Your directors are pleased to present the 35th Annual Report along with the Audited Financial Statements (Standalone & Consolidated) of your Company for the financial year ended March 31, 2026 (Financial Year 2025-26).
The Audited Financial Statements of your Company as on March 31, 2026, are prepared in accordance with the relevant applicable Indian Accounting Standards (Ind AS) and Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, (SEBI LODR Regulations 2015) and the provisions of the Companies Act, 2013 (Act)
The Companys financial performance (Standalone and Consolidated) for the financial year ended on March 31, 2026 is summarised below:
( in Lakhs)
| Particulars | Standalone Basis | Consolidated Basis | ||
| For the year ended March 31 | For the year ended March 31 | |||
| 2026 | 2025 | 2026 | 2025 | |
| Revenue from Operations | 10546.47 | 8388.68 | 11027.50 | 11048.37 |
| Other Income | 88.56 | 13.65 | 0.05 | 14.40 |
| Total Income | 10635.03 | 8402.33 | 11027.55 | 11062.77 |
| Less: Expenditure (other than Finance cost and Depre) | 10362.62 | 8281.95 | 10740.74 | 10640.83 |
| Earnings Before Interest, Taxes, Depreciation, and Amortization | 272.41 | 203.69 | 286.81 | 421.94 |
| Finance Costs | 0.60 | 36.16 | 0.70 | 108.69 |
| Depreciation and Amortization | 66.26 | 47.15 | 66.26 | 169.60 |
| Profit Before Tax (PBT) | 205.55 | 120.38 | 219.85 | 143.65 |
| Tax Expense | 53.44 | 47.59 | 57.72 | 50.61 |
| Net Profit | 152.10 | 72.79 | 162.13 | 93.04 |
Total Revenue from Operations increased by 25.72% to Rs. 10,546.47 Lakhs against Rs. 8,388.68 Lakhs of the previous year.
Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA) increased by 33.74% to Rs. 272.41 Lakhs against Rs. 203.69 Lakhs of the previous year.
Profit Before Tax (PBT) increased by 70.75% to Rs. 205.55 Lakhs against Rs. 120.38 Lakhs of the previous year.
Net Profit increased by 108.96% to Rs. 152.10 Lakhs against Rs. 72.79 Lakhs of the previous year.
Total Revenue from Operations decreased by 0.19% to Rs. 11,027.50 Lakhs against Rs. 11,048.37 Lakhs of the previous year.
Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA) decreased by 32.03% to Rs. 286.81 Lakhs against Rs. 421.94 Lakhs of the previous year.
Profit Before Tax (PBT) increased by 53.05% to Rs. 219.85 Lakhs against Rs. 143.65 Lakhs of the previous year.
Net Profit increased by 74.26% to Rs. 162.13 Lakhs against Rs. 93.04 Lakhs of the previous year.
2) AMOUNT TRANSFERRED TO RESERVES The Board of Directors of your Company has decided not to transfer any amount to the General Reserve for the year under review.
During the year under review, there is no change in the Authorised share capital of the Company. The Authorised share capital of the company is Rs. 387,00,00,000/- divided into 387,00,00,000 Equity Shares having face value of ?1/- each.
The current issued, Paid up and subscribed share capital of the Company is Rs. 1,87,73,28,995/- divided into 187,73,28,995 Equity Shares having face value of ?1/- each
No preferential issue during the year.
Your director feel that it is prudent to plough back the profits of the Company for future growth of the Company and there fore do not recommend any dividend for the year ended March 31, 2025.
The Company has neither accepted nor renewed any deposits falling within the purview of Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules, 2014 as amended from time to time, during the year under review and therefore details mentioned in Rule 8(5)(v)&(vi) of Companies (Accounts) Rules, 2014 relating to deposits, covered under Chapter V of the Act is not required to be given.
Pursuant to the provisions of section 186 of the Companies Act, 2013, the Company has not given guarantees, however the company has made Loans as detailed in note no. 4 of Financial Statement of the company and made investment as detailed in note no. 3 of Financial Statement of the company which are within the limits of Section 186 of the Act
The Company has a broad-banded approach towards insurance. Adequate cover has been taken for all movable and immovable assets against numerous risks and hazards.
The Company has undertaken an audit for the Financial Year 2025-26 for all applicable compliances as per SEBI Regulations and Circulars/Guidelines issued thereunder. The Annual Secretarial Compliance Report duly signed by M/s. Brajesh Gupta & Co, Practising Company Secretaries has been submitted to the Stock Exchanges.
