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PBM Polytex Ltd Directors Report

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Nov 11, 2026|03:56:43 PM

PBM Polytex Ltd Share Price directors Report

To, The Members,

Your Directors have pleasure in presenting the 107th 107 th Annual Report of the Company together with the Audited Standalone and Consolidated Statements of Accounts for the financial year ended 31st 31 st March, 2026

1. Financial Results (Rs. in Lakhs)

Particulars 2025-26 2024-25
Earnings Before Interest, Tax, Depreciation and Amortization (EBITDA) 214.38 (214.93)
Less:- Interest and Financial Charges 51.06 47.46
Profit before depreciation and tax 163.32 (262.39)
Less:- Depreciation and Amortization 357.50 367.64
Profit Before Tax (194.18) (630.03)
Less:- Provision for Taxation (Net) 0.44 0.35
(193.74) (629.68)
Add:- Deferred Tax Assets 44.99 161.86
Profit After Tax (PAT) (148.75) (467.82)
Add:- Other Comprehensive Income 65.33 82.56
Total Comprehensive Income for the year (83.42) (385.26)
Add:- Surplus brought forward 405.16 790.42
Amount available for Appropriation 321.74 405.16
Less:- Appropriation:-
General Reserve NIL NIL
Dividend NIL NIL
Total Appropriation NIL NIL
Balance carried to Balance Sheet 321.74 405.16

2. DIVIDEND Your Directors have decided not to declare any dividend for the FY 2025-26.

3. TRANSFER TO RESERVES No amount has been transferred to General Reserves.

4. CHANGE IN THE NATURE OF BUSINESS There was no change in the nature of business of the Company during the financial year 2025-26.

5. REVIEW OF BUSINESS OPERATIONS/STATE OF COMPANYS AFFAIRS During the financial year 2025-26, the Company operated in a demanding environment shaped by volatile cotton prices, escalating international trade barriers, and continued shortages of skilled manpower. While the first half of the year was marked by significant headwinds - including a fire incident at the Petlad Unit in August 2025 - the second half witnessed a gradual improvement in demand and operational momentum. During the year, the Company also undertook several strategic initiatives to strengthen its cost structure, modernize its production facilities, and bring closure to long- pending contingencies.

Market Conditions and Cotton Price Volatility The persistent disparity between domestic and international cotton prices remained the single largest challenge for the spinning industry throughout the year. Following a 7.6% 7.6% increase in the Minimum Support Price (MSP) for the cotton crop announced by the Central Government, domestic cotton prices rose sharply during the year. This increase was disproportionate to prevailing international prices. The 11% 11% import duty on raw cotton continued to prevent domestic mills from accessing cheaper international cotton, although a temporary waiver during August- December 2025 offered brief relief. The resulting cost disparity compressed yarn margins and adversely affected export price realization.

Trade and Tariff Environment Export competitiveness was further eroded by punitive tariff action from the United States, one of the largest markets for Indian textile products. Tariffs on Indian textile exports escalated during the year, rising to 50% 50% with effect from 27 August 2025. This significantly reduced the viability of yarn and garment exports to the U.S. market, dampened overall demand for cotton yarn, and added to the pressure on domestic realizations.

Operational Performance Borgaon Unit: The Borgaon Unit operated at approximately 85% 85% capacity during the year. Its principal constraint was the retirement of experienced permanent workers, compounded by absenteeism, resulting in an estimated production loss of 15 - 20% 15 - 20% . The HR Department initiated accelerated recruitment and structured training of apprentices to bridge the manpower gap and restore optimal production levels.

Petlad Unit: The Petlad Unit continued to face severe workforce shortages and high absenteeism, with capacity utilisation ranging between approximately 52% 52% and 55% 55% for much of the year. Retention remained difficult owing to competing employment opportunities in the agriculture and dairy sectors. The HR Department pursued sustained recruitment and training of apprentices, alongside worker counselling and attendance- improvement measures, to stabilise the workforce and enhance operational efficiency.

1.60- 1.70 Crores. Civil and building works were completed and the supporting utilities - including power connection, humidification systems, and compressed- air infrastructure - were made fully operational. The Auto Leveler Draw Frame and the new Open- End machine were received and commissioned in the early part of the following financial year, with the project fully completed by mid- July 2026. The modernized line is expected to deliver an improved realization of approximately 5- 6$ per kg over existing production. Subject to successful market acceptance, a proposal to install a second machine together with an additional Draw Frame is under consideration for the period September- December 2026, at an estimated cost of 1.50$ Crores.

