L.K.Mehta Polymers Ltd Directors Report

To,

The Members,

Your Directors are pleased to present the 31 st Annual Report on the affairs and operations of the Company, together with the Audited Financial Statements for the financial year ended 31 st March, 2026 .

1. Financial Highlights:

The Company was originally incorporated with the Registrar of Companies, Gwalior, Madhya Pradesh, India, on 2 nd January, 1995 , under the Corporate Identity Number (CIN) U25206MP1995PLC008901 .

The Company was listed on the SME Platform of BSE Limited (BSE) on 21 st February, 2025 . Consequent upon the listing of the Company, its Corporate Identity Number (CIN) was changed from U25206MP1995PLC008901 to L25206MP1995PLC008901 .

Accordingly, the present CIN of the Company is L25206MP1995PLC008901 .

The financial performance of the Company for the financial year ended 31 st March, 2026 , as compared with the previous financial year, is summarized below for the information and consideration of the Members:

(Amount in Lakhs)

Particulars		Standalone
	Year ended	Year ended
	31 st March, 2026	31 st March, 2025
Net Revenue From Operations	2919.32	1896.58
Other Income	34.27	19.26
Total Income	2953.59	1915.84
Total Expenses Excluding Depreciation, Interest, Tax & Amortization	2783.85	1759.03
Profit/(Loss) Before Depreciation, Interest, Tax & Amortization	169.74	156.81
Less: Interest & Financial Charges	65.81	64.42
Depreciation & Amortization	13.89	12.36
Profit /(Loss) Before Tax and Exceptional Items	90.04	80.03
Exceptional Item
Profit/(Loss) Before Tax	90.04	80.03
Less: Provision For Tax	5.26	4.37
- Current Tax	21.00	21.65
- Deferred Tax Liabilities/ (Assets)	1.14	-6.42
Net Profit/(Loss) After Tax	62.64	60.43

2. Highlights of Performance & State of the Companys Affairs:

During the financial year under review, the Company continued to focus on strengthening its business operations and enhancing value for its stakeholders. The Company recorded a total turnover of ?2,953.59 Lakh, as against ?1,915.84 Lakh in the previous financial year, registering a significant growth in its turnover.

The Company also reported a net profit of ?62.64 lakh for the financial year under review, reflecting its continued focus on operational efficiency, prudent cost management and sustainable business growth.

The Board of Directors remains committed to delivering sustainable growth and enhancing long-term value for all stakeholders. Going forward, the Company will continue to focus on expanding its product portfolio, developing innovative and customised products and tailor-made services to meet the evolving requirements of its customers. The Company will also continue to explore new business opportunities and strengthen its market presence with a view to achieving higher revenues and improved profitability in the coming years.

3. Significant Events during the Financial Year:

During the financial year under review, there were no significant events or material developments having a material impact on the operations or financial performance of the Company.

However, subsequent to the close of the financial year, the Company incorporated a wholly owned subsidiary, L.K. Mehta Green Private Limited, on 5 th August, 2026, with a paid-up share capital of ?1.00 Lakh and an authorised share capital of ?10.00 lakh. The subsidiary has been incorporated with the objective of expanding the business operations of the Company and exploring new business opportunities.

The Corporate Identification Number (CIN) of the subsidiary is U38300MP2026PTC08603 INITIAL PUBLIC OFFER (IPO) AND LISTING AT THE BSE SME PLATFORM:

The Company successfully completed its Initial Public Offer (IPO) of 10,40,000 Equity Shares of face value of ?10/- each at an issue price of ?71/- per Equity Share, including a share premium of ?61/- per Equity Share , during the financial year 2024-25.

Pursuant to the successful completion of the IPO, the Equity Shares of the Company were listed and admitted for trading on the SME Platform of BSE Limited on 21 st February, 2025 .

During the financial year under review, the Company continued to comply with the applicable requirements relating to its listing on the SME Platform of BSE Limited. The Company has also duly paid the applicable annual listing fees to BSE Limited for the financial year 2025-26.

The Board of Directors places on record its sincere appreciation to the shareholders and other stakeholders for their continued trust, confidence and support in the Company and its Management.

4. Change in the nature of business:

During the financial year under review, there was no change in the nature of business of the Company. The Company continued to carry on its business activities in the ordinary course and in accordance with its existing main objects.

5. Dividend:

In view of the financial performance of the Company during the financial year under review and with a view to conserving resources for strengthening the financial position of the Company, the Board of Directors has decided not to recommend any dividend for the financial year 2025-26.

The decision is aimed at retaining the available resources within the business to support the Companys ongoing operations, future growth initiatives and expansion plans. The Company remains focused on improving operational efficiency, enhancing profitability and creating sustainable long-term value for its shareholders and other stakeholders.

6. Amount Transferred to Reserve:

During the financial year under review, no amount was transferred to the General Reserve of the Company. The profits for the financial year have been retained in the business in accordance with the applicable provisions and the financial requirements of the Company.

7. Public Deposits:

During the financial year under review, the Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014.

