Meghna Infracon Infrastructure Ltd Directors Report

DIRECTORS REPORT

TO THE MEMBERS

Dear Members,

Your Directors have pleasure in presenting their 19th Annual Report together with the Audited Accounts of the Company for the Year ended 31^st March, 2026.

FINANCIAL RESULTS:

		(Amount in Lacs)
Particulars	Year ended 31st March 2026	Year ended 31st March 2025
	(Rs.)	(Rs.)
Income from operation	761.68	1402.36
Other Income	277.52	770.50
Total revenue	1039.2	2172.87
Total Expenses	392.13	1173.15
Profit/(Loss) before taxation	647.07	999.725
Less: Tax Expense
(a) Current Tax	109	77.47
(a) Deffered Tax	(0.9)	(1.53)
Total Tax Expenses	108.1	75.943
Profit/(Loss) after tax	538.97	923.78
Earnings per share (EPS)
Basic	2.48	8.50
Diluted	2.48	8.50

OPERATIONAL REVIEW:

The Company recorded total revenue of Rs. 1039.20 Lakhs during the year under review as against Rs. 2172.87 lakhs in the previous year. Company earned Profit after tax of Rs. 538.97 Lakhs as against a Profit after tax of Rs. 923.78 lakhs in the previous year.

CONSOLIDATED FINANCIAL STATEMENTS AND RESULTS:

In accordance with the provisions of Section 129 (3) of the Act and as per Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Consolidated Financial Statements forms part of this Annual Report and shall also be laid before the ensuing Annual General Meeting (AGM) of the Company. The Consolidated Financial Statements have been prepared in accordance with the applicable Indian Accounting Standards (IND AS) under Section 133 of the Act.

During the financial year under review, the consolidated performance of your Company and its subsidiaries and associates is as mentioned below:

		(Amount in Lacs)
Particulars	Year ended 31st March 2026	Year ended 31st March 2025
	(Rs.)	(Rs.)
Income from operation	4620.25	3987.68
Other Income	11.77	35.02
Total revenue	4632.02	4022.70
Total Expenses	3675.77	2902.54
Profit/(Loss) before taxation	956.25	1120.16
Less: Tax Expense
(a) Current Tax	117	131.25
(a) Deffered Tax	279.76	9.96
Total Tax Expenses	396.76	141.21
Profit/(Loss) after tax	559.49	987.95
Earnings per share (EPS)
Basic	2.48	8.50
Diluted	2.48	8.50

Highlights of performance of Subsidiaries:

Particular	Current year ended March 31, 2026	Previous year ended March 31, 2025
Consolidated gross revenues and other income of Subsidiaries, Associates and Joint Ventures	3868.03	2609.73
Consolidated net profit/loss of Subsidiaries, Associates and Joint Ventures	296.29	793.62

The contribution of subsidiaries to the overall performance of the Company is as given below:

Sr. No. Particulars	Current year ended March 31, 2026	Previous year ended March 31, 2025	Contribution to consolidated performance of the Company for the Current year ended March 31, 2026
1. Meghna Aakar Constructions
Gross revenues and other income	4632.02	3987.67	1215.42
Net profit/loss	559.49	978.86	171.91
2. Meghna Infracon LLP
Gross revenues and other income	4632.02	3987.67	2133.39
Net profit/loss	559.49	978.86	63.15
3. Navkhanda Infracon LLP
Gross revenues and other income	4632.02	3987.67	0
Net profit/loss	559.49	978.86	-0.03
4. Meghna Developers AOP
Gross revenues and other income	4632.02	3987.67	519.22
Net profit/loss	559.49	978.86	40.67
5 Vikmegh Constructions LLP
Gross revenues and other income	4632.02	3987.67	0
Net profit/loss	559.49	978.86	-0.489

DETAILS OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE SUBSIDIARIES, ASSOCIATES OR JOINT VENTURES DURING THE YEAR:

During the year, the company no company has become or ceased to be subsidiaries, associates of the Company. And the Company has not entered into any joint ventures.

