1. FINANCIAL SUMMARY OR HIGHLIGHTS/PERFORMANCE OF THE COMPANY (STANDALONE)
| PARTICULARS | <31.03.2026> (Rs) in lakhs | <31.03.2025> (Rs) in lakhs |
| Revenue from operations and Other Income | 19,626.04 | 16,368.36 |
| Operating Profit (PBIDT) | 2716.47 | 1499.11 |
| Interest Cost | 51.33 | 53.94 |
| Profit before Depreciation (PBIDT) | 2665.15 | 1445.17 |
| Depreciation | 330.74 | 130.12 |
| Profit before Tax | 2334.39 | 1315.05 |
| Provision for Taxation | 608.53 | 333.56 |
| Profit after Tax | 1725.86 | 981.50 |
FINANCIAL SUMMARY OR HIGHLIGHTS/ PERFORMANCE OF THE COMPANY (CONSOLIDATED)
| PARTICULARS | <31.03.2026> (Rs) in lakhs | <31.03.2025> (Rs) in lakhs |
| Revenue from operations and Other Income | 20,069.52 | 16,292.13 |
| Operating Profit (PBIDT) | 2711.46 | 1499.12 |
| Interest Cost | 52.62 | 53.94 |
| Profit before Depreciation (PBIDT) | 2658.85 | 1445.17 |
| Depreciation | 337.33 | 130.12 |
| Profit before Tax | 2321.52 | 1315.05 |
| Provision for Taxation | 611.31 | 333.55 |
| Profit after Tax | 1710.20 | 981.49 |
The Boards Report has been prepared based on the financial statements of the company.
2. FINANCIAL PERFORMANCE AND BUSINESS REVIEW
During the year, the net revenue from operations of your Company has increased from INR 16,368.36 (In Lakhs) in financial year 2024-2025 to INR19,626.04 (In Lakhs) in the year 2025-2026.
The Companys profit after tax stood at INR. 1725.86 (In Lakhs) vis-à-vis INR. 981.50 (In Lakhs) in the previous year.
The Board is continuously working for the better performance of the Company in the years to come. The company will continue to pursue expansion in the domestic and International market, to achieve sustained and profitable growth.
Any member intending to have a copy of Balance Sheet and other Financial Statement of these Companies shall be made available on the website of the Company at www.satkartarin .
It shall also be kept for inspection during business hours by any shareholder in the registered office of the Company.
2. SHARE CAPITAL
AUTHORISED SHARE CAPITAL:
The Authorised Share Capital of the Company is Rs. 25,00,00,000/- (Rupees Twenty Five Crore Only) divided into 2,50,00,000 (Two Crores Fifty Lakhs only) equity shares of Rs. 10/- each.
The authorized share capital has been increased during the financial year 2025-2026 from Rs. 18,00,00,000/- (Rupees Eighteen Crore Only) divided into 1,80,00,000 (One Crores Eighty Lakhs only) equity shares of Rs. 10/- each to Rs. 25,00,00,000/- (Rupees Twenty Five Crore Only) divided into 2,50,00,000 (Two Crores Fifty Lakhs only) equity shares of Rs. 10/- each by way of shareholders resolution passed via postal ballot dated 22nd March, 2026.
ISSUED, SUBSCRIBED AND PAID UP SHARE CAPITAL:
The total paid up equity capital of the Company remain stood at Rs.15,74,48,760/- (Fifteen Crores Seventy Four Lakh Forty Eight Thousand Seven Hundred and Sixty Only) comprising 1,57,44,876 (One Crore Fifty Seven Lakh Forty Four Thousand Eight Hundred Seventy Six) equity shares of Rs. 10/- each.
The Company has not issued any shares with differential voting rights or sweat equity shares during the FY 2025-2026.
3. EMPLOYEES STOCK OPTION SCHEMES
Your Company believes in rewarding its employees and aligning their interests with the long-term objectives of the organization. Employee Stock Option Schemes form an integral part of the Companys retention and compensation strategy, enabling wealth creation opportunities for employees while ensuring their commitment towards sustained growth.
In line with this philosophy, the shareholders of the Company approved the following ESOP scheme(s):
1. Sat Kartar Employees Stock Option Scheme, 2025 approved by resolutions passed by Postal Ballot on December 04, 2025:
Under the said Scheme, the Company grants stock options on an equity-settled basis, which entitle eligible employees to purchase one equity share of the Company for each option granted, at a pre-determined exercise price, upon completion of the vesting period. The ESOPs thus represent a call option providing a right, but not an obligation, to the employees to exercise such options by paying the exercise price. During the financial year 2025-2026, the Company granted 1,39,600 options to its employees. The applicable disclosures pursuant to Regulation 14 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014, for the year ended 31st March, 2026 are available on the Companys website at www.satkartarin .
