To,
The Members,
United Cotfab Limited
Your directors have immense pleasure in presenting the Third Annual Report of United Cotfab Limited along with the Audited Financial Statements for the year ended March 31, 2026.
FINANCIAL SUMMARY AND HIGHLIGHTS:
The Companys Audited Financial Statements as of March 31, 2026, have been meticulously prepared in accordance with the applicable IndAS, as well as Regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI Listing Regulations), and the pertinent provisions outlined in the Companies Act, 2013 (the "Act").
| (Rs. In Lakhs) | ||
| Particulars | 01.04.2025 to 31.03.2026 | 01.04.2024 To 31.03.2025** |
Income from Operations |
8001.15 | 12,530.48 |
| Other Income | 69.11 | 54.69 |
Total Revenue |
8070.26 | 12,585.17 |
| Less: Total Expenses (excluding Depreciation & Interest) | 7,489.44 | 11,540 |
Operating Profits (PBDIT) |
580.82 | 1045.17 |
| Less: Finance Cost | 204.38 | 355.60 |
| Less: Depreciation | 170.13 | 302.72 |
Profit Before Tax |
206.31 | 386.85 |
| Add/Less: | ||
| Current Tax | -24.31 | 19.69 |
| Deferred Tax | 96.90 | 92.56 |
| Provision of Income Tax | 72.59 | 112.25 |
Net Profit after Tax |
133.72 | 274.60 |
Items that will not be subsequently reclassified to profit or loss |
- | - |
| Change in fair value of investment carried at fair value through other comprehensive income | - | - |
| Remeasurementgain/(loss) of defined benefitplans | - | - |
| Less: Income tax impact on above | - | - |
Restated other comprehensive income for the period/year |
- | - |
Restated total comprehensive income/(loss) for the period/year |
133.72 | 274.60 |
REVIEW OF BUSINESS OPERATION
1. FINANCIAL PERFORMANCE:
During the financial year, the revenue from operation for the Financial year ended on 31.03.2026 was Rs. 15,949.15 (in lakhs) as compared to preceding financial year ending on 31.03.2025 where total revenue from operation stood at Rs. 12,585.17 prepared as per Companies Act, 2013 with the applicable Ind AS.
The Earnings Per Share (EPS) for the financial year 2025-26 stood at Rs.2.17, as compared to Rs.1.72 in the previous financial year 2024-25, reflecting an improvement in the Companys earnings performance during the year. The increase in EPS indicates enhanced profitability and improved returns for shareholders. The Company remains committed to strengthening its operational performance, pursuing sustainable growth, and enhancing long-term shareholder value through continued focus on financial and operational efficiency.
2. DIVIDEND
The Board of Directors of the Company has decided not to declare any dividend for the financial year ended March 31, 2026. The retained earnings will be utilized to strengthen the financial position and support ongoing and future business initiatives.
3. TRANSFER TO RESERVES
During the financial year ended March 31, 2026, the Securities Premium Reserve stood at Rs. 2,876.45 Lakhs as at March 31, 2026. There was no addition to or utilization of the Securities Premium Reserve during the financial year. The Company has not declared or paid any dividend during the financial year. The profit for the year amounting to Rs. 373.59 Lakhs has been added to the surplus in the Statement of Profit and Loss.
4. CHANGE IN THE NATURE OF BUSINESS:
As required to be reported pursuant to Section 134(3)(q) read with Rule 8(5) (ii) of Companies (Accounts) Rules, 2014, There is no change in the nature of business carried on by company during the financial year 2025-26.
5. SHARE CAPITAL
The company has only one class of shares i.e. Equity shares of Rs. 10/- each only and all Equity Shares are ranked pari-passu in all respect. All Equity Shares issued are fully paid-up during the period under review:
The Authorized Share Capital of the Company is Rs. 18, 00, 00,000/-(Rupees Eighteen Crore Only)
Issued, Subscribed, and Paid-up Equity Share Capital is Rs. 17, 19, 00,000 /- (Rupees Seventeen Crore Nineteen Lakh Only).
