To, The Members,
SPRINGFORM TECHNOLOGY LIMITED
2/70, Block- 2, 3rd Floor, WHS Kirti Nagar,
New Delhi- 110015
Your Directors are pleased to present the 46th Annual Report of Springform Technology Limited (the Company) along with the Audited Financial Statements for the Financial Year ended 31st March, 2026.
During the financial year under review, the Company registered a loss of 3210.66 thousand before tax on a standalone basis and a summary of the financial performance of the Company on a standalone basis is given below:
(in thousand)
| Particulars | 2025-26 (Current Year) | 2024-25 (Previous Year) |
| Income from Operations | Nil | 1421.50 |
| Other Income | 3614.69 | Nil |
| Total Income | 3614.69 | 1421.50 |
| Total Expenditure | 6825.36 | 11473.61 |
| Profit before Prior Period Items & Tax | (3210.66) | (10052.11) |
| Less: Prior Period Items | Nil | Nil |
| Profit Before Tax | (3210.66) | (10052.11) |
| Less: Tax | (463.67) | Nil |
| Profit After Tax | (2746.99) | (10052.11) |
| Add: Balance b/f from the previous year | (712.97) | 9339.20 |
| Balance Profit c/f to the next year | (3459.91) | (712.97) |
During the financial year under review, the total Income has increased, the same is 3614.69 thousand as compared to 1421.50 thousand for the previous FY 2024- 25. The Company incurred loss during the financial year under review which is 3210.66 thousand which is less as compared to that for the previous FY 2024- 25.
The Company is required to give consolidated accounts since it has a Wholly Owned Subsidiary but not any associate, or Joint Venture Company.
Springform Technology Limited (BSE: 501479) is a listed company that, following a change in control and strategic repositioning, has entered Indias aluminium recycling and flat- rolled products value chain through its wholly- owned subsidiary, Inertia Aluminium Private Limited. FY2026 is the first year in which the Company presents consolidated financial results reflecting this new direction - substantially all of the Groups operating value originates from Inertias manufacturing operations at Rajpura, Punjab.
During the financial year under review, the Company incurred loss(es) which is 3.21 thousand no any amount has been transferred to General Reserves of the Company.
The Companys Equity Shares are listed on Bombay Stock Exchange and having the stock code:
Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001, Maharashtra, India
International Securities Identification Number (ISIN) of the Companys equity shares, having face value of £ 10 each, is INE02ZA01012.
Listing fees for the Financial Year 2026- 27 have been paid to the Stock Exchange.
Financial Statements of your Company for the financial year ended 31st March, 2026, are prepared in accordance with provisions of Indian Accounting Standards (Ind- AS), as notified under Section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015, as amended from time to time.
During the financial year under review, your Board does not recommend any dividend.
To meet the requirements of growing business, the Company has come up with a Preferential Offer during the Financial Year under review. Issue and allot up to 1,00,50,000 (One Crore Fifty Thousand) equity shares on preferential basis (Preferential Issue) to the Promoters and Non- Promoter category, in accordance with the Companies Act, 2013 read with the rules made there under and Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (SEBI ICDR Regulations) read with other applicable regulations, if any, at a price of £10/- (Rupees Ten only) per Equity Share w.e.f. 27th December, 2025.
Present Holding of promoters is 74.71% of total shareholding of Company and is as follows:
a. 15,90,010 equity shares to Mr. Amandeep Singh
b. 29,78,019 equity shares to Mr. Amarjeet Sachdeva
c. 29,78,019 equity shares to Mr. Paramjeet Singh Chhabra
The Company has come up with a Preferential Offer, which necessitates increasing the Authorised Share Capital of the Company by infusion of more Capital into the Company.
The Authorised Share Capital of the Company stands at £5,00,000/- (Rupees Five Lakhs only) and it is proposed to increase the same by £10,05,00,000/- (Rupees Ten crore Five Lakh only) to make it £10,10,00,000/- (Rupees Ten Crore only). Increase in the Authorised Capital of the Company will also require consequential amendment in Clause V of the Memorandum of Association (MOA) of the Company.