A certificate from the Secretarial Auditors of the Company confirming that the Scheme has been implemented in accordance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and the resolutions passed by the Members, is also available on the Companys website at www.satkartarin .
b. Sat Kartar-Employee Stock Option Plan Scheme -2026 approved by resolutions passed by Postal Ballot on 22nd March, 2026:
Under the said Scheme, the Company has not yet granted any options to employees. The applicable disclosures pursuant to Regulation 14 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014, for the year ended 31st March, 2026 are available on the Companys website at www.satkartarin .
The disclosures on the Schemes is uploaded on the website of the Company and can be accessed at the weblink: www.satkartarin .
4. DIVIDEND
Based on the Companys performance during the financial year 2025-2026 and in line with the Dividend Distribution Policy of the Company, your directors are pleased to recommend a Dividend of ?0.70/- per equity share on the face value of ?10/- each, fully paid-up, for the financial year ended March 31, 2026. The payment of dividend is subject to the approval of the members at the ensuing Annual General Meeting (AGM) and shall be subject to deduction of tax at source, as applicable.
In compliance with Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, The Dividend Distribution Policy, can be accessed on the Companys website at www.satkartarin .
5. TRANSFER OF UNCLAIMED DIVIDENDS/ SHARES TO INVESTOR EDUCATION & PROTECTION FUND AUTHORITY
Pursuant to Section 124 of the Companies Act, 2013, read with Investors Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, all unpaid or unclaimed dividends are required to be transferred by the Company to the Investors Education and Protection Fund (IEPF) established by the Central Government of India, after the completion of seven years. Further, all shares in respect of which dividend has not been paid or claimed for seven consecutive years or more shall also be required to be transferred by the Company to the Account of the IEPF Authority.
Company did not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, there were no funds which were required to be transferred to Investor Education and Protection Fund (IEPF)
6. TRANSFER TO RESERVES
An amount of vis INR. 1725.86 (In Lakhs) has been transferred to reserves.
7. MANAGEMENT DISCUSSION AND ANALYSIS
The Management Discussion and Analysis, as required in terms of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), is annexed to this Report as Annexure- A.
8. SUBSIDIARIES/JOINT VENTURES/ASSOCIATES:
As on March 31, 2026, the Company had three subsidiaries (including 01 wholly owned subsidiaries), There has been no material change in business of the subsidiaries.
| S.No. | Name of the Subsidiary | Nature of Subsidiary |
| 1. | Ajooni Life Sciences Private Limited | Wholly Owned Subsidiary (Acquired during the year 2025-2026) |
| 2. | Plantomed Neutraceuticals Private Limited | Subsidiary Company (Acquired during the year 2025-2026) |
| 3. | Sat Kartar Ocean Private Limited | Subsidiary Company (Incorporated during the year 2025-2026) |
Accordingly, the above said entities shall be considered as a Subsidiary of the Company for the financial year 2025-26 and necessary disclosures as required under Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014 is enclosed herewith. Form AOC-1 is enclosed as Annexure - B Further, pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents and separate audited financial statements in respect of subsidiaries are available on the website of the Company at www.satkartar.in
9. CHANGE IN THE NATURE OF BUSINESS, IF ANY
During the year under review, there was no change in the nature of the Companys business. The Company continued to operate in its existing line of business while strategically undertaking a horizontal expansion by entering the hospital segment. This expansion is in line with the Companys long-term vision of strengthening its presence across the healthcare and wellness ecosystem and broadening its service offerings. The foray into hospitals complements the Companys existing business operations and is expected to create operational synergies, enhance value for stakeholders, and support sustainable long-term growth.
10. DEPOSITS
During the year under review, the Company has not accepted or renewed any deposit from the public/members falling within the ambit of section 73 or section 74 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014.
11. EXTRACT OF ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3) (a) of the Companies Act, 2013, and Companies (Management and Administration) Rules, 2014, the Annual Return of the Company containing the particulars as prescribed under Section 92 of the Companies Act, 2013, in Form MGT-7, is available on the Companys website at www.satkartarin .
12. CORPORATE GOVERNANCE
The Company got listed on NSE Emerge platform on 17th January 2025. As the shares are listed on SME Platform of NSE, by virtue of Regulation 15 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the compliance with the corporate governance provisions as specified in regulations 17 to 27 (except regulation 23) and clause (b) to (i) of sub-regulation (2) of regulation 46 and Para C, D and E of schedule V are not applicable to the Company. Hence, the Corporate Governance Report does not form part of this Annual Report.
