Goyal Salt Ltd Directors Report

To,

The Members, GOYAL SALT LIMITED

Plot No. 229-230, Guru Jambeshwar Nagar,

Lane No. 7, Gandhi Path, Vaishali Nagar, Jaipur-302021

The Directors of your Company with immense pleasure, presenting the 16 th Annual Report on the business and operation of the company together with Audited Financial Statements of Accounts and the Auditors Report of your Company for the Financial Year ended on 31st March, 2026 .

1. FINANCIAL HIGHLIGHTS

The summarised performance of the Company for the financial year 2025-26 is as under:

(Amount in Lakhs)

PARTICULARS	Current Yr. 2025-26	Previous Yr. 2024-25
Revenue from operations	19960.24	12997.20
Other Income	19.78	742.32
Total Income	19980.02	13739.52
Profit for the period	2442.83	1936.77
(Before Financial Expenses, Depreciation and Tax)
Depreciation	595.47	147.17
Financial Expenses	323.68	59.13
Profit before Tax	1523.68	1730.47
Tax including deferred tax	388.42	405.78
Profit after Tax	1135.26	1324.69
Earnings Per Share (Basic)	6.34	7.40
Earnings Per Share (Diluted)	6.34	7.40

2. WORKING AND FUTURE PROSPECTS

During FY 2025-26, the salt manufacturing industry continued to witness steady demand from the food, industrial and export sectors, supported by increasing demand for refined, iodized, premium and value-added salt products. The industry, however, remained subject to seasonal and weather-related challenges, as salt production is dependent on favourable climatic conditions and solar evaporation. Gujarat and Rajasthan continued to remain among the key salt-producing regions in the country. During the year, weather conditions and operational challenges continued to influence production and harvesting activities in certain regions.

Despite the prevailing industry challenges, your Company delivered strong growth in its operating revenue. During FY 2025-26, the Company achieved Revenue from Operations of 19,960.24 lakhs as compared to 12,997.20 lakhs in FY 2024-25, registering a significant growth of approximately 53.57%. The Company recorded a Profit After Tax (PAT) of 1,135.26 lakhs as against 1,324.69 lakhs in the previous year. The Companys performance reflects the substantial growth in its business operations, expansion of market reach and continued focus on operational efficiency and capacity utilisation.

The decrease in PAT during the year was primarily on account of lower Other Income as compared to the previous financial year. During FY 2024-25, the Company had earned gains from the sale of certain investments, which had contributed favourably to Other Income and consequently to the overall profitability. In FY 2025-26, the Company undertook comparatively lower investment sales and, in respect of certain investments sold during the year, incurred losses. Accordingly, the reduction in PAT is mainly attributable to the lower contribution from Other Income and does not reflect a decline in the Companys core operating performance.

Notwithstanding the above, the Companys core operating performance remained robust, as reflected in the substantial growth in Revenue from Operations. The Company continued to focus on business expansion, strengthening its market presence, improving operational efficiencies and optimising capacity utilisation.

Looking ahead, your Company continues to focus on strengthening its presence in the domestic and export markets through expansion of its branded and consumer-oriented product portfolio. The Company has continued to develop and market products such as Goyal Premium, Goyal Gold, Goyal Black Salt, Goyal Pink Salt and Mediplus Salt, catering to diverse consumer preferences and the growing demand for refined, specialty and value-added salt products.

The Company has also strengthened its infrastructure and manufacturing capabilities through its strategic presence in Rajasthan and Gujarat. The Company operates three factory units, including two units at Nawa, Rajasthan, and Unit III at Gandhidham, Gujarat. The Gandhidham facility, spread across approximately 12 acres, has production capacity of 1500 MT per day. The Companys total production capacity is presently stated at approximately 2600 MT per day, providing a strong platform to cater to increasing domestic retail, industrial and export requirements.

The Company continues to focus on product quality, branding, capacity utilisation, operational efficiency and market development. With its expanding product portfolio, strengthened manufacturing infrastructure and growing market presence, your Company is well positioned to pursue sustainable growth and strengthen its position in the Indian salt industry in the coming years.

3. DIVIDEND

To strengthen the financial position of the Company and in view of requirements of the funds for working capital your directors do not recommend declaring any dividend for the financial year 2025-26.

4. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, there were no funds which were required to be transferred to Investor Education and Protection Fund (IEPF).

5. TRANSFER TO RESERVES

No amount has been transferred to any reserves during the year.

6. CHANGES IN NATURE OF BUSINESS

There is no change in nature of business carried on by the company.

