To,
The Members,
Shigan Quantum Technologies Limited
The Board of Directors of Shigan Quantum Technologies Limited (the Company) is pleased to present the 18th Annual Report of the Company, together with the Standalone and Consolidated Audited Financial Statements for the financial year ended 31st March, 2026.
This Annual Report has been prepared in compliance with the applicable provisions of the Companies Act, 2013 (the Act), the rules made thereunder, and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the Listing Regulations), and other applicable laws.
FINANCIAL HIGHLIGHTS AND PERFORMANCE
(^ Lakhs)
Particulars |
Standalone | Consolidated | ||
| FY 2025-26 | FY 2024-25 | FY 2025-26 | FY 2024-25 | |
Revenue from operations |
22,862.70 | 21,060.91 | 21,842.55 | 21,096.64 |
| Other Income | 269.00 | 121.59 | 272.15 | 128.65 |
Total Income |
23,131.70 | 21,182.50 | 22,114.70 | 21,225.29 |
Profit before Depreciation, Finance Cost, Exceptional Items and Tax |
1,996.14 | 2,123.68 | 2,143.86 | 2,236.45 |
| Less: Depreciation | 310.02 | 337.82 | 426.34 | 401.23 |
| Less: Finance Cost | 727.90 | 642.00 | 760.32 | 654.85 |
| Less: Taxation | 272.12 | 294.83 | 282.21 | 307.28 |
| Add: Profit attributable to minority interest | - | - | 0.09 | 0.24 |
Net Profit |
686.10 | 849.03 | 675.07 | 873.33 |
STATE OF THE COMPANYS AFFAIRS
The Company, established in 2008, is an automotive Tier-1 OEM supplier engaged in the design, development, manufacturing, assembly, testing and integration of alternative fuel systems and fire protection solutions for automotive and mobility applications. The Companys core business comprises the development and manufacture of CNG, LNG and other gaseous fuel system components and complete kits, including pressure regulators, filters, fuel injectors, fuel rails and related components. The Company has also expanded its product portfolio into fire detection, alarm and suppression systems for mobility applications.
In addition, through its wholly owned subsidiary, the Company is expanding its presence in electric vehicle (EV) components and automotive electronics, including electronic control units, controllers and electronic assemblies.
During the financial year ended 31st March, 2026, the Company continued to strengthen its position in the alternative fuel systems business, while accelerating the development of its Fire Protection Systems and Electronics/EV-related businesses. The Company continued to focus on providing technology-driven and cost-effective solutions to leading automotive OEMs and on increasing localisation of critical components and technologies. The Companys business is supported by its engineering and manufacturing capabilities, technology partnerships and established relationships with OEMs.
During the financial year ended 31st March, 2026, the Company further strengthened its manufacturing and testing capabilities by commissioning a new LNG Regulator Assembly Line, Solenoid Assembly Line, advanced Automatic Helium Leak Testing Machine and Automated Injector Line. These are expected to enhance operational efficiency, manufacturing capabilities and capacity to address future business opportunities.
During the financial year ended 31st March, 2026, the Company broadened its customer base by securing new business from leading industry OEMs in the areas of EV components and fire protection systems for EV buses.These developments further strengthen the Companys presence in the automotive and electric mobility sectors and provide opportunities for expansion of its product offerings.
The Company continues to focus on expanding its presence across alternative fuel systems, fire protection solutions, EV components and automotive electronics. The Companys strategy is to leverage its existing OEM relationships, engineering capabilities, manufacturing infrastructure and technology partnerships to increase localisation, develop new products and participate in the evolving clean mobility and vehicle safety ecosystem.
During the financial year ended 31st March, 2026, there was no change in the nature of business of the Company.
DIVIDEND
Based on the performance of the Company, the Board of Directors has recommended a final dividend of ^ 0.50 per equity share of face value of ^ 10 each for the financial year ended 31st March, 2026 for consideration and declaration by the Members at the ensuing Annual General Meeting of the Company.
TRANSFER TO UNPAID/UNCLAIMED DIVIDEND AND SHARES TO THE INVESTOR EDUCATION AND PROTECTION FUND
In accordance with Section 124 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, no amount of unpaid or unclaimed dividend or shares were required to be transferred to the Investor Education and Protection Fund during the financial year ended 31st March, 2026.
