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Mamata Machinery Ltd Directors Report

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Mamata Machinery Ltd Share Price directors Report

To

The Members

MAMATA MACHINERY LIMITED

Dear Members,

It is with great pleasure that we present to you the Forty-seventh Annual Report along with the audited financial statements of Mamata Machinery Limited ("the Company") for the financial year ended March 31,2026. The consolidated performance of the Company and its subsidiary has been referred to wherever required.

We are pleased to share that the year under review marks the Companys first full financial year as a listed entity, following the successful Initial Public Offering (IPO) and listing of our equity shares on BSE and NSE on December 27, 2024. The listing has strengthened our capital base, broadened our stakeholder community, and enhanced our visibility in the public domain. Throughout the year, we have remained focused on upholding high standards of governance, transparency, and operational excellence.

We extend our sincere gratitude to our shareholders, employees, customers, bankers, and advisors for their continued trust and support.

As we move forward, we remain committed to sustainable growth, innovation, and long-term value creation, building on the strong foundation established in our first year as a listed entity.

1. FINANCIAL RESULTS

The Companys performance for the financial year ended March 31,2026 is summarized below:

Rs. In Lakhs

Particulars

Standalone Consolidated
2025-26 2024-25 2025-26 2024-25

Revenue from operations

18,855.26 22,271.30 23,300.18 25,457.80

Other Income

471.44 399.16 568.39 484.86

Total Income

19,326.70 22,670.47 23,868.57 25,942.65

Profit before Finance cost, Depreciation & Amortization and tax expenses

2,066.43 4,823.47 2,785.02 5,942.54

Finance cost

62.66 49.97 89.50 78.85

Depreciation

309.28 04.95 430.01 331.20

Profit/(loss) before exceptional items and tax

1,694.49 4,568.55 2,265.51 5,532.49

Exceptional Item

305.81 0.00 305.81 0.00

Profit before Tax

1,388.68 4,568.55 1,959.70 5,532.49

Tax Expense

362.78 1,199.46 454.55 1,457.11

Profit after tax

1,025.90 3,369.09 1,505.14 4,075.38

The detailed financial statements prepared in accordance with the relevant applicable IND AS are annexed to this report and provide a comprehensive view of the Companys financial performance.

2. OPERATING RESULTS & BUSINESS PERFORMANCE

On a consolidated basis, the Company recorded a decrease in revenue from operations by 8.48%, with revenue of Rs.23,300.18 lakhs during the year under review, as compared to Rs.25,457.80 lakhs in the previous financial year. On a standalone basis, the operating revenue of the Company decreased by 15.34% during the year, as compared to the previous financial year.

On the consolidated front, the Company earned a Profit Before Tax (PBT) of Rs.1,959.70 lakhs, as compared to Rs.5,532.49 lakhs in the previous year, while the Profit After Tax (PAT) decreased by 63.07% to Rs.1,505.14 lakhs.

On the standalone front, the Company earned a PBT of Rs.1,388.68 lakhs, as compared to Rs.4,568.55 lakhs in the previous year, while the PAT decreased by 69.55% to Rs.1,025.90 lakhs.

Members are requested to refer to the Management Discussion and Analysis section, forming part of this Annual Report, for a more detailed overview of the operating results and business performance during the year.

3. PERFORMANCE REVIEW AND STATE OF AFFAIRS

The state of affairs of the Company for the financial year ended March 31,2026 highlights significant developments and performance parameters that reflect our growth trajectory and market position. Key aspects include:

a. Performance Parameters

During the year under review, the Company reported a resilient performance in the financial year ended March 31,2026 keeping the domestic momentum intact despite US tariff headwinds. An overview of machines sold during the year on a consolidated basis are presented below:

Sr. No. Category

No. of Machines Total Value (in Rs. Lakhs)
1 Extrusion/Co-extrusion 6 3,389.88
2 Converting machines 190 10,864.51
3 Packaging 17 4,883.61

b. Exports:

On standalone basis, as on March 31,2026, the Companys exports contributed Rs.10,325.54 Lakhs as compared to Rs.14,733.46 Lakhs in the previous year. Accordingly, on consolidated basis the Companys exports contributed Rs.14,770.45 Lakhs as compared to Rs.17,919.95 Lakhs in the previous year. Our international market presence has been strengthened through strategic partnerships and entry into new geographic regions.

