KJMC Corporate Advisors India Ltd Directors Report

Dear Members,

The Board of Directors is delighted to present the 28th Boards Report along with the Audited Financial Statements for the fiscal year ending on March 31, 2026. This covers our financial performance and outlines our strategic initiatives and corporate governance practices that have shaped the trajectory of the Company over the past year. Our report further delves into the broader economic conditions and industry trends, providing members with a detailed understanding of our positioning and prospects in the evolving industry landscape.

FINANCIAL SUMMARY AND HIGHLIGHTS

The highlights of the Standalone and Consolidated Financial Statements are detailed as under.

Your Company s financial 31, 2026 as compared to previous financial year ended on March 31,

2025 is summarized below:

(Rs. in 000)

Particulars	Standalone		Consolidated
	Year ended March 31, 2026	Year ended March 31, 2025	Year ended March 31, 2026	Year ended March 31, 2025
FINANCIAL RESULTS	2026	2025	2026	2025
Revenue from operations	30,037	28,314	1,23,249	85,037
Other Income	4,918	6,140	5,596	7,752
Total Revenue	34,955	34,454	1,28,845	92,789
Total Expenses	26,200	24,498	1,00,230	78,025
Profit before Tax	8,755	9,956	28,615	14,764
Less: Provision for Tax
- Current Tax	1,513	3,717	7,355	5,750
- Deferred Tax	944	(1,540)	1,497	(1,754)
- MAT Credit
- Prior period taxes	-	216	41	216
Profit after tax	6,298	7,563	19,722	10,552
Share in Associate \u2019 s Profit/ (Loss)	-			(140)
Profit for the year	6,298	7,563	19,722	10,414
EPS
- Basic	1.60	1.93	4.99	2.65
- Diluted	1.60	1.93	4.99	2.65

COMPANYS PERFORMANCE REVIEW

On Standalone basis , the Company has earned the total revenue of Rs. 349.55 Lakhs as against Rs. 344.54 Lakhs in the previous year. The total expenditure during the year is Rs. 262.00 Lakhs as against Rs. 244.98 Lakhs in the previous year. The net profit for the year under review was Rs. 62.98 Lakhs as against net profit of Rs. 75.63 Lakhs in the previous year.

On Consolidated basis, the Company has earned the total revenue of Rs. 1288.45 Lakhs as against Rs. 927.89 Lakhs in the previous year.

The total expenditure during the year is Rs. 1002.30 Lakhs as against Rs. 780.25 Lakhs in the previous year. The net profit for the year under review was Rs. 197.22 Lakhs as against net Profit of Rs. 105.52 Lakhs in the previous year.

PERFORMANCE AND FINANCIAL POSITION OF THE SUBSIDIARY AND ASSOCIATE COMPANY

Pursuant to the provisions of Section 134(3)(q) of the Companies Act, 2013 read with Rule 8(1) of the Companies (Accounts) Rules, 2014 , the details relating to the performance and financial position of the

Subsidiary Companies, Associate Company and Joint Venture Company, if any, are included in the Consolidated Financial Statements of the Company.

A statement containing the salient features of the financial statements of the Subsidiary Companies and Associate Company in the prescribed Form AOC-1 is annexed to this Report and forms an integral part of this performance for the financial year ended March Annual Report, in compliance with the provisions of Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014.

In accordance with the provisions of Section 136 of the Companies Act, 2013 , the audited financial statements of the Subsidiary Companies and Associate Company, along with related documents, are available for inspection by the members at the Registered Office of the Company during business hours on all working days up to the date of the ensuing Annual General Meeting. Any member desirous of obtaining a copy of the said financial statements may write to the Company Secretary at the Registered Office of the Company.

The financial statements, including the Consolidated Financial Statements and all other documents required to be attached to this Report, have been made available on the website of the Company at www.kjmccorporate. com.

Subsidiary and Associate Companies

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial statements of the Companys subsidiaries and associate company in Form AOC-1 forms part of the Consolidated Financial Statements. A brief overview of the financial performance and operations of the subsidiary and associate companies is given below:

Brief information on Financials and Operations of Subsidiary Companies and Associate Company are given hereunder:

(i) KJMC Capital Market Services Limited: It earned total income of Rs. 951.82 Lakhs as against Rs. 605.01 Lakhs in the previous year. The total expenditure during the year under review was Rs. 747.98 Lakhs as against Rs. 545.55 Lakhs in the previous year. The net profit after tax was Rs. 139.45 Lakhs as against Rs. 41.02 Lakhs in the previous year.

(ii) KJMC Credit Marketing Limited: It earned total income of Rs. 19.38 Lakhs as against Rs. 22.25 Lakhs in the previous year. The total expenditure during the year under review was Rs. 24.60 Lakhs as against Rs. 33.60 Lakhs in the previous year. The net loss for the year under review was Rs. 5.22 Lakhs as against net loss of Rs. 11.30 Lakhs in the previous year.

