Sinnar Bidi Udyog Ltd Directors Report

To,

The Members of

SINNAR BIDIUDYOG LIMITED

Your directors have pleasure in presenting their 52 nd Annual Report on the business and operations of Sinnar Bidi Udyog Limited together with the audited financial statements for the financial year ended on 31 st March 2026.

1. The state of affairs and financial performance of Sinnar Bidi Udyog Limited:

The summary of the financial performance for the financial year ended 31 st March 2026 is given below: (Amount in Rs. Lakhs)

Particulars	Standalone		Consolidated
	F.Y. 2025-26	F.Y. 2024-25	F.Y. 2025-26	F.Y. 2024-25
Revenue from Operations	497.54	473.20	497.54	473.20
Other Income	9.03	7.30	9.03	7.30
Total Income	506.57	480.50	506.57	480.50
Total Expenditure	520.29	494.54	520.29	494.54
Net Profit/Loss Before Tax & extraordinary items	(13.73)	(14.04)	(13.73)	(14.04)
Exceptional & extraordinary items	-	-	-	-
Net Profit / (Loss) Before Tax	(13.73)	(14.04)	(13.73)	(14.04)
Less: Current and Deferred Tax	(0.35)	(1.62)	(0.35)	(1.62)
Profit / (Loss) After Tax	(13.38)	(12.42)	(13.38)	(12.42)
Other Comprehensive Income	0.26	0.13	0.26	0.13
Profit / (Loss) After Other Comprehensive Income	(13.12)	(12.29)	(13.12)	(12.29)

2. Review of Operations:

The Companys main activities of trading of Tobacco and processing of Tobacco were continued during the financial year ended 31 st March 2026. The sales turnover of the Company increased further in the financial year under review. The increase in cost of tobacco has impacted the margins of the Company and resulted in loss for the year. The reason for operational losses, year after year, is the tobacco industry itself, which is regulated by stringent regulations and offers very limited scope for expansion or growth.

3. Cash Flow and Financial Statements:

As required under Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Cash Flow Statement for the financial year ended on 31 st March 2026 forms part of the Annual Report.

Consolidated Financial Statements:

The Consolidated Financial Statements of the Company and its associate companies prepared in accordance with the Companies Act, 2013 (the Act) and applicable Accounting Standards along with all relevant documents and the Auditors Report forms a part of this Annual Report.

4. Amounts proposed to be carried to reserves:

Pursuant to the provisions of Section 134(3)(j) of the Companies Act, 2013, the Company has not proposed to transfer any amount to the General Reserve Account of the Company during the financial year ended on 31 st March 2026.

5. Dividend:

Due to insufficient profits during the period under review, the directors do not recommend any dividend for the financial year ended on 31 st March 2026.

6. Transfer of unpaid and unclaimed amounts to Investor Education and Protection Fund:

The Company does not have any funds lying unpaid or unclaimed for a period of seven years. Therefore, there were no funds required to be transferred to the Investor Education and Protection Fund (IEPF).

7. Share Capital of Sinnar Bidi Udyog Limited and changes therein:

A] Authorized Capital

The Authorized Share Capital of the Company is Rs. 20,00,000/- consisting of 4,00,000 equity shares of Rs. 5/- each.

B] Issued, Subscribed and Paid-up Capital

The issued, subscribed and paid-up share capital of the Company was Rs. 20,00,000/- consisting of 4,00,000 Equity Shares of Rs. 5/- each.

C] Changes in Share Capital

During the period under review, there was no change in the authorized, subscribed, issued and paid-up capital of the Company.

8. Depository System & Registrar and Transfer Agent:

3,92,980 equity shares of the Company are in dematerialized form and 7020 equity shares of the Company are held in physical form as on 31 st March 2026. The Company has appointed MUFG Intime India Private Limited as the Registrar and Share Transfer Agent of the Company.

9. Change in nature of business:

There has been no change in the nature of business of the Company during the financial year ended on 31st March 2026.

10. Material Changes and Commitments:

Pursuant to the provisions of Section 134(3)(1) of the Companies Act, 2013, there were no material changes affecting the financial position of the Company which have occurred between the end of the financial year to which the financial statements relate and the date of this report, other than as disclosed elsewhere in this Report.

