To the Members of Inter State Oil Carrier Limited ("the Company"),
Your Board of Directors ("the Board") takes pleasure in presenting the Boards Report as part of the 42nd Annual Report of the Company, together with the Audited Financial Statements of the Company and the Auditors Report thereon, for the Financial Year ("FY") ended 31st March, 2026 ("the financial year under review").
1. FINANCIAL HIGHLIGHTS:
The highlights of the financial performance of the Company for the Financial Year ended 31st March, 2026 are as under: in Lakhs except per equity share data)
| Financial Year 2025-26 | Financial Year 2024-25 | |
| Particulars | (FY 2025-26) | (FY 2024-25) |
| Revenue from Operations (Turnover) | 10758.22 | 8,814.82 |
| Other Income | 108.64 | 41.42 |
| Total Income | 10866.86 | 8,856.24 |
| Profit before Depreciation, Interest and Tax (PBDIT) | 995.22 | 763.02 |
| Depreciation and Amortisation | 491.04 | 433.34 |
| Finance Cost | 229.40 | 173.78 |
| Profit before Tax | 274.78 | 155.90 |
| Less: Provision for Taxation: - | ||
| Current year Tax | 45.80 | 24.62 |
| Deferred Tax & Earlier Year Tax | 36.99 | 16.86 |
| Profit for the year after Tax | 191.99 | 114.42 |
| Other Comprehensive Income/(Loss) for the year, Net of Tax | (8.95) | (0.39) |
| Total Comprehensive Income for the year | 183.04 | 114.03 |
| KEY FINANCIAL INDICATORS | ||
| Share Capital | 499.23 | 499.23 |
| Reserves and Surplus | 1614.95 | 1,431.91 |
| Net Worth | 2114.18 | 1,931.14 |
| Fixed Assets | 2951.64 | 2,880.50 |
| Book Value Per Share (Rs) | 42.35 | 38.68 |
| Earnings per share (of Rs 10 each) Basic & Diluted | 3.85 | 2.29 |
Note: The above figures have been extracted from the audited financial statements of the Company prepared in accordance with the Indian Accounting Standards ("Ind AS").
2. BRIEF DESCRIPTION OF THE COMPANYS WORKING DURING THE YEAR AND STATE OF COMPANYS AFFAIR:
During the year under review, the Company witnessed satisfactory growth in its business operations and financial performance. The Companys Total Income increased to Rs10,866.86 Lakhs in Financial Year 2025-26 from Rs8,856.24 Lakhs in Financial Year 2024-25, thereby recording a growth of 22.70% over the previous year.
The Company earned a Profit After Tax ("PAT") of Rs191.99 Lakhs during the year under review as against Rs114.42 Lakhs in the previous Financial Year, representing an increase of 67.79%. The growth in profitability was primarily attributable to higher business volumes, improved operational performance and efficient utilization of resources.
During the Financial Year, the Company maintained its focus on operational discipline and cost optimization, which contributed towards improvement in overall margins and profitability. The Earnings Per Share ("EPS") also improved from Rs2.29 in FY 2024-25 to Rs3.85 in FY 2025-26.
Your Directors are optimistic about the future prospects of the Company and remain committed towards achieving sustainable growth, improving operational efficiencies and maximizing stakeholder value.
No material changes and commitments affecting the financial position of the Company have occurred between the end of the financial Year under review and the date of this Report.
3. DIVIDEND:
Keeping in view the requirement of funds for future expansions, your directors do not recommend any dividend for the Financial Year 2025-26.
4. TRANSFER TO RESERVES:
The closing balance of the retained earnings of the Company for Financial Year 2025-26, after all appropriation and adjustments, stood at Rs1398.60 lakhs. No amount is proposed to be transferred to the Reserves for the Financial Year 2025-26.
For further details regarding transfer to other reserves, please refer to Note No. 14 of the Financial Statements for the year, which are self-explanatory.
5. CHANGE IN NATURE OF BUSINESS:
During the financial year under review, there was no change in the nature of its business activities of the company.
6. CAPITAL STRUCTURE & CHANGES IN SHARE CAPITAL, IF ANY:
The Authorised Share Capital of the Company as on 31st March, 2026 stood at Rs5,30,00,000/- (Rupees Five Crore Thirty Lakh only) divided into 53,00,000 Equity Shares of Rs10/- each. The paid-up share capital of the Company as on the said date stood at Rs4,99,23,000/- (Rupees Four Crore Ninety-Nine Lakh Twenty-Three Thousand only) divided into 49,92,300 Equity Shares of Rs10/- each.
During the year under review, there was no change in the authorised or paid-up share capital of the Company. Further, the Company has not issued any sweat equity shares, bonus shares, shares with differential voting rights or differential rights as to dividend, or stock options during the financial year ended 31st March, 2026.
7. DIRECTORS AND KEY MANAGERIAL PERSONNEL:
a. Composition of Directors
The Companys policy is to maintain an appropriate mix of Executive and Non-Executive Directors, including Independent Directors, to ensure an independent and balanced Board. As on 31st March, 2026, the Board of Directors of the Company comprised of 5 (five) Directors, consisting of 2 (two) Executive Directors, 2 (two) Independent Directors, and 1 (one) Non-Executive/Non-Independent Director, Woman Director.
The summary of the Composition of the Board of Directors as on 31st March 2026, is provide below :
| Director | Category | DIN |
| Mr. Sanjay Jain | Promoter and Managing Director | 00167765 |
| Mr. Siddhant Jain | Promoter and Whole-Time Director | 07154500 |
| Mr. Nand Kumar Bhatter | Non-Executive / Independent Director | 00013918 |
| Mr. Sunil Shah | Non-Executive / Independent Director | 00606846 |
| Mrs. Parul Khanna | Non-Executive / Non-Independent Woman Director | 10898720 |
The profile of all the Directors are available on the Companys website at https://isocl.in/board-of- directors/.
None of the Directors of the Company has incurred any disqualification under the provisions of Sections 164(1) and 164(2) of the Companies Act, 2013.