AMOUNT TO BE CARRIED TO RESERVES
For the financial year ended 31st March, 2026, the Board of Directors has decided not to transfer any amount to the General Reserves.
HOLDING, SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANIES
As at 31st March, 2026, the Company has two subsidiaries, namely: (a) E-Mobility Exim (Pte. Ltd.), incorporated in Singapore; and (b) Shigan Electronics Private Limited, incorporated in India. The Company does not have any holding company, joint venture or associate company during the financial year ended 31st March, 2026. The equity investment of the Company is ^ 1,325 lakhs in Shigan Electronics Private Limited and ^ 516.85 lakhs in E-Mobility Exim Pte. Ltd.
In accordance with the provisions of Section 129(3) of the Act read with the Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial statements of the subsidiaries in Form AOC-1 forms part of this Annual Report.
BOARD OF DIRECTORS
The Company has a diverse and experienced Board comprising individuals with varied backgrounds and expertise, providing an appropriate mix of skills, knowledge, experience and competencies relevant to the Companys business and governance. Brief profiles of the Directors are available on website of the Company and may be accessed at https://www.shiganquantum.com/board-of-directors .
As at 31st March, 2026, the Board of Directors of the Company comprises the following Directors:
S. No. |
Name of Director |
DIN |
Designation |
| 1 | Mr. Shishir Agrawal | 00054871 | Managing Director |
| 2 | Mr. Gagan Agrawal | 00054879 | Joint Managing Director |
| 3 | Mr. Balraj Bhanot | 00993431 | Independent Director |
| 4 | Mr. Vijay Lal Toshavda | 09307539 | Independent Director |
| 5 | Ms. Shubhangi Agarwal | 08135535 | Independent Director |
During the financial year ended 31st March, 2026, the Members of the Company, at the Extra-Ordinary General Meeting held on 27th March, 2026, inter-alia:
(a) appointed Mr. Prashant Kumar Banerjee (DIN: 11535143) as an Independent Director of the Company for a first term of five consecutive years, with effect from 1st April, 2026;
(b) re-appointed Mr. Shishir Agrawal as the Managing Director and Mr. Gagan Agrawal as the Joint Managing Director for a period of three years, with effect from 6th October, 2026;
(c) re-appointed Mr. Balraj Bhanot and Mr. Vijay Lal Toshavda as Independent Directors for a second term of five consecutive years, with effect from 6th October 2026; and
(d) re-appointed Ms. Shubhangi Agarwal as an Independent Director for a second term of five consecutive years, with effect from 10th September 2026.
In accordance with the provisions of Section 152 of the Act, Mr. Shishir Agrawal (DIN: 00054871), Managing Director of the
Company, is liable to retire by rotation at the ensuing Annual General Meeting and, being eligible, has offered himself for re-appointment.
The requisite details and brief profile of Mr. Shishir Agrawal, as required under Regulation 36 of the Listing Regulations and the Secretarial Standard, are provided in the Notice convening the ensuing Annual General Meeting.
There were no other changes in the composition of the Board of Directors of the Company during the financial year ended 31st March, 2026.
Mr. Shishir Agrawal, Managing Director, and Mr. Gagan Agrawal, Joint Managing Director, are related to each other, being brothers. None of the other Directors are inter-se related.
COMMITTEES OF THE BOARD
The Board of Directors has the following Committees, each with defined terms of reference, in accordance with the applicable provisions of the Act and the Listing Regulations and other applicable laws.
(a) Audit Committee
(b) Nomination and Remuneration Committee
(c) Stakeholders Relationship Committee
(d) Corporate Social Responsibility Committee
The composition of the aforesaid Board Committees as at the date of this Report is set out below:
(a) Audit Committee
S. No. |
Name |
Position |
Designation |
| 1 | Mr. Vijay Lal Toshavda | Chairperson | Independent Director |
| 2 | Mr. Balraj Bhanot | Member | Independent Director |
| 3 | Ms. Shubhangi Agarwal | Member | Independent Director |
| 4 | Mr. Prashant Kumar Banerjee* | Member | Independent Director |
| 5 | Mr. Shishir Agrawal | Member | Managing Director |
| 6 | Mr. Gagan Agrawal | Member | Joint Managing Director |
* Mr. Prashant Kumar Banerjee was inducted as a member of the Audit Committee with effect from 1st June, 2026.