Fire Incident at Petlad Unit On 17 August 2025, a fire caused by an electrical fault damaged certain main power cables supplying the production machinery at the Petlad Unit. No personnel were harmed, and there was no damage to machinery or building structure. Production was temporarily halted and restoration work, completed in a record sixteen days, enabled the unit to resume normal operations by 4 September 2025. The Companys operations were adequately covered under comprehensive insurance policies. The fire insurance claim has since been fully settled, with the Company receiving a total of 73.99 73.99 Lakhs.

Modernization and Capital Initiatives During the year, the Company commenced an Open- End Modernization Project at an estimated cost of 1.60 - 1.70 1.60 - 1.70 Crores. Civil and building works were completed and the supporting utilities - including power connection, humidification systems, and compressed- air infrastructure - were made fully operational. The Auto Leveler Draw Frame and the new Open- End machine were received and commissioned in the early part of the following financial year, with the project fully completed by mid- July 2026. The modernized line is expected to deliver an improved realization of approximately 5- 6$ per kg over existing production. Subject to successful market acceptance, a proposal to install a second machine together with an additional Draw Frame is under consideration for the period September- December 2026, at an estimated cost of 1.50 1.50 Crores.

Cost Reduction and Renewable Energy The Company continued to prioritize cost control, with particular focus on power, which constitutes a significant share of manufacturing cost. The Phase II Solar Plant at the Petlad Unit, commissioned in May 2025 at a cost of 54 54 Lakhs, added to the savings generated by the earlier Phase I plant ( 1.82 1.82 Crores, commissioned in the prior year). The Company is further evaluating the installation of an additional solar power plant of approximately 250 KVA at the Petlad Unit, at an estimated cost of 50 - 60 50 - 60 Lakhs, subject to space availability.

Other Significant Developments Sale of Saoner Land: The Company completed the sale of its land at Saoner during the year, realising 6.22 6.22 Crores. The gain on sale is expected to be substantially offset against carried- forward depreciation losses, and accordingly no material capital gains tax liability is anticipated.

Labour Settlement - BLP Unit: The long- pending labour dispute at the BLP Unit was resolved through an out- of- court settlement with the labour union, covering the period from FY 2021- 22 to FY 2025- 26. The settlement has been duly filed and accepted by the Honble High Court. The provisional total liability is approximately 2.33 2.33 Crores, against which a provision of 73.05 73.05 Lakhs had already been made across FY 2021- 22 to FY 2023- 24. The resolution brings closure to a prolonged uncertainty and is expected to improve industrial relations and operational stability.

Recovery of Inter- Corporate Loan: The corporate loan of 3.00 3.00 Crores extended to the sister concern, M/s. Eurotex Industries and Exports Limited, together with the outstanding interest thereon, has been fully recovered during the year.

Legal Matter - PRC Yarn (Bad Debt): The matter relating to cheque dishonour in the PRC Yarn case continues to be pursued through the Companys legal counsel, Mr. Vikas Baisye, and remains sub judice, with no final outcome reached as of the date of this report.

Outlook and Management Commitment While manpower shortages and absenteeism remain key challenges, the improvement in demand towards the close of the year, together with the benefits expected from the modernization and cost- efficiency initiatives undertaken, provides a more constructive platform for the year ahead. The management remains committed to strengthening the workforce, enhancing productivity, and restoring profitability, while continuing to engage with industry bodies and policymakers to shape a more favourable operating environment.

6. INDEPENDENT DIRECTORS DECLARATION All the Independent Directors of the Company have given their declarations that they meet the criteria of Independence as prescribed under section 149(6) of the Companies Act, 2013.

7. DIRECTORS In accordance with the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, Shri Mohan Kumar Patodia (DIN: 00035381), Managing Director of the Company is liable to retire by rotation at the ensuing Annual General Meeting (AGM) of the Company and being eligible, offers himself for re- appointment.

Subject to the approval of members at the ensuing AGM, the Board of Directors at its meeting held on 13th 13 th August, 2026, on recommendations of the Nomination and Remuneration Committee, has proposed to re- appoint Ms Amishal Modi (DIN: 09661312) as Independent Director of the Company w.e.f. 12th 12 th August, 2027 for a further period of 5 consecutive years by way of special resolution.