The Management Discussion and Analysis Report as required under Regulation 34 read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulations, 2015) forms part of this Annual Report. The said comments are disclosed in Annexure-A.
As of March 31, 2026, your Companys (Board) had Five Directors comprising of 1 Executive Director and 4 Non-Executive Directors out of which 3 Directors are Independent Directors. The details of Board and Committees composition, tenure of Directors, areas of expertise and other details are available in the Corporate Governance Report, which forms part of this Annual Report.
The Board consists of following Directors as on the date of this report:
| Sr.no Name of Director | Designation |
| 1 Mr. Jayesh Raichandbhai Thakkar (DIN: 01631093) | Chairman and Managing Director |
| 2 Ms. Krupalibahen Rajeshbhai Mehta (DIN: 11109785) | Non-Executive Independent Director (w.e.f - 30.05.2025) |
| 3 Mr. Kartik Kumar Bakulchandra Mistry (DIN: 07791008) | Non-Executive Independent Director |
| 4 Mr. Hasmukhbhai Dhanjibhai Thakkar (DIN: 07183270) | Non-Executive Director |
| 5 Mr. Parth Patel (DIN: 10345128) | Non-Executive Independent Director |
| 6 Mr. Mohammadraza Makrani (DIN: 10335547) | Non-Executive Independent Director |
Details of Key Managerial Personnel:
| 1 Mr. Jayesh Raichandbhai Thakkar (DIN: 01631093) | Chairman and Managing Director |
| 2 Ms. Krupalibahen Rajeshbhai Mehta (DIN: 11109785) | Non-Executive Independent Director (w.e.f - 30.05.2025) |
| 3 Mr. Kartik Kumar Bakulchandra Mistry (DIN: 07791008) | Non-Executive Independent Director |
| 4 Mr. Hasmukhbhai Dhanjibhai Thakkar (DIN: 07183270) | Non-Executive Director |
| 5 Mr. Parth Patel (DIN: 10345128) | Non-Executive Independent Director |
| 6 Mr. Mohammadraza Makrani (DIN: 10335547) | Non-Executive Independent Director |
| Sr.no. Name of Director | Designation |
| 1 Mr. Jayesh Raichandbhai Thakkar | Managing Director |
| 2 Bhavesh Desai | Chief Financial Officer |
No Change in the directors during the year.
In accordance with the provisions of Section 152 of the Act, read with rules made thereunder and Articles of Association of the Company, Mr. Hasmukhbhai Dhanjibhai Thakkar (DIN: 07183270) is liable to retire by rotation at the ensuing Annual General Meeting (AGM) and being eligible, offers himself for re-appointment.
Pursuant to the provisions of Section 149 of the Companies Act, 2013, the Independent Directors have submitted declarations that each of them meets the criteria of independence as provided in Section 149(6) of the Act along with Rules framed thereunder and Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015. There has been no change in the circumstances affecting their status of Independent Directors of the Company.
Independent Director of the Company has provided declarations under Section 149 (7) of the Companies Act, 2013 and Regulation 25 (8) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, that he/she meets with the criteria of independence, as prescribed under Section 149 (6) of the Companies Act, 2013 and Regulation 16 (1) (b) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Details of various committees constituted by the Board, including the committees mandated pursuant to the applicable provisions of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015, are given in the Corporate Governance Report, which forms part of this Annual Report.
The Board of Directors were required to carry out an annual evaluation of its own performance, board committees, and individual directors pursuant to the provisions of the Act and SEBI Listing Regulations.
Based on the guidance note on Board Evaluation issued by the Securities and Exchange Board of India, a structured questionnaire was prepared after taking into consideration the various aspects of the Boards functioning, composition of the Board and its Committees, culture, execution and performance of specific duties, obligations and governance.
In a separate meeting of Independent Directors, the performance of Non-Independent Directors, the board as a whole and the Chairman of the Company was evaluated, taking into account the views of Executive Directors and Non-executive Directors.
The Board and the Nomination and Remuneration Committee reviewed the performance of individual directors on the basis of criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.