(b) Nomination and Remuneration Committee
S. No. |
Name |
Position |
Designation |
| 1 | Mr. Balraj Bhanot | Chairperson | Independent Director |
| 2 | Mr. Vijay Lal Toshavda | Member | Independent Director |
| 3 | Ms. Shubhangi Agarwal | Member | Independent Director |
| 4 | Mr. Shishir Agrawal | Member | Managing Director |
(c) Corporate Social Responsibility Committee
S. No. |
Name |
Position |
Designation |
| 1 | Mr. Shishir Agrawal | Chairperson | Managing Director |
| 2 | Mr. Prashant Kumar Banerjee | Member | Independent Director |
| 3 | Mr. Gagan Agrawal | Member | Joint Managing Director |
Note: Mr. Prashant Kumar Banerjee was inducted as a member of the Corporate Social Responsibility Committee with effect from 1stJune, 2026, and Mr. Vijay Lal Toshavda ceased to be a member of the Committee with effect from the same date.
(d) Stakeholders Relationship Committee
S. No. |
Name |
Position |
Designation |
| 1 | Ms. Shubhangi Agarwal | Chairperson | Independent Director |
| 2 | Mr. Balraj Bhanot | Member | Independent Director |
| 3 | Mr. Prashant Kumar Banerjee | Member | Independent Director |
| 4 | Mr. Vijay Lal Toshavda | Member | Independent Director |
| 5 | Mr. Shishir Agrawal | Member | Managing Director |
| 6 | Mr. Gagan Agrawal | Member | Joint Managing Director |
Note: Ms. Shubhangi Agarwal was inducted as a member and Chairperson of the Stakeholders Relationship Committee with effect from 1st June, 2026, and Mr. Prashant Kumar Banerjee and Mr. Vijay Lal Toshavda were inducted as members of the Committee with effect from the said date. Mr. Balraj Bhanot ceased to be the Chairperson of the Committee with effect from the same date.
KEY MANAGERIAL PERSONNEL
As at 31st March, 2026, the following are the Key Managerial Personnel of the Company:
S. No. |
Name of Key Managerial Personnel |
Designation |
| 1. | Mr. Shishir Agrawal | Managing Director |
| 2. | Mr. Gagan Agrawal | Joint Managing Director |
| 3. | Mr. Nathu Singh Tawar | Chief Financial Officer |
| 4. | Mr. Sachin Dagar | Company Secretary |
During the financial year ended 31st March, 2026, Mr. Aman Bisht ceased to be the Company Secretary and Compliance Officer of the Company with effect from 13th November, 2025, pursuant to his resignation, and Mr. Sachin Dagar was appointed as the Company Secretary and Compliance Officer of the Company with effect from 14th November, 2025. There were no other changes in the Key Managerial Personnel of the Company during the financial year.
MEETINGS OF THE BOARD AND BOARD COMMITTEES
Meetings of the Board of Directors:
During the financial year ended 31st March, 2026, four meetings of the Board of Directors were held. The details of the meetings and the attendance of the Directors are set out below:
Directors Attended
S. No. |
Date of Meeting |
Mr. Shishir Agrawal | Mr. Gagan Agrawal | Mr. Balraj Bhanot | Mr. Vijay Lal Toshavda | Ms. Shubhangi Agarwal |
| 1 | 23rd May, 2025 | y | ? | y | ? | ? |
| 2 | 18th August, 2025 | y | ? | y | ? | ? |
| 3 | 13th November, 2025 | y | - | y | ? | - |
| 4 | 25th February, 2026 | y | ? | y | ? | ? |
The intervening period between any two consecutive meetings of the Board was within the maximum time gap prescribed under the applicable provisions of the Act and the Listing Regulations.
Meetings of the Board Committees
(a) Audit Committee
During the financial year ended 31st March, 2026, four meetings of the Audit Committee were held on 23rd May, 2025, 18th August, 2025, 13th November, 2025 and 25th February, 2026.
(b) Nomination and Remuneration Committee
During the financial year ended 31st March, 2026, three meetings of the Nomination and Remuneration Committee were held on 18th August, 2025, 13th November, 2025 and 25th February, 2026.
