Your Directors are pleased to present their report on the business and operations of your Company ("the Company" or "Jenburkt") along with the audited financial statements of the Company and auditors report thereon for the financial year ended on 31 March,2026.
1. Summary of Financial Performance:
( in lacs)
Particulars |
Year ended 31 March, 2026 | Year ended 31 March, 2025 |
| Revenue from operations | 16,874.06 | 15,169.15 |
| Other income | 1,029.94 | 672.10 |
| Total Income | 17,904.00 | 15,841.25 |
| Total expenditure | 12,857.00 | 11,447.97 |
| Profit before exceptional items and tax | 5,047.00 | 4,393.28 |
| Exceptional Items | 395.11 | 0.00 |
| Profit before tax | 4,651.89 | 4393.28 |
| Tax expenses | 1,178.29 | 1,187.22 |
| Profit after tax | 3,473.60 | 3,206.06 |
| Other comprehensive income | -152.90 | 152.86 |
| Total comprehensive income | 3,320.70 | 3,358.92 |
| Earnings per share (EPS) | ||
| (Basic & Diluted in ) | 78.71 | 72.65 |
| Reserves and Surplus | 19,262.69 | 16,736.38 |
The total revenue from the operations of the Company rose by 13.02% for the financial year 2025-26, which stood at 17,904.00 lacs as against 15,841.25 lacs recorded for the previous financial year 2024-25.
The Company have recorded a profit before tax of 5,047.00 lacs for the financial year 2025-26, as against 4,393.28 lacs recorded for the previous financial year 2024-25 a rise of 14.88% year on year. The profit after tax for the financial year 2025-26 stood at 3,473.60 lacs as against 3,206.06 lacs recorded for the previous financial year 2024-25, a rise of 8.34% year on year. For the financial year 2025-26 the EPS of the Company was recorded as 78.71 a jump from 72.65 recorded for the previous financial year 2024-25.
2. Dividend and Reserves:
A dividend of 20.70 or 207% on 10/- each fully paid-up 4413300 equity shares of the Company has been recommended by the Board for the financial year 2025-26. This will absorb 913.55 lacs from the surplus profit of the Company available for appropriation for the financial year 2025-26.
The Board does not propose any amount to be transferred to
general reserve, for the year under review.
The reserves and surplus amount stood at 19,262.69 lacs as at
st st
31 March, 2026 as compared to 16,736.38 lacs as on 31 March, 2025, an increase by 15.09% year on year.
The dividend declared by the Company is subject to the Tax
Deducted at Source (TDS), in this regard kindly refer to a note on
st
TDS on dividend, appearing in the Notice convening the 41 AGM.
st th
The 41 AGM of the Company will be held on Friday, 04
September, 2026 by VC/OAVM. The record date fixed for the
th
purpose of payment of dividend is Friday, 28 August, 2026 and
the cut-off date for recognition of members eligible for e-Voting
st th
and for attending the 41 AGM is Friday, 28 August, 2026.
3. Management Discussion & Analysis Report:
A. Overview of Indian pharmaceutical industry structure,
development and important changes:
There is a particular pride in the fact that a nation which, for much of its post-independence history, struggled to provide its citizens the most rudimentary access to modern medicine, now ranks third in the world by volume of pharmaceutical production and supplies approximately 40% of generic medicines to the United States alone. That achievement, built over three decades of unglamorous investment in manufacturing quality and regulatory compliance, is not the end of the story. It is, increasingly, the platform for a more demanding one; whether India can move from indispensable generic supplier to credible therapeutic innovator, from volume to value, from acute to chronic. By the evidence of FY2025-26, that transition is not approaching, but underway.
The Indian Pharmaceutical Market concluded calendar year 2025 at approximately 2,40,672 crore, reflecting value growth of 8.1% but the headline conceals a more interesting story within it.
In Q3FY26, IPM grew 10.21% year-on-year as per January 2026 data, and the Q4FY26 growth was about 10.5%, led by cardiovascular, anti-diabetic, CNS, and oncology segments, with chronic therapies with steady value growth.
By February 2026, monthly growth stood at 11% year-on-year, with the MAT reaching 2,44,277 crore, volume recovery now began contributing alongside price and new product introductions.
Importantly, the market is growing while reweighting toward longer treatment cycles, higher prescriber engagement, and therapeutic categories where brand depth and clinical credibility compound over time rather than erode with every generic entrant. Nowhere is this reweighting more visible than in the GLP-1 story. A category that barely registered in IPM discussions three years ago saw Mounjaro move to the number one position in December 2025, with anti-diabetics growing 18% in the same month. Strategic partnerships between global innovators with Indian firms, formed in late 2025, are expected to improve GLP-1 penetration through FY2026-27, with branded generics entering from March 2026 onwards.
For companies whose therapeutic identity is built on the downstream consequences of diabetes neuropathy, musculoskeletal complications, cardiovascular morbidity the GLP-1 wave is less a competitive disruption than a patient-pool expanding in precisely the directions that Nervijen, Cartisafe Forte, and Powergesic were built to serve. The FY2026-27 industry growth outlook stands at 7%+ supported by strong projections in anti-diabetic and urology sectors segments that sit at the heart of what Jenburkt does.
This commercial momentum is being enabled, and simultaneously constrained, by government policy operating on both levers at once.
Under PM-JAY, approximately 42.48 crore Ayushman cards have been created as of December 2025, with 10.98 crore hospital admissions authorising treatments worth 1.60 lakh crore since inception. The schemes October24 expansion to 6 crore senior citizens aged 70+ broadens the insured base directly into the demographic most acutely affected by musculoskeletal disease, neuropathic pain, and cardiovascular morbidity the therapeutic categories that define Jenburkts portfolio.
The Ayushman Bharat Digital Mission, with 84.5 crore ABHA health IDs generated and 83.94 crore health records linked as of Januthe Global Burden of Disease 2019ary 2026, is building the digital infrastructure through which better diagnosis, treatment continuity, and medication adherence will be delivered at population scale in the years ahead.
The PLI scheme has delivered 3,08,408 crore in total sales and 1,98,509 crore in exports since inception India is now a net exporter in certain bulk drug categories for the first time, a structural shift away from the Chinese API dependency that has long been the sectors most consequential vulnerability.
Yet the same government that architects this expansion permits only a 0.64% price revision on scheduled drugs for FY2026-27. The message is clear and consistent: build differentiated, non-NLEM portfolios or absorb margin compression indefinitely. Jenburkts product architecture and innovative formulations, built through deliberate, patient-first clinical logic over four decades rather than assembled reactively is a direct answer to precisely this challenge.
The disease burden that underwrites all of this requires no policy support to sustain and no heroic assumptions to project. Musculoskeletal disorders affect 53.5% of Indians aged 45 and above. Osteoarthritis, which affected 62.35 million Indians in the most recent Global Burden of Disease analysis, is rising at a rate that demographic aging will only accelerate. Indias diabetic population exceeds 101 million, of whom an estimated 25 30 million live with diabetic neuropathy one of the more disabling and under-managed complications of the disease. And beyond the established metros, Tier-2 and Tier-3 cities are growing faster than urban centres in healthcare consultation volumes a geographic expansion of chronic care access that maps directly onto our planned field force expansion this year.