Subject to the approval of members at the ensuing AGM by way of special Resolution, on recommendations of the Nomination and Remuneration Committee (NRC) the Board of Directors at its meeting held on 13th 13 th August, 2026, has proposed to re- appoint Shri Gopal Patodia (DIN: 00014247) and Shri Mohan Patodia (DIN: 00035381) as Managing Directors of the Company w.e.f. 01.04.2027 for a further period of three consecutive years and to approve their Remuneration as recommended and Board hereby obtains the consent of Shareholders as required under Section 196 of the Act. Since both of them have attained the age of 70 years since they are quite healthy and able to discharge their duties very efficiently.

Mr. Hari Prasad Siotia, Non- Executive Director of the Company ceased to be director due to sad demise on 7th 7 th June 2026.

The details in respect of qualification, area of expertise etc. of all the above appointee directors are provided in annexure to the notice. You are therefore in the interest of the company requested to accord your consent to these resolutions.

Neither of these Directors are disqualified under Section 164(2) of the Act.

8. KEY MANAGERIAL PERSONNEL Pursuant to the provisions of Sections 2(51) and 203 of the Act read with Rule 8 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the following persons are acting as Key Managerial Personnel of the Company:-

Shri Gopal Patodia : Managing Director Shri Mohan Kumar Patodia : Managing Director cum Chief Financial Officer Shri Amit Patodia : Senior President cum Chief Executive Officer Ms. Swati Billore : Company Secretary cum Compliance Officer

9. FORMAL ANNUAL EVALUATION Pursuant to the provisions of Section 134(3)(p) of the Act and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual performance evaluation of its own performance, Boards Committees, as well as, Directors individually including performance of Independent Directors, after seeking inputs from all the Directors/Committee members and finds it satisfactory.

10. BOARD MEETINGS The Board of Directors have met 4 times during the financial year 2025-26. The details of Board Meetings held are disclosed in Corporate Governance Report appended to Directors Report.

11. DIRECTORSRESPONSIBILITY STATEMENT Pursuant to the Provisions of Section 134(3)(l) of the Act, your Directors confirm that -

in the preparation of annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;

the accounting policies adopted are consistently applied and judgments made and estimates that are 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 of the company for the said period;

proper and sufficient care has been taken 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 & detecting errors & frauds and other irregularities;

annual accounts have been prepared on a going concern basis;

internal financial controls (as required by explanation to section 134(5)(l) of the Act) is being followed by the Company and that such internal financial controls are adequate and were operating effectively;

Proper systems have been devised to ensure compliance with all other applicable laws and that such systems are adequate and operating effectively.

12. SHARE CAPITAL There was no change in the authorized/issued or paid up share capital of the company during the year.

13. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE ACT The Company had granted loan of Rs. Three Crores to its Associate Company Eurotex Industries & Exports Limited which was repaid in full in the month of July 2025. The interest amount of Rs. 31,66,605/- is outstanding as on 30.06.2026.

Investments in mutual fund as on 31.03.2026 was Rs. 503.08 Lacs.

Short Term deposits with banks have been made, the details of which are given under Note pertaining to Cash and Bank Balances.

The Company is holding 46,00,000 Preference shares of Rs. 10/ - 10/ - each aggregating to Rs. 4.60 Crores in Eurotex Industries & Exports Limited. The said Company since last more than five years due to inadequate profit/loss has not declared dividend on Preference Shares.

All these investments including long term investments are within the limits prescribed under Section 186 of the Act.

14. INDUSTRIAL RELATIONS During the year under review, the Industrial relations remained cordial at both the Petlad and Borgaon Units of the Company.

15. DISCLOSURE UNDER THE 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 the Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee (Committee) has been set up to redress the complaints received regarding sexual harassment.

Status of cases reported during the FY 2025- 26:

Particulars No.
Number of complaints received during the FY 2025-26 0
Number of complaints resolved during the FY 2025-26 0
Number of complaints pending over 90 days 0

16. COMPLIANCE WITH THE PROVISIONS OF MATERNITY BENEFIT ACT, 1961 The organization remains fully committed to upholding the rights and welfare of women employees as mandated under the Maternity Benefit Act, 1961. During the year, we have ensured strict adherence to all statutory provisions of the Act. The organization continues to foster a supportive and inclusive work environment, ensuring that all women employees are aware of and able to exercise their rights under the Act. No complaints or violations were reported during the year.

17. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES The information required pursuant to section 197 (12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 in respect of the employees of the Company is given in Annexure A.

