iifl-logo

Kridhan Infra Ltd Directors Report

Add as a Preferred Source on Google
₹2.1
(-4.98%)
Nov 9, 2026|12:00:00 AM

Kridhan Infra Ltd Share Price directors Report

To

The Members,

Your directors are pleased to present the 20th Annual Report of Kridhan Infra Limited (" Company") together with the audited financial statements for the financial year ended March 31, 2026.

FINANCIAL SUMMARY AND HIGHLIGHTS:

STANDALONE CONSOLIDATED
Particulars F.Y.2025-26 (INR in Lakhs) F.Y.2024-25 (INR in Lakhs) F.Y.2025-26 (INR in Lakhs) F.Y.2024-25 (INR in Lakhs)
Revenue from operations 344.39 257.67 344.39 257.67
Other Income 115.63 46.11 113.96 46.43
Profit/Loss before Depreciation, Finance Cost and Tax Expense 422.31 7435.26 418.17 7435.02
Less: Depreciation and Amortization Expenses 23.45 29.33 25.05 31.70
Profit/Loss before Finance Cost and Tax Expense 398.86 7405.93 393.12 7403.32
Less: Finance Costs 178.33 174.12 178.33 174.12
Profit/Loss before Tax Expense 220.53 7231.81 214.79 7229.20
Less: Tax Expense (Current & Deferred) 0 0 0 0
Profit/Loss after Tax 220.53 7231.81 214.79 7229.20
Add: Other Comprehensive Income/loss for the year 0 0 0 0
Total Comprehensive Income 220.53 7231.81 214.79 7229.20

The Directors remain confident of improved performance in the forthcoming year

STATE OF THE COMPANYS AFFAIR

During the year under review, there has been no change in the state of companys affairs .

TRANSFER TO RESERVE:

During the year under review, no amount was transferred to the General Reserve.

DIVIDEND:

The Board of Directors of your Company, after considering holistically the relevant circumstances, has decided that it would be prudent, not to recommend any Dividend for the year under review and retain the profits of the Company for its future growth.

The Dividend Distribution Policy, in terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as amended from time to time ("Listing Regulations") is available on the Companys website at www.kridhan.com

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND:

Since the Company has not declared any dividend during the year under review, there was no amount of unpaid or unclaimed dividend lying in the Unpaid Dividend Account. Accordingly, the provisions relating to transfer of unpaid or unclaimed dividend to the Investor Education and Protection Fund are not applicable to the Company.

CHANGE IN NATURE OF BUSINESS:

There was no change in the nature of business of your Company during the year under review. SUBSIDIARY/ JOINT VENTURE/ ASSOCIATE COMPANY:

Following are the Subsidiary and Associate Companies as on March 31, 2026 considered for the purpose of Consolidated Financial Statement:

Name of subsidiary Proportion of ownership interest
As at March 31, 2026 As at March 31, 2025
Subsidiary Company:
1. Kridhan lnfra Solutions Private Limited 100.00% 100.00%
2. Kridhan Mediatech Private Limited 70.00% 0
Associate Company:
3. Vijay Nirman Company Private Limited 45.45% 41.47%

wherein the Holding Company management has disclosed that the Singapore subsidiary of the company is under the process of liquidation and its material step-down subsidiary at Singapore is under Judicial Management. Hence, due to non-availability of the figures for the year ended 31st March 2026, 31st March 2025 and 31st March 2024, the same have not been considered for the purpose of consolidated financial statements.

Further, as informed during the last financial year, the subsidiary of the Company namely Ready Made Steel Singapore Pte. Ltd., is under liquidation process and its step down subsidiary KH Foges Pte. Ltd. is under scheme of arrangement (Resolution). Hence, the financial numbers for the year ended 31st March, 2026 are not available. The Company has, already impaired its investments and loans outstanding in the overseas subsidiary Readymade Steel Singapore Pte. Ltd., in its standalone financials. In view of the same, there will be no material impact of the said liquidation on the financials of the Company.