7. CHANGES IN SHARE CAPITAL STRUCTURE OF THE COMPANY

A. Authorized Capital and Changes thereon, if any:

The Authorized Capital of the Company is Rs. 20,00,00,000 (Rupees Twenty Crore) divided into 2,00,00,000 (Two Crore) equity shares of Rs. 10/- (Rupees Ten Only) each.

B. Issued, Subscribed and Paid-Up Share Capital and Changes thereon, if any:

The Issued, Subscribed and Paid-up capital is Rs. 17,90,02,500/- (Rupees Seventeen Crores Ninety Lakh Two Thousand and Five hundred) divided into 1,79,00,250 (One Crore Seventy-Nine Lakh Two Hundred and Fifty) equity shares of Rs. 10/- (Rupees Ten Only) each.

During the Financial Year 2025-26, there was no change in the Share Capital Structure of the Company

8. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

During the financial year under review, the Company incorporated Goyal Exim Private Limited as its wholly owned subsidiary on 12 th March 2026.

Further, after the closure of the financial year, the Company incorporated Goyal Foods Industries Private Limited as its subsidiary on 29 th June 2026.

Accordingly, as on the date of this Report, the Company has two subsidiary companies, namely, Goyal Exim Private Limited, a wholly owned subsidiary and Goyal Foods Industries Private Limited, a subsidiary, in which the Company holds 51% of the equity share capital.

Further, subscription amount in M/s Goyal Exim Private Limited, wholly owned subsidiary was given by the company after 31.03.2026 and accordingly allotment of shares was also done after 31.03.2026. Declaration of commencement of business was also filed after 31.03.2026, hence the said entity was not a subsidiary of the company as on 31.03.2026, accordingly no consolidated financial statement was prepared.

Your company do not have any joint venture and / or associate company.

9. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

During the period under review, the Board of Directors of the Company duly constituted as per provisions of Companies Act, 2013.

Composition of Board of Directors:

The Board of Directors of Goyal Salt limited is an optimum combination of Executive, Non-Executive Directors and Independent Directors. As on 31st March, 2026, The Board of company consists of Six (6) Directors. The composition and category of Directors is as follows:

Sl. No.	Name of Director	Designation	DIN
1.	Mr. Rajesh Goyal	Chairman cum Whole Time Director	03324131
2.	Mr. Pramesh Goyal	Managing Director	03304953
3.	Mr. Lokesh Goyal	Whole Time Director	07085514
4.	Ms. Priyanka Goyal	Non-Executive Non-Independent Director	10200893
5.	Mr. Narendra Dev Garg	Non- Executive Independent Director	10554720
6.	Ms. Manisha Godara	Non- Executive Independent Director	08116113

Key Managerial Personnel (KMP):

Sl. No.	Name of Director	Designation
1.	Mr. Rajesh Goyal	Chairman cum Whole Time Director
2.	Mr. Pramesh Goyal	Managing Director
3.	Mr. Lokesh Goyal	Whole Time Director
4.	Mr. Amit Kumar	Chief Financial Officer
5.	Mr. Gourishankar Boosar	Company Secretary & Compliance Officer

During the Financial Year, Mrs. Jayanti Jha Roda, Company Secretary & Compliance Officer of the Company, resigned from the office w.e.f. 31 st May, 2025. Subsequently, Mr. Gourishankar Boosar having Membership No. A64264 was appointed as the Company Secretary & Compliance Officer of the Company w.e.f. 30 th August, 2025.

Retirement by Rotation:

Pursuant to the provisions of section 152(6) and other applicable provisions of the Companies Act, 2013, Ms. Priyanka Goyal (DIN: 10200893), Non-Executive Non-Independent Director, being longest in the office retires by rotation and being eligible to get re-appointed as Non-Executive Non-Independent Director of the company in the ensuing AGM of the company. Accordingly, requisite resolution shall form part of the Notice convening the AGM.

10. MANAGEMENT DISCUSSION & ANALYSIS:

In terms of Regulation 34(2)(e) of the Listing Regulations, 2015 read with other applicable provisions, the detailed review of the operations, performance and future outlook of the Company and its business is given in the Managements Discussion and Analysis Report (MDA) which forms part of this Annual Report is annexed as

Annexure-1 .

11. DISCLOSURE OF PARTICULARS OF EMPLOYEES AS REQUIRED UNDER RULE 5 (2) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES 2014

Details of particulars of employees as required under rule 5 (2) of the companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 have been annexed in Annexure-2 .

