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Lexoraa Industries Ltd Directors Report

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Oct 27, 2026|04:00:00 PM

Lexoraa Industries Ltd Share Price directors Report

To,The Members,

LEXORAA INDUSTRIES LIMITED (Formerly known as " Servotech Industries Limited " )

Your Director s have pleasure in presenting their 31st Annual Report on the business and operations of the Company and the accounts for the Financial Year ended March 31, 2026.

[The amounts appearing in the report have been rounded off to lakhs except No. of shares and EPS in accordance with the Financial Statements]

1. FINANCIAL SUMMARY OR HIGHLIGHTS

The financial performance of your company for the year ending March 31, 2026 is summarized below:

Particulars 2025-26 Current Year (Rs.) 2024-25 Previous Year (Rs.)
Revenue from Operations 1576.48 336.12
Other Income 0.05 0.00
Total Revenue 1576.53 336.12
Total Expenditure 1574.31 383.68
Profit/(Loss) before Prior Period Items & tax 2.21 (47.56)
Less: Prior period Items - -
Total profit before exceptional items and tax 2.21 (47.56)
Exceptional items
Total profit before tax 2.21 (47.56)
Less: Current Year - -
Earlier Year - -
Deferred tax - -
Profit/(Loss) after Tax 2.21 (47.56)
Earnings Per Share (Basic/Diluted) 0.06 (1.21)
No. of shares used in computing EPS 39,29,000 39,29,000

2. BRIEF DESCRIPTION OF THE COMPANYS WORKING DURING THE YEAR:

During the year under review, on a standalone basis, the Company recorded total revenue including other income from operations of 1576.48 lakhs as against 336.12 lakhs revenue in the previous financial year. The Company has, however, incurred a net Profit of 2.21 lakhs in the financial year 2025-26, as compared to a net loss of 47.56 lakhs in the financial year 2024-25.

The management remains focused on strengthening operational efficiencies, enhancing revenue streams, and implementing cost optimization measures. The Company is also exploring new business opportunities and strategic initiatives aimed at improving profitability and ensuring sustainable long-term growth.

3. TRANSFER TO RESERVES:

During the year under review, Pursuant to provisions of Section 134(3)(j) of the Companies Act 2013, the board of Directors of the company has not proposed to transfer any amount to the reserve account.

4.STATE OF THE COMPANYS AFFAIR:

A) Business Operations

Earlier engaged primarily in the business of manufacturing, trading, import, export and dealing in machinery, equipment, tools, solvent extraction, refining, vanaspati, cattle feed, oil milling, and chemical processing of industrial products and Agro & Food Products, the Company has now strategically transitioned into new business of jewellery with promising growth potential.

The present nature of business includes:

?‚? Jewellery, Gems & Precious Metals - Expansion into the jewellery sector encompassing gold, silver, diamonds, pearls, precious stones, bullion, artefacts, and related products, including trading, import, export, and establishment of showrooms.

?‚? Agro & Food Products - Diversification into trading, import, export, and distribution of agricultural, horticultural, and other agro-based products including fruits, vegetables, edible oils, organic foods, dairy products, health foods, protein foods, fast-moving consumer goods, and packaged foods.

?‚? Manufacturing & Processing - Continuing capabilities in manufacturing, repairing, distributing, and dealing in machinery, equipment, tools, solvent extraction, refining, vanaspati, cattle feed, oil milling, and chemical processing.

B) Future Outlook

Looking ahead, the Company aims to consolidate its position in the jewellery sector and expand its footprint across domestic and export markets. The jewellery business is expected to act as a key growth driver, supported by increasing consumer demand and favourable industry dynamics.

5.DIVIDEND:

During the year the company did not recommend any dividend for the period ended March 31, 2026.

6.CHANGE IN THE NATURE OF BUSINESS

During the year under review, there has been no change in the core nature of business of the Company. The Company continues to be engaged in the business of Jewellery, Gems & Precious Metals, Agro & Food Products, as well as the manufacturing, trading, import, and export of a wide range of industrial products.

7. LISTING OF SHARESYour Companys shares are listed on BSE Limited, and the listing fees for the Financial year 2025-26 have been duly paid. The Companys shares are not suspended for trading on Stock Exchange(s).

8.CAPITAL STRUCTURE:

During the financial year 2025-26, there has been no change in the share capital of the Company during the year under review.

The detailed capital structure and related changes during the year are as follows:

A. Authorised Share Capital

During the financial year under review, the Board of Directors, at its meeting held on 9th March, 2026, approved, subject to the approval of the shareholders, the increase in the Authorised Share Capital of the Company from 20,00,00,000/- (Rupees Twenty Crore only) divided into 2,00,00,000 (Two Crore) Equity Shares of 10/- (Rupees Ten only) each to 50,00,00,000/- (Rupees Fifty Crore only) divided into 5,00,00,000 (Five Crore) Equity Shares of 10/- (Rupees Ten only) each.

The members of the Company approved the aforesaid increase in the Authorised Share Capital by passing an Ordinary Resolution at the Extra-Ordinary General Meeting (EOGM) held on 31st March, 2026. Consequent upon such approval, Clause V (Capital Clause) of the Memorandum of Association of the Company was suitably altered.

The Authorised Share Capital of the Company is Rs. 50,00,00,000/- (Fifty Crore only) divided into 5,00,00,000 (Five Crore only) Equity Shares of Rs. 10/- (Rupees one only)

Accordingly, as on 31st March, 2026, the Authorised Share Capital of the Company stood at 50,00,00,000/- (Rupees Fifty Crore only) divided into 5,00,00,000 (Five Crore) Equity Shares of 10/- (Rupees Ten only) each.

B. Issued, Subscribed and Paid-up Share Capital

The paid-up equity share capital of the Company as on March 31, 2025, stood at 3,92,90,000/- (Rupees Three Crores Ninety-Two Lakhs Ninety Thousand only), divided into 39,29,000 (Thirty-Nine Lakhs Twenty-Nine Thousand) Equity Shares of 10/- (Rupees Ten only) each.