There is no Employee in the company who was / is drawing remuneration more than managerial personnel. Further, there is no employee who has drawn remuneration more than Rs. 102.00 Lakhs p.a. or 8.50 Lakhs p.m. as described under Rules Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

18. SUBSIDIARY AND ASSOCIATE COMPANIES The Company does not have any Subsidiary Company. However, the Company holds 22,31,980 Equity Shares of Rs. 10/ - 10/ - per share and also 46,00,000; 6% 6% Non- Cumulative Non- Convertible Redeemable Preference Shares of Rs. 10/ - 10/ - per share of Eurotex Industries and Exports Limited (CIN : L70200MH1987PLC042598) having its registered office at 809 - Raheja Chambers, 8th 8 th Floor, 213 - Nariman Point, Mumbai and Spinning Unit at Kolhapur. Form AOC - 1 as required under section 129(3) of the Act is attached as Annexure A (1).

Accordingly, the said Eurotex Industries and Exports Limited is an Associate Company of our Company as defined under section 2(6) of the Act by virtue of the fact that our Company holds 25.5087% equity share of that Associate Company.

In pursuance of section 129 of the Companies Act, 2013 including any amendment and/or modifications thereof read with other applicable provisions of the Financial Statements of our Company and the associate company has been consolidated and accordingly, the share of our Company in Reserves and Surplus of the Associate Company upto the period 31.03.2014 has been accounted and exhibited under the head Reserves and Surplus as Capital Reserves, and the results from the F.Y. 2014- 15 to 2025- 26 have been incorporated in Consolidated Statement of Profit and Loss (of relevant years). The corresponding effect of the above has been given in the value of shares of the Associate Company held by us and has been shown under Note No. 5 of Balance Sheet of the Consolidated Balance Sheet under Investments (Non - Current).

The working of the Mill of the said Company is at grinding halt due to the continuous illegal strike by the workers since long and the company is suffering huge losses. As per the provisions of Industrial Disputes Act, 1947, services of the remaining 38 workers who were sitting idle were terminated as the mill was closed following the legal provisions from 30.03.2022. Now, Eurotex do not have any permanent workmen in the mills and only have a few essential staff. Presently, Eurotex has one major legal case with MSEB regarding a dispute already decided in its favour by MERC and APTEL, Delhi and where the Honorable Supreme Court has lastly decided in its favour but the order has been wrongly interpreted by MSEB as being in their favour and the matter is now pending with Honorable APTEL, Delhi. Plant and machineries in the mills are being maintained in proper shape. Some of the machines in the Plant are being gradually sold as and when they get suitable buyers and price since yarn markets all over the world including in India continues to be in bad shape. The Real Estate business operations are continuing satisfactorily. The loans and dues of Banks and financial institutions have been fully paid.

The portion of our companys share in profit/losses of the associate company has been shown in Form AOC- 1 as required under the Act.

19. RELATED PARTY TRANSACTIONS All Related Party Transactions as entered into during the financial year were at Arms Length basis and were in ordinary course of business. No materially significant related party transactions were entered/effected/undertaken by the Company with Promoters, Directors, Key Managerial Personnel, other designated persons or other related parties, which may have potential conflict with the interest of the Company at large.

All related party transactions were approved by the Audit Committee, as well as, the Board of Directors. The summary of such transactions is given in Note No. 40 of Notes forming part of Accounts.

The Policy on Related Party Transactions has been uploaded on the Companys Website, web- link of which is https://pbmpolytex.com/upload/investor_lodr_reg/policy- on- related- party- transactions- final.pdf.

Form AOC - 2 as required under section 134 (3) (h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 is attached as Annexure A (2). During the year, the Company has made required changes in the policy to bring them in line with the amendments in the SEBI Listing Regulations, 2015.

20. DISCLOSURE ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO. In terms of Sub- section 3(m) of Section 134 of the Act read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo are given in Annexure B forming part of this report.

21. ANNUAL RETURN AND EXTRACT OF ANNUAL RETURN As per provisions of Section 92 of the Companies Act, 2013 read with Rules made thereunder, a draft Annual Return of the Company for the financial year 2025- 26 is available on the website of the Company, web- link of which is https://pbmpolytex.com/upload/investor_lodr_reg/draft- annual- return- mgt- 7- 25- 26. pdf.

