Jagsonpal Services Ltd Directors Report

To,

The Members,

Jagsonpal Services Limited

(Formerly known as Jagsonpal Finance and Leasing Limited).

Dear Members,

The Board of Directors are pleased to present the 35th Annual Report together with the Audited Standalone Financial Statements of the Company for the financial year ended 31st March, 2026

FINANCIAL SUMMARY/HIGHLIGHTS OF PERFORMANCE

The financial summary for the year under review is as follows:

Particulars	Year ended March 31, 2026	Year ended March 31, 2025
Total Income	38.99	0.15
Total Expenses (excluding Interest & Depreciation)	507.18	71.34
Profit Before Interest & Depreciation	(468.19)	(71.19)
Less: Interest and Finance Charges (net)	-	-
Less: Depreciation	(18.43)	(0.03)
Profit Before Tax	(486.62)	(71.22)
Add / (Less) Prior Period Adjustment- Income Tax	-	-
Add / (Less): Provision for current tax	-	-
Add / (Less): Deferred tax	3.82	0.02
Profit After Tax	(490.69)	(71.25)
Other Comprehensive Income/(Loss)	2.79	-
Total Comprehensive Income/(Loss) for the year	(487.90)	(71.25)
Earnings per equity share:
Basic (Rs.) (at Actual)	(2.68)	(0.39)
Diluted (Rs.) (at Actual)	(2.68)	(0.39)

STATE OF THE COMPANYS AFFAIRS:

During the year under review, your Company recorded loss of Rs.487.90 Lakhs, as against a loss of Rs.71.25 Lakhs in the previous year.

The Company continues to transition its business model from legacy financing activities to technology-driven solutions, including software development, consultancy and fintech advisory services, in line with the altered object clause of the Memorandum of Association of the Company, as approved by the shareholders by passing Special Resolution at 34th Annual General Meeting of the Company held on 22nd

September, 2025.

The Company had no active operations during FY 2025-26.

No material orders were passed by regulatory or judicial authorities impacting the Companys going concern status.

MATERIAL CHANGES AND COMMITMENTS:

There were no material changes or commitments affecting the financial position of the Company between 31st March 2026 and the date of this Report, except those disclosed elsewhere.

DIVIDEND:

In view of losses, the Board does not recommend any dividend for the financial year 2025-26.

TRANSFER TO RESERVES:

The Company has not transferred any amount to reserves, except as required under applicable accounting standards.

SHARE CAPITAL:

The Authorised Share Capital of the Company is

Rs.18,50,00,000/- (Rupees Eighteen Crore Fifty Lakhs only) consisting of 1,85,00,000 (One Crore Eighty-Five Lakhs) equity shares of Rs. 10/- (Rupee Ten) each.

The issued, subscribed and paid-up equity share capital of the Company is Rs.18,20,54,000/- (Rupees Eighteen Crore Twenty Lakhs Fifty-Four Thousand only) divided into 1,82,05,400 (One Crore Eighty-Two Lakhs Five Thousand and Four Hundred) equity shares of Rs.10/- each.

There was no change in the capital of the Company during the year under review.

UTILISATION OF PROCEEDS OF PREFERENTIAL ISSUE OF EQUITY SHARES:

The proceeds generated from the preferential issue of equity shares are partially utilized for the purposes for which they were raised and which were disclosed in offer documents.

ALTERATION OF MEMORANDUM AND ARTICLES OF ASSOCIATION OF THE COMPANY:

The Memorandum of Association of the Company was altered as follows vide special resolutions:

i)On 7th May, 2025, vide Special Resolution passed by the members of the Company by way of Postal Ballot through remote e-voting, the clause of Memorandum of Association was altered to approved change in the registered office of the Company from Level 3B/ DLF Centre, Connaught Place, Sansad Marg, Central Delhi,

New Delhi, Delhi, 110001 situated in the jurisdiction of Registrar of Companies, Delhi to Office no. 2, B Wing, Connekt, 4th Floor, Silver Utopia, Chakala, Andheri East, Mumbai 400 099, in the jurisdiction of Registrar of Companies, Mumbai.

ii) On 22nd September 2025, Clause III (A) of the Memorandum of Association was altered wherein the erstwhile clauses no. 1 and 2 were deleted related to ‘Financing and Leasing and the remaining object clauses were re-numbered in Clause III (A) vide Special Resolution passed by the members of the Company at the 34th Annual General Meeting.

iii) On 22nd September 2025, Clause I of Memorandum of Association was replaced vide Special Resolution passed by the members of the Company at 34th Annual General Meeting to alter the name of the Company from ‘Jagsonpal Finance & Leasing Limited to ‘Jagsonpal Services Limited.

iv) On 22nd September, 2025, the Articles of Association of the Company were altered vide passing a special resolution by the members of the Company at the 34th Annual General Meeting to reflect the changed name.