(c) Corporate Social Responsibility Committee
During the financial year ended 31st March, 2026, one meeting of the Corporate Social Responsibility Committee was held 25th February, 2026.
(d) Stakeholders Relationship Committee
During the financial year ended 31st March, 2026, one meeting of the Stakeholders Relationship Committee was held on 25th February, 2026.
SEPARATE MEETINGS OF THE INDEPENDENT DIRECTORS
In compliance with the applicable provisions of the Act and the Listing Regulations, a separate meeting of the Independent Directors of the Company was held on 25th February, 2026.
DECLARATION OF INDEPENDENCE
The Independent Directors of the Company have confirmed that (a) they meet the criteria of independence prescribed under Section 149 of the Act and Regulation 16 of the Listing Regulations, (b) they are independent of the management of the Company, and (c) they are not aware of any circumstance or situation which could impair or impact their ability to discharge duties with an objective independent judgement and without any external influence.
In the opinion of the Board of Directors, the Independent Directors of the Company fulfil the conditions specified under the Act, the rules made thereunder and the Listing Regulations and are independent of the management of the Company. The Board is also satisfied that the Independent Directors possess the requisite integrity, expertise and experience to effectively discharge their roles and responsibilities, in terms of the regulatory requirements.
Further, in accordance with Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, the Independent Directors of the Company have registered themselves with the Independent Directors Databank maintained by the Indian Institute of Corporate Affairs.
FAMILIARIZATION PROGRAMME
The Board and its Committees are regularly apprised of the Companys business performance, operational results, risk management and mitigation strategies, environmental and sustainability initiatives, managements outlook and relevant economic and industry developments, enabling them to gain a comprehensive understanding of the Companys business, operations, industry dynamics, regulatory environment and governance framework, and to effectively discharge their roles and responsibilities. The Directors also have opportunities to interact with the senior management and the Statutory and Internal Auditors, enabling them to gain deeper insights into the Companys operations and financial and risk management processes. The Independent Directors are also periodically apprised of significant changes in applicable laws, regulations and regulatory developments, and their potential impact on the Company.
Further, the Company facilitates the participation of Independent Directors in training and familiarisation programmes conducted by industry experts and professionals, covering areas such as their roles and responsibilities, corporate governance practices, applicable laws and regulations, industry developments and emerging business trends.
CORPORATE SOCIAL RESPONSIBILITY
The Annual Report on Corporate Social Responsibility activities of the Company, as required under Sections 134 and 135 of the Act read with Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 and Rule 9 of the Companies (Accounts) Rules, 2014, including the brief outline on CSR Policy of the Company is annexed hereto as Annexure - A and forms an integral part of this Report. The Corporate Social Responsibility policy is available on the website of the Company may be accessed at https://drive.google.com/file/d/1PTVufkisSRUcRrwHTyLXCG0xavVgRej0/view
CONTRACTS OR ARRANGEMENT WITH RELATED PARTIES
All contracts or arrangements entered into by the Company with its related parties during the financial year ended 31st March, 2026 were on arms length basis and in the ordinary course of business.
The disclosure of material related party transaction(s) as required under Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is annexed hereto as Annexure - B and forms an integral part of this Report. The policy on Related Party Transactions is available on the website of the Company at
https://www.shiganquantum.com/wp-content/uploads/2026/04/Policy-on-Related-Party-Transactions-1.pdf
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO
The information required under Section 134(3)(m) of the Act read with the Companies (Accounts) Rules, 2014, relating to Conservation of Energy, Technology Absorption, and Foreign Exchange Earnings and Outgo, is annexed hereto as Annexure - C and forms an integral part of this Report.
AUDITORS
Statutory Auditors and Report
Pursuant to the provisions of Sections 139 and 143 of the Act, M/s. Arun Naresh & Co., Chartered Accountants were appointed as the Statutory Auditors of the Company at the 16th Annual General Meeting to hold office until the conclusion of the 21st Annual General Meeting of the Company.
The Auditors Report on the standalone and consolidated financial statements for the financial year ended 31st March, 2026 forms part of this Annual Report. The Statutory Auditors have expressed an unmodified opinion on the standalone and consolidated financial statements of the Company. The Auditors Reports do not contain any qualification, reservation, adverse remark or disclaimer requiring any explanation or comments from the Board of Directors.
