Mangalam Organics Ltd Directors Report

TO THE MEMBERS OF MANGALAM ORGANICS LIMITED

Your directors have pleasure in presenting the Forty Fourth Annual Report on the performance of the Company together with the audited financial statements for the Financial Year (‘FY) ended March 31, 2026.

FINANCIAL RESULTS

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

Amount in Lakhs (Rs.)

	Standalone		Consolidated
Particulars	FY 2025-26	FY 2024-25	FY 2025-26	FY 2024-25
Revenue from Operations	50085.18	40984.75	62257.17	53000.90
Other Income	1659.40	203.78	474.89	33.41
Total Revenue	51744.58	41188.53	62732.05	53034.31
Profit before Depreciation and finance cost	6870.65	5010.28	9257.54	5891.31
Depreciation and Amortization expenses	2191.65	1913.23	2758.10	2081.66
Finance Cost	2556.81	2028.78	2818.84	2147.65
Profit after Depreciation, Finance costs and Exceptional itemsand beforetax	1771.59	1068.27	3330.00	1661.99
Tax expenses	400.26	292.29	754.35	402.27
Profit after Tax	1371.33	775.98	2575.65	1259.72
Other comprehensive income	-44.03	-15.99	-37.25	-9.30
Total Comprehensive Income for the Year	1327.30	759.99	2538.40	1250.42

NATURE OF BUSINESS AND FINANCIAL PERFORMANCE

Your Company is engaged in the business of manufacturing chemical and has Terpenes and Synthetic Resins as primary segment, which falls under a single segment of chemicals.

Financial Performance Highlights for FY 2025-26

a) Net Sales Turnover: Our net sales turnover reached an impressive Rs. 623 Crore, reflecting steady growth. This compares favorably to the Rs. 530 Crore achieved in the previous financial year. after tax (PAT) improved

b) Profit afterTax(PAT): Our profit -26, we recorded a PAT of Rs. 25.76 Crore, a remarkable improvement from the PAT of Rs. 12.60 Crore in FY 2024-25.

c) Revenue Composition: Approximately 90% of our revenue came from Terpenes Chemicals.

Continuity:

d) Business There was no change in the nature of our business during theyearunderreview.Weremaincommitted to our core operations and strategic direction.

e) Material Changes and Commitments, If any, affecting the Financial Position of the Company:

Ther e have been no significant material orders passed

Regulators, Courts, or Tribunals that would impact the going concern status of the Company and its future operations. Furthermore, there have been no material changes or commitments that could affect thefinancialpositionof the Company between the end of the Financial Year to which the Financial Statements relate and the date of this report.

DIVIDEND

With a view to conserve resources, the Directors have thought it prudent not to recommend any dividend for the financial year under review.

UNCLAIMED AND UNPAID DIVIDEND AND TRANSFER OF SHARES TO IEPF

As on March 31, 2026 the unpaid equity dividend account of the Company has a balance of Rs.12,38,616 comprising Rs.2,33,012/-, Rs.2,45,480/-, Rs. 3,77,950/- and Rs. 3,82,174/- in respect of the dividends for FY 2018-19, FY 2019-20, FY 2020-21 and FY 2021-22 respectively. The list of such shareholders for unpaid and unclaimed dividend for FY 2018-19, FY 2019-20, FY 2020-21 and FY 2021-22 is placed on the Companys website www.mangalamorganics.com.

Pursuant to Section 124 of the Companies Act, 2013 read with the Investor Education and Protection Fund Transfer and Refund) Rules, 2016 ("Rules"), all dividends remaining unpaid or unclaimed for a period of seven years and also the by shares in respect of which the dividend has not been claimed by the shareholders for seven consecutive years or more are required to be transferred to Investor Education and Protection Fund accordance with the procedure prescribed in the Rules. In this regard, all dividends remaining unpaid or unclaimed for a period of seven years and also the shares in respect of which the dividend has not been claimed by the shareholders for seven consecutive years for FY 2017-2018, 2009-10 & 2010-11 have been transferred to Investor Education and Protection Fund (IEPF) account November 02, 2018, February 15, 2019 and November 22, 2025 respectively. Members who have not yet received/ dividend entitlements are requested to contact the Company or the Registrar and Transfer Agents of the Company.