12. MEETINGS HELD DURING THE YEAR

I. Meetings of Board of Directors

During the Financial Year 2025-26, the Company held Eleven (11) board meetings of the Board of Directors as per Section 173 of Companies Act, 2013 which is summarized below. The provisions of Companies Act, 2013 were adhered to while considering the time gap between two meetings:

Sl. No.	Date of Meeting	Board strength	No. of Directors Present
1.	03.05.2025	6	6
2.	14.05.2025	6	6
3.	31.05.2025	6	6
4.	26.08.2025	6	6
5.	30.08.2025	6	6
6.	08.10.2025	6	6
7.	07.11.2025	6	6
8.	10.11.2025	6	6
9.	23.01.2026	6	6
10.	07.03.2026	6	6
11.	23.03.2026	6	6

Number of meetings attended by each director during the year:

Sl. No.	Name of director	Meetings of Board
		No. of meetings which	Numbers of	% of attendance
		were entitled to attend	meetings attended	of Directors
1.	Mr. Rajesh Goyal	11	11	100
2.	Mr. Pramesh Goyal	11	11	100
3.	Mr. Lokesh Goyal	11	11	100
4.	Ms. Priyanka Goyal	11	11	100
5.	Mr. Narendra Dev Garg	11	11	100
6.	Ms. Manisha Godara	11	11	100

II. General Meeting held during the Year:

S. No.	Date of Meeting	Type of Meeting
1.	26.09.2025	Annual General Meeting

III.Meetings of Committees and Their Constitution:

The Board of Directors has constituted following Committees, viz.;

1. Audit Committee

The Constitution, composition and functioning of the Audit Committee meets with the requirements of Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. All the recommendations of Audit Committee have been accepted by the Board of Directors of the Company.

The Composition of the Committee is as under along with meetings held by them:

Name of Member	Position	Status
Mr. Narendra Dev Garg	Chairman	Independent Director
Mr. Rajesh Goyal	Member	Executive Director
Ms. Manisha Godara	Member	Independent Director

Attendance of the Committee meetings held during the F.Y. 2025-26

Sl. No.	Date of Meeting	Mr. Narendra Dev Garg	Mr. Rajesh Goyal	Ms. Manisha Godara
1.	03.05.2025	Yes	Yes	Yes
2.	14.05.2025	Yes	Yes	Yes
3.	26.08.2025	Yes	Yes	Yes
4.	08.10.2025	Yes	Yes	Yes
5.	10.11.2025	Yes	Yes	Yes
6.	23.01.2026	Yes	Yes	Yes
7.	07.03.2026	Yes	Yes	Yes
8.	23.03.2026	Yes	Yes	Yes

Mr. Amit Kumar, CFO of the Company has attended all the meetings. Ms. Jayanti Jha Roda as secretary of the company attended meetings till 31.05.2025 and Mr. Gourishankar Boosar as secretary of the company attended meetings after 30.08.2025.

Terms of Reference:

The terms of reference of the Audit Committee are as under:

1. Oversight of the Companys financial reporting process and the disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible.

2. Recommending to the Board, the appointment, re-appointment and, if required, the replacement or removal of the statutory auditor and the fixation of audit fees.

3. Approval of payment to statutory auditors for any other services rendered by the statutory auditors.

4. Reviewing, with the management, the annual financial statements before submission to the board for approval, with particular reference to: a.Matters required to be included in the Directors Responsibility Statement to be included in the Boards report in terms of clause (c) of sub-section 3 of section 134 of the Companies Act, 2013; b. Changes, if any, in accounting policies and practices and reasons for the same; c.Major accounting entries involving estimates based on the exercise of judgment by management; d. Significant adjustments made in the financial statements arising out of audit findings; e.Compliance with listing and other legal requirements relating to financial statements; f. Disclosure of any related party transactions; g.Modified opinion(s) in the draft audit report.

5. Reviewing, with the management, the half yearly financial statements before submission to the board for approval.

6. Reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, right issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document/Draft Red Herring Prospectus/ Red Herring Prospectus/ Prospectus /notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue or preferential issue or qualified institutions placement, and making appropriate recommendations to the Board to take up steps in this matter.

7. Review and monitor the auditors independence, performance and effectiveness of audit process.

8. Approval or any subsequent modification of transactions of the company with related parties;

9. Scrutiny of inter-corporate loans and investments.

10. Valuation of undertakings or assets of the company, wherever it is necessary. 11. Evaluation of internal financial controls and risk management systems.

12. Reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control systems. 13. Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit. 14. Discussion with internal auditors any significant findings and follow up there on.

15. Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board. 16. Discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern.

17. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non payment of declared dividends) and creditors. 18. To oversee and review the functioning of the vigil mechanism which shall provide for adequate safeguards against victimization of employees and directors who avail of the vigil mechanism and also provide for direct access to the Chairperson of the Audit Committee in appropriate and exceptional cases. 19. Call for comments of the auditors about internal control systems, scope of audit including the observations of the auditor and review of the financial statements before submission to the Board. 20. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience & background, etc. of the candidate. 21. To investigate any other matters referred to by the Board of Directors. Carrying out any other function as is mentioned in the terms of reference of the Audit Committee. 22. Consider and comment on rationale, cost-benefits and impact of schemes involving merger, demerger, amalgamation etc, on the listed entity and its shareholders.

The Audit Committee also reviews the following information:

a) Management discussion and analysis of financial condition and results of operations; b) Management letters / letters of internal control weaknesses issued by the statutory auditors; c) Internal audit reports relating to internal control weaknesses; and d) The appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review by the audit committee. e) Statement of deviations:

i. Half yearly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock exchange(s) in terms of Regulation 32(1). ii. Annual statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice in terms of Regulation 32(7).

2. Nomination and Remuneration Committee

The Constitution, composition and functioning of the Nomination and Remuneration Committee meets with the requirements of Section 178(1) of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Composition of the Committee is as under along with meetings held by them:

Name of Member	Position	Status	Attendance of	the Committee	meetings held
			during the F.Y. 2025-26
			26.08.2025	07.10.2025	16.03.2026
Mr. Narendra Dev	Chairman	Independent Director	Yes	Yes	Yes
Garg
Ms. Manisha Godara	Member	Independent Director	Yes	Yes	Yes
Ms. Priyanka Goyal	Member	Non-Executive	Yes	Yes	Yes
		Director

Amit Kumar, CFO of the Company has attended all the meetings. Ms. Jayanti Jha Roda as secretary of the company attended meetings till 31.05.2025 and Mr. Gourishankar Boosar as secretary of the company attended meetings after 30.08.2025.

Terms of Reference

The terms of reference of the Nomination/ Remuneration Committee are as under:

1. Formulate the criteria for determining the qualifications, positive attributes and independence of a director and recommend to the Board a policy relating to, the remuneration for directors, KMPs and other employees.

2. For every appointment of an independent director, the Nomination and Remuneration Committee shall evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an independent director. The person recommended to the Board for appointment as an independent director shall have the capabilities identified in such description. For the purpose of identifying suitable candidates, the Committee may: a. use the services of an external agencies, if required;

b. considers candidates from a wide range of backgrounds, having due regard to diversity; and c. consider the time commitments of the candidates.

3. Identifying persons who are qualified to become directors and may be appointed in senior management in accordance with the criteria laid down, and recommend to the Board of Directors their appointment and removal.

4. Formulation of criteria for evaluation of performance of Independent Directors and the Board of Directors;

5. Devising a policy on diversity of Board of directors

6. Deciding on, whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors. 7. recommend to the board, all remuneration, in whatever form, payable to senior management.

8. Define and implement the Performance Linked Incentive Scheme (including ESOP of the Company) and evaluate the performance and determine the amount of incentive of the Executive Directors for that purpose.

9. To formulate and administer the Employee Stock Option Scheme.

The company has duly formulated the Nomination and Remuneration Policy which is also available at the company website. The Policy formulated by Nomination and Remuneration Committee includes directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters as specified under section 178(3) of the Companies Act, 2013 and same was approved by the Board of Directors of the Company.

3. Stakeholders Relationship Committee

The Constitution, composition and functioning of the Stakeholders Relationship Committee meets with the requirements of Section 178 of the Companies Act, 2013 and Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Composition of the Committee is as under:

The Composition of the Committee is as under along with meetings held by them:

Name	of	Position	Status	Attendance of the Committee meetings held
Member				during the F.Y. 2025-26
				14.04.2025	14.07.2025	13.10.2025	20.01.2026
Ms.	Priyanka	Chairperso	Non-Executive	Yes	Yes	Yes	Yes
Goyal		n	Director
Mr.	Narendra	Member	Independent Director	Yes	Yes	Yes	Yes
Dev Garg
Mr.	Lokesh	Member	Whole Time Director	Yes	Yes	Yes	Yes
Goyal

Amit Kumar, CFO of the Company has attended all the meetings. Ms. Jayanti Jha Roda as secretary of the company attended meetings till 31.05.2025 and Mr. Gourishankar Boosar as secretary of the company attended meetings after 30.08.2025.