Your Company has acquired 100% paid- up equity share capital of Inertia Aluminium Private Limited (CIN: U28999DL2022PTC405713), for a total purchase consideration of 1,00,000/- (Rupees One Lakh only) in cash, by way of purchase of equity shares from the existing shareholders of Inertia. Further, Inertia Aluminium Private Limited becomes a Wholly Owned Subsidiary (WOS) of the Company w.e.f 16th July, 2025.
The composition of the Board of Directors of the Company is in compliance with the provisions of the Companies Act, 2013 (the Act) and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time.
As on the date of this Report, the Board of your Company has an optimal combination of Executive, Non- Executive, Women, and Independent Directors who bring to the table the right mix of knowledge, skills, and expertise and help the Company in implementing the best Corporate Governance practices.
In terms of Section 152 of the Companies Act, 2013 (the Act), Ms. Amarjeet Kaur Sachdeva (DIN: 10454961), Director of the Company is liable to retire by rotation at the ensuing 46th Annual General Meeting and being eligible, offers herself for re- appointment. It is ascertained that the Directors appointment is not subject to disqualification mentioned under Sections 164 and 165 of the Act. A brief profile along with the consent of the Director seeking reappointment is given in explanatory statement of the Notice and is part of the Annual Report.
Change in designation of Mr. Paramjeet Singh Chhabra as Managing Director and appointment of Mr. Sanjay Kumar Garg and Mr. Rajiv Malik as Additional Directors in the category of Non- executive Independent Directors on the Board of the Company w.e.f. 12th May, 2025. It is ascertained that the Directors appointment is not subject to disqualification mentioned under Sections 164 and 165 of the Act. A brief profile along with the consent of the Director seeking reappointment is given in Annexure of the Notice and is part of the Annual Report.
During the financial year under review, the Non- Executive Directors of your Company had no pecuniary relationship or transactions with your Company.
Your Board confirms that none of the Directors of the Company are disqualified from being appointed as Director in terms of Section 164 of the Act and necessary declaration has been obtained from all the Directors in this regard.
The Board plays a pivotal role in guiding the Companys overall direction by critically evaluating its strategic plans, governance policies, and operational performance, thereby reinforcing its commitment to effective oversight and sustainable value creation.
Mr. Devendra Singh Kunwar resigned as Company Secretary & Compliance Officer of the Company, effective 4th April, 2025. Board in its meeting held on 4th April, 2025, had appointed Mr. Prabhat Kumar Singh (ACS: 74847) as Company Secretary & Compliance Officer of the Company w.e.f. 4th April, 2025.
In terms of Section 149 of the Act and Regulation 16 (1) of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), Mr. Sanjay Kumar Garg and Mr. Rajiv Malik are the Independent Directors of your Company. Your Board opined and confirmed, in terms of Rule 8 of the Companies (Accounts) Rules, 2014 that the Independent Directors are persons of repute, and integrity and possess the relevant expertise and experience (including proficiency) in their respective fields. Both the Independent Directors possess requisite qualifications, experience, and expertise and they hold the highest standards of integrity.
Under the provisions of Section 149 of the Act, both the Independent Directors have submitted declarations that each of them meets the criteria of independence as provided in Section 149 (6) of the Act along with Rules framed thereunder and Regulation 16(1)(b) of SEBI Listing Regulations, there has been no change in the circumstances affecting their status as Independent Directors. The Independent Directors have also confirmed that they have complied with the Companys Code of Conduct.
The Independent Directors are regularly informed during meetings of the Board and its Committees on the business strategy, business activities, and regulatory updates. Whenever Directors are appointed, they are given a detailed orientation on the Company, industry, strategy, policies, Code of Conduct, regulatory matters, business, financial matters, and human resource matters of the Company.
Your Company has a familiarization program for the Independent Directors to familiarize them with the business model of the Company, their roles, rights, and responsibilities in the Company, the nature of the industry in which the Company operates, and related matters.
The Nomination and Remuneration Policy of your Company empowers the Nomination and Remuneration Committee to formulate a process for effective evaluation of the performance of individual Directors, Committees of the Board, and the Board as a whole.