CHANGE IN THE NAME OF THE COMPANY:

During the year under review, the name of the Company was changed from ‘Jagsonpal Finance & Leasing Limited to ‘Jagsonpal Services Limited The change of the name was approved by the Board of Directors at their meeting held on 11th July, 2025 and by the members by way of Special Resolution passed at 34th

Annual General Meeting held on 22nd September, 2025 and the

aforesaid name change was effective from 29th September, 2025 vide the even dated ‘Certificate of Incorporation pursuant to change of name issued by Registrar of Companies, Delhi.

CHANGE IN OBJECTS TO BE PURSUED BY THE COMPANY:

During the year under review, the objects contained in the Memorandum of Association were altered by deleting the Clauses 1 and 2 which related to Finance and Leasing and the remaining clauses were re-numbered as per the new business model. This alteration was approved by the Board of Directors at their meeting held on 11th July, 2025 and by the members by way of Special Resolution passed at 34th Annual General Meeting held on 22nd September, 2025 and the aforesaid object change was registered on 1st October, 2025 vide

the even dated ‘Certificate of Registration of the Special Resolution Confirming Alteration of Object Clause(s) issued by Registrar of Companies, Delhi.

CHANGE IN THE REGISTERED OFFICE OF THE COMPANY:

During the year under review, the registered office of the Company was shifted from “National Capital Territory (NCT) of Delhi” which was situated at Level 3B/ DLF Centre, Connaught Place, Sansad Marg, Central Delhi, New Delhi, Delhi, 110001 in the jurisdiction of Registrar of Companies, Delhi to “State of Maharashtra” situated at Office no. 2, B Wing, Connekt, 4th Floor, Silver Utopia, Chakala, And- heri East, Mumbai 400 099 in the jurisdiction of Registrar of Companies, Mumbai. The change in the registered office was approved by the Board of Directors at their meeting held on 28th March, 2025 and by the members on 7th May,

2025 and the aforesaid change was effective from 30th January,

2026 vide the even dated ‘Certificate of Registration of Regional Director order for Change of State issued by Registrar of Companies, Mumbai.

RISK MANAGEMENT AND INTERNAL CONTROL:

The Company recognises that risk is an integral part of business and is committed to managing the risks in a proactive and efficient manner.

The Board of the Company, at regular intervals, monitors the financial, operational, and legal risks to the Company. There is no risk, which, in the opinion of the Board, may threaten the existence of the Company.

The internal financial controls are adequate and are monitored at regular intervals.

DEPOSITS:

There was no deposit accepted by the Company within the meaning of Sections 73 and 76 of the Companies Act, 2013 and Rules made thereunder at the beginning of the year. The Company has not invited or accepted deposits during the year and there was no deposit that remained unpaid or unclaimed at the end of the financial year under review.

SUBSIDIARY / JOINT VENTURES / ASSOCIATE COMPANIES:

As on 31st March 2026, the Company did not have any joint venture/associate company/sub- sidiary.

During the financial year under review, the Company entered into a Share Purchase Agreement dated 21st August, 2025 for

acquisition of 100% of the paid up share capital of Welcast Finstocks Private Limited, comprising 1,97,170 equity shares of Rs.10 each and 52,750 compulsorily convertible preference shares of Rs.10 each, along with takeover of the management and control of the said entity.

The acquisition has been undertaken as part of the Companys strategic growth initiatives and is expected to strengthen its presence in the financial services segment. The transaction does not impact the management or control of the Company and does not impose any restriction or liability on the Company.

The Reserve Bank of India vide letter dated 7th May, 2026 has approved change in composition of the Board of Directors of Welcast Finstocks Private Limited. The approval for change of control of Welcast Finstocks Private Limited is awaited from RBI. Post receipt of the approval, the Company will proceed with acquisition of 100% paid up share capital of Welcast Finstocks Private Limited, making it a wholly owned subsidiary of the Company.

