Your Directors have pleasure in presenting the 113th Annual Report for the year ended 31st March 2026.
1. FINANCIAL RESULTS
The brief summary of the financial performance of the Company for the year under review along with the comparative figures for the previous year is summarized herein below:
(Rs. In Lakhs)
| Particulars | 2025-26 | 2024-25 |
| Profit / (Loss) before interest, depreciation and tax | 333.74 | 561.06 |
| Less: Interest | 379.31 | 251.73 |
| Profit/(Loss) before depreciation | (45.57) | 309.33 |
| Less: Depreciation | 230.66 | 259.80 |
| Profit/(Loss) before Tax and extraordinary expenses | (276.23) | 49.53 |
| Less: Extraordinary expenses | 5.95 | — |
| Profit/(Loss) before Tax after extraordinary expenses | (282.18) | 49.53 |
| Less: Tax expenses | 384.87 | 25.42 |
| Profit/(Loss) after tax | (667.05) | 24.11 |
| Other Comprehensive Income | 24,453.12 | 2,082.15 |
| Total Comprehensive Income | 23,786.07 | 2,106.26 |
Appropriations |
||
| Profit/(Loss) after tax | (667.05) | 24.11 |
| Add: Balance brought forward from previous year | 5,656.58 | 5,663.43 |
| Profit available for appropriation | 4,989.53 | 5,687.54 |
| Less: Dividend | 30.96 | 30.96 |
| Balance carried forward to the Balance Sheet | 4,958.57 | 5,656.58 |
Earning per equity share: |
||
| Basic | (21.55) | 0.78 |
| Diluted | (21.55) | 0.78 |
The financial statements for the year ended 31st March, 2026 have been prepared in accordance with the Indian Accounting Standards (IND AS) notified under Section 133 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014.
2. Operations
Production
During the financial year 2025-26, your Company produced 23,117,756 kg of made tea as against 25,58,307 kg of made tea produced in 2024-25.
Price & Sales
Your companys tea realized average price of Rs. 153.43 Per kg as against Rs. 147.08 per Kg realized in last year. During the year, the Company has made a total sale of tea of Rs. 4160.11 Lakhs compared to Rs 4157.33 Lakhs in last year.
Wind Power Generation
Wind Mills generated 8,180 Units upto April 2025 and subsequently discontinued operations. During the previous year 2024-25 Wind Mill generated 7,69,450 Units.
Solar Power Generation
During the year under review, the Solar Power generated 41,17,643 units as against 40,85,495 units generated during the same period in last year.
3. Material Changes and Commitments, if any affecting the financial position of the Company
There are no material changes and commitments, affecting the financial position of the Company that have occurred between the end of the financial year 2025-26 and the date of the report.
4. Dividend
The Board of Directors is pleased to recommend a dividend of Re 0.75/- per share (last year Re. 1/- per share) for the year ended 31st March 2026 subject to the approval of the shareholders at the ensuing Annual General Meeting of the Company.
Pursuant to the Finance Act, 2020 read with the Income-tax Act, 1961, the dividend paid or distributed by a company shall be taxable in the hands of the shareholders w.e.f. April 1, 2020. Accordingly, in compliance with the said provisions, the Company shall make the payment of dividend after necessary deduction of tax at source at the prescribed rates.
For the prescribed rates for various categories, the shareholders are requested to refer to the Finance Act, 2020 and amendments thereof.
5. Transfer to Reserves
No amount has been transferred to the Reserves during the financial year 2025-26.
6. Change in the nature of business
During the year under review, there were no changes in the nature of the business of the Company.
7. Share Capital
During the year under review, the Authorized Share Capital of the Company stands at Rs. 7,50,00,000/- (Rupees Seven Crores Fifty Lacs Only) divided into 75,00,000 (Seventy-Five Lacs) Equity Shares of Rs. 10/- each and Issued, Subscribed and Paid-up Share Capital of the Company stands at Rs. 3,09,58,790/- (Rupees Three Crore Nine Lacs Fifty-Eight Thousand Seven Hundred Ninety Only) divided into 30,95,879 (Thirty Lacs Ninety-Five Thousand Eight Hundred Seventy-Nine) Equity Shares of Rs. 10/- each. During the year under review, your company has neither issued and allotted any fresh equity shares (including ESOP) nor has granted any stock options and sweat equity shares. Further, the Company has not issued any convertible instrument and therefore, none of the Directors of the Company hold any convertible instruments in the Company.