Indias pharmaceutical industry entered FY2026-27 with the market having closed FY2025-26 at 8.1% growth, accelerating to 11% in its final months. What this year has made clearer than any prior year is that Indias pharmaceutical growth is being won in therapeutic credibility, prescriber depth, and the patient construction of chronic care brands that compound. Jenburkt has been building exactly this, in exactly these categories, for over four decades. The market has, in the year under review, moved decisively toward it.
B. Business Performance & Overview
Our Pharma India Vertical operates through three distinct subdivisions Nova, Zora, and a Hybrid team each with a defined therapeutic portfolio ownership and prescriber targeting. In FY2025-26, the total sales force grew to 700+ individuals. This focused field force enables concentrated brand promotion across a portfolio of over 80 products, delivering focused prescriber engagement rather than diffuse, broad-based promotion. We launched new headquarters over the course of the year improving our geographic reach.
It must be noted that the measure of a pharmaceutical companys innovation quotient is not the volume of products it launches, but the clinical logic and patient-centricity embedded in each. By that criterion, FY2025-26 was a year of genuine distinction.
We developed Cartisafe Forte Indias first fixed-dose combination of Undenatured Type II Collagen (40 mg), Glucosamine HCl (1500 mg), Chondroitin Sulphate (50 mg), and Hyaluronic Acid (30 mg) at an affordable price of 46.9 per tablet. This formulation was designed keeping both medical benefits and patient affordability in mind, as many osteoarthritis patients stop treatment due to the high cost of long-term therapy. Through 16 advisory boards and 15 regional scientific meetings, we ensured strong scientific communication among prescribers to improve patient outcomes.
We introduced Nervijen DP a Pregabalin + Duloxetine combination available in Monthly Compliance Packs (50 mg and 75 mg variants). This was developed to improve patient adherence, as neuropathic pain treatment often fails because patients are unable to continue therapy regularly.
We launched Powergesic Natura Oil a 12-herb phytomedicine formulation developed in association with KLE Ayurvedic Medical College, Belagavi marking
Jenburkt Pharmas entry into phytotherapeutics.
Additionally, we launched Powergesic Gel 15 gm, Zixspas, Zixlam Forte, and Piritexyl LD during the year.
In a competitive environment populated by companies capable of deploying formidable promotional budgets, Jenburkt has made a considered strategic wager: that prescriber relationships built on scientific substance outlast, and outperform, those constructed on promotional incentive. The evidence of FY2025-26 suggests this wager is paying compounding dividends.
The Division executed over 6,000 HCP engagement initiatives during the year including 3 flagship programmes each drawing 350 or more healthcare professionals. Our ongoing collaborations with NIMHANS, Bengaluru and Iyengar Yoga together engage in excess of 500 physicians monthly through structured, evidence-based masterclasses on neuropathy and chronic pain management. The first-time collaboration with KLE Ayurvedic Medical College, Belagavi established in connection with the Powergesic Natura Oil launch extends this logic of scientific partnership into the phytomedicine domain, reflecting the intellectual seriousness with which management approaches product category development.
Our portfolios competitive standing, as independently validated by IQVIAs MAT data through December 2025, provides the most rigorous external measure of where Jenburkts brands sit within their respective markets and the picture is one of genuine, broad-based commercial credibility. Across 8 market categories, the Company holds top-ranked positions in two segments: Crisbo Ointment commands the Crisaborole market outright, while Powergesic Patch holds the number one prescription position among orthopaedic specialists. Zix PG and Oxicojen rank second in the Pregabalin+Aceclofenac and Oxiconazole markets respectively, while Triben B and Nervijen P hold third-place positions in the Clotrimazole+Beclomethasone and Pregabalin+Methylcobalamin combination segments. The Powergesic franchise demonstrates its depth across multiple ranking tiers with Powergesic 2X Gel and Powergesic MR at fourth place, Powergesic Tab at sixth confirming our systematic category penetration across the pain management continuum. Nervijen NP and Nervijen Cap/Inj rank seventh in their respective neuropathy segments, and Triben Plus Cream holds eighth position in the Clotrimazole+Beclomethasone+Neomycin market.
In aggregate, Jenburkt holds ranked market positions across no fewer than fourteen brands spanning pain, neuropathy, antifungal, and combination therapy segments a portfolio footprint that constitutes a material and compounding commercial asset.
The Wellness Vertical anchored by the Zixa Strong brand operates at the intersection of the professional physiotherapy community and the active consumer segment. During FY2025-26, the Division expanded its geographic presence to additional cities in general trade. This expansion was pursued in concert with deepened penetration of the professional physiotherapy channel, which remains the Divisions primary prescriber audience. The years most clinically consequential product innovation was the ZIXA Strong 2-in-1 Pain Relief Gel Professional Series Indias first combined ultrasound gel with analgesic. Launched at the IAP National Conference in September 2025, and designed specifically for phonophoresis therapy in physiotherapy clinics, this product does not compete on the well-trodden terrain of topical analgesic formulation novelty; it creates a first-mover advantage that is considerably more defensible than price or packaging differentiation.
The brands unique Champion Behind the Champions initiative now Indias first and only YouTube channel dedicated exclusively to physiotherapists crossed 27,000 subscribers during the year and has become, in its own right, a meaningful clinical engagement platform. 7 Continuing Physiotherapy Education sessions with NIMHANS, Bengaluru and one with Manipal College of Health Professions (MCHP) reached 14,000+ physiotherapists digitally, while participating at key national-level physiotherapy conferences carried Zixa Strongs clinical presence into professional gatherings.
ZIXAs consumer-facing #NeverStopPushing campaign deepened the brands presence in the active fitness community via a flagship stall at Tata Mumbai Marathon Get Active Expo 2026 (ranked among top 10 marathons in the world) and through partnerships with elite running coaches. Our digital campaigns reached crores of individuals as we continue our brand building efforts to build genuine cultural presence in a community that converts, retains, and advocates our brand. Indias OTC topical pain relief is a fragmented market where nearly every home already keeps a tube or tin of choice. The challenge is earning that spot in the medicine cupboard, household by household. Winning in this segment means rewriting that reflex, one household at a time. With patience, disciplined business planning, and a product pipeline shaped by what patients and physiotherapists tell us they need, ZIXA Strong is well positioned, and the feedback so far affirms it.
Jenburkts international business grew the way it always has: through regulatory discipline, principled promotion, and patient market-building. Ornel is now a top-3 brand in its category in Benin, Togo added three launches to build a multi-product presence, and Kenya granted a fifth consecutive GMP approval, with Marketing Authorisation secured for Nervijen-NP. Sri Lanka, set back by earlier macroeconomic headwinds, is showing early signs of recovery, though volumes are still below historical levels.
