To
The Members,
Nutech Global Limited
Your directors are pleased to presents the 42 nd Board Report on the business and operations of the Company together with the Standalone Audited Financial Statements for the financial year ended 31 st March, 2026.
1. FINANCIAL PERFORMANCE OF THE COMPANY
The summary of the financial performance for the financial year ended March 31, 2026 and the previous financial year ended March 31, 2025 are given below: . ...
| Particulars | For the Year ended 31 st March, 2026 | For the Year ended 31 st March, 2025 |
| Net Sales / Income from operations | 4070.83 | 3510.94 |
| Other Income | 0.84 | 2.39 |
| Total Income | 4071.67 | 3513.34 |
| Total Expenditure | 4050.50 | 3562.60 |
| Profit before Tax | 21.17 | -49.26 |
| Less: Tax Expenses | 5.44 | -20.15 |
| Net Profit | 15.73 | -29.11 |
| EPS | 0.49 | -0.91 |
The Board of Directors is pleased to report that the Company has achieved profitability during the financial year under review and has shown significant improvement in its financial performance compared to the previous financial year
2. COMPANYS PERFORMANCE AND REVIEW
During the financial year under review, there was a significant improvement in the operational and financial performance of the Company.
The Company has recorded turnover of Rs. 4070.83 lakh in the year 2025-2026 as compared to Rs. 3510.94 lakh, during the previous year 2024-2025.
The Company reported a Profit Before Tax of Rs. 21.17 Lakhs as compared to a Loss Before Tax of Rs. 49.26Lakhs in the previous financial year. The improved financial performance was primarily attributable to increase in operational income and effective cost management during the year.
3. STATE OF AFFAIRS / BUSINESS ACTIVITIES
The Company is engaged in the business of manufacturing of textiles. There has been no change in the business of the Company during the financial year ended March 31, 2026.
4. SHARE CAPITAL STRUCTURE OF THE COMPANY
During the financial year under review, there was no change in the authorised and paid-up share capital structureof the Company.
The companys equity share capital structure as on 31.03.2026 stood as under:
(A) Authorised Capital (Rs): 40,000,000 (consisting of 4,000,000 equity shares of face value of 10/- each)
(B) Issued, Subscribed and Paid-up Capital (Rs): 32,037,000 (consisting of 3,203,700 equity shares of face value of 10/- each)
Note: The Company does not have any preference share capital or any other type of equity share capital.
5. DIVIDEND
No dividend is recommended for FY 2025-26.
6. TRANSFER TO RESERVES
The Board of Directors of your company, has decided not to transfer any amount to the Reserves for the year under review.
7. LISTING WITH STOCK EXCHANGE
The Equity Shares of the Company are listed on BSE Limited.
The Company confirms that the annual listing fees for the financial year 2025-26 have been duly paid to BSE.
8. PUBLIC DEPOSITS
During the Financial year 2025-2026, the Company has not accepted any deposits within the meaning of Section 73 and 76 of Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014.
9. HOLDING. SUBSIDIARIES. JOINT VENTURES AND ASSOCIATE COMPANIES
As on March 31, 2026, the Company does not have any Subsidiary, Associate or Joint Venture Company.Hence, preparation of consolidated financial statements and statements containing salient features of the Subsidiary/ Associate or Joint Ventures companies in Form AOC-1 as per the provisions of Section 129 of the Companies Act, 2013 is not applicable to the Company
10. DIRECTORS AND KEY MANAGERIAL PERSONNEL
I. Retire bv Rotation
Mr. Shyam Sunder Mukhija (DIN:01552629) Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting and being eligible, offer himself for re-appointment.The brief profile of the Director is furnished in the Notice convening the AGM of the Company.
II Changes in the Directors & KMP
There is no other change in the Directors/KMP of the Company during the Financial Year 2025-2026.
III Key Managerial Personnel
The composition of the Board of Directors and Key Managerial Personnel of the Company as on March 31,2026 was as under:
| Sr. No. Name | Designation | DIN |
| 1 Rajeev Mukhija | Managing Director | 00507367 |
| 2 Preeti | Executive Director | 10725334 |
| 3 Raj Kumar Agal | Non- Executive Independent Director | 10832234 |
| 4 Anuj Nahar | Non- Executive Independent Director | 09721622 |
| 5 Shyam Sunder Mukhija | Non- Executive Director | 01552629 |
| 6 MahendraKumar Jain | Chief Financial Officer | - |
| 7 Mayank Jagga | Chief Executive Officer | - |
| 8 Shubhangi Janifer | Company Secretary & Compliance Officer | - |
Pursuant to the provisions of Section 149 of the Act, the Independent Directors have submitted declaration that each of them meets the criteria of independence as provided in Section 149(6) of the Act along with Rules framed thereunder and Regulation 16(l)(b) of the Listing Regulations. The Independent Directors have also confirmed that they have Complied with schedule IV of the act and Companys code of conduct.
