IGC Industries Ltd Directors Report

To, The Members,

IGC Industries Limited

Your Directors have pleasure in presenting the Forty-Fifth (45 th ) Annual Report, together with the Audited Financial Statements of the Company for the Financial Year ended March 31, 2026.

1. RESULTS OF OUR OPERATIONS AND STATE OF AFFAIRS:

( Rs. in Lakhs except EPS)

Particulars	For the Year ended March 31, 2026	For the Year ended March 31, 2025
Revenue From Operation	-	198.51
Other Income	-	--
Total Income	-	198.51
Total Expenses	292.97	204.68
Profit/Loss before exceptional items & tax	-	--
Exceptional items	-	--
Profit/Loss before tax	(292.97)	(6.17)
Tax expense	-	(0.0031)
Net profit/loss after tax	(292.97)	(6.17)
Prior Period Adjustments	-	--
Earnings Per Share
Basic	(0.84)	(0.02)
Diluted	(0.84)	(0.04)

2. OPERATIONAL REVIEW:

During the financial year ended March 31, 2026, the Company reported no Revenue from Operations , as compared to 198.51 lakhs in the previous financial year. The absence of operating revenue during the year reflects the Companys business position and the level of business activities undertaken during the financial year.

The Total Expenses stood at 292.97 lakhs as compared to 204.68 lakhs in the previous financial year. The increase in expenses was primarily attributable to the costs incurred by the Company in connection with its operations and other business activities during the year.

As a result, the Company recorded a Net Loss of 292.97 lakhs during FY 2025-26 as against a Net Loss of 6.17 lakhs in FY 2024-25. The increase in losses during the year reflects the absence of operating revenue coupled with the higher expenses incurred during the financial year.

The Earnings Per Share (EPS) for the year stood at ( 0.84) (Basic) and ( 0.84) (Diluted) as compared to ( 0.02) (Basic) and ( 0.04) (Diluted) respectively in the previous financial year.

During the year under review, the Company remained focused on strengthening its business operations and identifying opportunities for future growth. The management remains committed to improving operational efficiency, controlling costs, exploring viable business opportunities, and establishing a sustainable growth trajectory in the coming years.

3. NATURE OF BUSINESS

At IGC Industries Ltd., we specialize in global trading of premium agricultural products through a trusted network of farmers, suppliers, and distributors. Our wide product range is sourced with care to meet international market demands. With a focus on quality, transparency, and efficiency, we provide reliable import export solutions and build long-term client relationships, backed by industry expertise and sustainable practices.

During the financial year under review, there was no change in the nature of business of the Company.

4. DIVIDEND:

In view of the Company does not carry out any business activities, the Board of Directors has considered it prudent not to recommend any dividend for the Financial Year under review.

5. SHARE CAPITAL OF THE COMPANY:

During the year under review, the Company increased its Authorized Share Capital from 35,00,00,000 (Rupees Thirty-Five Crore Only), divided into 3,50,00,000 Equity Shares of 10 each, to 61,00,00,000 (Rupees Sixty-One Crore Only), divided into 6,10,00,000 Equity Shares of 10 each, ranking pari passu in all respects with the existing Equity Shares of the Company.

As on March 31, 2026, the Issued and Subscribed Equity Share Capital of the Company stood at 34,72,00,000, divided into 3,47,20,000 Equity Shares of 10 each, fully paid-up.

6. TRANSFER TO RESERVES:

During the year under review, the Company has not carried out business activities, therefore the Company has not transferred any amount to Reserves.

7. DEPOSITS:

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

8. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

The Company does not have any Subsidiaries, Joint Ventures and Associate Companies.

9. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Your Company is having dynamic, qualified, experienced, committed and versatile professionals in the Management of the Company. The Board of Directors includes the Executive, Non-Executive Independent Directors so as to ensure proper governance and management.