Further, Since the Company has already impaired its investments and loans outstanding in the said Associate Company viz. Vijay Nirman Company Private Limited, in its consolidated financials, there is no impact in the current consolidated financials and hence not considered in the results.

Consequently, the consolidated figures for the year ended March 31, 2026 consists of two subsidiaries viz.

Kridhan Infra Solutions Private Ltd. and Kridhan Mediatech Private Ltd (effective from 12th Jan 2026).

As required pursuant to first proviso to sub section (3) of section 129 read with Rule 5 of Companies (Accounts)Rules, 2014, Form AOC-1 forms part of this report, appended as Annexure A.

Further, pursuant to the provisions of Section 136 of the Act, the financial statements of the Company including consolidated financial statements along with relevant documents and separate audited financial statement in respect of subsidiary, are available on the website of the Company at www.kridhan.com

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

There are no material changes and commitments affecting the financial position of the Company that have occurred between the end of the financial year, i.e. March 31, 2026, and the date of this Boards Report, other than those disclosed elsewhere in this Report.

SHARE CAPITAL:

(i) Authorised share capital

The Authorised Share Capital of your Company as on March 31, 2026, was Rs.40,00,00,000 (Rupees Forty Crores only) consisting of 20,00,00,000 equity shares of Rs. 2 (Rupees Two only) each. During the year under review, there was no change in the Authorised Share Capital of your Company.

(ii) Paid up Share Capital

The issued, subscribed and paid up Equity Share Capital as at March 31, 2026 stood at 1,991.58 Lakhs.

During the year under review, the Company allotted 10,27,00,000 (Ten Crore Twenty-Seven Lakh) warrants, each convertible into an equivalent number of equity shares, on a preferential basis on December 09, 2025.

Out of the aforesaid warrants, the Company allotted 48,00,000 fully paid-up equity shares of Rs.2/- each at an issue price of Rs.4.05/- per equity share (including a premium of Rs.2.05/- per share) on March 17, 2026, upon exercise of the rights attached to the warrants and receipt of the balance 75% of the issue price from the respective warrant holders.

Further, the Company allotted 1,20,00,000 fully paid-up equity shares of Rs.2/- each at an issue price of Rs.4.05/- per equity share (including a premium of Rs.2.05/- per share) on May 14, 2026, upon exercise of the rights attached to the warrants and receipt of the balance 75% of the issue price from the respective warrant holders.

Except as stated above, the Company has not issued any further shares or convertible securities, shares with differential voting rights, nor has it granted any stock options, sweat equity shares or warrants during the year under review.

ANNUAL RETURN:

Pursuant to Section 92(3) and Section 134(3) (a) of the Companies Act, 2013, the extract of Annual Return has been uploaded on the Companys website at https://www.kridhan.com/

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The Board of the Company is duly constituted in accordance with the requirements of the Act read with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations").

A) Directors:

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Companys Articles of Association, Mr. Anil Dhanpat Agrawal (DIN: 00360114) is liable to retire by rotation at the forthcoming AGM and being eligible offers himself for re-appointment.

The Board recommends the re-appointment of Mr. Anil Dhanpat Agrawal (DIN: 00360114) for the consideration of the Members of the Company at the forthcoming AGM. The relevant details, including profile of Mr. Anil Dhanpat Agrawal is included separately in the Notice of AGM.

As on the date of this Report, the Companys Board comprises of six (6) Directors viz. 1 Non Executive-Non Independent Director, 2 Executive Directors and 3 Non-Executive Independent Directors including Women Director.