All Directors have affirmed that they are not debarred from holding the office of a director by virtue of any SEBI order or any other such Authority and are not disqualified u/s 164(2) of the Companies Act, 2013. Further, Independent Directors have successfully registered themselves in the independent Directors data bank maintained by Indian Institute of Corporate Affairs.
The Company has taken the certificate from M/s R K Jain & Associates, Practicing Company Secretaries, that none of the directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as directors of companies by the Board/Ministry of Corporate Affairs or any such statutory authority. The Certificate is annexed to this Report.
11. MEETINGS OF THE BOARD OF DIRECTORS
During the Financial Year under review the Board of Directors duly met Seven (7) times with gap not exceeding the period prescribed under Companies Act, 2013 and Rules made thereunder.
The dates of the Board Meeting are mentioned below:
| Sr. No | Date of the meeting | No. of Director eligible attended | No of directors Attended |
| 1 | 02/04/2025 | 5 | 5 |
| 2 | 30/05/2025 | 5 | 5 |
| 3 | 09/07/2025 | 5 | 5 |
| 4 | 06/08/2025 | 5 | 5 |
| 5 | 30/08/2025 | 5 | 4 |
| 6 | 10/11/2025 | 5 | 5 |
| 7 | 12/02/2026 | 5 | 5 |
12. COMPLIANCE WITH SECRETARIAL STANDARD
The Directors state that applicable Secretarial Standards with regard to Meeting of Board of Directors (SS-1) and General Meetings(SS-2)issued by The Institute of Company Secretaries of India, have been duly followed by the Company.
13. ANNUAL EVALUATION OF PERFORMANCE BY THE BOARD
Pursuant to the provisions of the Companies Act, 2013, Schedule IV thereto and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors has carried out an annual evaluation of its own performance, the performance of its committees and that of individual Directors.
The evaluation framework was based on various aspects of the functioning of the Board and its Committees, including composition of the Board and Committees, effectiveness of Board processes, quality and timeliness of information flow, participation in deliberations, strategic guidance, governance standards and oversight of management. The criteria for evaluation were broadly aligned with the Guidance Note on Board Evaluation issued by SEBI.
The performance of the Board was evaluated after seeking inputs from all the Directors. The performance of the Committees was evaluated by the Board after considering inputs received from the respective Committee members, taking into account factors such as composition, effectiveness of meetings, discharge of responsibilities and contribution towards the governance framework of the Company.
14. DIRECTORS RESPONSIBILITY STATEMENT
Your directors, to the best of their knowledge and belief and according to the information and explanation obtained by them, and as required under Section 134(3)(c) of the Companies Act, 2013 hereby state and confirm that:
- in the preparation of the annual accounts for the financial year ended March 31, 2026, the applicable accounting standards had been followed along with the proper explanation relating to material departures, if any;
- Your 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 on March 31, 2026, and of the profit and loss of the Company for that period;
- Your directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
- Your director have prepared the annual accounts on a going concern basis;
- Your directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and
- Your directors have devised proper systems to ensure compliance with the provisions of all the applicable laws and that such systems are adequate and operating effectively.
15. STATUTORY AUDITORS
M/s Deepak Agal & Co, Chartered Accountants, (Firm Registration No 019684C) were already appointed as statutory Auditor of the Company to hold the office till the conclusion of Annual General Meeting of the Company to be held in the year 2030.
The Statutory Auditors Report is annexed to this Annual Report. The Statutory Audit Report does not contain any qualification reservation or adverse remark or disclaimer made by Statutory Auditors. The notes to the accounts referred to in the Auditors Report are self-explanatory and, therefore, do not call for any further comments.
16. SECRETARIAL AUDITOR
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Members at the 41 st Annual General Meeting appointed M/s R K Jain & Associates, Practicing Company Secretaries (Proprietor Mr. Rajendra Kumar Jain, Membership No. F4584; CP No. 5866; Peer Review Certificate No. 1361/2021)as Secretarial Auditor to conduct the Secretarial Audit of the Company for a term of five consecutive financial years commencing from April 1, 2025 and ending on March 31, 2030.