The Company is having the following Board of Directors and Key Managerial Personal:

Sr. No. Name of Personnel	Designation
1. Ms. Supriya Dilip Gaikwad	Executive Director
2. Ms. Hemlata	Non-Executive Independent Director
3. Mr. Ziauddin Mohammed	Managing Director
4. Mr. Omprakash Pyarelal Sonar	Non-Executive Independent Director
5. Ms. Supriya Dilip Gaikwad	Chief Financial Officer
6. Mr. Manoj Kumar Jhawar	Non-Executive Director

Changes in Composition of Board during the year under review:

Mr. Salman Mahibub Sayyad (DIN: 09837263), who was appointed as an Additional Executive Director on March 26, 2024 and subsequently designated as Managing Director at the 43rd Annual General Meeting of the Company, resigned from the position of Managing Director with effect from April 1, 2025 .

Ms. Avani Savjibhai Godhaniya (DIN: 10387729) , who was appointed as an Additional Non-Executive Independent Director of the Company on March 4, 2024 and whose appointment was subsequently regularized at the 43rd Annual General Meeting, resigned from the position of Independent Director with effect from April 1, 2025 . Mr. Ramesh Kumar, who was appointed as a Director of the Company at the 43rd Annual General Meeting, resigned from the Board with effect from April 1, 2025 . Mr. Ramesh Kumar Nayanmal Saraswat, who was appointed as a Director of the Company at the 43rd Annual General Meeting, resigned from the Board with effect from April 1, 2025 .

Mr. Ziauddin Mohammed (DIN: 07523934) was appointed as an Executive Director of the Company with effect from February 21, 2025. Following the resignation of Mr. Salman Mahibub Sayyad, Mr. Ziauddin Mohammed was designated as the Managing Director of the Company by the Board at its meeting held on April 4, 2025. His appointment as Managing Director was subsequently regularized/approved by the shareholders at the Extra-Ordinary General Meeting held on May 2, 2025.

Mr. Omprakash Pyarelal Sonar (DIN: 11031877 ) was appointed as an Additional Non-Executive Independent Director of the Company with effect from April 1, 2025, pursuant to the approval of the Board of Directors at its meeting held on April 4, 2025. His appointment was subsequently regularized by the shareholders at the Extra-Ordinary General Meeting held on May 2, 2025.

Mr. Manoj Kumar Jhawar (DIN: 09278578 ) was appointed as an Additional Non-Executive Director of the Company with effect from September 20, 2025 .

In accordance with the provisions of the Act and the Articles of Association of the Company Ms. Supriya Dilip Gaikwad is liable to retire by rotation and being eligible has offered herself for reappointment.

The Company has received declarations from all the Independent Directors of the Company confirming that they meet with the criteria of independence as prescribed under sub-section 6 of Section 149 of the Companies Act, 2013 and under Regulation 16 (b) of SEBI (Listing Obligation and Disclosure Requirements) Regulation, 2015.

10. MEETINGS OF THE BOARD OF DIRECTORS:

The Board of Directors of your Company met 9 (Nine) times during the Year and the gap between two meetings did not exceed the statutory period laid down by the Companies Act, 2013 and the Secretarial Standard-I issued by the Institute of Company Secretaries of India.

S. No Date of Meeting	No of attended the meeting	No of Director entitled to attend the meeting
1. 01-04-2025	3	3
2. 04-04-2025	4	4
3. 23-04-2025	4	4
4. 30-05-2025	4	4
5. 14-08-2025	4	3
6. 26-08-2025	4	3
7. 06-09-2025	4	3
8. 14-11-2025	4	3
9. 12-02-2026	4	3

The necessary quorum was present for all the meetings. The attendance of Director is mentioned below:

Name of Director	Category	No. of Meeting entitled to attend	No of Meeting attended by Director	Last AGM Attended
Mr. Ziauddin Mohammed	Managing Director	9	9	Yes
Ms. Supriya Dilip Gaikwad	Executive Director	9	4	Yes
Mr. Omprakash Pyarelal Sonar	Non-Executive Independent Director	8	8	Yes
Ms. Hemlata	Non-Executive Independent Director	9	9	Yes
Mr. Manoj Kumar Jhawar	Non-Executive Director	2	0	No

11. COMMITTEES OF THE BOARD:

The company has several committees which have been established as a part of best corporate governance practices and are in compliance with the requirements of the relevant provisions of applicable laws and statues.