6. BOARD OF DIRECTORSAND KEY MANAGERIAL PERSONNEL
6.1. CONSTITUTION OF BOARD:
The following is the constitution of Board of Directors and KMPs of the company as on 31st March, 2026:
| S. No. Name of the Directors and Key Managerial Personnel (KMPs) | Designation | Date of Appointment at current Term | No. of Shares held as on March 31,2024. |
| 1. Gagan Nirmalkumar Mittal | Promoter, Chairman and Managing Director. | 02.11.2023 | 60,02,995 |
| 2. Nirmalkumar Mangalchand Mittal | Promoter, Non- Executive Director | 02.11.2023 | 60,03,000 |
| 3 Sejalben Shantilal Parmar | Non-Executive Independent Director | 06.09.2024 | - |
4. Safalkumar Hasmukhbhai Patel |
Non-Executive Independent Director |
08.11.2023 | - |
5. Nareshkumar Mistri |
Chief Financial Officer |
06.11.2023 | - |
6 Praveen Kumar Singh |
Company Secretary and Compliance Officer |
31.03.2025 | - |
6.2. CHANGES IN THE BOARD OF DIRECTORS DURING FINANCIAL YEAR 2025-26
During the financial year 2025-26, there was no change in the composition of the Board of Directors of the Company.
6.3. BOARD MEETINGS
During the year under review, 10 (Ten) Board Meetings were convened as and when required.
The gap between two consecutive meetings was not more than one hundred and twenty days as provided in section 173 of the Act. The details of attendance of each Director at the Board Meeting are given below;
| Sr. No. | Date of the Board Meeting | No. of Director entitled to attend the meeting | No. of directors whoattended the Meeting | Name of the Directors present |
1. |
05.04.2025 | 4 | 4 | Gagan Nirmalkumar Mittal Nirmalkumar Mangalchand Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
2. |
17.04.2025 | 4 | 4 | Gagan Nirmalkumar Mittal Nirmalkumar Mangalchand Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
3. |
05.05.2025 | 4 | 4 | Gagan Nirmalkumar Mittal Nirmalkumar Mangalchand Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
4. |
29.05.2025 | 4 | 4 | Gagan Nirmalkumar Mittal Nirmalkumar Mangalchand Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
5. |
20.06.2025 | 4 | 4 | Gagan Nirmalkumar Mittal Nirmalkumar Mangalchand Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
6. |
05.09.2025 | 4 | 4 | Gagan Nirmalkumar Mittal Nirmalkumar Mangalchand Mittal Sejalben Shantilal Parmar, Safalkumar Hasmukhbhai Patel |
| 7. | 14.11.2025 | 4 | 4 | Gagan Nirmalkumar Mittal Nirmalkumar Mangalchand Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
| 8. | 28.12.2025 | 4 | 4 | Gagan Nirmalkumar Mittal Nirmalkumar Mangalchand Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
| 9. | 17.01.2026 | 4 | 4 | Gagan Nirmalkumar Mittal Nirmalkumar Mangalchand Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
| 10. | 31.03.2026 | 4 | 4 | Gagan Nirmalkumar Mittal Nirmalkumar Mangalchand Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
Furthermore, during the year under review, 7 (Seven) Audit Committee Meetings, 1 (One) Stakeholders Relationship Committee Meeting, 2 (Two) Nomination and Remuneration Committee Meeting, 1 (One) Independent Directors Meeting were convened and held:
| Particulars | Date of the Board Meeting | No. of Director entitled to attend the meeting | No. of directors who attended the Meeting | Name of the Directors present |
| Audit Committee Meeting | 05.04.2025 | 3 | 3 | Gagan Nirmalkumar Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
| Audit Committee Meeting | 13.04.2025 | 3 | 3 | Gagan Nirmalkumar Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
| Audit Committee Meeting | 09.05.2025 | 3 | 3 | Gagan Nirmalkumar Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
| Audit Committee Meeting | 17.05.2025 | 3 | 3 | Gagan Nirmalkumar Mittal Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
| Audit Committee Meeting | 05.09.2025 | 3 | 3 | Gagan Nirmalkumar Mittal Sejalben Shantilal Parma Safalkumar Hasmukhbhai Patel |
