Mahaalaxmi Texpro Ltd Directors Report

To,

The Members,

Mahaalaxmi Texpro Limited (formerly Known As Abhishek Corporation Limited)

Your directors are pleased to present the 33rd Annual Report on the operational and business performance of the Company together with the Audited Financial Statements for the Financial Year ended 31st March, 2026.

FINANCIAL RESULTS

The performance of the company for the nancial year ended March 31, 2026 is summarized below :

	CURRENT YEAR	PREVIOUS YEAR
Particulars	2025-26	2024-25
Revenue from Operations		462.21
Other Income	8.03	331.49
Total Income	8.03	793.70
Pro t/(Loss) before Depreciation, Finance Cost, Exceptional Items and Tax	(84.31)	(276.67)
Less: Depreciation and Amortisation Expense	51.23	243.69
Finance Cost
Pro t/(Loss) before Exceptional Items and Tax	(135.54)	(520.36)
Less: Exceptional Items		2,008.16
Pro t/(Loss) Before Tax	(135.54)	(2,528.52)
Tax Expense
Pro t/(Loss) After Tax	(135.54)	(2,528.52)
Other Comprehensive Income
Total Comprehensive Income/(Loss)	(135.54)	(2,528.52)
Add: Amount transferred on reversal of revaluation reserve	-	(2257.87)
Closing balance of surplus/(De cit)	(8438.13)	(8302.59)

REVIEW OF OPERATIONS

During the nancial year under review, the Company did not earn any revenue from operations as compared with revenue from operations of 462.21 lakhs during the previous nancial year. The Company earned other income of 8.03 lakhs, resulting in total income of 8.03 lakhs during FY 2025-26 as compared with 793.70 lakhs during FY 2024-25.

The Company incurred a loss before tax of 135.54 lakhs during FY 2025-26 as compared with a loss before tax of 2,528.52 lakhs during FY 2024-25.

The loss for the current year is primarily attributable to the absence of revenue from operations coupled with the xed operating and administrative cost base and depreciation charge of 51.23 lakhs.

The previous nancial year was signi cantly affected by restructuring, disposal of business/assets and consequential accounting adjustments arising from the insolvency and liquidation process. The exceptional items recognised during FY 2024-25 have not recurred during FY 2025-26.

The detailed analysis of the nancial and operational performance of the Company is provided in the Management Discussion and Analysis Report, which forms part of this Annual Report.

INSOLVENCY PROCEEDINGS AND POST-IBC RESTRUCTURING

The Company had undergone liquidation proceedings under the Insolvency and Bankruptcy Code, 2016.

The Company was sold as a going concern to M/s Mahaalaxmi Textile, the Successful Bidder, pursuant to the liquidation process. A Sale Certi cate dated 11 March 2024, together with the acquisition plan, had been issued by the Liquidator.

During the previous nancial year, various corporate actions pursuant to the acquisition/restructuring plan were implemented/accounted for, including cancellation and extinguishment of the shareholding of the erstwhile promoters, reduction and consolidation of the public shareholding and allotment of equity shares to the new promoter/promoter group and/or their nominees.

Further, pursuant to the Order dated 4 February 2025 passed by the Honble National Company Law Tribunal, Mumbai Bench, Court III, the liquidation proceedings of the Company were formally closed and the Liquidator was discharged from his duties and responsibilities.

Accordingly, the aforesaid insolvency and liquidation proceedings were concluded. Their consequential effects, wherever applicable, have been appropriately re ected in the nancial statements and statutory records of the Company.

CHANGE IN NATURE OF BUSINESS, IF ANY

There was no change in the nature of business activities of the Company during the nancial year under review. However, the operating pro le of the Company continued to be affected by the restructuring and disposal of business/assets undertaken during the previous nancial year.

The management is taking concerted efforts towards revival of the business and continuation of the Company as a going concern. Various measures are being considered and implemented for restructuring of the Companys operations, rationalisation of costs, resolution of nancial obligations and restoration of sustainable business operations. The management is hopeful that the proposed revival measures, together with the cooperation and support of stakeholders, will facilitate the Companys ability to continue its operations as a going concern.

DIVIDEND

The Board of Directors of the Company has not recommended any dividend for the nancial year under review.

RESERVES

As the Company has incurred operational losses during the year, no amount has been transferred to General reserve and any other Reserves.