8. Transfer of Shares and unclaimed dividend to Investor Education and Protection Fund
Pursuant to the applicable provisions of the Companies Act, 2013, read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (the Rules) as amended from time to time, all unpaid or unclaimed dividends are required to be transferred by the Company to the IEPF established by the Government of India after the completion of seven years. Further according to the Rules, the shares on which dividend has not been paid or claimed by the shareholders for seven consecutive years or more shall also be transferred to the demat account of the IEPF Authority. Accordingly, the Company has transferred the unclaimed and unpaid dividends of Rs 82789.50/- for the financial year 2017-18 to IEPF Authority during the financial year 2025-26. Further 7471 Corresponding shares were transferred to IEPF Authority as per the requirement of the IEPF rules.
The members who have a claim on above dividends and shares may claim the same by making an online application to the IEPF Authority in the prescribed Form No. IEPF-5 by following the refund procedure as detailed on the website of IEPF Authority at http://www.iepf.gov.in/IEPF/refund.html. List of shareholders whose dividend remained unclaimed as on 31st March, 2026 is uploaded on the website of the Company at www.periatea.com.
9. Annual Return
Pursuant to Section 92(3) read with Section 134(3) of the Act and rules thereof, the draft Annual Return for the year ended 31st March, 2026 is available on the website of the Company and may be accessed at the link: https://www.periatea.com/annual-return. The final Annual Return shall be uploaded at the same web link after the same is filed with the Registrar of Companies/Ministry of Corporate Affairs (MCA).
10. Number of Meetings of the Board of Directors
The Board meets at regular intervals to discuss and decide on Companys business Policy and strategy apart from other broad business. However, in case of a special and urgent business need, the Boards approval is taken by passing resolution through circulation, as permitted by law, which are confirmed in the subsequent Board Meeting.
The notice of Board Meeting is given well in advance to all the Directors. The Agenda of the Board/Committee Meetings is circulated at least 7 (seven) days prior to the date of the meeting as per Section 173(3) of the Companies Act, 2013 read with Secretarial Standards on meeting of the Board of Directors (SS-1). The Agenda for the Board and Committee Meetings includes detailed notes on the items to be discussed at the meeting to enable the Directors to take an informed decision.
The Board met 4 (four) times during the financial year 2025-26. The detailed information chart showing the date of the meetings of the Board and its various Committees as well as details of the Directors who attended the meeting are given in the Corporate Governance Report forming part of this Annual Report.
11. Committees of the Board
During the financial year ended 31 March 2026, the Company has 4 (four) committees as mentioned below:
Details of the Committees along with their charters, composition and meetings held during the year are given in the Corporate Governance Report forming a part of this Annual Report.
12. Public Deposits
During the financial year 2025-26, the Company has not accepted any deposits from the public covered under section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.
13. Listing
Your Companys shares are continued to be listed on National Stock Exchange of India Limited. The Company has paid the Annual Listing Fees to the Stock Exchange upto FY 2026-27.
14. Directors Responsibility Statement
In terms of the provisions of Section 134(3)(c) and 134(5) of the Companies Act, 2013, your Directors confirm that:
a. in the preparation of the annual accounts for the financial year ended 31st March 2026, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;
b. the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;
c. the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
d. the directors had prepared the annual accounts on a going concern basis;
e. the directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively;
f. the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
15. Fraud Reporting
There have been no instances of frauds identified or reported by the statutory auditors during the course of their audit pursuant to sub-section 12 of section 143 of the Companies Act, 2013 and the Rules framed thereunder (amended from time to time) either to the Company or to the Central Government during the year under review.
16. Declaration by Independent Directors
The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 read with Regulations 16 and 25 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. During the financial year 2025-26, all Independent Directors of the Company have registered themselves with the Independent Directors Databank as specified under Section 150 of the Companies Act, 2013 read with Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014.
In the opinion of the Board, all the Independent Directors fulfils the conditions specified in the Act with regard to integrity, expertise, and experience (including the proficiency) of the Independent Director and are independent of the management.