Further, all the Directors have confirmed that they are not debarred from accessing the capital market or from holding the office of Director by virtue of any order passed by the Securities and Exchange Board of India ("SEBI"), the Ministry of Corporate Affairs ("MCA"), or any other regulatory authority.
b. Retirement by rotation
In accordance with the provisions of Section 152(6)(d) of the Companies Act, 2013, read with the Companies (Appointment and Qualification of Directors) Rules, 2014 and the Articles of Association of the Company, Mr. Sanjay Jain (DIN: 00167765), Executive Director of the Company, retires by rotation at the ensuing Annual General Meeting ("AGM") and, being eligible, offers himself for re-appointment.
c. Key Managerial Personnel (KMP)
During the financial year, the following officers were the Key Managerial Personnel of the Company in accordance with Section 203 of the Act read with Section 2(51) of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:
| Name of KMPs | Designation |
| 1. Mr. Sanjay Jain | Managing Director |
| 2. Mr. Siddhant Jain | Whole-Time Director |
| 3. Mr. Malay Das | Chief Financial Officer |
| 4. Ms. Rashmi Sharma | Company Secretary and Compliance Officer |
d. Changes in Directors and Key Managerial Personnel
During the year under review, Mrs. Parul Khanna (DIN: 10898720), was appointed as an Additional Director with effect from 1st April, 2025, and approved by the Members as a Non-Executive, Non- Independent Director at the 41st Annual General Meeting of the Company held on 18th September, 2025. Further, there was no change in the Key Managerial Personnel of the Company during the financial year ended 31st March, 2026.
f. Declaration by Independent Director(s) and re-appointment, if any
In terms of Section 149 of the Companies Act, 2013, as on 31st March, 2026, your Company had following Independent Directors:
| Director | Category | DIN |
| Mr. Nand Kumar Bhatter | Non-Executive/ Independent Director | 00013918 |
| Mr. Sunil Shah | Non-Executive/ Independent Director | 00606846 |
During the financial year 2025-26, the Company has received declarations from all Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013, read with the Schedule and Rules made thereunder, as well as Regulation 16 of the Listing Regulations (including any statutory modifications or re-enactments thereof for the time being in force). There has been no change in the circumstances affecting their status as Independent Directors of the Company.
All Independent Directors of the Company have registered their names in the Independent Directors Data Bank, as required under the applicable provisions of law.
The Independent Directors have complied with the Code for Independent Directors as prescribed in Schedule IV to the Act, as well as the Code of Conduct for Directors and Senior Management Personnel formulated by the Company in accordance with the Listing Regulations.
The Independent Directors have further affirmed that none of them are aware of any circumstance or situation which could impair their ability to discharge their duties in an independent manner.
The provisions relating to familiarisation programme for Independent Directors pursuant to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are not applicable to the Company.
g. Certificate for Non-Disqualification of Directors
The Company has obtained a certificate from M/s. Rantu Das & Associates, Practicing Company Secretaries, confirming that none of the Directors on the board of the Company is debarred or disqualified from being appointed or continuing as Directors of any Company by the Securities and Exchange Board of India, the Ministry of Corporate Affairs, or any other statutory/regulatory authority. The said certificate forms part of this Report and is annexed herewith as "Annexure- V".
h. SkiNs/Expertise/Competencies of the Board of Directors
As per amended SEBI Listing Regulations, the Board has identified the following skills/expertise/ competencies fundamental for the effective functioning of the Company which are currently available with the Board.
The Board of Directors of the Company is highly structured to ensure high degree of diversity by age, qualification, professional background, sector expertise and special skills.
The Nomination and Remuneration Committee (NRC) considers, inter alia, key skills, qualifications, expertise, and competencies, whilst recommending to the Board, the candidature for appointment of Director.
The Board of Directors have, based on the recommendations of the NRC, identified the following core key skills/expertise/ competencies of Directors as required in the context of the business of the Company and the sector in which the Company functions for its effective functioning which is currently possessed by the Board Members of the Company and mapped against each of the Directors.
| Particulars | Mr. Sanjay Jain | Mr. Siddhant Jain | Mrs. Parul Khanna | Mr. Sunil Shah | Mr. Nand Kumar Bhatter |
| Experience in Logistics & Transportation sector | 3 | 3 | |||
| Management skills and Strategic Planning | 3 | 3 | 3 | 3 | 3 |
| Operational Knowledge / Expertise | 3 | 3 | |||
| Financial Acumen | 3 | 3 | 3 | 3 | 3 |
| Leadership & Decision Making | 3 | 3 | 3 | ||
| Business Development & Growth Strategy | 3 | 3 | 3 | 3 | 3 |
| Understanding of regulatory environment | 3 | 3 | 3 | 3 | 3 |
| Risk Management | 3 | 3 | 3 | 3 | 3 |
Note: The skills matrix sets out the core areas of expertise and competencies of the Directors that are considered relevant in the context of the Companys business and governance requirements. The absence of a tick mark (3) against any particular skill does not imply that the Director lacks such skill or competency.
i. Familiarization Programme for Independent Directors and Other Directors
The Directors are provided with relevant documents, reports, policies, and regulatory updates to familiarize them with the Companys operations, business model, industry environment, and their roles and responsibilities. They are also regularly updated on changes in applicable laws and regulations, enabling them to effectively discharge their duties and contribute to the Companys growth.
8. DIRECTORS RESPONSIBILITY STATEMENT :
Pursuant to Section 134(3)(c) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm:
a. In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departure, if any;
b. That such Accounting Policies have been selected and applied by them consistently 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 at the end of the Financial Year and of the Profit and Loss of the Company for that period;
c. That proper and sufficient care has been taken by them for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. That the Annual Accounts have been prepared by them on a going concern basis;
e. That they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
f. That they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
9. NUMBER OF MEETINGS OF THE BOARD :
During the year under review, eight (8) Board Meetings were held. The gap between any two consecutive meetings did not exceed one hundred and twenty (120) days, in compliance with the provisions of the Companies Act, 2013 and applicable Secretarial Standards. The requisite quorum was present at all the meetings, ensuring valid and effective proceedings.