As per section 135 of Companies Act 2013, Corporate Social Responsibility is applicable to Companies having;
1. Turnover of Rupees 1000 Crore or more, or
2. Having Net Worth of Rupees 500 Crore or more, or
3. Having Net Profit of Rupees 5 Crore or more.
The Company does not fulfil any of the above criteria therefore provisions related to Corporate Social Responsibility doesnt apply to Evexia Lifecare Limited.
The Company has zero tolerance with respect to Sexual Harassment at workplace. To this end, the Company has adopted the Prevention of Sexual Harassment (POSH) policy to provide a safe, secure and enabling environment, free from sexual harassment. The Policy is gender neutral and the framework ensures complete anonymity and confidentiality. All employees (permanent, contractual, temporary, trainees) as defined under the POSH Act are covered in this Policy.
The Company has set up an Internal Complaints (IC) Committee in compliance with the Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (POSH Act), to redress complaints received regarding sexual harassment
The POSH Policy of the Company is published on website of the company.
The status of complaints received under POSH and redressed by the Company, during financial year 2025-26, are given below:
There was no complaint outstanding / received from any employee during the financial year 2025-26 and hence, no complaint is pending as on March 31, 2026 for Redressal.
(a) Number of complaints received during the financial year 2025-26-0 (b) Number of complaints resolved during the financial year 2025-26-0 (c) Number of complaints pending for resolution as at the end of the financial year 2025-26-0
20. CORPORATE GOVERNANCE REPORT
The Report on Corporate Governance as required under Regulation 34 read with Schedule V of the SEBI (LODR) Regulations, 2015, forms part of this Annual Report as Annexure-B.
The certificate from Practicing Company Secretaries required as per the aforesaid Schedule V, confirming compliance with the conditions of Corporate Governance as stipulated under the SEBI (LODR) Regulations, 2015 is attached to the Report on Corporate Governance.
According to Regulation 34(2)(f) of SEBI (LODR) Regulations, 2015, Business Responsibility and Sustainability Report is mandatory for Top 1000 Listed Companies according to Market Capitalization.
Evexia Lifecare Limited doesnt fulfil the above criteria therefore Business Responsibility and Sustainability Report is not applicable to the company.
Pursuant to Section 134(3)(a) of the Companies Act 2013, the draft annual return as on 31st March, 2026 prepared in accordance with Section 92(3) of the Act is made available on the website of your Company.
During the financial year 2025-26, there have been no material significant related party transactions that may have potential conflict with the interest of the Company at large. Further Company did not enter into any material contracts or arrangements with related parties in terms of Section 188(i) of the Companies Act, 2013.
Accordingly, the disclosure of related party transactions as required under Section 134(3)(h) of the Companies Act, 2013 in Form AOC-2 is not applicable to the company for FY 2025-26 and hence does not form part of this Annual Report. However, the Company submits details of other related party transactions as required in the notes to the standalone financial statements.
During the Financial period under review, there were no instances of any one-time settlement against loans taken from Banks or Financial Institutions.
Company has effective internal control and risk-mitigation system, which are constantly assessed and strengthened with new/ revised standard operating procedures. The Companys internal control system is commensurate with its size, scale and complexities of its operations.
Our management assessed the effectiveness of the Companys internal control over financial reporting (as defined in Regulation 17 of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015) as of March 31st, 2025.
The internal control system provides for all documented policies, guidelines, authorization and approval procedures. The statutory auditors while conducting the statutory audit, review and evaluate the internal controls and their observations are discussed with the Audit Committee of the Board. Further the Company has in place adequate Internal Financial Controls with reference to financial statements. During the year, such controls were tested and no reportable material weakness in the design or operations were observed.
The investor complaints are processed in a centralised web-based complaints redress system. The salient features of this system are: Centralised database of all complaints, online upload of Action Taken Reports (ATRs) by concerned companies and online viewing by investors of actions taken on the complaint and its current status.
In order to strengthen the dispute resolution mechanism for all disputes between a listed company and/or registrars & transfer agents and its shareholder(s)/investor(s), SEBI had issued a Standard Operating Procedure (SOP) vide Circular dated 30 May 2022. As per this Circular, shareholder(s)/ investor(s) can opt for Stock Exchange Arbitration Mechanism for resolution of their disputes against the Company or its RTA. Further, SEBI vide Circular dated 31 July 2023 (updated as on 20 December 2023), introduced the Online Dispute Resolution (ODR) Portal. Through this ODR portal, the aggrieved party can initiate the mechanism, after exercising the primary options to resolve its issue, directly with the Company and through the SEBI Complaint Redress System (SCORES) platform. The Company has complied with the above circulars and the same are available at the website of the Company.