(iii) KJMC Platinum Builders Private Limited , an Associate Company earned gross income of Rs. 44.78 Lakhs as against Rs 31.09 Lakhs in the previous year. The total expenditure during the year under review was Rs 49.40 Lakhs as against Rs 52.85 Lakhs in the previous year. The Net Loss after tax was Rs 4.89 Lakhs as against Net Loss after tax of Rs. 21.76 Lakhs in the previous year.

The Company monitors the performance of its Subsidiary Company, inter alia, by the following means:

1. Quarterly review of financial statements and key financial indicators of the subsidiary by the Companys Audit Committee;

2. Minutes of the Board Meetings of the Subsidiary Companies are placed before the Companys Board regularly;

3. Reviewing of significant transactions into by the subsidiary by placing before the Companys Board;

4. Presenting before the Companys Board on business performance of the Subsidiary of the Company.

MATERIAL SUBSIDIARY

Pursuant to the provisions of Regulation 16(1)(c) read with Regulation 24 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) , the Company has formulated and adopted a Policy for determining Material Subsidiaries. The said Policy is available on the website of the Company at https:// www.kjmcorporate.com/investor_relation.

During the financial year under review, KJMC Capital Market Services Limited continues to be a Material Subsidiary of the Company as defined under Regulation 16(1)(c) of the SEBI Listing Regulations.

DISCLOSURE OF ACCOUNTING TREATMENT

The Company has adopted the Indian Accounting Standards (Ind AS) and accordingly, the financial statements for the financial year 2025-26 have been prepared in accordance with the Indian Accounting Standards prescribed under Section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time, and other accounting principles generally accepted in India.

TRANSFER TO RESERVES

The Board of Directors of your Company has decided not to transfer any amount to Reserves for the year under review.

DIVIDEND

During the financial year under review, the Company did not declare or pay any interim dividend.

Subsequent to the close of the financial year ended March 31, 2026, the Board of Directors of the Company, at its meeting held on May 29, 2026 , recommended a Final Dividend of 0.70 per equity share of face value 10 each for the financial year 2025-26, subject to the declaration thereof by the shareholders at the ensuing Annual General Meeting.

The Final Dividend, if declared by the shareholders at the ensuing Annual General Meeting, shall be paid to the eligible shareholders in accordance with the provisions of Section 123 and other applicable provisions of the Companies Act, 2013, read with the rules made thereunder, and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

SHARE CAPITAL

As on March 31, 2026, the Authorised Share Capital of the Company stood at 5,00,00,000 (Rupees Five Crore Only) divided into 50,00,000 Equity Shares of 10/- each .

The Issued, Subscribed and Paid-up Equity Share Capital of the Company as on March 31, 2026 stood at 3,92,64,400 (Rupees Three Crore Ninety-Two Lakh Sixty-Four Thousand Four Hundred Only) and divided into arrangements 39,26,440 Equity Shares of 10/- each entered , fully paid-up.

During the financial year under review, there was no change in the

Authorised, Issued, Subscribed and Paid-up Share Capital of the Company.

Further, during the financial year under review, the Company did not:

? issue any equity shares with differential rights as to dividend, voting or otherwise;

? issue any sweat equity shares;

? grant any stock options under any employee stock option scheme;

? buy back any of its securities; or

? issue any convertible securities, warrants or other instruments convertible into equity shares.

Reconciliation of Share Capital

Particulars	No. of Shares	Amount in
Issued, Subscribed and Paid-up Share Capital as on April 1, 2025	39,26,440	3,92,64,400
Shares issued during the year	0	0
Shares bought back during the year	0	0
Any other changes (Forfeiture/ Reduction, etc.)	0	0
Issued, Subscribed and Paid-up Share Capital as on March 31, 2026	39,26,440	3,92,64,400

CREDIT RATING

Pursuant to Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the details of the credit ratings assigned/reaffirmed by the Credit Rating Agencies during the financial year ended March 31, 2026 are provided in the Corporate Governance Report, which forms part of this Annual Report.

EXTRACT OF ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) read with Section 92 of the Act, the extract of Annual Return in Form MGT-7 of the Company for the Financial Year 2025-2026 is available on the Companys website at https://kjmccorporate.com/investor-relations/annual-reports.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

As on March 31, 2026, the Board of Directors of the Company comprises of 7 (Seven) Directors consisting of a Whole-Time Director and 6 (Six) Non-Executive Directors, including 2 (Two) woman director and 4 (Four) Independent Directors. The constitution of the Board of the Company is in accordance with Section 149 of the Act read with Regulation 17 of SEBI Listing Regulations.

On the basis of the written representations received from the Directors, none of the Directors of the Company were disqualified under Section 164 (2) of the Act to hold their respective offices.

The Board of Directors on the recommendation of the Nomination and Remuneration Committee and based on report of performance evaluation, has recommended re-appointment of Mr. Girish Jain as Whole-Time Director of the Company liable to retire by rotation, for approval of the Members of the Company at the ensuing Annual General Meeting.

Brief Profile of Mr. Girish Jain is mentioned in the Notes to the Notice of Annual General Meeting forms part of Annual Report.

