about the Board functioning effectively, but also identified areas which show scope for improvement. The Individual Committees and Board Members feedback was shared with the Executive Vice-Chairman & CEO. Following his evaluation, Executive Vice-Chairmans & CEO Feedback Report was also compiled.
15. DECLARATION GIVEN BY INDEPENDENT DIRECTORS:
The Independent Directors of the Company have submitted the Declaration of Independence, as required pursuant to Section 149 (7) of the Companies Act, 2013 confirming that they meet the criteria of independence as provided in Sub-Section (6) of section 149 of Companies Act, 2013 and Regulation 16 of SEBI (LODR) Regulations.
The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience and expertise in the field of finance, strategy, auditing, tax, financial services and infrastructure and real estate industry and they hold the highest standards of integrity.
In compliance with the rule 6(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014, all the Independent Directors have registered themselves with the Indian Institute of Corporate Affairs. Since majority of the Independent Directors of the Company have served as Directors or Key Managerial Personnel in listed companies or in an unlisted public company having a paid-up share capital of 10 Crores or more for a period not less than 10 years, they are not required to undertake the proficiency test as per rule 6(4) of the Companies (Appointment and Qualification of Directors) Rules, 2014.
16. DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to the requirements under Section 134 of the Companies Act, 2013 with respect to the Directors Responsibility Statement, the Board of Directors of the Company hereby confirms:
(a) that in the preparation of the annual accounts for the Financial year ended 31 st March, 2026, the applicable accounting standards have been followed;
(b) that the directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 st March, 2026, and Profit and Loss Statement 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 Companies Act, 2013 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 for the financial year ended 31 st March, 2026, on a going concern basis;
(e) that the directors have laid down internal controls to be followed by the Company and that such internal financial controls are adequate and were 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;
17. FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS:
Independent Directors to enable them to understand their roles, rights and responsibilities. The Independent Directors when they are appointed, are given detailed orientation regarding the Company, industry, strategy, policies and Code of Conduct, regulatory matters, business, financial matters, human resource matters and corporate social responsibility initiatives of the Company. Presentations are also made at Board and committee meetings, which facilitate their clear understanding of the Companys business and the environment in which it operates. Operational updates are provided for them to have a good understanding of Companys operations, businesses and the industry as a whole. They are periodically updated on material changes in regulatory framework and its impact on the Company. The Companys Policy of conducting familiarisation program has been disclosed at the website of the Company at https://www.countrvcondos.co.in/familiarization program.php
18. DEPOSITS:
During the year under review, your Company neither accepted any deposits nor there were any amounts outstanding at the beginning of the year which were classified as Deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014 and hence, the requirement for furnishing of details of deposits which are not in compliance with the Chapter V of the Companies Act, 2013 is not applicable.
19. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:
There were no fresh loans, guarantees or investments made by the Company under Section 186 of the Companies Act, 2013 during the year under review.
The details of the existing Guarantees are: NIL
20. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTY:
All transactions entered into during the financial year 2025 - 2026 with Related Parties as defined under the Companies Act and SEBI (LODR) Regulations were in the ordinary course of business and on an arms length basis. During the year, the Company had not entered into any transaction referred to in Section 188 of the Companies Act, with related parties which could be considered material under SEBI (LODR) Regulations. Accordingly, the disclosure of Related Party Transactions as required under Section 134(3) of the Companies Act in Form AOC-2 is not applicable. Attention of Members is drawn to the disclosures of transactions with related parties set out in Notes to Accounts forming part of the financial statements. The transactions with person or entity belonging to the promoter/promoter group which holds 10 per cent or more shareholding in the Company as required under Schedule V, Part A (2A) of SEBI (LODR) is given in Notes to Accounts No. 22(a) and 22(b) (on Related Party Transaction) forming part of the financial statements.
As required under Regulation 23 of SEBI (LODR) Regulations, the Company has formulated a Related Party Transactions Policy which is available on the website of the Company.
21. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY:
There have been no other material changes and commitments in the business operations affecting the financial position of the Company which have occurred between March 31,2026 and the date of signing of this Report, other than those disclosed in this Report.
22. DETAILS OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS:
The Company has in place adequate internal financial controls with reference to financial statements. In addition, the Company has also appointed M/s. B. N & Company, Chartered Accountants as the Internal Auditors of the Company to conduct the regular Internal Audit and place its Report before the Audit Committee. During the year, such controls were tested and no reportable material weakness in the design or operation was observed. During the year under review, no material or serious observation has been received from the Statutory Auditors and the Internal Auditors of the Company on the inefficiency or inadequacy of such controls.