| Audit Committee Meeting | 28-12-2025 | 3 | 3 | Gagan Nirmalkumar Mittal Sejalben Shantilal Parma Safalkumar Hasmukhbhai Patel |
| Audit Committee | 31-03-2026 | 3 | 3 | Gagan Nirmalkumar Mittal Sejalben Shantilal Parmar |
| Meeting | Safalkumar Hasmukhbhai Patel | |||
| Nomination & Remuneration Committee Meeting | 05.09.2025 | 3 | 3 | Sejalben Shantilal Parmar Nirmalkumar Mangalchand Mittal Safalkumar Hasmukhbhai Patel |
| Nomination & Remuneration Committee | 31.03.2026 | 3 | 3 | Sejalben Shantilal Parmar Nirmalkumar Mangalchand Mittal Safalkumar Hasmukhbhai Patel |
| Stakeholders Relationship Committee Meeting | 17.01.2025 | 3 | 3 | Sejalben Shantilal Parmar Nirmalkumar Mangalchand Mittal Safalkumar Hasmukhbhai Patel |
| Independent Directors Meeting | 31.03.2026 | 2 | 2 | Sejalben Shantilal Parmar Safalkumar Hasmukhbhai Patel |
6.4. GENERAL MEETINGS:
During the year under review, Annual General Meeting was held on 29th September 2025 Other than Annual General Meeting no other meeting held.
Disclosure by Directors:
The Directors on the Board have submitted notice of interestunder Section 184(1) of the Companies Act, 2013 i.e. in FormMBP-1, intimation under Section 164(2) of the Companies Act, 2013 i.e. in Form DIR 8 and declaration as to compliance with the Code of Conduct of the Company.
7. PERFORMANCE EVALUATION:
The Board of Directors has carried out an annual evaluation of its own performance, board committees and individual directors pursuant to the provisions of the Companies Act, 2013 in the following manners;
The performance of the board was evaluated by the board, after seeking inputs from all the directors, on the basis of the criteria such as the board composition and structure, effectiveness of board processes, information and functioning etc.
The performance of the committees was evaluated by the board after seeking inputs from the committee members on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.
The board and the nomination and remuneration committee reviewed the performance of the individual directors on the basis of the criteria such as the contribution of the individual director to the board and committee meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.
8. DECLARATION BY INDEPENDENT DIRECTORS
The Independent Directors have submitted their declarations of independence confirming that he/she met with the criteria of independence as laid out in section149(7) of the Companies Act, 2013 and under Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
9. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under review as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 with the Stock Exchanges in India is enclosed as per ANNEXURE - A and forms the part of this Report.
10. CORPORATE GOVERNANCE REPORT
The Corporate Governance Report as per Regulation 15(2) is not applicable on the Company. Please find enclosed Non applicability Certificate as ANNEXURE - B.
11. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:
Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statement for the year ended on March 31, 2026. Furthermore, The Company has duly taken the approval of board of directors and shareholders to comply with limits prescribed under the provisions of Section 186.
12. COMPANYS POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION INCLUDING CRITERIA FOR DETERMINING QUALIFICATIONS, POSITIVE ATTRIBUTES, INDEPENDENCE OF A DIRECTOR AND OTHER MATTERS PROVIDED UNDER SUB-SECTION (3) OF SECTION 178:
The Nomination and Remuneration Committee of the Board consist of: a Mrs. Payal Jangir (DIN: 11702972) b Mr. Rohit Ashokkumar Agrawal (DIN: 08948528) c Mr. Nirmalkumar Mangalchand Mittal (DIN: 01528758)
With terms of Section 178 of the Companies Act 2013 read with rule 6 of the Companies (Meeting of Board and its Power) Rules 2014.