13. AUDITOR(S):
STAUTORY AUDITORS:
Pursuant to the provisions of Section 139 and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, M/s. Nidhi Bansal & Co., Chartered Accountants (Firm Registration No. 022073N), Statutory Auditors of the Company, retire at the ensuing Annual General Meeting and, being eligible, have offered themselves for re-appointment. They have confirmed that their re-appointment, if made, shall be in accordance with the provisions of the Companies Act, 2013 and that they satisfy the criteria of independence and eligibility as prescribed under the Act.
Based on the recommendation of the Audit Committee, the Board of Directors at its meeting held on 31st July, 2026 has recommended the re-appointment of M/s. Nidhi Bansal & Co., Chartered Accountants (Firm Registration No. 022073N) as the Statutory Auditors of the Company, for a term of five consecutive years, from the conclusion of this ensuing Annual General Meeting until the conclusion of the Annual General Meeting to be held in the financial year 2030-2031, at such remuneration as may be determined by the Board of Directors in consultation with the Statutory Auditors.
There are no qualifications, reservations or adverse remarks made by the M/s Nidhi Bansal & Co., Auditors of Company in their Audit Report for the year under review.
SECRETARIAL AUDITOR
In terms of Section 204(1) of the Companies Act, 2013 read with rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, Company has appointed M/S Rawal & Co (Firm Registration no. S2020UP717200), holding a valid certificate issued by the Peer Review Board (Certificate No. of the Institute of Companies Secretaries of India (ICSI), as the Secretarial Auditor of the Company for the Financial Year 2025-2026.
There are no qualifications, reservations or adverse remarks made by Secretarial Auditor of Company in their Audit Report for the year under review which is attached as Annexure- C to this report.
INTERNAL AUDITOR
The Company has appointed M/s R.S. Goel & Co, Chartered Accountant as the internal auditor of the Company under section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014.
The internal auditor of the company checks and verifies the internal control and monitors them in accordance with policy adopted by the company from time to time.
COST RECORDS AND COST AUDITORS
Appointment of Cost Auditor & Maintenance of cost records as prescribed under the provisions of Section 148(1) of the Act, are not applicable for the business activities carried out by the Company.
14. DIRECTORS & KEY MANAGERIAL PERSONNEL
During the period under review, the Board of Directors of the Company duly constituted as per provisions of Companies Act, 2013.
Composition of Board of Directors:
The Board of Directors comprises distinguished professionals of proven integrity and competence, who provide strategic direction, guidance and leadership to the Company.
As on March 31, 2026, the Board of Directors of the Company comprised of Eight (08) Directors with an optimum balance of Executive and Non-Executive Directors, including 02 Women Directors. Out of these, 04 Directors were Non-Executive Directors, 03 of whom were Independent Directors.
The Board of Directors of Sat Kartar Life Limited is an optimum combination of Executive, Non-Executive Directors and Independent Directors as on 31st March, 2026,
| S.No. | Name of Director | Designation | DIN |
| 1 | Mr. Ved Prakash | Managing Director | 08591808 |
| 2 | Mr. Pranav Singh Chadha | Director | 08218407 |
| 3 | Mr. Sanjay Kumar | Director | 08218434 |
| 4 | Ms. Simrati Kaur | Director | 10432136 |
| 5 | Ms. Richa Takkar | Non-Executive Director | 09055080 |
| 6 | Mr. Steve Austin Periera | Independent Director | 08566688 |
| 7 | Mr. Manoj Kumar Verma | Independent Director | 10472822 |
| 8 | Mr. Ranjeet Kumar Verma | Independent Director | 02758995 |
Pursuant to the provisions of Section 203 of the Act, Mr. Devender Kumar Arora is (CFO) Chief Financial Officer and Ms. Sonal Seth, Company Secretary and Compliance Officer are the Key Managerial Personnels (KMPs) of the Company as on March 31, 2026.