Meetings of the Board of Directors were held on 17th April, 2025, 24th May, 2025, 14th July, 2025, 11th August, 2025, 12th November, 2025, 10th February, 2026, 13th March, 2026 and 28th March, 2026.
The Board of Directors of the Company were present at the following Board Meeting held during the year under review:
| Name of the Director(s) | Board Meeting Held | Meetings attended | Attendance at last AGM |
| Mr. Sanjay Jain | 8 | 8 | Yes |
| Mr. Siddhant Jain | 8 | 8 | Yes |
| Mrs. Parul Khanna | 8 | 8 | Yes |
| Mr. Sunil Shah | 8 | 8 | Yes |
| Mr. Nand Kumar Bhatter | 8 | 7 | Yes |
10. MEETINGS OF MEMBERS:
The 41st Annual General Meeting ("AGM") of the Company for the Financial Year 2024-25 was held on 18th September, 2025 through Video Conferencing ("VC") at the Registered Office of the Company. During the year under review, no Extra-Ordinary General Meeting ("EGM") of the Members of the Company was held. Further, no resolution was passed through postal ballot during the Financial Year ended 31st March, 2026.
11. AUDIT COMMITTEE:
The Audit Committee of the Board of Directors comprises three members. The composition of the Committee is in accordance with the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended.The Audit Committee consisted of 3 members as on 31st March 2026.
The composition of the Audit Committee was reconstituted with effect from 1st April 2025 pursuant to the cessation of Mrs. Pooja Sarda (DIN: 05344423) as an Independent Director upon completion of her second consecutive term of five years at the close of business hours on 31st March 2025, in accordance with Section 149(10) of the Companies Act, 2013. Consequently, Mrs. Parul Khanna was inducted as a Member of the Audit Committee and Mr. Nand Kumar Bhatter was appointed as the Chairman of the Audit Committee with effect from 1st April 2025.
All members of the Audit Committee have the requisite qualification for appointment on the Committee and posses sound knowledge finance, accounting practices and internal control.
During the financial year under the review, seven (7) meetings of the Audit Committee were held on 17th April 2025, 24th May 2025, 14th July 2025, 11th August 2025, 12th November 2025, 10th February 2026 and 28th March 2026.
The names of Members, Chairman and their attendance at the Audit Commiittee are as under :
| Name of Members | Position | Category | Meeting Held | Meetings attended |
| Mr. Nand Kumar Bhatter | Chairman | Non-Executive/ Independent Director | 7 | 7 |
| Mr. Sunil Shah | Member | Non-Executive/ Independent Director | 7 | 7 |
| Mrs. Parul Khanna | Member | Non-Executive/ Non-Independent Director | 7 | 7 |
The Board accepted all the recommendations of the Audit Committee whenever made by the Committee during the year.
12. NOMINATION AND REMUNERATION COMMITTEE:
The Nomination and Remuneration Committee of the Board is constituted in accordance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Nomination and Remuneration Committee consisted of 3 members as on 31st March 2026.
The composition of the Nomination and Remuneration Committee was reconstituted with effect from 1st April 2025 pursuant to the cessation of Mrs. Pooja Sarda (DIN: 05344423) as an Independent Director upon completion of her second consecutive term of five years at the close of business hours on 31st March 2025, in accordance with Section 149(10) of the Companies Act, 2013. Consequently, Mrs. Parul Khanna was inducted as a Member of the Nomination and Remuneration Committee and Mr. Nand Kumar Bhatter was appointed as the Chairman of the Nomination and Remuneration Committee with effect from 1st April 2025.
During the financial year under review, four (4) meetings of the Nomination and Remuneration Committee were held on 24th May, 2025, 11th August, 2025, 10th February, 2026 and 21st March 2026.
The name of members, Chairman and their attendance at the Nomination and Remuneration Committee Meeting are as under :
| Name of Members | Position | Category | Meeting Held | Meetings attended |
| Mr. Nand Kumar Bhatter | Chairman | Non-Executive/ Independent Director | 4 | 3 |
| Mr. Sunil Shah | Member | Non-Executive/ Independent Director | 4 | 4 |
| Mrs. Parul Khanna | Member | Non-Executive/ Non-Independent Director | 4 | 4 |
13. STAKEHOLDERS RELATIONSHIP COMMITTEE:
The Stakeholders Relationship Committee of Directors was constituted pursuant to the provisions of Section 178(5) of the Companies Act, 2013 and Regulation 20 of Securities Exchange and Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015. The composition of the Stakeholder Relationship Committee consisted of 3 members as on 31st March 2026.
The composition of the Stakeholders Relationship Committee was reconstituted pursuant to the cessation of Mrs. Pooja Sarda (DIN: 05344423) as an Independent Director upon completion of her second consecutive term of five years at the close of business hours on 31st March 2025, in accordance with Section 149(10) of the Companies Act, 2013. Consequently, Mr. Nand Kumar Bhatter was appointed as the Chairman of the Stakeholders Relationship Committee with effect from 1st April 2025. During the year under review, two (2) meetings of the Committee were held on 4th September, 2025 and 30th October, 2025.
The name of members, Chairman and their attendance at the Stakeholders Relationship Committee are as under :
| Name of Members | Position | Category | Meeting Held | Meetings attended |
| Mr. Nand Kumar Bhatter | Chairman | Non-Executive/ Independent Director | 2 | 2 |
| Mr. Sanjay Jain | Member | Executive Director | 2 | 2 |
| Mr. Siddhant Jain | Member | Executive Director | 2 | 1 |
Details of investor complaints received and redressed during the financial year 2025-26 are as follows:
| Particulars | Number of Complaints |
| No. of investor complaints pending at the beginning of Quarter | 0 |
| No. of investor complaints received during the Quarter | 0 |
| No. of investor complaints disposed of during the Quarter | 0 |
| No. of investor complaints those remaining unresolved at the end of the Quarter | 0 |
Compliance Officer:
Ms. Rashmi Sharma is Compliance Officer of the Company for the purpose of complying with various provisions of the Securities and Exchange Board of India (SEBI), Listing Agreement with Stock Exchanges, Registrar of Companies and for monitoring the share transfer process etc.