TRANSFER OF UNPAID AND UNCLAIMED AMOUNTS/ SHARES TO IEPF

During the year, the Company was not required to transfer any unclaimed dividends to IEPF.Further, Shares during the Financial Year 2025-26, there were no shares which have to be transferred to Investor Education and Protection Fund (IEPF) established by the Central Government pursuant to Section 125 of the Companies Act, 2013.

DIRECTORS & KEY MANAGERIAL PERSONNEL

Mr. Shrenik D. Choudhari, Chief Financial O cer of the company is resigned w.e.f. 18th April, 2025. Also Mr. Sachin S. Diwan is appointed as a Chief Financial O cer w.e.f. 16th July, 2025.

In accordance with the provisions of Section 152 of the Companies Act, 2013 read with Companies (Management & Administration) Rules, 2014 and Articles of Association of the Company, Mrs. Madhubala D. Choudhari, Non-Executive Director of the Company (DIN: 08180531), retire by rotation at the ensuing Annual General Meeting and being eligible, has offered herself for re-appointment and your Board recommends for his re-appointment. Further, Section 149 (6) of the Companies Act 2013 and Regulation 16(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, it is proposed to appoint Mr. Prathamesh Mukund Gaikwad as Independent Directors for a period of 5 (Five) consecutive years from the date of their rst appointment in the Company.

Further Mr. Deepak Chaganlal Choudhari (DIN: 03175105) was appointed as a Managing Director of the Company for the period of 3 years w.e.f. March 15,2024. You are requested to further reappoint them as a Managing Director of the company for the period of 3 years w.e.f. March 15, 2027 to March 14, 2030 Brief resume of Director proposed to be appointed is given in the Notice convening 33rd Annual General Meeting in pursuant to Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on March 31, 2026 were Mr. Deepak C. Choudhari, Chairperson & Managing Director, Mr. Sachin S. Diwan, Chief Financial O cer and Mrs. Nasima A. Kagadi, Company Secretary.

PUBLIC DEPOSITS

During the nancial year ended March 31, 2026, the Company has neither accepted nor renewed any deposits falling within the meaning of Chapter V of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

Accordingly: deposits accepted during the year: Nil; deposits remaining unpaid or unclaimed as at March 31, 2026: Nil; there was no default in repayment of deposits or payment of interest thereon during the year; and there were no deposits which were not in compliance with the requirements of Chapter V of the Companies Act, 2013.

Amounts outstanding, if any, which are excluded from the de nition of "deposit" under Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014, have been classi ed and disclosed appropriately in the nancial statements in accordance with the applicable provisions of law and accounting standards.

INDUSTRIAL RELATIONS

During the year, industrial relations have been cordial.

ANNUAL RETURN

In terms of Section 92(3) of the Companies Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company is available on the website of the Company and can be accessed at https://www.mahaalaxmitexpro.com/annualreturns.html

LISTING OF EQUITY SHARES

The Equity Shares of your Company are presently listed on BSE Limited & National Stock Exchange of India Limited (NSE). Due to nancial crunches faced by the company, listing fees has not been paid for the nancial year 2025-26.

MEETINGS OF THE BOARD

During the nancial year under review, Seven (7) Board Meetings were convened and held, the details of which are given in the Corporate Governance Report. The intervening gap between these Meetings was within the period prescribed under the Companies Act, 2013 and Regulations 17 of the Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulation, 2015. Detail of dates are mentioned in Corporate Governance Report, part of annual report.

SUBSIDIARIES

During the year under review, Company does not have any subsidiaries or joint ventures or associate companies as de ned under the Act. However, the Company has framed a policy for determining material subsidiaries, which can be accessed at web-link https://www.mahaalaxmitexpro.com/disclosure/policy-for-determining-material-subsidiaries.pdf

DIRECTORS RESPONSIBILITY STATEMENT

The Board of Directors acknowledge the responsibility for ensuring compliance with the provisions of Section 134(3)(c) read with Section 134(5) of the Companies Act, 2013 in the preparation of the annual accounts for the year ended on 31st March, 2026 and state that: a) In the preparation of the annual accounts for the nancial year ended 31st March, 2026, the applicable Accounting Standards have been followed along with proper explanation relating to material departures; b) Accounting policies have been selected and applied consistently and judgments and estimates made that were 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 nancial year and of the pro t and loss of the Company for the year under review; c) Proper and su cient care has been taken for the maintenance of adequate accounting records in accordance with the provision of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) The annual nancial statements have been prepared on a going concern basis, e) Internal nancial controls to be followed by the Company have been laid down and ensured that such internal nancial controls are adequate and operating effectively; and f) Proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

REMUNERATION POLICY

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 of the Listing Regulations and on recommendation of Nomination and Remuneration Committee, the Board of Directors have adopted policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy has been placed on the website of the Company and is available on https://www.mahaalaxmitexpro.com/disclosure/Remuneration%20Policy.pdf The Remuneration Policy has also been outlined in the Corporate Governance Report forming part of this Annual Report.