Key Managerial Persons (KMPS)
| S.No. | Name of KMP | Designation | PAN |
| 1 | Mr. Devender Kumar Arora | Chief Financial Officer | ABZPA7083M |
| 2 | Ms. Sonal Seth | Company Secretary and Compliance Officer | ARNPG0123E |
The following changes have been made to the Board of Directors and Key Managerial personnel (KMPS) of the Company during the financial year 2025-2026:
| S. No. | Name | Designation | Appointment/Resignation | Date of Appointment/Resignation |
| 1 | Mr. Ranjeet Kumar Verma | Independent Director | Appointment | |
| 2 | Mr. Sunil Kumar Mehdiratta | Independent Director | Resignation | |
| 3 | Mrs. Sonal Seth | Company Secretary & Compliance Officer | Appointment | |
| 4 | Ms. Himanshu Malik | Company Secretary & Compliance Officer | Resignation |
*Mr. Ranjeet Kumar Verma was appointed as Independent Director by the Board of Directors at its meeting held on 30th October 2025. The said appointment was subsequently approved by the shareholders by way of Postal Ballot, on 4th December 2025.
*Mrs. Sonal Seth, appointed as Company Secretary & Compliance Officer as on 2nd July, 2025 and her appointment was approved by the board of directors.
15. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS HELD DURING THE FINANCIAL YEAR 2025-2026
The boards of directors have met 17 times during the year. The intervening gap between the two consecutive meetings was as prescribed under the provisions of the Companies Act 2013 and LODR (Regulations), 2015. The details of Board meetings held are as under:
| S. No. | Date of Board Meeting | No. of Directors Eligible to attend | No. of Directors attended meeting |
| 1 | 25.04.2025 | 08 | 06 |
| 2 | 17.05.2025 | 08 | 06 |
| 3 | 29.05.2025 | 08 | 05 |
| 4 | 02.07.2025 | 08 | 06 |
| 5 | 04.08.2025 | 08 | 05 |
| 6 | 04.09.2025 | 08 | 05 |
| 7 | 15.10.2025 | 08 | 05 |
| 8 | 30.10.2025 | 07 | 06 |
| 9 | 03.12.2025 | 08 | 07 |
| 10 | 22.12.2025 | 08 | 04 |
| 11 | 23.12.2025 | 08 | 03 |
| 12 | 30.12.2025 | 08 | 03 |
| 13 | 05.01.2026 | 08 | 03 |
| 14 | 27.01.2026 | 08 | 03 |
| 15 | 19.02.2026 | 08 | 04 |
| 16 | 22.03.2026 | 08 | 03 |
| 17 | 24.03.2026 | 08 | 03 |
The necessary quorum was maintained in all the said meetings and proceedings during the meetings have been duly recorded in minutes book maintained for the purpose.
16. NUMBER OF MEETINGS OF THE SHAREHOLDER(S) HELD DURING THE FINANCIAL YEAR 2025-2026
| S. No. | Date of EGM /AGM | No. of Shareholders Eligible to attend | No. of Shareholders attended meeting |
| 1 | 29.08.2025 (AGM) | OAM (759) | 09 |
17. MATTER DECIDED WITH POSTAL BALLOT
Resolutions passed by Postal Ballot on 04.12.2025 are as follows:
Approval of Sat Kartar Employees Stock Option Scheme, 2025 for Eligible Employee of the Company.
Extension of the Sat Kartar Employee Stock Option Scheme 2025, to the Eligible Employees of the Group Companies.
Appointment of Mr. Ranjeet Kumar Verma (DIN: 02758995) as a Non-Executive Independent Director of the Company.
Variation in the Objects / terms of utilisation of the Initial Public Offering (IPO) proceeds and extension of time limit for utilisation of the IPO proceeds.
Resolution passed by Postal Ballot on 05.02.2026 is as follows:
To approve change of name of the Company and consequent alteration in the Memorandum of Association and Articles of Association of the Company.
Resolutions passed by Postal Ballot on 22.03.2026 are as follows:
To consider and adopt Increase in Authorised Share Capital of the Company.
To consider and approve Sat Kartar- Employee Stock Option Plan Scheme - 2026 (Sat Kartar ESOP Scheme - 2026).
To consider and approve grant of Options to the eligible employees of the Subsidiary Company(ies) or associate company(ies)/ or group company(ies)or to its holding company(ies),if any of the Company under Sat Kartar- Employee Stock Option Plan Scheme - 2026 (Sat Kartar ESOP Scheme - 2026).
To consider and approve secondary acquisition of equity shares of the Company through Trust route for the implementation of Sat Kartar- Employee Stock Option Plan Scheme - 2026 (Sat Kartar ESOP Scheme - 2026).
To consider and approve provision to grant loan, provide guarantee or security in connection with the loan by the Company for purchase of its own Shares by the Trust under the Sat Kartar- Employee Stock Option Plan Scheme - 2026 (Sat Kartar ESOP Scheme - 2026).