Name of the Director and DIN Category of Directors
Anil Dhanpat Agrawal (DIN: 00360114) Non Executive- Non Independent Director
Rishiraj (DIN:06683367) (Resigned w.e.f 06.01.2026) Executive Director
Mahdav Deshpande (DIN: 01537794) (Ceased to hold the position of Independent Director w.e.f 13.08.2025 Non Executive- Independent Director
Mayank Girish Patel (DIN:06569391) Non Executive- Independent Director
Gautam Joginderlal Suri (DIN: 08180233) (Resigned w.e.f 21.07.2026) Managing Director
Rachna Achal Daga (DIN: 09311592) Non Executive- Independent Director
Badatala Sreenivasa Rao (DIN: 08263305)* Non Executive- Independent Director
Krishnaprasad Sunder Rao (DIN: 08640069)* Whole-time Director
Mithlesh Jaiswal (DIN: 07946915)* Executive Director

* Appointed with effect from July 21, 2026

The composition of the Board of your Company is in conformity with Regulation 17 of SEBI Listing Regulations and Section 149 of the Companies Act, 2013.

Based on the written representations received from the Directors, none of the Directors of the Company is disqualified under Section 164 of the Act.

B) Independent Directors:

The Board comprised two Independent Directors as on March 31, 2026. The tenure of all Independent Directors is in accordance with the Companies Act, 2013, and SEBI Listing Regulations.

The Company has received declarations from the Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act read with the rules made thereunder and Regulation 16(1)(b) of the Listing Regulations.

The Non-Executive Directors including Independent Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, and reimbursement of out of pocket expenses, if any, incurred by them for the purpose of attending meetings of the Company.

The Independent Directors have also confirmed that they have registered their names in the data bank of Independent Directors maintained with / by the Indian Institute of Corporate Affairs. In the opinion of the Board, there has been no change in the circumstances which may affect the status of Independent Directors as an Independent Director of the Company and the Board is satisfied with the integrity, expertise, and experience including proficiency, in terms of applicable provisions of the Act and the Rules made thereunder. The Independent Directors hold office for a fixed term of five years and are not liable to retire by rotation.

The terms and conditions of appointment of the Independent Directors are placed on the website of the Company at https://www.kridhan.com/ .

In compliance with the requirement of SEBI Listing Regulations, the Company has put in place a familiarization programme for the independent directors to familiarise them with their role, rights and responsibility as directors, the working of the Company, nature of the industry in which the Company operates, business model, etc. The details of familiarisation programme are explained in the Corporate Governance Report and the same are also available on the website of the Company at https://www.kridhan.com/ .

Based on disclosures provided by them, none of them are disqualified/debarred from being appointed or continuing as Directors of the Company by any order of the Ministry Corporate Affairs / SEBI or any other statutory authorities.

Mr. Badatala Sreenivasa Rao (DIN: 08263305) was appointed as an Additional Non- Executive Independent Director of the Company with effect from July 21, 2026.

Mr. Mahdav Deshpande (DIN: 01537794) ceased to hold the position of Non-Executive Independent Director of the Company with effect from August 13, 2025, upon completion of his term of five years.

Key Managerial Personnel:

Pursuant to the provisions of Sections 2(51) and 203 of the Act, read with the Rules made thereunder, the following are the Key Managerial Personnel of the Company:

- Mr. Krishnaprasad Sunder Rao, Whole-time Director

- Ms. Ekta Rathod, Company Secretary & Compliance Officer

- Mr. Mithlesh Jaiswal, Executive Director & Chief Financial Officer

Mr. Mithlesh Jaiswal was appointed as the Chief Financial Officer with effect from September 02, 2025.

Mr. Krishnaprasad Sunder Rao was appointed as an Additional Director (Whole-time Director) with effect from July 21, 2026.

Ms. Ekta Rathod was appointed as Company Secretary and Compliance Officer with effect from July 21, 2026.

Mr. Prasanta Kumar Mohanty was appointed as Company Secretary and Compliance Officer with effect from September 01, 2025and resigned on October 29, 2025.

Mr. Hemant Agarwal was appointed as Company Secretary and Compliance Officer with effect from January 08, 2024 and resigned on September 02, 2025.

