Dear Members,
The Board of Directors of Vantage Knowledge Academy Limited(the Company) are pleased to present the 13 th (Thirteenth) Annual Report of the Company along with the Audited Financial Statements for the financial year ended March 31, 2026.
In compliance with the applicable provisions of the Companies Act, 2013, ( the Act ), the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ( SEBI Listing Regulations ), this Boards Report is prepared based on the standalone financial statements of the Company for the year under review.
OVERVIEW OF FINANCIAL PERFORMANCE
Key highlights of the Companys financial performance for the financial year ended March 31, 2026, are summarized as under:
(Rs. in lakhs)
| Particulars | FY 2025-26 | FY 2024-25 |
| Total income | 229.26 | 376.73 |
| Total expenses | 205.35 | 274.62 |
| Earnings before Interest, Depreciation, and taxes | 23.91 | 102.11 |
| Finance Costs | - | - |
| Depreciation and Amortization | 76.06 | 2.86 |
| Profit/(Loss) before tax from continuing operations | 23.91 | 102.11 |
| Tax - Current Tax - Deferred Tax | 4.25 7.58 | 26.55 |
| Profit/(Loss) after tax for the year. | 12.08 | 75.56 |
Since the Company has no subsidiaries, the consolidated financial results are not required to be prepared and hence, not provided.
DIVIDEND
During the financial year 2025-2026 company did not declare any dividends.
TRANSFER TO RESERVES
During the financial year ended March
31,2026 company had transferred Rs.12.07 Lakhs to the Reserves and Surplus. The Reserves and Surplus of the Company Stood at Rs.479.29 Lakhs as on March 31,2026. inflation expected to rise to around 4.8%, partly because of higher energy and commodity costs and global uncertainty
Nature of Companys Business and future outlook
CHANGES IN SHARE CAPITAL
The Authorized capital of the Company as on March 31, 2026, was Rs. 35,00,00,000/- comprising of 35,00,00,000 Equity Shares of Rs. 1/- each. The said shares are listed on the BSE Limited. There was no change in the paid-up equity capital of the Company during the year under review.
The Paid Up capital of the Company as on March 31, 2026, was Rs. 34,14,75,000/- comprising of 34,14,75,000 Equity Shares of Rs. 1/- each. The said shares are listed on BSE Limited. There was no change in the paid-up equity capital of the Company during the year under review.
As on March 31, 2026, out of the Companys total paid-up equity capital comprising of 34,14,75,000 Equity Shares, 33,84,39,210 Equity Shares (99.11%) were held in dematerialized mode. The Companys equity shares are compulsorily tradable in electronic form.
BUSINESS REVIEW
State of the Indian Economy 2026
India remains one of the fastest-growing major economies. The Economic Survey 2025-26 estimated real GDP growth of 7.4% for FY2025-26, with GVA growth of 7.3%. Growth has been supported particularly by domestic consumption and investment.
However, the outlook is not without challenges. The OECDs June 2026 outlook projects growth of 6.3% in FY2026-27, with
Vantage Knowledge Academy Ltd. is a financial education and professional training company focused on delivering industry-oriented education in finance, financial markets, investment management and related professional disciplines
The Companys business model combines online learning, live faculty-led training, professional certification, institutional partnerships and skill-development programs.
SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES
As on March 31, 2026, the Company does not have any subsidiary, associate, or joint venture company. As such, a statement containing the salient features of financial statements of subsidiaries of the Company in the prescribed Form AOC-1 is not required to be prepared, hence, does not form a part of this Annual Report
BOARD OF DIRECTORS
The Board of the Company is comprised of eminent people with proven competence and integrity. Besides their experience, strong financial acumen, strategic astuteness, and leadership qualities, they have a significant degree of commitment towards the Company and devote adequate time to meetings and preparation.