The Secretarial Audit Report for the Financial Year ended March 31, 2026 is annexed here with as Annexure-l to this report. The Secretarial Audit Report does not contain any qualification, reservation, or adverse remark.
17. INTERNAL AUDITOR
Pursuant to the provisions of Section 138 of the Companies Act, 2013 and the Companies (Accounts) Rules, 2014, the Company has appointed M/s. S P Kacholiya & Associates (FRN No. 022674C), Chartered Accountant, Bhilwara, as Internal Auditor of the Company for the financial year ended 31 st March, 2026.
The Audit Committee recommended and the Board approved the Re-appointment of M/s. S P Kacholiya & Associates (FRN No. 022674C) Bhilwara as the Internal Auditor of the Company for the financial year 20262027.
18. MAINTENANCE OF COST RECORDS
The maintenance of cost records as specified under Section 148(1) of the Companies Act, 2013 read with Rule 3 of the Companies (Cost Records and Audit) Rules, 2014 is not applicable to the Company, as the business activities of the Company are not covered under the said Rules.
19. MANAGEMENT DISCUSSIONS AND ANALYSIS
Managements Discussion and Analysis Report for the year under review, in terms of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations) and SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018 (the Amended Listing Regulations), is presented in a separate section forming part of the Annual Report.
20. HUMAN RESOURCE DEVELOPMENT
Your Company considers its Human Resources as the key to achieve its objective. Keeping this in view, your Company take utmost care to attract and retain quality employees. The Company believes that, by effectively managing and developing human resources, it can achieve its vision. A significant effort has been undertaken to develop leadership as well as technical/ functional capabilities in order to meet future talent requirement.
21. CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO
The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as Annexure-ll .
22. CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
There were no materially significant transactions with related parties, during the Financial Year ended March 31, 2026 that may have potential conflict with the interest of the Company at large.
The transactions with the related parties, as per the requirements of the Accounting Standard (AS) 18, are disclosed in the Notes on Accounts, forming part of the Annual Report. All the transactions with the related parties were at arms length basis.
23. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013:
During the year under review, the company has not made investments, advanced any loans or provided any guarantee falling under Section 186 of Companies Act, 2013.
The details of the same is provided in the Balance Sheet.
24. COMMENTS ON AUDITORS REPORTS
There is no adverse remark or comments in the Statutory Auditors Report and therefore no comments are required in the Directors Report.
25. RISK MANAGEMENT POLICY
Risk Management is the process of identification, assessment and prioritization of risks followed by coordinated efforts to minimize, monitor and mitigate/control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed by the Board from time to time. These procedures are reviewed to ensure that executive management controls risk through means of a properly defined framework.
26. PARTICULARS OF EMPLOYEES & ANALYSIS OF REMUNERATION
Particulars of employees and analysis of remuneration as required under section 197 (12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are enclosed as Annexure- III.
Details of the top ten employees in terms of remuneration drawn and name of every employee of the Company as required pursuant to Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are enclosed as Annexure-IV.
27. MATERIAL CHANGES AND COMMITMENTS
There have been no material changes or commitments occurred between the end of the financial year to which the financial statements relate and the date of this report that affect the financial position of the company.
28. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS. COURTS AND TRIBUNAL
During the year under review, there were no such significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and companys operations in future.
29. WEB LINK OF ANNUAL RETURN
As required under sub-section (3) of section 92 of the Companies Act, 2013 as amended, copy of the annual return will be placed on website of the Company www.nutechglobal.com after filing with MCA.
30. REPORTING OF FRAUDS BY AUDITORS
During the year under review, the Statutory Auditors in their report have not reported any instances of frauds committed in the Company by its Officers or Employees under section 143(12) of the Companies Act,
2013.
31. INTERNAL FINANCIAL CONTROLS RELATED TO FINANCIAL STATEMENTS
The Company has an adequate system of Internal Financial Control commensurate with its size and scale of operations, procedures and policies, ensuring efficient and orderly conduct of its business, including adherence to the Companys policy, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records and timely preparation of reliable financial information.
Based on the assessment carried out by the Management and the evaluation of the results of the assessment, the Board is of the opinion that the Company has adequate Internal Financial Control System that is operating effectively during the year under review.
There were no instances of fraud which necessitates reporting of material mis-statement to the Companys operations.