Terms of Reference:

The terms of reference of the Stakeholders Relationship Committee are as under:

1. Allotment, transfer of shares including transmission, splitting of shares, changing joint holding into single holding and vice versa, issue of duplicate shares in lieu of those torn, destroyed, lost or defaced or where the space at back for recording transfers have been fully utilized.

2. Issue of duplicate certificates and new certificates on split/consolidation/renewal, etc.;

3. Review the process and mechanism of redressal of Shareholders /Investors grievance and suggest measures of improving the system of redressal of Shareholders /Investors grievances.

4. Non-receipt of share certificate(s), non-receipt of declared dividends, non-receipt of interest/dividend warrants, non-receipt of annual report and any other grievance/complaints with Company or any officer of the Company arising out in discharge of his duties.

5. Oversee the performance of the Registrar & Share Transfer Agent and also review and take note of complaints directly received and resolved them.

6. Oversee the implementation and compliance of the Code of Conduct adopted by the Company for prevention of Insider Trading for Listed Companies as specified in the Securities & Exchange Board of India (Prohibition of insider Trading) Regulations, 2015 as amended from time to time.

7. Any other power specifically assigned by the Board of Directors of the Company from time to time by way of resolution passed by it in a duly conducted Meeting, and

8. Carrying out any other function contained in the equity listing agreements as and when amended from time to time.

4. CSR Committee:

In compliance with the Companies Act, 2013, the companys Net Profit before Tax in the financial year 2025-26 triggered the CSR limits provided under section 135 of the companies Act, 2013, prompting the company to duly constitute Corporate Social Responsibility Committee (CSR Committee) for conducting CSR activities, the composition of which is as follows:

The Composition of the Committee is as under along with meetings held by them:

Name of Member		Position	Status	Attendance	of the Committee meetings held
				during the F.Y. 2025-26
				01.07.2025	09.03.2026
Mr. Rajesh Goyal		Chairman	Whole Time Director	Yes	Yes
Mr.	Narendra	Member	Independent Director	Yes	Yes
Dev Garg
Ms.	Manisha	Member	Independent Director	Yes	Yes
Godara

Amit Kumar, CFO of the Company has attended all the meetings. Ms. Jayanti Jha Roda as secretary of the company attended meetings till 31.05.2025 and Mr. Gourishankar Boosar as secretary of the company attended meetings after 30.08.2025.

The broad terms of reference of the CSR Committee are as follows:

a. Formulating and recommending to the Board the CSR Policy and activities to be undertaken by the

Company in compliance with provisions of the Companies Act, 2013 and the rules there under; b. Recommending the amount of expenditure to be incurred on CSR activities of the Company; c. Overseeing the implementation of CSR activities and projects; d. Evaluating performance of the Company in the area of CSR; e. Monitoring implementation of CSR policy of the Company from time to time; f. Carry out any other function as directed by the Board and/or mandated by any statutory authority through any notification, amendment or modification from time to time.

The brief outline of the Corporate Social Responsibility (CSR) policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in Annexure-3 of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014.

13. DECLARATION BY INDEPENDENT DIRECTORS UNDER SECTION 149(6) OF COMPANIES ACT, 2013

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as specified under Section 149(6) of the Companies Act, 2013 read with schedules and rules issued thereunder. They have also confirmed that they meet the requirements of

Independent Director as mentioned under Regulation 16(1)(b) of the SEBI (Listing Obligation and Disclosure Requirement) Regulation, 2015.

14. BOARD EVALUATION

Pursuant to the provisions of Companies Act, 2013 and the Listing Regulations, a structured questionnaire was prepared after taking into consideration various aspects of the Boards functioning, composition of the Board and its Committees, Culture, execution and performance of the specific duties, obligations and governance.

The Performance of the Committees and Independent Directors were evaluated by the entire board of Directors except for the Director being evaluated. The Performance evaluation of the Chairman, Non-Independent Directors and Board as a Whole was carried out by the Independent Directors. The board of Directors expressed their Satisfaction with the outcome of evaluation and the process followed thereof.

15. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, to the best of our knowledge and belief and according to the information and explanations obtained by us, your Directors hereby confirm that: a) In the preparation of the Annual Accounts, the applicable Accounting Standards has been followed along with proper explanations relating to material departures, if any; b) They have selected such Accounting Policies and applied them consistently and made judgment 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 of the profit of the company for that period; c) To the best of their knowledge and information, they 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) They have prepared the Annual Accounts on a Going Concern basis; e) They had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively. f) There is a proper system to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

16. WEBLINK FOR ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013, the weblink for perusal of annual return of the Company is Website Link: https://goyalsaltltd.com

17. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The Company has not given any loans or guarantees but it has made Investment attracting the provisions of section 186 during the year, which can be witnessed from Audited Financial Statements for the financial year ended 31 st March, 2026 read with notes on accounts forming part of the financial statements.

18. AUDITORS

? STATUTORY AUDITORS

M/s Arvind R Agrawal& Co, Chartered Accountants (FRN: 0016460C), holds office of the Company till the conclusion of 19 th Annual General Meeting of the Company to be held in FY 2029-30. The Auditors have confirmed that their appointments, if made, shall be within the limits as stipulated u/s 141 of the Companies Act, 2013.

There are no observations (including any qualification, reservation, adverse remark or disclaimer) of the Auditors in their Audit Report that may call for any explanation from the Directors.

? SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of The Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s JPS & Associates , Jaipur a firm of Company Secretaries in Practice as Secretarial Auditors of the Company for five consecutive financial years commencing from FY 2025-26 to FY 2029-30 to conduct Secretarial Audit of the company. The Secretarial Audit Report for the Financial Year ended on March 31, 2026 is annexed herewith as Annexure-4 . The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

? INTERNAL AUDITOR

Pursuant to the provisions of Section 138 of the Companies Act, 2013 & the rules made there under (including any statutory modification(s) or reenactment(s) thereof, for the time being in force), the board of directors of the company on recommendation of Audit Committee, at their meeting held on 14.05.2025 had appointed M/s PSAG & Associates (having FRN: 035578C), Chartered Accountants, Jaipur as Internal Auditors to conduct Internal Audit for the financial year 2025-26.

19. COST AUDIT

Central Government has notified rules for Cost Audit and as per new Companies (Cost Records and Audit) Rules, 2014 issued by Ministry of Corporate Affairs, Cost audit report for the FY 2025-26 is not applicable to the Company.

20. PREVENTION OF INSIDER TRADING:

Pursuant to the provision of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulation, 2015 and amendments thereto, the company has in place a code of conduct to regulate, monitor and report trading by insider for prohibition of Insider trading in the shares of the Company. The code inter alia prohibits purchase/ sale of shares of the Company by its Designated Persons and other connected persons while in possession of Unpublished Price Sensitive Information in relation to the Company and during the period when trading window is close. The company has also formulated a Code of practices and procedures for fair disclosure of Unpublished Price Sensitive Information (UPSI) and said code is available on companys website and can be assessed at https://goyalsaltltd.com/governance.

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

There were no material changes and commitments made by directors affecting financial position of the company which have occurred after end of the financial year and upto the date of this report except which are relating to execution of ongoing expansion project of the company.

22. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNINGS AND OUTGO:

Information on conservation of Energy, Technology absorption, Foreign Exchange earnings and outgo required to be disclosed under Section 134 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 are annexed in Annexure-5 .

23. RELATED PARTY TRANSACTIONS:

In accordance with Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of Companies (Accounts) Rules, 2014, the particulars of contracts or arrangements with related parties, referred to in Section 188(1) of the Companies Act, 2013, in the prescribed Form AOC-2 is attached as Annexure-6 to this Report.

24. RISK MANAGEMENT

The Board of Directors of the Company identify, evaluate business risks and opportunities. The Directors of the Company take pro-active steps to minimize adverse impact on the business objectives and enhance the Companys competitive advantage. Presently no material risk has been identified by the directors except of general business risks, for which the Company is leveraging on their expertise and experience.

25. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,

PROHIBITION AND REDRESSAL) ACT, 2013

Pursuant to the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the company has in place a policy on prevention of sexual harassment at work place.

The Company has constituted the Internal Complaint Committee (ICC) under Prevention of Sexual Harassment of Women at Workplace in accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 to consider and resolve the complaints related to sexual harassment. The ICC includes Mrs. Priyanka Goyal as Presiding Officer, Ms. Manisha Godara, Lokesh Goyal, Ms. Monika Sharma as members. The Company regularly conducts awareness programmes for its employees.