Re-appointment of Director retiring by rotation
In accordance with the provisions of Section 152(6) of the Act and in terms of the Articles of Association of the Company, Mr. Rajesh Chapshi Dedhia Director (DIN: 00477958) is liable to retire by rotation at the ensuing 13 th Annual General Meeting (13 th AGM) and being eligible, seeks reappointment. The Board recommends his reappointment for the consideration of the members of the Company at the forthcoming 13 th AGM.
Change in Independent Directors
1. Mr. Kiran Bharatkumar Gandhi had retired from the board and committees w.e.f. September 30,2025 on completion of 2 tenures of 10 consecutive years.
2. Mr. Wilson Naddar had retired from the board and committees w.e.f. September 30,2025 on completion of 2 tenures of 10 consecutive years
3. Ms. Deepali Vikram Jain was appointed on the boards and committees w.e.f. September 15,2025.
4. Mr. Ganesh Shivpujan Pal was appointed on the board and committees w.e.f. October 01,2025.
5. Mr. Rommel Rodrigues was appointed on the board of the company w.e.f. February 12,2026.
KEY MANAGERIAL PERSONNEL
In accordance with the provisions of Section 2(51) read with Section 203 of the Act, the following are the Key Managerial Personnel of the Company as on the date of this report:
> Ms. Neeta Rajesh Dedhia, Managing Director.
> Mr. Rajesh Chapshi Dedhia,
Executive Director & Chief Financial Officer.
> Ms. Reetu Bansal, Company Secretary
Change in Key Managerial Personnel
There was a change in Key Managerial Personnel during the year. Ms. Monika Dedhia ceased to be company secretary & Compliance Officer with effect from April
17,2026 and Ms. Reetu Bansal was appointed as Company Secretary and Compliance Officer with effect from July 11,2025.
MEETINGS OF BOARD OF DIRECTORS
The Board meets at regular intervals to discuss and decide on the Companys business policy and strategy apart from other Board business. The Board/Committee meetings are pre-scheduled, and a tentative annual calendar of the Board and Committee meetings is circulated to the Directors well in advance to help them plan their schedule and ensure meaningful participation in the meetings. Only in case of special and urgent business, if the need arises, the Boards or Committees approval is taken by passing resolutions through circulation or by calling the Board / Committee meetings at a shorter notice, in accordance with the applicable laws. The agenda for the Board and Committee meetings includes detailed notes on the items to be discussed to enable the Directors to make an informed decision.
During the financial year 2025-26, the Board met 4 (four) times. The details of the meetings of the Board of Directors of the Company held and attended by the Directors are given in the Corporate Governance Report which forms part of this Report. BOARD COMMITTEES
The maximum intent?, 1 between any two meetings did not exceed 120 days, as prescribed by the Act and the SEBI Listing Regulations. detailed reviews of the items under their purview before presenting them to the Board for consideration. The committees appointed by the Board are dedicated to specific areas and have the delegated authority to make informed decisions within their respective scopes. Generally, committee meetings are held before the Board meeting, and the Chairperson of each committee reports to the Board about the deliberations and decisions taken by the committees. They also provide specific recommendations to the Board on matters within their purview. All decisions and recommendations made by the committees are presented to the Board for either approval or information. During the year under review, all recommendations made by the committees have been accepted by the Board. The details of the composition of the Committees, their meetings held during the year including their terms of reference are provided in the Corporate Governance Report. The composition and terms of reference of all the Committees of the Board of Directors of the Company is in line with the provisions of the Act and the SEBI Listing Regulations.
As on March 31, 2026, the Board has 3 (three) Committees:
1. Audit Committee,
2. Nomination & Remuneration Committee,
3. Stakeholders Relationship Committee.
Details of composition, role and responsibilities of the said Committees, the particulars of meetings held, and attendance of the Members at such Meetings are mentioned in the Report on Corporate Governance, which forms part of this Annual Report.