In addition, the Company has Forfeited Shares amounting to 30,06,000/- (Rupees Thirty Lakhs Six Thousand only), divided into 12,02,400 (Twelve Lakhs Two Thousand Four Hundred) Equity Shares of 2.50/- (Rupees Two and Paise Fifty only) each. Accordingly, the aggregate capital amounts to 4,22,96,000/- (Rupees Four Crores Twenty-Two Lakhs Ninety-Six Thousand only).

During the financial year under review, there was no change in the Issued, Subscribed and Paid-up Equity Share Capital of the Company. The increase effected during the year was limited to the Authorized Share Capital, as approved by the shareholders at the Extra-Ordinary General Meeting held on 31st March, 2026.

3. Summary of Other Capital Events during the financial year 2025-26

Event Type Status
Preferential Allotment During the Financial Year no shares were issued under any Preferential Issue.
Rights Issue*** During the year company has not increased its issued and paid-up Equity Share Capital by making any right issue of shares.
Bonus Issue During the Financial Year no shares were issued to existing shareholders as Bonus Shares under any Bonus Issue.
Shares with Differential Voting Rights Company does not have Equity Shares with differential rights and have not issued any shares with differential rights during the financial year 2024-25 hence no information as per provisions of Section 43(a) (ii) of the Act read with Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished
Sweat Equity Shares During the Financial Year no shares were issued as Sweat Equity Shares under any Scheme hence no information as per provisions of Section 54(1) (d) of the Act read with Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.
Employee Stock Options (ESOPs) During the Financial Year no shares were issued under any Scheme of Employee Stock Option hence no information as per provisions of Section 62(1) (b) of the Act read with Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished
Provision for Purchase of Own Shares by Employees or Trustees There was no provision made of the money by the company for purchase of its own shares by employees or by trustees for the benefit of employees or by trustees for the benefit of employees.
Splitting/Sub-division of Shares No splitting/ sub division of shares was done during the financial year 2025-26.
Buy back of securities: The Company has not bought back any of its securities during the year under review.

1. *Approval of Rights IssueThe Board of Directors, at its meeting held on 3rd July, 2026, approved the raising of funds by way of a Rights Issue aggregating up to Rs.69 Crores, through the offer and issuance of fully paid-up equity shares of the Company having a face value of Rs.10/- each at an issue price of Rs.18/- per equity share (including a premium of 8/- per equity share) to the eligible equity shareholders of the Company, in accordance with the applicable provisions of the Companies Act, 2013, the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws.

The Rights Issue shall be made to the eligible equity shareholders as on the Record Date, which will be determined and notified by the Board/Committee in due course, subject to receipt of the necessary statutory and regulatory approvals.

The Rights Issue shall be made to the eligible equity shareholders as on the Record Date, which will be determined and notified by the Board/Committee in due course, subject to receipt of the necessary statutory and regulatory approvals.

10 DIRECTORS AND KEY MANAGERIAL PERSONNEL:

A) Composition of Board of Directors

The Board of Directors of the Company comprises individuals of proven integrity and competence. Collectively, the Directors bring with them diverse experience, financial expertise, strategic foresight, and leadership capabilities. The Board members are committed to the Companys growth and governance and devote sufficient time to deliberations and participation in Board and Committee meetings.

As on March 31, 2026, the composition of the Board complies with the provisions of Section 149 of the Companies Act, 2013. The Company strives to follow good governance practices by maintaining an optimum combination of Executive, Non-Executive, and Independent Directors as per the provisions of Section 149 of the Companies Act, 2013.

As of the reporting date, the Board comprises Four (4) Directors. The composition and category of Directors are provided below:

Sr. No. Name and DIN Designation/ Category Date of appointment Date of cessation & Mode of Cessation
1. ANIL MEHTA BABUBHAI (DIN: 02979904) Managing Director 09/11/2023 -
2. NIKITA D KOTHARI (DIN: 07780991) Non-Executive, Woman Director 09/11/2023 -
3. RAKESH AGRAWAL (DIN: 11094066) Additional Director (Non-Executive, Independent Director) 09/12/2025 -
4. PREETI VIJAYVARGIA (DIN:11095253) Additional Director (Non-Executive, Independent Director) 09/12/2025 -
5. Mr. Rajesh Kumar Kothari (DIN: 10174698) Sr. No. Name and DIN Designation/ Category Date of appointment Date of cessation & Mode of Cessation
5. Mr. Rajesh Kumar Kothari (DIN: 10174698) Non-Executive Independent Director 08/12/2023 05/12/2025
6. Mr. Pranam Harish Mehta (DIN: 05154693) Non-Executive Independent Director 04/09/2024 05/08/2025
7. Mr. Sagar B. Shah (DIN:08663318) Non-Executive Independent Director 05/08/2025 05/12/2025

After the closing of the financial year, Sam Sharda Fernandes (DIN: 02051319) has been appointed as Executive Director w.e.f 30/04/2026. And Re-designated as Executive Director & Chief Financial Officer.

B) Composition of Key Managerial Personnel

NAME Designation/ Category Date of appointment Date of cessation & Mode of Cessation
Mrs. Monika Soni Company Secretary 28/10/2025 NA
Sam Sharda Fernandes Chief Financial Officer 09/02/2026 NA
Mrs. Mamta Nilesh Kothari Chief Financial Officer 09/05/2024 05/12/2025
Mr. Kalpesh Chandrakant Joshi Company Secretary 30/11/2024 05/08/2025

A. Retirement by Rotation & Re-Appointment of Director

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Nikita d Kothari (DIN: 07780991) Non-Executive Director of the Company, whose period of office is liable to retire by rotation under section 152 of the Companies Act will retire at ensuing the Annual General Meeting. He is eligible for re-appointment and offered herself for re-appointment. The Board recommends his re-appointment to the members at the ensuing Annual General Meeting and the shareholders are requested to consider his re-appointment on the board.