Pursuant to Section 139 of the Companies Act, 2013 read with rules made thereunder, as amended, M/s. Tejas K. Soni and Company., Chartered Accountants (FRN No- 135093W), were appointed as the Statutory Auditors of your Company in Financial Year 2025-2026 due to casual Vacancy occurred due to Resignation of M/s .M. A. Shah & Co., Chartered Accountants (FRN No- 0112630W).
The Statutory Auditors have confirmed that they are not disqualified to continue as Statutory Auditors and are eligible to hold office as Statutory Auditors of your Company.
The Notes to the financial statements referred in the Auditors Report are self-explanatory. The Auditors Report is enclosed with the financial statements forming part of this Annual Report.
Explanation to Auditors Adverse Opinion
| Sr.no Qualification | Managements response |
| 1 That Loans receivables of the Company of Rs. 735.13/-Lakhs, which have significant increase in credit risk, in respect of which the Company has not made any assessment for expected credit loss, in accordance with the requirements of Ind AS 109: Financial Instruments, as the management considers such balances as good and recoverable in future. In the absence of such assessment for expected credit loss by the Management and any other evidence to corroborate the Managements assessment, we are unable to comment on the recoverability of these balances and the consequent impact, if any, on the provision thereon and the loss to be reported in the financial results. | Management has initiated a review of the recoverability of balances due from all parties, including an assessment of the related credit risk. Based on the outcome of this review, appropriate provisions or adjustments, as applicable, will be recognised in the books of account in the current financial year. |
| 2 That Trade Receivables of the Company amounting to Rs. 2943.89/-Lakhs, which have significant increase in credit risk, in respect of which the Company has not made any assessment for expected credit loss, in accordance with the requirements of Ind AS 109: Financial Instruments, as the management considers such balances as good and recoverable in future. In the absence of such assessment for expected credit loss by the Management and any other evidence to corroborate the Managements assessment, we are unable to comment on the recoverability of these balances and the consequent impact, if any, on the provision thereon and the loss reported in the financial results. | Management has initiated a review of the recoverability of balances due from all parties, including an assessment of the related credit risk. Based on the outcome of this review, appropriate provisions or adjustments, as applicable, will be recognised in the books of account in the current financial year. |
| 3 That company has made investments in unquoted equity shares of the companies amounting to Rs. 87.39/-Lakhs for which company is unable to determine fair valuation of its investments. | Management has initiated a review of the recoverability of balances due from all parties, including an assessment of the related credit risk. Based on the outcome of this review, appropriate provisions or adjustments, as applicable, will be recognised in the books of account in the current financial year. |
| 4 That the company has subsidiary Kavit Edible Oil Limited which has suspended its manufacturing operations since March, 2019. Company has exposure of Rs. 127.70/-Lakhs in form of Equity and unsecured loan and companys subsidiary has negative net worth as of March 31st, 2026. These conditions raised substantial doubt about its ability as going concern. | Management is of the view that the amount due from the subsidiary company is fully recoverable. The subsidiary is actively pursuing further business opportunities, and its operations are expected to generate sufficient cash flows to settle the outstanding balance. Accordingly, no provision is considered necessary at this stage. |
| 5 During the course of our audit, we observed several instances of material misstatements and non-compliance with the applicable financial reporting framework, including, inter alia, improper valuation of financial instruments and investments, inadequacies in recognition and measurement of provisions, and missing documentation. Further, significant transactions and balances could not be verified due to lack of appropriate audit evidence. | Management acknowledges the observations raised by the auditors and has taken note of the matters relating to the valuation of financial instruments and investments, the recognition and measurement of provisions, documentation, and the verification of significant transactions and balances. Management is reviewing these matters in line with the applicable financial reporting framework and will make appropriate adjustments and disclosures in the financial statements wherever required. The missing documents and supporting evidence, including balance confirmations, agreements, and other relevant records, are being collected and will be furnished to the auditors for verification. Management is also strengthening its internal financial controls and documentation processes to ensure such observations do not recur in the future. |
Pursuant to the provisions of Section 204 of the Companies Act 2013, read with the rules made thereunder, the Board had appointed Mr. BRAJESH GUPTA & CO, Practicing Company Secretary, to undertake the Secretarial Audit of your Company for the FY 2025-26. The Secretarial Audit Report for the year under review is provided as Annexure-C of this report.