22. CORPORATE SOCIAL RESPONSIBILITY (CSR) Pursuant to Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014, every company meeting the specified financial thresholds is required to constitute a Corporate Social Responsibility Committee and undertake CSR activities as prescribed.

For the financial year ended 2025- 26, the provisions of Section 135 of the Companies Act, 2013 relating to Corporate Social Responsibility are not applicable to the Company. Accordingly, the Company has not constituted a CSR Committee, nor is it required to formulate a CSR Policy or undertake CSR initiatives during the year.

The Company continues to remain committed to ethical business practices, sustainability, and stakeholder engagement, and will comply with CSR requirements as and when they become applicable.

23. VIGIL MECHANISM / WHISTLE BLOWER POLICY Your Company has a well- defined Whistle Blower Policy and has established Vigil Mechanism which provides adequate safeguards against victimisation of Reporting persons who follow such mechanism and also make provisions for direct access to the Chairman of Audit Committee in appropriate cases. The Vigil Mechanism / Whistle Blower Policy has been placed on the Companys website www.pbmpolytex.com .

24. POLICY ON NOMINATION AND REMUNERATION In compliance with the requirements of Section 178 of the Companies Act, 2013 and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has laid down a Nomination and Remuneration policy which has been uploaded on the Companys website www.pbmpolytex.com .

The salient features of the NRC Policy are as under:-

a.) Setting out the objectives of the Policy b.) Definitions for the purposes of the Policy c.) Policy for appointment and removal of Director, KMP and Senior Management d.) Policy relating to the Remuneration for the Managerial Personnel, KMP, Senior ManagementPersonnel & other employees.

25. RISK MANAGEMENT POLICY The Company has a structured Risk Management Policy. The Risk Management Process is designed to safeguard the organization from various risks through adequate and timely actions. It is designed to anticipate, evaluate and mitigate risks in order to minimize its impact on the business. The potential risks are inventoried and integrated with the management process so that they receive the necessary consideration during decision making. It is dealt with in greater details in the management discussion and analysis section.

26. COMMITTEES OF THE BOARD The Company has already formed the following committees to ensure timely compliances and better corporate governance of all the applicable rules and regulations: 1) Audit Committee, 2) Nomination & Remuneration Committee and 3) Stakeholders Relationship Committee. The details about these committees are given in the Corporate Governance Report.

27. INSURANCE All the properties of the Company including plant and machinery, stocks etc. have been adequately insured. The Company has also taken adequate insurance cover for loss of profit and Standing Charges.

28. AUDITORS

A. Statutory Auditors In compliance with the Companies (Audit and Auditors) Rules, 2014, the Members at the 103rd 103 rd Annual General Meeting (AGM) of the Company, have appointed M/s. Mahendra N. Shah & Co., Chartered Accountants (FRN: 105775W), Ahmedabad as Statutory Auditors of the Company, for a consecutive years of five years from the conclusion of 103rd 103 rd Annual General Meeting till the conclusion of the 108th 108 th Annual General Meeting.

B. Secretarial Auditors Pursuant to the provisions of section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. J J Gandhi & Co. (FRN: S1996GJ018900) a firm of Practicing Company Secretaries, Vadodara, as Secretarial Auditors for a period of 5 consecutive years from the FY 2025- 26 to FY 2029- 30, to undertake Secretarial Audit of the Company. The Secretarial Audit Report for the financial year 2025- 26 is annexed herewith as Annexure C.

C. Cost Auditor M/s. K. C. Moondra & Associates (FRN No. 101814), has been appointed as Cost Auditor for audit of cost records and statements for the financial year 2026- 27 also. The proposed remuneration for the said financial year, as stated in the notice of the ensuing Annual General Meeting, is to be confirmed by the shareholders as required under section 148 of the Act.

Further the company has made and maintained proper Cost Records as specified by the Central Government under Section 148 (1) of the Companies Act, 2013 for its business activities carried out during the year.

D. Internal Auditors Shri. Yegasubramaniam Iyer, (Membership No- 045781), Chartered Accountants, Vadodara and M/s. D. P. Sarda & Co., (FRN: 117227W), Chartered Accountants, Nagpur have been appointed as Internal Auditors for conducting internal audit of Petlad and Borgaon Units of the Company respectively, for the financial year 2026- 27.

Explanation or Comments on disqualifications, reservations, adverse remarks or disclaimers in the Auditors Reports;

No disqualifications, reservations, adverse remarks or disclaimers have been reported in the Auditors Reports, requiring any explanation or comments by the Board of Directors of the Company.