RISKS AND AREA OF CONCERN

Risk management is the process of identi cation, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/ control the probability and / or impact of unfortunate events or to maximize the realization of opportunities.

Management of risk remains an integral part of Companys operations and it enables Company to maintain high standards of asset quality at time. The objective of risk management is to balance the tradeoff between risk and return and ensure optimal risk-adjusted return on capital. It entails independent identi cation, measurement and management of risks across the businesses of Company. Risk is managed through a framework of policies and principles approved by the Board of Directors. The Audit Committee reviews adequacy and effectiveness of the Companys internal control environment and monitors the implementation of audit recommendations, including those relating to strengthening of the Companys risk management policies and systems. The details of the Risk Management Policy are available on the Companys website https://www.mahaalaxmitexpro.com/disclosure/Risk%20Management%20Policy.pdf

REPORTING OF FRAUDS

No frauds were reported by the Auditors under Sub-Section 12 of Section 143 of the Companies Act, 2013 read with the Rules have been reported by the Statutory Auditors in their report for the year under review.

EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DECLAIMERS MADE BY THE AUDITORS

Statutory Auditor-There are no any Quali cation, reservations or adverse remarks or declaimers made by Auditors in Statutory Audit Report. "Secretarial Auditor- The Explanation or Comments on Quali cation, reservations or adverse remarks or declaimers made by Secretarial Auditors in Secretarial Audit Report are: Managements Reply to the Observations/Quali cations of the Secretarial Auditor

1. Non-payment of Annual Listing Fees

The Company acknowledges that the applicable annual listing fees for the nancial year 2025-26 remain outstanding. The non-payment was primarily due to the nancial position of the Company, as the Company was previously under liquidation and has thereafter been in the process of revival and overcoming its liquidity constraints. The Company is taking necessary steps to improve its nancial position and address the outstanding statutory and regulatory dues, including the listing fees, subject to availability of funds and in accordance with applicable regulations.

2. Pending Corporate Actions and Filing of Form PAS-3

The Company submits that the corporate actions pursuant to the Orders of the Honble National Company Law Tribunal (NCLT) have been duly led/submitted with the Stock Exchanges. However, the requisite approvals/con rmation from the Stock Exchanges in respect of such corporate actions are still awaited.

The Company is also taking necessary steps for ling Form PAS-3 in respect of the allotment of equity shares to the new promoters, in accordance with the applicable provisions of the Companies Act, 2013.

3. Pending Stock Exchange Compliances relating to Change of Name

The Company changed its name from Abhishek Corporation Limited to Mahaalaxmi Texpro Limited with effect from 26 November 2024. The Company submits that the application/compliance relating to the change of name with the Stock Exchanges could not be completed due to the pending approval/regularisation of the aforesaid corporate actions. As advised by the Stock Exchanges, the Company shall rst complete the requisite corporate actions referred to above and thereafter submit the necessary application/documentation for obtaining the Stock Exchange approval in relation to the change of name. The Company is taking all necessary steps to complete the pending compliances at the earliest.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The Company is not falling under any of applicability criterias of CSR as mentioned under the Provisions of Section 135 of Companies Act, 2013 read with Companies (Corporate Social Responsibility) Rules, 2014, therefore it is not mandatory for the company to form Corporate Social Responsibility (CSR) Committee and a Policy on Corporate Social Responsibility.

COST AUDIT AND RECORDS

The maintenance of cost records is not applicable to the Company as per the amended Companies (Cost Records and Audit) Rules, 2014, prescribed by the Central Government under Section 148(1) of the Companies Act, 2013.

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

There have been no signi cant material changes and commitments affecting the nancial position of the Company which have occurred between the end of the nancial year of the Company to which the nancial statements relate and the date of the report.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

During the nancial year under review, the Company has not granted any loan, provided any guarantee or security or made any investment falling within the purview of Sections 185 and 186 of the Companies Act, 2013, except to the extent, if any, disclosed in the Notes to the Financial Statements.

The loans received by the Company from related parties constitute borrowings of the Company and are not loans granted by the Company for the purpose of this disclosure.