The Board has constituted following Committees:

Audit Committee,

Nomination & Remuneration Committee and Stakeholders Relationship Committee.

The composition of various committees and compliances, as per the applicable provisions of the Companies Act, 2013 and the Rules there under and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (Listing regulations) are as follows.

The details with respect to the compositions, powers, roles, terms of reference etc. of relevant committees are given in detail in the Report on Corporate Governance of the company which forms part of this Annual Report.

12. ANNUAL PERFORMANCE EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and Listing regulations, the Company has implemented a system of evaluating performance of the Board of Directors and of its committees and individual Directors on the basis of evaluation criteria suggested by the Nomination and Remuneration Committee and the Listing regulations. Accordingly, the Board has carried out an evaluation of its performance after taking into consideration various performance related aspects of the Boards functioning, composition of the Board and its Committees, culture, execution and performance of specific duties, remuneration, obligations and governance. The performance evaluation of the Board as a whole, Chairman and Non-Independent Directors was also carried out by the Independent Directors in their meeting held on February 14, 2026.

Similarly, the performance of various committees, individual Independent and Non-Independent Directors was evaluated by the entire Board of Directors (excluding the Director being evaluated) on various parameters like engagement, analysis, decision making, communication and interest of stakeholders.

The Board of Directors expressed its satisfaction with the performance of the Board, its committees and individual Directors.

13. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act 2013, your directors confirm that:

a. In the preparation of the annual accounts for the financial year ended 31st March, 2026, the applicable Ind-AS had been followed along with proper explanation relating to material departures;

b. The directors had selected such accounting policies and applied and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2026.

c. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d. The directors had prepared the annual accounts on a going concern basis;

e. The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

f. The proper internal financial controls are in place and that such internal financial controls are adequate and are operating effectively.

g. 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.

14. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company has adopted a Whistle Blower Policy to provide a formal mechanism to the Directors and Employees to report their concerns about unethical behavior, actual or suspected fraud or violation of the Companys Code of Conduct or Ethics Policy. The policy provides for adequate safeguards against victimization of employees who avail of the mechanism and also provides for direct access to the Chairman of the Audit Committee. It is affirmed that no personnel of the Company has been denied access to the Audit Committee. The Whistle Blower Policy has been posted on the website of the Company (www.igcindustriesltd.com).

15. RELATED PARTY TRANSACTIONS:

During the year under review, your Company has not entered into transactions with related parties as defined under Section 2(76) of the Companies Act, 2013 read with Companies (Specification of Definitions Details) Rules, 2014, and hence provisions of Section 188 of the Companies Act, 2013 are not applicable to the Company.

16. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

Your Company has neither given any loans, guarantee or provided any security in connection with a loan nor made any investments covered under the provisions of Section 186 of the Companies Act, 2013 during the year under review.

17. EXTRACT OF ANNUAL RETURN:

As required under Section 134(3)(a) &Section 92(3) of the Act, the Annual Return is put up on the Companys website and can be accessed at www.igcindustriesltd.com & Extracts of the Annual return in form MGT 9 for the Financial Year 2025-26 is uploaded on the website of the Company and can be accessed at www.igcindustriesltd.com .

18. AUDITORS :

A) STATUTORY AUDITOR:

During the year under review M/s. Sarang Shivajirao Chavan & Associates, Chartered Accountants (ICAI Registration No. 159649W), were appointed as the statutory auditors of the company with effect from 30 th September, 2025, to conduct the audit of Financial year 2025-26, in place of M/s. M/s. ADV & Associates, Chartered Accountants (ICAI Registration No. 128045W) who resigned from the post of Statutory Auditor of the Company.

The first proviso to section 139(1) of the Companies Act, 2013 has been omitted vide section 40 of the Companies (Amendment) Act, 2017 notified on 7 th May, 2018. Therefore, it is not mandatory for the Company to place the matter relating to appointment of statutory auditor for ratification by members at every Annual General Meeting. Hence the Company has not included the ratification of statutory auditors in the Notice of AGM.

The Report given by M/s. Sarang Shivajirao Chavan & Associates, Chartered Accountants, on the financial statements of the Company for the Financial Year 2025-26 is a part of the Annual Report. There has been no qualification, reservation or adverse remark or disclaimer in their Report.