DIVIDEND:

The company had issued interim dividend of Rs. 0.10/- (Ten Paise) per equity share of Rs. 10/- each on the equity share capital of the Company which was declared in the Board Meeting held on May 21, 2025.

The Board of Directors at their meeting held on May 26, 2026, has also recommended a final dividend of Rs. 0.25 per share for the Financial Year ended March 31, 2026, subject to the approval of members in the 19^th Annual General Meeting of the Company. The record date for the purpose of final dividend for financial year ended March 31, 2026 is September 17, 2026.

Dividend Distribution Policy:

In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosures Requirements) Regulations, 2015 (‘the Listing Regulations), the Board has formulated and adopted the Dividend Distribution Policy. As per the Dividend Distribution Policy, the Board endeavours to ensure transparency in deciding the quantum of dividend. The Board while taking decision for recommendation of the dividend takes guidance from this policy and ensures to maintain a consistent approach to dividend pay-out plans. The Dividend Distribution Policy is available on the Companys website.

AMOUNT TRANSFER TO RESERVE:

Your Directors do not propose any amount to be transferred to the Reserves for the year ended 31^st March 2026.

PARTICULARS OF THE COMPANYS SUBSIDIARIES. JOINT VENTURES AND ASSOCIATE COMPANY:

The following are the subsidiaries of the Company:

a. Company has been admitted to an AOP (Association of Persons) named as "Meghna Developers AOP" June 20, 2024. wherein Meghna Infracon Infrastructure Limited holds 90% of the total contribution to the corpus of the AOP.

b. The Company also holds Partnership of 90% of the total contribution to the corpus in Meghna Infracon LLP.

c. The Company also holds Partnership of 95% of the total contribution to the corpus in Navkhanda Infracon LLP.

d. The Company also holds Partnership of 90% of the total contribution to the corpus in Vikmegh Constructions LLP.

e. Company is a partner in Meghna Aakar Constructions with Meghna Infracon Infrastructure Limited holding 95% of the total contribution to the corpus of the LLP.

Other than mentioned above the Company does not have any Subsidiaries, Associates or Joint Ventures.

The details of Subsidiaries of the Company is provided in Annexure - I to this report.

RELATED PARTY TRANSACTION:

All transactions entered into during the year with Related Parties as defined under Section 188 read with Rule 15 of Companies (Meetings of Board and its powers) Rules, 2014 of the Companies Act 2013 and Rule 23 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, were in the ordinary course of business and on an arms length basis. During the year, the Company had not entered into any transaction referred to in Section 188 of the Companies Act, with related parties which could be considered material under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Accordingly, the disclosure of Related Party Transactions as required under Section 134(3) of the Companies Act 2013 in Form AOC-2 is annexed herewith as Annexure - II to this report. Attention of Members is drawn to the disclosures of transactions with related parties set out in Notes to Accounts forming part of the Standalone financial statements. As required under Rule 23 (1) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

DEPOSITS:

Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.

CORPORATE SOCIAL RESPONSIBILITY (CSR):

Provisions of Section 135 of the Act and the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended from time to time, are not applicable to your Company as the Company does not fall under any of the criteria specified therein.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

As a part of the effort to evaluate the effectiveness of the internal control systems, your Companys internal control system reviews all the control measures on periodic basis and recommends improvements, wherever appropriate. The Company has in place adequate internal control systems and procedures commensurate with the size and nature of its business. These systems and procedures provide reasonable assurance of maintenance of proper accounting records, reliability of financial information, protections of resources and safeguarding of assets against unauthorized use. The management regularly reviews the internal control systems and procedures._The internal control is supplemented by extensive programme of internal audits and review by management. The system has been designed to ensure that financial and other records are reliable for preparing financial information and for maintaining accountability of assets.