14. MANAGEMENT COMMITTEE:
The Management Committee of the Company has been constituted by the Board of Directors to assist in the day-to-day operations and to facilitate efficient decision-making within the framework of powers delegated by the Board. The Committee comprises senior management personnel of the Company and functions under the overall supervision and control of the Board of Directors.
During the financial year under review, the Committee met as and when required to ensure smooth functioning of operations and effective implementation of the decisions of the Board. There was no change in the composition of the Management Committee during the year under review.
During the year under review, two (2) meeting of the committee were held on 14th July 2025 and 27th March 2026 respectively.
The name of Members, Chairman and their attendance at the Management Committee are as under :
| Name of Members | Position | Category | Meeting Held | Meetings attended |
| Mr. Sanjay Jain | Chairman | Executive Director | 2 | 2 |
| Mr. Siddhant Jain | Member | Executive Director | 2 | 2 |
| Mr. Malay Das | Member | Chief Financial Officer | 2 | 2 |
| Ms. Rashmi Sharma | Member | Company Secretary | 2 | 2 |
15. SEPARATE MEETING OF INDEPENDENT DIRECTORS :
In accordance with Schedule IV of the Companies Act, 2013, Listing Regulations and Secretarial Standard - 1 on Meetings of the Board of Directors mandates that the Independent Directors of the Company hold at least one meeting in a year, without the attendance of Non-Independent Directors. The Independent Directors Meeting was held on 6th March, 2026. The Independent Directors, inter alia, discussed and reviewed performance of Non-Independent Directors, the Board as a whole, Chairperson of the Company and assessed the quality, quantity and timeliness of flow of information between the Companys management and the Board that is necessary for the Board to effectively and reasonably perform their duties.
16. ANNUAL EVALUATION OF THE BOARD, ITS COMMITTEES, AND THE DIRECTORS :
Pursuant to the provisions of the Act, the Listing Regulations and Nomination and Remuneration Policy of the Company, the Nomination and Remuneration Committee ("NRC") and the Board has carried out the annual performance evaluation of the Board, its committees and individual Directors by way of individual and collective feedback from Directors. The Independent Directors have also carried out annual performance evaluation of the Chairperson, the non-independent directors and the Board as a whole.
Performance Evaluation forms containing criteria for evaluation of Board as a whole, Committees of the Board and Individual Directors and Chairman of the meeting were sent to all the Directors with a request to provide their feedback to the Company on the Annual Performance Evaluation of Board as a whole, Committees of Board, Individual Directors and Chairman. The Directors expressed their satisfaction with the evaluation process.
17. NOMINATION AND REMUNERATION POLICY :
The Companys policy is to maintain an appropriate mix of Executive and Non-Executive Directors, including Independent Directors, to ensure an independent and balanced Board and to clearly separate the functions of governance and management. As on 31st March, 2026, the Board of Directors of the Company comprised 5 (five) Directors, consisting of 2 (two) Executive Directors, 2 (two) Independent Directors, and 1 (one) Non-Executive / Non-Independent Woman Director.
CIN : LiOi42WDiy04PLCU 31412
The remuneration payable to the Directors is governed by the Companys Nomination and Remuneration Policy ("NRC Policy"), which, inter alia, lays down the criteria for selection, appointment, remuneration, and evaluation of Directors, Key Managerial Personnel, and Senior Management Personnel in accordance with the provisions of Section 178(3) of the Companies Act,
2013 and Regulation 19(4) read with Part D of Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, including any statutory modification(s) or amendment(s) thereto.
The Nomination and Remuneration Policy is available on the website of the Company at https://isocl.in/code-of-conduct-policies/.
Your Directors affirm that the remuneration paid to the Directors is in accordance with the terms of the aforesaid Nomination and Remuneration Policy of the Company.
There is no change in the Nomination and Remuneration Policy of the Company during the financial year 2025-2026.
18. REMUNERATION TO DIRECTORS:
Additional disclosures relating to remuneration of Directors pursuant to Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided below:
a. Remuneration to Non-Executive Directors.
The Non-Executive Directors, including Independent Directors, are remunerated by way of sittng fees for attending the meetings of the Board and Committees thereof, in accordance with the applicable provisions of the Companies Act, 2013 and the rules made thereunder.
The Company has no pecuniary relationship or transactions with its Non-Executive Directors other than payment of sittng fee and out of pocket expenses, if any, to them for attending the Board and Committee meetings.
The terms and conditions of appointment of independent directors is available on the Companys website at https://isocl.in/terms-and-conditions-of-appointment-of- independent-directors/ and Criteria for making payments to Non-Executive Directors is available on the Companys website at : https://isocl.in/criteria-of-making-pavments-to-non- executive-directors/
b. Remuneration to Executive Directors.
The appointment of Executive Directors is governed by resolutions passed by the Board of Directors and Shareholders of the Company, which covers the terms of such appointment and payment of remuneration to them. The Executive Directors are remunerated by way of salary, allowances, and other perquisites based on the criteria laid down by the Nomination and Remuneration Committee ("NRC"). The Executive Directors are appointed for a term of three years, and their remuneration is determined within the limits approved by the Members of the Company, wherein the Board of Directors/NRC is authorised to determine the remuneration payable for each financial year within such approved limits.