Further, the Company has not accepted any deposits or loans in contravention of the provisions of Chapter V of the Companies Act, 2013, or the rules made thereunder.

8. Share Capital:

1. Authorized Share Capital

During the financial year under review, there was no change in the Authorised Share Capital of the Company. The Authorised Share Capital of the Company remained at ?5,00,00,000/- (Rupees Five Crores only), divided into 50,00,000 (Fifty Lakhs) Equity Shares of ?10/- (Rupees Ten only) each.

2. Paid up Share Capital

During the financial year under review, there was no change in the Paid-up Share Capital of the Company .

Accordingly, the Paid-up Share Capital of the Company remained at ?3,84,00,000/- (Rupees Three Crores Eighty-Four Lakhs only), comprising 38,40,000 (Thirty-Eight Lakhs Forty Thousand) Equity Shares of ?10/- (Rupees Ten only) each .

The Equity Shares of the Company continue to be listed and traded on the SME Platform of BSE Limited . Utilization of IPO Proceeds:

The Company raised ?7,38,40,000/- (Rupees Seven Crores Thirty-Eight Lakhs Forty Thousand only) through its Initial Public Offer (IPO).

Out of the total IPO proceeds, an amount of ?7,28,40,000/- (Rupees Seven Crores Twenty-Eight Lakhs Forty

Thousand only) has been utilized up to 31 st March, 2026 , in accordance with the objects and purposes specified in the Offer Document.

The balance unutilized amount of ?10,00,000/- (Rupees Ten Lakhs only) as at 31 st March, 2026 has been parked in a Fixed Deposit with HDFC Bank.

The utilization of the IPO proceeds has been carried out in accordance with the stated objects of the issue and applicable regulatory requirements.

Original Object	Modified Object, if any	Original Allocation	Modified allocation, if any	Funds Utilised	Amount of Deviation/ Variation for the quarter according to applicable object	Remarks if any
\u2022 Funding Working Capital Requirement of the Company \u2022 General Corporate Purposes \u2022 Issue Related Expenses	Not Applicable	7,38,40,000/-	Not Applicable	7,28,40,000	Not Applicable	No Deviation or Variation

Further, there is no deviation/variation in the utilization of the proceeds raised through IPO.

3. Issue of Equity Share with Differential Rights

During the financial year under review, the Company has not issued any Equity Shares with differential rights as to dividend, voting or otherwise .

4. Sweat Equity

During the financial year under review, the Company has not issued any Sweat Equity Shares to its employees, directors or any other person .

5. Employee Stock Option

During the financial year under review, no Employee Stock Option Scheme was approved or implemented by the Company. Accordingly, no Employee Stock Options were granted or exercised during the year.

9. Transfer of Shares and Unpaid/ Unclaimed Dividend to Investor Education and Protection Fund:

During the financial year under review, the provisions relating to transfer of unpaid/unclaimed dividend and corresponding shares to the Investor Education and Protection Fund (IEPF) under Sections 124 and 125 of the Companies Act, 2013, were not applicable to the Company .

Accordingly, no amount of unpaid/unclaimed dividend or shares was required to be transferred to the IEPF during the financial year under review.

10. Demat Suspense Account/ Unclaimed Suspense Account:

During the financial year under review, there were no outstanding Equity Shares lying in the Demat Suspense Account or Unclaimed Suspense Account of the Company. Accordingly, the disclosure requirements in respect thereof were not applicable to the Company.

11. Subsidiary/Joint Venture/ Associate Company:

As at 31 st March, 2026 , the Company did not have any Subsidiary, Associate Company or Joint Venture.

However, subsequent to the close of the financial year, the Company incorporated a wholly owned subsidiary, namely L.K. Mehta Green Private Limited, on 5 th August, 2026 , with an authorised share capital of ?10,00,000/- (Rupees Ten Lakhs only) and paid-up share capital of ?1,00,000/- (Rupees One Lakh only) . The subsidiary has been incorporated with the objective of expanding the business operations of the Company and exploring new business opportunities.

The Corporate Identification Number (CIN) of the wholly owned subsidiary is U38300MP2026PTC086033.

12. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo:

The information on conservation of energy technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, is annexed to this Report as Annexure- A .

13. Management Discussion and Analysis Report:

The Management Discussion and Analysis Report, as required under Regulation 34 read with Schedule V to the Listing Regulations, forms part of this Report as Annexure-B .

14. Particulars of Employees:

A statement containing the names and other particulars of employees in accordance with the provisions of Section197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is appended as Annexure-C to this Report.

No employee has received remuneration in excess of the limits set out in Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 during FY 2025-26.