The qualifications, reservations or adverse remarks mentioned in the said report along with the response provided by the Management are as follows:
| Sr.no Qualification | Managements Response |
| 1 Delay / non-holding of Annual General Meeting for FY 2024-25 within prescribed time: the Annual General Meeting for FY 2024-25 was held on 15th May, 2026. | The Management informed that the mistake was inadvertent in nature and the Company have complied with requirement of the regulation and Company will be more cautious in future while complying applicable SEBI (LODR) Regulation 2015. The Company has paid fine imposed by BSE. |
| 2 Delay in submission of Annual Report under Regulation 34 of SEBI (LODR) Regulations, 2015: The Annual Report for FY 2024-25 was not submitted to BSE Limited within the prescribed timeline under Regulation 34 of the SEBI (LODR) Regulations, 2015. BSE Limited levied SOP fine of \u20b95,35,720/- for the said non-compliance. | The Management informed that the mistake was inadvertent in nature and the Company have complied with requirement of the regulation and Company will be more cautious in future while complying applicable SEBI (LODR) Regulation 2015. The Company has paid fine imposed by BSE. |
| 3 During the quarter ended 30th June, 2025, the composition of the Board of Directors was not in compliance with Regulation 17(1) of the SEBI (LODR) Regulations, 2015. BSE Limited levied SOP fine of \u20b93,12,700/- for the said non-compliance. | The Management informed that the mistake was inadvertent in nature and the Company have complied with requirement of the regulation and Company will be more cautious in future while complying applicable SEBI (LODR) Regulation 2015. The Company has paid fine imposed by BSE. |
| 4 During the quarter ended 30th June, 2025, the composition of the Audit Committee was not in compliance with Regulation 18(1) of the SEBI (LODR) Regulations, 2015. BSE Limited levied SOP fine of \u20b91,22,720/- for the said non-compliance. | The Management informed that the mistake was inadvertent in nature and the Company have complied with requirement of the regulation and Company will be more cautious in future while complying applicable SEBI (LODR) Regulation 2015. The Company has paid fine imposed by BSE. |
| 5 During the quarter ended 30th June, 2025, the composition of the Nomination and Remuneration Committee was not in compliance with Regulation 19(1) of the SEBI (LODR) Regulations, 2015. BSE Limited levied SOP fine of \u20b91,22,720/- for the said non-compliance. | The Management informed that the mistake was inadvertent in nature and the Company have complied with requirement of the regulation and Company will be more cautious in future while complying applicable SEBI (LODR) Regulation 2015. The Company has paid fine imposed by BSE. |
| 6 The Integrated Governance / Corporate Governance filings for the quarters ended 31st March, 2025, 30th June, 2025, 30th September, 2025 and 31st December, 2025 were filed after the prescribed timeline. BSE Limited levied SOP fine of \u20b92,360/- in respect of the quarter ended 30th September, 2025. | The Management informed that the mistake was inadvertent in nature and the Company have complied with requirement of the regulation and Company will be more cautious in future while complying applicable SEBI (LODR) Regulation 2015. The Company has paid fine imposed by BSE. |
| 7 BSE Limited levied SOP fine of \u20b91,180/- for non-compliance under Regulation 13(3) of the SEBI (LODR) Regulations, 2015 for the September 2025 quarter. | The Management informed that the mistake was inadvertent in nature and the Company have complied with requirement of the regulation and Company will be more cautious in future while complying applicable SEBI (LODR) Regulation 2015. The Company has paid fine imposed by BSE. |
| 8 In respect of the quarter ended 31st December, 2025, the Board Meeting originally scheduled on 14th February, 2026 was adjourned and the financial results were approved on 17th February, 2026 and filed thereafter. BSE Limited levied SOP fine of \u20b95,900/- for delay under Regulation 33 of the SEBI (LODR) Regulations, 2015. | The Management informed that the mistake was inadvertent in nature and the Company have complied with requirement of the regulation and Company will be more cautious in future while complying applicable SEBI (LODR) Regulation 2015. The Company has paid fine imposed by BSE. |
| 9 The Company Secretary and Compliance Officer of the Company resigned with effect from close of business hours on 8th September, 2025. As per records and management representation made available, no subsequent Company Secretary / Compliance Officer was appointed up to the date of review. The vacancy exceeded the prescribed period under Section 203 of the Companies Act, 2013 and Regulation 6 of the SEBI (LODR) Regulations, 2015. BSE Limited, vide email dated 20th May, 2026, raised SOP fine of \u20b91,06,200/- for non-compliance with Regulation 6(1) for the quarter ended 31st March, 2026 and marked the compliance status as non-complied. | The Management clarified that the Company has taken corrective steps to regularize the regulation and in process of appointment of the suitable candidate for the requisite post. |