17. Companys Policy relating to Directors appointment, payment of remuneration and other matters provided under Section 178 (3) of the Companies Act, 2013
The Board on the recommendation of the Nomination and Remuneration Committee framed a policy for the selection, appointment, fixing and revising remuneration of Directors, Key Managerial Personnel, Senior Management Personnel and employees of the Company and other matters as required under Section 178(3) of the Companies Act, 2013 and Regulation 19 read with Part D
18. Particulars of loans, guarantees or investments made under Section 186 of the Companies Act, 2013
The loan, guarantee given and investment made by the Company during the financial year ended March 31, 2026 are within the limits prescribed under Section 186 of the Companies Act, 2013. Further, the details of loan, guarantee given and investment made pursuant to Section 186 of the Companies Act, 2013 are disclosed in the financial statements attached to this annual report.
19. Particulars of contracts or arrangements with related parties
During the year under review, all transactions with related parties during the financial year 2025-26 were in the ordinary course of business and on arms length basis and were reviewed by the Audit Committee of the Board. Further, during the financial year, contracts/arrangements/transactions which were material as per the Listing Regulations, were entered into with related parties in accordance with the policy of the Company on Materiality of Related Party Transactions and on dealing with Related Party Transactions.
Details of contracts/arrangements/transactions with related parties which are required to be reported in Form No. AOC-2 in terms of Section 134(3)(h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014 are provided in Annexure B to this Report.
The policy on related party transactions as approved by the Board of Directors has been uploaded on the Companys website at https://www.periatea.com/policies-and-code-of-conduct.
Further, as required by Schedule V of SEBI (LODR) Regulations, 2015, disclosures of transactions with any person or entity belonging to the promoter/promoter group which hold(s) 10% or more shareholding in the Company in the format prescribed in the relevant Accounting Standards, has been made in the relevant Notes to the Financial Statements.
20. Conservation of energy, technology absorption, foreign exchange earnings and outgo
The information on conservation of energy, technology absorption, foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is annexed herewith as Annexure C.
21. Risk Management
The Company has in place mechanism to identify, assess, monitor and mitigate various risks that may impact key business objectives of the Company and to ensure that all the current and future material risk exposures of the Company are identified, assessed, quantified, appropriately mitigated and managed, to establish a framework for the companys risk management process and to ensure company wise implementation to ensure systematic and uniform assessment of risks and to enable compliance with appropriate regulations, wherever applicable, through the adoption of best practices and to assure business growth with financial stability.
Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuous basis. These are discussed at the meetings of the Audit Committee and the Board of Directors of the Company. The Companys internal control systems are commensurate with the nature of its business and the size and complexity of its operations. These are routinely tested and certified by Statutory and Internal Auditors. Significant audit observations and follow up actions thereon are reported to the Audit Committee.
22. Board Evaluation
Pursuant to the applicable provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Guidance Notes issued by SEBI in this regard, the Nomination and Remuneration Committee has formulated criteria for evaluation of the performance of the Board of Directors, its committees, Independent Directors, Non-Independent Directors, Chairman, CEO and the Managing Directors. Based on those criteria, performance evaluation has been done.
A structured questionnaire was prepared and circulated after taking into consideration inputs received from the Directors, covering various aspects of the Boards functioning such as adequacy of the composition of the Board and its Committees, Board culture, execution and performance of specific duties, obligations, ethics and compliances, financial reporting process and monitoring activities.
Performance parameters for the Board as a collective body included parameters like qualification and diversity of Board members, method and criteria for selection of independent directors to ensure independence, availability, appropriateness, clarity of understanding on risk scenarios faced by the Company, existence, sufficiency and appropriateness of policy on dealing with potential conflicts of interest, involvement of Board members in long-term strategic planning etc. Based on these criteria, the performance of the Board, various Board Committees, Chairman, CEO, Managing Director and Individual Directors (including Independent Directors) was found to be satisfactory.
Independent Directors have reviewed the performance of Board, Non-Independent Directors and Chairman in their separately held meeting without the participation of other Non-Independent Directors and members of management. Based on their review, the Independent Directors hold a unanimous opinion that the Non-Independent Directors, including the Chairman to the Board are experts with sufficient knowledge in their respective field of activities.