The remuneration is determined based on the criteria laid down by the NRC, taking into consideration factors such as the individuals roles and responsibilities, qualifications, experience, performance, industry benchmarks, and the overall performance of the Company. Annual increments, wherever applicable, are recommended by the NRC and approved by the Board of Directors.
c. Details of Remuneration Paid to the Directors during the Financial Year 2025-26:
( in Lakhs except No of Equity Shares held)
| Particulars | Mr. Sanjay Jain* | Mr. Siddhant Jain# | Mrs. Parul Khanna | Mr. Sunil Shah | Mr. Nand Kumar Bhatter |
| Salary and Allowances (Rs ) | 42.60 | 12.78 | Nil | Nil | Nil |
| Perquisite (Rs ) | 6.34 | 2.40 | Nil | Nil | Nil |
| Bonus/ Commission/ Leave Enhancement (Rs) etc., | 5.22 | 1.57 | Nil | Nil | Nil |
| Severance Fees (Rs ) | Nil | Nil | Nil | Nil | Nil |
| Sittng Fees | Nil | Nil | 0.28 | 0.28 | 0.28 |
| Total (Rs ) | 54.17 | 16.75 | 0.28 | 0.28 | 0.28 |
| No. of Equity Shares Held | 874532 | 100 | Nil | Nil | Nil |
| Service Contract | Period: 3 years from September 1, 2025 to August 31, 2028, approved by the Members by Special Resolution at the 41st Annual General Meeting held on September 18, 2025. | Period: 3 years from May 2, 2024 to May 1, 2027, approved by the Members by Special Resolution at the 40th Annual General Meeting held on September 19, 2024. | Liable to retire by rotation. | Period: Second Term of 5 years from 30th November, 2024 till 29th November, 2029 and not liable to retire by rotation. | Period: Second Term of 5 years from 14th November, 2023 and ending on 13th November, 2028 and not liable to retire by rotation. |
| Notice period | 3 months prior notice in writing | 3 months prior notice in writing | N.A. | N.A. | N.A. |
| Stock Options | Nil | Nil | Nil | Nil | Nil |
| Sitting Fees | Not Entitled for payment of sittng fees for attending meetings of the Board or its Committees as per the terms of appointment and policy of the Company | Entitled to sittng fees for attending meetings of the Board and its Committees, in accordance with the Companys policy and applicable laws. |
* Mr. Sanjay Jain (DIN: 00167765) was re-appointed as the Managing Director of the Company for a period of three (3) years with effect from September 1, 2025 to August 31, 2028. The re-appointment and payment of remuneration were approved by the Members by way of a Special Resolution passed at the 41st Annual General Meeting held on September 18, 2025.
# Mr. Siddhant Jain (DIN: 07154500) was appointed as the Whole-time Director of the Company for a period of three (3) years with effect from May 2, 2024 to May 1, 2027. The appointment and payment of remuneration were approved by the Members by way of a Special Resolution passed at the 40th Annual
General Meeting held on September 19, 2024. Pursuant to the approval of the Members by way of a Special Resolution passed at the 41st Annual General Meeting held on September 18, 2025, the terms of remuneration of Mr. Siddhant Jain were revised with effect from April 1, 2025 for the remaining tenure of his appointment by inclusion of Leave Encashment and Annual Puja Bonus as additional components of remuneration. All other terms and conditions of his appointment remained unchanged. Note: In accordance with Schedule V of the Act, the remuneration determined does not include the Companys Contribution to Provident Fund and Contribution to Gratuity Fund. The Company has deposited applicable taxes with the Government.
19. PARTICULARS OF EMPLOYEES AND MANAGERIAL REMUNERATION:
None of the employees employed during the Financial Year 2025-26 was in receipt of remuneration aggregating to Rs1,02,00,000 or more per annum, or Rs8,50,000 or more per month for any part of the year, pursuant to the provisions of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The information required pursuant to Rules 5(2) and 5(3) of the said Rules forms part of this Report and is annexed herewith as "Annexure- VI".
The details required pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, including the ratio of remuneration of each Director to the median remuneration of the employees of the Company, form part of this Report and are annexed herewith as "Annexure- VII".
20. MANAGEMENTS DISCUSSION AND ANALYSIS REPORT:
In accordance with Regulation 34 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Management Discussion and Analysis Report for the year under review forms part of this Report and is annexed herewith as "Annexure - II". The Audit Committee has reviewed the Management Discussion and Analysis Report of the Company for the Financial Year ended 31st March, 2026.
21. AUDITORS OF THE COMPANY:
a. Statutory Auditors:
In compliance with Section 139 of the Companies Act, 2013 read with Rules made thereunder, Patni & Co. (ICAI Firm Registration Number 320304E), Chartered Accountants, were appointed as the Statutory Auditor of the Company, for a first term of 5 (five) consecutive years at the 38th Annual General Meeting ("AGM") held on 20th September, 2022, to hold office from the conclusion of the said meeting till the conclusion of the 43rd AGM of the Company to be held in the year 2027.
Observations of Statutory auditors on accounts for the year ended 31st March, 2026:
The Statutory Auditors Report issued by Patni & Co., Chartered Accountants, on the Financial Statements of the Company for the Financial Year ended 31st March, 2026 forms part of this Annual Report.
There are no qualifications, reservations, adverse remarks, or disclaimers in the Independent Auditors Report. The Notes to Accounts forming part of the Financial Statements are self-explanatory and therefore do not call for any further explanation under Section 134(3)(f) of the Companies Act, 2013.
b. Secretarial Auditor
Pursuant to the provisions of Section 204 of the Companies Act, 2013 ("the Act") read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company is required to obtain a Secretarial Audit Report from a Practicing Company Secretary.
Accordingly, Rantu Das & Associates, Practicing Company Secretaries, were appointed by the Board of Directors as the Secretarial Auditors of the Company to conduct the Secretarial Audit for the Financial Year 2025-26.
The Secretarial Audit Report issued by Rantu Das & Associates in Form MR-3 for the Financial Year 2025-26 dated 25th May, 2026 forms an integral part of this Report and is annexed herewith as "Annexure - I".
The Company does not have any material subsidiary Company. Accordingly, the provisions relating to Secretarial Audit of material unlisted subsidiary companies, as prescribed under Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD1/27/2019 dated 08th February, 2019, are not applicable to the Company.
Observations of Secretarial auditor for the year ended 31st March, 2026:
Observation 1: As per the charge list in MCA site, there are two charges for which loan has been repaid, but no satisfaction of charges has been filed to ROC, although the Management has taken continuous action for satisfying the same.
Explanation: The Company is continuously following up with the charge holders for No-objection letter for satisfaction of charge. The Company shall file the form for satisfaction of charge as soon as no-objection letter is received from the charge holder.