DIFFERENCE BETWEEN VALUATION AT THE TIME OF ONE-TIME SETTLEMENT AND VALUATION WHILE AVAILING LOAN

There was no one-time settlement with any bank or nancial institution during FY 2025-26 requiring disclosure of any difference between the valuation carried out at the time of one-time settlement and the valuation carried out while availing the loan.

The settlement/extinguishment of historical lender liabilities pursuant to the IBC/NCLT process pertains to earlier nancial years.

DECLARATION OF INDEPENDENT DIRECTORS

The Company has received necessary declarations from the Independent Directors, under Section 149(7) of the Companies Act, 2013, that he/she meets the criteria of independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation 25 of SEBI (Listing Obligations and Disclosure Requirement) Regulations, 2015.

SUSPENSION OF SECURITY TRADING

Trading of Shares is suspended in BSE Ltd and National Stock Exchange of India Limited due to non-payment of listing fees.

ANNUAL PERFORMANCE EVALUATION BY THE BOARD

The Board carried out an Annual Evaluation of its own performance, of the Independent Directors individually as well as of the working of the Committees of the Board. The evaluation of performance Of the Board and its Committees, Independent Directors, Non-Independent Directors and Chairperson Carried out by the Board was found to be highly satisfactory. The Board also noted that all the Independent Directors of the Company are ful lling the criteria of their independence as per the provisions of section 149 (6) of the Companies Act, 2013 and Regulation 16 (1) (b) of SEBI (LODR) Regulations, 2015.

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

There have been no signi cant material changes and commitments affecting the nancial position of the Company which have occurred between the end of the nancial year of the Company to which the nancial statements relate and the date of the report.

Further, pursuant to the Order dated 4 February 2025 passed by the Honble National Company Law Tribunal, Mumbai Bench, Court III, the liquidation proceedings of the Company were formally closed and the Liquidator was discharged from his duties and responsibilities.

In accordance with acquisition plan provided to the Resp. Liquidator and Hon. NCLT, several corporate actions were proposed by Mahaalaxmi Textile (successful bidder) for effectuating the acquisition of the corporate debtor including the Cancellation of shares of previous promoters, reduction of 97.50% paid up capital of the public shareholders and consolidation also further allotment of new shares to representatives of Mahaalaxmi Textile. The said corporate actions are still in process at CDSL, NSDL, BSE and NSE.

SHARE CAPITAL

As at 31 March 2026, the paid-up equity share capital of the Company stood at 336.96 lakhs, comprising 33,69,574 fully paid-up equity shares of 10 each. The detailed reconciliation of the share capital, including the cancellation of shares held by the erstwhile promoters, reduction and consolidation of public shareholding and issue of shares pursuant to the NCLT-approved acquisition/restructuring plan, has been disclosed in the Notes to the Financial Statements.

However, There was no change in capital structure of the Company during the year under review.

Further, in accordance with acquisition plan provided to the Resp. Liquidator and Hon. NCLT, several corporate actions were proposed by Mahaalaxmi Textile (successful bidder) for effectuating the acquisition of the corporate debtor including the Cancellation of shares of previous promoters, reduction of 97.50% paid up capital of the public shareholders and consolidation also further allotment of new shares to representatives of Mahaalaxmi Textile. The said corporate actions are still in process at CDSL, NSDL, BSE and NSE.

AUDIT COMMITTEE AND ITS COMPOSITION

The Audit Committee is duly constituted as per the provisions of Section 177 of Companies Act 2013 and Regulations 18 of Listing Regulations. The details pertaining to composition of Audit Committee are included in the Corporate Governance Report, which forms part of this report.

WHISTLE BLOWER POLICY

In compliance with the provisions of Section 177(9) of the Act and SEBI Listing Regulations, the Company has framed a Whistle Blower Policy / Vigil Mechanism for Directors, employees and stakeholders for reporting genuine concerns about any instance of any irregularity, unethical practice and/or misconduct. Besides, as per the requirement of Clause 6 of Regulation 9A of SEBI (Prohibition of Insider Trading) Regulations as amended by SEBI (Prohibition of Insider Trading) (Amendment) Regulations, 2018, the Company ensures to make employees aware of such Whistle Blower Policy to report instances of leak of unpublished price sensitive information.

The Vigil Mechanism provides for adequate safeguards against victimization of Directors or Employees or any other person who avail the mechanism and also provide direct access to the Chairperson of the Audit Committee.