15. Directors and Key Managerial Personnel (KMPS) and Changes therein:

Details of Directors and Key Managerial Personnel (KMPs) as on 31 st March, 2026 are as follows:

S.No.	DIN/PAN	NAME	DESIGNATION
01	00223360	Mr. Kamlesh Mehta	Managing Director
02.	09553312	Mrs. Rina Mehta	Whole Time Director
03.	09577144	Mr. Chetan Moonat	Non-Executive Director
04.	08149472	Mr. Deepak Mehta	Non-Executive-Independent Director
05.	07989428	Mr. Nitesh Kumar Barbeta	Non-Executive-Independent Director
06.	DYFPM6040C	Ms. Aashi Mehta	Chief Financial Officer (CFO)- KMP
07.	EAMPS6773N	Ms. Deeksha Sahu	Company Secretary & Compliance Officer (CS)- KMP

During the financial year under review, there were changes in the Key Managerial Personnel of the Company. Ms. Pooja Wadhwani, Company Secretary, resigned from the office of Company Secretary with effect from 1 st April, 2025. Thereafter, Mr. Akash Rajput was appointed as the Company Secretary of the Company with effect from 20 th June, 2025, and subsequently resigned from the office with effect from 30 th November, 2025.

Further, Ms. Deeksha Sahu was appointed as the Company Secretary of the Company with effect from 28 th February, 2026 and continues to hold the office as on the date of this Report.

In the opinion of the Board, all the Independent Directors possess requisite qualifications, experience, expertise including the proficiency and hold high standards of integrity for the purpose of Rule 8(5)(iiia) of the Companies(Accounts) Rules, 2014.

Retired by Rotation:

Pursuant to the provisions of Section 152 of the Companies Act, 2013, read with the applicable provisions of the Companies (Appointment and Qualification of Directors) Rules, 2014 and the Articles of Association of the Company, Mr. Kamlesh Mehta (DIN: 00223360), Managing Director, retires by rotation at the ensuing Annual General Meeting and, being eligible, has offered himself for re-appointment.

The requisite resolution for the re-appointment of Mr. Kamlesh Mehta is being placed before the Members for their approval at the ensuing Annual General Meeting. The requisite details and brief profile of Mr. Kamlesh Mehta, including other information as required under the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, are provided in the Notice convening the ensuing Annual General Meeting and form part of the Annual Report.

The Board of Directors recommends the re-appointment of Mr. Kamlesh Mehta (DIN:00223360) as a Managing Director liable to retire by rotation for the consideration and approval of the Members at the ensuing Annual General Meeting.

Declaration by the Independent Directors:

All Independent Directors of the Company have furnished a declaration pursuant to Section 149(7) of the Companies Act, 2013 affirming compliance to the criteria of Independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and there has been no change in the circumstances which may affect their status as Independent Director during the year. Independent Directors have also submitted declaration that they have registered themselves on the online data bank of Indian Institute of Corporate Affairs (IICA) in accordance with the Companies (Appointment and Qualification of Directors) Fifth Amendment Rules, 2019.

Based on the declaration(s) of Independent Directors, the Board of Directors recorded its opinion that all Independent Directors are independent of the Management and have fulfilled the conditions as specified in the Companies Act, 2013 and the Rules made there under and as per Regulation 25 of SEBI (LODR) Regulations, 2015.

Independent Directors are not liable to retire by rotation, in terms of Section 149(13) of the Act..

Disclosure by Directors: -

During the year declarations received from the Directors of the Company pursuant to Section 164 of the Companies Act, 2013. The Board appraised the same and found that none of the director is disqualified for holding office as director.

16. Meetings of the Board of Directors:

During the Year under review, 6 (Six) Board Meetings were held. The intervening gap between 2 Meetings was not more than 120 days. The details of Meetings and attendance of each Director at those Meetings during the year areas under:

Sr. No.	Date on which Meetings of Board of Directors were held		Total Strength of the Board		No. of Directors Present
01.	30.05.2025		5		5
02.	20.06.2025		5		5
03.	02.09.2025		5		5
04.	29.09.2025		5		5
05.		14.11.2025		5		5
06.		30.11.2025		5		5
07.		20.12.2025		5		5
08.		28.02.2026		5		5

Attendance of Directors at the Board Meetings: -

Sr. No.	Name of Director	No. of Meetings Held	No. of Meetings Attended
01.	Mr. Kamlesh Mehta	08	08
02.	Mrs. Rina Mehta	08	08
03.	Mr. Chetan Moonat	08	08
04.	Mr. Deepak Mehta	08	08
05.	Mr. Nitesh Kumar Barbeta	08	08

Committees of The Board of Directors:

The Board has three committees which have been constituted in compliance with the requirements of the relevant provisions of applicable laws and statutes. The following are the details of the Board Committees during the Financial Year 2025-2026:

The following Statutory Committees have been constituted by the Board of Directors of the Company:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders Relationship Committee Audit Committee: -

The Board of Directors of our Company has, in pursuance to provisions of Section 177 of the Companies Act,2013, or any subsequent modification(s) or amendment(s) thereof in its Meeting held on 04thJune, 2024, constituted Audit Committee.

The constitution of the Audit Committee is as follows:

Name of the Directors	Designation	Nature of Directorship
Mr. Deepak Mehta	Chairman	Independent Director
Mr. Nitesh Kumar Barbeta	Member	Independent Director
Mr. Kamlesh Mehta	Member	Managing Director

Our Company Secretary and Compliance officer will act as the secretary of the Committee.