18. DECLARATION UNDER SECTION 149(6) OF THE COMPANIES ACT, 2013 AND SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 FROM INDEPENDENT DIRECTORS
The Company has duly complied with the definition of Independence in according to the provisions of Section 149(6) of the Companies Act, 2013 read with Schedule IV- Code of Independent Directors to the Companies Act, 2013 and Regulation 16 (1) (b) and Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (as amended). All the Independent Director/s, have submitted a declaration that he/she meets the criteria of independence and submit the declaration regarding the status of holding other directorships and memberships as provided under law. The Independent Directors have also confirmed that they have complied with the Companys code of conduct for Board and Senior Management as per Regulation 26(3) of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015. The Independent Directors affirmed that none of them were aware of any circumstance or situation which could impair their ability to discharge their duties in an independent manner.
Opinion of the Board with regard to integrity, expertise and experience of the independent directors appointed during the year:
The Directors are satisfied with the performance of all the independent directors appointed during the year and are of the opinion that all the independent directors are persons of integrity and possess relevant experience and expertise.
19. COMMITTEES OF THE BOARD
As on March 31, 2026, the Board has following committees as required in accordance with the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:
a. Audit Committee b. Nomination and Remuneration Committee c. Stakeholders Relationship Committee d. Independent Directors Committee
The composition of each committee is mentioned below:
AUDIT COMMITTEE
As per the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Audit Committee has been re-constituted by the Board of Directors in its meeting on 30th October, 2025.
The Committee reviews the adequacy and effectiveness of internal audit function and control systems, and such other items as may be prescribed by applicable laws or by the Board from time to time. As on date the Audit Committee comprises of:
| S. No. | Name of the Director | Designation in the Committee | Nature of Directorship |
| 1 | Mr. Ranjeet Kumar Verma | Chairperson | Independent Director |
| 2 | Mr. Manoj Kumar Verma | Member | Independent Director |
| 3 | Mr. Ved Prakash | Member | Managing Director |
The Compliance Officer shall act as Secretary to the Audit Committee.
The policy of the Audit Committee is available on the website of the Company at: www.satkartarin .
During the Financial year 2025-2026, following meetings of the audit committee were held:
| S. No. | Date | No of members entitled to attend | No of members Attended |
| 1. | 15.05.2025 | 03 | 03 |
| 2. | 17.05.2025 | 03 | 03 |
| 3. | 04.08.2025 | 03 | 03 |
| 4. | 30.10.2025 | 02 | 02 |
| 5. | 15.11.2025 | 03 | 03 |
| 6. | 03.12.2025 | 03 | 03 |
| 7. | 03.03.2026 | 03 | 03 |
THE NOMINATION AND REMUNERATION COMMITTEE:
As per the provisions of Section 178 of the Companies Act, 2013 (the Act) and Regulation 19 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Nomination and Remuneration Committee has been re-constituted by the Board of Directors in its meeting on 30th October, 2025.
It shall review, acts on and reports to the Board with respect to various governance, nomination, compensation and performance evaluation matters. The Committee works with full autonomy and is free of any managerial interference. As on date the Nomination and Remuneration Committee comprises of:
| S. No. | Name of the Director | Designation in the Committee | Nature of Directorship |
| 1 | Mr. Manoj Kumar Verma | Chairperson | Independent Director |
| 2 | Mr. Ranjeet Kumar Verma | Member | Independent Director |
| 3 | Ms. Richa Takkar | Member | Non-Executive Director |
The Compliance Officer shall act as Secretary to the Nomination and Remuneration Committee.
The policy of the Nomination and Remuneration Committee is available on the website of the Company at: www.satkartar.in
During the Financial year 2025-2026, the following Nomination and Remuneration Committee meetings were held:
| S. No. | Date | No of members entitled to attend | No of members Attended |
| 1. | 04.08.2025 | 03 | 03 |
| 2. | 29.10.2025 | 02 | 02 |
| 3. | 18.02.2026 | 03 | 03 |
THE STAKEHOLDER RELATIONSHIP COMMITTEE:
As per the provisions of Section 178 of the Companies Act, 2013 (the Act) and Regulation 20 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Stakeholder Relationship Committee has been constituted by the Board of Directors in its meeting on 26th June 2024 and reviewed the constitution of the committee on 30th October, 2025.