32. NON-APPLICABILITY OF CORPORATE GOVERNANCE PROVISIONS OF SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS! REGULATION. 2015
Pursuant to the provisions of Regulation 15 and Chapter V of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, Companies having paid up equity share capital not exceeding Rs. 10 Crore and Net Worth not exceeding Rs. 25 Crore, as on the last day of the previous financial year are not required to comply with the provisions of Regulation 27 of the SEBI Listing Regulations.
As per the Audited Financial Statements of the Company, the paid-up Equity Share Capital and Net worth does not exceed the limit as mentioned above; hence compliance with the provisions of the Corporate Governance is not applicable to the Company.
33. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND
Pursuant to Section 124 of the Companies Act, 2013, the amount of dividend remaining unpaid or unclaimed for a period of seven years shall be transferred to the Investor Education and Protection Fund (I EPF)
During the year under review, there was no unpaid or unclaimed dividend in the Unpaid Dividend Account lying for a period of seven years from the date of transfer of such unpaid dividend to the said account.
Therefore, there were no funds required to be transferred to investor Education and Protection Fund.
34. PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE rPOSHl:
The Company has adopted a Policy on Prevention of Sexual Harassment at Workplace which is in line with the requirements of The Sexual Harassment of Women at the workplace (Prevention, Prohibition & Redressal) Act, 2013 and rules made thereunder. The policy has been formed in order to prohibit, prevent or deter the commission acts of sexual harassment at workplace. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees are covered under the Policy.
-
The details relating to complaints received and disposed of under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 during FY 2025-26 are as follows:
a. number of complaints filed during the financial year Nil
b. number of complaints disposed of during the financial year- Nil
c. number of complaints pending as on end of the financial year.-Nil
35. PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE 2016
There is no application filed for Corporate Insolvency Resolution Process, by a financial or operational creditor or by the company itself under the Insolvency and Bankruptcy Code, 2016 before the NCLT.
36. MATERNITY BENEFIT PROVIDED BY THE COMPANY UNDER MATERNITY BENEFIT ACT 1961
The Company recognizes the importance of providing a supportive and inclusive work environment for all employees and remains committed to complying with the applicable provisions of the Maternity Benefit Act, 1961 and the rules made thereunder.
The Company declares that it has duly complied with the provisions of the Maternity Benefit Act, 1961.
All eligible women employees have been extended the statutory benefits prescribed under the Act, including paid maternity leave, continuity of salary and service during the leave period, and post-maternity support such as nursing breaks and flexible return-to-work options, as applicable. The Company remains committed to fostering an inclusive and supportive work environment that upholds the rights and welfare of its women employees in accordance with applicable laws.
37. DETAILS OF DIFFERENCE BETWEEN VALUATION AMOUNT ON ONE TIME SETTLEMENTAND VALUATION WHILE AVAILING LOAN FROM BANKS AND FINANCIAL INSTITUTIONS
During the year under Review, there has been no one time settlement of loan taken from banks and financial institutions.
OTHER DISCLOSURES UNDER COMPANIES ACT. 2013& SECRETARIAL STANDARD -1:
i) BOARD OF DIRECTORS - Composition of the Board
The Board of Directors of the Company comprises of Five Directors and composition of Board of Directors of the Company is in conformity with the applicable provisions of the Companies Act, 2013. The details of Board Composition as on 31 st March,2026 are appended below:
| Name of the Director | Whether Promoter / Executive or Non-Executive / Independent |
| Mr. Shyam Sunder Mukhija Mr. Rajeev Mukhija Mrs. Preeti Mr.Raj Kumar Agal Mr. Anuj Nahar | Non-Executive Director (Promoter Group) Executive Director(MD) (Promoter Group) Executive& Woman Director Non-Executive & Independent Director Non-Executive & Independent Director |
- Number of Board Meetings & General Meeting
During the year under review, the Board met on 7 (Seven) times namely on 02.04.2025, 30.05.2025, 09.07.2025, 06.08.2025, 30.08.2025,10.11.2025,12.02.2026.
The intervening gap between the two consecutive Board Meetings was within the prescribed period of 120 days as specified under the provisions of Section 173 of the Act and the Listing Regulations.
Following is the attendance of each of the Directors at the Board Meetings held during the period under review.
| Name of the Director | Category of Directorship | No. of Board Meeting attended | Attended last 41 st AGM on 30.09.2025 | No. of other Directorship held in other Public Companies |
| Mr. Shyam Sunder Mukhija | Promoter (Non-Executive Director) | 6 | Yes | Nil |
| Mr. Rajeev Mukhija | Promoter Executive Director (M.D) | 7 | Yes | Nil |
| Mr. Anuj Nahar | Independent Non-Executive Director | 7 | Yes | Nil |
| Mrs. Preeti | Women Director (Executive) | 7 | Yes | Nil |
| Mr. Raj Kumar Agal | Independent Non-Executive Director | 7 | Yes | Nil |
The 41 st AGM was held on 30 th September 2025.