11. Subsidiaries, joint ventures and associate companies:

The Company has two associate companies:

1. Vidarbha Bidi Limited

2. Tip Top Health Zone Private Limited

None of the other companies became the subsidiary, joint venture, or Associates company of the Company, nor did they cease to be its subsidiary, joint venture or associate. The details of investments held in Associate Companies are annexed to the Board Report in form AOC-1 as Annexure-I.

12. Web address where Annual Return is placed:

Pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return as on 31 st March 2026 is available on the Companys website: https://sinnarbidi.com/annual-retum/

13. Declaration by Independent Directors:

Pursuant to Section 149 of the Companies Act, 2013 and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has appointed the required number of Independent Directors on the Board.

In accordance with the provisions of Section 149(6) and (7) of the Companies Act, 2013 read with all applicable provisions, rules and regulations thereunder, the Company has received declarations from the Independent Directors of the Company, and the same have been presented and approved by the Board at its first board meeting for the financial year 2025-26, held on 29 May 2025.

The Independent Directors meet the criteria of independence as specified in Section 149 of the Act and Regulation 16(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

14. Disclosures by Directors:

The Board of Directors have submitted notice of interest in Form MBP-1 under Section 184(1), as well as intimation of non-disqualification in Form DIR-8 under Section 164(2), and the same have been presented and approved by the Board at its first Board meeting for the financial year 2026-27 held on 29 th May 2026.

15. Number of Board Meetings held in F.Y. 2025-26:

The Board of Directors meets at regular intervals to discuss and decide on Company / business policy and strategy. During the financial year 2025-26, the Board met 5 (Five) times, on 29* May 2025,14 th August 2025, 03 Td September 2025, 14 th November 2025, 14 th February 2026, wherein the required quorum was present, and the notice of the Board meetings was given to all the Directors. The intervening gap between two meetings was within the period prescribed by the Companies Act, 2013. Details of Board Meetings conducted during the period and details of attendance of Directors are set out below:

Date of Meeting	Ramdas Jadhav	Bhausahe b Pawar	Bharati Sancheti	Laxmin arayan Karwa	Vijay Malpani	Kalpit Mehta	Aditi Shah	% Atten dance
29/05/2025	P	P	P	A	P	P	NA	83%
14/08/2025	P	P	P	P	P	P	P	100%
03/09/2025	P	P	P	P	P	P	P	100%
14/11/2025	A	P	P	P	P	P	P	85%
14/02/2026	P	P	P	P	P	P	P	100

During the year under review, an Independent Directors Meeting was held on 14 th February 2026 to review the performance of Non-Independent Directors and the overall performance of the Board of the Company. Both the Independent Directors, i.e. Mr. Kalpit Mehta and Mrs. Aditi Shah were present at the Independent Directors meeting.

16. Committees of Board:

The Company has formed Committees as required under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. As on 31st March 2026, the Board has three (3) Committees, i.e. the Audit Committee, the Nomination and Remuneration Committee and the Stakeholders Relationship Committee. Their constitution and meetings are summarised below:

A] Audit Committee

Pursuant to the provisions of Section 177 of the Companies Act, 2013 and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has constituted an Audit Committee. The Composition of Audit Committee during the year is as follows:

Sr.No.	Name of Director	Designation
1	Mr. Vijay Malpani (Independent Director) till 28/02/2026	Chairman
2	Mrs. Aditi Shah (Independent Director) from 28/02/2026	Chairman
3	Mr. Kalpit Mehta (Independent Director)	Member
4	Mr. Ramdas Jadhav (Whole time Director & CFO)	Member

The Audit Committee met 4 (four) times during the financial year ended 31 st March 2026 on 29* May 2025,

14 th August 2025, 14 th November 2025, and 14 th February 2026, wherein due quorum was present and the notice of every Audit Committee meeting was given to all the Members. The details of attendance of the Audit Committee Meeting are given in Annexure-II

The Audit Committee is primarily responsible for overseeing:

- the integrity of financial statements.

- the internal control arrangements.

- the compliance of financial statements with legal and regulatory requirements.

-the performance, qualifications and independence of the Statutory Auditors and the performance of the internal audit function.

The details of Audit Committee have been placed on the website of the Company at https://sinnarbidi.com/committee

B] Nomination and Remuneration Committee

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and to comply with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has constituted a Nomination and Remuneration Committee.