The Role of Audit Committee not limited to but includes: -

i. The recommendation for the appointment, re-appointment and, if required, the replacement or removal of the auditor, their remuneration and fixation of terms of appointment of the Auditors of the Company;

ii. Review and monitor the auditors independence and performance, and effectiveness of audit process;

iii. Examination of financial statement and auditors report thereon including interim financial result before submission to the Board of Directors for approval;

a. Changes, if any, in accounting policies and practices and reasons for the same;

b. Major accounting entries involving estimates based on the exercise of judgment by management;

c. Significant adjustments made in the financial statements arising out of audit findings;

d. Compliance with listing and other legal requirements relating to financial statements;

e. Disclosure of any related party transactions.

f. Qualifications in the draft audit report.

iv. Approval or any subsequent modification of transactions of the Company with related party; Provided that the Audit Committee may make omnibus approval for related party transactions proposed to be entered into by the company subject to such conditions as may be prescribed under the Companies Act,2013 or any subsequent modification(s) or amendment(s) thereof;

Provided further that in case of transaction, other than transactions referred to in section 188 of Companies Act 2013 or any subsequent modification(s) or amendment(s) thereof, and where Audit Committee does not approve the transaction, it shall make its recommendations to the Board;

Provided also that in case any transaction involving any amount not exceeding one crore rupees is entered into by a director or officer of the company without obtaining the approval of the Audit Committee and it is not ratified by the Audit Committee within three months from the date of the transaction, such transaction shall be voidable at the option of the Audit Committee;

v. Reviewing, with the management, and monitoring the statement of uses / application of funds raised through an issue (public issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document / prospectus / notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take up steps in this matter;

vi. Scrutiny of Inter-corporate loans and investments;

vii. Reviewing and discussing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material natureand reporting the matter to the board;

viii. To review the functioning of the Whistle Blower mechanism, in case the same is existing;

ix. Valuation of undertakings or assets of the company, where ever it is necessary;

x. Evaluation of internal financial controls and risk management systems and reviewing, with the management, performance of internal auditors, and adequacy of the internal control systems; and

xi. To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors;

xii. Approval of appointment of CFO (i.e., the whole-time Finance Director or any other person heading the finance function or discharging that function) after assessing the qualifications, experience & background, etc. of the candidate; and

xiii. Carrying out any other function as assigned by the Board of Directors from time to time.

Review of Information

i. Management discussion and analysis of financial condition and results of operations;

ii. Statement of significant related party transactions (as defined by the audit committee), submitted by management;

iii. Management letters / letters of internal control weaknesses issued by the statutory auditors;

iv. Internal audit reports relating to internal control weaknesses; and

v. The appointment, removal and terms of remuneration of the Internal Auditor.

Powers of Committee

i. To investigate any activity within its terms ofreference;

ii. To seek information from any employees;

iii. To obtain outside legal or other professional advice; and

iv. To secure attendance of outsiders with relevant expertise, if it considers necessary.

Quorum and Meetings

The audit committee shall meet as and when required to discuss and approve the items included in its role. The quorum of the meeting of the Audit Committee shall be one third of total members of the Audit Committee or 2,whichever is higher, subject to minimum two Independent Director shall present at the Meeting.

Meetings and Attendance of the Audit Committee: -

Sr. No.	Date on which Meetings were held	Total Strength of the Committee	No. of Members Present	Meetings Attended by
01.	30.05.2025	3	3	3
02.	02.09.2025	3	3	3
03.	14.11.2025	3	3	3
04.	28.02.2026	3	3	3

Stakeholders Relationship Committee: -

The Board of Directors of our Company has, in pursuance to provisions of Section 178 of the Companies Act, 2013, or any subsequent modification(s) or amendment(s) thereof in its Meeting held on 04thJune, 2024, constituted Stakeholders Relationship Committee.

The constitution of the Stakeholders Relationship Committee is as follows:

Name of the Directors	Designation	Nature of Directorship
Mr. Deepak Mehta	Chairman	Independent Director
Mr. Nitesh Kumar Barbeta	Member	Independent Director
Mr. Kamlesh Mehta	Member	Managing Director

Our Company Secretary and Compliance officer will act as the secretary of the Committee.

Terms of Reference

Role of Stakeholder Relationship Committee not limited to but includes:

i. Efficient transfer of shares; including review of cases for refusal of transfer / transmission of shares;

ii. Redressal of shareholder and investor complaints like transfer of Shares, non-receipt of balance sheet, non-receipt of declared dividends etc.;

iii. Issue duplicate/split/consolidated share certificates;

iv. Dematerialization/Rematerialization of Share;

v. Review of cases for refusal oftransfer / transmission of shares and debentures;

vi. Reference to statutory and regulatory authorities regarding investor grievances and to otherwise ensure proper and timely attendance and redressal of investor queries and grievances; Provided that inability to resolve or consider any grievance by the Stakeholders Relationship Committee in good faith shall not constitute a contravention of Section 178 of Companies Act, 2013 or any subsequent modification(s) or amendment(s) thereof.

vii. Such other matters as may be required by any statutory, contractual or other regulatory requirements to be attended to by such committee from time to time.

