Rukmani Devi Garg Agro Impex Ltd Management Discussions

As the management of the Company, we present this narrative overview and analysis of the financial and operational activities for the financial year ended 31st March 2026. This report should be read in conjunction with the audited financial statements and the accompanying notes.

Industry structure and developments

The Company operates in the manufacturing and wholesale trading sectors of agricultural commodities, with a primary focus on wheat. Our extensive network of warehouses and storage facilities enables us to bridge seasonal gaps in agricultural production. While wheat is harvested primarily during the Rabi and Kharif seasons, demand remains steady throughout the year. To address this, we maintain a consistent supply chain to ensure uninterrupted service to our clients.

Furthermore, we utilize railway transportation to deliver large volumes at competitive rates, supporting industry needs, small farmers, and ensuring better market access and price stability for all stakeholder

Opportunities

1. Growing Demand for Wheat-based Products : Rising consumption of bread, bakery products, and processed foods increases demand for wheat.

2. Expansion into New Markets: Opportunities exist to explore both domestic and international markets, especially regions with increasing wheat consumption.

3. Value-added Products: Diversification into premium wheat products such as organic wheat, fortified flour, and specialty bakery items.

4. Technological Advancements: Adoption of modern milling, packaging, and storage technologies to improve quality and operational efficiency.

5. Government Support and Policies: Beneficial subsidies, procurement programs, and policies aimed at food security support wheat manufacturers and traders.

6. Strategic Partnerships: Collaborations with farmers for quality wheat procurement and with retail chains for distribution.

7. Urbanization & Changing Lifestyles : Rising urban populations with increased demand for convenience foods and packaged wheat products.

8. Export Opportunities: Potential to export wheat and wheat products to neighboring countries and markets facing shortages.

Threats

1. Price Fluctuations and Market Volatility : Wheat prices are highly susceptible to market dynamics, weather conditions, and government policies.

2. Climatic Risks : Droughts, floods, and unpredictable weather can impact wheat production and quality.

3. Regulatory Risks : Changes in import/export policies, quality standards, and government procurement policies.

4. Intense Competition : Competition from integrated large-scale mills, imported wheat, and local traders.

5. Raw Material Price Increases : Rising costs of wheat, packaging materials, and transportation can impact margins.

6. Supply Chain Disruptions : Logistics issues, storage constraints, or disruptions due to strikes or pandemics.

7. Quality and Food Safety Concerns : Maintaining consistent quality standards to meet consumer expectations and regulations.

8. Substitution Risks : Competition from alternative grains and products that may replace wheat in certain markets.

Outlook

The Company aims to optimize cost structures, identify growth channels, and capitalize on emerging market opportunities. Barring unforeseen circumstances, it remains cautiously optimistic about enhancing profitability and stakeholder value in the coming years.

Risks & concerns

While the Indian agricultural commodities industry presents promising growth prospects, it remains exposed to policy risks, high taxation, licensing complexities, and competitive pressures. These factors necessitate ongoing adaptability and strategic planning. Nonetheless, Indias demographic and economic trajectory continues to offer high potential for growth in this sector..

Internal control systems and their adequacy

The Company maintains a robust internal control system compliant with the provisions of the Companies Act, 2013. These controls safeguard assets, ensure transaction accuracy, and promote operational efficiency. The Audit Committee regularly reviews internal audit findings and ensures timely corrective actions.

Discussion on (Standalone) financial performance with respect to operational performance:

The Standalone financial performance of the Company with respect to operational performance of the company as compared to last year is shown as under:

Operational performance

( In lakhs Rs. )

Particular	2025-26	2024-25
Production	12,235.86	11,636.51
Sales	13,058.00	12,400.35

Financial Performance
Particular	2025-26	2024-25
Total Income	46,071.59	32,732.32
Total expenses	44,880.55	31,709.04
Profit Before tax	1,191.04	1,023.29
Exceptional item	0	0
Profit after tax	888.51	757.45

Human Resource Management

The Company recognizes human capital as a vital resource. During FY 2025 26, the Company employed 16 employees, maintaining cordial employee relations. No new hires were made during the year, and performance monitoring processes continue to be in place.