- Independent Directors Meeting
During the year under review, the Independent Directors viz Shri Anuj Naharand Shri Raj Kumar Agal met on 30 th May, 2025.
- Board Committees
The Company has the following Committees of the Board.
i) Audit Committee;
ii) Nomination &Remuneration Committee;
iii) Stakeholders Relationship Committee;
The Board determines the terms of reference of these Committees from time to time. Meetings of these Committees are convened by the respective Committee Chairman/Company Secretary. At each Board Meeting, minutes of these Committees are placed before the Directors for their perusal and noting.
ii) AUDIT COMMITTEE
(A) Composition
Audit Committee Comprises of:
| Mr. Raj Kumar Agal | Chairman |
| Mr. Anuj Nahar | Member |
| Mr. Shyam Sunder Mukhija | Member |
(B) Qualified and Independent Audit Committee
The Company complies with Section 177 of the Companies Act, 2013 and with SEBI Listing Regulations although the listing regulation pertaining to Audit Committee is not applicable to the Company.
Its functioning is as under:
a) The Audit Committee presently consists of the three non-executive directors, out of which two are independent directors;
b) All members of the Committee are financially literate and having the requisite financial management expertise;
c) The Chairman of the Audit Committee is an Independent Director;
d) The Chairman of the Audit Committee was present at the last Annual General Meeting held on 30 th September, 2025.
In compliance with provisions of Section 177(4) of the Companies Act, the Board has entrusted the audit
committee of the company with the following role and functions amongst others:
> To make recommendation for appointment, remuneration & terms of appointment of the companys auditors.
> To Review & monitor the independence & performance of auditors as well as the effectiveness of the audited process.
> Examine the companys financial statements and the auditors report;
> To approve or modify the companys transactions with related parties with powers to make omnibus approval for related party transactions that has been proposed to be entered into by a company subject to conditions prescribed under Rule 6A of the Companies (Meetings of Board & its Powers) Rules, 2014.
(C) Meetings and attendance during the year
During the year, 4 (Four) meeting of Audit Committee were held on 30 th May 2025, 06 th August 2025, 10 th November 2025, and 12 th February, 2026.
The requisite quorum was present for all the meetings.
The composition of the Audit Committee and the number of meetings attended by the Members during the year are given below:
| Sr. No. Name of Committee Member | Member/ Chairman | No. of Audit Meeting held | No of Meeting Attended |
| 1 . Mr. Raj Kumar Agal | Chairman | 4 | 4 |
| 2. Mr. Anuj Nahar | Member | 4 | 4 |
| 3. Mr. Shyam Sunder Mukhija | Member | 4 | 4 |
The Audit Committee at its discretion invited the CFO, the Internal Auditors and representative of the Statutory Auditors at their meetings as and when required.
- Vigil Mechanism/Whistle Blower Policy
In pursuance of section 177 (9) of the Companies Act, 2013, the Company has established a Vigil Mechanism/Whistle Blower Policy for Directors and employees to report genuine concern. The whistle blower policy of the company is available on companys website ( http://www.nutechglobal.com ).
iii) NOMINATION &REMUNERATION COMMITTEE
(A) Composition
Nomination and Remuneration Committee Comprises of:
| Mr. Anuj Nahar | Chairman |
| Mr. Raj Kumar Agal | Member |
| Mr. Shyam Sunder Mukhija | Member |
The Nomination and Remuneration Committee is duly constituted as per Section 178 of the Companies Act, 2013 read with Rule 6 of the Companies (Meetings of the Board and its Powers) Rules. 2014 as amended from time to time. It adheres to the terms of reference which is prepared incompliance with Section 178 of the Companies Act, 2013.
The Nomination & Remuneration Policy is posted on the Companys website at the web link as: ( https://www.nutechglobal.com ).
(B) Terms of Reference
i) Formulation of the criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy, relating to the remuneration of the Directors, key managerial personnel and other employees;
ii) Formulation of criteria for evaluation of performance of the Independent Directors and the Board of directors and policy on Board Diversity;
iii) Identifying persons who are qualified to become directors and who may be appointed in senior management in accordance with the criteria laid down, and recommend to the board of directors their appointment and removal;
iv) Whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors.