Taken together, the Pharma India, International Business and Wellness Divisions present how we have cultivated deep relationships brand by brand, prescriber by prescriber, community by community and that enters FY2026-27 with the compounding advantage of institutions built on substance.
C. Risks, Concerns & Threats
The operating environment for Indian pharmaceutical companies in FY2025-26 has been defined as much by geopolitical turbulence as by domestic market dynamics. Ongoing disruption in Red Sea shipping lanes has materially increased freight costs and transit times for pharmaceutical exports, with vessels rerouted via the Cape of Good Hope adding significant logistical burden particularly for temperature-sensitive products. The Russia-Ukraine and US-Iran conflicts continue to disrupt supply chains and, in some cases, complicate cross-border payments, in historically important markets.
Indias structural dependence on China for APIs (estimated at approximately 70% of total API requirements, and higher still for certain fermentation-based molecules) remains the industrys most consequential unresolved vulnerability. The PLI scheme has delivered meaningful progress in domestic API manufacturing, but Chinese cost advantages in power, subsidies, and scale continue to present a competitive challenge that policy alone cannot fully resolve. Compounding this, the year has seen a sudden and largely unprecedented surge in input costs across laboratory reagents, specialty chemicals, packing materials, and a long tail of smaller administrative line items each individually modest, cumulatively - material.
Quality talent, too, has become increasingly difficult to attract and more expensive to retain across key functions. Management views the consequent rise in employee costs as a near-term pressure but a long-term investment in the institutional capability that the next decade of growth will require.
In the markets Jenburkt primarily competes in (topical analgesics, neuropathic pain, and osteoarthritis therapeutics) the company operates against well-capitalised national and multinational players many times its size, and competitive intensity is sustained and growing. Managements response across each segment is consistent: differentiation through clinical science, community depth, and prescriber relationship infrastructure rather than promotional volume, which is a strategy that, by its nature, builds more durable competitive insulation than spend-driven market share. Even as field expenditure rises with category competitiveness, every rupee of promotional investment continues to be deployed within UCPMP guidelines and Jenburkts own ethical promotion code; a discipline that has defined the companys prescriber relationships for four decades.
Management remains attentive to each of these risk dimensions and has taken deliberate steps across supply chain monitoring, portfolio positioning, and commercial strategy to ensure that Jenburkts exposure is understood, managed, and, where possible, converted into competitive advantage.
4. Management:
A. Appointment/ re-appointment of Director(s) during the year:
(i) Re-appointment during the year under review: Shri Ashish U.
Bhuta (DIN:00226479) was re-appointed as the Chairman
and Managing Director of the Company for a period of five
st st
years from 1 April, 2026 to 31 March, 2031 by the
th
members by passing a special resolution at the 40 AGM of
th
the Company held on 18 July, 2025. His appointment is
subject to retirement by rotation.
(ii) Recommendation of appointment of Director: Appointment
of Shri Dilip H. Bhuta (DIN:03157252) (age 74 years), as a
Director of the Company is proposed, as he is liable to retire
st
on rotation at the ensuing 41 AGM of the Company. Being eligible for re-appointment, he has offered himself to be re appointed.
(iii) Recommendation for re-appointment: Shri Dilip H. Bhuta
(DIN: 03157252) was appointed as the Whole Time
st
Director of the Company, for a period of five years from 1
st
April, 2022 to 31 March, 2027. Shri Dilip H. Bhutas (age 74
years), re-appointment as the Whole Time Director and CFO
(Key Managerial Personnel) of the Company is proposed for
st st
a period of five years from 1 April, 2027 to 31 March, 2032,
along with terms of his remuneration for a period of three
st st
years form 1 April, 2027 to 31 March, 2030. A special resolution is proposed in this regard for the members approval, at the ensuing AGM of the Company. His appointment is subject to retirement by rotation as a director of the Company.
A brief profile of Shri Dilip H. Bhuta, proposed to be re appointed as the Whole Time Director and CFO, is appearing in the explanatory statement, annexed to the Notice convening the AGM, appearing in this Annual Report.
B. Independent Directors:
(i) Pursuant to section 149(7) of the Companies Act, 2013 and Regulation 25(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI-LODR), the Company is in receipt of individual declaration from all the four non-executive and independent directors on the Board confirming fulfilling the criteria of independence prescribed under section 149(6) of the Companies Act, 2013
(the Act) and Regulation 16(1) (b) of the SEBI-LODR, by each
of them.
(ii) It is hereby declared that in the opinion of the Board, each independent director on the Board of the Company, is a person of integrity, possessing the required expertise and experience including proficiency.
C. Details of Employees:
In terms of Rule 5 of Companies (Appointment of Remuneration of Managerial Personnel) Rules 2014, details of remuneration of each director, CFO and the company secretary along with percentage of median remuneration paid to employees, number of employees, comparative income in salaries of employees other than the Managerial personnel, in percentage, etc. is presented in "Annexure-E", hereto.
D. Details of the Meetings of Board of Directors:
During the year, under review, the Board of Directors met for
th th th
four times, i.e. on 20 May, 2025, 12 August, 2025, 28
rd
October, 2025 and 03 February, 2026. The intervening gap between two consecutive meetings was within the prescribed period under Companies Act 2013 and Secretarial Standards on
Meetings of Board of Directors (SS-1).
The present composition of the Board is as given in Table-1
below.
. Composition and Details of meeting of the Committees of the Board:
The present composition of Committees of the Board is as given
in Table-2 below.
Details of Meetings of Committees:
i. Audit Committee: This Committee met for four times during
th th
the year under review: on 20 May, 2025, 12 August, 2025,
th rd
28 October, 2025 and 03 February, 2026. The intervening gap between two consecutive meetings was within the prescribed period under SEBI-LODR and SS-1.
ii. Stakeholders Relationship Committee: This Committee met
th
for four times during the year under review: on 20 May,
th th rd
2025, 12 August, 2025, 28 October, 2025 and 03
February, 2026.
iii. Corporate Social Responsibility Committee: This Committee
th
met for three times during the year under review: on 20
th rd
May 2025, 12 August 2025 and 03 February 2026.
iv. Nomination and Remuneration Committee: This Committee
th
met for two times during the year under review: on 20 May
th
2025 and 12 August 2025.
The above referred committees, during their respective meetings takes decision on matters within their purview and recommend the same to the Board. The Board in turn consider all such recommendations forwarded by the committees to it, to arrive at appropriate decisions.
For further details about the Board, kindly refer to report on
Corporate Governance in this Annual Report.