The Act requires that a formal annual evaluation needs to be made by the Board of its performance and that of committees and individual directors, Schedule IV of the Act states that the performance evaluation of independent directors shall be done by the entire Board of Directors excluding the director being evaluated.
Your Board formally assesses its performance based on parameters which, inter alia, include the performance of the Board on deciding long- term strategy, rating the composition and mix of Board members, discharging of governance and fiduciary duties, handling critical and dissenting suggestions, etc.
The parameters for the performance evaluation of the Directors include contribution made at the board meeting, attendance, instances of sharing best practices, domain knowledge, vision, strategy, engagement with senior management, etc.
The Chairperson(s) of the respective Committees based on feedback received from the Committee members on the outcome of the performance evaluation of the Committee, share a report to the Board.
The Independent Directors at their separate meeting review the performance of the Non- Independent Directors and the Board as a whole, Chairman of the Company after taking into account the views of the Executive Director and Non- Executive Directors.
The Chairman of the Nomination and Remuneration Committee leads the performance evaluation exercise. The outcome of the performance evaluation of the Committees of the Board and the Board is presented to the Nomination and Remuneration Committee and the Board of Directors of the Company and key outcomes, and actionable areas are discussed and acted upon.
During the financial year under review, your Company has followed the applicable Secretarial Standards, relating to the meeting of the Board of Directors (SS- 1) and the General Meetings (SS- 2), issued by the Institute of Company Secretaries of India (ICSI) and mandated as per the provisions of Section 118 (10) of the Act.
During the financial year under review, your Board met at regular intervals to discuss and decide on Company/business policy and strategy. The notice and agenda with notes on each agenda item for the Board Meeting(s) were circulated as per the provisions of the Act and Articles of Association of the Company.
Meeting of the Board: 9 (Nine) Meetings of the Board were held during the financial year under review namely on 4th April 2025; 12th May 2025; 5th July 2025; 14th July 2025; 23rd July 2025; 13th August 2025; 14th November 2025; 27th December 2025 and 14th February 2026. The gap between the two consecutive board meetings was within the prescribed period of 120 days as specified under the provisions of Section 173 of the Act and the SEBI Listing Regulations.
Following is the detail of attendance by each of the Directors at the Board Meetings held during the financial year under review:
| S. No. Name of Director(s) | No. of Board Meetings | |
| Entitled to Attend | Attended | |
| 1 Mr. Paramjeet Singh Chhabra | 9 | 9 |
| 2 Ms. Amarjeet Kaur Sachdeva | 9 | 9 |
| 3 Mr. Amandeep Singh | 9 | 9 |
| 4 Mr. Rajiv Malik | 8 | 8 |
| 5 Mr. Sanjay Kumar Garg | 8 | 8 |
Chnge in designation of Mr. Paramjeet Singh Chhabra as Managing Director and appointment of Mr. Sanjay Kumar Garg and Mr. Rajiv Malik as Independent Directors on the Board of the Company w.r.f. 12th May, 2025.
Your Company has constituted 3 (three) committees required under the Act and the SEBI Listing Regulations for meeting operational convenience. Following are the details set out in brief for the terms of reference and the constitution of these Committees:
The Board has set up qualified and Independent Audit Committee in compliance with the requirements of Regulation 18 of SEBI Listing Regulations read with Section 177 of the Act. During the period under review, the Board of Directors of the Company accepted all the recommendations of the Audit Committee.
All the members of Audit Committee have the requisite qualification for appointment in the Committee and possess sound knowledge of finance, accounting practices and internal controls.
The Audit Committee consists of the following members:
(i) Mr. Rajiv Malik, Chairperson
(ii) Mr. Sanjay Kumar Garg, Member
(iii) Mr. Paranjeeet Singh Chhabra, Member
During the financial year under review, the Audit Committee met 7 (seven) times namely on 12th May 2025; 14th July 2025; 23rd July 2025; 13th August 2025; 14th November 2025; 27th December 2025 and 14th February, 2026.