The Board on the recommendation of NRC and in accordance with provisions Section 149, 152 of the Act read with Schedule IV and all other applicable provisions of the Companies Act, 2013 and Regulations 25(2A), 16(1)(b) and 17 of the Listing Regulations, has re-appointed Mr. Vijay Indu kumar Joshi (DIN: 00151550), as a Non-Executive Independent Director for the second consecutive term 3(three) consecutive years with effect from September 15, 2025 up to the conclusion of the 30th AGM of the Company to be held in respect of Financial Year ending 31st March, 2028.

During the financial year 2025 26, pursuant to Section 203 of the Companies Act, 2013 and Regulation 30 read with Schedule III of SEBI LODR Ms. Silvi Agarwal served as the Company Secretary and

Compliance Officer of the Company from October 24, 2025 to January 31, 2026. Thereafter, Mrs. Khushbu Bohra assumed the office of Company Secretary and Compliance Officer with effect from February 16, 2026 and continued in the said position until July 20, 2026. Subsequent to the close of the financial year, Mr. Mithun Jain was appointed as the Company Secretary and Compliance Officer of the Company with effect from August 11 2026.

Additionally, Mr. Kartik Konar ceased to be the Chief Financial Officer (KMP) of the Company w.e.f. August 07, 2025 and Mr. Sachin Sondkar, was appointed as the Chief Financial Officer (KMP) of the of the Company w.e.f. August 13, 2025.

DIRECTOR LIABLE TO RETIREMENT BY ROTATION

Pursuant to the provisions of Section 152(6) of the Companies Act, 2013, read with the applicable rules made thereunder, Mr. Girish Jain (DIN: 00151673), Director of the Company, retires by rotation at the ensuing Annual General Meeting (AGM) of the Company and, being eligible, has offered himself for re-appointment.

DECLARATION BY INDEPENDENT DIRECTORS

The company has received necessary declarations from all the independent directors pursuant to the provisions of section 149 of the Companies Act, 2013 (the Act) read with the rules framed thereunder and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ( SEBI listing regulations ), confirming that they meet the criteria of independence as prescribed under the Act and the SEBI listing regulations. The independent directors have also confirmed their adherence to the code for independent directors as prescribed under schedule iv of the Act.

Further, in terms of regulation 25(8) of the SEBI listing regulations, the independent directors have confirmed that they are not aware of any circumstances or situations which exist or may reasonably be anticipated that could impair or impact their ability to discharge their duties with an objective and independent judgment.

In accordance with the provisions of section 150 of the Act read with rule 6 of the companies (appointment and qualification of directors) rules, 2014, the independent directors have confirmed that they are registered with the databank maintained by the Indian Institute of Corporate Affairs (IICA) and that their registrations are valid and active. They have also confirmed compliance with the applicable requirements relating to the online proficiency self-assessment test conducted by IICA.

Based on the declarations received and upon due assessment of their veracity, the board is of the opinion that all the independent directors are persons of integrity, possess the requisite expertise, experience and proficiency, and fulfil the conditions of independence as specified under the Act and the SEBI listing regulations. The board further confirms that the independent directors are independent of the management and that there has been no change in the circumstances affecting their status as independent directors during the year under review.

The Company has also adopted a Code of Conduct for its Directors and Senior Management Personnel in accordance with the provisions of the Act and the SEBI Listing Regulations. All the Directors and Senior Management Personnel have affirmed compliance with the said Code for the financial year under review.

FAMILIARISATION PROGRAM FOR INDEPENDENT DIRECTORS

The Board members are provided with necessary documents / brochures, reports and internal policies to enable them to familiarize with the Companys procedures and practices. Periodic presentations are made at the Board and Committee meetings on business and performance updates of the Company, global business environment, business strategy and risks involved. Detailed presentations on the Companys business segments are made at the separate meetings of the Independent Directors from time to time.

The details relating to the familiarization programme are available on the website of the Company at https://kjmccorporate.com.

FIT AND PROPER CRITERIA & CODE OF CONDUCT

All the Directors of the Company have confirmed that they satisfy the Fit and Proper Person criteria prescribed under the Securities and Exchange Board of India (Intermediaries) Regulations, 2008, read with the SEBI (Merchant Bankers) Regulations, 1992 and the circulars, guidelines and directions issued by the Securities and Exchange Board of India (SEBI) from time to time, as applicable. The Company has obtained the necessary declarations and confirmations from the Directors regarding their continued eligibility and suitability to hold office as Directors of the Company.

Further, all the Directors and Senior Management Personnel of the Company have affirmed compliance with the Code of Conduct adopted by the Company for the financial year ended March 31, 2026. The said affirmation has been made in accordance with Regulation 26(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. A declaration to this effect signed by the Whole-Time Director forms part of the Corporate Governance Report forming part of this Annual Report.

POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Companys policy on Directors appointment and remuneration and other matters provided in Section 178(3) of the Companies Act, 2013 has been disclosed in the Corporate Governance report, which forms part of the annual report. https://kjmccorporate.com/investor-relations/annual-reports.