DIRECTORS RESPONSIBILITY STATEMENT:

In terms of Section 134 (5) of the Companies Act, 2013, the directors would like to state that:

i) In the preparation of the annual accounts, the applicable accounting standards have been followed;

ii) The directors have selected such accounting policies and applied them consistently and made judgments and estimates 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 financial year and of the profit or loss of the Company for the year under review;

iii) 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;

iv) The directors have prepared the annual accounts on a going concern basis;

v) The directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively;

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

CORPORATE GOVERNANCE:

The Company is committed to adhere to the Corporate Governance Requirements set out by the Securities and Exchange Board of India (SEBI).

The report on Corporate Governance as stipulated under the Listing Regulations forms an integral part of this report as Annexure - III.

The requisite certificate from M/s. S K Dwivedi & Associates, Company Secretaries confirming compliance with the conditions of Corporate Governance as stipulated under Regulation 27 of Listing Regulations is included as a part of this report.

DIRECTORS & KEY MANAGERIAL PERSONNEL:

The composition of the Board is in accordance with provisions of Section 149 of the Companies Act, 2013 and Regulation 17 of the Listing Regulations, with an appropriate combination of Non-executive and Independent Director.

The Company had the following 6 (six) directors on its Board, 3 (three) of whom are Independent Directors as on the date of this report.

Sr. No. Name of the Director	Position held
1 Mr. Vikram Jayantilal Lodha	Chairman and Whole-Time Director
2 Mrs. Meghna Vikram Lodha	Executive Director & CFO
3 Mr. Naysaa Vikram Lodha	Additional Director (Non- Executive Non - Independent)
4 Mr. Vinesh Kantilal Shah	Non- Executive Independent Director
5 Mr. Amit Kumar Sharma	Non- Executive Independent Director
6 Mrs. Meena Bharatkumar Jain	Non- Executive Independent Director

WOMEN DIRECTOR:

In terms of the provision of Section 149 of the Companies Act, 2013 and Regulation 17 (1) of SEBI (LODR) Regulation, 2015 a listed company shall have at least one women director on the board of the company. Your Company has appointed Mrs. Meghna Vikram Lodha, Mrs. Meena Bharatkumar Jain and Ms. Naysaa Vikram Lodha as Woman Directors on the Board w.e.f. 12/08/2024, 08/02/2024 ans 14/08/2026 respectively.

RETIREMENT BY ROTATION:

In accordance with the provision of section 152(6) and the Articles of Association of Company Mr. Vikram Jayantilal Lodha shall retire by rotation at the ensuing Annual General Meeting of the Company and, being eligible, offers himself for re-appointment. The Board recommends his re-appointment. A brief profile of Director proposed to be re-appointed is given in the notes to the Notice of the ensuing AGM.

APPOINTMENT / RESIGNATION OF DIRECTORS & KEY MANAGERIAL PERSONNEL:

1. Mr. Bhavin Gala has completed his tenure as Independent Directors on the Board and has ceased to be Independent Directors w.e.f. 18th June, 2025.

2. Mr. Dhaval Lapasia was appointed as Chief Executive Officer (CEO) w.e.f. July 1, 2025 and has resigned w.e.f. February 9, 2026.

3. Mr. Ishaan Vikram Lodha has resigned as Non-Executive Director of the Company and has been appointed as Chief Executive Officer (CEO) w.e.f. 14th August, 2026.

4. Ms. Naysaa Vikram Lodha has been appointed as Additional Director (Non-Executive Non-Independent) to the Board of Directors w.e.f. 14th August, 2026 and is proposed to be regularized as Non-Executive Non-Independent Director of the Company in the ensuing Annual General Meeting of the Company.

EVALUATION OF BOARD, ITS COMMITTEES & DIRECTORS:

Pursuant to the provisions of Companies Act, 2013 and Regulation 17 of Listing Regulations, the Board carried out evaluation of its own as well as performance of that of its committees. The Board also carried out performance evaluation of all the Individual Directors Additionally, the Nomination and Remuneration committee of the Board also carried out the evaluation of the performance of the individual directors The performance evaluation was carried out by the way of obtaining feedback from the directors through a structured questionnaire prepared in accordance with the Board Evaluation Policy.

The structured questionnaire prepared to evaluate the performance of Individual Directors, the Board and committees contained various different parameters.