Following is the detail of the attendance of each of the members of the Audit Committee at its Meeting held during the year under review:
| S. No. Name of Director(s) | No. of Board Meetings | |
| Entitled to Attend | Attended | |
| 1 Mr. Rajiv Malik | 6 | 6 |
| 2 Mr. Sanjay Kumar Garg | 6 | 6 |
| 3 Mr. Paranjeeet Singh Chhabra | 7 | 7 |
| 4 Mr. Amandeep Singh | 1 | 1 |
Change in designation of Mr. Paranjeeet Singh Chhabra as Managing Director and appointment of Mr. Sanjay Kumar Garg and Mr. Rajiv Malik as Independent Directors on the Board of the Company w.e.f. 12th May, 2025.
The Nomination and Remuneration Committee consists of the following members:
(i) Mr. Sanjay Kumar Garg, Chairperson
(ii) Ms. Amarjeet Kaur Sachdeva, Member
(iii) Mr. Rajiv malik, Member
During the financial year under review, the Nomination and Remuneration Committee met 3 (three) time namely on 12th May 2025; 5th July 2025 and 23rd July 2025.
Following is the detail of the attendance of each of the members of the Nomination and Remuneration Committee at its Meetings held during the financial year under review:
| S. No. Name of Director(s) | No. of Board Meetings | |
| Entitled to Attend | Entitled to Attend | |
| 1 Mr. Sanjay Kumar Garg | 2 | 2 |
| 2 Ms. Amarjeet Kaur | 3 | 3 |
| 3 Mr. Rajiv Malik | 2 | 2 |
Change in designation of Mr. Paranjpet Singh Chhabra as Managing Director and appointment of Mr. Sanjay Kumar Garg and Mr. Rajiv Malik as Independent Directors on the Board of the Company n.e.f. 12th Mrg.2025.
In terms of provisions of Regulation, 34(2) read with Para B of Schedule V of the SEBI Listing Regulations, a detailed review of the operations, performance, and outlook of the Company and its business is given in the Management Discussion and Analysis Report, which is furnished in Annexure- A.
Part A of Schedule V of SEBI Listing Regulations is with respect to the Related Party Disclosures. Your Company does not have any holding company or subsidiary company. However, your Company has entered into transactions with the promoter/ promoter group companies that hold 10% or more shareholding in the Company, and the same is disclosed in the Financials as per the format prescribed in the relevant accounting standards.
Part B of Schedule V of SEBI Listing Regulations is for Management Discussion and Analysis, which is furnished in Annexure- A.
Your Company does not have any details of shares in the Demat suspense account/ or unclaimed suspense account and hence there is no disclosure made as per Part F of Schedule V of SEBI Listing Regulations.
There were no agreements binding your Company during the financial year under review and hence there is no disclosure made as per Part G of Schedule V of SEBI Listing Regulations.
Your Company practices a culture that is built on core values and ethical governance practices and is committed to transparency in all its dealings. However, the Company is listed on Bombay Stock exchange, by virtue of Regulation 15 of SEBI (Listing Obligation & Disclosure Requirements), Regulations, 2015, the compliance with the Corporate Governance provisions as specified in Regulation 17 to 27 and clause (b) to (i) of sub regulation (2) of regulations 46 and para- C, D and E of Schedule V are now applicable to the Company. Hence Corporate Governance Report forms part of this Board Report and is furnished in as Annexure- B.
The Certificate, as required under Regulation 17 (8) of the Listing Regulations, duly signed by the Chief Financial Officer of the Company, was placed before the Board, and the same is enclosed to this Report and forms part of the Annual Report as Annexure- D.
As required under Section 134 (5) of the Act, the Directors, to the best of their knowledge and ability confirm that:
(i) In the preparation of the annual accounts for the financial year that ended 31st March, 2025, the applicable accounting standards were followed along with the proper explanation relating to material departures;
(ii) They have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent to give a true and fair view of the state of affairs of the Company as of 31st March, 2025, and its profit and loss for the financial year under review;
(iii) They 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;
(iv) They have prepared the annual accounts for the financial year 2025-26 on a going concern basis;
(v) They have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively; and
(vi) They have devised proper systems to ensure compliance with the provisions of all the applicable laws and that such systems are adequate and operating effectively.