23. INTERNAL CONTROL SYSTEMS:
The internal controls over financial reporting have been identified by the management and are checked for effectiveness across all locations and functions by the management and tested by the Auditors on sample basis. The controls are reviewed by the management periodically and deviations, if any, are reported to the Audit Committee periodically.
Adequate internal control systems commensurate with the nature of the Companys business, size and complexity of its operations are in place and have been operating satisfactorily. Internal control systems comprising of policies and procedures are designed to ensure reliability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and regulations. Internal control systems are designed to ensure that all assets and resources are acquired economically, used efficiently and adequately protected.
24. CHANGE IN THE NATURE OF BUSINESS:
There has been no change in the nature of business of the Company during the financial year under review. The Company is presently carrying on only real estate activity.
25. DETAILS OF SIGNIFICANT MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE:
No significant or material orders were passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future during the year under review.
26. CORPORATE GOVERNANCE:
As required by Regulation 27 of SEBI LODR Regulations, (Listing Regulations), a separate section containing the Report on Corporate Governance together with the Certificate on the compliance with the conditions of Corporate Governance issued by the Auditors of the Company is appended hereto and they form part of this Annual Report.
27. SUBSIDIARY COMPANIES:
Pursuant to Section 129(3) of the Companies Act, 2013, Company does not have any Subsidiary Company. Thus, disclosure in Form AOC-1 is not required.
28. TYPES OF COMMITTEES :
The Company has 3 different Committees, they are:
a. AUDIT COMMITTEE
Composition of the Audit Committee:
The Audit Committee for the F.Y 2025-2026 was constituted of the following members:
| Name of the Member | 1 Category | |
| 1. | Sri Peethala Krupavaram, Chairman | |
| 2. 3. | Sri Korlepara Sriram Chandra Murthy, Member Sri Rama Lingeswara Swamy Namburi, Member | Independent, Non- Executive Directors |
Mr. J. Laxmikanth, Company Secretary has acted as the Secretary to the Committee.
The composition of the Audit Committee is in compliance with the requirements of Section 177 of the Companies Act, 2013 and Regulation 18 of SEBI LODR Regulations.
b. NOMINATION & REMUNERATION COMMITTEE
The Nomination and Remuneration Committee for the F.Y 2025-2026 was constituted of the following members:
| Name of the Member | Category | |
| 1. | Sri Peethala Krupavaram, Chairman | |
| 2. | Sri Korlepara Sriram Chandra Murthy, Member | Independent, Non- Executive Directors |
| 3. | Sri Rama Lingeswara Swamy Namburi, Member | J |
Mr. J. Laxmikanth, Company Secretary has acted as the Secretary to the Committee.
The Company follows a policy on remuneration of directors and other senior managerial personnels. The Policy is recommended by the Nomination and Remuneration Committee and approved by the Board. Policy on Directors Appointment & Remuneration is appended as Annexure I to this Report.
The composition of the Nomination and Remuneration Committee is in compliance with the requirements of Section 178 of the Companies Act, 2013 and Regulation 19 of SEBI LODR Regulations.
c. STAKEHOLDERS RELATIONSHIP COMMITTEE
The Stakeholders Relationship Committee for the F.Y 2025-2026 was constituted of the following Directors:
| Name of the Member | Category | |
| 1. | Sri Peethala Krupavaram, Chairman | |
| 2. | Sri Korlepara Sriram Chandra Murthy, Member | Independent, Non- Executive Directors |
| 3. | Sri Rama Lingeswara Swamy Namburi, Member | |
Mr. J. Laxmikanth, Company Secretary has acted as the Secretary to the Committee.
The composition of the Stakeholders Relationship Committee is in compliance with the requirements of Section 178 of the Companies Act, 2013 and Regulation 20 of SEBI LODR Regulations.
d. CODE OF CONDUCT IMPLEMENTATION COMMITTEE
The Code of Conduct Implementation Committee for the F.Y 2025-2026 was constituted of the following Directors:
| Name of the Member | Category | |
| 1. | Sri Peethala Krupavaram, Chairman | |
| 2. | Sri Korlepara Sriram Chandra Murthy, Member | Independent, Non- Executive Directors |
| 3. | Sri Rama Lingeswara Swamy Namburi, Member |
Mr. J. Laxmikanth, Company Secretary has acted as the Secretary to the Committee.
29. CORPORATE SOCIAL RESPONSIBILITY:
A Corporate Social Responsibility (CSR) Committee has not been constituted in accordance with Section 135 of the Companies Act, as the Company is having inadequate profits from the last two decade. Hence the details required under the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended, with respect to the CSR Committee and an Annual Report on CSR activities undertaken during the financial year ended March 31,2026 is not applicable.