COMPOSITION OF BOARD DIRECTORS AND KEY MANAGERIAL PERSONNEL/ Board of Directors/

The Board of the Company comprises of the following Directors:

Name	Nature of Directorship
Mr. Karthik Srinivasan	Chairperson & Managing Director
Mr. Rodney Pearce	Non-Executive Non-Independent Director
Mrs. Sugandhi Krishnan Iyer	Non-Executive Independent Director
Mr. Satish Ramachandran	Non-Executive Independent Director
Dr. Shailendra Naidu Somarouthu	Non-Executive Independent Director

There is no change in the composition of Board of Directors during the year under review.

Retirement of a Director by rotation in AGM:

Mr. Rodney Pearce (DIN: 10849732), Non Executive Non-Independent Director of the Company, who is

liable to retires by rotation at this Annual General Meeting and being eligible, has offered himself for reappointment. The Board of Directors recommends

the re-appointment of Mr. Rodney Pearce. has offered himself for reappointment. The Board of Directors recommends the re-appointment of Mr. Rodney Pearce.

Kev Managerial Personnel/

The Key Managerial Personnel of the Company are as under:

Name	Designation
Mr. Karthik Srinivasan	Chairman, Managing Director & Chief Financial Officer
Ms. Shilpa Soni (Resigned)	Company Secretary & Compliance Officer

NUMBER OF MEETINGS OF THE BOARD:

During the financial year 2025-2026, 5 (Five) meetings of the Board of Directors were held on 26th May

2025, 11th July 2025, 18th August 2025, 17th October 2025 and 13th February

2026. The details of Board Meetings and the attendance of the Directors

thereat are provided in the Corporate Governance Report and not repeated here. The intervening time gap between two consecutive Meetings of the Board was within the limit prescribed under the Companies Act, 2013, i.e. not exceeding 120 (One Hundred and Twenty) days. All meetings were held in compliance with Secretarial Standard 1,

Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, and the Companies Act, 2013 and applicable Rules framed thereunder.

/

The Committees of the Board and their constitution is as under: Audit Committee/

Name	Status in Committee
Mrs. Sugandhi Krishnan Iyer	Chairperson
Dr. Shailendra Naidu Somarouthu	Member
Mr. Rodney Pearce	Member

Nomination and Remuneration Committee/

Name	Status in Committee
Dr. Shailendra Naidu Somarouthu	Chairperson
Mrs. Sugandhi Krishnan Iyer	Member
Mr. Rodney Pearce	Member

Stakeholders Relationship Committee/

Sr. No. Name	Status in Committee
1. Mr. Rodney Pearce	Chairperson
2. Dr. Shailendra Naidu Somarouthu	Member
3. Mr. Karthik Srinivasan	Member

Boards Sub-Committee/

Sr. No. Name	Status in Committee
1. Mr. Karthik Srinivasan	Chairman
2. Mr. Satish Ramachandran	Member

There is no change in the constitution of the Committees during the year under review.

DECLARATION BY INDEPENDENT DIRECTOR:

The Company has received declaration from Dr. Shailendra Naidu Somarouthu, Mr. Satish Ramachandran and Mrs. Sugandhi Krishnan Iyer, Independent Directors of the Company as required

under Section 149(7) of the Companies Act, 2013 to the effect that they meet the criteria of independence as provided in Section 149(6) of the Companies Act, 2013; that they will abide by the provisions specified in Schedule IV to the Companies Act, 2013 and that

their names are registered in the data bank as per Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014. The Board has taken on record the declarations so received.

BOARD EVALUATION:

The formal evaluation of the Board as a whole, including Independent and Non-Independent Directors of the Company, was done at the meetings of Independent Directors held on 13th February 2026.

The evaluation was carried out based on structured questionnaires covering governance, effectiveness, participation, and strategic oversight.

The performance of Dr. Shailen- dra Naidu Somarouthu, Mr. Satish Ramachandran and Mrs. Sugandhi Krishnan Iyer, Non-Executive Independent Directors of the Company was evaluated on the criteria like participation including attendance, contribution, initiative at Board/Committee Meetings; exercise of objective independent judgment on strategy, performance; managing relationships with fellow Board members and senior management; maintenance of confidentiality and independence; adherence to the applicable code of conduct for independent directors; ethics and integrity; providing recommendations professionally as per domain knowledge. The same was found to be satisfactory.