This Committee is responsible for redressing the grievances of shareholders, investors or other security holders including complaints related to transfer or transmission of shares, non-receipt of dividends, annual reports and such other grievances as may be raised by the security holders from time to time. As on date the Stakeholder Relationship Committee comprises of:
| S. No. | Name of the Director | Designation in the Committee | Nature of Directorship |
| 1 | Ms. Richa Takkar | Chairperson | Non-executive Non-Independent Director |
| 2 | Mr. Manoj Kumar Verma | Member | Independent Director |
| 3 | Mr. Ved Prakash | Member | Managing Director |
The Compliance Officer and company secretary will act as Secretary to the Stakeholder Relationship Committee.
The policy of the Stakeholder Relationship Committee is available on the website of the Company at: www.satkartar.in
During the Financial year 2025-2026, following Stakeholder Relationship Committee were held:
| S. No. | Date | No of members entitled to attend | No of members Attended |
| 1. | 15.05.2025 | 03 | 03 |
| 2. | 04.08.2025 | 03 | 03 |
| 3. | 30.10.2025 | 03 | 03 |
| 4. | 10.01.2026 | 03 | 03 |
INDEPENDENT DIRECTOR COMMITTEE
During the financial year under review, the Board of Directors re-constituted an Independent Directors Committee on 30th October, 2025 comprising only the Independent Directors of the Company. The Committee has been constituted to review and oversee matters specifically entrusted to it by the Board and applicable regulatory requirements, to ensure transparency, fairness, and protection of stakeholders interests. The Committee functions in accordance with its terms of reference as approved by the Board and submits its recommendations to the Board for its consideration, wherever applicable.
| S. No. | Name of the Director | Designation in the Committee | Nature of Directorship |
| 1 | Mr. Steve Austin Pereira | Chairperson | Independent Director |
| 2 | Mr. Manoj Kumar Verma | Member | Independent Director |
| 3 | Mr. Ranjeet Kumar Verma | Member | Independent Director |
During the Financial year 2025-2026, Independent Directors meeting was held on 24th February, 2026.
20. RISK MANAGEMENT POLICY
The Company has in place a mechanism to identify, assess, monitor and mitigate various risks to key business objectives. Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing basis. Major elements of risk/threats for Ayurveda Industry are regulatory concerns, consumer perceptions and competition. These are discussed at the meetings of the Audit Committee and the Board of Directors of the Company. The Board of Directors has adopted a risk management policy for the company outlining the parameters of identification, assessment, monitoring and mitigation of various risks which is available on the website of the company.
21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES PURSUANT TO SECTION 188 OF THE COMPANIES ACT 2013
During the year under review, all transactions entered by the Company with Related Parties as defined under the Act were in the ordinary course of business and on an arms length pricing basis. All related party transactions are presented to the Audit Committee and the Board. Omnibus approval is obtained before the commencement of the new financial year, for the transactions which are repetitive in nature and also for the transactions which are not foreseen.
The details of related party transactions as entered into by the Company are disclosed in the standalone financial statements of the Company.
Further, pursuant to the provisions of Section 188 of the Companies Act, 2013, read with rules framed thereunder, the disclosure of particulars of contracts/arrangements with related parties in Form AOC-2 is annexed to this Report as Annexure - D
In line with the requirements of the applicable laws, the Company has formulated a policy on related party transactions which is uploaded on the website of the Company at: www.satkartarin .
22. 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 order affecting the going concern status and companys operations in future has been passed by any regulator or any court or other judicial bodies against the company.
23. INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY
The Company has a proper and robust system of internal controls geared towards achieving efficiency of business operations, safeguarding the Companys assets and ensuring optimum utilization of resources. Such controls also ensure accuracy and promptness of financial reporting and compliance with statutory regulations.
In the opinion of the Statutory Auditors of the Company, as expressed by them in their report, the Company has adequate internal control systems over financial reporting as at 31st March, 2026.
24. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
Our Company has always believed in providing a safe and harassment free workplace for every individual working in the Company premises. Company always endeavors to create and provide an environment that is free from any discrimination and harassment. For this purpose, the Board of Directors has adopted a policy on Prevention of Sexual Harassment in line with the Prevention of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and rules thereunder.
Further, during the financial year ended March 31, 2026, there is no complaints received pertaining to sexual harassment and the return for the same filled with the relevant statutory authority.
The Policy for Prevention of Sexual Harassment of the Company is available on the Companys website at www.satkartar.in .