The Composition of Nomination and Remuneration Committee during the year is as follows:

Sr. No.	Name of Director	Designation
1	Mr. Kalpit Mehta (Independent Director)	Chairman
2	Mr. Vijay Malpani (Independent Director) till 28/02/2026	Member
3	Mrs. Aditi Shah (Independent Director) from 28/02/2026	Member
4	Mr. Bhausaheb Pawar (Non Executive Director)	Member
5	Ms. Bharati Sancheti (Non Executive Director)	Member

The Nomination and Remuneration Committee met once during the financial year ended 31st March, 2026 on 29 th May 2025, wherein the required quomm was present, and the notice of the meeting was given to all the Members. The details of attendance of the Nomination & Remuneration Committee Meeting are given in Annexure-II

The Nomination and Remuneration Committee is primarily responsible for:

- recommending candidates for appointment as Directors on the Board or on the Management Committee, or as Key Managerial Personnel, in accordance with the criteria laid down;

- recommending the level and structure of remuneration for members of the Board, the Management Committee, and Key Managerial Personnel;

- ensuring orderly succession planning at the Board level.

C] Stakeholders Relationship Committee

Pursuant to the provisions of Section 178 of the Companies Act, 2013 and the regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has constituted a Stakeholders Relationship Committee.

The Composition of Stakeholders Relationship Committee during the year is as follows

Sr. No.	Name of Director	Designation
1	Ms. Bharati Sancheti (Non Executive Director)	Chairperson
2	Mr. Bhausaheb Pawar (Non Executive Director)	Member

The Stakeholders Relationship Committee met once during the financial year ended 31 st March 2026, on 23 rd March 2026 wherein the required quorum was present, and the notice of the meeting was given to all the Members. The details of attendance of the Stakeholders Relationship Committee Meeting are given in Annexure-II

During the year under review, no complaints were received from shareholders. There are no balance complaints. The Company had no share transfers pending as on 31st March 2026.

The Stakeholders Relationship Committee assists the Board in fulfilling its responsibilities towards:

- reviewing & redressal of Shareholders Grievances.

The details of the Stakeholders Relationship Committee formulated in accordance with Section 178(5) of the Companies Act, 2013, have been placed on the website of the Company at https://sinnarbidi.com/committee

17. Directors and Key Managerial Personnel:

The Composition of Board of Directors of the Company is in accordance with the Companies Act 2013. During the year and up to the date of this report, following changes were made in composition of the Board.

Appointment / Reappointment:

1. Mrs. Aditi Mehul Shah (DIN: 11131479) appointed as Non-Executive Additional Director of the company w.e.f. 1 st June 2025. The regularisation of Mrs. Aditi Mehul Shah as a Non-Executive Independent Director was made in the AGM held on 29 September 2025, for a term of five years from 1 st June 2025.

2. At the AGM held on 29 September 2025, Mr. Ramdas Prabhakar Jadhav was re-appointed as a wholetime director and CFO of the company for a period of three years from 1 April 2025.

3. Mrs. Ashwini Atish Raut, Member of Institute of Company Secretaries of India appointed as Company Secretary & Compliance Officer of the Company w.e.f. 16th June 2026.

Resignation:

1. Mr. Vijay Bankatlal Malpani (DIN:09708152) Non-Executive Independent Director, resigned from the position of Independent Director w.e.f 28 February 2026 due to preoccupation.

2. Ms. Pratiksha Shah, Company Secretary & Compliance Officer of the Company resigned w.e.f. 14 February 2026 due to personal reasons.

3. Mr. Kalpit Milind Mehta (DIN:02763942) Non-Executive Independent Director, resigned from the position of Independent Director w.e.f 10 August 2026 due to his preoccupation & being unable to devote time to discharge his responsibilities.

In view of the above, the Board proposes the following appointment for consideration at the ensuing Annual General Meeting:

Mr. Sachin Jagdish Laddha (DIN: 11879047) has been appointed as an Additional Director (Non-Executive - Independent) of the Company in Board Meeting held on 14 August 2026.

At the ensuing AGM, it is proposed to appoint Mr. Sachin Jagdish Laddha (DIN: 11879047) as a Non- Executive Independent Director to hold office for a term of five consecutive years with effect from 14 August 2026.

Key Managerial Personnel (KMP):

In accordance with the provisions of Section 203 of the Companies Act, 2013 the following persons have been designated as KMP of the Company during the year ended as on 31st March 2026:

Name of KMP	Designation
Mr. Ramdas Jadhav	Whole Time Director and CFO
CS Pratiksha Shah (up to 14 Feb 2026)	Company Secretary

18. Statement regarding opinion of board on integrity, expertise and experience of independent directors

The Board states that the contribution of both the Independent Directors has been satisfactory and valuable in the decision-making process. Their expertise in the respective fields has been useful to the Board on the required occasions.