The Non-Independent Directors were evaluated at a separate meeting of Independent Directors in which factors like appropriate guidance to the departmental heads of the Company, understanding of the business, financial realities, decision making, views on the governance, financial discipline and other practices, objective assessment on the plans framed by the executive team and role in formulating and overseeing the corporate strategy discharge of the duties and responsibilities entrusted, initiative with respect to various areas and for expansion, expertise towards the operational, strategy and statutory ment team, regulators, bankers,

industry representatives and other stakeholders, integrity and to ensure the financial compliances and working of the Company were assessed. The same was found to be satisfactory.

Factors like Board structure/ composition with experience, qualifications and a proper mix of competencies to conduct its affairs effectively, diversity in terms of gender/background/ competence/experience and interaction of Committee with the Board, approach of Board toward unforeseen situation, frequency of meeting, agenda, logistics, relevant information, time allotted, discussion and decision on agenda items, inputs from the Board members, circulation of minutes and incorporation of suggestion thereon, communication with the management team, company employees and others, helpful feedback to management on its requirements, monitoring of policies, transparency and quality, quantity, and timeliness of the information provided, risk management, emphasis on corporate governance, initiatives taken to ensure regulatory compliances were considered for evaluation of the Board. The same was found to be satisfactory.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:

The Company constantly endeavours to familiarise its Independent Directors with the functioning of the Company, so that they are aware of the functions of the Company and their expertise can be utilised for the betterment of the Company. In this view, the Company has conducted Familiarisation Programmes to familiarise the Independent Directors of the Company. Details of the same are disclosed on the website of the Company, and the web link of the same is https://jagsonpal.co.in/dis- closure-under-regulation-46-of-se- bi-lord-regulations.php

NOMINATION AND REMUNERATION POLICY:

In terms of Section 178(3) of the Companies Act, 2013 and Regulation 19 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Company has a Nomination and Remuneration Policy for Directors and Senior Management Employees appointment and remuneration including criteria for determining their qualifications, positive attributes, independence and other prescribed matters in place. The Remuneration Policy of the Company is available on the website of the Company https://jagsonpal.co.in- /policies

Currently, no compensation is paid to the Non-Executive Directors of the Company except for the sitting fees as per the provisions of the Companies Act, 2013.

ANNUAL RETURN:

As per Section 92 of the Companies Act, 2013, the copy of the annual return is available on the website of the Company https://- jagsonpal.co.in/annual-returns

COMMITTEE AND POLICY UNDER SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013 (‘POSH):

The Company has zero tolerance towards any form of sexual harassment and is fully committed to providing a safe and respectful work environment for all employees. In line with the requirements of the POSH, the Company has constituted an Internal Committee (‘IC) to redress complaints regarding sexual harassment. Regular awareness programs and workshops are conducted to sensitise employees.

The details of complaints received and disposed of during the year under review are as follows:

Number of complaints pending at the beginning of the year	Nil
Number of complaints received during the year	Nil
Number of complaints disposed of during the year	Nil
Number of complaints pending at the end of the year	Nil

MATERNITY BENEFIT ACT COMPLIANCE:

The Company is committed to providing a supportive, secure, and inclusive work environment for its women employees. In strict compliance with the provisions of the Maternity Benefit Act, 1961 (and its amendments), the Company provides fully paid maternity leave, creche facilities (where applicable), and flexible working arrangements to eligible employees. During the financial year under review, there were no complaints or instances of non-compliance reported regarding maternity benefits. The Company continues to actively promote policies that assist working mothers in balancing their professional and personal responsibilities.

VIGIL MECHANISM:

The Company has established a Vigil Mechanism for directors and employees to report genuine concerns. The vigil mechanism provides for adequate safeguards against victimisation of persons who use the vigil mechanism and provides for direct access to the Chairperson of the Audit Committee.

The details of the Vigil Mechanism are displayed on the website of the Company https://jagsonpal.co.in- /disclosure-under-regulation-46-of-se- bi-lord-regulations.php

PARTICULARS OF LOANS,

GUARANTEES OR INVEST

MENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

There were no loans, guarantees and investments made by the Company under Section 186 of the Companies Act, 2013 during the period under review.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTY REFERRED TO IN SUB-SECTION (1) OF SECTION 188 OF THE COMPANIES ACT, 2013:

All contracts/ arrangements/ transactions entered by the Company during the financial year under review with related parties were at an arms length basis. Such transactions form part of the notes to the financial statements provided in this Annual Report.