REMUNERATION OF DIRECTORS, KEY MANAGERIAL PERSONNEL AND PARTICULARS OF EMPLOYEES

The remuneration paid to the Directors is in accordance with the Nomination and Remuneration policy formulated in accordance with Section 178 of the Companies Act, 2013 and Regulation 19 of the Listing Regulations (including any statutory modification(s) or re-enactment (s) thereof for the time being in force) and as per section 197 of the Companies Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

MEETING OF BOARD

Pursuant to the provisions of Section 173 of the Companies Act, 2013 read with Regulation 17(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors met Five (5) times during the financial year under review May 16, 2025, August 13,2025, October 24, 2025, November 14, 2025 and February 11, 2026.

The details of the meetings of the Board of Directors and the attendance of the Directors thereat are provided in the Corporate Governance Report, which forms part of this Annual Report.

MEETING OF INDEPENDENT DIRECTORS

The meeting of the Independent Directors of the Company was held on February 11, 2026, without the presence of non-independent directors and members of the Management. During this meeting, the independent directors reviewed the performance of non-independent directors, the Chairman and various Committees of the Board. They also assessed the quality, quantity and timeliness of the flow of information between the Management and the Board, while evaluating progress on the recommendations made during the previous year.

The Independent directors expressed their satisfaction regarding the overall functioning of the Board and its Committees for the financial year 2025-26.

COMMITTEES OF THE BOARD

The Board of Directors has constituted/reconstituted various level committees in accordance with the requirements of Companies Act, 2013 and Listing Regulations. The Board has the following committees

i. Audit Committee

ii. Nomination and Remuneration Committee withRegulation17(5)read

iii. Share Transfer and Stakeholders Relationship Committee

iv. Credit and Investment Committee

Audit Committee

The Company has constituted an Audit Committee in accordance with the provisions of Section 177 of the Companies Act, 2013 read with Rule 6 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 18 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations) .

During the financial year under review, Four (4) meetings were held on May 16, 2025, August 13, 2025, November 14, 2025 and February 11, 2026 meetings of the Audit Committee were convened and held. All the recommendations made by the Audit Committee during the financial year were accepted by the Board of Directors.

The composition of the Audit Committee, details of the meetings held and attendance of the members are provided in the Corporate Governance Report, which forms part of this Annual Report.

Nomination and Remuneration Committee

Pursuant to the provisions of Section 178 of the Companies Act, 2013 read with Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Nomination and Remuneration Committee functions in accordance with its terms of reference approved by the Board of Directors.

During the financial year under review, Four (4) meetings were held on May 16, 2025, August 13, 2025, October 24, 2025 and February 11, 2026 of the Nomination and Remuneration Committee were convened and held.

The composition of the Nomination and Remuneration Committee, details of the meetings held and the attendance of its members are provided in the Corporate Governance Report, which forms part of this Annual Report.

Share Transfer and Stakeholders Relationship Committee

Pursuant to the provisions of Section 178(5) of the Companies Act, 2013 read with Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Share Transfer and Stakeholders Relationship Committee functions in accordance with its terms of reference approved by the Board of Directors.

During the financial year under review, One (1) January 31, 2026 meeting of the Stakeholders Relationship Committee was convened and held.

The composition of the Stakeholders Relationship Committee, details of the meeting held and the attendance of its members are provided in the Corporate Governance Report, which forms part of this Annual Report.

Credit and Investment Committee

The Credit and Investment Committee functions in accordance with its terms of reference approved by the Board of Directors.

During the financial year under review, no meeting of the Credit and Investment Committee was convened or held.

The composition of the Credit and Investment Committee and the attendance of its members are provided in the Corporate Governance Report, which forms part of this Annual Report.

ANNUAL EVALUATION

Pursuant to the provisions of Section 134(3)(p) read with Section 149(8) and Schedule IV of the Companies Act, 2013 and Regulation 17(10) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors has carried out an annual evaluation of its own performance, the performance of its Committees and that of the individual Directors.

The performance evaluation of the Board was carried out after seeking inputs from all the Directors based on various criteria, including the composition and structure of the Board, effectiveness of the Board and its Committees, discharge of key responsibilities, quality and timeliness of information flow, governance practices, strategic guidance and overall functioning of the Board.

The performance of the Committees was evaluated by the Board based on the discharge of their respective terms of reference and the effectiveness with which they performed their responsibilities.

The performance of the individual Directors, including the Chairman, was evaluated on parameters such as attendance, participation, contribution to Board deliberations, strategic guidance, governance and safeguarding the interests of the Company and its stakeholders.

In a separate meeting of the Independent Directors held in accordance with Schedule IV to the Companies Act, 2013 and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the performance of the Non-Independent Directors, the Board as a whole and the Chairman was evaluated, taking into account the views of the Executive Director and the Non-Executive Directors.