c. Exhibitions:

During the year under review, the Company showcased its products and innovations at the following exhibitions:

Sr. Name of Exhibition (Year of No. Participation)

Venue Purpose
1. GAT Expo 2025 (April, 2025) India Brand visibility, customer engagement and industry networking
2. Inter FoodTech 2025 (April 2025) Mumbai, India Showcase food processing and packaging Solutions and generate business leads
3. Plastasia 2025 (May, 2025) Bengaluru, India Promote extrusion and packaging machinery solutions
4. RosUpask 2025 (June, 2025) Moscow, Russia Strengthen presence in the CIS Region and engage with existing and prospective customers
5. PackEx India 2025 (August 2025) Mumbai, India Showcase packaging technologies and strengthen domestic market presence
6. Anuga Foodtec India 2025 (Augsut, 2025) Mumbai, India Expand reach within the food processing and packaging industry
7. PACK EXPO Las Vegas 2025 (September 2025) Las Vegas, USA Expand market presence in North America and engage with global customers
8. Plastics & Rubber Vietnam 2025 (September 2025) Ho Chi Minh City, Vietnam Explore opportunities in the Southeast Asian plastics and packaging markets
9. Speciality Films & Flexible Packaging Global Summit & Awards 2025 (September 2025) India Industry networking and market intelligence
10. VietnamPlas 2025 (September 2025) Ho Chi Minh City, Vietnam Promote packaging and extrusion solutions in the Vietnam market
11. K 2025 (October 2025) Dusseldorf, Germany Showcase latest technologies and strengthen global industry relationships
12. Bharat Pack Expo 2025 (November 2025) India Increase visibility in the Indian packaging industry and generate new business opportunities
13. Plastics & Rubber Indonesia 2025 (November 2025) Jakarta, Indonesia Expand customer base and strengthen presence in Indonesia and ASEAN markets
14. Indusfood Manufacturing 2026 Greater Noida, India Engage with food manufacturing and packaging industry stakeholders
15. Plastex Egypt (January 2026) Cario, Egypt Develop opportunities in the Middle east and African markets
16. RUPLASTICA 2026 (January 2026) Moscow, Russia Strengthen presence in the Russian plastics and packaging sector
17. PlastIndia 2026 (February 2026) New Delhi, India Showcase comprehensive product portfolio and strengthen customer relationships
18. ProdExpo 2026 (February 2026) Moscow, Russia Promote packaging solutions for the food and beverages industry
19. Plast Alger 2026 (March 2026) Algiers, Algeria Explore opportunities in North African markets
20. Propak East Africa 2026 (March 2026) Nairobi, Kenya Expand presence in East Africas packaging and processing industries

o These exhibitions have provided valuable opportunities for networking, market research, and brand visibility to the Company.

o Participation in these events has not only enhanced our market presence but also facilitated business development and customer engagement.

The Members are advised to refer to the separate section on Management Discussion and Analysis, which is a part of this report, for a detailed understanding of the operating results and business performance.

4. DIVIDEND

Pursuant to Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR), the Board of Directors of the Company had formulated and adopted a Dividend Distribution Policy (the Policy). The Policy is available on the Companys website: www.mamata.com.

The Board of Directors has recommended a dividend of ?0.50 per equity share of face value ?10 each for the financial year 202526, subject to the approval of the shareholders at the ensuing Annual General Meeting. The proposed dividend represents 5% of the face value of the equity shares and would result in a cash outflow of approximately ?1.23 crore.

Pursuant to the Finance Act, 2020, dividend income is taxable in the hands of the Members w.e.f. April 1,2020, and the Company is required to deduct tax at source from dividend paid to the Members at prescribed rates as per the Income Tax Act, 1961.

5. DEPOSITS

In compliance with the provisions of Chapter V of the Companies Act, 2013 ("the Act"), relating to acceptance of deposits by companies:

• Deposits from public: The Company has not accepted any deposits from the public during the financial year under review.

• Deposits from Directors: There were no deposits accepted from directors or their relatives during the financial year.

6. CORPORATE GOVERNANCE

Pursuant to the provisions of Regulation 34 of the SEBI (LODR) Regulations, report on Corporate Governance along with the certificate from Practising Company Secretary certifying compliance with conditions of corporate governance is annexed to this report as Annexure - I.

