Krishna Filament Industries Ltd Directors Report

During the year there was no operation in the company due to unavoidable circumstances beyond the control of the Company. There was no change in nature of business of the Company, during the year under review.

Dividend

In view of the carried forward losses incurred by the Company over the years, your directors regret their inability to declare any dividend on equity shares of the Company. Further there were no unclaimed dividend and shares liable to transfer to Investor Education and Protection Fund Authority (IEPF).

Transfer to reserves

The Board of Directors has not recommended transfer of any amount to reserves.

Share Capital

The paid up Equity Share Capital as at March 31, 2026 stood at Rs.778.63/- lakhs. During the year under review, the Company has not issued shares with differential voting rights nor granted any stock options or sweat equity shares. As on March 31, 2026 none of the Directors of the Company hold instruments convertible into equity shares of the Company.

During the year under review, there were no instances of non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Act read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014.

Subsidiaries, Associates & Joint Ventures

The Company does not have any Subsidiary, Joint venture or Associate Company.

Corporate Governance

Directors and Key Managerial Personnel

All Independent Directors have given declaration that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and SEBI Listing Obligations. During the year, non-executive directors of the Company had no pecuniary relationship or transactions with the Company.

Mr. Bhupat Savajibhai Chaniyara (DIN: 10327428) retires by rotation at the ensuing Annual General Meeting and being eligible offers himself for reappointment. Accordingly, his re-appointment forms part of the notice of the ensuing Annual General Meeting. During the financial year, Key Managerial Personnel (KMP) in the Company were Mr. Bhupat Savajibhai Chaniyara, Executive Director & CEO, Mr. Jagdish Zalavadia, Executive Director & CFO and Mr. Sumit Gupta, Company Secretary & Compliance Officer. Ms. Harinakshi Amin, Non-Executive Independent Director has resigned from her office due to personal reasons with effect from September 07, 2026. On the recommendation of the Nomination and Remuneration Committee of the Company, the Board of Directors of the Company at their meeting held on September 07, 2026 has approved the Appointment of Ms. Kinjal Bhansali (DIN: 11927108) as an Additional Director categorised as Non-Executive Non-Independent with effect from September 07, 2026.

During the year under review, none of the Directors have ceased to be the Directors nor have the KMPs resigned from the Company.

Directors Responsibility Statement

Your Directors state that: a. in the preparation of the annual financial statements for the year ended March 31, 2026, the applicable accounting standards have been followed and there are no material departures; b. the Directors 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 & loss of the Company for the year ended on that date; c. the Directors have taken proper and sufficient care for maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d. the annual accounts have been prepared on a going concern basis; e. the Directors have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively; and f. the Directors have devised proper system to ensure compliance with the provisions of all applicable laws and that such system are adequate and operating effectively.

Public Deposits

The Company has not accepted or renewed any amount falling within the purview of provisions of

Rules, 2014 during the year under review. Hence, the requirement for furnishing details of deposits which are not in compliance with the Chapter V of the Act is not applicable.

Reporting of Fraud by Auditors

During the year under review there are no instance of any fraud reported by Statutory Auditor or Secretarial Auditor under Section 143(12) of the Companies act, 2013, by the Company or any fraud on the Company buy its officers or employee, the details of which is needed to disclosed in the

Disclosures under Section 135(3)(l) of the Companies Act, 2013

Conservation of energy, technology absorption, foreign exchange earnings and outgo

Corporate Social Responsibility

As on March 31, 2026, the provision of Corporate Social Responsibility is not applicable to your Company.

Auditors:

Statutory Auditors

Pursuant to the provisions of Section 139 and other applicable provisions, if any, of the Companies Act, 2013 and the rules framed there under, as amended from time to time, M/s. P R Agarwal & Awasthi, Chartered Accountants, (Firm Registration No. 117940W) was re-appointed as the Statutory Auditors of the Company by the members in the AGM held on September 30, 2025 to hold office for a period of 1 year till the conclusion of 38^th AGM.

Therefore, it is proposed to appoint the M/s. VCA and Associates, Chartered Accountants (Firm Registration No.: 114414W) as the Statutory Auditors for their 1^st term for the financial year 2026-27 till the conclusion of 40^th Annual General Meeting of the Company to be held in the year 2028 as set out in the Notice of the 38^th Annual General Meeting of the Company.