Ms. Dipti Jain was appointed as Company Secretary and Compliance Officer with effect from February 06, 2026 and resigned on April 23, 2026.

C) Committees of the Board:

As on March 31, 2026, the Company has following three Board Committees:

1) Audit Committee

2) Nomination and Remuneration Committee

3) Stakeholders Relationship Committee

During the year, all recommendations made by the committees were approved by the Board.

Details of all the committees along with their main terms, composition and meetings held during the year under review are provided in the Report on Corporate Governance, a part of this Annual Report.

D) Nomination and Remuneration Policy:

The Board of Directors has framed a policy which lays down a framework in relation to appointment and remuneration of Directors, Key Managerial Personnel, Senior Management, and other employees of the Company ("Policy"). The Policy broadly lays down the guiding principles, philosophy and the basis for payment of remuneration to Executive and Non-executive Directors (by way of sitting fees and commission), Key Managerial Personnel, Senior Management and other employees. The Policy also provides the criteria for determining qualifications, positive attributes and independence of Director and criteria for appointment of Key Managerial Personnel/Senior Management and performance evaluation which are considered by the Nomination and Remuneration Committee and the Board of Directors whilst taking a decision on the potential candidates.

The salient features of the Nomination and Remuneration Policy of the Company are outlined in the Corporate Governance Report which forms part of this Annual Report. The Policy is also available on the website of the Company at https://www.kridhan.com/ .

E) Whistle Blower Policy /Vigil Mechanism:

As per the provisions of Section 177(9) of the Act and Regulation 22 of the Listing Regulations, the Company has adopted a Whistle Blower Policy for establishing a vigil mechanism for Directors and Employees to report genuine concerns of any violations of legal or regulatory requirements, incorrect or misrepresentation of any financial statement and reports, and so on and provide adequate safeguards against victimization of persons who use such mechanism and makes provision for direct access to the chairman of the Audit Committee in appropriate or exceptional cases. The said policy has been hosted on the Companys website at https://www.kridhan.com/ .

All Whistle blower complaints are periodically placed before the Audit Committee for its review.

No complaints were received by your Company under the Whistle Blower Policy during FY 202526

F) Performance Evaluation:

Pursuant to the provisions of the Act and the SEBI Listing Regulations, the Board has carried out the annual performance evaluation of the Directors individually as well as evaluation of the working of the Board and of the Committees of the Board, by way of individual and collective feedback from Directors. The manner in which the evaluation was conducted by the Company and evaluation criteria have been explained in the Corporate Governance Report which forms part of this Annual Report.

The Board of Directors has expressed its satisfaction with the evaluation process.

G) Number of Meetings of the Board:

During the year under review, the Board of Directors of the Company met Ten (10) times during the financial year 2025-26 i.e. on May 30, 2025, August 14, 2025, October 29, 2025, November 14, 2025, November 27, 2025, December 09, 2025, January 06, 2026, February 06, 2026, February 14, 2026 and March 17, 2026.

The particulars of attendance of the Directors at the said meetings are detailed in the Corporate Governance Report of the Company, which forms a part of this Report.

The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013 and the applicable Secretarial Standard

H) Remuneration of Directors, Key Managerial Personnel and Senior Management:

The remuneration paid to the Directors, Key Managerial Personnel and Senior Management is in accordance with the Nomination and Remuneration Policy formulated in accordance with Section 178 of the Act and Regulation 19 read with Schedule II of the Listing Regulations. Further details on the same are given in the Corporate Governance Report which forms part of this Annual Report.