The shareholders who have not claimed the dividend for the FY 2018-19, the shares in respect of which will get transferred to IEPF in October 05, 2026, hence those shareholders whose shares along with the dividend are due for transfer to IEPF have been sent a letter by the company and the list of those shareholders is also placed on the website of the Company at www.mangalamorganics. com

The members can claim the transfer of such shares and dividend from IEPF in accordance with the procedure and on submission of the documents as prescribed from time to time. The list of shareholders whose shares and dividends have been transferred to IEPF is placed on the Companys website www.mangalamorganics. com.

TRANSFER TO RESERVE

The Board of Directors has decided to retain the entire amount profits for FY 2025-26 in the Retained Earnings.

SHARE CAPITAL

a. Authorized Capital: The authorized share capital of the Company as on March 31, 2026 stood in case he/ at 12,00,00,000/- (Rupees Twelve Crores only) comprising of 1,20,00,000 Equity shares of Rs. 10/- each. 17A of the SEBI b. Paid-Up Capital: The paid-up capital of the Company as on March 31, 2026 stood at 8,56,44,400 /- (Rupees Eight Crore Fifty Six Lakh Forty Four Thousand comprising of 85,64,440 shares of 10/- each.

During the year under review, the Company hasnotissuedany: is also in compliance

a) shar eswith b) s weat equity shares.

DEPOSITS

During the year under review, your Company neither accepted any deposits nor any amounts outstanding at the beginning of the year which were classified as ‘Deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014. Hence, the requirement for furnishing of details relating to deposits covered under Chapter V of the Act or the details of deposits which are not in compliance with Chapter V of the Act is not applicable.

SUBSIDIARY/ JOINT VENTURES/ ASSOCIATES COMPANIES

The Company has the following three subsidiary companies:

Name of the Subsidiary	Status
1. Mangalam Brands Private Limited	Wholly owned material Subsidiary
2. Mangalam Pooja Stores claimed their Private Limited	Wholly owned Subsidiary
3. Mangalam Speciality Chemicals Private Limited	Wholly owned Subsidiary

In accordance with Section 129(3) of the Companies Act, 2013, a statement containing salient features of the financial statements of the subsidiary companies for the year ended March 31, 2026 in Form AOC-1 is provided as Annexure - I to the Boards Report.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

a. Composition

The Board of Directors comprises distinguished professionals of proven integrity and competence, who provide strategic direction, guidance and leadership to the Company.

As on March 31, 2026, the Board of the Company comprises 7 (Seven) Directors. Out of the said Directors, 4 (Four) are Independent Directors including one Woman Director and 3 (Three) are Executive Directors.

None of the Directors is a Director (including any Alternate Directorships) in more than 10 public limited companies (as specifiedin section 165 of the Act) and Director in more than 7 listed entities or acts as an Independent Director in more than 7 listed entities entities or3listed she serves as a Whole-time Director/Managing Director in any listed entity (as specified in Regulation (LODR) Regulations, 2015). Further, none of the Directors on the Board is a Member of more than 10 Committees Four Hundred only) in and Chairperson of more than 5 Committees (as specified Regulation 26 of the SEBI (LODR) Regulations, 2015), across all the Indian public limited companies in which he/ she is a Director and the Board Composition Section 149 of the Companies Act, 2013.

b. Appointment / Re-appointment / Resignation:

I. Appointment/Re-appointment of a Director Retiring by Rotation:

In accordance with the provisions of Section 152(6) of the Companies Act, 2013, Mr. Kamalkumar Dujodwala (DIN:00546281) is liable to retire by rotationat the ensuing Annual General Meeting and, being eligible, has offered himself for re-appointment. The proposal for his re-appointment is includedintheNoticeof the Annual GeneralMeeting

None of the Directors is disqualified from being as Directors, as specified in Section 164 of the Companies Act, 2013.

c. Disqualification & Compliance

During the year under review none of the Company are disqualified from being appointed as Directors as specified under Section164(1) and 164(2) of the Act read with Rule 14(1) of the Companies (Appointment and Qualificationsof Directors) Rules, 2014 or are debarred or disqualified by the Securities and Exchange Board of India ("SEBI"), Ministry of Corporate Affairs ("MCA") or any other such statutory authority.

All members of the Board and the Senior Personnel have affirmed compliance with the Code of Conduct for Board and Senior Management Personnel for the financial year 2025-2026 and the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees.