As per the provisions of Section 178(3) and Section 134 (3) (e) of the Act and on the recommendation of the Nomination & Remuneration Committee of the Company, the Board of Directors had approved a Policy which lays down a framework about appointment and remuneration of Directors, Key Managerial Personnel and the other employees and their remuneration which are furnished in Annexure- E.
The Policy broadly lays down the guiding principles, philosophy, and the basis for payment of remuneration to Directors, Key Managerial Personnel, and other employees. The policy also provides the criteria for determining qualifications, positive attributes, and Independence of the Director and criteria for appointment of Key Managerial Personnel/Senior Management while making the selection of the candidates.
The Policy on Appointment and Remuneration of the Directors as approved by the Board is available on the website of the Company and can be accessed through the web link http://www.springformtech.com/CorporateGovernance/RemunerationPolicy.html
During the financial year under review, your Company has not given any loan or guarantee made any investment, or provided any security under Section 186 of the Act.
Your Company has adequate policies and procedures for the identification and monitoring of Related Party Transactions, All the transactions entered into with the Related Parties during the financial year under review were on an arms length basis and were in the ordinary course of business. The Company has presented all Related Party Transactions before the Board specifying the nature, value, and terms and conditions of the transaction.
There have been a few materially significant related party transactions with the Companys Subsidiary and others as defined in Section 2(76) of the Companies Act, 2013 which may have a potential conflict of interest with the Company at large. Disclosure in Form AOC- 2 is furnished in Annexure- F, Your attention is drawn to the related party disclosure made in the note contained in the financial statements of the Company.
Your Company has framed a Policy on the Materiality of Related Party Transactions and on dealing with Related Party Transactions in accordance with the SEBI Listing Regulations and the Act as amended from time to time. The Policy intends to ensure that proper reporting, approval, and disclosure processes are in place for all transactions between the Company and the Related Parties. The policy is available on the website of the Company at http://www.springformtech.com/PDF/PolicyonRPT.pdf
The information about the conservation of Energy, Technology Absorption, Foreign Exchange Earnings & Outgo as required under Section 134 (3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in Annexure- G.
Your Company has in place a mechanism to identify, assess, monitor, review, and mitigate various risks to key business objectives that may threaten the existence of the Company. The major risks identified by the business and functions are systematically addressed through mitigating actions continuously. The Policy on Risk Management as approved by the Board is available on the Companys website and can be accessed through the web link below: http://www.springformtech.com/CorporateGovernance/RiskManagementPolicy.html
The provisions of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 do not apply to the Company and hence, your Company is not required to adopt the Corporate Social Responsibility Policy or constitute a Corporate Social Responsibility Committee during the financial year under review.
The Registered Office of the Company has been shifted from 5B, Dudhia Industrial Estate, 2nd Floor, Opp. S. V. Road, Dahisar East Mumbai- 400068 to 2/70, Block- 2, 3rd Floor, WHS, Kirti Nagar, New Delhi- 110015.
The approval of the Regional Director, Western Region, Maharashtra has been sought for the said purpose.
The majority of the Directors and KMPs of the Company including major shareholding promoters are based out in New Delhi and keeping in view the administrative convenience, cost effectiveness, growth potential and existing opportunities, the shifting of Registered Office to New Delhi shall facilitate to carry on the business of the Company more economically and efficiently and with better operational convenience.
During the financial year under review, the Company has not received any other significant orders/material orders passed by any of the Regulators/ Courts/ Tribunals impacting the ongoing concern status of the Company and its operations in the future.
Your Company is committed to maintaining an ethical workplace that facilitates the reporting of potential violations of the Companys policies and applicable laws. To promote the highest ethical standards, your Company encourages its employees who have concern(s) about any actual or potential violation of the legal & regulatory requirements, incorrect or misrepresentation of any financial statements and reports, etc. any claim of theft or fraud, and any claim of retaliation for providing information to or otherwise assisting the Audit Committee, to come forward and express his/her concern(s) without fear of punishment or unfair treatment.