The Board has established a qualified and independent Audit Committee in accordance with the requirements of Section 177 of the Act and Regulation 18 of the SEBI Listing Regulations. The Audit Committee was comprised of three (03) Members. The Committee is chaired by Ms. Bindi Gada , Independent Director. The other Members of the Committee are Ms.Deepali Vikram Jain , Independent Director, and Mr. Ganesh Shivpujan Pal, Independent Director. The Committee met 4(four) times in the financial year 2025-26. The Board has accepted all the recommendations of the Audit Committee during the year under review.
Details of the role and responsibilities of the Audit Committee, the particulars of meetings held, and attendance of the Members at such Meetings are mentioned in the Report on Corporate Governance, which forms part of this Annual Report.
COMPOSITION AND MEETINGS OF NOMINATION AND REMUNERATION COMMITTEE
The Nomination and Remuneration Committee is comprised of three Members. The Committee was chaired by Ms. Bindi Gada, Independent Director. The other Members of the Committee are Ms. Deepali Vikram Jain, Independent Director, and Mr. Ganesh Shivpujan Pal Independent Director. The Committee met 3(three) time in the financial year 2025-26.
Details of the role and responsibilities of the Nomination and Remuneration Committee, the particulars of meetings held, and attendance of the Members at such Meetings are mentioned in the Report on Corporate Governance, which forms part of this Annual Report.
COMPOSITION AND MEETINGS OF AUDIT COMPOSITION AND MEETINGS OF COMMITTEE
STAKEHOLDERS RELATIONSHIP
COMMITTEE
The Stakeholders Relationship Committee is comprised of three Members. The Committee is chaired by Ms. Bindi Gada, Independent Director. The other Members of the Committee are Ms. Deepali Vikram Jain , Non-Executive Director and Mr. Ganesh Shivpujan Pal, Independent Director. The Committee met once in the financial year 2025-26.
Details of the role and responsibilities of the Stakeholders Relationship Committee, the particulars of meetings held, and attendance of the Members at such Meetings are mentioned in the Report on Corporate Governance, which forms part of this Annual Report.
DECLARATION BY INDEPENDENT DIRECTORS
As on date of this report, Ms. Bindi Gada, Mr. Ibrahim Motiwala, Ms. Deepali Vikram Jain Mr. Ganesh Shivpujan Pal and Mr. Rommel Rodrigues are the Independent Directors of the Company. All the Independent Directors of the Company have submitted their declaration, inter alia, confirming that: they meet the criteria of independence as prescribed under the provisions of the Act, read with the Schedule and Rules made thereunder, and the SEBI Listing Regulations. There has been no change in the circumstances affecting their status as Independent Directors of the Company they have complied with the Code for Independent Directors prescribed under Schedule IV to the Act; and
In terms of Regulation 25(8) of the SEBI Listing Regulations, the Independent Directors have confirmed that they are not aware of any circumstance or situation that exists or may be reasonably anticipated that
could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence.
None of the Directors of the Company are disqualified for being appointed as Directors as specified under Section 164(2) of the Act read with Rule 14(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014.
CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT
All the Directors and senior management have affirmed the compliance of the Code of Conduct as approved and adopted by the Board of Directors and a declaration to this effect signed by the Managing Director and Chief Financial Officer has been annexed as Annexure A to this Report in line with the requirement of Regulation 26(3) read with Schedule V(D) of the SEBI Listing Regulations. The Code of Conduct of the Company is available on the website of the Company at www.vantageinstitute.in
FAMILIARISATION PROGRAMME FOR DIRECTORS INCLUDING INDEPENDENT DIRECTORS
The Company has an orientation process/familiarization program for its directors (including Independent Directors), which includes sessions on various business and functional matters and strategy sessions. The Company ensures induction and training programs are conducted for newly appointed Directors. New Directors are taken through a detailed induction and familiarization program, including briefing on their role, responsibilities, duties, and obligations, the nature of the business and business model, matters relating to Corporate Governance, Code of Business
Conduct, Risk Management, Compliance Programs, Internal Audit, etc. This is in compliance with the requirements of Regulation 25(7) of the SEBI Listing Regulations. The Companys Whole Time Director & CFO makes presentations to Board members every quarter, sharing updates about the Companys business strategy, operations, and the key trends in the industry relevant for the Company. These updates help the Board members in keeping abreast of the key changes and their impact on the Company. The Board members are regularly updated on business updates, business models and the competitive environment. The Board is also updated on organizational risks, industry review, internal financial controls, changes in corporate and allied laws through presentations.