Sl. No. Name of the Directors |
Table-1 Composition of Board Category |
Period |
| 1. Shri Ashish Uttam Bhuta | Chairman & MD (Promoter) | 01.04.2026 to 31.03.2031 |
| 2. Shri Dilip Harkishandas Bhuta | Director (Whole Time Director & CFO) | 01.04.2022 to 31.03.2027 |
| 3. Smt. Hina Ravindra Mehta | Director (Non-executive & Independent Director) | 27.03.2025 to 26.03.2030 |
| 4. Shri Sumit Ajaybhai Thakkar | Director (Non-executive & Independent Director) | 26.07.2023 to 25.07.2028 |
| 5. Shri Krishnan Subharaman | Director (Non-executive & Independent Director) | 28.05.2024 to 27.05.2027 |
| 6. Shri Pankaj Arun Dantwala | Director (Non-executive & Independent Director) | 28.05.2024 to 27.05.2027 |
st
Note: A special resolution for the consideration of the members for the re-appointment of Shri Dilip H. Bhuta as the Whole Time Director and CFO of the Company from 1
st st
April, 2027 to 31 March, 2032 is proposed at the ensuing 41 AGM of the Company.
Sl. No. Name of the Committee |
Table-2 Composition of Committees of the Board Name of the Director |
Categroy |
| 1. Audit Committee | Smt. Hina Ravindra Mehta | Chairman |
| Shri Krishnan Subharaman | Member | |
| Shri Pankaj Arun Dantwala | Member | |
| Shri Dilip Harkishandas Bhuta | Member | |
| 2. Nomination and Remuneration Committee | Shri Krishnan Subharaman | Chairman |
| Smt. Hina Ravindra Mehta | Member | |
| Shri Sumit Ajaybhai Thakkar | Member | |
| 3. Stakeholders Relationship Committee | Shri Sumit Ajaybhai Thakkar | Chairman |
| Shri Ashish Uttam Bhuta | Member | |
| Shri Pankaj Arun Dantwala | Member | |
| 4. Corporate Social Responsibility Committee | Shri Krishnan Subharaman | Chairman |
| Shri Pankaj Arun Dantwala | Member | |
| Shri Ashish Uttam Bhuta | Member | |
| Shri Dilip Harkishandas Bhuta | Member |
For more details about the above committees, their terms of reference, etc. kindly refer to report on Corporate Governance in this Annual Report.
F. Annual performances evaluation procedure:
The annual performance evaluation of the Board, its Committees, and individual Directors, including the Chairperson and Independent Directors were carried out, pursuant to the provisions of Section 134(3)(p) and Schedule IV (Code for Independent Directors) of the Act, and Regulation 17(10) of the SEBI-LODR, during the year, as follows: Evaluation Procedure:
The evaluation was conducted through a structured and transparent process designed to foster effective governance and accountability. The process included: i. Board Evaluation: Conducted by all Directors to assess the Boards structure, composition, diversity, processes, effectiveness in strategic and risk oversight, adherences & compliances, and stakeholder value creation. ii. Committee Evaluation: Each Committee was evaluated by its members based on the effectiveness of its meetings, quality of inputs, clarity of roles, timely and informed decision making process, and compliance with regulatory responsibilities. iii. Individual Directors Evaluation: Directors were evaluated based on their attendance, preparedness, participation, understanding of the business, and contribution to Board discussions and decision-making. iv. Independent Directors Evaluation: Conducted by the entire Board (excluding the Director being evaluated), as per Schedule IV of the Act, focusing on objectivity, integrity, independent judgment, and contribution to governance. v. Evaluation of the Chairperson: Conducted by the Independent Directors, taking into account leadership qualities, facilitation of effective Board functioning, and relationship with other Directors and management.
Criteria for Evaluation
These evaluation were based on a set of well-defined and objective criteria, which included: i. Composition and diversity of the Board and Committees ii. Effectiveness in strategic planning and risk iii. Timely and informed decision-making iv. Adherence to ethical standards and governance norms v. Level of engagement and meaningful participation vi. Compliance with applicable laws, policies, and procedures vii. Contribution to the development of a transparent and high-performance culture.
Performance Highlights i. The Board operates in a professional, transparent, and efficient manner, providing sound strategic direction and oversight.
ii. Committees function independently and effectively, with clear focus on their respective mandates. iii. Individual Directors, including independent Directors, contributed significantly to Board deliberations, upholding high standards of integrity, independence, and accountability. iv. The Chairperson demonstrated strong leadership, fostering open dialogue and ensuring active participation by all Board members.
G. Salient features of Companys policies on Directors appointment and remuneration: i. The "Selection of Directors, Senior Managerial Personnel and determining Directors independence" and ii. "Remuneration of Directors, Key Managerial Personnel and other Employees" are the two policies approved and adopted by the Board with regard to directors appointment and their remuneration.
Listed below are salient features of these two policies: i. For selection of Directors and determining Directors independence: For providing guidance towards appointee directors qualification, experience, etc. as required and determine their independence of the management of the Company, the Company has framed a policy viz. "Selection of Directors, Senior Managerial Personnel and determining Directors independence". This policy contains the guiding principles for the Nomination and Remuneration Committee for identifying Directors.
For the appointment of a Director on the Board of the Company, the Nomination and Remuneration Committee, take in to account criteria such as education, professional background, knowledge and understanding about Companys business dynamics, the industry, in general, personal and professional ethics, integrity values and willingness to shoulder his/her duties, attendance at the Board and Committee meetings, perform his/her role with responsibility, adherence to the companys policies and codes, provision of all acts, rules and regulations, as applicable etc., are consider to act as the Director on the Board of the Company. In case of independent Directors, his/her independence of the management of the Company, no conflict of interest in any transaction entered in to or to be entered in to by the Company with any person(s), firms, Companies, body corporates, whether directly or indirectly, are taken into account. W e b l i n k : https://www.jenburkt.com/Other_Info/20152016/Policy-Selection-of-Directors-Senior-Managerial-Personnel-Determining-Directors-Independence.pdf ii. For remuneration of Directors, key managerial personnel and other employees: The Company has a Policy on remuneration of Directors, Key Managerial Personnel and other Employees.
Guiding Principles for remuneration: The Company shall
remunerate all its personnel fairly, reasonably and sufficiently. The remuneration shall be commensurate to attract, retain and motivate the human resources of the Company. The level of the concerned employee in the Organization compensation package will, inter alia, take into account the level of the concerned employee in the organization, as approved by the Human Resource head.
With the above guiding principles, the Nomination and Remuneration Committee recommend to the Board, the remuneration payable to all the Directors, key managerial personnel and senior employees of the Company including the sitting fees of the independent Directors.
Your company has also insured all its Directors and senior officers, under D&O liability insurance, for indemnifying them from any liability that may occur while performing their role, duties, responsibilities etc. The insurance premium towards the said policy is borne by the Company. weblink: https://www.jenburkt.com/Other_Info/20152016/Policy-on-Remuneration-of-Directors-Key-Managerial-Personnel-and-Other-Employees.pdf
H. Directors Responsibility Statement:
Pursuant to Section 134 (5) of the Act, in relation to the financial statements for the financial year 2025-26, your Board of Directors state that: i. in the preparation of the annual accounts for the financial year 2025-26, the Company has adopted and followed the Indian Accounting Standards (IND-AS), as applicable and there is no material departure from the same; ii. the estimates and judgments relating to financial statements have been made, based on application of sound and consistent accounting policies, on a prudent and reasonable basis in order to ensure that financial statements for the financial year 2025-26 reflect, in a true and fair manner, the form and substance of the transactions reasonably present the Companys state of affairs and profit/loss for the year; iii. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; iv. they have prepared the annual accounts on a going concern basis; v. they have laid down internal financial controls, which are adequate and operating effectively and vi. the systems are in place to ensure compliance with the provisions of all applicable laws and such systems were adequate and operating effectively.