Pursuant to the provisions of Section 177 (9) of the Act and the SEBI Listing Regulations, your Company has established a robust Vigil Mechanism for Directors and Employees to report to the management instances of unethical behaviour, actual or suspected, fraud, or violation of the Companys Code of Conduct. The Whistle Blower Policy/Vigil Mechanism provides that the Company investigates such incidents, when reported, in an impartial manner and shall take appropriate action as and when required to do so.
The Policy also provides the mechanism for employee(s) to raise their concerns that could have a grave impact on the operations, performance, value, and reputation of the Company and also provides direct access to the Chairman of the Audit Committee in appropriate or exceptional cases. The Whistle Blower Policy/Vigil Mechanism Policy of the Company is available on the website at: http://www.springformtech.com/CorporateGovernance/WhistleBlowerPolicy.html
During the financial year under review, your Company has not accepted any deposits within the meaning of Sections 73 and 74 of the Act read with Companies (Acceptance of Deposit) Rules, 2014, and no amount on account of principal or interest on deposits from the public was outstanding as on the date of the balance sheet.
30. Material changes and commitment, if any affecting the financial position of the Company that occurred between the end of the financial period to which the financial statements relate and the date of this Report
To meet the requirements of growing business, the Company has come up with a Preferential Offer during the Financial Year under review. Issue and allot up to 1,00,500,000 (One Crore Fifty Thousand) equity shares on preferential basis (Preferential Issue) to the Promoters and Non-Promoter category, in accordance with the Companies Act, 2013 read with the rules made there under and Chapter V of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (SEBI ICDR Regulations) read with other applicable regulations, if any, at a price of 10/- (Rupees Ten only) per Equity Share.
The Company has come up with a Preferential Offer, which necessitates increasing the Authorised Share Capital of the Company by infusion of more Capital.
The Company has Increased its Authorised Share Capital from existing 5,00,000/- (Rupees Five Lakh Only) consisting of 50,000 (Fifty Thousand) equity shares of face value 10.00/- each to 10,10,00,000/- (Rupees Ten Crore Ten Lakh only) consisting of 1,01,00,000 (One Crore One Lakh) equity shares of face value 10.00/- each, and consequent alteration in Clause V of the Memorandum of Association of the Company relating to the share capital of the Company.
Further, the Company has acquired 100% paid- up equity share capital of Inertia Aluminium Private Limited (CIN: U28999DL2022PTC405713), for a total purchase consideration of 1,00,000/- (Rupees One Lakh only) in cash, by way of purchase of equity shares from the existing shareholders of Inertia. Further, Inertia Aluminium Private Limited becomes a Wholly Owned Subsidiary (WOS) of the Company w.e.f 16th July, 2025.
As required pursuant to Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014, a copy of the Annual Return for the Financial Year 2025- 26, which will be filed with the Registrar of Companies/MCA, is hosted on the Companys website and can be accessed at http://www.springformtech.com/PDF/Form_MGT7_23_24.PDE .
During the financial year under review, your Company is not required to maintain Cost Records as specified by the Central Government under Section 148 (1) of the Act.
During the period under review the Company has changed its Registrar and Trading Agent (RTA). Skyline Financial Services Private Limited have been appointed as new RTA w.e.f 12th May, 2026.
The disclosure about remuneration and other details, as required to be furnished under Section 197 (12) of the Act read with Rule 5(1) of Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 are as follows:
a. The ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year ended on 31st March, 2025, is NIL as none of the Directors is paid any remuneration.
b. The percentage increase in remuneration of each director, Chief Executive Officer, Chief Financial Officer, and Company Secretary in the financial year is NIL.
c. The percentage increase in the median remuneration of employees in the financial year is NIL.
d. The number of permanent employees on the rolls of the Company is Four (4)
e. Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration is NIL as no remuneration was increased to any managerial personnel any time during the financial year under review.
f. Affirmation that the remuneration is as per the remuneration policy of the Company: The remuneration paid to the Directors, Key Managerial Personnel, and Senior Management is in accordance with the Nomination and Remuneration Policy formulated in accordance with Section 178 of the Act.
Your Company does not have any employee drawing remuneration in excess of limits prescribed under Section 197 (12) of the Act read with Rule 5 (2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
Your Company does not have any Employee Stock Option Scheme/ Plan.