19. Formal annual evaluation by the Board:

The Board of Directors carried out an annual evaluation of the Board itself, its committees, and individual Directors. The Board also conducted performance evaluation of each Independent Director, excluding the Independent Director being evaluated.

The evaluation is done after taking into consideration inputs received from the Directors, setting out parameters of evaluation. Evaluation parameters of the Board and Committees were mainly based on disclosure of information, key functions of the Board and Committees, responsibilities of the Board and Committees, etc. Evaluation parameters of individual Directors, including the Chairman of the Board and Independent Directors, were based on knowledge to perform the role, time and level of participation, performance of duties, level of oversight, and professional conduct.

Independent Directors in their separate meeting evaluated the performance of Non-Independent Directors, the Chairman of the Board, and the Board as a whole.

20. Directors Responsibility Statement:

Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and ability, confirm that:

- In the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures.

- The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period.

- The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

- The Directors have prepared the annual accounts on a going concern basis.

- The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively.

- The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors and external consultants, and the reviews performed by management and the relevant Board committees, including the Audit Committee, the Board is of the opinion that the Companys internal financial controls were adequate and effective during the financial year 2025-26.

21. Companys policy on directors appointment and remuneration:

As per the provisions of Section 178 of the Companies Act, 2013 and applicable rules and regulations thereunder, the Board has formulated a Remuneration Policy which is available on the website of the Company at the link: https://www.sinnarbidi.com/downloeid/Nomination and Remuneration Policy

22. Code of Conduct:

In accordance with Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Code of Conduct of the Company has been approved and adopted by the Board of Directors of the Company. All Board members and Senior Management Personnel have affirmed compliance with the Code. The Company has formulated a policy on the Code of Conduct and the same has been published on the website

of the Company at httDs://sinnarbidi.com/code-of-conduct

23. Remuneration / Commission drawn from Holding / Subsidiary Company:

The Company does not have any holding / subsidiary Company; hence no remuneration / commission has been drawn in any such manner.

24. Particulars of Employees and Remuneration:

The disclosure in accordance with the provisions of Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as Annexure-III.

25. Details of Appointment of Auditors:

A] Statutory Auditor

The Statutory Auditors, M/s Daga & Chaturmutha, Chartered Accountants (FRN: 101987W), were appointed by the members at the 49 th Annual General Meeting of the Company held on September 29, 2023, and will complete their present term of five years on conclusion of the 54 th Annual General Meeting. The Independent Auditors Report for the financial year 2025-26 forms part of this Annual Report and is annexed as Annexure-

vin.

B] Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. JHR & Associates, Company Secretary in Practice to undertake the Secretarial Audit for F.Y 2025-26.

The Secretarial Audit Report in form MR-3 is attached to the Boards Report.

C] Internal Auditor

Pursuant to the provisions of Section 138 of the Companies Act, 2013 and the Companies (Accounts) Rules, 2014, the Board based on the Recommendation of Audit Committee, appointed M/s Ratan Chandak & Co, Chartered Accountant having FRN: 108696W, Nashik as Internal Auditor of the Company for conducting internal audit of the Company for F.Y 2025-26.

26. Comments by the Board on qualification, reservation, adverse remark or disclaimer:

A] By Statutory Auditor:

There are no adverse comments or remarks in the Statutory Audit Report provided by the auditors, M/s Daga & Chaturmutha, Nashik, which require clarification from the directors. The Notes on financial statements are self-explanatory and need no further explanation.

B] By Secretarial Auditor

The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer. The Secretarial Audit Report forms part of this Annual Report and is annexed as Annexure-VII.

27. Frauds reported by Auditors under Section 143(12):

During the year review, the Statutory Auditors and Secretarial Auditors have not reported any instances of fraud committed in the company by its officers or employees to the Audit committee and the Central Government under section 143(12) of the Companies Act, 2013, details of which need to be mentioned in this report.

28. Internal Audit & Controls:

Pursuant to the provisions of Section 138 read with the rules made thereunder, the Board had appointed M/s Ratan Chandak & Co, Chartered Accountant having FRN: 108696W, as Internal Auditor of the Company for the financial year 2025-26 to check the internal controls and functioning of the activities and recommend ways of improvement.