The Company has obtained the certificate from the reputed Practicing Company Secretary stating that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed and/or continuing as Directors by the SEBI/MCA or any other such statutory authority for the Financial year ended March 31, 2026. The same is forming part of Corporate Governance Report, which forms part of this Annual Report.

d. Declaration by Independent Directors:

The Company has received the following declarations the Independent Directors confirming that:

The y meet the criteria of independence as prescribed Section149(6) of the Companies Act, 2013 and Regulation 16(1) (b) & Regulation 17(10) of SEBI Listing amended from time to time read with Schedule IV and issued thereunder, and the Listing Regulations. There has been no change in the circumstances affecting Independent Directors of the Company.

The y have complied with the Code for Independent prescribed under Schedule IV to the Act. The Board is of the opinion that the Independent Directors of the Company hold highest standards of integrity and possess requisite expertise and experience required to fulfil their duties as Independent Directors. tc. The Company has also obtained a certificate from Company Secretary confirming the independence of the Independent Directors in terms of the provisions of the Act, read with Schedule IV and the Listing Regulations. The Board like of Directors has taken on record the said declarations after due assessment of their veracity. tc. appointed

e. Familiarization Programme for Independent Directors:

P ursuant to the provisions of Regulation 25(7) of the SEBI Listing Regulationsread with Schedule IV of the Act, the Company has in place a Familiarization Program for its Independent Directors to acquaint them with the Company, their roles of the and responsibilities, the business model, operationalaspects and governance framework of the Company. Through this program, the Independent Directors are provided with relevant information and insights to enable them to gain a comprehensive understanding of the Companys business and to contribute effectively to the Board and its Committees.

The familiarization presentations, briefings and management, as and when required. Details of the Familiarization Program for Independent Directors are also disclosed on the Companys website and the Weblink of the same is as: https://shorturl.at/0Bh3J for details of the Familiarization program conducted, kindly refer Corporate Governance Report which forms part of this Annual Report.

f. Annual Evaluation of Directors, Committee and Board:

During the year under review the Nomination and Remuneration Committee for performance evaluation of the Board and accordingly the Board of Directors has carried out an annual evaluation of its own performance, board committees, and individual directors pursuant to the provisions of the Act and SEBI Listing Regulations. The performance evaluation was conducted through a structured questionnaire circulated to all Directors, based on the evaluation framework approved by the Board. from allThe evaluation process also took into consideration Guidance Note on Board Evaluation view to assessing the effectiveness of the Boards functioning, under governance practices, and the contribution Directors. as The structured performance of the board included criteria such as the board composition and structure, effectiveness of board their statusas processes, information and functioning, etc. The evaluation of performance of individual directors was carried out on the basis of criteria such as the contribution director to the board and Participation, meaningful and constructive meetings, etc. The questionnaire for performance of the committees e committees,effectivenessofcommitteemeetings, a Practising The Board and the NRC reviewed the performance of individual directors on the basis of criteria such as contribution of the individual director to the Board and Committee meetings preparedness on the issues to be discussed, meaningful and e constructivecontributionandinputsin meetings,

In a separate meeting of independent directors, of non-independent directors, the board as a whole and the Chairman of the Company was evaluated, taking into account the views of executive directors and non-executive directors.

g. Policy on Directors appointment and remuneration and other details:

The Companys policy on appointment of Directors is on the Companys website at https://shorturl.at/kU9ut

h. Key Managerial Personnel:

In accordance with the provisions of Section 2(51) and 203 of the Act read with the Companies (Appointment and Remunerationof Managerial Personnel) Rules, 2014, including any statutory modification(s) or re-enactment(s) thereof for the time being in force, the following are the KMPs of the Company as on the date of this Report: -

1. Mr . Kamalkumar Dujodwala, Chairman and Director

2. Mr . Pannkaj Dujodwala, Managing Director

3. Mr . Sanjay Bhardwaj, Chief Executive Officer

4. @ Mr . Shrirang V. Rajule, Chief Financial Officer $ Mr . Manoj Mhapadi, Chief Financial Officer

5. Ms. Charmi Shah, Company Secretary & Officer

6. Mr . Akshay Dujodwala, Chief Strategic Officer

@ Retired w.e.f., June 30, 2026 $ Appointed, w.e.f. July 01, 2026

Mr . Shrirang V. Rajule, Chief Financial Officer ("CFO") Key Managerial Personnel of the Company, retired from the services of the Company with effect from the close of business hours on June 30, 2026, upon attaining the age of 67 years. The Board and Managementplaceonrecordtheirsincere dedicated service appreciation for his valuable contribution, and commitment to the Company during his long association and wish him good health and success in his future endeavors.