25. PREVENTION OF INSIDER TRADING
In compliance with the provisions of the Securities and Exchange Board of India(SEBI) (Prohibition of Insider Trading) Regulations, 2015, as amended, the Company has formulated and adopted the Code of Conduct for prohibition of Insider Trading. The object of the Insider Trading Code is to set framework, rules and procedures which all concerned should follow, both in letter and spirit, while trading in the securities of the Company. The Insider Trading Code is available at: https://www.satkartarin/investors
26. ESTABLISHMENT OF VIGIL MECHANISM/WHISTLE BLOWER POLICY:
Pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013 read with Rule 7 of the Companies (Meeting of Board and it powers) Rules, 2014 and the Listing Regulations, the Company has adopted Whistle Blower Policy/Vigil Mechanism. The Policy provides for a channel to report genuine concerns about unethical behavior, actual or suspected fraud or violation of companies policies. The Whistle Blower Policy of the Company is available at the following link: https://www.satkartarin/investors .
The Policy is an extension of the Code of Conduct for Directors & Senior Management Personnel and covers any unethical and improper actions or malpractices and events which have taken place/suspected to take place.
As per the policy all Protected Disclosures should be addressed to the Vigilance Officer/Company Secretary or to the Chairman of the Audit Committee in exceptional cases.
27. COMPLIANCE WITH APPLICABLE SECRETARIAL STANDARDS
The Company complies with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act, 2013.
28. PARTICULARS OF LOANS, GUARANTEES, OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013
Loans, guarantees and investments covered under Section 186 of the Act have been disclosed in the financial statements, which forms part of this Integrated Annual Report.
29. FAMILIARISATION PROGRAM FOR INDEPENDENT DIRECTORS
In compliance with the requirements of the Listing Regulations, the Company has put in place a familiarization programme for the Independent Directors to familiarize them with their roles, rights and responsibilities as Directors, the working of the Company, nature of the industry in which the Company operates, business model etc.
At the time of appointment/re-appointment of Independent Directors, a formal letter of appointment is given to him/her, which, interalia, explains the role, functions, duties and responsibilities expected from him/her as an Independent Director of the Company. The Independent Director is also explained in detail the nature, business model of the industry and compliances under the Act, the Listing Regulations and other relevant rules & regulation. Details of the familiarization programme for Independent Directors are uploaded on the website of the company at www.satkartarin .
30. BOARD EVALUATION
The Companies Act, 2013 and SEBI Listing Regulations contain provisions for the evaluation of the performance of:
i. the Board as a whole; ii. various committees of the Board; iii. and the individual directors (including independent directors and the Chairperson).
The Board of Directors carried out an annual evaluation of its own performance, Board Committees, and individual directors pursuant to the provisions of the Companies Act, 2013, and SEBI Listing Regulations.
The performance of the Board was evaluated based on inputs from the board members, the Boards composition, the effectiveness of board processes, information and functioning, areas, and quality of the review, and the establishment and delineation of responsibilities to committees.
The performance of the individual directors was reviewed based on inputs from the board members, including input on the contribution of the individual directors to the board and committee meetings.
The performance of the Chairman was evaluated based on inputs from the board members regarding his leadership, stakeholder management, vision, and strategy.
The performance of the committees was evaluated based on inputs received from the committee members, covering the inputs on the composition of committees, effectiveness of committee meetings, degree of fulfilment of key responsibilities, committee dynamics, and quality of the relationship of the committee with the board and the management.
Pursuant to the requirements of Schedule IV to the Companies Act, 2013, and the SEBI Listing Regulations, a meeting of the Independent Directors of the Company was held on 24th February, 2026, without the presence of non-independent directors and members of the management. At this meeting, the Independent Directors, inter alia, reviewed the performance of the Non-Independent Directors, the Board as a whole, and the Chairman of the Company, taking into consideration the views of both Executive and Non-Executive Directors.
31. COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961
The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive, and supportive workplace for women employees. All eligible women employees are provided with maternity benefits as prescribed under the Maternity Benefit Act, 1961, including paid maternity leave, nursing breaks, and protection from dismissal during maternity leave.
The Company also ensures that no discrimination is made in recruitment or service conditions on the grounds of maternity. Necessary internal systems and HR policies are in place to uphold the spirit and letter of the legislation.
32. DOWNSTREAM INVESTMENT
During the financial year under review, the Company has not made any downstream investment as defined under the Foreign Exchange Management Rules, 2019. (FEMA) Accordingly, the provisions relating to downstream investment and associated compliance requirements are not applicable to the Company for the reporting period.
33. REPORTING OF FRAUD
During the year under review, the Statutory Auditor 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.
34. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR
During the FY 2025-2026, no proceeding has been initiated under Insolvency and Bankruptcy Code for default in payment of debt. Further, the Company has also not initiated any proceedings against the defaulting entities. However, it had lodged its claim with the resolution professional/liquidator appointed for defaulting listed companies.