30. STATEMENT PURSUANT TO LISTING AGREEMENT:
The Companys Equity shares are listed at
1. BSE Limited, Mumbai.
2. National Stock Exchange of India Limited, Mumbai.
The Company has paid the Annual Listing Fees to the above Stock Exchanges for the year 2026-27.
31. DEPOSITORY SYSTEM:
Your Companys equity shares are available for dematerialisation through National Securities Depository Limited and Central Depository Services (India) Limited. As on March 31,2026, 91.42% of the equity shares of the Company were held in dematerialised form. The Company has paid the Annual Custodian Fees to the above Depositories for the year 2026-27.
32. AUDITORS:
M/s. P Murali & Co., Chartered Accountants, were appointed as Statutory Auditor of the Company in 35 th Annual General Meeting for Five Consecutive years and shall hold the office until the conclusion of this 40 th Annual General Meeting as per section 139 of Companies Act, 2013.
For the Financial Year 2025-26, your Company has paid 1,50,000 (Rupees One Lakh Fifty Thousand Only) plus applicable taxes and out of pocket expenses subject to the ratification of the said fees by the members at the ensuing Annual General Meeting pursuant to the Provisions of the Companies Act, 2013. The detailed breakup of the Auditors Fees is given in Notes to Accounts (on Note No. 19 - Other Expenses) forming part of the financial statements.
The Report given by the Auditors on the financial statements of the Company is part of the Annual Report. There has been no qualifications, reservations, adverse remarks or disclaimers given by the Auditors in their Report.
33. SECRETARIAL AUDIT REPORT:
M/s. Gopal Dhanaji & Associates, Company Secretaries represented by Mr. Gopal Biradar Dhanaji (Membership No. FCS 7676), Practicing Company Secretary, were appointed as Secretarial Auditor of the Company in 38 th Annual General Meeting for Five Consecutive years and shall hold the office until the conclusion of this 42 nd Annual General Meeting of the Company in compliance with the provisions of Section 204 of the Companies Act, 2013.
The report of the Secretarial Audit Report by M/s. Gopal Dhanaji & Associates, Company Secretaries represented by Mr. Gopal Biradar Dhanaji, Practicing Company Secretary, in Form MR-3 is enclosed as Annexure - II to this Report.
There are no qualifications, reservations, adverse remarks or disclaimers made by M/s. Gopal Dhanaji & Associates, Company Secretary in Practice, in the Secretarial Audit Report.
The Board further confirms that the Company has complied with all the provisions of the Secretarial Standards issued by the Institute of Company Secretaries of India.
34. COST AUDITORS:
Maintenance of cost records as specified by the Central Government under Section 148 (1) of the Act is not applicable to the Company.
35. FRAUD REPORTING:
There have been no instances of fraud reported by the Auditors under Section 143(12) of the Companies Act, 2013 and Rules framed thereunder either to the Company or to the Central Government.
36. VIGIL MECHANISM / WHISTLE BLOWER POLICY:
The Company has established a vigil mechanism for directors, employees and other stakeholders to report their genuine concerns, details of which have been given in the Corporate Governance Report forming part of this Annual Report.
The Board of Directors of the Company has adopted Whistle Blower Policy. This policy is formulated to provide an opportunity to employees and an avenue to raise concerns and to access in good faith the Audit Committee, to the highest possible standards of ethical, moral and legal business conduct and its commitment to open communication, in case they observe unethical and improper practices or any other wrongful conduct in the Company, to provide necessary safeguards for protection of employees from reprisals or victimization and to prohibit managerial personnel from taking any adverse personnel action against those employees.
37. RISK MANAGEMENT POLICY AND BUSINESS RISK MANAGEMENT:
The Company has policy for identifying risk and assess business risks and opportunities and established controls to effectively manage the risk. Further the company has laid down various steps to mitigate the identified risk.
The business risks identified are reviewed by the Board of Directors of the Company and a detailed action plan to mitigate identified risks is drawn up and its implementation is monitored. The key risks and mitigation actions are then placed before the Audit Committee of the Company.
However, Your Company does not have a Risk Management Committee as the said Provisions of SEBI (LODR) Regulations are not applicable to the Company.
38. DISCLOSURE PERTAINING TO SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:
During the Financial year ended 31 st March, 2026 the Company has neither received any complaints nor there are any pending complaints pertaining to Sexual Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH).