Based on the recommendations of the Remuneration Board approved the appointment of Mr. Manoj Mhapadi as Chief Financial Officer and Key Managerial Personnel of the Company with effect from July 01, 2026.

MAINTENANCE OF COST RECORDS:

Pursuant to the provisions of Section 148 of the Act, read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is required to maintain Cost Records auditors under Rule 3 of the said Rules. Accordingly, the Company has duly reporting maintained the Cost Records in the format prescribed under Rule 5 of the said Rules.

DISCLOSURES RELATED TO BOARD, COMMITTEES AND POLICIES

Board

The Board of Directors met07(Seven)timesduring the financial year ended March 31, 2026. The Board has met at least once in every Calendar Quarter and the gap between two consecutive Meetingsdid not exceed one hundred and twenty days. These Meetings were well attended by the Directors. There was requisite quorum present in all the Meetings of the Board held during the FY 2025-26. The details of the Board meetings and the attendance of Directors thereat are provided in the Corporate Governance Report forming part of the Annual Report.

Directors Responsibility Statement

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financialstatements of the Company for the year ended March 31, 2026, the Board of Directors hereby confirms that:

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanations relating to material departures, wherever applicable;

b) such accounting policies have been selected and applied consistently and the Directors 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 of March 31, 2026 and of the profits of the Company for the year ended on that date; and

c) pr oper and sufficient care was taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detectingfraud andotherirregularities

d) the annual accounts of the Company have been prepared on a going concern basis;

e) in ternal financial controls have been laid down to be followed by the Company and that such internal financial controls are and adequate and were operating effectively; Committee,the and the Audit

f) pr oper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively throughout the financial year ended 31 March, 2026.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, the work performed by the internal, statutory and secretarial auditors and external consultants, including the audit of internal financialcontrols over financial and the reviews performed by management and the relevant board committees, including the Audit Committee, the Board is of the opinion that the Companys internal financial controls were adequate and effective during FY 2025-26.

Committees of the Board

The Company has constituted the following 4 (Four) Committees, which have been established in compliance with requirements of Business and relevant provisions of applicable Laws:

1. Audit Committee Committ 2. Nominationand Remuneration

3. St akeholdersRelationshipCommittee

4. Corpor ate Social Responsibility Committee meetings andThe details of the terms of reference, composition, attendance etc. are given in the Corporate Governance Report forming part of the Annual Report.

AUDITORS

I. S TATUTORY AUDITORS AND AUDITORS REPORT

M/ s. NGST & Associates, Chartered Accountants, (Peer Review Certificate (FirmRegistration No. 017853), were appointed as the Statutory Auditors of held on theCompany at the 34th Annual General Meeting September 30, 2016, to hold office years from the conclusion of the said Annual General Meeting until the conclusion of the 39th Annual General Meeting held on September 29, 2021. Thereafter, they were re-appointed by the Members at the 39th Annual General Meeting held on September 29, 2021, for a second term of five consecutive years, to hold office from the conclusion of the said Annual General Meeting until the conclusion of the 44th Annual General Meeting of the Company to be held in the year 2026.

P ursuant to the provisions of Section 139 of the

Act, 2013 and based on the recommendation of of Directors, consequent to Audit the completion of the permissible tenure of M/s. NGST

& Associates, Chartered Accountants, has approved the appointment of M/s. JMT & Associates, Chartered Accountants, Mumbai (Firm Registration No. 104167W) Peer Review Certificate No. 016481, as the Statutory Company for a term of five consecutive years, commencing from the conclusion of the 44th AnnualGeneralMeetingto be held on September 24, 2026 until the conclusion of the 49th Annual General Meeting of the Company to be held in the year 2031, subject to the approval of the Members at the ensuing Annual General Meeting.