Observation 2:During the year under review, the Company received scrutiny notices under Section 61 of the CGST Act, 2017 and WBGST Act, 2017 for the financial years 2020-21 and 2021-22 and submitted the necessary replies/documents before the concerned authorities. Subsequently, certain demand(s) were raised by the authorities, against which the Company has filed appeal(s) before the appropriate appellate authority within the prescribed timelines.
Explanation:The scrutiny notices received under Section 61 of the CGST Act, 2017 and WBGST Act, 2017 pertained to routine scrutiny proceedings initiated by the GST authorities for the financial years 2020-21 and 2021-22. The Company has duly responded to the notices and submitted the requisite information, clarifications and supporting documents before the concerned authorities within the stipulated timelines.
Subsequently, certain demand(s) were raised by the authorities, against which the Company has preferred appeal(s) before the appropriate appellate authority as per the applicable provisions of law. The management believes that the demands raised are not sustainable and, based on internal assessment and professional advice received, no material adverse impact on the financial position of the Company is anticipated.
Annual Secretarial Compliance Audit
The requirement of obtaining an Annual Secretarial Compliance Report under Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD1/27/2019 dated 08th February, 2019 was not applicable to the Company during the year under review.
c. Internal Auditor
In accordance with the provisions of Section 138 of the Act read with the Companies (Accounts) Rules, 2014, Mr. Sudhir Kumar Jha conducted the Internal Audit of the Company for the Financial Year 2025-26. The Audit Committee considers and reviews the Internal Audit Report submitted by the Internal Auditor on a quarterly basis.
d. Cost Auditors:
Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with Notifications/Circulars issued by the Ministry of Corporate Affairs from time to time, the Company is not required to appoint Cost Auditor.
e. Maintenance of Cost records :
Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is not required to maintain Cost Records under said Rules.
f. Reporting of Frauds by Auditors :
During the year under review, the Statutory Auditors and the Secretarial Auditors have not reported any instance of fraud committed in the Company by its Officers or Employees to the Audit Committee under Section 143(12) of the Act, details of which needs to be mentioned in this Report.
22. MD & CFO CERTIFICATION :
The Managing Director and Chief Financial Officer of the Company have given a certificate as required under Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. It forms part of the Report and is marked as "Annexure- MI."
23. GOVERNANCE :
a. Corporate Governance
The Company believes in and is committed to maintaining high standards of Corporate Governance. The Companys corporate governance philosophy is based on the principles of equity, fairness, transparency, accountability, integrity, and compliance with the spirit of the law in all its business transactions and dealings.
The Company believes that sound Corporate Governance practices are essential for enhancing stakeholders trust, ensuring efficient management, and maintaining integrity in the conduct of its business. The Company continuously reviews and strengthens its governance practices in line with the evolving business environment and regulatory requirements.
It may be noted that Regulations 17 to 27 and clauses (b) to (i) of sub-regulation (2) of Regulation 46, and Paras C, D, and E of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") are not applicable to the Company pursuant to Regulation 15(2) of the said Regulations, since the paid-up equity share capital of the Company is less than Rs10 Crores and the net worth is less than Rs25 Crores as on the last day of the previous Financial Year and also as on the date of this Report.
Accordingly, a Corporate Governance Report as prescribed under Regulation 34 read with Schedule V of the SEBI Listing Regulations is not applicable to the Company.
b. Adequacy of Internal Financial Controls
The Internal Financial Controls with reference to the Financial Statements are commensurate with the size and nature of business of the Company. Your Company has established adequate Internal Financial Control systems to ensure reliable financial reporting and compliance with laws and regulations. All resources are put to optimal use and adequately protected against any loss. All transactions are authorized, recorded and reported correctly. Policies and guidelines of your Company are being adhered to and improvements in process efficiencies and effectiveness are being carried out on an ongoing basis.
c. Vigil Mechanism / Whistle Blower
Pursuant to the provisions of Section 177(9) and 177(10) of the Companies Act, 2013, the Company has established a Vigil Mechanism, which incorporates a Whistle Blower Policy in terms of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations").
Protected disclosures may be made by a whistle blower through e-mail, telephone, or written communication addressed to the Chairman of the Audit Committee. The Vigil Mechanism/Whistle Blower Policy is available on the website of the Company at https://isocl.in/vigil-mechanism-whistle- blower-policy/
The Company has established an effective mechanism for Directors and employees to report concerns regarding unethical behaviour, actual or suspected fraud, or violation of the Companys Code of Conduct and Ethics. The mechanism provides adequate safeguards against victimisation of persons who avail of the mechanism and also provides for direct access to the Chairman of the Audit Committee in appropriate or exceptional cases.
d. Risk Management
The Company like any other enterprise is exposed to business risk which can be internal risks as well as external risks. Any unexpected changes in regulatory framework pertaining to fiscal benefits and other related issues can affect our operations and profitability. A key factor in determining a Companys capacity to create sustainable value is the ability and willingness of the Company to take risks and manage them effectively and efficiently. However, the Company is well aware of the above risks and as part of business strategy has put in a mechanism to ensure that they are mitigated with timely action. The details of the Risk Management Policy are available on the Companys website and can be accessed through the link: https://isocl.in/code-of-conduct-policies/.
e. Prevention of Insider Trading
The Company has adopted a Code of Conduct for Prevention of Insider Trading, as amended from time to time, in accordance with the provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015, with a view to regulate, monitor, and report trading in the securities of the Company by its Directors, Designated Persons, and other connected persons.
The Code, inter alia, provides for pre-clearance of trades in the securities of the Company and prohibits purchase or sale of the Companys securities by persons covered under the Code while in possession of Unpublished Price Sensitive Information ("UPSI") and during the period when the Trading Window is closed.
The Board of Directors is responsible for the effective implementation of the Code.
All the Directors and Designated Persons have confirmed compliance with the Code during the Financial Year 2025-26.
f. Code of Conduct
The Company has adopted a Code of Conduct applicable to all the Members of the Board and Senior Management Personnel of the Company.
In accordance with Regulation 26(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, all the Members of the Board and Senior Management Personnel have affirmed compliance with the said Code of Conduct for the Financial Year 2025-26.