35. DETAILS OF DIFFERENCE BETWEEN THE AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANK OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THERE
During the period under review, there has been no one time settlement accordingly no valuation were done for this purpose.
36. PARTICULAR OF EMPLOYEES
The information required pursuant to Section 197 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2016 in respect of employees of the Company, is enclosed as Annexure - E and forms part of this Report.
Further, as per the provisions specified in Chapter XIII of Companies (Appointment & Remuneration of Managerial Personnel) Amendment Rules, 2016 no employees of the Company was in receipt of remuneration exceeding Rs. 1,02,00,000/- per annum, if employed for whole of the year or Rs. 8,50,000/- per month if employed for part of the year.
37. CORPORATE SOCIAL RESPONSIBILITY
The Company comes under the criteria as mentioned in section 135 of the Companies Act, 2013 i.e., Corporate Social Responsibility and accordingly the amount has been spent on CSR activities in the financial year 2025-2026 to comply with the requirements of necessary social expenditure. The CSR Report is annexed as Annexure - F
The Company is not required to constitute a Corporate Social Responsibility Committee since the amount required to be spent by the company on CSR activities for the financial year 2025-2026 does not exceed Rs.50,00,000/- (Rupees Fifty lakhs).
The Board of Director of your Company has formulated and adopted a policy on CSR which can be accessed at www.satkartarin .
The CSR Policy of your Company outlines the Companys philosophy for undertaking socially useful programs for welfare and sustainable development of the community at large as part of its CSR Obligation.
38. DETAILS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO
The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:
(A) CONSERVATION OF ENERGY:
Though energy does not form a significant portion of the cost of the company yet wherever possible and feasible, continuous efforts are being put for conservation of energy and minimize power cost.
(B) TECHNOLOGY ABSORPTION:
The company does not have a separate in house research and development center and is relying on the outside agencies for technology absorption, adoption and innovation.
(C) FOREIGN EXCHANGE EARNINGS AND OUTGO:
The Foreign Exchange outgo during the year in terms of actual outflows: INR 10,37,53,577.35/-
39. DIRECTORS RESPONSIBILITY STATEMENT
The Directors Responsibility Statement referred to in clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, shall state that
a. In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
b. The directors had 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 at the end of the financial year and of the profit and loss of the company for that period;
c. The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
d. The directors had prepared the annual accounts on a going concern basis; and
e. That they had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and
f. The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
40. SEBI COMPLAINTS REDRESS SYSTEM (SCORES)
The investor complaints are processed in a centralized web-based complaints redressal system. The salient features of this system are the centralized database of all complaints, online upload of Action Taken Reports (ATRs) by the concerned companies and online viewing by investors of actions taken on the complaint and its status. The Company has been registered on SCORES and makes every effort to resolve all investor complaints received through SCORES or otherwise within the statutory time limit from the receipt of the complaint. The Company has not received any complaints on the SCORES during the financial year 2025-2026.
41. APPRECIATION
Your Directors take this opportunity to express their sincere gratitude to the Companys customers, shareholders, suppliers, bankers, business partners, associates, stock exchanges, Registrar and Share Transfer Agent (RTA), Central Depository Services (India) Limited (CDSL), National Securities Depository Limited (NSDL), regulatory authorities, and the Central and State Governments for their continued support, guidance, and encouragement extended to the Company.
The Board also places on record its deep appreciation for the dedication, commitment, and valuable contributions of all employees at every level. The Companys consistent growth and achievements have been made possible through their hard work, professionalism, teamwork, and unwavering support. The Directors look forward to their continued commitment in achieving the Companys future goals and creating sustained value for all stakeholders.
| For and on Behalf of | For and on Behalf of |
| Sat Kartar Life Limited | Sat Kartar Life Limited |
| (Formerly known as Sat Kartar | (Formerly known as Sat Kartar |
| Shopping Limited) | Shopping Limited) |
| Sd/- | Sd/- |
| Ved Prakash | Sanjay Kumar |
| Managing Director | Director |
| DIN: 08591808 | DIN: 08218434 |
| Address: F-223 3rd Floor, Rishi Nagar | Address: S/O Ram Lal, C 1/10 Ground |
| Rani Bagh, North West Delhi, | Floor Bhagwati Garden Extention, |
| Saraswati Vihar, Delhi -110034 | Near Dwarka Mor, Uttam Nagar, Mohan |
| Garden,West Delhi, Delhi - 110059 | |
| Place:-New Delhi | |
| Date:- 31.07.2026 |
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.