M/s Ajay K. Kapoor & Company, Chartered Accountants (FRN: 013788N), appointed as Statutory Auditors of the Company to fill the casual vacancy caused by the resignation of M/s Vandana V. Dodhia & Co., Chartered Accountants (FRN: 117812W). Further, M/s Ajay K. Kapoor & Company, Chartered Accountants (FRN: 013788N), has been appointed as Statutory Auditor of the Company to hold office for a period of 5 (five) consecutive years from the conclusion of the 45th Annual General Meeting till the conclusion of the 50th Annual General Meeting.
Your Companys Directors have examined the Statutory Auditors Report issued by M/s. Ajay K. Kapoor & Company, Chartered Accountants (FRN: 013788N) on the Annual Accounts of the Company for the financial year ended 31st March, 2026. There are no observations (including any qualifications, reservations, adverse remarks, or disclaimers) of the Auditors in the Audit Report. Further, the notes to the accounts referred to in the Auditors Report are self- explanatory.
Pursuant to the provisions of Section 204 of the Act and the rules framed there under Ms. Ritika Wasson, Proprietor of Ritika Wasson & Co., Company Secretaries was appointed as Secretarial Auditor of the Company and the Secretarial Audit Report issued in Form MR- 3 is furnished in Annexure- H.
Further, the Board at its meeting held on 23rd July, 2025 has approved the appointment of Ms. Ritika Wasson, Proprietor of Ritika Wasson & Co., Company Secretaries as the Secretarial Auditor of the Company for a term of five years commencing from the financial year 2025- 26 up to financial year 2029- 2030 at a remuneration fixed by the Board of Directors of the Company in consultation with Audit Committee from time to time. The said proposal forms a part of the notice of the AGM.
The Internal Auditor of the Company reports to the Managing Director and the Audit Committee of the Board. The Internal Auditor reviews and approves a risk- based annual internal audit plan as per the scope, functioning, periodicity, and methodology for conducting the internal audit.
39. Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013
Your Company has in place a Policy for a free workplace as required under the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013 (POSH, 2013). Your Company has complied with the provision relating to the constitution of the Internal Committee under POSH, 2013. Your Company is committed to providing a safe and conducive work environment to all of its employees and associates. During the financial year under review, no complaints about sexual harassment of women at the workplace under POSH, 2013 were received by the Company.
Your Company has an adequate system of Internal Financial Control commensurate with its size and scale of operations, procedures, and policies, ensuring the efficient and orderly conduct of its business, including adherence to the Companys policy, safeguarding of its assets, prevention, and detection of frauds and errors, accuracy and completeness of accounting records and timely preparation of reliable financial information.
Based on the assessment carried out by the Management and the evaluation of the results of the assessment, your Board is of the opinion that the Company has an adequate Internal Financial Control System that is operating effectively during the financial year under review.
There were no instances of fraud that necessitated reporting of material misstatements to the Companys operations.
During the financial year under review, there have been no frauds reported by the Statutory Auditors of the Company under Section 143(12) of the Act.
42. Details of the application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the period along with their status as of the end of the Period
During the financial year under review and till the date of this Report, your Company has neither made any application against anyone nor any proceedings pending against the Company under the Insolvency and Bankruptcy Code, 2016.
43. Details of the difference between the amount of the Valuation done at the time of One Time Settlement and the Valuation done while taking a Loan from the Banks or Financial Institutions along with the reasons thereof
Your Company has not made an application for One Time Settlement (OIS) with any Bank or Financial Institution.
Your Board places on record its gratitude to the government and regulatory authorities including the BSE Limited and the correspondent banks for their support. Your Board acknowledges the support of the shareholders and also places on record its sincere thanks to its valued client for its continued patronage. Your Board also appreciates all employees of the Company for their sincere work and commitment.
For and on Behalf of the Board of Directors
Springform Technology Limited
| Parameet Singh Chhabra | Amandeep Singh | |
| Date : 25 th August 2026 | (Managing Director) | (Director) |
| Place: New Delhi | DIN: 00153183 | DIN: 07046003 |
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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.