The Board expressed satisfaction with the evaluation process and its outcomes.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 (3) (c) and 134 (5) of the Companies Act, 2013, the Board of Directors, affirm just concluded:

a) Adherence to Accounting Standards: The preparation of the annual accounts was in strict conformity with the applicable accounting standards. Any material departures have been duly explained, ensuring transparency and clarity.

b) Selection and Application of Accounting Policies: The directors selected and applied accounting policies consistently. Judgments and estimates made were both reasonable and prudent, aimed at presenting a true and fair view of the Companys state of affairs as of the fiscal year-end, and of the profit for the year.

c) Maintenance of Adequate Accounting Records: Adequate accounting records have been maintained in accordance with the provisions of the Companies Act, 2013. This diligence assists in safeguarding the assets of the Company and aids in the prevention and detection of fraud and other irregularities.

d) Preparation of Accounts on a Going Concern Basis: The annual accounts were prepared on a going concern basis, reflecting the directors confidence in the Company s ability to continue its operations in the foreseeable future.

e) Internal Financial Controls: The directors have established and maintained robust internal financial controls that the Company follows. These controls are deemed adequate and have been assessed to be operating effectively.

f) Compliance Systems: Proper systems have been devised to ensure compliance with the provisions of all applicable laws, and these systems have been evaluated to be adequate and effective.

These confirmations reflect the Directors commitment of governance and integrity in the management of the Companys affairs.

PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Companys shares and prohibits the purchase or sale of Company shares by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code. The Code of Conduct is in compliance with the SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, including the amendments notified in 2024-25. The Company has also put in place adequate and effective systems of internal controls and has adopted a policy for determination of legitimate purposes as required under the aforesaid Regulations. The Structured Digital Database (SDD) is being maintained in accordance with Regulation 3(5) and 3(6) of the SEBI (Prohibition of Insider Trading) Regulations, 2015.

All Board of Directors and the designated employees have confirmed compliance with the Code.

AUDITORS a. STATUTORY AUDITORS

the following in relation to the fiscal year

Pursuant to the provisions of Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, M/s. Batliboi & Purohit, Chartered Accountants (Firm Registration No. 101048W) were appointed as Statutory Auditors of the Company at the 27th Annual General Meeting of the Company held on September 29, 2025 for a period of 5 consecutive years, to hold office from the conclusion of 27th Annual General Meeting till the conclusion of 32nd Annual General Meeting of the Company.

Accordingly, M/s. Batliboi & Purohit, Chartered Accountants (Firm Registration No. 101048W) continue to act as the Statutory Auditors of the Company for the financial year under review.

They have confirmed their eligibility and qualification required under Sections 139, 141 and other applicable provisions of the Companies Act, 2013 and the Rules framed there under for continuation as Auditors of the Company.

The Independent Auditors Report for the financial year ended March 31, 2026 on the financial statements of the Company forms part of Annual report.

The Auditors Report for the financial year ended March 31, 2026 does not contain any qualification, reservation . or adverseremark

b. SECRETARIAL AUDITORS AND SECRETARIAL COMPLIANCE REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors, at its Meeting held on August 13, 2025, appointed M/s. Aabid & Co., Practicing Company Secretaries , as the Secretarial Auditors of the Company for a term of five (5) consecutive years , commencing from the financial year 2025-26, to conduct the Secretarial Audit of the Company.

The Secretarial Audit Report issued by M/s. Aabid & Co., Practicing Company Secretaries, in Form MR-3 for the financial year ended March 31, 2026 is annexed to this Report as Annexure – 1 and forms an integral part of this Report.

The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.

Further, pursuant to Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, the Company has obtained the Annual Secretarial Compliance Report for the financial year ended March 31, 2026 from M/s. Aabid & Co., Practicing Company Secretaries . The said Report has been submitted to the Stock Exchange(s) within the prescribed timelines and does not contain any qualification, reservation or adverse observation.

c. COST RECORDS AND COST AUDITORS

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, the maintenance of cost records and the requirement of cost audit are not applicable to the Company.

d. INTERNAL AUDITORS

Pursuant to the provisions of Section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014, The Board of Directors on the recommendation of the Audit Committee have appointed M/s. L.K.J. & Associates, LLP (formerly known as M/s. R.V. Luharuka & Co. LLP, Chartered Accountants) as Internal Auditors of the Company for the Financial Year 2025-26 to conduct Internal Audit of the Company.

The periodic reports of the said Internal Auditors are regularly placed before the Audit Committee along with the comments of the management on the action taken to correct any observed deficiencies on the working of the various departments.

Based on the reports and recommendations of the Internal Audit function, the Company undertakes timely remedial measures and strengthens internal controls in the relevant operational areas.

REPORTING OF FRAUDS BY AUDITORS

Pursuant to the provisions of Section 143(12) of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, neither the Statutory Auditors nor the Secretarial Auditors has reported any fraud involving the Company to the Central Government or to the Audit Committee, as applicable, during the financial year under review.

Further, the Internal Auditors have not reported any instance of fraud committed against the Company by its officersor employees to the Audit Committee during the financial year under review.

Accordingly, no fraud requiring disclosure under Section 134(3) (ca) of the Companies Act, 2013 has been reported during the financial year under review.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Pursuant to the provisions of Section 186 of the Companies Act, 2013, the particulars of loans given, guarantees provided, securities provided and investments made by the Company during the financial year under review are disclosed in the Standalone Financial Statements forming part of this Annual Report.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

Pursuant to the provisions of Section 188 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, The Company has in place the Policy on dealing with Related Party Transactions and Materiality in terms of requirements of the Act and the SEBI Listing Regulations. The said Policy is available on the Companys website at https://kjmccorporate.com/investor-relations/codes-policies.