The performance evaluation of the non-independent directors was carried out by the Independent Directors at their separate meeting.

INDEPENDENT DIRECTOR:

Pursuant to the provisions of the section 149 of the Companies Act, 2013, the following were the Non-Executive Independent Directors of the Company as on 31^st March, 2026: -

Sr. No.	Name of the Director
1.	Mr. Vinesh Kantilal Shah
2.	Mr. Amit Kumar Sharma
3.	MRS Meena BharatkumarJain

DECLARATION BY INDEPENDENT DIRECTORS:

All the Independent Directors have confirmed to the Board that they meet the criteria of Independence as specified under section 149(6) of the Companies Act, 2013, and that they qualify to be the Independent Directors pursuant to Rule 5 of the Companies (Appointment and Qualification of Directors) Rules, 2014. Further, they have also confirmed that they meet the requirements of Independent directors as mentioned under Regulation 16(1)(b)of the Listing Regulations.

KEY MANAGERIAL PERSONNEL:

Pursuant to the provisions of Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the company are as follows:

1. Mr. Vikram Lodha, Whole-time Director

2. Mrs. Meghna Lodha, Chief Financial Officer

3. Mr. Ishaan Vikram Lodha, Chief Executive Officer (Appointed with effect from 14^th August, 2026)

4. Mr. Sudhir Suman Singh, Company Secretary & Compliance officer

Except as stated above, there was no change in the composition of the Key Managerial Personnel during the year.

PARTICULARS OF EMPLOYEES:

(A) There were no employees drawing salary exceeding the limits prescribed under Section 197 of the Companies Act 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

(B) The ratio of the remuneration of each director to the median employees remuneration and other details in terms of sub-section 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are forming part of this report as Annexure - IV.

COMMITTEES OF THE BOARD

The Company has various Committees which have been constituted as a part of good corporate governance practices and the same are in compliance with the requirements of the relevant provisions of applicable laws and statutes.

Details of the following committees constituted by the Board along with composition, powers, roles, terms of reference, meetings held and attendance of the Directors at such meetings of the relevant Committees held during the year are provided in the Report on Corporate Governance which is annexed herewith and forms a part of this Annual Report:

i) Audit Committee

ii) Nomination and Remuneration Committee

iii) Stakeholders Relationship Committee

iv) Risk Management Committee

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013, the Board, based on recommendations of the Nomination and Remuneration Committee, has carried out an annual performance evaluation of its own performance and that of its statutory committees viz. Audit Committee, Stakeholders Relationship Committee, Nomination and Remuneration Committee the Board has carried out an evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS:

The details of the programmers for familiarization of the Independent Directors with the Company in respect of their roles, rights, responsibilities in the Company, nature of the industry in which Company operates, business model of the Company and related matters are put up on the website of the Company.

COMPANYS POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION:

The Company covered under provision of Section 178(1) of the Companies Act 2013 and as per the requirement the Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration including criteria for determining qualifications and independence of Director which is available on the website of the Company at https://meghnarealty.com/.

MEETINGS:

During the year, Six Board Meetings, Five Audit Committee Meetings, One Nomination & Remuneration Committee, One Stakeholder Relationship Committee and One Independent Directors Meetings were convened and held. The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013.

Detailed information on the Meetings of the Board, its Committees, the AGM/ EGM & Postal Ballots is included in the Report on Corporate Governance, which forms part of this Annual Report.

SHARE CAPITAL:

During the year under review the authorized share capital of the Company was increased from Rs. 20,00,00,000/- (Rupees Twenty Crore Only) divided into 2,00,00,000 Equity Shares of Rs. 10/- each to Rs. 25,00,00,000/- (Rupees Twenty-Five Crore Only) divided into 2,50,00,000 Equity Shares of Rs. 10/- each pursuant to the ordinary resolution passed by the shareholders in their Extra Ordinary General Meeting held on June 13, 2025. Clause V of the Memorandum of Association was altered accordingly.