The Company has received the written ate fromcertific eligibility M/s. JMT & Associates, Chartered Accountants,confirmingtheir willingness to act as the Statutory Auditors of the Company. They have further confirmed that their appointment, if made, shall be in accordance with the provisions of Sections139 and 141 of the Companies Act, 2013 and that they satisfy the criteria prescribed under the Companies Act, 2013 and are not disqualified from being appointed as the Statutory Auditors of the Company.

Acc ordingly, resolution seeking approval of the members is listed as Item No. 8 of the AGM Notice as Ordinary Resolution.

Further , the report of the Statutory Auditors along with notes to Schedules for the year ended 31st March, 2026 is a part of the Annual Report. There has been no reservation, adverse remark or disclaimer given by the Auditors in their Report.

II. C OST AUDITORS:

The Board of Directors, based on recommendation of the Audit Committee has appointed M/s. NKJ & Associates, Cost Accountants in practice,to audit the cost accounts of the Company for the FY 2026-27. In terms of Rule 14 of the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost Auditor is required to be ratified by the shareholders. Accordingly, a resolution seeking ratification by the members for the remuneration is listed as Item No. 3 of the AGM Notice as Ordinary Resolution.

III. SE CRETARIAL AUDITORS AND AUDITORS REPORT:

P ursuant to the provisions of Section 204 of the Companies Act, for a term of five consecutive 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. During the year under review, the Members approved the appointment of M/s. Yogesh Sharma & Co., Practicing Company Secretary to undertake the Secretarial Audit of the Company for a term of 5 Years from the conclusion of the 43rd Annual General Meeting held on 16th September, 2025 until the conclusion of the 48th Annual General Meeting to be held in the year 2030.

As required under provisions of Section 204 of the Companies Act, 2013, the report in respect of the Secretarial Audit carried out by M/s. Yogesh Sharma & Co., Company Secretaries, in Form MR-3 for the Financial year ended March, 2026 forms part of this report. The said report does not contain any adverse observation or qualification or modifiedopinion Auditorsofthe requiring explanation or comments from the Board under Section 134(3) . ofthe Companies Act, 2013

Compliance with Secretarial Standards

The Company has complied with the applicable Secretarial Standards i.e. SS-1 & SS-2, relating to ‘Board of Directors Meeting and ‘Annual General Meeting,respectively, issued by the Institute of Company Secretaries of India. and

Corporate Social Responsibility

Pursuant to the provisionsofSection135 of the Companies Act,

2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014. In the financial year 2025-26, the Company earned a profit of Rs. 10,68,27,000 as computed under Section 198 of the Companies Act, 2013. However, upon computation of the average net profits of the Company for the immediately preceding three financial years by the CSR committee. It was noted that the average net profit calculated for the said period resulted in a by

Annual Report 2025-26 61 negative amount and accordingly, the prescribed CSR expenditure being 2% of such average net profits also amounted to Nil. Accordingly, the provisions relating to CSR are not applicable to the Company for the financial year 2025-26. Therefore, no amount isrequiredtobespenttowardsCSRactivitiesfor the Financial Year 2025-26.

The brief outline of the Corporate Social Responsibility (CSR) policy of the Company is set out in Annexure III of this report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014.

The CSR policy is available on:

https://shorturl.at/jcF7i

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation Disclosure Requirements) Regulations, 2015 (‘Listing the report on Management Discussion & Analysis is presented in a separate section forming part of this Annual Report.

CORPORATE GOVERNANCE REPORT

The Company has complied with the Corporate Governance requirements under the Act and as stipulated under the Listing Regulations. certificate from the statutory auditors is separately given in this Annual Report.

CREDIT RATINGS

As on March 31, 2026, the Company had the following credit ratingsassigned by CRISIL Ratings Limited to the Companys bank facilities Rs. 397 Crore:

Long-Term Bank Facilities: CRISIL BBB+ / Watch Developing (Continues on ‘Rating Watch with Developing

Short-Term Bank Facilities: CRISIL A2 / Watch Developing (Continues on ‘Rating Watch with Developing Implications)

After the close of the financial year, CRISIL Ratings Limited, vide its rating letter dated July 1, 2026, updated and reaffirmedthe Companys credit ratings as follows:

Long-Term Bank Facilities: CRISIL BBB+/ Stable (reviewed and reaffirmedthe credit ratings and removed the Watch with Developing Implications)