B. Independent Directors

As on March 31, 2026, the Company has two Independent Directors:

Mr. Rakesh Agrawal

1 Ms. Preeti Vijayvargi

These Independent Directors bring with them rich experience and independent judgement, contributing significantly to the governance framework of the Company.

Meeting of Independent Directors

In compliance with Schedule IV of the Companies Act, 2013 and Regulation 25 of SEBI (LODR) Regulations, 2015, a separate meeting of the Independent Directors was held on February 25th, 2026, without the presence of Executive or Non-Independent Directors. All the Independent Directors were present at the Independent Directors meeting.

The meeting reviewed:

?‚? Performance of Non-Independent Directors and the Board as a whole,

?‚? Performance of the Chairperson,

?‚? Quality, quantity, and timeliness of information flow between the management and the Board.

Al l Independent Directors attended the meeting. The composition of the meeting was as follows:

Name Position Category
Mr. Rakesh Agrawal Chairman Non-Executive Independent Director
Preeti Vijayvargia Member Non-Executive Independent Director

Familiarization Program for Independent Directors

The Company conducts structured induction and orientation sessions for new Directors to familiarize them with the business operations, strategic priorities, industry dynamics, and their roles and responsibilities.

Declaration by Independent Directors

The provisions of Section 149 relating to the appointment of Independent Directors are applicable to the Company.

Furthermore, the requirements under Section 134(3)(d) read with Section 149(6) regarding the statement of declaration by Independent Directors are also applicable to the Company.

Pursuant to Section 149(6) of the Companies Act, 2013, Rule 5 of the Companies (Appointment and Qualification of Directors) Rules, 2014, and Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015, all Independent Directors have confirmed that:

?‚? They meet the criteria of independence.

?‚? They are not disqualified from continuing as Independent Directors.

?‚? They have complied with the Code of Conduct and other regulatory obligations.

These declarations have been duly noted and taken on record by the Board.

Boards Opinion on Integrity, Expertise and Experience of Independent Directors

Pursuant to the provisions of Section 149 of the Companies Act, 2013 read with applicable Rules and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors hereby affirms that in its opinion, the Independent Directors appointed during the year possess the highest standards of integrity and demonstrate the requisite expertise, experience, and proficiency required to discharge their roles and responsibilities effectively. The Board further confirms that the Independent Directors bring with them rich experience in their respective fields, which adds significant value to the deliberations and decision-making processes of the Company.

The salient features of the policy and changes therein, if any, along with the web address of the policy, is https://lexoraaindustries.com/ .

C. Key Managerial Personnel (KMP)

As on March 31, 2026, the Key Managerial Personnel of the Company include:

?‚? Mr. Anil Mehta Babubhai - Managing Director (appointed w.e.f. November 09, 2023)

?‚? Sam Sharda Fernandes - Chief Financial Officer (appointed w.e.f. 09/02/2026)

?‚? Mrs. Monika Soni - Company Secretary cum compliance officer (appointed w.e.f. 28/10/2025)

11.COMPANY S POLICY ON DIRECTORSAPPOINTMENT AND REMUNERATION /REMUNERATION POLICY:

The Board has adopted a policy for selection and appointment of Directors, Key Managerial Personnel, Senior Management and their remuneration.

Based on the recommendation of Nomination & Remuneration Committee, the Board of Directors approved and adopted a Policy for selection, appointment and remuneration of Directors, Key Managerial Personnel and other employees of the Company as required under Section 178(3) of the Act.

The Nomination & Remuneration Committee identifies and ascertains the integrity, qualification, expertise and experience of the person for appointment as Director and ensures that the candidate identified possesses adequate qualification, expertise and experience for the appointment as a director.

The Nomination & Remuneration Committee ensures that the candidate proposed for appointment as Director is compliant with the provisions of the Companies Act, 2013. - The candidates appointment as recommended by the Nomination and Remuneration Committee requires the approval of the Board.

In case of appointment of Independent Directors, the Nomination and Remuneration Committee satisfies itself with regard to the independent nature of the Directors vis-a-vis the Company so as to enable the Board to discharge its function and duties effectively.

The Nomination and Remuneration Committee ensures that the candidate identified for appointment as a Director is not disqualified for appointment under Section 164 of the Companies Act, 2013.

The Remuneration Policy of the Company has been disclosed on the Companys website and can be accessed at https://lexoraaindustries.com/

12 MEETINGS:

A. Board Meetings:

The Board meets at regular intervals to discuss and take a view on the Companys policies and strategy apart from other Board matters. The notice for the board meetings is given well in advance to all the Directors.

During the Financial Year 2025-26, the Company held 10 board meetings of the Board of Directors as per Section 173 of the Companies Act, 2013. The provisions of the Companies Act, 2013 were adhered to while considering the time gap between two meetings.

The detail of board meeting held and the attendance of the Directors during the financial year 2025-26 were given below:-

Sr. No. Date of Meeting Total No. of Directors as on date of meeting Attendance: No. of Directors attended Attendance: % of Attendance
1. 28/05/2025 4 4 100%
2. 05/08/2025 4 4 100%
3. 03/09/2025 4 4 100%
4. 28/10/2025 4 4 100%
5. 07/11/2025 4 4 100%
6. 05/12/2025 4 4 100%
7. 06/12/2025 4 4 100%
8. 27/01/2026 4 4 100%
9. 09/02/2026 4 4 100%
10. 09/03/2026 4 4 100%

Frequency and Quorum at these Meetings were in conformity with the provisions of the companies Act, 2013 and the - Listing Regulation and the listing agreements entered into by the company with the Stock Exchange. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013 and SEBI (LODR) Regulations, 2015.

B. Extra Ordinary General Meeting:

As per Section 100 of Companies Act, 2013, The Company had held an Extra Ordinary General Meeting for the financial year 2025-26 on 31st March, 2026.

C. Annual General Meeting:

The Annual General Meeting for the financial year 2024-25 was held on 30/09/2025.