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(3)(c) of the Act, the Directors of the Company state and confirm that:

a. in the preparation of the annual accounts for the financial year 2025-26 the applicable accounting standards had been followed and there are no material departures from the same.

b. We have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2026 and of the profit and loss of the Company for that period;

c. We had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d. We have prepared the annual accounts on a going concern basis.

e. We have laid down an adequate internal financial control to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

f. We have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

PARTICULARS OF LOANS, GUARANTEE, AND INVESTMENTS:

The particulars of loans, guarantees and investments as per Section 186 of the Act and the Rules made thereunder, as on March 31, 2026, have been duly disclosed in the Notes to the Financial Statements of the Company forming part of the Annual Report.

STATEMENT OF DEVIATION OR VARIATION IN UTILISATION OF FUNDS RAISED THROUGH PREFERENTIAL ALLOTMENT

During the year under review, the Company has raised Rs. 41,60,00,000 and out of which has utilized Rs. 11,85,63,750. There was no deviation or variation in utilization of funds raised.

CORPORATE SOCIAL RESPONSIBILITY:

The provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility were not applicable to the Company during FY 2025-26, as the Company did not meet the prescribed thresholds.

So, the Company is not required to conduct CSR activities.

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

Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 (3) of the Companies (Accounts) Rules, 2014 requires disclosure of the particulars regarding conservation of Energy and Technology absorption. The Company on continues basis undertakes programs of conserving energy. The details of the same are as follows:

Conservation of Energy

(i) The steps taken or impact on conservation of energy The Company makes every effort to ensure the optimal use of energy, minimize wastage, and conserve energy to the extent possible.
(ii) The steps taken by the company for utilizing alternate sources of energy
(iii) The capital investment on energy conservation equipments

Technology absorption:

(i) The efforts made towards technology absorption The Company continues to take prudential measures in respect of technology absorption, adaptation and take innovative steps to use the scarce resources effectively.
(ii) The benefits derived like product improvement, cost reduction, product development or import substitution.
(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)
a) The details of technology imported;
b) The year of import;
c) Whether the technology been fully absorbed;
d) If not fully absorbed, areas where absorption has not taken place, and the reasons thereof;
(iv) The expenditure incurred on Research and Development NIL

Foreign Exchange Earnings/ Outgo:

During the financial year under review, the total Foreign Exchange Inflow and Outflow during the year under review is as follows:

Particulars For the year ended 31st March, 2026 For the years ended 31st March 2025
Foreign Exchange Earnings Nil Nil
Foreign Exchange Outgo Nil Nil

RISK MANAGEMENT:

Risk Management Committee as required under Regulation 21 of SEBI Listing Regulations and applicable to top 1000 companies, is not applicable for your Company.

The Audit Committee has been delegated the responsibility for monitoring and reviewing risk management, assessment and minimization procedures, developing, implementing and monitoring the risk management plan and identifying, reviewing and mitigating all elements of risks which the Company may be exposed to.

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 ("IBC") DURING THE YEAR ALONG WITH ITS STATUS AS AT THE END OF FINANCIAL YEAR

During the year under review, no application was made under IBC by or against your Company and no proceeding is pending under IBC.

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

During the year under review, there are no significant material orders passed by the Regulators or Courts or tribunal that would impact the going concern status of the Company and its future operations.

THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF

Your Company has not availed any loan from any bank or financial institution. Hence, this valuation report is not applicable.

AUDITORS:

A) Statutory Auditors & their Report:

M/s. Jignesh Savla & Associates Chartered Accountants (Firm Registration No. 127654W) was appointed as Statutory Auditors of the Company with effect from November 14, 2025 to fill the casual vacancy arising due to the sudden demise of M/s B.R. Kotecha & Co, Chartered Accountants on November 06, 2025 to hold office as such upto the conclusion of ensuing Annual General Meeting.

M/s. Jignesh Savla & Associates Chartered Accountants have submitted their Report on the financial statements of the Company for the FY ended March 31, 2026, which forms part of this Report with a modified opinion. The comments in the Auditors Report read with notes to the accounts are self-explanatory.