The details of the Familiarization Programme conducted are available on the website of the Company at www.vantageinstitute.in
DIRECTORS RESPONSIBILITY
STATEMENT
Pursuant to the requirements of Sections 134(3)(c) and 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm that for the financial year ended March 31, 2026:
a. in the preparation of the annual accounts for the year ended March 31, 2026, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same;
b. the Directors 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 March 31, 2026, and of the profit/loss of the Company for the year ended on that date;
c. the Directors have taken proper and enough 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.
d. the Directors have prepared the annual accounts on a going concern basis;
e. 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
f. the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
ANNUAL EVALUATION OF THE BOARD,
ITS COMMITTEES AND INDIVIDUAL DIRECTORS
The Board evaluation is an essential part of the Companys commitment to good corporate governance. By conducting an annual evaluation of its Board, Committees, and individual members, the Company demonstrates its commitment to transparency, accountability, and effective governance. It enables the Board to identify areas where it can improve its performance and ensures that the Companys governance practices remain in line with best practices. The Companys Corporate Governance Guidelines require an annual evaluation of all Board Members and the functioning of the Board and its mandatory Committees. These mandatory Committees includes the
Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee. The purpose of the evaluation is to assess the performance of the Board, and its committees and identify areas for improvement. During FY2025-26, the Board, its committees, and individual directors, including the Chairman, underwent a comprehensive performance evaluation.
Further, in compliance with Regulation 25(4) of SEBI (LODR) Regulations, Independent Directors also evaluated the performance of Non-Independent Directors at a separate meeting of the Independent Directors.
CORPORATE GOVERNANCE REPORT
Maintaining high standards of Corporate Governance has been fundamental to the business of the Company since its inception. The Board of Directors reaffirm their continued commitment to good Corporate Governance and ethical practices.
Your Company has complied with the Corporate Governance requirements specified under SEBI Listing Regulations during the year under review. A detailed report on Corporate Governance as required under Regulation 34 read with Schedule V of the SEBI Listing Regulations is annexed as Annexure B to this report.
As required by Schedule V(E) of the SEBI Listing Regulations, a certificate from Practicing Company Secretary certifying that the Company has complied with the conditions of Corporate Governance as required therein is annexed as Annexure C to this Report.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
In compliance with Regulation 34 of the SEBI Listing Regulations, the separate section on Management Discussion and Analysis, as approved by the Board, which includes details on the state of affairs of the Company, forms part of this Annual Report as Annexure D.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Regulation 34(2) (f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SEBI vide Circular No. SEBI/HO/CFD/CFD-SEC-2/P/CIR/2023/122 dated July 12, 2023, requires Top One Thousand listed entities based on market capitalization, to submit Business Responsibility and Sustainability Report (BRSR) as per the format specified by SEBI. As the name of Vantage Knowledge Academy Limited did not fall under the list of top 1000 listed Companies based on market capitalization provided by BSE, Business Responsibility and Sustainability Report (BRSR) for the FY2025-26 is not applicable to Vantage Knowledge Academy Limited.
DEPOSITS FROM PUBLIC
The Company has not accepted any deposits from the public within the meaning of Chapter V of the Act, and rules made thereunder during the financial year 202526.
LOANS, GUARANTEES, AND INVESTMENTS
Particulars of loans given, investments made, guarantees given, and securities provided are given in Note nos. 9 and 6 of the Notes forming part of Financial Statements.
INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY
The Company has comprehensive internal control mechanism and also has in place adequate policies and procedures for the governance of orderly and efficient conduct of its business, including adherence to the Companys policies, safeguarding its assets, prevention, and detection of frauds and errors, accuracy and completeness of the accounting records, and timely preparation of reliable financial disclosures. The Companys internal control systems are commensurate with the nature of its business, and the size and complexity of its operations and such internal financial controls concerning the Financial Statements are adequate. The Companys Internal Auditor (IA) reports to the Audit Committee and submits its report annually. The remediation of deficiencies as identified by the IA has resulted in a robust framework for internal controls. Further, Statutory Auditors in its report expressed an unmodified opinion on the adequacy and operating effectiveness of the Companys internal financial controls.
The Company has complied with specific requirements as laid under Section 134(5)(e) of the Act, which calls for establishment and implementation of the Internal Financial Control framework that supports compliance with requirements of the Act in relation to the Directors Responsibility Statement.
The Audit Committee, based on its evaluation, has concluded that as on March 31, 2026, your Companys internal financial controls were adequate and operating effectively.
ANNUAL RETURN
Pursuant to Section 134(3)(a) of the Act, the
Annual Return of the Company prepared as per Section 92(3) of the Act for the financial year ended March 31, 2026, is available on the Companys website and can be accessed at www.vantageinstitute.in .In terms of Rules 11 and 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return shall be filed with the Registrar of Companies, within prescribed timelines.
STATUTORY AUDITORS AND THEIR REPORT
Based on the recommendation of the Audit Committee and Board of Directors, the shareholders of the Company at the Extra Ordinary General Meeting held on March 31, 2023 appointed M/s Bhatter & Associates, Chartered Accountants (Firm Registration No. 131411W) as Statutory Auditors of the Company for a period of five years commencing from the conclusion of 10 th Annual General Meeting till the conclusion of 14 th Annual General Meeting of the Company. M/s Bhatter & Associates, Chartered Accountants (Firm Registration No. 131411W) confirmed their eligibility for appointment as Statutory Auditors of the Company.
M/s Bhatter & Associates, Chartered Accountants, Statutory Auditors of the Company have issued an unmodified opinion on the Financial Statements for the financial year 2025-26 and the Auditors Report forms part of this Annual Report.
REPORTING OF FRAUDS BY AUDITORS
The Statutory Auditors have not reported any instance of fraud committed against the Company by its officers or employees under Section 143(12) of the Act.
SECRETARIAL AUDITORS AND THEIR REPORT
According to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board had appointed M/s. Ramesh Chandra Bagdi & Associates, a Company Secretary in Practicing Company Secretary (CP: 2871) to undertake Secretarial Audit for the financial year 202526. The Secretarial Audit Report in the Form No. MR-3 for the year ended March 31, 2026 is annexed as Annexure E to this Report.
The Secretarial Audit Report for the year under review does not contain any qualifications, reservations, or adverse remarks.
In accordance with the Regulation 24A of the SEBI Listing Regulations, the Company has obtained Annual Secretarial Compliance Report from M/s. Ramesh Chandra Bagdi & Associates , Practicing Company Secretary, confirming compliances with all applicable SEBI Regulations, Circulars and Guidelines for the year ended March 31, 2026.
M/s. Ramesh Chandra Bagdi & Associates , Practicing Company Secretary, has issued a certificate confirming that none of the Directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as Directors of companies by SEBI/MCA or any such statutory authority. The said certificate is annexed to this Report.
COMPLIANCE OF SECRETARIAL STANDARDS
Section 118 of the Act mandates compliance with the Secretarial Standards on board meetings and general meetings issued by the Institute of Company Secretaries of India as amended from time to time. During the year under review, the Company has complied with the applicable Secretarial Standards (SS).
COST RECORDS AND AUDIT
The Company is not presently engaged in any activity on which cost audit is applicable.