A declaration to this effect, signed by the Managing Director of the Company, forms part of this Report and is annexed herewith as "Annexure - IV".
g. Maternity Benefit Act, 1961
The Company has in place Maternity Benefit Policy in line with the requirements of the Maternity Benefit Act, 1961. During the year under review, the Company has duly complied with the provisions of the said Act.
h. Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Company has zero tolerance towards sexual harassment at the workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act") and the Rules made thereunder.
The Company has constituted an Internal Complaints Committee ("ICC") in compliance with the provisions of the POSH Act for redressal of complaints relating to sexual harassment at the workplace. The Policy covers all employees of the Company, including permanent employees, contractual employees, temporary employees, and trainees.
The summary of sexual harassment complaints received and disposed off during the Financial Year 2025-26 is as under:
| Number of complaints pending as on 1st April, 2025 | Nil |
| Number of complaints received during the year | Nil |
| Number of complaints disposed off during the year | Nil |
| Number of complaints pending as on 31st March, 2026 | Nil |
24. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES :
Details of the Related Party Transactions entered into by the Company during the Financial Year under review are provided in Note No. 41 to the Financial Statements.
All Related Party Transactions entered into by the Company during the Financial Year were in the ordinary course of business and on an arms length basis. The disclosure of Related Party Transactions as required under Section 134(3)(h) of the Companies Act, 2013 in Form AOC-2 forms part of this Report and is annexed herewith as "Annexure - VIII".
All Related Party Transactions were placed before the Audit Committee for review and approval. Omnibus approval of the Audit Committee is obtained for Related Party Transactions which are repetitive in nature and entered into in the ordinary course of business and on an arms length basis.
25. PARTICULARS OF INVESTMENTS, LOANS, GUARANTEES AND SECURITIES :
Particulars of investments made by the Company, as required under Section 186 of the Act, are provided in Note No. 4 of the Notes to the Standalone Financial Statements of the Company for the financial year under review. During the year under review, the Company has not granted any loans, provided any guarantee or security in connection with the loan to any other person or body corporate.
26. PUBLIC DEPOSITS :
During the Financial Year under review, the Company has not accepted any deposits within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.
27. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO :
Pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014.
A. Conservation of Energy
(i) Steps taken or impact on conservation of energy
a) Regular maintenance of the Companys fleet was carried out to ensure optimum fuel efficiency and reduced energy consumption.
b) Route planning and trip monitoring were undertaken to minimize fuel usage and improve operational efficiency.
c) Drivers were encouraged to follow fuel-efficient driving practices.
(ii) Steps taken by the Company for utilizing alternate sources of energy
The Company continuously evaluates the feasibility of adopting environmentally sustainable and energy- efficient technologies in its transportation operations.
(iii) Capital investment on energy conservation equipment
No significant capital investment was made on energy conservation equipment during the year under review.
B. Technology Absorption
During the year, the Company adopted/implemented Euro VI (BS-VI) compliant technologies aimed at improving emission standards, operational efficiency and environmental sustainability. The technology upgrade has also ensured compliance with applicable regulatory requirements.
C. Foreign Exchange Earnings and Outgo
Details of foreign exchange earnings and outgo as per the Companies Act, 2013, are given below :
| Particulars | For the year ended 31st March, 2026 | For the year ended 31st March, 2025 |
| Foreign Exchange Earned | Nil | Nil |
| Foreign Exchange Outgo | Nil | Nil |
28. OTHER POLICIES UNDER LISTING REGULATIONS :
In accordance with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has framed various policies and has hosted the same on its website at https://isocl.in/code-of-conduct-policies/.
29. SECRETARIAL :
a. Compliance with the provisions of Secretarial Standard-1 and Secretarial Standard-2
During the Financial Year under review, the Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India, namely SS-1 relating to Meetings of the Board of Directors and SS-2 relating to General Meetings.
b. Annual Return
Pursuant to Section 92(3) and Section 134(3) (a) of the Companies Act, 2013, read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company for the Financial Year ended 31st March, 2026 can be accessed on the Companys website at: https://isocl.in/annual-return-as-provided-under-section-92-of-the-companies-act-2013/.
The annual return uploaded on the website is a draft in nature and the final annual return shall be uploaded on the website of the Company once the same is filed with the Ministry of Corporate Affairs after the AGM.
30. APPOINTMENT OF "DESIGNATED PERSONS" FOR FURNISHING INFORMATION TO THE REGISTRAR OF COMPANIES OR ANY OTHER AUTHROTIY WITH RESPECT TO BENEFICIAL INTERESTS IN THE SHARES OF THE COMPANY :
The Company has appointed Mr. Sanjay Jain (DIN: 00167765), Managing Director of the Company, as the "Designated Person" responsible for furnishing and extending co-operation for providing information to the concerned Registrar of Companies or any other authorized officer with respect to beneficial interest in shares of Company under the Act.
31. GENDER-WISE COMPOSITION OF EMPLOYEES :
In alignment with the principles of diversity, equity, and inclusion (DEI), the Company discloses below the gender composition of its workforce as on the 31st March, 2026.
Male Employees: 19 Female Employees: 3 Transgender Employees: 0
This disclosure reinforces the Companys efforts to promote an inclusive workplace culture and equal opportunity for all individuals, regardless of gender.
32. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS, TRIBUNALS OR COURTS :
During the period under review, there were no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and the Companys operations in future.
33. HOLDING, SUBSIDIARY, ASSOCIATE AND JOINT VENTURE COMPANIES :
The Company does not have any subsidiary, associate, or joint venture Company as on 31st March, 2026.
34. AUDIT TRAIL APPLICABILITY (AUDIT AND AUDITORS) RULES 2014 - RULE 11 OF THE COMPANIES ACT 2013 :
The Company has used accounting software for maintaining its books of account for the financial year ended 31st March, 2026 which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the softwares.