During the Year under review, the Auditors have not reported any matter under Section 143 (12) of the Act, therefore no detail is required to be disclosed under Section 134 (3)(ca) of the Act.

DISCLOSURE OF REPORTING OF FRAUD BY AUDITORS UNDER SECTION 143(12):

During the financial year 2025-26, the Statutory Auditor has not reported to the audit committee any instance of fraud committed against the Company by its employees or officers under section 143(12), the details of which need to be reported in Boards Report.

B) SECRETARIAL AUDITOR:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. Ramesh Chandra Bagdi & Associates, a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report is appended as Annexure 4 which forms a part of this report.

The Auditor has following remarks in his report for which the management has given proper reply

S. No. Remark by Auditor	Management Response
1. Regulation 76 of SEBI (LODR) Regulations, 2015 The Company has filed the Reconciliation of Share Capital Audit Report for the quarter ended 30th June, 2025 with delay/non-submission as observed by BSE.	Management has provided adequate reply/clarification to BSE and subsequently submitted the Reconciliation of Share Capital Audit Report. The Company has also taken necessary steps to ensure timely compliance with the applicable filing requirements in future.
2. Regulation 33 of SEBI (LODR) Regulations, 2015 The Company had delayed the submission of the Audited Financial Results for the quarter and financial year ended 31st March, 2025. The delay was also noted in relation to non-disclosure of reasons for the delay in submission of financial results.	The Company acknowledges the delay in filing the Audited Financial Results for the financial year ended 31st March, 2025. The delay was occasioned by the extended time required for completion of the statutory audit, reconciliation of financial records and finalization of the financial statements to ensure accuracy and compliance with applicable regulatory requirements. The Company has been advised to strengthen its internal compliance monitoring mechanism to ensure timely filing in future.
3. Regulation 33 of SEBI (LODR) Regulations, 2015 The Company had received a mail from BSE dated 11th October, 2024 regarding non-submission of Declaration or Statement of Impact of Audit Qualifications for the year ended March, 2025 under Regulation 33 of SEBI (LODR) Regulations, 2015.	Management has provided adequate and justifiable reply/clarification to BSE and filed the requisite clarification within the stipulated timeline.
4. Regulation 33 of SEBI (LODR) Regulations, 2015 Clarification sought by BSE vide email dated 26th November, 2025 regarding Cash Flow Statement for Standalone Results for the year/period ended 30th September, 2025 not being received in PDF format.	Management has provided adequate and justifiable reply/clarification to BSE regarding the Cash Flow Statement and has taken necessary corrective measures to ensure that all required financial statements and disclosures are submitted in the prescribed format within the stipulated timeline.

S. No. Remark by Auditor	Management Response
5. Regulation 31 of SEBI (LODR) Regulations, 2015 Shareholding Pattern for the quarter ended 30th June, 2025 was not submitted in XBRL mode.	Management acknowledges the observation. The delay/non-submission in XBRL mode occurred due to inadvertent technical and procedural issues during the filing process. The Shareholding Pattern has subsequently been submitted in the prescribed XBRL mode and necessary corrective measures have been implemented to strengthen the compliance monitoring system and ensure timely filing of all regulatory disclosures in future.
6. SDD Non-Compliance The Company had received a mail dated 22nd August, 2025 from BSE regarding non-compliance of Structured Digital Database (SDD) observed in the Company for the quarter ended 30th June, 2025.	Management has purchased the software for SDD compliance and has initiated necessary measures for ensuring compliance with the Structured Digital Database requirements. The Company has also provided the requisite reply/clarification to BSE within the stipulated timeline.
7. Regulation 6(1) of SEBI (LODR) Regulations, 2015 Non-compliance with the requirement to appoint a qualified Company Secretary as the Compliance Officer.	Management has appointed a Whole-time Company Secretary and Compliance Officer and has taken necessary steps to ensure compliance with the applicable provisions of SEBI (LODR) Regulations, 2015.

C) COST AUDITOR:

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with Rules made there under, the appointment of Cost Auditor is not applicable to the Company for the Financial Year 2025-26.