All Related Party Transactions (“RPTs”) are placed before the Audit Committee for prior approval. On a quarterly basis, details of RPTs are placed before the Audit Committee for its noting/review. The Company has also disclosed a report on the related party transaction to the Bombay Stock Exchange Limited for the half year ended September 30, 2025 and March 31, 2026, as required under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The information for related party transactions as required under Rule 8(2) of the Companies (Accounts) Rules, 2014, in the prescribed Form AOC-2 is enclosed with this Report as Annexure A.

The Company has already adopted a Policy for dealing with Related Party Transactions, which is subject to review and revision by the Audit Committee and the Board. The revised and updated policy on Related Party Transactions, as approved by the Board, has been displayed on the Companys website at https://jagsonpal.- co.in/disclosure-of-related-par- ties.

The details of other loans and advances are mentioned in notes to accounts and are not repeated here.

PARTICULARS OF EMPLOYEES:

Disclosures pertaining to remuneration and other details, 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, regarding remuneration of Directors, Key Managerial Personnel and other related disclosures are given as Annexure B to the Boards Report.

Further, a statement showing the names and other particulars of employees as per Rule 5(2) and 5(3) of the aforesaid Rules, forms part of this report. However, in terms of the first proviso to Section 136(1) of the Companies Act, 2013, the Annual Report and Accounts are being sent to the members and others entitled thereto, excluding the aforesaid information. The said information is available for inspection by the Members at the Registered Office

of the Company during business hours on working days and through electronic means. Further, in terms of proviso to said Rule 5(3), such particulars shall be available to any shareholder on specific request made by him in writing or e-mail to the Company Secretary, at investor@jagsonpal- .co.in.

There was no employee who was employed throughout the year or part thereof and in receipt of remuneration aggregating to Rs.102.00 Lakhs p.a. or more or who was employed for part of the year and in receipt of remuneration aggregating to Rs.8.50 Lakhs p.m. or more.

DIRECTORS RESPONSIBILITY STATEMENT:

As required by Section 134 (5) of the Companies Act, 2013, the Directors hereby confirm:

1. That in the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures.

2. That the selected accounting policies were applied consistently and the Directors 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 of 31st March, 2026 and of the profit and loss of the Company for the financial year ended on that date.

3. That proper and sufficient care has been taken 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 to the best of the Directors knowledge and ability.

4. That the annual accounts have been prepared on a going concern basis.

5. That internal financial controls have been laid down and are followed by the Company and the said internal financial controls are adequate and are operating effectively;

6. That a proper system has been devised to ensure compliance with the provisions of all applicable laws and that such systems are adequate and are operating effectively.

7. That during the year 2025-2026, the Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India as amended and applicable to the Company.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

(A) Conservation of energy

The steps taken or the impact on the conservation of energy;	The Company continued energy conservation efforts during the year.
The steps taken by the company for utilizing alternate sources of energy;	NIL
The capital investment in energy conservation equipment.	NIL

(B) Technology absorption:

The efforts made towards technology absorption;	The activities of the Company at present do not involve technology absorption, research and development.
the benefits derived, like product improvement, cost reduction, product development or import substitution
in case of imported technology (imported during the last three years, reckoned from the beginning of the financial year)-
(a) the details of the technology imported; (b) the year of import; (c) whether the technology has been fully absorbed; (d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and
The expenditure incurred on Research and Development.

(C) Foreign exchange earnings and outgo:

The Foreign Exchange earned in terms of actual inflows during the year.	NIL (Previous year - NIL)
The Foreign Exchange outgo during the year in terms of actual outflows.	NIL (Previous year - NIL)

DISCLOSURES WITH RESPECT TO DEMAT SUSPENSE ACCOUNT/ UNCLAIMED SUSPENSE ACCOUNT:

Aggregate number of shareholders and the outstanding shares in the suspense account lying at the beginning of the year	Number of shareholders who approached the listed entity for the transfer of shares from the suspense account during the year	Number of shareholders to whom shares were transferred from the suspense account during the year	Aggregate number of shareholders and the outstanding shares in the suspense account lying at the end of the year
NIL	NIL	NIL	NIL

Declaration that the voting rights on shares in the suspense account shall remain frozen up to the rightful owner of such shares claims the shares - Not Applicable.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report for the year under review, as stipulated under Regulation 34(2)(e) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, is separately set out.

STATUTORY AUDITOR:

M/s. Jain Vinay & Associates, Chartered Accountants, Mumbai (Firm Registration Number: 006649W), were appointed as the Statutory Auditors of the Company for a term of Five (5) consecutive years, to hold office from the conclusion of the 34th Annual General Meeting held on 22nd September 2025 till the conclusion of the 39th Annual General Meeting to be held for the financial year 2029-30, pursuant to Section 139(8) of the Companies Act, 2013. They continue to hold such office.