7. TRANSFER TO RESERVES

During the year under review, the Company has not transferred any amounts to the General Reserve.

8. CHANGES IN SHARE CAPITAL

The authorized and paid-up capital of the Company stand at Rs.300,000,000/- and Rs.246,078,000/- respectively as on the date of this report.

During the financial year 2025-26, as there was no primary issuance of shares, there was no change in the share capital.

9. MATERIAL CHANGES AND COMMITMENTS AND CHANGES IN THE NATURE OF ACTIVITY DURING THE YEAR UNDER REVIEW

There are no material changes or commitments after March 31, 2026 till the date of this report which may affect the financial position of the Company. There has been no change in the nature of activity during the year under review.

10. SUBSIDIARIES, JOINT VENTURES & ASSOCIATE COMPANIES

The Company has one wholly owned Mamata Enterprises Inc., USA. There has been no material change in the nature of business of the subsidiary.

The Company did not have any Associate or Joint Venture Company during the year under review.

The policy for determining material subsidiary of the Company is available on the website of Company at www.mamata.com/ investors.

11. CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated financial statements of the Company and its subsidiary for the financial year 2025-26 have been prepared in compliance with the applicable provisions of the Companies Act, 2013 ("the Act") and as stipulated under Regulation 33 of SEBI (LODR) as well as in accordance with the Indian Accounting Standards (IND-AS) notified under the Companies Indian Accounting Standards) Rules, 2015. The audited consolidated financial statements together with the Independent Auditors Report thereon form part of this Annual Report.

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013, a statement containing the salient features of the financial statement of the subsidiary company is attached to the financial statement in Form AOC-1 as Annexure - II.

Further, pursuant to the provisions of Section 136 of the Companies Act, 2013, the Company will make available the said financial statement of the subsidiary company upon request by any member of the Company or its subsidiary. These financial statements of the Company and its subsidiary will be kept open for inspection by any member. The members can send an e-mail to investor@mamata.com upto the date of the AGM and the same would be available on the Companys website at www. mamata.com.

12. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO

The information required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is annexed hereto in Annexure - III and forms part of this report.

During the year under review, the total foreign exchange earnings and outgo is 1,063,134,029/- and 192,275,648/- respectively.

13. MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis, outlining the industry trends, performance, and outlook of the Company, presented as Annexure - IV and forms an integral part of this report.

14. STATEMENT FOR SECRETARIAL STANDARD COMPLIANCE

The Company has complied with the Secretarial Standards (SS- 1 and SS-2), issued by the Institute of Company Secretaries of India and forming part of the Act, on meetings of the Board of Directors and General Meetings.

15. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The Board wishes to place on record, its appreciation to all employees in the Company for their wholehearted efforts and impressive contribution to the high level of performance of the Company during the year. Industrial relations continued to be cordial and harmonized at all levels.

Disclosure pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rules 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to the Report as Annexure - V.

Details of employee remuneration as required under the provisions of Section 197 of the Companies Act, 2013 and Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are available to any Shareholder for inspection on request. If any Shareholder is interested in obtaining a copy thereof, such Shareholder may write to the Company Secretary, where upon a copy would be sent through email only. The Annual Report excluding the aforesaid information is being sent to the members of the Company.

16. SWEAT EQUITY

The Company has not issued any Sweat Equity Shares during the year under review.

17. EMPLOYEES STOCK OPTION SCHEME

The Company has not provided any Stock Option Scheme to the employees during the year under review.

18. DIRECTORS

Appointment/re-appointment

During the year under review, Mr. Varun C. Patel (DIN: 03378077) was appointed as an Additional and non-executive non-independent Director on the Board of Directors of the Company w.e.f., August 08, 2025. In the 46th Annual General Meeting held on September 19, 2025, the Members approved his appointment as a Non-executive non-independent Director of the Company.

The Board on the recommendation of the Nomination and Remuneration Committee and in accordance with the provisions of Section 149 read with Schedule IV to the Act and applicable SEBI Listing Regulations, Mrs. Prachi P. Shah (DIN 06726226) was appointed as Non-Executive, Independent Director of the

Company, not liable to retire by rotation, for a term of five years commencing from May 29, 2026 to May 28, 2031, subject to approval of the Members at the ensuing Annual General Meeting ("AGM"). A resolution seeking Members approval for her appointment forms part of the Notice for the ensuing AGM.