I. Key Managerial Personnel (KMP)
In compliance with the provisions of the Section 203(1) of the Act, the Company has three KMPs, viz. Shri Ashish U. Bhuta-Chairman and Managing Director, Shri Dilip H. Bhuta-Whole Time Director and CFO and Shri Ashish R. Shah-Sr. Vice
President and Company Secretary and Compliance Officer as on
st
31 March, 2026. No changes in KMP took place during the year under review.
5. Internal Control System including Internal Financial Control with reference to the financial statement and their adequacy:
Jenburkts internal controls commensurate with its size and the nature of its operations. Appropriate systems of recording financial and operational information, internal control, including monitoring procedures are maintained at the Company. This ensure that all assets are safeguarded against loss from unauthorized use or disposition and that the overall objects and goals are met within the organisation.
Jenburkt has, as a policy, well defined delegation of power with proper authority, this ensure that appropriate responsibilities are carried out by the concerned with commitment to create organisations assets and income.
The policies and procedures framed and practiced by the employees of the Company endeavors to provide for adequate checks and balances and are meant to ensure that all the approvals, authorisations, verifications, reconciliation, reviews are performed and recorded and all statutory compliances are done and reported wherever required.
A software for Structured Digital Database has been installed in its own server by the Company, as required under SEBI-(Prohibition of Insider Trading) Regulations, 2015 (SEBI-PIT). All the Unpublished Price Sensitive Information (UPSI) of the Company are recorded in it, as and when generated. The trading, transactions etc. by the designated and connected persons in the equity shares of the Company are also recorded regularly.
Your Company strongly believe in financial prudence and ethical governance. The Internal control system involve overseeing the process effected by the Board and Senior Personnel of the Company, to provide reasonable assurance that the Company compliances with the applicable laws, policies, codes, etc. and that such compliances are done in timely manner and are accurate and reliable. Proactive approach towards prevention and corrective measures are ensured.
To strengthen the compliance culture at every level, the Company has installed a Compliance Management Application. This system facilitates the monitoring and reporting of compliance with applicable laws across the Company i.e. at the Head Office, plant, and warehouse. It enables the management to track compliance more effectively and promote a culture of accountability, thereby providing enhanced assurance for being and always remaining compliant with all applicable laws.
The Companys accounts are overviewed every quarter by the
Internal Auditors and Statutory Auditors. The Companys cost data are also verified by the Cost Auditors. The Companys secretarial compliances are verified by a peer reviewed firm of the Practicing Company Secretaries. There have been no major adverse observations reported by any of them for the year under review. For the operational issues reported by them, the Company took necessary corrective actions to rectify them.
The audit committee of the Company carries out inter-alia, the functions specified under the Act and SEBI-LODR. The Company has a well-defined whistle blower policy under its vigil mechanism.
The Company keeps investing in automation and latest
technology to improve efficiency in business operations. A
SAP based ERP system is in place in the Company. This ERP system integrate the Companys manufacturing and supply chain and key supporting functions like finance and accounts, marketing, sales, HR, etc. The system has also been installed with your Companys Super Stockists to get data of their sales, stock, collection, breakage/expiry etc. The Companys investment in such technology ensured that your Company could work remotely almost instantaneously.
Your Companys financial health is robust, its a debt-free and cash rich Company, maintaining and ensuring liquidity and financial agility, this provide us with the flexibility to seize growth opportunities swiftly. Our commitment to pay vendors, all stakeholders promptly strengthens our credibility and association, ensuring a smooth supply chain. Your Company is also prompt in meeting its statutory obligations. This disciplined approach ensures that our financial commitments are met without compromising our financial strength.
After paying handsome dividends to the Shareholders, the profits are ploughed back to business, every year. This enable the Company to focus on strategic and diversified investment, research and developments and sustainable growth. Stringent financial control ensures transparency, accuracy and various timely compliances. The Board is of the opinion that the Companys internal financial controls are adequate and effective.
6. Research & Development:
Jenburkts R&D unit holds continued recognition from the Department of Scientific and Industrial Research, Government of India; a certification first granted in January 2010 and renewed through FY2025-26, affirming standards of scientific rigour maintained across 15 years of evolving therapeutic and regulatory demands.
The product launches of the year are the most visible expression of this rigour in practice.
- We built Cartisafe Forte around a single insight: most osteoarthritis patients dont complete their full course of therapy. By putting the patients experience first, we designed a formulation that improves compliance solving the clinical and commercial problem in one product.
- Powergesic Natura Oil, developed at our R&D unit in Sihor marks Pharma India Verticals first deliberate entry into phyto-therapeutics.
- ZIXA Strong 2-in-1 Pain Relief Gel is Indias first ultrasound coupling medium with phytochemicals. Shaped by the clinical insight of practicing physiotherapists performing phonophoresis, and opening up a new clinical utility category for the brand.
Infrastructure investment has kept pace with pipeline ambition. The acquisition of an industrial plot at Sihor and the procurement of analytical equipment (UPLC, FTIR, Dissolution Tester, Stability Chambers, and related instrumentation) are the capital commitments of an organisation that understands the indissoluble connection between laboratory capability and long-term regulatory credibility.
The pipeline entering FY2026-27 is disciplined, clinically grounded, and directed with precision at the chronic disease burden that has always been Jenburkts therapeutic home.
7. Material development in Human Resources:
FY2025-26 was, in human capital terms, a year of structural renovation and reflects the compounding quality of organisational decision-making, talent retention, and cultural coherence.
Band Structure Modernisation was introduced as a comprehensive overhaul of grades. Compensation architecture grounded in rigorous external benchmarking has been introduced, which addresses one of the most underappreciated competitive risks facing growing mid-sized organisations: the quiet haemorrhage of talent to better-compensated alternatives.
A Sales Career Architecture was rolled out across Pharma India and Wellness Divisions provides a structured and communicable career progression framework for field force professionals.
Our inaugural Townhall meeting attended by 800+ employees institutionalised a form of transparent all-hands communication.
Our HRMS software, now live across the entire organisation, makes Jenburkt an HRIS-compliant, digitally enabled organisation in a way that creates analytical talent management capability at the scale its headcount demands.
We conducted our annual QUEST Meeting to further streamline and improve cross-functional efficiencies at our Sihor plant.
On an ongoing basis, we have multiple training programs including leadership development, soft skills and grooming to ensure each Jenburktian is polished and equipped to work in todays dynamic environment.