AUDITORS REPORT:

There are no qualifications, reservations, adverse remarks, disclaimers or any fraud reported by the Statutory Auditors in their report on Financial Statements for the Financial Year 2025-26. The Notes to the accounts referred to in the Auditors Report are self-explanatory and therefore do not call for any further clarifications.

REPORTING OF FRAUDS BY AUDITORS:

During the year under review, the Statutory Auditors have not reported any instances of fraud committed by the Companys officers or employees to the Audit Committee/Board of Directors under Section 143(12) of the Companies Act, 2013, the details of which need to be mentioned in this Report.

COST RECORDS AND COST AUDIT:

The provisions relating to maintaining cost records and conducting cost audit are not applicable to the Company.

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, M/s. Pooja Sawarkar and Associates, Practising Company Secretary, Mumbai, was appointed as the Secretarial Auditor of the Company for a period of Five years from the financial year 2025-26, to hold such office till the conclusion of the 39th Annual General Meeting to be held for the financial year 2029-30. They continue to hold such office.

Further, in terms of the provisions of the Circular No. CIR/CFD/C- MD1/27/2019 dated February 8, 2019, issued by SEBI, M/s. Pooja Sawarkar and Associates has issued the Annual Secretarial Compliance Report, confirming compliance by the Company of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and circu- lars/guidelines issued thereunder by SEBI and BSE Limited. The Secretarial Audit Report is appended as Annexure C to this Report.

RESPONSES TO QUALIFICATIONS, RESERVATIONS,

ADVERSE REMARKS AND DISCLAIMERS MADE BY THE SECRETARIAL AUDITORS:

There are no qualifications, reservations, adverse remarks or disclaimers by the Secretarial Auditors in its Audit Report for the Financial Year 2025-26.

INDIAN ACCOUNTING STANDARD (IND AS):

The financial statements for the year 2025-26 have been prepared in accordance with IND AS, prescribed under Section 133 of the Companies Act, 2013 read with the relevant rules issued thereunder and the other recognised accounting practices and policies to the extent applicable.

CORPORATE GOVERNANCE:

Your Company has been practising the principles of good corporate governance. In accordance with Regulation 34 read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, a detailed report on corporate governance is annexed as Annex- ure D.

M/s. Pooja Sawarkar and Associates, Practising Company Secretaries, have certified that the Company is in compliance with the requirements of Corporate Governance in terms of Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Compliance Certificate is annexed to the Report on Corporate Governance.

CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Section 135 of the Companies Act, 2013, regarding the Constitution of Corporate Social Responsibility (CSR) Committee and spending of at least 2% of average net profit are not applicable to the Company.

TRANSFER OF AMOUNT TO INVESTOR EDUCATION AND PROTECTION FUND:

There is no money in the unpaid dividend account, which remained unclaimed or unpaid for a period of Seven years from the date of transfer of such amount to the unpaid dividend account and the Company was not required to transfer any such amount to the Investor Education and Protection Fund.

PROCEEDINGS UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 AND SETTLEMENTS:

During the year under review, no application was made, nor any proceeding was pending by or against the Company under the Insolvency and Bankruptcy Code, 2016.

The Company has availed no loan from the Bank or Financial Institution. Hence, the question of one-time settlement and the difference between the valuation done at the time of one-time settlement and the valuation while taking a loan from a Bank/Finan- cial Institution does not arise.

EMPLOYEE RELATIONS:

The relations of the management with staff and workers remained cordial during the entire financial year.

ACKNOWLEDGEMENTS:

The Directors place on record their appreciation for the sincere and wholehearted co-operation extended by all concerned, particularly the Companys bankers, Bombay Stock Exchange, the Government of Maharashtra, the Central Government, suppliers, clientele and the staff of the Company and look forward to their continued support. The Directors also thank the members for continuing their support and confidence in the Company and its Management.

	On behalf of the Board of Directors
	Jagsonpal Services Limited
	(Formerly known as Jagsonpal Finance and Leasing Limited)
	Karthik Srinivasan	Satish Ramachandran
	Chairperson, Managing Director & Chief Financial Officer	Director
Place: Mumbai		DIN: 10869372
Date: 30th May, 2026	DIN: 09805485