Retirement by Rotation

In accordance with the provision of Section 152 of the Act read with rules made there under and the Articles of Association of the Company, Mr. Chandrakant B. Patel (DIN:00380810) is liable to retire by rotation at the ensuing Annual General Meeting. Mr. Chandrakant B. Patel being eligible offers himself for re-appointment at the ensuing Annual General Meeting.

Brief profile of aforesaid director is given in the Annual Report.

Resignation

Mrs. Ruchita T. Patel (DIN: 09306338), a non-executive Independent Director, resigned as a Director of the Company w.e.f., June 01, 2026. She has confirmed that there is no material reason for her resignation. The Board places on record its appreciation for her invaluable contribution and guidance provided to the Company.

Independent Directors

In terms of Regulation 49 of the Companies Act, 2013 and SEBI Listing regulations, Mr. Munjal M. Patel, Mr. Subba Bangera, Mrs. Neha Nowlakha and Mrs. Ruchita Patel are the Independent Directors of the Company as on March 31,2026.

Mrs. Ruchita T. Patel (DIN: 09306338), a non-executive Independent Director, resigned as a Director of the Company w.e.f., June 01,2026

The Company sought approval of the members by way of a Special Resolution through postal ballot notice dated March 04, 2026, for continuation of appointment of Mr. Subba Bangera as an Independent Director beyond the age of 75 years through remote e-voting commenced on March 06, 2026 and ended on April 04, 2026. The said resolution was duly passed and the results were announced on April 06, 2026.

All Independent Directors of the Company have given declarations under Section 149(7) of the Act, that they meet the criteria of independence as laid down under Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI LODR. In terms of Regulation 25(8) of the Listing Regulations, the Independent Directors have confirmed that they are not aware of any circumstance or situation, which exists or may be reasonably anticipated that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence. The Independent Directors of the Company have undertaken requisite steps towards the inclusion of their names in the databank of Independent Directors maintained with the Inian Institute of Corporate Affairs, in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.

In the opinion of the Board, the Independent Directors possess the requisite expertise and experience and are persons of high integrity and repute. They fulfil the conditions specified in the Act as well as the Rules and are Independent of the Management.

19. KEY MANAGERIAL PERSONNEL

During the year under review there was no change in the Key Managerial Personnel (KMP) of the Company as per Section 203 of the Companies Act, 2013.

20. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the Directors state that:

(a) In the preparation of the annual accounts as at March 31, 2026, the applicable accounting standards have been followed and there are no material departures.

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

(c) The Directors have 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 have prepared the annual accounts on a going concern basis.

(e) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively.

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

21. MEETINGS OF THE BOARD

During the year under review, 7 (Seven) Board Meetings were held on May 28, 2025, August 08, 2025, September 20, 2025, November 07, 2025, December 08, 2025, January 31, 2026 and February 26, 2026. The maximum time gap between two consecutive meetings of Board did not exceed more than 120 days as prescribed under the provisions of Section 173 of the Companies Act, 2013. The Companies Act, 2013 read with relevant rules made thereunder facilitates the participation of a Director on Board/Committee Meetings through videoconferencing or other audio-visual mode. Accordingly, the option to participate in the meeting through video conferencing was made available for the directors. Leave of absence was granted to Directors who could not attend the respective board meetings on request.

The Agenda papers along with agenda notes are circulated well in advance to the Members of the Board for their review and to facilitate them to take informed decisions, if any.

22. COMMITTEES OF THE BOARD

The Committees of the Board focus on certain specific areas and make informed decisions in line with the delegated authority.

The following Committees constituted by the Board function according to their respective roles and defined scope:

• Audit Committee

• Nomination and Remuneration Committee

• Corporate Social Responsibility Committee

• Stakeholders Relationship Committee

• IPO Committee

Details of composition, terms of reference and number of meetings held in Financial Year 2025-26 for the aforementioned committees are given in the Report on Corporate Governance, which forms a part of this Report. Further, during the year under review, all recommendations made by the various committees have been considered and accepted by the Board.

23. BOARD EVALUATION

The Annual evaluation process of individual Directors, the Board and Committee was conducted in accordance with the provision of the Act and the SEBI Listing Regulations.