| 10 As per the receipt made available, Form DIR-12 relating to cessation of the Company Secretary / Compliance Officer was filed with additional fees. Accordingly, the filing of Form DIR-12 for cessation of the Company Secretary appears to have been made beyond the prescribed timeline. | The Management informed that the mistake was inadvertent in nature Company will be more cautious in future while complying applicable acts and rules of the Companies Act, 2013. |
| 11 The resignation of the statutory auditor was dated / effective 12th February, 2026. However, the disclosure to BSE Limited was filed on 15th April, 2026, i.e. after the prescribed timeline under Regulation 30 read with Schedule III of the SEBI (LODR) Regulations, 2015 and applicable SEBI circular requirements on resignation of statutory auditor | The Management informed that the mistake was inadvertent in nature and the Company have complied with requirement of the regulation and Company will be more cautious in future while complying applicable SEBI (LODR) Regulation 2015. |
| 12 Form ADT-3 in respect of resignation of M/s. M. A. Shah & Co., Chartered Accountants, statutory auditor of the Company, was filed on 15th April, 2026 in respect of resignation dated 12th February, 2026. The form was filed with additional fees and hence the filing was made beyond the prescribed timeline. | The Management informed that the mistake was inadvertent in nature Company will be more cautious in future while complying applicable acts and rules of the Companies Act, 2013. |
| 13 M/s. Tejas K. Soni and Company, Chartered Accountants, were appointed as statutory auditor to fill the casual vacancy with effect from 17th February, 2026 for the financial year 2025-26. Form ADT-1 in respect of the said appointment was filed on 18th May, 2026 with additional fees. Accordingly, the filing was made beyond the prescribed timeline. | The Management informed that the mistake was inadvertent in nature Company will be more cautious in future while complying applicable acts and rules of the Companies Act, 2013. |
| 14 Form MR-1 relating to appointment / re-appointment of Mr. Jayeshkumar Raichandbhai Thakkar as Managing Director of the Company, effective from 17th February, 2026, was filed with additional fees. Accordingly, the filing of Form MR-1 was made beyond the prescribed timeline | The Management informed that the mistake was inadvertent in nature Company will be more cautious in future while complying applicable acts and rules of the Companies Act, 2013. |
| 15 The Reconciliation of Share Capital Audit Report for the quarter ended 31st December, 2025 was submitted after the prescribed timeline under Regulation 76 of the SEBI (Depositories and Participants) Regulations, 2018. As represented by the Company, no fine was levied in this regard. | The Management informed that the mistake was inadvertent in nature and the Company have complied with requirement of the regulation and Company will be more cautious in future while complying applicable SEBI (LODR) Regulation 2015. |
| 16 The latest separate audited financial statements of all subsidiaries for the relevant financial year were not fully hosted on the website of the Company as required under Regulation 46(2)(s) of the SEBI (LODR) Regulations, 2015. The Company has represented that the updation of subsidiary financial statements will take time and the same shall be completed at the earliest | The Management clarified that the Company has taken corrective steps to regularize the regulation, as applicable. |
| 17 The SDD records made available were reviewed, including the list of sharing of UPSI, list of designated persons and audit log. The list of sharing of UPSI contained historical entries pertaining to earlier periods and no UPSI sharing entries for FY 2025-26, i.e. the audit period, were observed. The audit log also did not evidence creation / updation of UPSI entries during the audit period. Accordingly, compliance with Regulation 3(5) and Regulation 3(6) of the SEBI (Prohibition of Insider Trading) Regulations, 2015 was not found satisfactory | The Management informed that the mistake was inadvertent in nature Company will be more cautious in future while complying applicable acts and rules of the Companies Act, 2013. |
The provision of the section 148 of the Companies Act, 2013 read with Rules 14 of the Companies (Audit & Auditors) rules, 2014 is not applicable to the company.
The Board of Directors has on the recommendation of Audit Committee, and pursuant to the provision of Section138 of the Companies Act 2013, has appointed M/s Shital Samriya, as an Internal Auditor of the Company.