E. COMMITTEES OF THE BOARD:

The Company has formed committees as required under the Companies Act, 2013. Accordingly, as on 31st March, 2026 and presently the board has Three (3) committees i.e. Audit Committee, Nomination and Remuneration Committees and Stakeholders Relationship Committee. The constitution of which are given below:

I. AUDIT COMMITTEE

The composition of the Audit Committee and terms of reference are in compliance with the provisions of Section 177 of the Companies Act, 2013 read with Rule 6 of the companies (Meeting of board and its power) rules, 2014 and Regulation of the SEBI (LODR) Regulations 2015. All members of the Committee are financially literate and have accounting or related financial management expertise.

The Terms of reference of the Committee can be accessed at https://lexoraaindustries.com/INDUSTRIES%20INVESTOR/ .

The composition of the Audit Committee as on March 31, 2026 comprises of the following members:

S. No. Name Position Category
1. Mr. Rakesh Agrawal Chairman Non-Executive and Independent Director
2. Mrs. Nikita D. Kothari Member Non-Executive and Non Independent Director
3. Preeti Vijayvargia Member Non-Executive and Independent Director

Note: -

1. During the year, Mr. Rakesh Agrawal has been appointed as a chairman of the committee from 06/12/2025.

2. Preeti Vijayvargia has been appointed as a member of the committee from 06/12/2025.

3. Mrs. Nikita D. Kothari has been appointed as a member of the committee from 05/08/2025.

4. Mr. Rajesh Kumar Kothari ceased to be a Chairman of the Committee with the effect from 05/12/2025.

5. Mr. Sagar Bipin Chandra Shah ceased to be a Member of the Committee with the effect from 05/12/2025.

6. Mr. Pranam Harish Mehta ceased to be a Member of the Committee with the effect from 05/08/2025.

During the year under review, the Audit Committee met 5 time wherein due quorum was present for the meeting and the notice of meeting was given to all the Members namely as mention hereunder:

All the recommendations of the Audit Committee in the financial year 2025-26 were accepted by the Board during the year under review.

Sr. No. Date of Meeting Total No. of Members on date of meeting Attendance: No. of Members attended Attendance: % of Attendance
1. 28/05/2025 3 3 100%
2. 05/08/2025 3 3 100%
3. 07/11/2025 3 3 100%
4. 27/01/2026 3 3 100%
5. 09/03/2026 3 3 100%

Following is the detail of the attendance of each of the members of the Audit Committee at its Meeting held during the year under review:

II. NOMINATION AND REMUNERATION COMMITTEE:

The composition of the Nomination and Remuneration Committee and terms of reference are in compliance with the provisions of Section 178 of the Act, Schedule V and all other applicable provisions of the Companies Act, 2013 read with Rule 6 of the Companies (Meetings of Board and its Power) Rules, 2014.

The Terms of reference of the Committee can be accessed at https://lexoraindustries.com/INDUSTRIES%20INVESTOR/

Criteria for performance evaluation

As per the provisions of the SEBI (LODR), Regulations, 2015, the Nomination and Remuneration Committee (the - Committee) has laid down the evaluation criteria for performance evaluation of Independent Directors.

The manner for performance evaluation of Directors (including Independent Directors) and Board as whole has been covered in the Boards Report.

The Nomination and Remuneration Committee has devised criteria for evaluation of the performance of the Directors including the Independent Directors. The said criteria provide certain parameters like attendance, acquaintance with business, communication inter se between Board members, effective

participation, domain knowledge, compliance with code of conduct, vision and strategy, benchmarks established by global peers etc., which is in compliance with applicable laws, regulations and guidelines.

The Nomination and Remuneration Committee consists of the following members:

Sr. No. Name Position Category
1. Mr. Rakesh Agrawal Chairman Non-Executive and Independent Director
2. Mrs. Nikita D. Kothari Member Non-Executive and Non-Independent Director
3. Ms. Preeti Vijayvargia Member Non-Executive and Independent Director

Note: -

1. During the year, Mr. Rakesh Agrawal has been appointed as a Chairman of the committee from 06/12/2025.

2. Preeti Vijayvargia has been appointed as a member of the committee from 06/12/2025.

3. Mrs. Nikita D. Kothari has been appointed as a member of the committee from 05/08/2025.

4. Mr. Rajesh Kumar Kothari ceased to be a Chairman of the Committee with the effect from 05/12/2025.

5. Mr. Sagar Bipinchandra Shah ceased to be a Member of the Committee with the effect from 05/12/2025.

6. Mr. Pranam Harish Mehta ceased to be a Member of the Committee with the effect from 05/08/2025.

During the year under review, the Nomination and Remuneration Committee met 05 time wherein due quorum was present for the meeting and the notice of meeting was given to all the Members. The committee review the performance and compensation of the directors and key managerial personnels and recommended the few suggestions. Same was reviewed and accepted by the Board of Directors.

Following is the detail of the attendance of each of the members of the Nomination and Remuneration Committee at its Meeting held during the year under review:

Sr. No. Date of Meeting Total No. of Members on date of meeting Attendance: No. of Members attended Attendance: % of Attendance
1. 05/08/2025 3 3 100%
2. 03/09/2025 3 3 100%
3. 28/10/2025 3 3 100%
4. 05/12/2025 3 3 100%
5. 09/02/2026 3 3 100%

III. STAKEHOLDERS RELATIONSHIP COMMITTEE

The composition of the Stakeholders Relationship Committee and terms of reference are in compliance with the provisions of Section 178(5) of the Act and all other applicable provisions of the Companies Act, 2013 read with the Rules framed thereunder.

The Terms of reference of the Committee can be accessed at https://lexoraaindustries.com/INDUSTRIES%20INVESTOR/ .