Salient Features of the Nomination and Remuneration Policy are;
a. Policy on Appointment of Directors, Key Managerial Personnel and Senior Management Personnel: The policy is formulated to identify and ascertain the integrity, qualification, expertise and experience of the person for appointment as Director, Key Managerial Personnel and Senior Management personnel and recommend to the Board for his / her appointment.
A person should possess adequate qualification, expertise and experience for the position he/ she is considered for appointment.
In case of appointment of Independent Director, the Committee shall satisfy itself with regard to the independent nature of the Director vis-a-vis the Company so as to enable the Board to discharge its function and duties effectively.
b. Policy on remuneration of Director, KMP and Senior Management Personnel:
The Companys remuneration policy is driven by the success and performance of Director, KMP and Senior Management Personnel vis-a-vis the Company. The Companys philosophy is to align them with adequate compensation so that the compensation is used as a strategic tool that helps us to attract, retain and motivate highly talented individuals who are committed to the core value of the Company. The Company follows mixed of fixed pay, benefits and performance based variable pay. The Company pays remuneration by way of salary, benefits, perquisites and allowance. The remuneration and sitting fees paid by the Company are within the salary scale approved by the Board and Shareholders.
The Nomination and Remuneration Policy, as adopted by the Board of Directors, is annexed as ANNEXURE - C
13. WEB ADDRESS OF ANNUAL RETURN:
In pursuance to Section 92 and 134 (3) (a) of the Companies Act, 2013 read with Rule 12 of Companies (Management and Administration) Rules, 2014, the Annual Return in Form MGT-7 for the financial year ended March 31, 2026 is placed on the Companys website and can be accessed at www.unitedcotfab.com.
14. SECRETARIAL STANDARDS
During the year under review, your company has complied with the applicable Secretarial Standards.
15. DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to the requirement under section 134(3) (C) of the Companies Act, 2013 with respect to Directors Responsibility Statement, it is hereby confirmed that:
(i) 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;
(ii) 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 as at 31st March, 2026 and of the profit and loss of the company for that period;
(iii) The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(iv) The directors had prepared the annual accounts on a going concern basis;
(v) The directors 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) 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.
16. DETAILS OF THE ASSOCIATES/ JOINT VENTURE / SUBSIDIARIES COMPANIES:
During the financial year 2025-26, United Cotfab Limited did not have any associates, joint ventures, or subsidiary companies. The Company continues to focus on its core operations and strategic initiatives to drive growth and enhance shareholder value.
17. PARTICULAR OF EMPLOYEES
The ratio of the remuneration of each whole-time director to the median of employees remuneration as per Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this Report as: ANNEXURE - D.
The statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report. Further, the report and the accounts are being sent to the Members excluding the aforesaid annexure. In terms of Section 136 of the Act, the said annexure is open for inspection at the Registered Office of the Company.
18. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
During the year under review, all the related party transactions are entered on arms length basis, in the ordinary course of business and are in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. There are materially significant related party transactions made by the Company with Entities in which Promoters, Directors are interested, which may have potential conflict with the interest of the Company at large or which requires the approval of the shareholders.
All Related Party Transactions to be entered with related parties are placed before the Audit Committee and the Board. Omnibus approval was obtained for the transactions which are foreseen and repetitive in nature. A statement of all related party transactions is presented before the Audit Committee on a quarterly basis, specifying the nature, value and terms and conditions of the transactions.
Accordingly, the disclosure of Related Party Transactions as required under Section 134(3) (h) of the Companies Act, 2013 in Form AOC-2 as attached in the ANNEXURE -E.
19. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
Information on conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under section 134(3)(m) of the Act read with the Companies (Accounts) Rules, 2014, are provided as an ANNEXURE - F.
20. AUDITORS OF THE COMPANY:
1. STATUTORYAUDITOR
In terms of Section 139 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, M/s. Rajiv Shah & Associates, Chartered Accountants (Firm Registration No. 108554W) has been appointed as Statutory Auditor of the Company, in the 1st Annual General Meeting held in the Financial Year 2023-2024, for the period of five consecutive years from the conclusion the 1st AGM till the conclusion of 6th Annual General Meeting of the company to be held in the Financial Year 2028-29.
Therefore M/s. Rajiv Shah & Associates, Chartered Accountants (Firm Registration No. 108554W) have audited the financial statement of the company for the financial year 2025-26.
There are no qualifications, reservations or adverse remarks or disclaimers made by M/s. Rajiv Shah & Associates, Chartered Accountants (Firm Registration No. 108554W), Statutory Auditors, in their Report on the accounts of the Company for the year under review. The observations made by them in their Report are self- explanatory and do not call for any further clarifications from the Board.
2. SECRETARIAL AUDITOR
Pursuant to Section 204(1) read with Section 134(3) of the Companies Act, 2013 read with the Rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. M.K. Samdani & Co., Company Secretary in Practice, to undertake the Secretarial Audit of the Company for the financial year 2025-26. The Secretarial Audit Report in the prescribed Form No. MR-3 is attached as Annexure-G and forms a part of this Report.
3. COST AUDITOR
During the year under review the company has appointed M/s. M.I. Prajapati& Associates, Cost & Management Accountants, Ahmedabad, as Cost Auditors for auditing the cost records of your Company for the financial year 2025-26.
The company undertakes that it has maintained the cost records as specified by the Central Government on this behalf
Furthermore, the Board of Directors at their meeting held on 29th May 2026, re-appointed M/s. M.I. Prajapati & Associates, Cost & Management Accountants, Ahmedabad, as Cost Auditors for auditing the cost records of your Company for the financial year 2026-27. Further, they have obtained Auditors Consent and eligibility certificate that they are free from disqualification specified under Section 141(3) and proviso to Section 148(3) read with Section 141(4) of the Act and that their appointment meets the requirements of Section 141(3) (g) of the Act.
4. INTERNAL AUDITOR
Pursuant to Section 138 of Companies Act 2013, the Company in its Board Meeting held on 31.03.2026 had appointed M/s. Kamal M. Shah & Co., Chartered Accountant (Firm Registration No: 130266W) as an Internal Auditor of the Company for the FY 2025-26.
21. DISCLOSURE OF MAINTENANCE OF COST RECORDS:
In terms of Section 148 of the Companies Act, 2013 read with Companies (Cost records and audits) Rules, 2014, the company has maintained the Cost Records pursuant to rules made by the Central Government under sub-section (1) of Section 148 of the Act, in respect of the activities carried on by the company for the financial year 2025-26.
22. BOARDS COMMENTS ON QUALIFICATION, RESERVATION & ADVERSE REMARKS OR DISCLAIMER MADE BY:
Statutory Auditors - Audit Report given by the Statutory Auditor is self-explanatory in nature thus no explanation or comments required from the board of director.
Cost Auditors: -Cost Audit Report given by the Cost Auditor is self-explanatory in nature and no explanation or comments required from the Board of Director.
Secretarial Auditors: Secretarial Audit report received from the secretarial auditor selfexplanatory in nature and no explanation or comments required from the Board of Director.