The Company is committed to creating and maintaining an atmosphere in which employees can work together, without fear of sexual harassment, exploitation or intimidation. Every employee is made aware that the Company is strongly opposed to sexual harassment and that such behaviour is prohibited both by law and by the Company. No cases of child labour, forced labour, involuntary labour and discriminatory employment were reported during the period.
The Company has always believed in providing a safe and harassment-free workplace for every individual working in the Company. The Company has complied with the applicable provisions of the POSH Act, and the rules framed thereunder, including constitution of the Internal Complaints Committee ( ICC ) as required under The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 [14 of 2013]. The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the POSH Act and the same is available on the Companys website at https://countrvcondos.co.in/policies.php .
| Sr. No. | Particulars | Complaints |
| 1 | No. of complaints of sexual harassment received during FY 2025-26 | NIL |
| 2 | No. of complaints of sexual harassment disposed off during FY 2025-26 | NIL |
| 3 | No. of complaints outstanding at the end of the year | NIL |
| 4 | No. of complaints of sexual harassment pending for more than 90 days | NIL |
39. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961:
The Company is in compliance with the provisions of the Maternity Benefit Act, 1961 as amended from time to time and the rules made thereunder.
40. MATERIAL DEVELOPMENTS IN HUMAN RESOURCE:
Given the highly specialized nature of the Companys business and the large number of locations where it operates, attracting and nurturing the right talent is at the core of your Companys strategy for success and growth. Accordingly, the HR function is organised into three key areas: customer acquisition, resort operations and corporate functions. During the year, focus was on building capabilities through a structured approach to drive the Companys performance. This encompassed implementing changes across all components of the HR function: recruitment, employee engagement, reward and recognition, skill upgrading, talent management, organizational culture and employee relations. The Company organizes a TOP GUN training program where promising young employees are trained to become next level managers. There are 75 permanent Employees on the Rolls of the Company as on 31 st March, 2026.
41. DISCLOSURE RELATING TO EQUITY SHARES WITH DIFFERENTIAL RIGHTS:
The Company has not issued any equity shares with differential rights during the year under review and hence no information as per provisions of Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.
42. DISCLOSURE RELATING TO SWEAT EQUITY SHARES:
The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.
43. DISCLOSURE RELATING TO EMPLOYEE STOCK OPTION SCHEME AND EMPLOYEE STOCK PURCHASE SCHEME:
The Company has not issued any Employee Stock Option Scheme and Employee Stock Purchase Scheme during the year under review and hence no information as per provisions of Rule 12 of the Companies (Share Capital and Debenture) Rules, 2014 and Securities and Exchange Board of India (Share Based Employee Benefits And Sweat Equity) Regulations, 2021 is furnished.
44. DISCLOSURE IN RESPECT OF VOTING RIGHTS NOT DIRECTLY EXERCISED BY EMPLOYEES:
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.
45. COMPLIANCE WITH SECRETARIAL STANDARDS:
The Company is in compliance with the mandatory Secretarial Standards.
46. SERVICE OF DOCUMENTS THROUGH ELECTRONIC MEANS:
Subject to the applicable provisions of the Companies Act, 2013, and applicable law, all documents, including the Notice and Annual Report shall be sent through electronic transmission in respect of members whose email IDs are registered in their demat account or are otherwise provided by the members. A member shall be entitled to request for physical copy of any such documents.
47. PERSONNEL:
Presently the Company enjoys cordial relations with employees and believes that human resources are invaluable asset. The Board wishes to place on record its appreciation to all employees for their efforts and co-operation for the performance and growth of business during the year.
48. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR:
There are no applications made or any proceeding pending against the Company under Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the Financial Year 2025-26.
49. 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 TH E REASONS THEREOF:
There are no instances of one-time settlement during the Financial Year 2025-26.
50. ACKNOWLEDGEMENTS:
The Directors wish to place on record their appreciation and sincere thanks to the customers, shareholders, banks, financial institutions, investors, vendors, business associates and other associates, who through their continued support and cooperation, have helped, as partners, in the Companys progress.
The Directors also acknowledge the hard work, dedication and commitment of the employees. We wish to place on record our appreciation for the untiring efforts and contributions made by the employees at all levels to ensure that the Company continues to grow and excel.
For and on behalf of the Board of Directors of COUNTRY CONDOS LIMITED
| PLACE: HYDERABAD | Y VARUN REDDY | D. KRISHNA KUMAR RAJU |
| DATE : 04-09-2026 | VICE-CHAIRMAN & DIRECTOR | VICE-CHAIRMAN & CEO |
| DIN:01905757 | DIN: 00115553 |
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