As per the said Policy, all Related Parties Transactions are pre-approved by the Independent Directors, Audit Committee and Board, as and when required as per the requirements under the Act and SEBI Listing Regulations. The details of such transactions are also reviewed by the Audit Committee on a quarterly/annual basis.

All transaction entered into by the Company with related parties, during the financial year 2025-26, were in ordinary course of business and on arms length basis. The details of the Related Party Transactions are set out in the Notes to Financial Statements forming part of this Annual Report.

There are no materially significant Related Party Transactions of the Company which have potential conflict with the interests of the Company at large.

All transactions with related party which are required to be reported in Form AOC- 2 pursuant to Section 134 (3) (h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is annexed and forms part of this report.

The details of the related party transactions as per Indian Accounting Standards (AS) - 24 are set out in Note 32 to the Standalone Financial Statements of the Company which forms part of this Report.

ADEQUACY OF INTERNAL CONTROL

The Company has in place adequate and effective internal financial controls with reference to the Financial Statements commensurate with the size, scale and complexity of its operations. The Directors confirm that the internal financial controls laid down by the Company are adequate and operating effectively as required under Section 134(5)(e) of the Companies Act, 2013.

The Board has adopted accounting policies which are in accordance with Section 133 of the Act read with the Companies (Indian Accounting control system of the Standards) Rules, 2015. The internal financial Company is supplemented with internal audits, regular reviews by the management and checks by external auditors. These mechanisms provide reasonable assurance in respect of financial and operational information, compliance with applicable statutes, safeguarding of assets of the Company, prevention and detection of frauds, accuracy and completeness of accounting records and adherence to Companys policies.

The audit committee actively reviews the adequacy and effectiveness of the internal control systems and is regularly updated on the internal audit findings and corrective actions. Additionally, the Statutory Auditors and the Internal Auditors of the Company have also provided their confirmation that the internal financial controls framework is operating effectively.

The Company tracks all amendments in the Accounting Standards and makes changes to the underlying systems, processes and financial controls to ensure adherence to the same. During the financial year, no material or serious observations have been highlighted for inefficiency or inadequacy of such controls.

DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The provisions relating to Corporate Social Responsibility (CSR) as prescribed under Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 , are not applicable to the Company during the financial year ended March 31, 2026, as the Company does not meet the criteria specified under the said provisions.

Accordingly, the Company has not constituted a Corporate Social Responsibility Committee and has not formulated or implemented any

CSR Policy or CSR initiatives during the said financial year.

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

Disclosure pursuant to Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts), Rules 2014:

(A) Conservation of Energy

S. No. Particulars
1 the steps taken or impact on conservation of energy;	Conservation of natural resources continues to be the key focus area of your Company. Energy Efficiency equipment is installed. Optimizing the water consumption, Installation of energy efficient cooling water pump and Installed voltage controllers. Replacement of old motors by energy efficient motors.
2 the steps taken by the company for utilizing alternate sources of energy;	NA
3 the capital investment on energy conservation equipment\u2019s	NIL	NIL
Technology absorption
(i) the efforts made towards technology absorption	Updation of in-house Technology is a continuous process, absorption implemented in our Industry, and Technology developed by R & D department is fully absorbed for development in the existing product and new models as per requirement by our company\u2019s R & D.
(ii) the benefits derived like product improvement, cost reduction, product development or import substitution	The Company has been able to successfully indigenize the tools to a large extent which increased the efficiency, better performance and wider product range.
(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year	NIL
(a) the details of technology imported	NA
(b) the year of import	NA
S. No. Particulars
(c) whether the technology been fully absorbed	NA
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and	NA
(iv) the expenditure incurred on Research and Development	NIL	NIL

( Rs. in 000)

Foreign exchange earnings and Outgo	2025-26	2024-25
(i) The Foreign Exchange earned in terms of actual inflows during the year
a. Export Sales & Services	1766	3773
b. Proceed from closure of Foreign Wholly Owned Subsidiary	0.00	0.00
(ii) The Foreign Exchange outgo during the year in terms of actual outflows	542	1803

SECRETARIAL STANDARDS

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and approved by the Central Government under Section 118(10) of the Companies Act, 2013.

During the financial year under review, the Company has duly complied with the applicable mandatory Secretarial Standards, namely SS-1: Secretarial Standard on Meetings of the Board of Directors and SS-2: Secretarial Standard on General Meetings, as amended from time to time. The Company has ensured that the meetings of the Board of Directors and General Meetings were convened, conducted and recorded in accordance with the requirements prescribed under the said Secretarial Standards.

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

Pursuant to the provisions of Section 134(3)(l) of the Companies Act, 2013, the Board of Directors confirms that no material changes or commitments affecting the financial position of the Company have occurred between the end of the financial year, i.e., March 31, 2026, and the date of this Report.