23. DEPOSITS
The Company has neither invited nor accepted any deposits from the public during the year under review. There is no unclaimed or unpaid deposit lying with the Company as on the financial year end date.
| Deposits accepted during the year (including renewed during the year) | Nil |
| Deposits remained unpaid or unclaimed as the end of the year | Nil |
| Default in repayment of deposits or payment of interest thereon during the year and if so number of such cases and the total amount involved (i) at the beginning of the year; | Nil |
| (ii) maximum during the year | |
| (iii) at the end of the year | |
| Deposits which are not in compliance with requirement of Chapter V of the Companies Act, 2013 | Nil |
24. CORPORATE SOCIAL RESPONSIBILITY
The provisions relating to Corporate Social Responsibility under Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, are not applicable to the Company for the financial year 2025-26, as the Company does not satisfy any of the criteria prescribed under Section 135(1) of the Companies Act, 2013 during the immediately preceding financial year.
Accordingly, the Company was not required to incur any expenditure towards Corporate Social Responsibility activities during the financial year 2025-26 and, therefore, no amount was required to be spent towards CSR during the year under review.
25. STATEMENT IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROL WITH REFERENCE TO THE FINANCIAL STATEMENTS
Pursuant to Section 134 (3)(q) read with Rule 8(5) (viii) of Companies (Accounts) Rules, 2014, and ICAI guidance note on adequacy on internal financial controls with reference to financial statements, it is stated that there is adequate internal control system in the Company.
26. INTERNAL FINANCIAL CONTROL
The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosures.
27. CORPORATE POLICY
We seek to promote and follow the highest level of ethical standards in our business transactions. The Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, SEBI (Prohibition of Insider Trading) Regulations, 2018 and Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 mandated the formulation of certain policies for all listed companies.
The Policies are reviewed periodically by the Board and updated on the basis of need and new compliance.
The Key Policies are as follows:
| Name of The Policy | Brief Description |
Risk Management Policy |
The Company has a Risk Management Policy with an objective to formalize the process of identification of potential risk and adopt appropriate risk mitigation measures through a risk management structure. The Risk Management Policy is a step taken by the Company towards strengthening the existing controls. The Business of the Company solely depends upon the agricultural produce which is highly seasonal and this is a major element of risk which may threaten the existence of the Company. |
Policy for determining materiality of event or Information |
The Objective of this policy is to outline the guidelines to be followed by the Company for consistent, transparent and timely public disclosures of material information events/information and to ensure that such information is adequately disseminated to the stock Exchange(s) where the securities of the Company are listed in pursuance with the Regulations and to provide an overall governance framework for such determination of materiality. |
Policy of Preservation of Records |
This policy sets the Standards for classifying, managing and storing the records of the Company. The Purpose of this policy is to establish framework for effective records Management and the process for subsequent archival of such records. |
Sexual Harassment Policy |
The Company has zero tolerance for sexual harassment of women at workplace and has adopted a policy against sexual harassment in line with Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules framed thereunder. The company has complied with the provisions relating to the constitution of Internal Complaints Committee. |
Other policies |
Policies like: Policy for Determining Material Subsidiaries, Insider Trading Prohibition Code Pursuant to SEBI (PIT) Regulations, 2015, Policy on Related Party Transaction(s), Policy on Familiarization of Independent Directors are prepared by the Company and followed in its true letter and spirit. |
28. MATERIAL CHANGES BETWEEN THE DATE OF THE BOARD REPORT AND END OF FINANCIAL YEAR.
During the year under review there are no material changes required to be disclosed in Boards Report.
29. GENERAL DISCLOSURE:
Your Directors state that the Company has made disclosures in this report for the items prescribed in section 134 (3) of the Act and Rule 8 of The Companies (Accounts) Rules, 2014 and other applicable provisions of the act and listing regulations, to the extent the transactions took place on those items during the year.
29.1. Voluntary Revision of Financial Statements or Boards Report
The Company is complying with the provisions of Section 129 or 134 of Companies Act, 2013. So there is no voluntary revision done by the company during financial year 2025- 26.
29.2. INSURANCE:
The movable and immovable properties of the Company including plant and Machinery and stocks wherever necessary and to the extent required have been adequately insured against the risks of fire, riot, strike, malicious damage etc. as per the consistent policy of the Company.