The policy is available on the website of the Company viz https://www.mahaalaxmitexpro.com/vigil%20machanism%20policy.pdf No complaints, issues or concerns were received by the Company under Code of Conduct and Whistle Blower Policy during FY 2025-26.

STATUTORY AUDITOR

In accordance with the provisions of Section 139 of the Act, M/S ARNA & Associates, Chartered Accountants, Kolhapur (Registration No.122293W), is proposed to be reappointed as the Statutory Auditors of the Company for the period of further ve years commencing from the conclusion of this 33rd Annual General Meeting till the conclusion of 38th Annual General Meeting subject to approval of the members at its ensuing Annual General Meeting.

However, the Statutory Auditors have given a con rmation that they are eligible to continue with their appointment and that they have not been disquali ed in any manner from continuing as Statutory Auditor.

SECRETARIAL AUDITOR AND SECRETARIAL REPORT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended, M/s Shrenik Nagaonkar & Associates, Kolhapur were appointed as the Secretarial Auditors of the Company for a term of 5 ( ve) consecutive years, covering the nancial years 2025-26 to 2029-30, as approved by the shareholders at 32nd Annual General Meeting. The Secretarial Auditors are entrusted to conduct the Secretarial Audit of the Company and issue their report in accordance with the applicable statutory provisions and also to render such other allied services as may be permitted under law from time to time. The Secretarial Auditors for the nancial year 2025-26 are annexed to this report as Annexure - I and forms part of this report.

INTERNAL AUDITOR

Pursuant to the provisions of Section 138 of the Companies act 2013 read with Companies (Accounts) Rules, 2014, the board on recommendation of the Audit committee, reappointed Mr. Nilesh R. Kothari, Chartered Accountant, Kolhapur as the Internal Auditor of the Company. The Management regularly reviews the ndings of the Internal Auditor and effective steps to implement any suggestions/observations of the Internal Auditors are taken and monitored regularly. In addition, the Audit Committee of the Board regularly addresses signi cant issues raised by the Internal Auditor.

INTERNAL FINANCIAL CONTROL

The Board has adopted the policies and procedures for ensuring the orderly and e cient conduct of its business, including adherence to Companys policies, safeguarding of assets, prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and timely preparation of reliable nancial disclosures.

The Audit Committee evaluates the e ciency and adequacy of nancial control system in the Company, its compliance with operating systems, accounting procedures at all locations of the Company and strives to maintain the highest standard in Internal Financial Control.

CORPORATE GOVERNANCE REPORT

Pursuant to the provisions of Chapter IV read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate section on Corporate Governance has been incorporated in for the information of the shareholders. A certi cate issued by the Secretarial Auditors of the Company regarding compliance with the conditions of Corporate Governance as stipulated under the said Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of this Report.

PARTICULARS OF REMUNERATION OF DIRECTORS/KMP/EMPLOYEE

Pursuant to provisions of Section 197 (12) of Companies Act, 2013 read with the rule 5(1) of the Companies (Appointment & Remuneration of Managerial personnel) rules 2014, details of ratio of remuneration of director to the median employees remunerations are appended to this report as Annexure - II.

COMPLIANCE WITH THE PROVISIONS OF SECRETARIAL STANDARDS

The company has complied with all the mandatory applicable secretarial standards issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act, 2013.

COMPLIANCE WITH THE PROVISIONS OF MATERNITY BENEFIT ACT, 1961

The Company has devised proper systems to ensure compliance with the provisions of the Maternity Bene t Act, 1961. The Directors con rm that the Company has complied with the said provisions during the nancial year under review, wherever required.

Further the Number of employees as on the closure of nancial year ended 31st March, 2026: Female: 1 Male: 1 Transgender :0

MANAGEMENT DISCUSSION & ANALYSIS

Management Discussion and Analysis Report for the year under review as stipulated under Regulation 34(2) along with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), is presented in a separate section forming part of this Annual Report.

CONSERVATION OF ENERGY / TECHNOLOGY ABSORPTION / RESEARCH & DEVELOPMENT

The disclosure of particulars with respect to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo as required under Section 134(3) (m) of the Companies Act, 2013 read with rule 8(3) of the Companies (Accounts) Rules, 2014 for the year ended 31st March, 2026 are provided under Annexure - III to this Directors Report.

PROCEEDINGS UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016

During the nancial year under review, no application was made or proceeding initiated against the Company under the Insolvency and Bankruptcy Code, 2016 nor was any such proceeding pending at the end of the nancial year under review.