23. Directors and Key Managerial Personnel
a. Details of Directors retiring by rotation
Mrs. Alka Lakshmi Niwas Bangur (DIN: 00012894), Managing Director of the Company retires by rotation at the ensuing Annual General Meeting and being eligible offers herself for reappointment. Brief profile of Mrs. Alka Lakshmi Niwas Bangur, who is to be re-appointed is furnished in the notice of the ensuing Annual General Meeting as per Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards 2. The Board of Directors of your Company recommends the re-appointment of Mrs. Alka Lakshmi Niwas Bangur at the ensuing Annual General Meeting.
b. Appointment/Reappointment/Cessation of Directors and Key Managerial Personnel
i) Mrs. Alka Lakshmi Niwas Bangur (DIN: 00012894) Managing Director of the Company whose term expires on 16th September, 2026 have been recommended by the Nomination and Remuneration Committee, Audit Committee and Board of Directors for re-appointment, for the further period of 3 years w.e.f 17th September, 2026 by the shareholders at the ensuing Annual General Meeting. Brief profile of Mrs. Alka Lakshmi Niwas Bangur, is furnished in the Notice of the ensuing Annual General Meeting as per Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standards 2.
ii) The Board of Directors, based on the recommendation of the Nomination and Remuneration Committee, has re-appointed Mr. Gaurav Jalan [DIN: 00111070] as Non-Executive Independent Director of the Company for a second term of five (5) consecutive years with effect from November 10, 2025. The said re-appointment was subsequently approved by the shareholders of the Company through Postal Ballot on January 29, 2026, being the last date fixed for e-voting by the Company and the result of the Postal Ballot was declared on January 30, 2026.
iii) Mr. M. Sreenivasan resigned from the position of Chief Financial Officer (CFO) and Key Managerial Personnel (KMP) of the Company with effect from November 15, 2025. The vacancy arising from his resignation was duly filled by the appointment of Mr. Anup Kumar Gupta as Chief Financial Officer and Key Managerial Personnel of the Company with effect from February 3, 2026. The said appointment was made by the Board of Directors in compliance with the provisions of the Companies Act, 2013 and other applicable laws.
All the Directors have confirmed that they are not disqualified from being appointed as Director in terms of Section 164(2) of the Companies Act, 2013.
Apart from the aforesaid appointment/reappointment/cessation, there were no other changes in Board and KMPs.
24. Disclosure of inadequacy of profits
Mrs. Alka Lakshmi Niwas Bangur was re-appointed as Managing Director for three years at the Annual General Meetings of the Company held on 26th September, 2023 on such remuneration as may be permissible under the provisions of section 197 of the Companies Act, 2013 read with Schedule V. During FY 2025-26, the Company was having inadequate profits to pay managerial remuneration
2. Details of Subsidiary/Joint Venture/Associate Companies
to above mentioned managerial person considering the minimum remuneration fixed by the shareholders in the aforesaid meetings. The Company has paid managerial remuneration to the above-mentioned managerial personnel of the Company in compliance of the provisions of section 197 read with Part A of Section II of Schedule V of the Companies Act, 2013. Further, reappointment of the abovementioned managerial personnel are being proposed for approval of shareholders at the ensuing Annual General Meeting and the general information required to be provided pursuant to section II of part II of Schedule V are furnished in the Explanatory Statement to Notice of ensuing Annual General Meeting.
25. Holding Company
Pursuant to the Scheme of Amalgamation sanctioned by the Honble National Company Law Tribunal, Kolkata Bench, ("NCLT") vide Order dated 16 March 2026, Placid Limited, Promoter Group Company, along with other 19 Group Companies (Transferor Companies) were amalgamated with Maharaja Shree Umaid Mills Limited (Transferee Company/MSUM). A Certified Copy of the Order of NCLT under Section 230 to 232 and other applicable provisions of the Companies Act, 2013 sanctioning the above Scheme was issued on 13th April, 2026, which was filed by the respective Transferor and Transferee Companies on 25th April, 2026 (Effective date) with the Registrar of Companies, West Bengal ("ROC").
Upon the scheme of amalgamation becomes effective, Placid Limited stood dissolved without winding up and its shareholding of 39.43% in the Company vested in MSUM. Consequent upon the aforesaid acquisition, the shareholding of MSUM in the Company stands increased from 1,21,275 equity shares representing 3.9173% to 13,41,881 equity shares representing 43.3441% of the total paid-up equity share capital of the Company.
Further, pursuant to the said Scheme of Amalgamation, Kiran Vyapar Limited, another Promoter Group Company which holds 4,70,224 equity shares, representing 15.19% of the paid up equity share capital of the Company, has become a subsidiary of MSUM. As a consequence, thereof, apart from its direct shareholding in the Company, Maharaja Shree Umaid Mills Limited has also acquired an indirect interest of 8.31% approx. in the paid up equity share capital of the Company through Kiran Vyapar Limited.