35. INVESTOR SERVICES AND SHAREHOLDERS INFORMATION :
a. Means of Communication:The Company regularly communicates with its shareholders through disclosures made to the Stock Exchange, Annual Reports, notices, financial results, outcomes of meetings, and updates hosted on the website of the Company.
b. Website: The Company maintains a website at www.isocl.in containing information relating to its business, financial information, shareholding pattern, policies, investor contact details, and other disclosures as required under Regulation 46 of the SEBI Listing Regulations. The contents of the website are updated periodically.
c. SEBI Complaints Redress System (SCORES): The Company is registered on the SEBI Complaints Redress System ("SCORES") and resolves investor complaints within the prescribed timelines. No investor complaint was received through SCORES during the Financial Year 2025-26.
36. LISTING AND DEPOSITORY RELATED INFORMATION :
a. Listing on Stock Exchange: The Equity Shares of the Company are listed on the Main Board of the BSE Limited under Scrip Code: 530259. The Annual Listing Fees for the Financial Year 2026-27 have been duly paid.
b. Annual Custodial Fees:The annual custodial fees for the Financial Year 2026-27 have been duly paid to National Securities Depository Limited and Central Depository Services (India) Limited.
c. Dematerialisation of Shares: As on 31st March, 2026, out of the total 49,92,300 Equity Shares of the Company, 47,78,117 Equity Shares representing 93.7066% of the paid-up share capital were held in dematerialised form and 3,14,183 Equity Shares representing 6.2934% were held in physical form. The Equity Shares of the Company are admitted with National Securities Depository Limited and Central Depository Services (India) Limited under ISIN: INE003B01014.
The Equity Shares of the Company are compulsorily traded in dematerialised form and Members holding shares in physical form are advised to dematerialise their holdings.
d. Registrar and Share Transfer Agent: Maheshwari Datamatics Private Limited continues to act as the Registrar and Share Transfer Agent ("RTA") of the Company for both physical and dematerialised segments.
e. Equity shares in the suspense account
In accordance with the requirement of Regulation 34(3) and Part F of Schedule V to the SEBI Listing Regulations, details of equity shares in the suspense account are as follows:
| Particulars | Number of shareholders | Number of equity shares |
| Aggregate number of shareholders and the outstanding shares in the suspense account lying as on 1st April, 2026 | 3 | 1200 |
| Shareholders who approached the Company for transfer of shares from suspense account during the year | 0 | 0 |
| Shareholders to whom shares were transferred from the suspense account during the year | 0 | 0 |
| Aggregate number of shareholders and the outstanding shares in the suspense account lying as on 31st March, 2026 | 3 | 1200 |
The voting rights on the shares outstanding in the suspense account as on 31st March, 2026, shall remain frozen till the rightful owner of such shares claims the shares.
37. GENERAL DISCLOSURES :
a. The securities of the Company were not suspended from trading during the Financial Year under review.
b. Indian Accounting Standards (Ind AS): The Financial Statements of the Company have been prepared in accordance with the applicable Indian Accounting Standards (Ind AS) prescribed under Section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015.
c. Corporate Identification Number (CIN): The Corporate Identification Number (CIN) of the Company allotted by the Ministry of Corporate Affairs is L15142WB1984PLC037472.
d. Disclosure under Clause 5A of Para A of Part A of Schedule III of SEBI Listing Regulations: There are no agreements entered into by the shareholders, promoters, promoter group entities, related parties, Directors, Key Managerial Personnel, employees of the Company or any other person which may impact the management or control of the Company or impose any restriction or liability upon the Company.
e. Industrial Relations: Industrial relations during the Financial Year under review remained cordial.
38. DISCLOSURES NOT APPLICABLE TO THE COMPANY :
During the Financial Year under review, the following provisions/disclosure requirements were not applicable to the Company:
a. One-Time Settlement with Banks or Financial Institutions: The Company did not enter into any one-time settlement with any Bank or Financial Institution.
b. Proceedings under the Insolvency and Bankruptcy Code, 2016: No application was made or proceeding was pending against the Company under the Insolvency and Bankruptcy Code, 2016.
c. Corporate Social Responsibility (CSR): The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility were not applicable to the Company.
d. Business Responsibility and Sustainability Report (BRSR): The requirement of Business Responsibility and Sustainability Reporting under Regulation 34 of the SEBI Listing Regulations was not applicable to the Company.
e. Credit Rating of Securities: During the Financial Year under review, the Company had not issued any debt securities. Accordingly, the requirement relating to credit rating was not applicable.
f. Outstanding GDRs/ADRs/Warrants/Convertible Instruments: As on 31st March, 2026, the Company did not have any outstanding GDRs, ADRs, Warrants, or convertible instruments.
g. Public Issue Proceeds: During the Financial Year 2025-26, the Company did not raise any funds through IPO, FPO, Rights Issue, Preferential Issue, or any other public issue.
40. GREEN INITIATIVES :
The Company supports the "Green Initiative" of the Ministry of Corporate Affairs, Government of India, promoting electronic delivery of Annual Reports and other documents to Members at their registered e-mail addresses through Depositories/Registrar and Share Transfer Agent ("RTA"). Members who have not registered their e-mail addresses are requested to register the same with their Depository Participants or RTA to enable receipt of all communications, including Annual Reports, Notices, and Circulars, in electronic mode.
Pursuant to MCA Circular No. 09/2024 dated 19th September, 2024 and SEBI Circular dated 03rd October, 2024, the Annual Report of the Company for the Financial Year 2025-26, including the Audited Financial Statements, will be sent only through electronic mode.
41. ACKNOWLEDGEMENT :
The Board places on record its sincere appreciation for the dedication, commitment, and contribution of all employees in achieving continued growth and excellence across all areas of the Companys operations.
The Board also expresses its gratitude to the shareholders, customers, suppliers, bankers, business associates, regulatory authorities, and various departments of the Central and State Governments for their continued support and cooperation.
Your Directors further acknowledge and appreciate the valuable contribution of every member of the Inter State Oil Carrier family.
| For and on behalf of the Board of Directors | ||
| Sanjay Jain | Siddhant Jain | |
| Place: Kolkata | Managing Director | Whole Time Director |
| Dated: The 25th Day of May, 2026 | (DIN:00167765) | (DIN:07154500) |
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
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, IA SEBI Regn. No: INA000000623, 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.