D) INTERNAL AUDITOR

The Company has not appointed Internal Auditor of the Company for the year 2025- 2026.

19. CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules 2014, were not applicable to the Company for the Financial Year 2025-26.

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

There are no significant / material orders passed by the Regulators or courts or Tribunals impacting the going concern status of your Company and its operations in future.

21. DEPOSITORY SERVICES:

The Companys Equity Shares have been admitted to the depository mechanism of the Central Depository Services (India) Limited (CDSL). As a result the investors have an option to hold the shares of the Company in a dematerialized form in such Depository. The Company has been allotted ISIN No. INE099S01016. As on March 31, 2026, a total of 3,47,19,505 Equity Shares representing 99.99% of the paid up capital of the Company were held in dematerialized form with CDSL. During the year Company has making a best effort to convert all the physical share into dematerialized form.

Shareholders therefore are requested to take full benefit of the same and lodge their holdings with Depository Participants [DPs] with whom they have their Demat Accounts for getting their holdings in electronic form.

22. CODE OF CONDUCT:

Your Company is committed to conducting its business in accordance with the applicable laws, rules and regulations and highest standards of business ethics. In recognition thereof, the Board of Directors has implemented a Code of Conduct for adherence by the Directors (including Non-Executive Independent Directors), Senior Management Personnel and Employees of the Company. This will help in dealing with ethical issues and also foster a culture of accountability and integrity. The Code has been posted on the Companys website ( www.igcindustriesltd.com .)

All the Board Members and Senior Management Personnel have confirmed compliance with the Code.

23. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The scope and authority of the Internal Audit function is defined by the Audit Committee. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board& to the Managing Director.

The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies of the Company.

Based on the report of internal audit function, the Company undertakes corrective action in their respective areas and thereby strengthens the controls. Significant audit observations and recommendations along with corrective actions thereon are presented to the Audit Committee of the Board.

24. CORPORATE GOVERNANCE:

Pursuant to Regulation 15(2) of the Listing Regulations, the company fall under the criteria of corporate governance provisions i.e. the Companys paid up Equity Share Capital does exceed of Rs.10 Crores as on March 31, 2025. A separate section on Corporate Governance Standards followed by your Company, as stipulated under Regulation 34(3) read with Schedule V of SEBI (Listing Obligation and Disclosure Requirement) Regulation 2015 is enclosed as Annexure-1 to this Report. The Report on Corporate Governance also contains certain disclosures required under Companies Act, 2013.

A Certificate from M/S. Ramesh Chandra Bagdi Practicing Company Secretaries, conforming compliance to the conditions of Corporate Governance as stipulated under Regulations 17, 18, 19, 20, 21, 22, 23, 24, 25, 26, 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V of SEBI (Listing Obligation and Disclosure Requirement) Regulation 2015, is annexed to this Report.

25. MANAGEMENTS DISCUSSION AND ANALYSIS REPORT :

The Managements Discussion and Analysis Report for the Year under review, as stipulated under Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, is attached to this report as Annexure -2 .

26. PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

As required under Rule 8 (3) of the Companies (Accounts) Rules, 2014, The Company has introduced various measures to reduce energy consumption and install the latest technologies.

(a) CONSERVATION OF ENERGY

(i) the steps taken or impact on conservation of energy	The Company has adopted various measures to optimize energy consumption during processing, cleaning, grading, and packaging of pulses such as Toor Dal and Chana Dal
(ii) the steps taken by the company for utilizing alternate sources of energy	NA
(iii) the capital investment on energy conservation equipment\u2019s	NA

( B) TECHNOLOGY ABSORPTION

(i) the efforts made towards technology absorption	The Company continues to adopt modern milling and processing technologies for pulses to improve yield, reduce wastage, and ensure consistency in quality. Use of automated cleaning, color sorting, and grading machines has been prioritized to align with industry standards.
(ii) the benefits derived like product improvement, cost reduction, product development or import substitution	Reduction in wastage and pilferage during processing, leading to cost savings.
	Improvement in packaging standards to preserve freshness and extend shelf life.
(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)-	NA
(a) the details of technology imported	NA
(b) the year of import;	NA
(c) whether the technology been fully absorbed	NA
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof	NA
(iv) the expenditure incurred on Research and Development	NA

FOREIGN EXCHANGE EARNINGS / OUTGO

As the Company has not carried out any activities relating to the export and import during the financial year. There is no foreign exchange expenses and foreign income during the financial year.