Quorum and Meetings

The Stakeholders Relationship Committee shall meet as and when require to discuss and approve the items included in its role.

The quorum shall be one third of total members of the Stakeholders Relationship Committee or 2 members, whichever is higher.

Meetings and Attendance of the Stakeholders Relationship Committee:-

Sr. No.	Date on which Meetings were held	Total Strength of the Committee	No. of Members Present	Meetings Attended by
01.	02.09.2025	3	3	3
02.	28.02.2026	3	3	3

Nomination and Remuneration Committee:-

The Board of Directors of our Company has, in pursuance to provisions of Section 178 of the Companies Act, 2013, or any subsequent modification(s) or amendment(s) thereof in its Meeting held on 04thJune, 2024, constituted Nomination and Remuneration Committee.

The constitution of the Nomination and Remuneration Committee is as follows:

Name of the Directors	Designation	Nature of Directorship
Mr. Nitesh Kumar Barbeta	Chairman	Independent Director
Mr. Deepak Mehta	Member	Independent Director
Mr. Chetan Moonat	Member	Non-Executive Director

Our Company Secretary and Compliance officer will act as the secretary of the Committee.

Terms of Reference

Role of Nomination and Remuneration Committee not limited to but includes:

i. Formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration of the directors, key managerial personnel and other employees;

ii. Formulation of criteria for evaluation of Independent Directors and the Board;

iii. To ensure that the relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

iv. Identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the Board of Directors their appointment and removal and shall carry out evaluation of every directors performance.

Quorum and Meetings

The Committee is required to meet at least once a year. The quorum necessary for a meeting of the Nomination and

Remuneration Committee is one third of total members of the Nomination and Remuneration Committee or 2 members, whichever is higher.

Meetings and Attendance of the Stakeholders Relationship Committee:-

Sr. No.	Date on which Meetings were held	Total Strength of the Committee	No. of Members Present	Meetings Attended by
01.	20.06.2025	3	3	3
02.	28.02.2026	3	3	3

Separate Meeting of the Independent Directors:

The Independent Directors of your Company, in a separate meeting held on 18 th February, 2025, inter alia, discussed the following:

0 Reviewed the performance of Non-Independent Directors of the Company and the Board as a whole;

0 Reviewed the performance of the Chairman of the Company taking into account the views of Executive Directors and

Non- Executive Directors; and

0 Assessed the quality, quantity and timelines of flow of information between the Company, management and the Board that is necessary for the Board to effectively and reasonable perform their duties.

All Independent Directors of the Company were present at the Meeting.

GENERAL BODY MEETING:

During the financial year under review, the Company convened the following General Meetings. The details thereof are set out below:

I. Annual General Meetings:

The Annual General Meeting (AGM) of the Company for the financial year 2024-25 was held on 29 th September, 2025.

II. Extra-ordinary General Meeting:

No Extra-Ordinary General Meeting (EGM) was held during the financial year 2025-26.

III. Resolutions Passed through Postal Ballot:

During the financial year under review, the following Ordinary Resolution was passed by the members of the Company through Postal Ballot pursuant to the Postal Ballot Notice dated 14th November, 2025:

Items of Ordinary Business:

Material Related Party Transaction(s) between The L.K. Mehta Polymers Limited and M/S Kamlesh Industries during the financial year 2025-26.

The details of voting on the resolution are as follows:

Particulars	E-Voting		Total		Percentage(%)
	Number	Votes	Number	Votes
Assent	12	186000	12	186000	6.86
Dissent	-	-	-	-	-
Invalid	4	2526400	4	2526400	93.14
Total	16	2712400	16	2712400	100

Details of the Scrutinizer:

Mr. Neelesh Gupta, Practicing Company Secretary, Partner of NPG & Co., was appointed as the Scrutinizer for conducting the Postal Ballot process.

Date of Scrutinizers report: 20 th December, 2025.

Date of passing the resolution: 19 th December, 2025, being the last date prescribed for voting.

The scrutinizers report for the above postal ballots has been placed on the Companys website and can be accessed at The postal ballot was conducted in accordance with the procedure set out in Section 108 and 110 of the Companies Act, 2013 read with Rule 20 and 22 of Companies (Management and Administration) Rules, 2014, Regulation 44 of the Listing Regulations and various circulars issued by MCA and SEBI in this regard.

17. Formal Evaluation of the Performance of the Board, Committee and Individual Directors:

In terms of the provisions of Section 134(3)(p) of the Act read with Rule 8(4) of the Companies (Accounts) Rules,2014, the Nomination and Remuneration Committee has carried out the annual evaluation of Individual Directors of the Company; and the Board of Directors has carried out the annual evaluation of the performance of the Board and its Committees and Independent Directors. Further, Independent Directors also reviewed the performance of the NonIndependent Director and Board as a Whole and performance of the Chairman. The evaluation sheet for evaluation of Board, Committees and Directors/Chairman were circulated to the respective meetings of the Board, Nomination and Remuneration Committee and Independent Directors Separate Meeting.