8. International Business:
There is a particular kind of institutional confidence that expresses itself in the markets it has chosen with deliberate patience and regulatory rigour to build, and Jenburkts international business is precisely that conviction made operational.
In Benin, the Ornel brand has consolidated a position among the top 3 in its therapeutic category. This is a commercially meaningful achievement in a competitive Francophone West African market that is built not through promotional extravagance but through consistent quality delivery and the gradual accumulation of distributor trust.
In Togo, 3 product launches (Cartisafe Forte MSM Tablets , Powergesic MR tablet and Zenglobin syrup) during the year establish a multi-product presence in a strategically adjacent market.
In Kenya, Jenburkt secured GMP approval for the fifth time (in the past 20 years) consecutively; a continuity of regulatory endorsement that communicates the consistency of manufacturing standards underlying the companys international aspirations.
Marketing Authorisation was received during the year for Nervijen-NP (Pregabalin + Nortriptyline HCl + Methylcobalamin) in Kenya bolstering the neurology portfolio in a market where neuropathic pain management remains clinically underserved at a scale that the Nervijen franchise is well-positioned to address.
Export volumes to Sri Lanka, which were impacted by macroeconomic headwinds in prior periods, are showing the early signs of gradual recovery, though volumes remain below historical levels. Management monitors this recovery trajectory with appropriate realism.
9. Segment wise performance:
Your Company operates exclusively in one segment i.e.
pharmaceutical formulations.
10. Details of significant changes in key financial ratios: a. Inventory Turnover ratio has declined marginally from 3.40 times (2024-25) to 2.87 times (2025-26). b. Interest coverage ratio was increased from 98.02 times (2024-25) to 101.69 times (2025-26). c. Change in Return on Net worth: The net worth of the Company rose from 17,177.71 lacs (2024-25) to 19,704.02 lacs (2025-26). The return on net worth decreased from 18.66% (2024-25) to 17.63% (2025-26). d. Total Debt Equity Ratio decreased from 0.02 times (2024-25) to 0.01times (2025-26). e. Debtors turnover ratio increased from 7.54 times (2024-25) to 7.48 times (2025-26).
f. Current Ratio increased from 3.00 times (2024-25) to 4.11 times (2025-26). g. Operating profit margin improved from 29.32% (2024-25) to 27.91%(2025-26). h. Net profit margin remained stagnant from 21.14% (2024-25) to 20.59% (2025-26).
11. Statutory Auditors and Report:
The auditors of the Company viz. M/s. D. R. Mehta & Associates, a peer reviewed firm of Chartered Accountants (Reg. No.:106207W) have confirmed their eligibility to act as the
auditors of the Company for the period from conclusion of the
ensuing 41 AGM (2026) till conclusion of 42 AGM (2027) for auditing the financial statement of the Company for the financial year 2026-27.
Earlier, the Company had appointed them for a second term of
five consecutive years from the conclusion of the 37 AGM held
on 29 July, 2022 to the conclusion of the 42 AGM of the
Company to be held in the year 2027.
Their auditors report with unmodified opinion on the financial statements of the Company pertaining to financial year 2025-26 as submitted by them was disclosed/circulated, as required. The same has been attached to the financial statements in this Annual Report.
12. Reporting under Section 143(12) of the Act:
Pursuant to Section 134(2)(ca) of the Act, the Statutory Auditors have stated in their report that in terms of Section 143 (12) of the Act, in the course of their duties, had no reason to believe that any of the officer or employee of the Company, had or has committed any offence or fraud.
13. Secretarial Auditors and Report:
The Secretarial Auditors of the Company Viz. M/s Nilesh Shah & Associates, a peer reviewed firm of practicing Company Secretaries (firm registration no. P2003MH008800), have
confirmed their eligibility to act as the Secretarial Auditors of the
st
Company for the period from conclusion of the ensuing 41 AGM
nd
(2026) till conclusion of 42 AGM (2027) for auditing the
secretarial records of the Company for the financial year 2026-27.
In the previous AGM, the members consented for their
appointment as the Secretarial Auditors of the Company for a
th
first term of five consecutive years from the conclusion of 40
th
AGM till the conclusion of 45 AGM to be held in the year 2030, i.e. beginning from the financial year 2025-26 to financial year 2029-30.
Their secretarial Auditors report for the FY 2025-26 is attached as "Annexure-A and A-1" to this report. The same has been presented to the members of the Company in prescribed format i.e. Form MR-3. The said report does not contain any observation, reservation or adverse remark.
Pursuant to regulation 24A(2) of SEBI-LODR, their annual secretarial compliance report pertaining to financial year 2025-26 was also received by the Company and submitted to the stock exchange, as required.
14. Cost Auditors and reports:
In pursuance of the order of the Central Government and pursuant to section 148(1) of the Act, Companies (Cost Record and Audit) Rules, 2014 as amended, your Company prepare and maintain cost records, for its pharmaceutical formulations.
On the recommendation of the Audit Committee, M/s. Kirit Mehta & Co. LLP (Registration No.:000353) were appointed as the cost auditors, by the Board of Directors of the Company, for auditing the cost records of the Company for the financial year 2026-27. The Company was in receipt of their eligibility letter for appointment as the cost auditors of the Company for the financial year 2026-27.
The Company and the Cost Auditors have mutually agreed upon
the fees for the services to be rendered by the cost auditors for
financial year 2026-27. An ordinary resolution has been
st
proposed in the notice convening the ensuing 41 AGM of the Company, for ratification of their fees for the financial year 2026-27.
Pursuant to section 148(6) of the Act, read with rules thereunder, the Companys cost audit report for the financial year 2024-25 under Form No.: CRA-4 was submitted to the Central Government during the year.
15. Annual Return:
Companys annual return, in the prescribed form no. MGT-7, containing particulars, as they stood on the close of the financial year 2024-25, as duly submitted to the Ministry of Corporate Affairs, in compliance with section 92(3) and 134(3)(a) of the Act, is placed on the website of the Company, viz. www.jenburkt.com. For the web link of the same, kindly refer to report on Corporate Governance in this Annual Report.
16. Particulars of loans, guarantees or investments made by the
Company:
No loan or guarantee was given to any person or body corporate directly or indirectly by the Company, pursuant to Section 186 of the Act, during the financial year 2025-26. The investments in various securities made and held by the Company during the financial year under review are within the limits set under the applicable provisions of the Act, details of which are presented in note no. 4 of the financial statement of the Company.
17. Particulars of related party transactions:
The Board of the Company has approved the Companys policy on "Materiality of related party transactions and dealing with related party transactions". The same is available on the Companys website, viz. www.jenburkt.com. For the web link of the same, kindly refer details provided in the report on Corporate
Governance in this Annual Report.
A. In terms of Section 188 of the Act and rules made thereunder, no materially significant related party transaction, was entered into by the Company during the financial year 2025-26, with its promoters, Directors, KMPs or other designated persons which may have a potential conflict with the interest of the Company, at large. None of the Directors have any material pecuniary relationships or transactions vis-a-vis the Company.