29. REPORT ON CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSIONS & ANALYSIS REPORT The Company has complied with all the applicable requirements of Corporate Governance as stipulated in Regulations 17 to 27 and clauses (b) to (i) of Sub- Regulation (2) of Regulation 46 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. A Separate Report on Corporate Governance and a Certificate obtained from M/s. J J Gandhi & Co., Practicing Company Secretaries, regarding compliance with the conditions of Corporate Governance and Management Discussions & Analysis Report are annexed herewith with as Annexure D which forms part of this Report.

30. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY No material changes and commitments affecting the financial position of the Company have occurred during the financial year and upto the date of this Report.

31. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE No significant and/or material orders were passed by any Regulator or Court or Tribunal impacting the going concern status and the Companys operations in future.

32.INTERNAL CONTROL SYSTEMS The Company has adequate internal control systems, commensurate with the size and scale of the Company. However, looking to the need of the time it has been decided to widen the scope of internal audit and accordingly internal auditors have been appointed for Petlad, as well as, Borgaon units of the Company who submit their periodical reports to the Board and their advices are adopted and needful is done, if required for better control.

33.UNCLAIMED EQUITY SHARES AND DIVIDEND Pursuant to the provisions of Section 124 of the Companies Act, 2013 (the said Act), the declared dividends which remained unpaid or unclaimed for a period of seven years have been duly transferred by the Company to the Investor Education and Protection Fund (IEPF) established by the Central Government under Section 125 of the said Act.

The Company has uploaded the details of unpaid and unclaimed amounts lying in separate bank accounts named PBM POLYTEX LIMITED UNPAID DIVIDEND ACCOUNT upto the financial year 2017- 18 on the Companys website ( www.pbmpolytex.com ) and also on the Ministry of Corporate Affairs website: www.mca.gov.in .

The dividend for the years mentioned below, if remain unclaimed for consecutive seven years, will be transferred by the Company to IEPF:-

Financial Year Date of Declaration of Dividend Unclaimed Dividend as on 31.03.2026 (Rs.)
2018-19 30.09.2019 90210.00
2019-20 No dividend declared 0.00
2020-21 30.09.2021 192020.00
2021- 22 28.09.2022 436671.00
2022- 23 No dividend declared 0.00
2023- 24 No dividend declared 0.00
TOTAL 718901.00

Pursuant to the provision of Section 124 (6) read with Rule 6 of Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (the IEPF Rules) as amended, all the shares in respect of which dividend has/have remained unpaid or unclaimed for consecutive seven years, have to be transferred in the name of IEPF Authority.

Accordingly 15672 equity shares against 111 folios corresponding to the dividend for the financial year ended 31st 31 st March, 2018 which remained unclaimed for seven consecutive years have been transferred to the IEPF Authority after giving individual notices to the concerned shareholders and advertisement in Newspapers.

In aggregate 183887 equity shares are lying with IEPF Authority as on 31.03.2026.

The Company has uploaded the details of all shares transferred to the IEPF Authority on the Companys website ( www.pbmpolytex.com ) and also on the Ministry of Corporate Affairs website: www.mca.gov.in .

The shareholders or their legal successors can claim back the dividend and all equity shares so transferred, from MCA after following the procedure laid down by MCA.

SECRETARIAL STANDARDS All the applicable Secretarial Standards are being followed by the Company.

DEPOSITS The Company has not accepted or continued any public deposits as contemplated under section 73 of the Act and the Companies (Acceptance of Deposits) Rules, 2014.

APPLICATION MADE OF PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 During the financial period under review, no application was made under the Insolvency and Bankruptcy Code, 2016 (IBC 2016) by the Company. No proceedings are pending under IBC 2016 against the Company.

PARTICULARS OF VALUATION DONE AT THE TIME OF ONE-TIME SETTLEMENT AND VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS During the financial period under review, there were no instances of any one- time settlement against loans taken from Banks or Financial Institutions.

ACKNOWLEDGEMENTS The bankers, and financial institutions have extended their full cooperation, support and valuable assistance to the Company. Your Directors place on record their appreciation for the same.

For PBM POLYTEX LIMITED For PBM POLYTEX LIMITED
GOPAL PATODIA CHIRAYUSH INDRAJITBHAI PATEL
Place: Vadodara Managing Director (Independent Director)
Date: 13.08.2026 (DIN: 00014247) (DIN: 08690998)

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