COMMITTEES OF THE BOARD

The Company has duly constituted the Committees as required under the Companies Act, 2013 read with applicable Rules made there under and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. At present following are the Committees of the Board;

- Audit Committee

- Stakeholders Relationship Committee

- Nomination and Remuneration Committee

- Risk Management Committee

The details of composition of each Committee, terms of the reference and number of meetings held during the year under review are given in the Corporate Governance Report, annexed to this report.

Pursuant to SEBI Circular Company is not required to constitute Risk Management Committee but the company have the said committee since last several years and considering the scope and necessity, Board has decided to continue with the same.

PARTICULARS OF CONTRACT AND ARRANGEMENT WITH RELATED PARTIES REFERRED TO IN SECTION 188(1) OF THE COMPANIES ACT, 2013

The Company has, during the nancial year under review, had transactions and outstanding balances with related parties as de ned under the applicable provisions of the Companies Act, 2013 and the Indian Accounting Standards.

The details of related party relationships, transactions entered into during the year and balances outstanding as at March 31, 2026 have been appropriately disclosed in the Notes forming part of the Standalone Financial Statements in accordance with Ind AS 24 Related Party Disclosures.

During the year, the Company had an unsecured borrowing from Mahaalaxmi Textile, being a related party of the Company, The said borrowing does not fall within the categories of contracts or arrangements speci ed under Section 188(1) of the Companies Act, 2013.

The Company has not entered into any contract or arrangement with related parties falling within the scope of Section 188(1) of the Companies Act, 2013 which requires disclosure pursuant to Section 134(3)(h) read with Rule 8(2) of the Companies (Accounts) Rules, 2014.

Accordingly, disclosure in Form AOC-2 is not applicable for the nancial year ended March 31, 2026.

In terms of Section 188 Companies Act and Companies (Meeting of board and its powers) Rules, 2014 and further in terms of Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 related to the corporate governance, Company has formulated related party policy of the company. The Policy on Related Party Transactions as approved by the Board may be accessed through the following link: https://www.mahaalaxmitexpro.com/disclosure/policy-on-related-party-transactions.pdf

INFORMATION UNDER THE SEXUAL HARRASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

In accordance with the provisions of the Sexual Harassment of women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Sexual Harassment Committee is responsible for redressal of Complaints related to sexual harassment of women at the workplace in accordance with procedures, regulations and guidelines. During the year under review:

Particulars	Number
Complaints pending at the beginning of the year	Nil
Complaints received during the year	Nil
Complaints disposed of during the year	Nil
Complaints pending as at 31st March ,2026	Nil

PARTICULARS OF EMPLOYEES

The information required under section 197(12) of Companies Act 2013 read with Rule 5(2) and 5(3) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given below:

Sr. No.	Name of employee	Designatio n	Remunera tion (P.A in lakhs)	Nature of Employment (contractu al or otherwise)	Quali cati on	Experience (in year)	Date for commenc ement	Age	Last Employem ent	Percentag e of Equity Shares held in the Company
1	Nasima A. Kagadi	Company Secretary	5.52	Regular	LL.B. CS	11	01-09- 2014	38	CNS Law associates	00
2	Nitish Arekar	Accountan t	1.92	Regular	MBA	8	07-12- 2020	36	CA Vivek Malve	00

No Remuneration is paid to the directors

VALUATION OF ASSETS

During the nancial year under review, there was no instance of one-time settlement of loans / nancial assistance taken from Banks or Financial Institutions, hence the Company was not required to carry out valuation of its assets for the said purpose. However, the company has carried out valuation of its fabric business for the purpose of ascertaining a fair price and negotiating with the buyer.

GENERAL DISCLOSURES

No disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review: A. Issue of equity shares with differential right as to dividend, voting or otherwise.

B. Issue of shares (including sweat equity shares) to employees of the company under any scheme.

C. Neither Managing Director nor Whole Time Directors of the company receive any remuneration or commission from any of its subsidiary.

ACKNOWLEDGEMENT

Your directors express their sincere appreciation for the cooperation and assistance received from Shareholders, Bankers, Financial Institutions, Regulatory Bodies, government Authorities, customers and other business constituents during the year under review. The Directors express their sincere thanks to the stakeholders of the Company for continuous support during the year. Your directors also wish to place on record their deep sense of appreciation for the commitment displayed by all executives, o cers and staff and look forward to their continued support in future.

	By order of the Board of Directors
	For Mahaalaxmi Texpro Limited
	Deepak Choudhari
Date : 1st September, 2026	Managing Director
Place : Kolhapur	(DIN: 03175105)