The internal financial controls with reference to financial statements, as designed and implemented by the Company are adequate. The Internal Audit was carried out for the financial year 2025-26; the report of which was placed in the Audit Committee Meeting and the Board Meeting for their consideration and direction.

During the year under review, no material or serious observation has been received from the Internal Auditors of the Company for inefficiency or inadequacy of such controls.

29. Adequacy of internal financial controls:

Your Company has an effective internal control system, which is constantly assessed and strengthened with new/revised standard operating procedures. The Audit Committee of the Company actively reviews the adequacy and effectiveness of the internal control systems and suggests improvements to strengthen the same.

30. Maintenance of cost records under Section 148:

The provisions for cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013, are not applicable to the Company during the financial year 2025-26.

31. Conservation of energy, technology absorption, foreign exchange earnings and outgo:

A] Conservation of Energy

(a) The steps taken or impact on conservation of energy:

The Company is using various low-power devices, which help in conservation of energy. The Company has continued to monitor and optimise the energy consumption profile of its facilities throughout the year.

(b) The steps taken by the Company for utilising alternate sources of energy:

The Company has installed a solar power system at its office and continues to work towards shifting a greater share of its energy consumption onto renewable sources.

(c) The capital investment on energy conservation equipment: The Company has installed a solar system at the office.

B] Technology absorption

(a) The efforts made towards technology absorption: The activities of the Company offer less scope for absorption of Technology

(b) The benefits derived like product improvement, cost reduction, product development or import substitution: Nil

(c) In case of imported technology (imported during the last three years reckoned from the beginning of the financial year): Not Applicable.

- the details of technology imported: Not Applicable

- the year of import: Not Applicable

- whether the technology has been fully absorbed: Not Applicable

- if not fully absorbed, areas where absorption has not taken place, and the reasons thereof: Not Applicable

(d) The expenditure incurred on Research and Development: Not Applicable.

C] Foreign Exchange Earnings and Outgo

Foreign Exchange Earnings during the year: Nil (Previous year: Nil).

Foreign Exchange Outgo during the year: Nil (Previous year: Nil).

32. Particulars of loans, guarantees or investments under Section 186:

During the year, the Company has not entered into any transaction with respect to loans, guarantees or investments under Section 186 of the Companies Act, 2013.

33. Particulars of contracts or arrangements with related parties under Section 188(1):

All transactions / contracts / arrangements entered into by the Company with related party(ies) as provided under the provisions of Section 2(76) of the Companies Act, 2013, during the financial year under review were in the ordinary course of business and on an arms length basis.

The copy of Form AOC-2 forms part of this Annual Report and is annexed as Annexure- IV

Pursuant to the SEBI Listing Regulations, the resolutions seeking approval of the Members on material related party transactions form part of the Notice of the ensuing AGM.

34. Deposits under Chapter V of the Act:

The Company has not accepted any deposits in the financial year either from Members or public in terms of section 73 and 76 of the Companies Act 2013.

Particulars	Amount in Rs.
(a) Accepted during the year	N.A
(b) Remained unpaid or unclaimed as at the end of the year	N.A
(c) Whether there has been any default in repayment of deposits or payment of interest thereon during the year	N.A

35. Deposits not in compliance with Chapter V:

The Company has not accepted any deposits which are not in compliance with the requirements of Chapter V of the Act during the year.

36. Unsecured Loan:

Pursuant to Rule 2(c)(viii) of the Companies (Acceptance of Deposits) Rules, 2014, the Company has not accepted any unsecured loan from the Directors. The outstanding balance of unsecured loans as on 31st March 2026 is NIL.

37. Vigil Mechanism / Whistle-Blower Policy:

The Board believes in the conduct of the affairs of its constituents in a fair and transparent manner by adopting the highest standards of professionalism, honesty, integrity and ethical behavior. Therefore, the Company has adopted a Code of Conduct for Directors and Senior Management Personnel (the Code), which lays down the principles and standards that should govern the actions of the Directors and Senior Management Personnel.

Also pursuant to the provisions of Section 177(9) and (10) of the Companies Act, 2013, details of the procedure to be followed by employees to report genuine concerns are given under the Whistle-Blower or Vigil Mechanism Policy which is disclosed on the website of the Company at https://sinnarhidi .com/policies

38. Risk Management:

Risk management is embedded in your Companys operating framework. Your Company believes that managing risks helps in maxi m izing returns. The Board has formulated a risk management policy for the Company, identifying the areas of risk for the Company and the same has been implemented.