During the year, the Company had issued Bonus Shares in the ratio of 1:1 ie. 1 (One) new fully paid-up Equity Share of Rs. 10/ (Rupees Ten Only) each for every 1 (One) existing fully paid-up Equity Share of Rs. 10/- (Rupees Ten Only) each to the eligible Shareholders which was approved by the ordinary resolution passed by the shareholders in their Extra Ordinary General Meeting held on June 13, 2025.

As on March 31, 2026, authorized share capital of the Company was 25,00,00,000/- (Rupees Twenty-Five Crore Only) divided into 2,50,00,000 Equity Shares of Rs. 10/- each and the paid up share capital of the Company was Rs. 21,72,37,500/- (Rupees Twenty-One Crore Seventy-Two Lakhs Thirty-Seven Thousand Five Hundred Only) divided into 2,17,23,750 Equity Shares of Rs. 10/- each.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

The Particulars of Loans, Guarantees or Investments made under section 186 of the Companies Act 2013 is furnished in the notes to the Financial Statements.

EXTRACT OF ANNUAL RETURN:

Pursuant to Section 134(3)(a) and Section 92(3) of the Companies Act, 2013 read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return as on 31^st March, 2026 in Form No. MGT-7, is available on the Companys website on https://meghnarealty.com/.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Pursuant to Regulation 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Management Discussion and Analysis Report is annexed to this Report as Annexure - V.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO:

A] Conservation of Energy, Technology Absorption:

Your Company is not a power intensive company even though the Company has taken all measures to conserve the energy. Your Company is not using any foreign technology.

B] Foreign Exchange Earning and Outgo:

The Foreign Exchange Earning and Outgo were NIL during the year.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY:

The Company has a Vigil Mechanism Policy to deal with instance of fraud and mismanagement, if any.

In staying true to our values of Strength, Performance and Passion and in line with our vision of being one of the most respected companies in India, the Company is committed to the high standards of Corporate Governance and stakeholder responsibility.

The Vigil mechanism Policy ensures that strict confidentiality is maintained whilst dealing with concerns and also that no discrimination will be meted out to any person for a genuinely raised concern.

There have been no cases of frauds reported to the Audit Committee/Board during the year under review.

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

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment.

The details as to complain received, resolved, and pending as on March 31st, 2026 are as under:

• Number of complaints of sexual harassment received during the year: Nil

• Number of complaints of sexual harassment disposed off during the year: NA

• Number of complaints of sexual harassment pending for more than ninety days: NA

EMPLOYEE RELATIONS:

During the year under review, your Company enjoyed cordial relationship with employees at all levels.

STATUTORY AUDITORS:

M/s. M. K Singhal & Co., Chartered Accountants, (FRN: 130361W), Mumbai, were appointed as Statutory Auditor of the Company in the 17^th Annual General Meeting held on September 30, 2024 for a period of 5 years as required under Section 139 of the Companies Act, 2013. Therefore, M/s. M. K Singhal & Co., Chartered Accountants, (FRN: 130361W), shall continue to act as Statutory Auditor of the Company and to hold office till the conclusion of the 22^nd Annual General Meeting to be held for the financial year ending on March 31, 2029.

SECRETARIAL AUDITORS:

Pursuant to Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 M/s. S K Dwivedi & Associates, Practicing Company Secretary (C.P. No. 27296) were appointed as Statutory Auditor of the Company in the 18^th Annual General Meeting held on September 30, 2025 for a period of 5 years Therefore, M/s. S K Dwivedi & Associates shall continue to act as Statutory Auditors of the Company and to hold office till the conclusion of the 23^rd Annual General Meeting to be held for the financial year ending on March 31, 2030.

Pursuant to provisions of section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 the Secretarial Audit report in form MR-3 is annexed herewith as Annexure - VI to this report.

Meghna Infracon LLP is the material subsidiary of the Company and in accordance with the provisions of Regulation 24A of the Listing Regulations the secretarial audit report of the said material subsidiary is enclosed to this report.