The performance of the Board is evaluated based on composition of the Board, its Committees, performance of duties and obligations, governance issues etc. The performance of the Committees is evaluated based on adequacy of terms of reference of the Committee, fulfilment of key responsibilities, frequency and effectiveness of meetings etc. The performance of individual Directors and Chairman was also carried out in terms of adherence to code of conduct, participation in board meetings, implementing corporate governance practices etc.

The Independent Directors are evaluated based on their participation and contribution, commitment, effective deployment of knowledge and expertise, effective management of relationship with stakeholders, integrity and maintenance of confidentiality and independence of behavior and judgement.

18. Auditors:

1. Statutory Auditors & its Audit Report:-

At the Annual General Meeting (AGM) of the Company held on 06 th August, 2024, M/s DCJ & Associates, Chartered Accountants, having Firm Registration No. 015039C, were appointed as the Statutory Auditors of the Company for a term of five (5) consecutive years, to hold office from the conclusion of the AGM held on 06 th August, 2024 until the conclusion of the AGM to be held in the year 2029, subject to the provisions of the Companies Act, 2013 and the rules made thereunder.

The Notes to the Financial Statements referred in the Auditors Report are self-explanatory and therefore do not call for any comments under Section 134 of the Act. The Report given by the Statutory Auditors on the Financial Statements of the Company is a part of this Annual Report. There were no qualifications, reservations, and adverse remark or disclaimer given by the Statutory Auditors in their Report.

Reporting of Fraud by Statutory Auditors:-

During the year under review, the Statutory Auditors of the Company have not reported any instance of fraud involving the Company, its officers or employees under Section 143(12) of the Companies Act, 2013.

2. Secretarial Auditors & its Report: -

During the year under review, M/s NPG & Company, Practising Company Secretaries, were appointed as the Secretarial Auditors of the Company for the financial year ended 31 st March, 2025. The said appointment was approved by the Board of Directors at its meeting held on 30 th May, 2025.

Further, pursuant to the applicable provisions of the Companies Act, 2013 and the rules made thereunder, M/s NPG & Company, Practising Company Secretaries, were appointed as the Secretarial Auditors of the Company for a term of five (5) consecutive years, commencing from the conclusion of the 30 th Annual General Meeting held on 29 th September, 2025 and continuing until the conclusion of the 35 th Annual General Meeting to be held for the financial year 2029-30. The said appointment was approved by the Board of Directors at its meeting held on 02nd September, 2025 and subsequently approved by the Members at the 30 th Annual General Meeting held on 29 th September, 2025.

The Secretarial Audit Report in Form MR-3 for the financial year ended 31 st March, 2026, as issued by M/s NPG & Company, Practising Company Secretaries, forms part ofthis Report as Annexure-D.

The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer. The observations, if any, made by the Secretarial Auditors have been duly considered by the Board of Directors.

3. Internal Auditor: -

During the year under review, Mr. Rahul Kumar Parihar was appointed as the Internal Auditor of the Company for the financial year 2025-26. The appointment was duly approved by the Board of Directors at its meeting held on 02 nd September, 2025.

The Internal Auditor carried out the internal audit of the Company for the financial year 2025-26 in accordance with the scope and terms approved by the Board of Directors. The reports of the Internal Auditor were placed before the Audit Committee and the Board of Directors for their review and consideration.

4. Maintenance of Cost Records and Cost Audit: -

The provisions relating to maintenance of cost records and conducting of cost audit, as prescribed under Section 148(1) of the Companies Act, 2013 read with Rule 3 of the Companies (Cost Records and Audit) Rules, 2014, are not applicable to the Company, as the services provided by the Company are not covered under the activities or thresholds prescribed under the said provisions. Accordingly, the Company is not required to maintain cost records or undertake cost audit for the financial year under review.

19. Dematerialisation of Shares:

The Promoters and Promoter group have dematerialized 100% of their shareholding as on the date of this report.

20. Particulars of Loans, Guarantees, Securities and Investments under section 186:

The particulars of loans, guarantees or investments, if any, made during the Financial Year 2025-26, are disclosed in the notes attached to and forming part of the Financial Statements of the Company, prepared for the Financial Year ended 31 st March, 2026.

21. Material Changes and Commitments between the End of the Financial Year and the Date of the Report:

There have been no material changes or commitments affecting the financial position of the Company between the end of the financial year under review and the date of this Report, except as stated below.

Subsequent to the close of the financial year, the Company incorporated a wholly owned subsidiary, L.K. Mehta Green Private Limited, on 05 th August, 2026. The subsidiary has an Authorised Share Capital of ?10.00 Lakh and a Paid-up Share Capital of ?1.00 Lakh. The subsidiary has been incorporated with the objective of expanding the business operations of the Company and exploring new business opportunities.

The Corporate Identification Number (CIN) of L.K. Mehta Green Private Limited is U38300MP2026PTC08603.