39. Corporate Social Responsibility:

The provisions of section 135 of the Companies Act, 2013 regarding the Corporate Social Responsibility are not applicable to the company. However, the Board of Directors recognize the Companys Social obligations and may incur the expenses on CSR activities voluntarily, whenever they deem fit.

40. Policy for Preservation of Documents:

In accordance with Regulation 9 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Policy for Preservation of Documents (the Policy) has been framed and adopted by the Board of Directors of the Company at its Board Meeting to aid the employees in handling the documents efficiently. This Policy not only covers the various aspects on preservation of the documents, but also the safe disposal / destruction of the documents.

41. Policies and Disclosure Requirements:

In terms of the provisions of the Companies Act, 2013, the Company has adopted policies which are available on its website at https://sinnarbidi.com/policies/

42. Managements Discussion and Analysis Report:

The detailed report on Management Discussion and Analysis (MDA) Report is attached in Annexure- V

43. Prevention of Insider Trading:

As required under the provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015, the Board of Directors has adopted a Code of Conduct for Prevention of Insider Trading. The Code of Conduct is applicable to all the Directors and such identified employees of the Company, as well as those who are expected to have access to unpublished price-sensitive information related to the Company. The Code lays down guidelines which advise them on procedures to be followed and disclosures to be made while dealing with shares of company and cautions them on the consequences of violations. The Code is also modified from time to time considering applicable amendments.

All adopted codes of conduct and details of procedures to be followed are disclosed on the website of the Company at https://sinnarbidi.com/code-of-conduct-2

44. Corporate Governance:

As per the Regulation 15(2) of the SEBI (LODR) Regulations 2015, as the paid up equity share capital and Net worth of the Company is less than the limits mentioned in the regulations, compliance under Regulation 27(2) of the SEBI (LODR) Regulations, 2015 is not applicable to the Company.

As such, the requirement for submitting report on Corporate Governance is not applicable to the Company and hence it does not form a part of this report.

45. 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 & Redressal) Act, 2013, and an Internal Complaints Committee has been set up to redress complaints received regarding sexual harassment at the workplace, with a mechanism for lodging and redressing complaints. All employees (permanent, contractual, temporary, trainees, etc.) are covered under this policy.

Your Directors further state that pursuant to the requirements of Section 22 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 read with the rules thereunder, the Company has not received any complaint of sexual harassment, and accordingly no complaint(s) is pending with the Company during the year under review.

46. Certification from CFO / WTD:

The Wholetime Director and the Chief Financial Officer give quarterly certification on financial results while placing the financial results before the Board in terms of Regulation 33(2) of the Listing Regulations that the financial results do not contain any false or misleading statement or figures and do not omit any material fact which may make the statements or figures contained therein misleading.

In accordance with the requirements of Regulation 17(8) of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015, WTD and CFO have given appropriate certifications to the Board of Directors and the same has been appended as Annexure-VI to this report.

47. Significant and material orders by regulators / courts / tribunals:

No significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status and the Companys operations in future during the year.

48. Insolvency and Bankruptcy Code, 2016:

During the period under review, no application was made or proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year, and there was no instance of one-time settlement with any Bank or Financial Institution.

49. Observance of the Secretarial Standards:

The Directors state that proper systems have been devised to ensure compliance with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and such systems are adequate and operating effectively.

50. Appreciation:

Your directors wish to place on record their appreciation for the contribution made by the employees at all levels but for whose hard work and support your Companys achievements would not have been possible. Your directors also wish to thank their customers, dealers, agents, suppliers, investors and bankers, Government and Non-Government Authorities for their continued support and faith reposed in the Company.

For and on Behalf of Board of Directors,

SINNAR BIDIUDYOG LIMITED

Sd/- Bhausaheb Sukhadev Pawar Director (DIN: 00155195) Address : Parkside Homes, Rasbihari International School, Panchavati, Nashik - 422 003.	Sd/- Laxminarayan Mohanlal Karwa Director (DIN: 00333020) Address: Shrishti Park Apt. Lamkheda Mala, Tarwala Nagar, Dindori Road, Nashik - 422004
Date: 26/08/2026 Place: Nashik