Accordingly, MSUMs aggregate direct and indirect shareholding in the Company increased to approximately 51.66% of the paid-up equity share capital of the company. In view thereof, Maharaja Shree Umaid Mills Limited has become the Holding Company of the Company.
26. Details of Subsidiary/Joint Venture/Associate Companies
During the Financial Year 2025-26, the Company did not have any Subsidiary, Associate or Joint Venture Company.
27. Details of significant and material orders passed by the Regulators or Courts or Tribunals
During the year under review, no significant and material order passed by the Regulators or Courts or Tribunals impacting the going concern status and Companys operation in future.
28. Adequacy of Internal Financial Controls with reference to the financial statements
The Company is having adequate internal financial control which is commensurate with the nature of its size and business. The Directors have laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively. The Internal Financial Control systems of the Company are monitored and evaluated and reviewed by the Audit Committee. Further, the Board confirms the following:
Based on the above, your Board is of the view that adequate internal financial controls exist in the Company. Further, the certificate from Chief Executive Officer and Chief Financial Officer, in terms of Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015, provided in this Annual Report, also certifies the adequacy of our Internal Control systems and procedures.
29. Statutory Auditors
Pursuant to the provisions of Section 139 of the Companies Act, 2013 read with the rules made thereunder, M/s. Jayaraman & Krishna, Chartered Accountants (Firm Registration No. 011185S), were appointed as the Statutory Auditors of the Company to hold office from the conclusion of the 108th Annual General Meeting ("AGM") until the conclusion of the 113th Annual General Meeting of the Company. Based on the recommendation of the Audit Committee, the Board of Directors has approved and recommended the re-appointment of M/s. Jayaraman & Krishna, Chartered Accountants, as the Statutory Auditors of the Company for a second term of five consecutive years, commencing from the conclusion of the 113th AGM and continuing until the conclusion of the 118th AGM, subject to the approval of the shareholders at the ensuing AGM. M/s. Jayaraman & Krishna have furnished their consent to act as the Statutory Auditors of the Company and have confirmed that their re-appointment, if approved, shall be in accordance with the provisions of Section 141 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014.
30. Secretarial Auditors
Pursuant to the provisions of Section 204 of the Companies Act, 2013, and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, read with Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, including any statutory modification(s) or re-enactment(s) thereof for the time being in force, the Shareholders of the Company in their 112th AGM held on September 20, 2025, based on recommendations of the Audit Committee and Board of Directors of the Company, approved the appointment of M/s. A Murarka & Co, a peer reviewed firm of Practicing Company Secretaries (firm registration no. S1992WB10700, Peer Reviewed Certificate No. 2199/2022), as the Secretarial Auditors of the Company for a term of five consecutive financial years commencing from FY 2025-26 up to FY 2029-30. The Secretarial Audit Report of M/s. A Murarka & Co, Practising Company Secretary, in Form MR-3, for the financial year ended 31st March, 2026, is annexed to this report as Annexure D which is self-explanatory. The Secretarial Auditors report does not contain any qualifications, reservations, or adverse remarks.
31. Internal Auditors
During the year under review, M/s. Jha Yadav & Co., Chartered Accountants, Kolkata (Firm Registration No.327725E), were appointed as the Internal Auditors of the Company for the financial year 2025-26 by the Board of Directors, on the recommendation of Audit Committee, at the meeting held on May 26, 2025, in accordance with the provisions of Section 138 of the Companies Act, 2013 read with Rule 13 of the Companies (Accounts) Rules, 2014.
Further, the Audit Committee considers and reviews the Internal Audit Report submitted by the Internal Auditor on a quarterly basis.
32. Auditors Report
The notes on financial statements referred to in the Auditors Report are self-explanatory and do not call for any further comments. The Auditors Report does not contain any qualifications, reservations or adverse remarks.
33. Industrial Relations
The relation between management and labour was cordial during the year.