Further, based on the recommendation of the Audit Committee and approval of the Board of Directors at its meeting held on September 01, 2026, M/s. U. B. Lakhani & Co., Chartered Accountants, were appointed as the Statutory Auditors of the Company to fill the casual vacancy arising due to the resignation of M/s. Jignesh Savla & Associates, Chartered Accountants, with effect from August 31, 2026. M/s. U. B. Lakhani & Co. shall hold office as the Statutory Auditors of the Company until the conclusion of the ensuing Annual General Meeting and thereafter for a period of five consecutive years subject to the approval of the members.

B) Secretarial Auditor & their Report:

Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed M/S. Sharavan A. Gupta & Associates, Practicing Company Secretaries (C.P No.9990), for conducting Annual Secretarial Compliance Report of the Company for the FY ended on March 31, 2026.

Secretarial Audit Report issued by Mr. Shravan. A. Gupta, Practicing Company Secretaries, M/S. Sharavan A. Gupta & Associates (C.P No.9990), in Form MR-3 forms part to this Report as "Annexure- B". The Secretarial Auditor has qualified the Secretarial Audit Report dated August 13, 2026. The qualification and the related delay in appointment of an Independent Director, Company Secretary and Chief Financial Officer, as reported by the Secretarial Auditor, should be read together with the applicable compliance disclosures in this Annual Report.

The Management has taken necessary steps to ensure compliance with all the provisions.

A Secretarial Compliance Report for the FY ended March 31, 2026, on compliance of all applicable SEBI regulations and circulars/guidelines issued thereunder, was obtained from Mr. Shravan.A. Gupta, Practicing Company Secretary, and submitted to the stock exchange.

C) Internal Auditor:

Pursuant to the provisions of Section 138 of the Act read with the Companies (Accounts) Rules, 2014, the Company has appointed M/s. U. B. Lakhani & Co, Chartered Accountants, as the Internal Auditor of the Company for the financial year 2025-2026.

Further, based on the recommendation of the Audit Committee and approval of the Board of Directors at its meeting held on September 01, 2026, M/s. Ankit Doshi & Co., Chartered Accountants were appointed as the Internal Auditors of the Company for the financial year 20262027.

The findings of the Internal Audit report are submitted to the Audit Committee on a periodic basis and corrective actions are taken by the respective functional teams as per suggestions of the Internal Auditor and Audit Committee.

D) Maintenance of Cost Records

During the period under review, provisions of Rule 8(5) (ix) of The Companies (Accounts) Rules, 2014 read with Section 148(1) and rule 3 and 4 of The Companies (Cost Records and Audit) Rules, 2014 are not applicable to your Company.

E) Reporting of Frauds:

During the year under review, no instances of fraud were reported by the Statutory Auditors, the Internal Auditors or the Secretarial Auditors to the Audit Committee, the Board, or to the Central Government, under Section 143(12) of the Act.

DISCLOSURE UNDER PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORK PLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT:

The Company has adopted a Sexual Harassment Policy on prevention, prohibition, and redressal of sexual harassment at workplace in line with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder.

The aim of the policy is to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. The Policy is available at the Registered Office of the Company and is accessible to all the employees of the Company. The Company has not received any complaints during the FY under review.

PUBLIC DEPOSITS:

During the year under review, your Company has neither invited nor accepted any deposits from the public falling within the preview of Section 73 and 76 of the Act read with the Companies (Acceptance of Deposits) Rules, 201 during the year. Further, no amount on account of principal or interest on deposits from the public was outstandin as on March 31, 2026.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report for the year under review as required under Regulation 34 read with Schedule V of the Listing Regulations is annexed to this Report as "Annexure-C".

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The Business Responsibility and Sustainability Report for FY26 as required under Regulation 34(2) (f) of SEBI Listing Regulations, applicable to top 1000 companies determined on the basis of market capitalization, is not applicable for your Company.