The SRC Committee consists of the following members:

Sr. No. Name Position Category
1. Mr. Rakesh Agrawal Chairman Non-Executive and Independent Director
2. Mrs. Nikita D. Kothari Member Non-Executive and Non Independent Director
3. Ms. Preeti Vijayvargia Member Non-Executive and Independent Director

Note:

1. During the year, Mr. Rakesh Agrawal has been appointed as a Chairman of the committee from 06/12/2025.

2. Preeti Vijayvargia has been appointed as a Member of the committee from 06/12/2025.

3. Mrs. Nikita D. Kothari has been appointed as a Member of the committee from 05/08/2025.

4. Mr. Rajesh Kumar Kothari ceased to be a Chairman of the Committee with the effect from 05/12/2025.

5. Mr. Sagar Bipinchandra Shah ceased to be a Member of the Committee with the effect from 05/12/2025.

6. Mr. Pranam Harish Mehta ceased to be a Member of the Committee with the effect from 05/08/2025.

During the year under review, the SRC Committee met 2 times wherein due quorum, was present for the meeting and the notice of Board meeting was given to all the Members. Following is the detail of the attendance of each of the members of the CSR Committee at its Meeting held during the year under review:

Sr. No. Date of Meeting Total No. of Members on date of meeting Attendance: No. of Members attended Attendance: % of Attendance
1. 28/05/2025 3 3 100%
2. 05/08/2025 3 3 100%
3. 07/11/2025 3 3 100%
4. 27/01/2026 3 3 100%
5. 09/03/2026 3 3 100%

13. CORPORATE SOCIAL RESPONSIBILITYThe provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 are presently not applicable to the Company. Accordingly, your Company is not required to constitute a CSR Committee.

14.VIGIL MECHANISM/WHISTLE BLOWER POLICY:

The Company in accordance with the provisions of Section 177 (9) & (10) of the Act has established a robust Vigil Mechanism Policy for Directors and employees to report genuine concerns to the management viz, instances of unethical behaviour, actual or suspected fraud or violation of the Companys code of conduct or ethics policy and assist the Audit Committee. The Directors and employees are encouraged to come forward and express his/her concern(s) without fear of punishment or unfair treatment.

The Whistle Blower Policy/ Vigil Mechanism Policy of the Company is available on the Company website

15.RISK MANAGEMENT:

Your Company believes that managing risks helps in maximizing returns. The Company has formally adopted a Risk Management Policy to identify and assess the key risk areas, monitor and report compliance and effectiveness of the policy and procedure. The Company has a risk management framework in place for identification, evaluating and management of risks. In line with your Companys commitment to deliver sustainable value, this framework aims to provide an integrated and organized approach for evaluating and managing risks. The Audit Committee periodically reviews the risks and suggests steps to be taken to control and mitigate the same through a properly defined framework. Further, the risks associated to the Companys business are provided in the Management Discussion and Analysis Report.

16.GENDER-WISE COMPOSITION OF EMPLOYEES:

In alignment with the principles of Diversity, Equity, and Inclusion (DEI), the Company discloses below the gender composition of its workforce as on the March 31, 2026.

Male Employees:0 Female Employees:2 Transgender Employees:0

This disclosure reinforces the Companys efforts to promote an inclusive workplace culture and equal opportunity for all individuals, regardless of gender.

17. ANNUAL PERFORMANCE EVALUATION OF THE BOARD OF DIRECTORS, COMMITTEES AND INDIVIDUAL DIRECTOR:

In accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual evaluation of its own performance, the performance of its committees, and of individual Directors. The evaluation was carried out through a structured process covering various aspects of the Boards functioning such as composition, structure, culture, diversity, experience, competencies, performance of specific duties and obligations, quality of decision-making and effectiveness of meetings.

The performance of the Committees was evaluated by the Board on parameters such as composition, effectiveness of recommendations, adequacy of deliberations, and contribution towards Boards effectiveness. The performance of individual Directors was evaluated based on criteria such as preparedness, participation, contribution, and guidance provided to the management.

The Independent Directors, at their separate meeting held on 25/02/2026, reviewed the performance of the Non-Independent Directors, the Board as a whole, and the Chairperson of the Company, taking into account the views of Executive and Non-Executive Directors. The Nomination and Remuneration Committee also reviewed the performance of the Board, its committees, and individual Directors.

The Board expressed its satisfaction with the evaluation process and the performance of the Board, its committees, and individual Directors.

18 PARTICULARSOF EMPLOYEES AND RELATED INFORMATION

Pursuant to the amendment in the Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, a detailed statement is attached as Annexure E.

19. REGISTRAR AND SHARE TRANSFER AGENT:

The Company is required to appoint a Registrar and Share Transfer Agent.

The Company has appointed MUFG INTIME INDIA PVT. LTD as its Registrar and Share Transfer Agent (RTA) to handle all share registry work, both in physical and electronic form.

The details of the RTA are as under:

MUFG INTIME INDIA PVT. LTD (Earlier known as Link Intime India Pvt. Ltd)

Registered Office: C 101, 247 Park, Lal Bahadur Shastri Marg, Surya Nagar, Gandhi Nagar, Vikhroli West, Mumbai, Maharashtra 400083

Tel: 022 4918 6000 Email: mumbai@linkintime.co.in Website: www.linkintime.co.in

Shareholders/investors are requested to contact the RTA for matters relating to share transfers, dematerialization, rematerialisation, change of address, and other related queries. Note:

The Company had appointed M/s. Purva Sharegistry (India) Private Limited as Registrar and Share Transfer Agent on 03rd July, 2024 but had not intimated effective date of Appointment to the Stock Exchange.

Subsequently, with effect from 24th December, 2024, the Company has continued the services of MUFG Intime India Private Limited (formerly known as Link Intime India Private Limited) as the Registrar and Share Transfer Agent of the Company.

20. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES: Company does not have any Subsidiary, Joint venture or Associate Company.

21. AUDITOR

1. Statutory Auditor:

The Auditors M/s. Bakliwal & Co, Chartered Accountants (Firm Registration No. 130381W), have been appointed in the 29th Annual General Meeting held on September 28th, 2024 by the approval of members as Statutory Auditors of the company to hold the office for 5(five) consecutive year from the financial year 2024-2025 up to the financial year 2028-2029 at such remuneration as may be fixed by the board of directors of the company in consultation with them subject to their eligibility criteria.