Secretarial Auditors and Report
Pursuant to the provisions of Section 204 of the Act read with the rules made thereunder and Regulation 24A of the Listing Regulations, M/s. Manwani & Associates, Practising Company Secretaries, were appointed as the Secretarial Auditors of the Company for a term of five consecutive financial years commencing from the financial year 2025-26 upto the financial year 2029-30.
The Secretarial Audit Report for the financial year ended 31st March, 2026 is annexed hereto as Annexure - D and forms an integral part of this Report. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer requiring any explanation or comments from the Board of Directors.
Internal Auditors and Report
Pursuant to the provisions of Section 138 of the Act read with the Companies (Accounts) Rules, 2014, ASC Consulting Pvt. Ltd. were appointed as the Internal Auditors of the Company for the financial year ended 31st March, 2026 to conduct the internal audit in accordance with the scope approved by the Audit Committee.
The Internal Audit Reports were periodically placed before the Audit Committee and the Board of Directors. The Audit Committee reviewed the audit observations and recommendations, as well as the status of implementation of the action points. The Internal Auditors did not report any material adverse observations or qualifications in relation to the accounts of the Company. ASC Consulting Pvt. Ltd. have been re-appointed as the Internal Auditors of the Company for the financial year 2026-27.
Cost Records, Cost Auditors and Report
The Company has maintained the cost accounts and records as specified by the Central Government under Section 148(1) of the Act and the applicable rules made thereunder.
Pursuant to the provisions of Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014, Mr. Sunder Prakash Burkoti, Cost Accountant (Membership No. 33832), Partner of M/s. SPB & Co., Cost Accountants, was appointed as the Cost Auditor of the Company to conduct the audit of the cost records of the Company for the financial year ended 31st March, 2026.
The Cost Audit Report for the financial year ended 31st March, 2026 does not contain any qualification, reservation, adverse remark or disclaimer requiring any explanation or comments from the Board of Directors. M/s. SPB & Co., Cost Accountants, have been re-appointed as the Cost Auditors of the Company for the financial year 2026-27.
REPORTING OF FRAUDS BY AUDITORS
During the financial year ended 31st March, 2026, the Statutory Auditors, Secretarial Auditors and Cost Auditors have not reported any fraud under Section 143(12) of the Act. Accordingly, no details are required to be disclosed under Section 134(3)(ca) of the Act.
SHARE CAPITAL
There was no change in the paid-up equity share capital of the Company during the financial year ended 31st March, 2026, and the paid-up equity share capital stood at ^ 2,032.74 lakhs as at 31st March, 2026.
MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY
There have been no material changes or commitments affecting the financial position of the Company between the end of the financial year i.e., 31st March, 2026 and the date of this report.
POLICY ON NOMINATION AND REMUNERATION
In compliance with the provisions of Section 178 of the Act and Regulation 19 read with Part D of Schedule II of the Listing Regulations, the Company has comprehensive Nomination and Remuneration Policy. The Policy, inter alia, lays down the criteria for determining the qualifications, positive attributes and independence of Directors, and provides a criteria / framework for the remuneration of Executive and Non-Executive Directors, Key Managerial Personnel, Senior Management and other employees. The said policy is available on the website of the Company and may be accessed at https://www.shiganquantum.com/wp-content/uploads/2026/04/Nomination-and-Remuneration-Policy.pdf
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 134(3)(c) read with Section 134(5) of the Act, the Board of Directors, to the best of its knowledge and ability, confirms 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) they 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) they had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d) they had prepared the annual accounts on a going concern basis; and
e) 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) they had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
INVESTOR RELATIONS
The Company places strong emphasis on transparent communication and continuous engagement with its investor community. The Company has a designated email ID i.e., investors@shigan.com, for addressing shareholder and investor grievances or correspondence. The Company had no pending complaints at the end of the year and has not received any complaint during the financial year ended 31st March, 2026.
COMPLIANCE WITH SECRETARIAL STANDARDS
The Company is in compliance 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 Act.