27. RISK MANAGEMENT:

Your Company recognizes the risk is an integral part of business and is committed to managing the risks in a proactive and efficient manner; your Company periodically assesses risks in the internal and external environment, along with the cost of treating risks and incorporates risk treatment plans in its strategy, business and operational plans.

The Company is having a Risk Management Policy which has been entrusted with the responsibility to assist the Board

(a) to ensure that all the current and future material risk exposures of the Company are identified, assessed, quantified, appropriately mitigated, minimized and managed i.e. to ensure adequate systems for risk management

(b) to establish a framework for the Companys risk management process and to ensure its implementation

(c) to enable compliance with appropriate regulations, wherever applicable, through the adoption of best practices

(d) to assure business growth with Financial stability.

28. PARTICULARS OF EMPLOYEES:

a. Remuneration to Directors and Key Managerial Personnel Information as required under section 197 (12) of the Companies Act, 2013 read with Rule 5 (1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given under Annexure-3.

b. Employee Particulars

There are no employees who have remuneration in excess of the remuneration stated in Section 197 of the Companies Act, 2013.

29. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

There were no material changes and commitments, affecting the financial position of the Company which have occurred between the end of the Financial Year of the Company to which the financial statements related i.e. March 31, 2026 and the date of this report.

30. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY DURING THE YEAR UNDER REVIEW

There were no material changes and commitments, affecting the financial position of the Company which have occurred during the year.

31. BUSINESS RESPONSIBILITY REPORTING:

The Business Responsibility Reporting as required by Regulation 34(2) of the Listing Regulations, is not applicable to the Company for the Financial Year ending March 31, 2026.

32. COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND ANNUAL GENERAL MEETINGS:

The Company has complied with secretarial standards issued by the Institute of Company Secretaries of India on Board Meetings and Annual General Meetings.

33. PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT

Disclosure under Section 22 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013: The company has setup the Internal complaints committee and the said committee has framed the policy Prevention of Sexual Harassment on prevention, prohibition and Redressal of complaints related to sexual harassment of women at the workplace. All women employees whether permanent, temporary or contractual are covered under the above policy.

Disclosure of complaints during the year:

(a) Number complaints of sexual harassment received in the year: Nil

b) Number of complaints disposed off during the year: Nil (c) Number of cases pending for more than ninety days: Nil

However, during the year no complaints were received by the Internal Complaints committee for sexual harassment from any of the women employees of the company. The Sexual Harassment Policy has been posted on the website of the Company ( www.igcindustriesltd.com )

34. A STATEMENT WITH RESPECT TO THE COMPLIANCE OF THE PROVISIONS RELATING TO THE MATERNITY BENEFIT ACT 1961 [DISCLOSURE MADE IN ACCORDANCE WITH THE COMPANIES (ACCOUNTS) SECOND AMENDMENT RULES, 2025, NOTIFIED BY MCA ON MAY 30, 2025]

The provision relating to the Maternity Benefit Act 161 [disclosure made in accordance with the Companies (Accounts) Second Amendment Rules, 2025, notified by MCA on May 30, 2025] is not applicable on Company since the number of Employee in the Company is less than 10.

35. CORPORATE INSOLVENCY RESOLUTION PROCESS INITIATED UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016

During the year under review, there was no application filed by or against the Company for the corporate insolvency process under Insolvency and Bankruptcy Code, 2016 before the NCLT

36. APPRECIATION:

Your Directors would like to express their sincere appreciation to the Companys Shareholders, Customers and Bankers for the support they have given to the Company and the confidence, which they have reposed in its management for the commitment and dedication shown by them.

	For and on behalf of the Board
	IGC INDUSTRIES LIMITED
	Sd/-
Date: 29/08/2026	MR. ZIAUDDIN MOHAMMED
Place: Kolkata	(DIN: 07523934)
	MANAGING DIRECTOR