AUDITORSREPORT:

The Auditors Report does not contain any qualification and it is self-explanatory

II. COST AUDITOR:

The maintenance of cost records and Cost Audit is not applicable to the products/business of the Company for the F.Y. 2025-26. Therefore the Company is not required to appoint a cost auditor as per the provisions of section 148 of the Companies Act, 2013

III. SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act, 2013 (the Actl), read with the Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board had appointed M/s Jay Bhatt & Associates, Company Secretaries as the Secretarial Auditor of the Company to conduct the Secretarial Audit for the financial year 2025-26

The Board of Directors has recommended the appointment, M/s Jay Bhatt & Associates, Peer Reviewed Firm of Company Secretaries in Practice as the Secretarial Auditor of the Company for a term next of 5 (five) years commencing from the financial year 2026-27 and continuing until the financial year 2030-31 subject to the approval of the members in the ensuing 31st Annual General Meeting.

The proposed Secretarial Auditor has furnished their written consent to act as secretarial auditor and confirmed his eligibility and non-disqualification under the applicable provisions of the Companies Act, 2013 and SEBI Listing Regulations.

The Secretarial Audit Report in Form MR-3, issued by M/s Jay Bhatt & Associates, for the financial year ended March 31, 2026, has been received and is annexed to this Report as - Annexure - B.

1

IV. INTERNAL AUDITOR

The Board has appointed M/s Kamlesh A. Lalwani and Co. Chartered Accountants firm, as Internal Auditors for conducting Internal Audit for the financial year 2024-25. The observations and suggestions of the Internal Auditors were reviewed, and necessary corrective/ preventive actions were taken in consultation with the Audit Committee.

Further On the recommendation of the Audit Committee, the Board has appointed M/s. S K Lahoti & Co., Chartered Accountants, (firm registration no. 131520W) as Internal Auditors of the Company for the FY 2025-26.

22. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has an adequate internal control system commensurate with the size and nature of its business. The Internal Auditors reviews the efficiency and effectiveness of these systems and procedures. The Internal Auditors submit their Report periodically which is placed before and reviewed by the Audit Committee. Based on the report of the internal auditors, respective departments undertake corrective action in their respective areas and thereby strengthen the controls. During the year, no reportable material weakness in the design or operation of internal control system and their adequacy was observed.

23. REPORTING OF FRAUDS BY AUDITORS:

For the Financial year 2025-26, the Statutory Auditor has not reported any instances of frauds committed in the Company by its Officers or Employees to the Audit Committee under section 143(12) of the Companies Act, 2013.

24. 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:

Pursuant to the provisions of Section 134(3)(1) of the Companies Act, 2013, the following material events occurred after the close of the financial year ended 31st March, 2026 and up to the date of this Report:

Acquisition of Wholly Owned Subsidiary

The Board of Directors, at its meeting held on 1st April, 2026, approved the acquisition of 100% Equity Shares of Any and Every Export Limited, a company incorporated in Hong Kong and having its registered office at 20/F, Champion Building, 287-291 Des Voeux Road Central, Sheung Wan, Hong Kong. The Board also approved the execution of the Share Transfer Instrument and other necessary documents in connection with the acquisition. Upon completion of the acquisition, Any and Every Export Limited became a Wholly Owned Subsidiary of the Company

Approval of Rights Issue

The Board of Directors, at its meeting held on 3rd July, 2026, approved the raising of funds by way of a Rights Issue aggregating up to 69 Crores, through the offer and issuance of fully paid-up equity shares of the Company having a face value of 10/- each at an issue price of 15/- per equity share (including a premium of 5/- per equity share) to the eligible equity shareholders of the Company, in accordance with the applicable provisions of the Companies Act, 2013, the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws.

The Rights Issue shall be made to the eligible equity shareholders as on the Record Date, which will be determined and notified by the Board/Committee in due course, subject to receipt of the necessary statutory and regulatory approvals.

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

No significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and the Companys operations in future during the year.

26.WEB LINK OF ANNUAL RETURN:

Pursuant to Section 92(3) of the Act read with Section 134(3)(a) of the Companies Act and the applicable Rules, the Annual Return in Form MGT-7 for the Financial year ended 31st March, 2026 shall be available on companies website

27.DEPOSITS:

The Company has neither accepted/invited any deposits from the public nor defaulted in repayment of deposits during the period within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014. Hence company need not to give details related to deposits. There is no non-compliance of the provisions of Chapter V of the Companies Act 2013.

DEPOSITS AND DISCLOSURE IN REFERENCE OF SUB RULE 1 CLAUSE (C) SUB CLAUSE (VIII) OF RULE 2 OF COMPANIES (ACCEPTANCE OF DEPOSITS) RULES 2014

During the period under review the company has accepted some unsecured loan from its directors which was not covered under the definition of deposits and the required declaration from the director and relative of director duly received by the company that the amount given by them is not acquired by borrowing or accepting loan or deposits from others.

The amount of unsecured loan received during the year is as under:

Name Designation/ Relation Amount of unsecured loan received during the year (Rs. in Lakhs)
NIKITA D. KOTHARI Director 346.63

30. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186: There are no such transactions during the year.

29. RELATED PARTY TRANSACTIONS

The Company has formulated a Policy on Related Party Transactions, in line with the requirements of the Act, and Listing Regulations, as amended from time to time. The policy on Related Party Transactions as approved by the Board is uploaded on the Companys website at https://lexoraaindustries.com/INDUSTRIES%20INVESTOR/

All related party transactions entered during 2025-26 were on arms length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Act and the Listing Regulations. An omnibus approval is obtained for related party transactions which are of repetitive nature and entered in the ordinary course of business and on arms length basis. A statement giving details of all related party transactions pursuant to omnibus approval so granted is placed before the Audit Committee on a quarterly basis for its review.

The detail of contracts/ arrangements/ transactions with related parties which could be considered as material are being reported in Form AOC-2 as Annexure- D.