Short-Term Bank Facilities: CRISIL A2 (reviewed and the credit ratings andremovedtheratingsfrom ‘Rating Developing Implications)

DISCLOSURES UNDER SECTION 134(3)(l) OF THE COMPANIES ACT, 2013 RISK MANAGEMENT & INTERNAL CONTROL SYSTEMS

Adequate internal controlsystemscommensuratewith the nature between the Company and its of the Companys business and size and complexity of its operations are in place and have been operating satisfactorily. Internal control systems comprising policies and procedures are designed to ensure reliability of financial reporting, timely feedback on achievement of operational and strategic policies, procedures, applicable laws and regulations and that all assets and resources are acquired economically, used and adequately protected.

DISCLOSURE OF ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNAL

No significant and material orders have been passed by any Regulator or Court or Tribunal which can have an impact on the going concern status and the Companys operations in future.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS

WITH RELATED PARTIES

All related party transactions entered into by the Company during the year under review were in the ordinary course of business of the SEBI (Listing Obligations and and conducted on an arms length basis, in compliance with the Regulations), applicable provisions of the Companies Act, 2013 ("the Act"). The Audit Committee has reviewed and approved all related party transactions, ensuring adherence on Related Party Transactions and the criteria for determining materiality. There significant transactions were no materially with related parties that could have a potential conflict with the A report on the Corporate Governance along with the interests of the Company at large.

The Policy on Related Party Transactions and the manner of dealing with such transactions is available on the Companys website at the following link: https://shorturl.at/x8d97

The particulars of contracts or arrangements with related parties as referred to in Section 188(1), if any, are disclosed in Form AOC-2, appended as Annexure II to the Boards Report.

PARTICULARS OF LOANS, GUARANTEES, INVESTMENTS UNDER SECTION 186

The particulars of loans, guarantees and investments given/ made during the financial year under review and governed by the provisions of Section 186 of the Companies Act, 2013 has been furnishedinfinancial as on March 31, 2026, which forms part of this Integrated Annual Report. from ‘Rating

Fraud Reporting

reaffirmed There are no instances of fraud reported by the Auditors under Section 143(12) during the Financial Year ended Watch with

Particulars of Employees and Remuneration

The information as required under the provisions of Section 197(12) of the Companies Act, 2013 and Rule 5(1) of the Companies (AppointmentandRemunerationof Managerial Personnel) Rules, 2014, is set out in Annexure IV attached herewith and which forms part of this Report. The relation employees continue to be cordial.

A Statement containing the details of the Employees employed throughout the financial year and who were in receipt of remuneration of Rs. 102 lakhs or more and employees employed for part of the year and in receipt of remuneration of Rs. 8.50 lakhs or more per month, pursuant to Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided as Annexure V to this report.

Annual Return:

Pursuant to Section 92(3) read with Section the draft of the Annual Return as on March 31, 2026 is available on the Companys https://tinyurl.com/2cu8ukpz

OTHER DISCLOSURES

Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014, are furnished as under:

Vigil Mechanism for the Directors and Employees

The Vigil Mechanism as envisaged in the Act, read with the Rules prescribed thereunder, and the SEBI (LODR) Regulations, 2015 is implemented through the Companys Whistle Blower Policy. On the recommendation of the Audit committee, the Board of Directors of the Company has framed the "Whistle Blower Policy" as the vigil mechanism for Directors and employees of the Company. It enables the Directors, employees and all stakeholders of the Company to report genuine concerns (about unethical behaviour, actual or suspected fraud, or violation of the Code) and provides for adequate safeguards against victimisation of persons who use such mechanism and makes provision for direct access of theto the Chairman of the Audit Committee. The functioning Vigil Mechanism is reviewed by the Audit Committee to time.

The Whistle Blower Policy is placed on the website of the Company at https://rb.gy/pso5f8

Policy on Nomination and Remuneration of Directors, KMP &

Senior Employees

The Nomination and Remuneration Policy of the Company, inter alia, provides that the Nomination and Remuneration Committee shall:

(i) f ormulate the criteria for Board membership, including appropriate mix of Executive & Non-Executive Directors;

(ii) la y down the criteria for appointment in Senior Management positions;

(iii) appr ove and recommend compensation packages policies for Directors and Senior Management;

(iv) la y down the process for the effective manner of evaluation of the Board, its Committees and the

The Company has in place a Nomination and for the Directors, KMP and senior employees pursuant to the provisions of the Act and the SEBI Listing Regulations which placed on the website of the Company at

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

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have been furnished in Annexure VI with activities by the Company respecttothenatureof during the year under review.