EXPLANATIONS OR COMMENTS BY THE BOARD ON EVERY QUALIFICATION, RESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE:

A] By the Statutory Auditor in his report:

The observation made in the Auditors Report and the reply by the management is as follows - Auditors Remark 1 -

The company has not registered with the Employee Provident Fund Organization despite meeting the mandatory employee strength threshold. Consequently, the company has not made necessary contributions to the PF account. The exact amount of liability (including interest/penalties) for the current has not been quantified. Therefore, in our opinion, the Provision for Liabilities to the extent is understated.

Managements Reply -

The number of employees increased at the end of March, resulting in the Company becoming eligible for registration under the Employees Provident Fund (EPF) provisions. Accordingly, the Company was not registered under EPF during the relevant period. However, the Company subsequently completed the necessary registration and has complied with the applicable EPF requirements.

Auditors Remark 2 -

The company is required to make provision for gratuity in respect of its employees as required under Payment of Gratuity Act, 1972 and also as per new labour code by following accrual basis and conducting the valuation by following independent actuarial valuations as at the balance sheet date as mandated by Indian Accounting Standard -19 on Employee Benefits prescribed in the Companies (Indian Accounting Standards) Rules 2015, as amended. The Company has not made any provision for gratuity and the said non provision is contravention of "Ind AS 19". We are unable to ascertain the financial implication of the same. The net profit for the year and cumulative net profit are overstated and provisions are understated to that extent.

Managements Reply -

The number of employees increased at the end of March, resulting in the Company becoming eligible for the same.The Company has decided to recognize and provide for the Gratuity liability at the end of financial year based on the actuarial valuation.

B] By the Secretarial Auditor in his report:

As required under section 204 (1) of the Companies Act, 2013 the Company has obtained a secretarial audit report. There are no adverse remarks made by the Secretarial Auditor and therefore do not call for any further comments.

COST AUDIT AND MAINTANANCE OF COST RECORDS:

The Cost Audit as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013, is not required and accordingly no such cost accounts and records are made and maintained by the Company.

FRAUD REPORTING:

During the year under review, the Statutory Auditor and Secretarial Auditor have not reported any instances of frauds committed in the Company by its officers or employees to the Audit Committee under Section 143 (12) of the Companies Act, 2013 details of which need to be mentioned in this Report.

BUSINESS RISK MANAGEMENT:

During the year, the company has developed and implemented Risk Management Policy consistent with the provisions of the Act and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to identify the elements of risk which may threaten the existence of the Company and possible solutions to mitigate the risk involved.

At present the company has not identified any element of risk which may threaten the existence of the company.

CHANGE IN NATURE OF BUSINESS:

During the year under review, there was no change in the business of the Company.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

There have been no material changes affecting the financial position of the company which have occurred between the end of the financial year of the company to which the financial statements relate and the date of the report.

COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company has complied with the Secretarial Standards issued by The Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.

COMPLIANCE UNDER MATERNITY BENEFIT ACT, 1961:

The Company is compliant of the provisions relating to the Maternity Benefit Act, 1961.

SIGNIFICANT OR MATERIAL ORDERS PASSED BY REGULATORS OR COURTS OR TRIBUNALS:

During the year under review, there were no significant or material orders passed by any regulators or courts or tribunals impacting the ‘going concern status of the Company and its future operations.

PROCEEDINGS UNDER INSOLVENCY AND BANKRUPTCY CODE, 2016:

There are no proceedings, either filed by the Company or against the Company, pending under the Insolvency and Bankruptcy Code, 2016 as amended, before the National Company Law Tribunal or other Courts as on 31st March, 2026.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF:

There are no instances of one time settlement during the financial year.

ACKNOWLEDGEMENTS:

Your Company and its Directors wish to extend their sincerest thanks to the Members of the Company, Bankers, State Government, Local Bodies, Customers, Suppliers, Executives, Staff and employees at all levels for their continuous cooperation and assistance.

	For and on behalf of the Board of Directors
Place: Mumbai	For Meghna Infracon Infrastructure Limited
Date:07.09.2026
	Sd/-
	Vikram Jayantilal Lodha
	Chairman