(C) Meetings and attendance during the year
The committee met 1 (One) time during the year as on30 ,h May 2025.
| Sr. No. Name of Committee Member | Member/Chairman | No. of Meeting held | No of Meeting Attended |
| 1. Mr. Anuj Nahar | Chairman | 1 | 1 |
| 2. Mr. Raj Kumar Agal | Member | 1 | 1 |
| 3. Mr. Shyam Sunder Mukhija | Member | 1 | 1 |
- Nomination. Remuneration & Evaluation Policy
In pursuant to provisions of section 178 of the Companies Act, 2013, the Board of Directors approved Nomination, Remuneration & Evaluation Policy for appointment, remuneration & evaluation of the Directors, Key Management Personnel & Senior Management Personnel. More details pertaining to the same are given in Nomination, Remuneration & Evaluation Policy.
- Performance Evaluations
The Board of Directors carried out annual performance evaluation of the Board, committee thereof and Directors as per the criteria laid down in the Nomination, Remuneration & Evaluation Policy and found their performance satisfactorily.
iv) STAKE HOLDERS RELATIONSHIP COMMITTEE (A) Composition
Stake Holders Relationship Committee Comprises of
| Mr. Shyam Sunder Mukhija | Chairman |
| Mr. Anuj Nahar | Member |
| Mr. Raj Kumar Agal | Member |
The Stakeholders Relationship Committee is constituted incompliance with the requirements of Section 178 of the Companies Act, 2013. The Committee comprises of three directors, all of whom are non-executive and chairman of the committee is a non-executive director.
(B) Meetings and attendance during the year
| Sr. No. Name of Committee Member | Member/Chairman | No. of Meeting held | No of Meeting Attended |
| 1. Mr. Shyam Sunder Mukhija | Chairman | 3 | 3 |
| 2. Mr. Anuj Nahar | Member | 3 | 3 |
| 3. Mr. Raj Kumar Agal | Member | 3 | 3 |
v) COMPLIANCES WITH REGULATIONS 13(3) OF THE SEBI (LISTING OBLIGATION AND DISCLOSURE REQUIREMENTS! REGULATION. 2015
The details of complaints received and resolved during the year 2025-2026 are as under:
No. of complaints received from Shareholders/Stock Exchange/SEBI : Nil
No. of complaints not resolve : Nil
Ms. Shubhangi Janifer, Company Secretary of the Company is the Compliance Officer of the Company.
vi) GENERAL BODY MEETING
Location and time where last three Annual Meetings were held:
| Date of AGM | Relevant Financial Year | Venue/Location where AGM held | Time of Meeting |
| 30 th Sept, 2023 | 2022-23 | E-149, RIICO Industrial Area, Bhilwara-311001, Rajasthan | 11.00 A.M. |
| 30 th Sept, 2024 | 2023-24 | E-149, RIICO Industrial Area, Bhilwara-311001, Rajasthan | 11.00 A.M. |
| 30 th Sept, 2025 | 2024-25 | E-149, RIICO Industrial Area, Bhilwara-311001, Rajasthan | 11.00 A.M. |
Particulars of Special Resolution passed in the last three Annual General Meetings of the company:
- During the 39 th AGM held on 30.09.2023, a special resolution was passed for the re-appointment of Mr. Rajeev Mukhija as the managing Director of the Company for a period of 3 years with effect from 01 st January, 2024.
- During the 40 th AGM held on 30.09.2024, no special resolution was passed.
- During the 41 st AGM held on 30.09.2025, special resolution was passed for the Adoption of new set of Memorandum of Association (MOA) of the Company as per Table-A of schedule I of Companies Act, 2013, Adoption of new set of Articles of Association (AOA) of the Company as per the Companies Act, 2013, Regularization of Additional Director, Mr. Raj Kumar Agal (DIN:10832234), as Non-Executive Independent Director of the Company
ACKNOWLEDGMENTS AND APPRECIATION
Your directors place on records their deep appreciation to employees at all levels for their hard work, dedication and commitment. We would like to thank all our clients, customers, vendors, dealers, bankers, investors, other business associates, Central and State Government for their continued support and encouragement during the year and their confidence towards the management.
| On behalf of the Board of Directors Sd/- (RAJEEV MUKHIJA) Managing Director DIN :00507367 Sd/- (SHYAM SUNDER MUKHIJA) Director DIN :01552629 |
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