Service of documents through electronic means 134(3)(a)ofthe Act, Subject to the applicable provisions of the Companies Act, 2013, all documents, including the Notice and Annual Report shall be sent through electronic transmission in respect of members whose email IDs are registered in their demat account or are otherwise provided by the members.

Further, a letter of the AGM and Integrated Annual Report for the FY 2025-26 will be sent to those shareholders who have not registered their email address. In case any member who is desirous of obtaining the physical copy of the Integrated Annual Report and Notice of the AGM of the company, may write a request to the company at cs@ mangalamorganics.com mentioning their DPID and Client ID/ Folio Number.

Policy on Prevention of

As per the requirements of the Sexual Harassment of Women at Workplace (Prevention, ("the Prevention of Sexual Harassment Act"), the Company has formulated a Policy on Prevention of Sexual Harassment at time Workplace for prevention, prohibition and redressal of sexual harassment at workplace and an Internal Complaints Committee has also been set up to redress any such complaints received.

Your Company is committed to providing a safe and conducive work environment to all of its employees and associates. Further, the Policy also gives shelter to contract workers, probationers, temporary employees, trainees, apprentices of the Company and any person visiting the Company at its office. Company periodically conducts sessions for employees across the organization, to build awareness about the Policy and the provisions of the Prevention of Sexual the

Internal Complaints Committee

Internal ComplaintsCommittees havebeenconstituted to redress complaints of sexual harassment and the Company has complied with and the provisions relating to the constitution of Internal Committee under the POSH Act. The Company is strongly opposed to sexual harassment and employees are made aware about the consequences of such acts and about the .

Committee. The Internal Complaints Committee of the Company Remuneration as required under The Sexual Harassment of Women at Workplace Policy (Prevention, Prohibitionand Redressal) Act, 2013 exists for both is Factory and Administrative Office of the Company. During the year under review, no complaints were received. .cc/ogr8101

During the financial year, the Company conducted a sensitization training for employees on the Prevention of Sexual Harassment (POSH) at Workplace for its employees. The programme focused on sensitising employees about the provisions of the POSH Act, 2013, promoting respectful workplace behaviour, creating awareness regarding the complaint redressal mechanism, and highlighting the roles and responsibilities of

Complaints received under POSH

During the financial year under review, no complaint was received under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

a) Number of complaints of sexual harassment received in the year	NIL
b) Number of complaints disposed off during the year	NIL
c) Number of cases pending for more than 90 days	NIL

Compliance with the provision of Maternity Benefit Act, 1961

The Company is in compliance with the provisions of the Maternity Benefit Act, 1961 and has policies, systems and processes in place to ensure ongoing compliance.

SAFETY, ENVIRONMENTAL CONTROL AND PROTECTION

The Company is conscious of the importance of environmentally friendly and safe operations. The Companys policy requires conduct of operations in such a manner so as to ensure safety of all concerned, compliance of environmental regulations and preservation of natural resources. The plant of the Company at Village Kumbhivali, Savroli Kharpada Road, Khalapur, Raigad, Maharashtra - 410202 is in full compliance with the laws, regulations and requirements stipulated by the concerned Pollution

GENERAL:

Your directors state that: -

1) The Company has not issued any shares with differential voting rights as per the Act.

2) The Company has not issued any sweat equity shares under . the Act.

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

4) Ther e are no applications made or any proceedings pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the Financial Year.

5) The requirement to disclose the details of difference between amount of the valuation done at the time of onetime settlement and Banks or Financial Institutions is not applicable.

ACKNOWLEDGMENTS AND APPRECIATION

Your Directors take this opportunity to thank the employees, customers, suppliers, bankers, business partners/associates, financial authoritiesfor their institutionsandvariousregulatory consistent support/ encouragement to the Company.

The Directors appreciate and value the contribution made by every member of the Mangalam family.

For and on behalf of the Board of Directors

Sd/-

Kamalkumar Dujodwala

Chairman

DIN: 00546281

Place: Mumbai

Date: July 28, 2026