Related Party Transactions

The Company has not entered into any related party transactions with Promoters, Directors, Key Managerial Personnel or other designated persons during the year under review. Your Directors draw attention of the members to note no. 19 of the financial statement which sets out related party disclosures.

Risk Management

The Company has laid down the procedures to inform to the Board about the risk assessment and minimization procedures and the Board has formulated Risk management policy.

Internal Financial Control

The Company has in place adequate internal financial controls with reference to financial statements. During the year under review, no material or serious observation has been observed for inefficiency or inadequacy of such controls.

Vigil Mechanism

The Company has put in place a system through which the Directors and employees may report concerns about unethical behavior, actual or suspected fraud or violation of the Companys Code of Conduct and Ethics without fear of reprisal. The employees and directors may report to the Compliance officer and have direct access to the Chairman of the Audit Committee.

Board Meetings

During the Financial year, total 5 (five) meetings of the Board of Directors were held i.e. on May 27, 2025, August 11, 2025, September 09, 2025, November 13, 2025 and February 14, 2026 respectively.

Audit Committee

The Board has well-qualified Audit Committee as per the provision of Companies Act, 2013 and SEBI Listing Regulations. As on March 31, 2026, it comprises of Mr. Jagdish Zalavadia, Chairman, Mr. Bhupat Chaniyara, Member and Mr. Madan Pandey, Member.

During the year under review, the Committee met 4 (four) times May 27, 2025, August 11, 2025, November 13, 2025 and February 14, 2026 respectively.

Nomination & Remuneration Committee

The Company has constituted Nomination & Remuneration Committee as per the provisions of the Companies Act, 2013 and SEBI LODR. As on March 31, 2026 the Committee consists of Mr. Bhupat Chaniyara, Chairman, Mr. Jagdish Zalavadia, Member and Mr. Madan Pandey, Member.

During the year under review, none of the meetings of Nomination & Remuneration Committee has been convened.

Nomination & Remuneration Policy

The Board has in accordance with the provisions of sub-section (3) of Section 178 of the Companies Act, 2013, formulated the policy setting out the criteria for determining qualifications, positive attributes, independence of a Director and policy relating to remuneration for Directors, Key Managerial Personnel and other employees.

Board Evaluation

The Board has carried out an annual performance evaluation of its own performance, the directors individually as well as the evaluation of the working of its various committees. During the year under review, Separate meeting of the Independent Directors was held to review the performance of Non-Independent Directors, Chairman and the Board as whole.

Stakeholders Relationship Committee

During the year under review, the Committee met 1 (One) time on February 14, 2026.

Significant and material orders passed by the regulators or courts

There are no significant material orders passed by the Regulators/Courts/tribunals which would impact the going concern status of the Company and its future operations.

The Company has complied with the requisite regulations relating to SEBI LODR Regulations and all other applicable laws, rules and regulations. During the last 3 years BSE has not imposed any penalty/ fine.

Disclosure under the sexual harassment of women at workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has not received any complaint pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

Disclosure of Accounting Treatment

The Company has followed the treatment laid down in the Accounting Standards prescribed by the Institute of Chartered Accountants of India, in the preparation of financial statements. No deviation is made in following the same.

Particulars of loans, guarantees or investments

During the year under review, the Company has not made any loans or given guarantees. For investments which are governed by the provisions of section 186 of the Companies Act, 2013, please refer notes to financial statements.

Familiarization programmes for Directors

Disclosure under Section 197(12) of the Companies Act, 2013 and other disclosures as per rule 5 of Companies (Appointment & Remuneration) Rules, 2014

During the year under review, there were no employees of the Company drawing remuneration exceeding the specified limit under the said section, hence the details prescribed under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are not applicable. The Directors of the Company does not draw any remuneration from the Company. Hence, the disclosure under Section 197(12) read with Rule 5(1) of the Companies Act, 2013 are not furnished.

Management Discussion and Analysis

During the year, there was no operation in the Company due to unavoidable circumstances beyond the control of the Company. The Company regularly identifies reviews and assesses such risk and decides appropriate guideline for mitigating the same. The Company has instituted adequate internal control procedure commensurate with the nature of its business and the size of its operations. Internal audit is conducted at regular intervals.

Transparency refers to sharing information and acting in an open manner. Processes and information are directly accessible to those concerned with them, and enough information is provided to understand and monitor them. Your company believes in total transparency in sharing information about its business operations with all its stakeholders. Your Company strives to provide maximum possible information in this report to keep the stakeholders updated about the Company from time to time.

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