22. Internal Financial Control System and their Adequacy:

The Company has in place proper system of internal financial control which is commensurate with size and nature of business. The Company has an Audit Committee headed by the Independent Director, inter-alia, to oversee companys financial reporting process, disclosure of financial information, and reviewing the performance of statutory and internal auditors with management.

23. Annual Return as per section 92(3) of the Act:

Pursuant to provisions of Section 134(3)(a) and Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014 as amended from time to time, the Annual Return of the Company for Financial Year 2025-26 is available on the Companys website at web link .

24. Related Party Transactions:

During the financial year 2025-2026, all contracts/ arrangements/ transactions entered into by the Company with its related parties were reviewed and approved by the Audit Committee and the Board. Prior omnibus approvals were obtained from the Audit Committee for related party transactions which were of repetitive nature, entered in the ordinary course of business and on an arms length basis. No transaction with any related party was in conflict with the interest of the Company.

All Related Party Transactions that were entered into during the financial year were on an arms length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Companies Act, 2013 (the Act) and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

There are no material contracts or arrangements or transactions during the year. Thus the disclosure in Form AOC-2 under section 134(3) (h) of the Companies Act, 2013 read with Rule 8(20) of the Companies (Accounts) Rules, 2014 is not applicable.

In compliance with the Act and the Listing Regulations, the Company has formulated a Policy on Related Party Transactions (RPTs) and manner of dealing with RPTs. The updated Policy can be accessed on the Companys .

25. Disclosures as required under Sexual Harassment of Women at Workplace(Prevention, Prohibition and Redressal) Act, 2013 and Constitution of Internal Complaints Committee:

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made there under. The Policy aims 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.

Pursuant to Section 4 of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Directors has constituted Internal Complaints Committee in the Company for the purpose of redressal of the complaints of the women employees and for rendering all assistance to the woman employee making the complaint.

The details of complaints during the financial year are as follows:

Number of complaints of Sexual harassments received during the year: Nil

Number of complaints disposed of during the year: Nil

Number of cases pending for more than 90 days: Nil

Number of awareness programmes conducted: Nil

During the year under review, the Company has not received any grievance/complaint from any women employee.

26. Risk Management:

The Company has established a well-defined process of risk management, wherein the identification, analysis and assessment of the various risks, measuring of the probable impact of such risks, formulation of risk mitigation strategy and implementation of the same takes place in a structured manner. Though the various risks associated with the business cannot be eliminated completely, all efforts are made to minimize the impact of such risks on the operations of the Company. Necessary internal control systems are also put in place by the Company on various activities across the board to ensure that business operations are directed towards attaining the stated organizational objectives with optimum utilization of the resources. The company has developed and implemented risk management policy. Company has an effective risk management system to keep track of business and operational hazards. All major functions and divisions are responsible for independently monitoring risks in their respective areas of operations. The risk management process is overseen by the Companys board of directors.

The Company, through its risk management process, aims to contain the risks within its appetite. There are no risks which in the opinion of the Board threaten the existence of the Company.

27. Vigil Mechanism/Whistle Blower Policy:

Your Company is committed to highest standards of ethical, moral and legal business conduct. Accordingly, the Board

of Directors have formulated a Whistle Blower Policy which is in compliance with the provisions of Section177(10) of the Act and the applicable provisions of the Listing Regulations. Employees can raise any suspected or actual violations to the Code of Conduct. Specifically, employees can raise concerns regarding any discrimination, harassment, victimization, any other unfair practice being adopted against them or any instances of fraud by or against your Company. The Company has also provided direct access to the Chairman of the Audit Committee on reporting issues concerning the interests of employees and the Company. The Board has approved the Policy for Vigil Mechanism which is available on the website of the Company at

During the year under review, there was no incidence/case reported under the above provisions.

28. Corporate Governance:

The Company is committed to maintaining high standards of corporate governance and conducting its business in a transparent, ethical and responsible manner, while safeguarding the interests of all its stakeholders. The Company follows sound principles and practices of corporate governance appropriate to the nature and scale of its operations.

The equity shares of the Company are listed on the SME Platform of BSE Limited. Accordingly, pursuant to Regulation 15(2) ofthe SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), the provisions relating to corporate governance specified under Regulations 17 to 27 of the SEBI Listing Regulations are not applicable to the Company.

The Company shall ensure compliance with the applicable provisions of the SEBI Listing Regulations and other applicable laws. In the event the aforesaid corporate governance provisions become applicable to the Company in the future, the Company undertakes to comply with the same within the timelines prescribed under the applicable laws and regulations.

29. Significant and Material Orders Passed by the Regulators or Courts or Tribunals:

During the year under review, no significant or material orders were passed by any regulatory authority, court or tribunal which could have a material impact on the going concern status of the Company or its operations in the foreseeable future.

30. Corporate Social Responsibility (CSR):

The provisions relating to Corporate Social Responsibility (CSR) under Section 135 ofthe Companies Act, 2013, read with the rules made thereunder, are not applicable to the Company, as the Company does not fall within the prescribed thresholds or criteria specified under the said provisions for the financial year under review.