RELATED PARTY TRANSACTIONS
The Company has a well-defined process of identification of related parties and transactions with related parties, its approval and review process. The Companys Policy on dealing with and materiality of related party transactions is available on the website of the Company at www.vantageinstitute.in . There are no materially significant related party transactions that may have potential conflict with interest of the Company at large.
All related party transactions during the financial year 2025-26 were in the ordinary course of business and at an arms length basis and do not attract the provisions of Section 188 of the Act, hence, no particulars in Form AOC-2 have been furnished.
Related party transactions entered during the financial year under review are disclosed timely along with Audited Financial Results of the Company for the financial year ended March 31, 2026. These transactions entered were at an arms length basis and in the ordinary course of business. All the transactions with related parties were reviewed and approved by the Audit Committee and were in accordance with the Policy on dealing with and materiality of related party transactions and the related party framework, formulated and adopted by the Company.
In terms of Regulation 23 of the SEBI Listing Regulations, the Company submits within the stipulated time from the date of publication of its financial results for the half year, disclosures of related party transactions, in the specified format to the
Stock Exchanges i.e. BSE . The said disclosures are available on the website of the Company at www.vantageinstitute.in
CORPORATE SOCIAL RESPONSIBILITY
Since, the Company does not fall under the criteria stated under Section 135 of the Companies Act, 2013, the Company has not developed or implemented a policy for Corporate Social Responsibility. In view of the same, no CSR initiative was undertaken by the Company.
WHISTLE BLOWER POLICY AND VIGIL MECHANISM
Your Company has laid down a Vigil Mechanism and formulated a Whistle Blower Policy in order to provide a framework for responsible and secure whistle blowing mechanism. The Policy aims to provide an avenue for Employees and Directors to raise their concerns about unethical behavior, actual or suspected fraud or violation of the companys code of conduct and it also empowers the Audit Committee of the Board of Directors to investigate the concerns raised by the employees. Your Company confirms that no Director or employee has been denied access to the Chairperson of the Audit Committee and that no complaints were received during the year 2025-26.
Details of the Companys policy on Whistle Blower / Vigil Mechanism can be accessed at www.vantageisntitue.in .
RISK MANAGEMENT
Risks are an integral part of business, and it is imperative to manage these risks at acceptable levels in order to achieve business objectives. The risks to which the Company is exposed are both external and internal. Your company has formulated a
Risk Management Policy to provide an integrated and standardized approach in managing all aspects of risk to which your Company is exposed. A Board-level Risk Management Committee monitors the Enterprise Risk Management Policy with participation from officers responsible for risk management and to take appropriate steps to ensure that these risks are at acceptable levels. The Audit Committee and Board are updated on how each of the identified risks is monitored during the reporting period to ensure that there is no adverse impact on the Company.
INSIDER TRADING REGULATIONS
Based on the requirements under SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, the Company has adopted a Code of Conduct for Prevention of Insider Trading and Policy on Disclosure of Material Events/ Information which is applicable to all Directors and the Designated Employees of the Company. The Code lays down the guidelines, on the procedures to be followed and disclosures to be made while dealing in shares of the Company and indicate the consequences of non-compliance. A copy of the Code has been put on the Companys website at
www.vantageinstitute.in .
TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
Pursuant to Sections 124 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (IEPF Rules), dividends, if not paid or claimed for a period of 7 (seven) years from the date of transfer to Unpaid Dividend Account of the Company, are liable to be transferred to the Investor Education and Protection Fund (IEPF) .
During the financial year ended March
31,2026 The Company was not required to transfer any amount to the Investor Education and Protection Fund.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT,
2013
The Company has zero tolerance towards sexual harassment at the workplace. The Company has adopted a policy on
During the financial year ended March 31, 2026, the Company has not received any complaint pertaining to sexual harassment. prevention, prohibition and redressal of sexual harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder.