The Board evaluated its performance after seeking inputs from all the Directors on the basis of criteria such as the Board composition and structure, effectiveness of Board processes, information and functioning, etc. The performance of the Committees was evaluated by the Board after seeking inputs from the Committee members. The Board and NRC reviewed the performance of individual Directors. In a separate meeting of Independent Directors, performance of non-independent Directors and the Board as a whole was evaluated. Additionally, they also evaluated the Chairman of the Board, taking into account the views of Executive and non-executive Directors in the aforesaid meeting.

The above evaluations were then discussed in the Board Meeting and performance evaluation of Independent Directors was done by the entire Board excluding the Independent Director being evaluated.

24. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

Familiarization Programmes for Independent Directors are conducted at regular intervals. Please refer to the paragraph on Familiarization programme in the Corporate Governance Report for detailed information.

25. ANNUAL RETURN

As per the provisions of Section 92(3) and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Company is required to upload a copy of the Annual Return on its website, if any, and the web-link of such Annual Return shall be disclosed in the Boards Report. The Annual return of the Company shall be uploaded and the same is available on the website of the Company at www.mamata.com/investors.

26. AUDIT Statutory Audit

M/s. SHBA & Co. LLP, Chartered Accountants (FRN: 101046W/ W100063) (formerly known as M/s. Bathiya & Associates LLP, were appointed as statutory auditors of the Company for a period of 5 years till conclusion of the 50th Annual General Meeting.

A Certificate from M/s. SHBA & Co. LLP, Chartered Accountants (FRN: 101046W/W100063), has been received to the effect that their appointment as Statutory Auditor of the Company, will be in accordance with the limits specified under Section 141 of the Act and Rules framed thereunder.

The Audit Report of M/s. SHBA & Co. LLP, Chartered Accountants, Auditor of the Company does not contain any Qualification, adverse remark or observation.

Report on Frauds, if any:

During the year under review, no incidence of any fraud has occurred in the Company. Neither the Audit Committee of the Board, nor the Board of the Company had received any report involving any fraud, from the Statutory Auditors of the Company. As such, there is nothing to report by the Board, as required under Section 134 (3) (ca) of the Companies Act, 2013.

Secretarial Audit

Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors appointed M/s. Chirag A. Shah & Associates, Practising Company Secretaries to conduct secretarial audit of the Company for the year ended March 31,2026. The Report of the Secretarial Auditor for Financial Year 2025-26 is Annexed herewith as Annexure - VIII. The report of Secretarial Audit does not contain any qualification, reservations, adverse remarks or disclaimer.

At the 46th AGM of the Company M/s. Chirag Shah & Associates, Company Secretaries, a peer reviewed firm of Company Secretaries in Practice have been appointed as Secretarial Auditors of the Company for a period of five years from April 01, 2025 till March 31,2030.

M/s. Chirag Shah & Associates have provided their consent to act as the Secretarial Auditors of the Company and have confirmed that the proposed appointment, if made, will be in compliance with the provisions of the Act and the SEBI Listing Regulations.

Cost Audit & Cost Records

In terms of provisions of Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, based on the recommendation of the Audit Committed, the Board of Directors has appointed M/s. C. B. Modh & Co., a firm of Cost Accountants in practice, (FRN: 101474) as Cost Auditor of the Company for the financial year ended 31st March, 2027 to conduct Cost Audit for relevant product prescribed under the Companies (Cost Record and Audit) Rules 2014.

A Certificate from M/s. C. B. Modh & Co., Cost Accountants, (FRN: 101474), under Section 139 of the Act has been received to the effect that their appointment as Cost Auditor of the Company, if made, would be in accordance with the limits specified under Section 141 of the Act and Rules framed thereunder.

A remuneration of 93,500/- for the year 2026-27 is recommended by the Audit Committee and is approved by the Board.

A resolution seeking Members approval for remuneration payable to Cost Auditors forms part of the Notice of the 47th Annual General Meeting of the Company and same is recommended for your ratification.

The Company has prepared and maintained requisite Cost accounts and records as required to be maintained as specified by the Central Government under Section 148(1) of the Companies Act, 2013.

27. AUDIT COMMITTEE

The details pertaining to composition of the Audit Committee and brief terms of reference are included in as part of Corporate Governance Report.