ANNUAL RETURN
The Annual Return of the Company in Form MGT-7 for the financial year ended 31st March, 2026 is available on the website of the Company and can be accessed at https://www.shiganquantum.com/annual-reports .
DEPOSITS
The Company has not accepted any deposits within the meaning of Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014, during the financial year ended 31st March, 2026.
WHISTLE BLOWER POLICY
The Company has adopted a Whistle Blower Policy in accordance with the provisions of Section 177(9) of the Act and the Listing Regulations. The Whistle Blower Policy provides a formal mechanism to report concerns relating to unethical behaviour, actual or suspected fraud, violations of the Companys Code of Conduct or policies, or any violation of applicable laws. The Policy provides adequate safeguards against victimisation of whistle blowers and provides for direct access to the Chairperson of the Audit Committee in appropriate cases.
During the financial year ended 31st March, 2026, no person was denied access to the Chairperson of the Audit Committee under the Whistle Blower Policy. The Whistle Blower Policy is available on the website of the Company and may be accessed at https://drive.google.com/file/d/1SwTyOp6Bkdpq0qxsaWLJkRrsnmHu2 vK/view .
INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has in place adequate internal financial controls with reference to its financial statements, which are commensurate with the nature, size and complexity of its business. These controls are designed to provide reasonable assurance regarding the reliability of financial reporting, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and the timely preparation of reliable financial information, as well as ensuring that transactions are undertaken with appropriate authorisation and in accordance with the Companys policies and procedures.
The adequacy and effectiveness of the internal financial controls are reviewed periodically by the Management, Internal Auditor and Audit Committee. Based on the reviews undertaken and the overall framework of internal financial controls, the Board of Directors is of the opinion that the Company has, in all material respects, adequate internal financial controls with reference to its financial statements and that such controls were operating effectively during the financial year ended 31st March, 2026.
PERFORMANCE EVALUATION
Pursuant to the applicable provisions of the Act and the Listing Regulations, the Company has put in place a formal and structured process for evaluation of the performance of the Board of Directors, its Committees, the Chairperson and individual Directors which includes distribution of evaluation forms.
The performance evaluation was carried out based on pre-determined criteria, which include, inter alia, the effectiveness of the Board and its Committees, contribution and participation of individual Directors, quality of deliberations and decision- making, and the discharge of their respective roles and responsibilities.
Based on the outcome of the evaluation, the Nomination and Remuneration Committee and the Board of Directors review the performance and effectiveness of the Board, its Committees, the Chairperson and individual Directors.
PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
The Company is committed to providing a safe, secure and inclusive workplace and has zero tolerance towards sexual harassment.
In compliance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules made thereunder, the Company has adopted a Policy on Prevention, Prohibition, and Redressal of Sexual Harassment and constituted an Internal Committee to redress complaints relating to sexual harassment.
During the financial year ended 31st March, 2026, no complaint of sexual harassment was received and remained pending as at the end of the financial year, and no complaint was required to be disposed of during the year. Further, no complaint remained pending for more than ninety days.
COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961
The Company has complied with the applicable provisions of Maternity Benefit Act, 1961 (now forming part of the Code on Social Security, 2020).
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis Report for the financial year ended 31st March, 2026, as required under Regulation 34 read with Schedule V of the Listing Regulations, forms an integral part of this Annual Report. The Report provides an overview of the Companys performance, industry structure, and other relevant matters.
CORPORATE GOVERNANCE REPORT
The Company is committed to maintaining the highest standards of corporate governance and transparency in its business operations and continuously endeavours to adopt governance practices that enhance stakeholder value.
However, pursuant to Regulation 15(2)(b) of the the Listing Regulations, the provisions relating to submission of a Corporate Governance Report are not applicable to the Company, being listed on the SME Platform of the National Stock Exchange. Accordingly, a separate Corporate Governance Report does not form part of this Annual Report.
RISK MANAGEMENT
The Company has established a robust enterprise risk management framework to identify, assess, monitor and mitigate risks that may affect its business, operations, financial performance, reputation and long-term strategic objectives. The framework facilitates timely identification of emerging risks and supports informed decision-making through appropriate risk mitigation measures and internal controls.