The following is the summary of sexual harassment complaints received and disposed off during the year:

Sl. No. Particulars	Status of the No of complaints received and disposed off
1. Number of complaints on sexual harassment received	Nil
2. Number of complaints disposed off during the year	Nil

3. Number of cases pending for more than ninety days	Not Applicable
4. Number of workshops or awareness programme against sexual harassment carried out	The Company regularly conducts awareness programmes for its employees.
5. Nature of action taken by the employer or district officer	Not Applicable

The Committee has 2 meeting during the year under review, whose details are as follows:

S.No.	Date of Meeting	Committee\u2019s Strength	No. of Members Present
1.	14.07.2025	4	4
2.	20.01.2026	4	4

26. MATERNITY BENEFIT

The Company has not received any Maternity Benefit applications from its female employees during the FY 2025-26; therefore, no maternity leave has been recorded.

27. VIGIL MECHANISM / WHISTLE BLOWER POLICY

Pursuant to the provisions of Section 177(9) of the Companies Act, 2013 read with Rule 7 of the Companies

(Meetings of Board and its Powers) Rules, 2014, the Company had adopted Whistle Blower Policy for Directors and employees. A mechanism has been established for employees to report concerns about unethical behaviour, actual or suspected fraud, or violation of Code of Conduct and Ethics. It also provides for adequate safeguards against the victimization of employees who avail of the mechanism and allows direct access to the Board of Directors in exceptional cases. The Board will periodically review the functioning of Whistle Blower Mechanism. During the Financial Year under review, no whistle blower event was reported and mechanism functioning well. No personnel have been denied access to the Chairperson of Audit Committee. The policy is available on the website of the company at https://goyalsaltltd.com/governance/codes-policies.

28. COMPLIANCE OF SECRETARIAL STANDARDS

During the year under Report, the Company has complied with the applicable provisions of Secretarial Standards as issued and notified by The Institute of Company Secretaries of India and approved by the Central Government.

29. PERFORMANCE EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, board committees and individual directors pursuant to the provisions of the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 in the following manners:

1. The performance of the board was evaluated by the board, after seeking inputs from all the directors, on the basis of the criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc.

2. The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.

3. The board and the nomination and remuneration committee reviewed the performance of the individual directors on the basis of the 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.

4. In addition, the chairman was also evaluated on the key aspects of his role.

Separate meeting of independent directors was held to evaluate the performance of non-independent directors, performance of the board as a whole and performance of the chairman, taking into account the views of executive directors and non-executive directors. Performance evaluation of independent directors was done by the entire board, excluding the independent director being evaluated. Details of Meeting are as follows:-

S.No.	Date of Meeting	Committee\u2019s Strength	No. of Members Present
1.	16.03.2026	2	2

30. DEPOSITS

During the year under review, your Company did not accept or renewed any deposits within the meaning of provisions of Chapter V Acceptance of Deposits by Companies of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 and there remains no unpaid or unclaimed deposit with the Company at the end of financial year.

31. REPORTING OF FRAUDS BY AUDITORS

For the Financial year 2025-26, the Statutory Auditor has not reported any instances of frauds committed in the Company by its Officers or Employees under section 143(12) of the Companies Act, 2013.

32. REGULATORY ACTION

There are no significant and material orders passed by the regulators or courts or tribunals that could impact the going concern status and operations of the company in future.

33. CORPORATE GOVERNANCE

As the equity shares of the company are listed on Emerge SME Platform of NSE, therefore Corporate Governance provisions as specified in Regulation 17 to 27 and Clause (b) to (i) of sub-regulation 46 and Paras C, D and E of Schedule V of Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations,2015 are not applicable to the Company, accordingly no reporting is required to be made under this head.

34. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has proper and adequate systems of internal control to ensure that all assets are safeguarded and protected against loss from unauthorised use or disposition, and that transactions are authorised, recorded, and reported correctly. The internal control system is supplemented by extensive programme of internal audit, review by management, and documented policies, guidelines and procedures.

35. BUSINESS RESPONSIBILITY REPORTING

The Business Responsibility Reporting as required under Regulation 34(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 does not apply to your company for the financial year 2025-26.

36. CODE OF CONDUCT OF BOARD OF DIRECTORS & SENIOR MANAGEMENT

Certain code of conduct is required from the senior management including the Board of Directors of the Company; they have to be abiding by the rules and laws applicable on the company for the good governance and business ethics. It describes their responsibility and accountability towards the company. Policy of the company relating to this is available for the access at the website https://goyalsaltltd.com/governance/codes-policies.