29.3. Share Capital and Provision of Money by Company for Purchase of its Own Shares by Trustees or Employees For The Benefit of Employees
Your Company has not issued any equity shares with differential rights, sweat equity shares, employee stock options and neither made any provision of money for purchase of its own shares by trustees or employees for the benefit of employees for the financial year ended 31.03.2026.
29.4. Equity Shares with Differential Rights.
The company under the provision of Section 43 of the Companies Act, 2013, read with Rule 4(4) of the Companies (Share Capital and Debentures) Rules, 2014 has not issued any equity shares with differential rights.
29.5. Sweat Equity Shares
The company under the provision of Section 54 of the Companies Act, 2013 read with Rule 8(13) of the Companies (Share Capital and Debentures) Rules, 2014 has not issued any sweat equity shares.
29.6. Employees Stock Option Scheme (ESOS)
There is no issue of employee stock option during the year under review. The Board of directors, shall, inter alia, disclose in the Directors Report for the year, the details as provided in Rule 12 (9) of Companies (Share Capital and Debentures) Rules, 2014.
30. SEXUAL HARASSMENT OF WOMEN AT WORKPLACE:
To foster a positive workplace environment, free from harassment of any nature, we have adopted policy on prevention, prohibition and Redressal of Sexual harassment at workplace and has duly constituted an Internal Complaints Committee in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. Further the company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace During the year under review, there were no incidences of sexual harassment reported.
31. RISK MANAGEMENT
A well-defined risk management mechanism covering the risk mapping and trend analysis, risk exposure, potential impact and risk mitigation process is in place. The objective of the mechanism is to minimize the impact of risks identified and taking advance actions to mitigate it. The mechanism works on the principles of probability of occurrence and impact, if triggered. A detailed exercise is being carried out to identify, evaluate, monitor and manage both business and non-business risks.
32. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SECTION 143 (12) OTHER THAN THOSE WHICH ARE REPORTABLE TO CENTRAL GOVERNMENT:
M/s. Rajiv Shah & Associates, Chartered Accountants were Statutory Auditors of the Company for the period of Financial Year 2025-26. They have not reported any instances of fraud committed by the Companys officers or employees to the Audit Committee under Section 143(12) of the Act, as required for disclosure in this report.
33. DETAILS OF APPLICATION MADE OR PROCEEDINGS PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE 2016
During the year under review, the Company has not made any application before the National Company Law Tribunal under Insolvency and Bankruptcy Code, 2016 for recovery of outstanding loans against customer and there is no pending proceeding against the Company under Insolvency and Bankruptcy Code, 2016.
34. SIGNIFICANT AND MATERIAL ORDERS
There were no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Companys operations in future.
35. APPRECIATIONS AND ACKNOWLEDGEMENT
Your Directors wish to place on record their sincere appreciation for significant contributions made by the employees at all levels through their dedication, hard work and commitment during the year under review.
The Board places on record its appreciation for the support and co-operation your Company has been receiving from its suppliers, distributors, retailers, business partners and others associated with it as its trading partners. Your Company looks upon them as partners in its progress and has shared with them the rewards of growth. It will be your Companys endeavor to build and nurture strong links with the trade based on mutuality of benefits, respect for and co-operation with each other, consistent with consumer interests.
Your Directors also take this opportunity to thank all Shareholders, Clients, Vendors, Banks, Government and Regulatory Authorities and Stock Exchanges, for their continued support.
| For and on behalf of Board of Directors, | |
| United Cotfab Limited | |
| Sd/- | |
| Gagan Nirmalkumar Mittal | |
Place: Ahmedabad |
Chairman and Managing Director |
Date : September 07, 2026 |
DIN:00593377 |
IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000
IIFL Capital Services Support WhatsApp Number
+91 9892691696
IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

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