The Leave and License agreements, which are not material in nature, were executed by the Company during the FY 2023-24 and FY 2025-26. These transactions were in the ordinary course of business and at arms length basis. Voluntary disclosure of these transactions though not "Material" in nature are annexed in the prescribed form No.AOC-2 to this report as "Annexure-B".
The Company has no Material related party transactions in terms of Regulation 23 of SEBI-LODR and in terms of the Companys policy.
Apart from receiving their respective remuneration and dividend on their shareholdings, none of the Directors on the Board or any KMPs has any pecuniary transaction with the Company, or inter-se, which has potential conflict of interest with the Company.
B. Other Disclosures:
(a) Disclosure in terms of Regulation 34(3) read with sub clause (1) of clause A (Related Party Disclosure) of Schedule V of SEBI -LODR:
- This requirement is not applicable to the Company.
(b) Disclosure in terms of Regulation 34(3) read with sub clause (2) of clause A (Related Party Disclosure) of Schedule V of SEBI-LODR:
- This requirement is not applicable to the Company as it doesnt have any Holding or Subsidiary Company.
(c) Disclosure in terms of Regulation 34(3) read with sub clause (2A) of clause A (Related Party Disclosure) of Schedule V of SEBI-LODR:
- Kindly refer to disclosure in AOC-2 at "Annexure-B" annexed to this report.
18. Corporate Social Responsibility(CSR):
In January 2026, Jenburkt undertook an unique initiative with the directness and specificity it demands: it addressed, in concrete and operational terms, the mortality consequences of late cancer diagnosis in India. The Asha Van, unveiled on January 8, 2026, in the presence of the Honourable Chief Minister of Gujarat, Shri Bhupendrabhai Patel, and donated to the Indian Red Cross Society, Bhavnagar is Indias first van equipped to screen for ten cancers. It carries diagnostic technology from HORIBA, VELscope, GE Healthcare, Sysmex, and FUJIFILM instrumentation deployed at Indias leading cancer institutes, now brought to villages in Bhavnagar district by road. It screens for breast, cervical, oral, blood, lung, prostate, intestinal, and pancreatic cancer, with specialist reports delivered within 24 hours and a zero-dropout referral pathway for every suspected case.
Early operational data through March 10, 2026 is instructive
- 8 screening camps across eight villages in Bhavnagar district screened 264 beneficiaries every one of them receiving a first-time cancer screening. Within the first 90 days of launch, of 176 specific cancer tests performed, 13 suspected cases were identified. Every single one was referred a 100% referral rate is a deliberate operational commitment. Its launch received coverage across 90+ Gujarat print publications, but the column inches are, frankly, the least important measure of what the Asha Van represents.
As our Chairman & Managing Director, Mr. Ashish U. Bhuta stated - over 2 million projected cancer cases represent families whose lives will be determined by whether they receive early intervention or delayed diagnosis. The Asha Van is Jenburkts commitment to closing that gap; not as aspiration, but as an operational programme.
The Blood Centre Where Philanthropy Meets Institutional
Permanence
Our long-standing association with the Indian Red Cross Society, Bhavnagar District built and continuously deepened over many years has donated over 31,000 bottles of blood under a zero-replacement policy that reflects, in its design, a profound respect for human dignity: every unit from a voluntary donor, no family ever asked to provide a replacement donation as the price of their loved ones treatment.
This year brought a capacity transformation of structural significance. The hub-and-spoke restructuring with the Mother Blood Bank in Bhavnagar upgraded as the central collection, cross-matching, screening, and quality-control hub, and satellite storage centres are planned at Sihor taluka (serving approximately 150 villages) and Mahuva taluka (Bhavnagars most rural tehsil, serving a further 150 villages) extends blood availability to patient populations for whom a hospital-level transfusion service previously required hours of travel. Fleet additions an Eco Van for inter-centre transport, an Ertiga for medical officer outreach, a battery scooter for daily hospital dispatch speak to the operational thoroughness with which this programme is managed.
Two new diagnostic services added during the year address
access specific healthcare gaps in the community.
- A Treadmill Stress Test facility (in a district of 2.5 million people served by only 3 to 4 TMT machines) brings a cardiac diagnostic previously confined to the city to any patient in Bhavnagar who requires it.
- A Sleep Apnea Test (previously available through a single provider requiring equipment transported from Rajkot, making it effectively inaccessible to the districts population) is now available locally, addressing a frequently undiagnosed risk factor for cardiac disease in a community where cardiovascular morbidity is a defining clinical challenge.
In the Asha Van that travels Bhavnagars villages and the blood that flows daily to twenty hospitals without a family ever asked to replace it, Jenburkts truest statement of institutional character is written - in the irreducible currency of lives materially improved in the land that nurtured the Founders family, shaped the values that built this organisation, and continues to remind us, with quiet insistence, of what business at its most purposeful can and must do.
Corporate Social Responsibility is a core element of the Companys culture and is implemented with a strong focus on compliance with applicable legal requirements. In accordance with Section 135 and Schedule VII of the Companies Act, 2013, and the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended, the Company carries out its CSR activities directly.
During the year under review, CSR initiatives were undertaken based on the recommendations of the CSR Committee and with the approval of the Board.
The Company has a Board-approved CSR Policy, under which an
Annual Action Plan is formulated for each financial year.
All CSR expenditures during the year were made in alignment
with this Policy and Action Plan.
A detailed report on the Companys CSR activities, including a summary of the CSR Policy, the nature of initiatives undertaken, the amount spent during the year, and other prescribed disclosures, is provided in the format specified under the applicable rules and is annexed to this Report as "Annexure-C".
The CSR Policy of the Company is available on the website of the
Company at
https://www.jenburkt.com/Other_Info/20152016/Policy%20on%20CSR.pdf
19. Investors Education and Protection Fund (IEPF):
To intimate those shareholders who have not claimed their dividend for consecutive seven years, about the mandatory transfer of dividend and corresponding shares to IEPF, the Company has taken appropriate steps by way of sending individual letters, by providing information under notes to the notice convening AGMs and by publishing newspaper notices.
Pursuance to section 124 and 125 of the Companies Act , 2013
read with the Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, the unpaid or unclaimed dividends declared up to financial years 2017-18, from time to time, along with the corresponding equity shares in respect of which dividend had remained unpaid or unclaimed for seven consecutive years or more, were transferred to IEPF authority by the Company, in the month of September, 2025.
The shareholders are hereby informed that the dividend amount and equity shares transferred to IEPF can be claimed back by the shareholders from the IEPF authority by following the procedure mentioned in the above said rules of IEPF. The shareholders are requested to complete their KYC requirements and claim their dividend, from the Company, if not encashed yet, from financial year 2018-19 onwards, to avoid procedure for claiming later from IEPF, along with corresponding shares, if any. With regard to the rules pertaining to IEPF the Company Secretary is appointed as the nodal officer of the Company.