During the year under review, your Company has complied with all the applicable provisions of Secretarial Standard-1 and Secretarial Standard-2 issued by the Institute of Company Secretaries of India.
Since there was no unpaid/unclaimed Dividend declared and paid in previous year, the provisions of Section 125 of the Companies Act, 2013 is not applicable to the Company.
During the year under Review, neither any application was made, nor any proceedings were pending under Insolvency and Bankruptcy Code, 2016.
Pursuant to the provisions of Section 177(9) & (10) of the Companies Act, 2013 and Regulation 22 of the SEBI (LODR) Regulations, 2015, a Vigil Mechanism/Whistle Blower Policy for directors, employees and other stakeholders to report genuine concerns has been established. The same is uploaded on the website of the Company.
Information related to conservation of energy, research and development, technology absorption, foreign exchange earnings and outgo as required under Section 134(3)(m) of the Companies Act, 2013 and Rule 8(3) of Companies (Accounts) Rules, 2014 is annexed here
In compliance with the requirements of Regulation 17(5) of the SEBI Listing Regulations, the Board of Directors has laid down Code of Conduct for all Board Members and Senior Management of the Company. This code is also posted on the website of the Company at https://www.evexialifecare.com/policies-ca/Code%20of%20Conduct.pdf
There were no significant and material orders passed by any regulators and/or courts and tribunals which may have the impact on the going concern status and companys operations in future.
No fraud has been reported by the auditor under Section 143(12) of the Act to the Audit Committee of the Board.
In accordance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, your company has implemented a Code of Conduct to control, oversee, and report trading by designated individuals and their close family members (Code). Among other things, the Code specifies the protocols that designated individuals must adhere to while trading or dealing in the Companys shares and disclosing Unpublished Price Sensitive Information (UPSI). The Code addresses the companys responsibility to keep a structured digital database (SDD), the procedures for handling UPSI and preventing insider trading, and the process for becoming acquainted with the sensitivity of UPSI.
Disclosures pursuant to Section 197(12) of The Companies Act, 2013 read with Rule 5(1), 5(2) and 5(3) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are enclosed herewith as per Annexure- E .
The Company has unlisted Subsidiaries and Associate Companies, details of which are as mentioned below, the company doesnt have any Joint Venture during the year.
Details of Subsidiary Company, Associate Companies and LLPs
? Kavit Edible Oil Limited
? Kavit Trading Private Limited
? Evexia Lifecare Africa Limited
? Diponed Research International Private Limited
? Diponed Bio Private Limited
? Vittals Medicare Private Limited
? Evexia PAN Africa Limited (Step Down Subsidiary)
? Heemsol Energy System Private Limited (Associate Company)
A statement containing the salient features of financial statement of our subsidiaries in the prescribed format AOC-1 is attached herewith Annexure - F
The Company has formulated Risk Management Committee constituted by the Board of Directors comprising of 3 Directors. The Company has created a risk management policy that includes the components of different Risk as well as an execution plan to lessen those risks. The Board reviews the risk management framework on a regular basis.
The Companys policy on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided in Section 178(3) and Section 134(3)(e) of the Act is available at https://www.evexialifecare.com/policies-cq/criteria%20of%20making%20payments%20to%20non-executive%20directors.pdf
According to Regulation 25(10) of SEBI (LODR) Regulations, 2015, Directors & Officers Liability Insurance is mandatory for Top 1000 Listed Companies according to Market Capitalization.
The details pertaining to the composition of the audit committee are given in the report on corporate governance forming part of this Report. Further, all the recommendations made by the audit committee were accepted by the Board.
There was no change in the nature of business of the Company during the FY ended March 31, 2026.
There has been no material change and commitment, affecting the financial performance of the Company which occurred between the end of the Financial Year of the Company to which the financial statements relate and the date of this Report.
Your Directors wish to place on record their appreciation for the continued support and co-operation of the shareholders, banks, various regulatory and government authorities and for the valuable contributions made by the employees of the Company.
For and On Behalf of Board of Directors
EVEXIA LIFECARE LIMITED
Jayesh Raichandbhai Thakkar Place- Vadodara Chairman and Managing Director (DIN - 01631093) Date- 08.09.2026
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
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2026, IIFL Capital Services Ltd. All Rights Reserved
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099
This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.