37. DETERMINATION OF MATERIALITY OF INFORMATION & EVENTS

The Listed Entity is always required to be committed to being open and transparent with all stakeholders and in disseminating information in a fair and timely manner. Investors of the entity also expect timely and accurate information from the company as its supports and foster confidence in the quality and integrity of information released by the Company. So under this policy, the management of the company determines the material events of the company and disclose them for their investors.

Under this policy company may decide all those events and information which is material and important and is compulsory to be disclosed for the investors about the company, policy related to this is available at the website https://goyalsaltltd.com/governance/codes-policies.

38. CFO CERTIFICATION:

As part of our commitment to financial integrity and transparency, the Chief Financial Officer (CFO) certifies that the financial statements presented in this report fairly represent the financial position, results of operations, and cash flows of the company in accordance with applicable accounting standards and regulatory requirements.

Further, the CFO affirms that the company maintains adequate internal control systems to safeguard assets, ensure the accuracy of financial reporting, and comply with applicable laws and regulations. The CFO confirms that the company has complied with all relevant legal and regulatory requirements governing financial reporting, including disclosure obligations and transparency standards. The CFO certifies that the information provided in this report, including financial data and disclosures, is accurate and complete to the best of their knowledge and belief.

The certification provided by the Chief Financial Officer underscores our commitment to upholding the highest standards of financial governance and transparency. Stakeholders can rely on the integrity and accuracy of the financial information presented in this report.

Additionally, CFO certification adds credibility to the financial information presented in the board report and reassures stakeholders about the accuracy and reliability of the companys financial reporting. The CFO certification is attached as Annexure 7 for stakeholders reference.

39. PRESERVATION OF DOCUMENTS

The Corporate records need to be kept at the places and manner defined under the Act. The Company accordingly has policy in this regard.

40. STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND

EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR

During FY 2025 26, the Company did not appoint or re appoint any Independent Directors. Nonetheless, the existing Independent Directors have continued to uphold the highest standards of personal integrity and ethical conduct. They collectively possess a strong blend of qualifications, domain specific expertise, and substantial corporate experience.

In the opinion of the Board, they have demonstrated the highest standards of personal integrity and ethical conduct. They bring a robust combination of qualifications, professional expertise, and domain specific experience, fully meeting the proficiency requirements under Section 150(1) of the Companies Act, 2013. The Board is confident that their skills and independent perspective will significantly enhance the Boards oversight, strategic guidance, and governance quality.

41. COMPANYS POLICY ON APPOINTMENT AND REMUNERATION OF DIRECTORS

The Company has in place a Nomination and Remuneration Policy with respect to appointment and remuneration of Directors, Key Managerial Personnel and Senior Management Personnel. The appointment/re-appointment of Directors on the Board is subject to the recommendation of the Nomination and Remuneration Committee (NRC). Based on the recommendation of the NRC, the remuneration of Executive Director is proposed in accordance with the provisions of the Act which comprises of basic salary, perquisites, allowances and commission for approval of the members. Further, based on the recommendation of the Board the remuneration of Non-Executive Directors comprising of sitting fees and commission in accordance with the provisions of Act is proposed for the approval of the members.

The Nomination and Remuneration Policy including criteria for determining qualifications, positive attributes, independence of a director and other matters provided u/s 178(3) of the Act is available on Companys website and accessible through weblink https://goyalsaltltd.com/governance/codes-policies.

42. ARCHIVAL POLICY

This policy deals with the retention and archival of the corporate record, these records are prepared by the employees of the company under this policy any material information relating to the company shall be hosted on the website of the company for the investors and public and remain there for period of five year. Policy related to this is available at the website https://goyalsaltltd.com/governance/codes-policies.

43. DETAILS OF APPLICATION/ PROCEEDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

During the Year FY 2025-26, the company has neither made any application nor initiated any proceedings under the Insolvency and Bankruptcy Code, 2016.

44. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME

SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

Not Applicable, as there are no details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof.

45. OTHER DISCLOSURES

i. During the financial year, the Company has not issued any equity share with differential rights. ii. The company has not issued any sweat equity shares. iii. There was no commission paid by the company to its managing director or whole-time directors, so no disclosure required in pursuance to the section 197(14) of The Companies Act, 2013.

46. ACKNOWLEDGEMENT

The Board of Directors of your Company wishes to express gratitude for the co-operation, guidance and support received from various Ministries and Departments of the Government of India, the State Government of Rajasthan, Local Authorities, and other agencies. The Board of Directors would like to thank the shareholders and the investors for their continued support.