34. Particulars of employees
Disclosure pursuant to Section 197 (12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of
35. Disclosures under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
The Company has in place a policy on Sexual Harassment of Women at workplace in line with the requirements of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaint Committee has been set up to redress complaints received. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The Committee has not received any complaint from any employee during the financial year 2025-26. The details of complaints of sexual harassment received, disposed of, and pending during the financial year are set out below:
(a) Number of complaints received: NIL
(b) Number of complaints disposed of: NIL
(c) Number of cases pending for more than 90 days: NIL
36. Compliance under the Maternity Benefit Act, 1961
The Company has complied with the applicable provisions of the Maternity Benefit Act, 1961. All eligible women employees have been extended the benefits as prescribed under the Act. The Company remains committed to supporting working mothers and promoting a gender-inclusive workplace.
37. Whistle Blower Policy/Vigil Mechanism
The Board of Directors of the Company has established a Vigil Mechanism for Internal and External Stakeholders, including individual employees, directors and their representative bodies and adopted the Whistle Blower Policy in terms of Section 177(9) and (10) of the Companies Act, 2013 and rules thereof and Regulation 22 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to report concerns about unethical behavior, wrongful conduct and violation of Companys Code of conduct or ethics policy. The details of which have been given in the Corporate Governance Report annexed to this Report and also posted on the Companys website and can be accessed at https://www.periatea.com/policies-and-code-of-conduct.
38. Corporate Social Responsibility (CSR)
The Board has constituted a Corporate Social Responsibility Committee in accordance with section 135 of the Companies Act, 2013. The Annual Report on CSR activities including the details about the development of CSR Policy and initiatives taken by the Company on Corporate Social Responsibility during the year, as required by the Companies (Corporate Social Responsibility Policy) Rules, 2014 is given in the Annexure F to this report. The Corporate Social Responsibility Policy has been posted on the website of the Company and can be accessed at https://www.periatea.com/policies-and-code-of-conduct.
The Company, along with other Group Companies, has set up a Registered Public Charitable Trust named as LNB Group Foundation as implementing agency of the Company to carry out CSR activities fall within the purview of Schedule VII of the Act read with the Companies (Corporate Social Responsibility Policy) Rules 2014.
39. Management Discussion and Analysis Report
The Managements Discussion and Analysis Report for the year under review, as stipulated under Regulation 34(2)(e) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Schedule V forms part of the Annual Report.
40. Corporate Governance Report
Your Company is committed to observe Good Corporate Governance practices. The report on Corporate Governance for the financial year ended March 31, 2026, as per Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of this Annual Report and annexed to this Report. The requisite certificate from Statutory Auditors M/s. Jayaraman & Krishna, Chartered Accountants confirming compliance with the conditions of corporate governance is attached to this Annual Report.
41. Certificate from CEO/CFO
The CEO/CFO certification pursuant to Regulation 17(8) read with Schedule II of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 for the year under review forms part of this Annual Report.
42. Annual Secretarial Audit under Listing Regulations
Pursuant to Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with the applicable circulars issued by SEBI and the Stock Exchanges, the Annual Secretarial Compliance Report for the financial year 2025-26 was obtained from M/s A. Murarka & Co., Practicing Company Secretaries. The said report confirms the Companys compliance with all applicable SEBI Regulations, circulars and guidelines and has been filed with the Stock Exchange(s).
43. Code for prevention of Insider Trading
The Company has adopted a Code of Conduct for prevention of Insider Trading and Code of Practices and Procedures for fair disclosure of Unpublished Price Sensitive Information (UPSI) as prescribed in SEBI (Prohibition of Insider Trading) Regulations, 2015.
The Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information is available on the website of the Company can be accessed at the https://www.periatea.com/policiesand-code-of-conduct.
44. Secretarial Standard
The Company has complied with all applicable Secretarial Standards during the year under review.
45. Maintenance of Cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013
The Company has maintained cost records as specified by the Central Government under sub section (1) of section 148 of the Companies Act, 2013.
46. Details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year alongwith their status as at the end of the financial year.
During the year under review, no application has been made and no proceedings are pending under Insolvency and Bankruptcy Code, 2016 (31 of 2016).
47. Details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof.
During the year under review, there was no one time settlement with any banks or financial institutions. Therefore, there was no instance of difference between amount of valuation done at the time of one time settlement and the valuation done while taking loan from the bank or financial institutions.
48. Acknowledgements
The Board expresses their gratitude to the shareholders, customers, vendors, financial institutions and banks for the support extended by them. The Board also appreciates the hard work and commitment of the employees of the Company at all levels during the year.
| For and on behalf of the Board |
Lakshmi Niwas Bangur |
| Chairman (DIN: 00012617) |
| Hyderabad |
| 8th August, 2026. |
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