Further, there has been no change in the nature of business of the Company during the financial year under review

RISK MANAGEMENT

Risk is an inherent and integral part of business operations. While risks cannot be entirely eliminated, a robust risk management framework enables the Company to identify financial year, assess, mitigate and monitor risks effectively, thereby minimizing potential adverse impact on the business and protecting stakeholder interests.

The Company recognizes the significance of a comprehensive Risk Management (RM) framework and has undertaken proactive measures towards establishing an integrated and enterprise-wide risk management culture. In this regard, the Company has formulated a Risk Management Policy which provides the guiding framework for identification, evaluation, mitigation and continuous monitoring of risks across various business and functional areas. It covers a broad spectrum of risks, including Strategic Risk, Market Risk, Financial Risk, Fraud Risk, Legal Risk, Regulatory Risk, Operational Risk, Reputational Risk, ESG Risk, Technology Risk, Cyber/ Information Risk, and Third-Party Risk.

The Company follows a structured and systematic approach to risk management, which includes identification and categorization of risks, assessment of their likelihood and impact, evaluation of existing controls and implementation of additional mitigation measures, wherever necessary. Residual risks are monitored through appropriate Key Risk Indicators (KRIs) and periodic review mechanisms.

The details in respect of risks and concerns are included in the Management Discussion & Analysis, which forms part of this report.

REPORT ON CORPORATE GOVERNANCE

The Company is committed to maintaining the highest standards of corporate governance and adheres to the principles of transparency, accountability, integrity and ethical business practices. The Company has complied with the applicable requirements of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations).

Pursuant to Regulation 34(3) read with Schedule V of the SEBI Listing Regulations, a separate Report on Corporate Governance , together with the Certificate issued by M/s.of Compliance Aabid & Co., Practicing Company Secretaries , confirming compliance with the conditions of Corporate Governance as stipulated under the SEBI Listing Regulations, forms part of this Annual Report.

The requisite certificate from the Managing Director Officer pursuant to Regulation 17(8) read with Part B of Schedule II of the SEBI Listing Regulations regarding the financial statements and adequacy of internal controls was placed before the Board and forms part of the Corporate Governance Report.

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34(2)(e) read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, the Management Discussion and Analysis Report for the financial year ended March 31, 2026 forms an integral part of this Annual Report.

PARTICULARS OF EMPLOYEES

The information required under Section 197 of the Companies Act, 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given below:

(i) the ratio of the remuneration of each director to the median remuneration of the employees of the company for the financial year;

* Non-Executive and Independent Directors	Ratio to median remuneration
Mr. Shyam Khandelwal	0.54:1
Ms. Pranjali Bhandari	0.23:1
Mr. Anil Sampat	0.38:1
Mr. Vijay Joshi	0.31:1
Mrs. Aditi Jain	0.15:1
Mr. Rajnesh Jain	0.46:1
Executive Directors
Mr. Girish Jain	108.93:1

* Sitting fees being paid to all the Non-Executive Directors and Independent Directors of the Company.

The median remuneration is calculated based on the salary paid during the financial year to employees on payroll as on March 31, 2026.

(ii) The percentage increase in remuneration of each Director, Chief Financial Officer, Company Secretary, if any, in the financial year;

Name	Designation	% increase in remuneration in the financial year i.e. 2025-26
Mr. Shyam Khandelwal	Independent Director	No Increase
Ms. Pranjali Bhandari	Independent Director	No Increase
Mr. Anil Sampat	Independent Director	No Increase
Mr. Vijay Joshi	Independent Director	No Increase
Mr. Rajnesh Jain	Non- Executive Director	No Increase
Mr. Girish Jain	Whole-Time Director	No Increase
Mrs. Aditi Jain	Non-Executive Director	No Increase
Mr. Sachin Sondkar	Chief Financial Officer	Not Applicable
Mrs. Khushbu Bohra	Company Secretary	Not Applicable

(iii) The percentage increase in the median remuneration of employees in the financial year: Nil

(iv) The number of permanent employees on the rolls of Company as on March 31, 2026: 6 (Six).

(v) Average percentage increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration: Nil

(vi) Affirmation that the remuneration is as per policy of the Company:

The Company affirms remuneration is as per the remuneration policy of the Company.

(vii) There are no employees falling within the purview of Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, no such details, are required to be given.

CODE OF CONDUCT

The Company has adopted a Code of Conduct for all employees including the members of the Board and Senior Management Personnel. All members of the Board and Senior Management Personnel have affirmed compliance with the said Code of Conduct for the financial year 2025-26. https://kjmccorporate.com/investor-relations.

WHISTLE BLOWER/VIGIL MECHANISM

In compliance with the provisions of Section 177(9) and (10) of the Companys Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 22 of the SEBI Listing Regulations, our Company has instituted a Whistle blower policy/ vigil mechanism. This framework is designed to empower our directors, employees and other stakeholders to confidentially report.

The Policy provides a structured framework enabling Directors and employees to report genuine concerns, grievances, and instances of misconduct, including but not limited to significant established management policies, non-compliance with applicable laws and regulations, unethical behaviour, fraud, and inappropriate conduct or practices within the organization.