Details of Related Party Transactions as required to be disclosed by Indian Accounting Standards (Ind AS), Ind AS 24 in "Related Party Disclosures" specified under Section 133 of the Act read with the rules thereunder, are given in Standalone Audited Financial statements of the company for year ending 31.03.2026 in the Note no. 24.

30. CORPORATE GOVERNANCE CERTIFICATE:

In terms of Regulation 15(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the provisions relating to submission of Corporate Governance Report and obtaining a Corporate Governance Certificate are not applicable to the Company, as the paid-up equity share capital and net worth of the Company are below the prescribed thresholds as specified therein. Accordingly, the Company is exempted from provisions of Corporate Governance as per Regulation 15 of the SEBI (LODR) Regulations, 2015.

31. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Managements Discussion and Analysis Report for the period under review, in terms of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the - Listing Regulations) and SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018 (the - Amended Listing Regulations), is presented in a separate section forming part of the Annual Report (Attached in the Annexure A)

32. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has in place an Anti-Sexual Harassment Policy in line with the Requirements of the Sexual Harassment of Women at the Workplace (Prevention Prohibition & Redressal) Act, 2013 and an Internal Complaints Committee has been set up to redress complaints received regarding Sexual Harassment at workplace, with a mechanism of lodging & redress the complaints. All employees (permanent, contractual, temporary, trainees, etc.) are covered under this policy.

Your Directors further state that pursuant to the requirements of Section 22 of Sexual Harassment of Women at Work place (Prevention, Prohibition & Redressal) Act, 2013 read with Rules there under, the Company has not received any complaint of sexual harassment, or no complaint (s) / case (s) is pending with the Company during the year under review.

a. number of complaints of sexual harassment received in the year NILb. number of complaints disposed off during the year NILc. number of cases pending for more than ninety days NIL

33. CODE OF CONDUCT FOR PROHIBITION OF INSIDER TRADING

The Board of Directors has adopted the Code of conduct for prevention of Insider Trading in accordance with the requirement of the Securities & Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. The Code of Conduct is applicable to all the directors and such identified employees of the Company as well as who are expected to have access to unpublished price sensitive information related to the Company.

The code of the Company lays down guidelines and procedures to be followed and disclosures to be made while dealing with shares of the Company as well as consequences of disclosures to be made while dealing with shares of the Company as well as consequences of violation. The Policy has been formulated to regulate, monitor and ensure reporting of deals by employees and to maintain the highest ethical standards of dealing in Companys shares.

The Insider Trading Policy of the Company covering the code of practices and procedures for fair disclosures of unpublished price-sensitive information and code of conduct for the prevention of Insider Trading available on the website https://lexoraaindustries.com/INDUSTRIES%20INVESTOR/

34. INVESTOR GRIEVANCE REDRESSAL

The investor complaints are processed in a centralized web-based complaints redress system. The salient features of this system are centralized database of all complaints, online upload of Action Taken Reports (ATRs) by the concerned companies and online viewing by investors of actions taken on the complaint and its status.

Your Company has been registered on SCORES and makes every effort to resolve all investor complaints received through SCORES or otherwise within the statutory time limit from the receipt of the complaint.

There is no pending complaint on the SCORES as of March 31, 2026

35. POLICIES AND DISCLOSURE REQUIREMENTSIn terms of provisions of the Companies Act, 2013 the Company has adopted various policies which are available on its website under link https://lexoraaindustries.com/INDUSTRIES%20INVESTOR/

36.COMPLIANCE WITH THE MATERNITY BENEFIT ACT,1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments and rules framed there under. The Company is committed to ensuring a safe, inclusive, and supportive workplace for women employees. All eligible women employees are provided with maternity benefits as prescribed under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from dismissal during maternity leave.

The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the legislation.

The Company remains committed to supporting its women employees by providing a safe, inclusive and enabling workplace that encourages work-life balance and facilitates a smooth transition during and after maternity.

No complaints or grievances relating to maternity benefits were reported during the financial year 2025-26.

37. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:

Information required under section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 for conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

(a) Conservation of energy:

Particulars Remarks
the steps taken or impact on conservation of energy The Company is taking due care for using electricity in the office. The Company usually takes care for optimum utilization of energy.
the steps taken by the company for utilizing alternate sources of energy
the capital investment on energy conservation equipments

(b) Technology absorption:

Particulars Remarks
the efforts made toward technology absorption The Company continuous to use the latest technologies for improving the productivity and quality of its products and services.
the benefits derived like product improvement, cost reduction, product development or import substitution The Company has developed a culture of staying informed about the latest developments in related technology as well as constantly updating the same. Such innovations have led us to be in the forefront amongst our competitors.
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; NIL
(b) the year of import; NIL
(c) whether the technology been fully absorbed; NIL
(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and NIL
the expenditure incurred on Research and Development NIL

(c) Foreign exchange earnings and Outgo:

Particulars Remarks
Foreign Exchange Gain/ Loss Nil
Export Sales/Service realized in Foreign Currency Nil
Foreign outgo Nil

38. SECRETARIAL STANDARDS:

Your Company is in compliance with the Secretarial Standards on Meetings of the Board of Directors (SS-1) and Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI).

39. HUMAN RESOURCES:

The Company considers its human workforce as a valuable resource and ensures their strategic alignment with the business priorities and objectives. The board has laid down procedures which emphasizes the need of attaining organizational goals through individual growth and development.

The management has also been providing necessary training in regard with the assignments in hand and is ensuring the personal development across its workforce, employees, staff which excels them for higher engagement and exposure to new opportunities through skill development.

40. DIRECTORS RESPONSIBILITY STATEMENT:

The Directors Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, shall state that

(a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;(b) 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 at the end of the financial year and of the profit and loss of the company for that period;(c) The directors 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) The directors had prepared the annual accounts on a going concern basis; and(e) The directors, in the case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively. (Although this point is not applicable as the company is not a listed company.)(f) 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.

41. TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND:

Your Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, there were no funds which were required to be transferred to Investor Education and Protection Fund (IEPF).