During the financial year 2026 27, the unclaimed dividend for the financial year 2018 19, along with the corresponding shares in respect of which the dividend has remained unpaid or unclaimed for seven consecutive years or more, will be transferred to the IEPF Authority, in accordance with the applicable IEPF Rules. Shareholders are requested to claim their
unclaimed/unpaid dividend and shares from the Company on or
th
before 05 September, 2026 to avoid such transfer. Individual letters are already sent to the shareholders, in this regard and newspapers advertisement are also published, to alert those who have not yet claimed their dividend(s) if any.
Details of unpaid or unclaimed dividends and shares so far transferred to the IEPF Authority and also the amount and shares lying with the Company which has been classified as unpaid/unclaimed & due for transfer to the Authority are available on the website of the Company at https://jenburkt.com/investors/unclaimed-dividends and are also available on the website of the IEPF Authority at www.iepf.gov.in.
20. Secretarial Standards:
Secretarial Standard-1 is on the meetings of Board of Directors and its Committees, and the Secretarial Standard-2 is on general meetings. They are formulated and issued by The Institute of Company Secretaries of India (ICSI). All the provision of both these standards are complied with by the Company during the financial year 2025-26.
In addition, majority of the provisions of the other secretarial standards, as formulated by ICSI and which are non-mandatory and recommendatory in nature, were voluntarily complied with by the Company, during the financial year 2025-26.
21. Report on Corporate Governance:
Pursuant to the relevant provisions of the Act and SEBI-LODR, a detailed report on the Corporate Governance of the Company is attached to this Annual Report. Also attached is the secretarial auditors certificate regarding Companys compliances with Corporate Governance norms during financial year 2025-26.
22. Policy on Vigil Mechanism:
In pursuance of Section 177(9) of the Act and rules made thereunder and Regulation 22(1) of SEBI-LODR, a vigil mechanism of the Company is in place with a whistle blower policy of the Company. This provide adequate safeguard against any victimization of any employee and/ or Director of the Company.
With a clear intent of zero tolerance towards unethical conduct or behavior within the Company, the Company has in place a policy on Vigil Mechanism. Over the years, through its strong vigil mechanism, your Company is known for carrying on business with ethics, integrity and values.
In accordance to the said policy, any employee/Director of the Company is free to disclose or report any genuine concern, regarding wrongful misconduct (as defined in said policy),including reporting of leak of unpublished price sensitive information of the Company, as required under regulation 9A(6) of SEBI (Prohibition of Insider Trading) Regulations, 2015. There was no reporting of any such instance or event during the year. No employee or Director of the Company was denied access to the audit Committee. The Audit Committee review the functioning of vigil mechanism/ whistle blower policy regularly. The said whistle blower policy of the Company is uploaded on the website of the Company, viz. www.jenburkt.com. Policies on code of business conduct is also uploaded on the said websitewww.jenburkt.com.
23. Cyber Security:
No cyber security related issue experienced by the Company, during the year under review. The Company, as an on-going process, is strengthening its cyber security infrastructure to safeguard itself from any security issues, in future.
Considering the Companys growing international presence, increasing digitalization of operations, regulatory requirements relating to data protection and heightened cyber security threats globally, management deemed it prudent to maintain adequate liability insurance protection covering both conventional business liabilities and cyber related exposures. To safeguard the Company against the potential third party liabilities and emerging cyber risks associated with its global business operations, the Company has insured itself with "Cyber Liability Insurance Policy".
24. New Wage Code:
We have undertaken a comprehensive review and restructuring
of employee compensation in line with the revised wage definitions and statutory requirements. Necessary changes in salary structures have been duly implemented to ensure compliance.
In line with the revised framework: a. Provident Fund (PF) applicability and wage limits have been appropriately reset in accordance with the prescribed guidelines. b. All statutory PF filings and documentation have been completed, ensuring 100% coverage and compliance for eligible employees. c. Employees State Insurance Corporation (ESIC) compliance has been ensured as per the Act, and contributions have been accounted for wherever applicable.
25. Other Information: a. A detailed information on conservation of energy and technology absorption, foreign exchange earnings and outgo is annexed as "Annexure-D", to this report. b. In pursuance of Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014, details of employees, are annexed herewith as "Annexure-E" to this report. c. Risk management plan: Your Company has formulated a risk management plan and have constituted a risk management Committee. The risks are classified in different areas such as market, finance, operational, etc. These risks are reviewed regularly to mitigate the risk, if any. d. In terms of Section 134(3) (I) of the Act-No Material changes or commitments have occurred, affecting the financial position of the Company, after 31 March, 2026 till the dateof this report.
26. General:
Disclosure or reporting is not required by the Company with respect to the following items as there were no transactions nor any reporting required on these items for the year under review: a. The disclosure under Schedule V (A) (2) of SEBI-LODR relating to the accounts of holding Company and subsidiary Company is not applicable to the Company, since your Company does not have any holding or subsidiary or associate Company, nor it is a subsidiary or associate of any other Company. b. Details relating to deposits covered under Chapter V of the Act. c. Issue of equity shares with differential rights as to dividend, voting or otherwise. d. Issue of shares (including sweat equity shares) to employees of the Company, under any scheme. e. In terms of Schedule-V- (F) of the SEBI-LODR as certified by the RTA no shares are lying with them which are under demat suspense account or unclaimed suspense account. f. No application was made, nor any proceedings is pending against the Company under the Insolvency and Bankruptcy code, 2016, during the year. g. Changes in the Capital Structure of the Company.
27. Disclosure under sexual harassment of woman at workplace
(prevention, prohibition and Redressal) Act, 2013:
Your Company has framed a policy and also have constituted internal complaints committee headed by a woman employee in accordance to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act 2013. No complaint, in this regard, was received by the Committee, during the year. The Annual Report under the said Act, for the year 2025 has been submitted to the District Officer, as required.
28. Significant and Material Order passed by the Regulators or
Courts or Tribunals:
No significant or material orders were passed by the regulators or courts or tribunals which may impact the going concern status and Companys operations in future. For details regarding existing legal matters, kindly refer to Note(s) titled as "Contingent Liabilities" under Significant Accounting Policies.
29. Appreciation:
The Directors acknowledge with sincere appreciation the dedication, professionalism, and unwavering commitment of the employees across all levels, which have been instrumental in sustaining the Companys operational excellence and growth trajectory. The Board extends its heartfelt thanks to the directors for their visionary guidance, prudent oversight, and constructive contributions in shaping the strategic direction of the Company. The Directors further express their gratitude to shareholders, regulators and other stakeholders for their continued trust, support, and collaboration, which have strengthened the Companys resilience and enabled it to navigate evolving market dynamics with confidence. It is our firm belief that the collective efforts and shared values of all stakeholders will continue to propel the Company towards its long-term vision of sustainable growth, responsible governance, and meaningful contribution to the economy and society.
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