28. INTERNAL FINANCIAL CONTROLS

The Company has adequate internal financial controls commensurate with the nature & size of business of the Company to ensure proper recording of financial & operational information & compliance of various internal controls and other regulatory & statutory compliances. During the year under review, no material or serious observation has been received from the Internal Auditor of the Company for inefficiency or inadequacy of such controls.

29. VIGIL MECHANISM

The provisions of Section 177 of the Companies Act, 2013 read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, relating to vigil mechanism is not applicable to the Company for the year under review.

30. NOMINATION & REMUNERATION COMMITTEE AND POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The provisions of Section 178 (1) of the Companies Act, 2013 read with Rule 6 of the Companies (Meetings of Board and its Powers) Rules, 2014, relating to Nomination and Remuneration Committee and the Companys policy on directors appointment and remuneration and other matters provided in Section 178 (3) of the Companies Act, 2013 have been duly complied with.

31. COMPLIANCE WITH PREVENTION OF SEXUAL HARASSMENT (POSH) POLICY

The Company is committed to providing a safe and conducive working environment for all its employees. In line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013, the Company has:

• Formed a POSH Committee to address and resolve complaints related to sexual harassment.

• Implemented a comprehensive POSH Policy and conducted training programs to raise awareness among employees regarding the policy.

• Ensured that all employees are aware of the grievance redressal mechanism.

The Company has had no complaints related to sexual harassment during the financial year. Regular workshops and training sessions are held to reinforce the importance of maintaining a respectful and harassment-free workplace.

32. CORPORATE SOCIAL RESPONSIBILITY (CSR)

During the year under review, the Company was required to spend an amount of 63,67,935/- as per the applicable provisions of Companies Act, 2013. The Companys initiatives and activities are aligned to the requirements of Section 135 of the Act. A brief outline of the CSR Policy of the Company and the CSR spending during the year under review and for the time between the end of financial year and the date of this report, are set out in Annexure - VI of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014.

A brief outline of the CSR Policy of the Company is placed on the website of the Company - www.mamata.com.

33. PARTICULARS OF LOANS, GUARANTEES, AND INVESTMENTS

There are no loans, guarantees, and investments covered under Section 186 of the Companies Act, 2013 provided.

34. PARTICULARS OF CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES

All transactions with related parties are placed before the Audit Committee as also placed before the Board for approval. Prior omnibus approval of the Audit Committee and the Board is obtained for the transactions which are of a foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are audited and a statement giving details of all related party transactions is placed before the Audit Committee and the Board of Directors for their approval on a quarterly basis.

All related party transactions entered into by the Company during the financial year were on an arms length basis and in the ordinary course of business. Details of related party transactions are provided in the Notes to the Financial Statements.

Pursuant to the applicable provisions of the Act and relevant SEBI LODR Regulations, policy on RPT has been formulated and shared on the website of the Company.

The particulars of contracts or arrangements of the Company with related parties as required under Section 134 (3) (h) of the Companies Act, 2013 in Form AOC-2 is annexed hereto in Annexure - VII and forms part of this report.

35. SIGNIFICANT AND MATERIAL REGULATORY ORDERS

There are no orders issued by any regulatory authorities or courts or tribunals in favour/against the Company impacting the going concern status and Companys operations in future.

36. DISCLOSURE UNDER INSOLVENCY AND BANKRUPTY CODE,2016

During the year under review no application is made by the Company under Insolvency and Bankruptcy Code, 2016 and there are no proceedings which are pending against the Company under the said Code.

37. DISLOSURE RELATING TO ONE TIME SETTLEMENT WITH THE BANK, IF ANY

During the year under review the Company has not made any kind of settlement with any Bank.

38. RISK MANAGEMENT

The Company has a well-defined risk management policy to identify, assess, and mitigate risks that could impact its business. The Board periodically reviews the risk management framework to ensure its effectiveness.

39. APPRECIATION

The Board wishes to place on record its appreciation for the support and cooperation received from shareholders, employees, and other stakeholders. The Directors look forward to continued support and encouragement.

For and on behalf of the Board of Directors

Mahendra N. Patel

Chairman & Managing Director (DIN: 00104997)

Date: July 06, 2026 Place: Ahmedabad

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