31. Secretarial Standard Compliance:

During the year under review, the Company has duly 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 of the Companies Act, 2013, to the extent applicable to the Company.

32. Code of Conduct for Prevention of Insider Trading:

Pursuant to the provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, the Company has adopted a Code of Conduct for Prevention of Insider Trading (Code) to regulate, monitor and report trading in the securities ofthe Company by its Directors, designated persons and employees, as applicable.

The Code, inter alia, provides for pre-clearance of trades by the designated persons, wherever applicable, and prohibits trading in the securities of the Company while in possession of unpublished price sensitive information (UPSI) relating to the Company or its securities. The Code also incorporates appropriate mechanisms for maintaining confidentiality of UPSI and ensuring compliance with the applicable provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015.

The Company has designated the Company Secretary as the Compliance Officer responsible for administering and monitoring compliance with the Code and the applicable provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015 by the Directors, designated persons and employees who may have access to UPSI.

33. Subsidiaries/Associates and Joint Venture of the Company:

As on 31 st March, 2026, the Company did not have any subsidiary, associate company or joint venture. Further, the Company was not a subsidiary of any other company as on the said date.

Accordingly, the provisions of the Companies Act, 2013 and the rules made thereunder relating to disclosures and compliances pertaining to subsidiaries, associate companies and joint ventures, to the extent applicable, were not applicable to the Company during the financial year under review.

34. Proceedings Initiated/ Pending against the Company under the Insolvency andBankruptcy Code, 2016:

During the year under review, there were no proceedings initiated or pending against the Company under the Insolvency and Bankruptcy Code, 2016, which may materially affect the business, operations or financial position of the Company.

35. Details of difference between amount of the Valuation done at the time of One Time Settlement and the Valuation done while taking loans from the Banks or Financial Institution along with the reasons thereof:

During the financial year under review, there were no instances of any one-time settlement with banks or financial institutions. Accordingly, no valuation was carried out in connection with any one-time settlement, and hence, there is no difference between the amount of valuation at the time of one-time settlement and the valuation carried out while availing loans from banks or financial institutions.

36. A statement by the company with respect to the Compliance to the Provisions Relating to the Maternity Benefits Act, 1961.

The Company has complied with the applicable provisions of the Maternity Benefit Act, 1961, as amended from time to time. The Company ensures that all eligible women employees are provided with the benefits and protections available under the applicable provisions of the said Act, including maternity leave, nursing breaks and protection against dismissal or discrimination during the maternity period.

The Company is committed to maintaining a safe, supportive and inclusive workplace and continues to adopt appropriate measures and practices to support the health, safety and well-being of its women employees during maternity and post-maternity periods.

37. Directors Responsibility Statement:

Pursuant to the requirement under section 134(5) of the Companies Act, 2013 with respect to Directors Responsibility Statement, it is hereby confirmed that:

(i) In the preparation of the annual accounts for the Financial year ended 31 st March, 2026, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(ii) The Directors had 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 31 st March, 2026 and of the Profit and Loss of the Company for that period;

(iii) The Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) The Directors had prepared the annual accounts on a going concern basis;

(v) The Directors had laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively;

(vi) The Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

38. Acknowledgments:

The Directors place on record their sincere appreciation for the valuable contribution, dedication, commitment and hard work of the employees at all levels, whose continued efforts have contributed significantly to the performance and progress of the Company during the year under review.

The Directors also express their gratitude for the continued support and cooperation extended by the Companys bankers, government authorities, business associates, customers and other stakeholders. The Directors acknowledge with appreciation the continued confidence and trust reposed in the Company by its shareholders and look forward to their continued support and cooperation in the Companys future endeavours.

Annexure to the Board Report Annexure-A

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

Information as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are set out as under:

CONSERVATION OF ENERGY
A	The steps taken or impact on conservation of energy	Your Company is committed to adopt energy efficient practices at its offices and other premises to reduce the consumption of power by analysing power factor, maximum demand, working hours, load factor, specific energy consumption and monthly consumption.
B	Steps taken by the Company for utilizing alternate sources of energy	The Company has endeavored to reduce energy consumption by installation of LED lights in place of regular bulbs.
C	The Capital investment on energy conservation equipment	Your Company has not made any Capital Investment on energy conservation equipment. Company ontinues to make various revenue expenditures on energy conservation equipment.
TECHNOLOGY ABSORPTION
A	The efforts towards technology absorption	The Company is using indigenous technology and there is no plan for introducing new technology as of now.
B	The benefit derived like product improvement, cost reduction, product development or import substitution	Not measurable
C	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	NA
	taken place and the reasons thereof	NIL
D	The expenditure incurred on Research and Development
FOREIGN EXCHANGE EARNINGS AND OUTGO
A	Foreign exchange earnings in terms of actualinflows	NIL
B	Foreign exchange outgo in terms of actualoutflows	NIL

Annexure to the Board Report Annexure-B