Cautionary Statement

Statements made herein regarding objectives, projections, estimates, or expectations are forward-looking statements. Actual results may differ materially due to economic conditions, government policies, and other relevant factors.

Details of Significant Changes in Financial Ratios:

S. No Name of Ratio	2025-26	2024-25	Reason of change
1 Current Ratio	4.43:1	1.36:1	Increase due to short-term borrowings & advance payments
2 Debtors Turnover	20.52	5.56	Improved collections & better receivables management
3 Inventory Turnover	9.74	7.47	Enhanced inventory management
4 Interest Coverage Ratio	5.97	5.34	Improved profitability
5 Debt Equity Ratio	0.01	0.05	Reduced debt levels
6 Operating Profit Margin (%)	3.12%	3.87%	Slight decrease due to price fluctuations
7 Net Profit Margin (%)	2.59%	3.13%	Marginal decline owing to market conditions

Return on Net Worth

2025-26	2024-25	Reason of Change
6,237.62	3,240.49	Increase due to IPO proceeds and higher reserves

This concludes the Management Discussion and Analysis report for the year ended 31st March 2026. We remain committed to sustainable growth and value creation for all stakeholders .

ANNEXURE VIII

DETAILS PERTAINING TO 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]

Ratio of remuneration of each Director to the median remuneration of the employees of the Company for The financial year ended March 31, 2026 and the percentage increase in the remuneration of each Director, Chief Financial Officer and Company Secretary in the financial year ended March 31, 2026 is as under:

Name	Ratio
Vishal Garg (Managing Director)	0.42:1
Anju Garg (Whole Time Director)	0.42:1
Lakshya Gupta (CFO)	0.13:1
Ayushi Agrawal ( Company Secretary)	0.03:1
Lalit Modi (Non-Executive Independent director )	NA
Priyanka Alwani (Non-Executive Independent director )	NA
Naresh Dutta Sharma (Non-Executive Independent director )	NA

2. The percentage increase in remuneration of each director, Chief Financial Officer, Company Secretary in the financial year 2025-26: 14.37%

3. The percentage increase in the median remuneration of employees in the financial year 2025-26: 11.20%

4. The number of permanent employees on the rolls of company: 16

5. Average percentile increase already made in the salaries of employees other than the managerial personnel in during the financial year 2025-26 and its comparison with the percentile increase in the managerial remuneration and justification on the basis of performance incentives, market Competitiveness, Talent Retention etc. There are no exceptional circumstances that have led to an increase in managerial remuneration during this period

6. Affirmation: We hereby confirm that the remuneration paid to Directors and employees are as per the remuneration policy of the company.

Information as per Rule 5(2) and Rule 5(3) of Chapter XIII, The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 - Statement of Employees in terms of remuneration drawn during the year is given below:

S No.	1	2	3	4
Name of Employee	Vishal Garg	Anju Garg	Lakshya Gupta	Ayushi Agrawal
Designation	Chairman & Managing Director	Whole time Director	Chief Financial officer	Company Secretary
Remuneration Received p.a. (In. Rs.)	12,00,000	12,00,000	3,60,000	90,000
Date of commencement of employment	17.04.1998	29.12.2000	19.06.2024	05.03.2024
Nature of employment	Whole Time	Whole Time	Whole Time	Whole Time

Qualification, expertise and Experience	B.com, and 26 Years \u2019 experience	B.A and Over 25 years \u2019 Experience in formal education.	Chartered Accountant And 3 Years \u2019 experience	M.Com Company Secretary and 9 years \u2019 experience
AGE	51	50	37	33
Last employment by such employee before joining the Company	N.A.	N.A.	N.A.	YES
Percentage of equity shares held by the employee in the Company	26.78	16.72	Nil	Nil
Employee is a relative of any director or manager	Yes, Spouse of Director Mrs Anju Garg	Yes, Spouse of Mr. Vishal Garg	No	No