As Regulation 21 of the Listing Regulations are not applicable to the Company, the Company is not required to constitute such Risk Management Committee.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
During the financial year ended 31st March, 2026, the Company has not provided any loans. Further, the Company subscribed to 79,26,024 equity shares of ^ 10 each at a premium of ^ 5.14 per equity share in Shigan Electronics Private Limited, a wholly owned subsidiary of the Company (SEPL), on 11th October, 2025, for an aggregate consideration of ^ 1,200 lakhs. During the year, the Company enhanced the amount of corporate guarantee to ^ 35 crores in respect of financial facilities availed by SEPL. The particulars of investments made and guarantees provided by the Company are also disclosed in the Notes forming part of the financial statements for the financial year ended 31st March, 2026.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS
During the financial year ended 31st March, 2026, the Company has not received any significant or material orders passed by any regulatory authority, court or tribunal which could have an adverse impact on the Companys going concern status or affect its future operations.
PARTICULARS OF EMPLOYEES AND REMUNERATION
The information as required under Section 197(12) of the Act read with Rule 5(1) and 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed hereto as Annexure - E and forms an integral part of this Report.
HUMAN RESOURCES
The Companys employees are its most valuable asset and a key driver of its operational excellence and sustainable growth. The Company is committed to fostering a safe, inclusive and performance-oriented work environment that encourages continuous learning, innovation and collaboration.
The Company continues to focus on strengthening the technical, functional and leadership capabilities of its workforce through structured learning and development initiatives. Employee well-being remains a key priority, and the Company provides a range of health and welfare benefits, including medical insurance, periodic health check-ups and employee awareness programmes.
The Company also fosters a culture of merit, mutual respect and continuous improvement through various employee engagement initiatives, with a focus on developing a skilled, motivated and future-ready workforce.
OTHER DISCLOSURES
During the financial year ended 31st March, 2026:
(a) the Company has not issued any shares through Rights Issue, Preferential Allotment, Sweat Equity, Employee Stock Option Plans (ESOPs) or with Differential Voting Rights;
(b) there has been no revision in the financial statements;
(c) the Company does not have any Employee Stock Option Scheme under Section 62(1)(b) of the Act and the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, and, accordingly, no disclosures are applicable in this regard;
(d) no provision has been made for the purchase of the Companys own shares by employees or by any trust for the benefit of employees, as prescribed under Section 67 of the Act read with Rule 16 of the Companies (Share Capital and Debentures) Rules, 2014;
(e) the Company has neither made any application nor any proceedings pending against the Company under the Insolvency and Bankruptcy Code, 2016;
(f) the statement of variation as at 31st March, 2026 as required under Regulation 32(4) of the Listing Regulations is annexed hereto as Annexure - F and forms an integral part of this Report; and
(g) the Company has not entered into any one-time settlement with banks or financial institutions; accordingly, no disclosures are applicable in this regard.
FORWARD LOOKING STATEMENT
This Report contains certain forward-looking statements relating to the Companys objectives, projections, estimates, expectations, plans, strategies and other statements concerning future events or performance. These statements are based on the Companys current assumptions, expectations and estimates regarding future business and economic conditions.
Forward-looking statements are subject to various risks, uncertainties and other factors, many of which are beyond the Companys control, that could cause actual results, performance or achievements to differ materially from those expressed or implied in such statements. Readers are therefore cautioned not to place undue reliance on these forward-looking statements.
The Company undertakes no obligation to publicly update, revise or modify any forward-looking statements, whether as a result of new information, future events or otherwise, except as required under applicable laws.
ACKNOWLEDGEMENT
The Board of Directors places on record its sincere appreciation for the continued trust, confidence and support extended by the Companys customers, shareholders, business partners, lenders, bankers, financial institutions, vendors, regulatory authorities, the Central and State Governments, and all other stakeholders.
The Board also expresses its gratitude to the employees of the Company for their commitment, professionalism and sustained efforts, which continue to drive the Companys growth and long-term value creation.
The Company remains committed to fostering enduring relationships with all its stakeholders and creating sustainable value through responsible business practices, transparency and operational excellence.
On behalf of the Board |
||
Shishir Agrawal |
Shubhangi Agarwal |
|
Date: 12-08-2026 |
Managing Director |
Independent Director |
Place: Gurugram |
DIN:00054871 |
DIN:08135535 |
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.