The Company has complied with the provisions relating to the constitution of the Internal Complaints Committee as per the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
The details are listed below:
| Particulars | For FY ended 31 st Marh 2026 |
| Number of sexual harassment complaints received | Nil |
| Number of complaints disposed of | Nil |
| Number cases pending for more than 90 days | Nil |
DISCLOSURE UNDER MATERNITY BENEFIT COMPLIACE
The Company has complied with the provisions relating to maternity benefit under Maternity Benefit Act, 1961.
During the financial year ended March 31, 2026, the Company has not received any maternity requests. The details are listed below:
| Particulars | For FY ended 31 st Marh 2026 |
| Maternity leave provisions | Nil |
| Salary and benefits | Nil |
| Related employee entitlements | Nil |
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN
EXCHANGE EARNINGS, AND OUTGO
Pursuant to Section 134(3)(m) of the Act, the details of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings & Outgo during the year under review are as under:
Conservation of Energy:
Information on Conservation of energy as required under Section 134(3)(m) of the Act read with the Rules made thereunder is not applicable to the Company and hence, no annexure forms part of this report. Adequate measures have been taken to conserve energy wherever possible. The energy saving measures also include installation of LED lighting, selecting and designing offices to facilitate maximum natural light utilisation, optimised usage of lights and continuous monitoring and control of the operations of the air conditioning equipment. The Company evaluates the possibilities and various alternatives to reduce energy consumption.
Technology absorption:
The Management keeps itself abreast of the technological advancements in the industry and has adopted the best across all the functions. Your Companys focused approach is to keep on enhancing its in-house tech capabilities.
Foreign Exchange Earnings & Outgo: Nil
CREDIT RATING 1)
As on March 31, 2026, the Company had no borrowing, hence, credit rating was not required to be obtained.
REMUNERATION POLICY
Based on the recommendation of NRC, the Board has formulated a comprehensive Remuneration Policy for its Directors, Key Managerial Personnel (KMPs), Senior Management, and other employees. The philosophy behind this policy is to create a 3) culture of leadership and trust. This policy is in accordance with Section 178 of the Act and Regulation 19 of Listing Regulations and is available on the Companys website at 4) www.vantageinstitute.in .
The Non-Executive Directors, including Independent Directors, are paid sitting fees 5) for attending the meetings of the Board and Committees of the Board. For details of remuneration paid to Directors including
Independent Directors are provided in the Corporate Governance, form part of this report.
DISCLOSURES OF EMPLOYEES PARTICULARS
Disclosures pertaining to the remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure F to this Report.
There were no employees 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 .
GENERAL DISCLOSURES
No significant or material orders except stated above were passed by any Regulator or Court or Tribunal, which can have an impact on the going concern status and the Companys operations in the future.
There are no material changes and commitments that have occurred between the end of the financial year of the Company and the date of this report, which affects the financial position of the Company.
Managing Director of the Company does not receive any remuneration or commission from any of its subsidiaries.
No equity shares with differential rights as to dividend, voting or otherwise were issued.
No equity shares were issued to employees of the Company under any scheme.
6) No application has been made under the Insolvency and Bankruptcy Code; hence, the requirement to disclose the details of application made or any proceeding pending under Insolvency and bankruptcy Code, 2016, during the financial year along with their status as at the end of the financial year is not applicable.
7) The requirement to disclose the details of difference of difference amount of valuation done at the time of onetime settlement and the valuation done while taking loan from the Bank or financial institutions along with the reasons thereof, is not applicable.
ACKNOWLEDGEMENTS
Your Directors place on record earnest appreciation for the contribution made by each and every employee during the year under review. The Companys consistent growth was made possible by their hard work, solidarity, cooperation and dedication. The Directors also wish to express their gratitude to the Investors for the confidence and faith that they continued to repose in the Company. The Board takes this opportunity to thank all shareholders, business partners, government and regulatory authorities and banks for their continued guidance, encouragement and splendid support.
For and on behalf of the Board of Directors
Sd/-
Rajesh Dedhia Chairman
(DIN:00477958)
Place: Mumbai
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