42. CERTIFICATION FROM CHIEF FINANCIAL OFFICER/ MANAGING DIRECTOR OF THE COMPANY:-

The Company has obtained a Compliance Certificate in accordance with Regulation 17(8) of SEBI (Listing obligations and disclosures Requirements) Regulations, 2015 from Mr. ANIL MEHTA BABUBHAI, Managing Director and Sam Sharda Fernandes Chief Financial Officer (CFO) of the Company.

The same is enclosed as Annexure - F of the Annual Report.

43. DISCLOSURES BY DIRECTORS

The Board of Directors have submitted notice of interest in Form MBP-1 under Section 184(1) as well as intimation of non-disqualification in Form DIR-8 under Section 164(2) and the same has been presented and approved by the board in their first board meeting for the financial year.

44. POLICY FOR PRESERVATION OF DOCUMENTS:

In accordance with the Regulation 9 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Policy for preservation of documents (The Policy) has been framed and adopted by the Board of Directors of the Company in their Board Meeting to aid the employees in handling the Documents efficiently. This Policy not only covers the various aspects on preservation of the Documents, but also the safe disposal/destruction of the Documents.

45. APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR:

During the year, the company did not have made any application or no proceeding pending under the insolvency and bankruptcy code, 2016 (31 of 2016). No instance of one-time settlement occurred during the year.

46. 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:

During the year, the company has not made any one-time settlement of loan from bank or financial institutions.

47. REMUNERATION/COMMISSION DRAWN FROM HOLDING/SUBSIDIARY COMPANY:

There were no such instances during the relevant financial year requiring the disclosure under section 197(14) of the Companies Act, 2013.

48 DECLARATIONS REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL WITH THE COMPANYS CODE OF CONDUCT:

According to Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Code of Conduct of the Company has been approved and adopted by the Board of Directors of the Company. All Board members and senior management personnel have affirmed the compliance with the code.

In compliance with the Listing Regulations, a confirmation from the Managing Director regarding the adherence to this Code by all Directors and Senior Management is incorporated into this report as Annexure- G

49. OTHER DISCLOSURES:

A. There was no commission paid by the company to its managing director or whole-time directors, so no disclosure required in pursuance to the section 197(14) of The Companies Act, 2013.B. There was no revision of financial statements and the Boards Report of the Company during financial year;C. Disclosures with respect to demat suspense account/ unclaimed suspense account

In terms of Regulation 40(1) of SEBI Listing Regulations, as amended from time to time, transfer, transmission and transposition of securities shall be given effect only in dematerialised form. Pursuant to SEBI Circular dated January 25, 2022, the listed companies shall issue the securities in dematerialised form only for processing any service requests from shareholders viz., issue of duplicate share certificates, endorsement, transmission, transposition, etc. After processing the service request, a letter of confirmation will be issued to the shareholders and shall be valid for a

period of 120 days, within which the shareholder shall make a request to the Depository Participant for dematerialising those shares. If the shareholders fail to submit the dematerialisation request within 120 days, then the Company shall credit those shares in the Suspense Escrow Demat account held by the Company Shareholders can claim these shares transferred to Suspense Escrow Demat account on submission of necessary documentation. The Directors and certain Company officials (including Chief Financial Officer and Company Secretary) are authorised by the Board severally to approve transfers, which are noted at subsequent Board Meetings.

As of March 31, 2026, there are 500 shares of the Company held in demat suspense account or unclaimed suspense account.

D. Disclosure of certain types of agreements binding listed entities

There are no agreements referred under clause 5A of paragraph A of Part A of Schedule III of SEBI (LODR) Regulations, 2015 which can impact the management or control of the Company or impose any restriction or create any liability upon the Company.

E. Disclosure of Accounting Treatment

The financial statements have been prepared on the accrual basis of accounting in accordance with the Generally Accepted Accounting Principles (GAAP) in India. Indian GAAP comprises mandatory accounting standards as specified under the section 133 of the Companies Act, 2013 read with Rule 7 of Companies (Accounts) Rules, 2014.

50. MATERIAL CHANGES/EVENTS AND COMMITMENTS, IF ANY

Following material events occurred after the close of the financial year ended 31st March, 2026 and up to the date of this Report:

Acquisition of Wholly Owned Subsidiary

The Board of Directors, at its meeting held on 1st April, 2026, approved the acquisition of 100% Equity Shares of Any and Every Export Limited, a company incorporated in Hong Kong and having its registered office at 20/F, Champion Building, 287-291 Des Voeux Road Central, Sheung Wan, Hong Kong. The Board also approved the execution of the Share Transfer Instrument and other necessary documents in connection with the acquisition. Upon completion of the acquisition, Any and Every Export Limited became a Wholly Owned Subsidiary of the Company.

Approval of Rights Issue

The Board of Directors, at its meeting held on 3rd July, 2026, approved the raising of funds by way of a Rights Issue aggregating up to Rs.69 Crores, through the offer and issuance of fully paid-up equity shares of the Company having a face value of Rs.10/- each at an issue price of Rs.15/- per equity share (including a premium of Rs.5/- per equity share) to the eligible equity shareholders of the Company, in accordance with the applicable provisions of the Companies Act, 2013, the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws.

The Rights Issue shall be made to the eligible equity shareholders as on the Record Date, which will be determined and notified by the Board/Committee in due course, subject to receipt of the necessary statutory and regulatory approvals.

51. ACKNOWLEDGEMENTS & APPRECIATION:An acknowledgement to all with whose help, cooperation and hard work the Company is able to achieve the results.The Board gratefully acknowledges the unwavering commitment and support of employees and key stakeholders, including banking partners, shareholders, and government authorities, which have been instrumental to the Companys sustained growth. For and on behalf of the Board of Directors of
LEXORAA INDUSTRIES LIMITED
SD/- SD/-
ANIL MEHTA BABUBHAI NIKITA D. KOTHARI
Managing Director DIRECTOR
DIN: 02979904 DIN: 07780991
Place: Mumbai
Date: 07th September, 2026

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