CORPORATE GOVERNANCE:

Report on Corporate Governance and Certificate of the Auditor of the Company regarding compliance of the conditions of Corporate Governance as stipulated in Regulation 34 read with Schedule V of the SEBI Listing Regulations, are provided in a separate section forming part of this Report as "Annexure D".

INTERNAL CONTROL SYSTEM AND THEIR ADEQUACY:

The Company has in place adequate internal financial controls with reference to the financial statements.

Internal audits are undertaken on a quarterly basis by Internal Auditors covering all units and business operations to independently validate the existing controls. Reports of the Internal Auditors are regularly reviewed by the management and corrective action is initiated to strengthen the controls and enhance the effectiveness of the existing systems. The Audit Committee evaluates the efficiency and adequacy of the financial control system in the Company and strives to maintain the standards in the Internal Financial Control.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTY TRANSACTIONS:

All transactions entered with related parties as defined under the Act during the FY were in the ordinary course of business and on an arms length pricing basis and do not attract the provisions of Section 188 of the Act. There were no materially significant transactions with the related parties during the FY which were in conflict with the interest of the Company and hence, enclosing Form AOC-2 is not required. Suitable disclosure as required by the Accounting Standard (AS 18) has been made in the notes to the Financial Statements.

In terms of Regulation 23 of the SEBI Listing Regulations, your Company submits details of related party transactions on a consolidated basis as per the specified format to the stock exchanges on a half-yearly basis.

PARTICULARS OF EMPLOYEES:

During the year under review, no employee was in receipt of remuneration exceeding the limits as prescribed under provisions of Section 197 of the Companies Act, 2013 and Rule 5(2) and 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 relating to median employees remuneration is made available at the corporate office of the Company during working hours for a period of twenty-one (21) days before the date of the meeting and forms part of the Boards Report as Annexure E.

PREVENTION OF INSIDER TRADING

Your Company has adopted a Code of Conduct for Prevention of Insider Trading, in accordance with the requirements of Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time and is available on the website of your Company at www.kridhan.com Compliance with the Code of Conduct is closely monitored, and violations, if any, are reported to the Audit Committee at regular intervals.

The Company has also maintained Structured Digital Database (SDD) to ensure compliance with the statutory requirements. The Company ensures that the Designated Persons are familiarized about the Code of Conduct and trained on maintaining SDD.

COMPLIANCE WITH SECRETARIAL STANDARDS:

Your Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India. The Secretarial Audit Report for FY26 is attached as Annexure B to this Board Report.

OTHER DISCLOSURES

Additional disclosures as on March 31, 2026, in terms of the applicable provisions of the Act and SEBI Listing Regulations:

1 No equity shares with differential rights as to dividend, voting or otherwise have been issued.

2. No sweat equity shares have been issued.

3. There was no revision in the financial statements of the Company

4. No amount or shares were required to be transferred to the Investor Education and Protection Fund.

APPRECIATION & ACKNOWLEDGEMENTS:

The Board wishes to express its gratitude and record its sincere appreciation for the commitment and dedicated efforts put in by all the employees of the Company. The Directors take this opportunity to express their grateful appreciation for the encouragement, cooperation and support received from all the stakeholders including but not limited to the Government authorities, bankers, customers, suppliers and business associates. The Directors are thankful to the esteemed shareholders for their continued support and the confidence reposed in the Company and its management.

Knowledge Center
Logo

Logo IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000

Logo IIFL Capital Services Support WhatsApp Number
+91 9892691696

Download The App Now

appapp
Loading...

Follow us on

facebooktwitterrssyoutubeinstagramlinkedintelegram

2026, IIFL Capital Services Ltd. All Rights Reserved

ATTENTION INVESTORS

RISK DISCLOSURE ON DERIVATIVES

Copyright © IIFL Capital Services Limited (Formerly known as IIFL Securities Ltd). All rights Reserved.

IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

ISO certification icon
We are ISO/IEC 27001:2022 Certified.

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.