The Vigil Mechanism is designed to ensure a transparent and secure environment where concerns relating to questionable accounting practices, internal controls, or fraudulent reporting of financial information can be raised without fear of retaliation. It reinforces the Companys commitment to ethical conduct, accountability and integrity in its operations

The functioning of the Vigil Mechanism is periodically reviewed by the Audit Committee to ensure its effectiveness and responsiveness. It is further confirmed that no Director or employee has been denied access to the Audit Committee under this mechanism.

During the financial year, no cases under this mechanism were reported to the Company and/or to any of its subsidiaries/associate.

The Whistle Blower Policy is in compliance with the requirements of the Companies Act, 2013 and the SEBI Listing Regulations and is available on the Company s website at http://kjmcfinserv.com/investor_relation.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS

Pursuant to the provisions of Rule 8(5)(vii) of the Companies (Accounts)

Rules, 2014, the Board of Directors confirms that no significant orders were passed by any Regulators, Courts or Tribunals during the financial year under review which would impact the going concern status of the Company or its future operations.

PUBLIC DEPOSITS

During the financial year under review, the Company has not accepted any deposits from the public falling within the ambit of Chapter V of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014. Accordingly, there were no deposits outstanding as on March 31, 2026, and no amount of principal or interest thereon remained unpaid or unclaimed as at the end of the financial year.

Further, there has been no default in repayment of deposits or payment of interest thereon, and the provisions of Sections 73 to 76 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 are not applicable to the Company during the year under review.

INSURANCE

The Company has in place adequate insurance coverage for its assets and properties against various risks, including fire, riots, earthquake, terrorism and other risks, as considered appropriate by the Management. The insurance coverage is reviewed periodically to ensure that it remains commensurate with the nature and scale of the Companys operations.

WHOLE-TIME DIRECTOR AND CHIEF FINANCIAL OFFICER CERTIFICATION

Pursuant to Regulation 17(8) read with Part B of Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the certificate Mr. Girish Jain, Whole-Time Director and Mr .Sachin Sondkar, Chief Financial Officer , for the financial year ended March 31, 2026, was placed before the Board of Directors at its meeting held on May 29, 2026 .

POLICY ON PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company is committed to providing and maintaining a safe, secure, inclusive and harassment-free workplace for all its employees and ensuring a work environment that upholds the dignity and respect of every individual.

The Company recognizes the importance of preventing sexual harassment at the workplace and is committed to complying with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Act) and the rules made thereunder.

During the financial year under review, the Company had less than ten employees. Accordingly, in terms of Section 4 of the POSH Act, the Company was not required to constitute an Internal Committee for redressal of complaints of sexual harassment.

Nevertheless, the Company continues to maintain a zero-tolerance approach towards any form of sexual harassment and has taken appropriate measures to promote a safe and respectful work environment. Any complaint of sexual harassment, if received, shall be dealt with inor material accordance with the provisions of the POSH Act, including by referring the matter to the Local Committee constituted by the District Officer, wherever applicable.

The status of complaints relating to sexual harassment during the financial year is as under:

No of complaints pending resolution as at beginning of Financial year 25-26	No of complaints received during Financial year 25-26	No of complaints resolved during Financial year 25-26	No of complaints pending resolution as at end of Financial year 25-26
Nil	Nil	Nil	Nil

The Board affirms its continued commitment to ensuring a workplace that is free from discrimination, harassment and intimidation and shall ensure compliance with the applicable provisions of the POSH Act as and when required.

ADHERENCE TO PROVISIONS OF THE MATERNITY BENEFIT ACT, 1961:

The Company confirms its compliance with the provisions of the Maternity Benefit Act, 1961 and the rules made thereunder. All applicable benefits, including paid maternity leave, nursing breaks, and other entitlements under the Act, are duly extended to eligible women employees. The Company remains committed to fostering a supportive and inclusive workplace in accordance with the statutory requirements and best practices.

OTHER DISCLOSURES

1. None of the Directors of the Company have resigned during the year under review;

2. The Company has not issued equity shares with differential rights as to dividend, voting or otherwise;

3. The Company has not issued any sweat equity shares to its directors or employees;

4. No application has been made under the Insolvency and Bankruptcy Code; hence the requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year is not applicable;

5. There was no revision of financial statements and Boards Report of the Company during the year under review;

6. There has not been any instance of one - time settlement done with banks / Financial Institution during the Financial Year.

APPRECIATION

The Board of Directors place on record sincere gratitude and appreciation for all the employees at all levels for their hard work, solidarity, cooperation and dedication during the year.

The Board conveys its appreciation for its customers, shareholders, suppliers as well as vendors, bankers, business associates, regulatory and government authorities for their continued support.

For and on behalf of the Board of Directors KJMC Corporate Advisors (India) Limited

	Girish Inderchand Jain	Rajnesh Inderchand Jain
Place: Mumbai	Whole-Time Director	Chairman
Date: August 11, 2026	DIN: 00151673	DIN: 00151988