To,
The Members,
Yuvraaj Hygiene Products Limited
Your Directors hereby present the 31st (Thirty-first) Annual Report of the Company together with the Audited Financial Statements for the Financial Year ended March 31, 2026 ( FY 2025-26 ).
FINANCIAL HIGHLIGHTS:
The financial figures for the year under review along with previous financial year are given below:
(Rs. in Lakhs)
| Particulars | For the Year ended March 31, 2026 | For the Year ended March 31, 2025 |
| Revenue from Operations | 3,873.84 | 4,626.50 |
| Other Income | 1.53 | 1.43 |
| Total Income | 3,875.38 | 4,627.92 |
| Total Expenses | 3,516.57 | 4,041.31 |
| Profit/(Loss) Before Tax | 358.80 | 586.62 |
| Less: Tax Expense | ||
| - Deferred Tax Expenses | - | - |
| - Current Tax Expenses | 27.46 | - |
| Profit/(Loss) After Tax | 331.35 | 586.62 |
| Other Comprehensive Income/(loss) | (7.35) | 11.90 |
| Total Comprehensive Income/(Loss) | 324.00 | 598.52 |
The Financial Statements of the Company for the Financial Year 2025-26 have been prepared in accordance with the Indian Accounting Standards (IND AS) prescribed under Section 133 of the Companies Act, 2013 ( the Act ) read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ( Ind AS ) and other accounting principles generally accepted in India.
STATE OF THE COMPANY AFFAIRS:
a) Segment-wise position of its business and its operations:
Your company operates across multiple segments, offering a wide range of Household Cleaning Products, Insecticide Products, and Warehousing & Storage Solutions.
b) Key Business Developments:
As part of its continued business development initiatives, the Company expanded its business activities into the warehousing and storage segment, with a view to leveraging emerging market opportunities, enhancing its ability to serve evolving customer requirements, and creating sustainable avenues for future growth.
c) Change in financial year:
During the year under review, no application was made to Regional Director for change in financial year.
d) Capital Expenditure Programs:
During the Financial Year under review, no capital expenditure programs were conducted.
e) Details of status of mergers, acquisition, expansion, modernization, diversification:
During the Financial Year under review, no application for mergers, acquisition, expansion, modernization was made, except the Company diversified its business activities into warehouse and storage solutions which is related and advantageously combined with the existing product lines. Accordingly, the object clause of the Company was altered to facilitate the diversification of its business activities.
f) Development, acquisitions and assignment of material IPR:
Your company has registered trademark, however, during the financial year under review there were no development, acquisitions and assignment of material Intellectual Property Rights.
g) any other material event having impact on the affairs of the company:
During the financial year under review, the Company altered its main object clause of Memorandum of Association by inserting activities to broaden the scope of its business and facilitate future diversification into emerging areas and new product lines i.e entering into warehouse and storage solutions segment that was complementary to and aligned with its existing business operations with the approval of the Members obtained on June 12, 2025, by way of a Special Resolution passed through Postal Ballot through remote e-voting.
REVIEW OF OPERATIONS:
During the year under review, the Company earned total income of Rs. 3,875.38 (Lakhs) as against Rs. 4,627.92(Lakhs) in the previous year. The Profit before tax is Rs. 358.80 (Lakhs) as against profit before tax earned Rs. 586.62 (Lakhs) in the previous year.
In addition, profit after tax for financial year under review is Rs. 331.35 (lakhs) in comparison to the profit of Rs. 586.62 (lakhs) in previous year.
Your Company is undertaking active efforts towards accelerating the growth speed and is optimistic about better performance in the future.
CHANGE IN NATURE OF BUSINESS:
During the year under review, your Company undertook strategic diversification initiatives aimed at broadening its operational scope and capitalising on emerging market opportunities. Accordingly, the Company expanded into additional product lines by amending the Main Object Clause of its Memorandum of Association. The requisite amendment was approved by way of a Special Resolution passed on June 12, 2025 through Postal Ballot conducted by remote e-voting. The amendment enables the Company to undertake activities involving the use of materials such as plastics, steel, wood and allied materials, including the manufacture of furniture and products made therefrom.
DIVIDEND:
Though the Company has earned profits for the financial year ended March 31, 2026, the Board of Directors, keeping in view the objective of ensuring financial stability and strengthening the Company s financial position, has decided not to recommend any dividend for the financial year 2025-26 under review.
TRANSFER TO RESERVES:
During the year under review, the Company has not made any transfer to reserves.
SHARE CAPITAL:
Authorized Share Capital
The Authorized Share Capital of the Company as on March 31, 2026, is Rs. 9,33,00,000/- (Rupees Nine Crores Thirty-Three Lakhs Only) divided into 9,33,00,000 (Nine Crores Thirty-Three Lakhs) Equity Shares of Re. 1/- (Rupee One Only) each.
During the financial year under review, there was no change in the authorized share capital of the Company.
Issued, Subscribed, Paid-up Share Capital
The issued, subscribed and paid-up share capital of the Company as on March 31, 2026, is Rs. 9,06,56,406/- (Rupees Nine Crores Six Lakhs Fifty-Six Thousand Four Hundred and Six Only) divided into 9,06,56,406 (Nine Crores Six Lakhs Fifty-Six Thousand Four Hundred and Six) Equity Shares of Re.1/- (Rupee One Only) each.
Further, during the year under review, the Company has not issued equity shares with differential rights as to dividend, voting or otherwise.
PUBLIC DEPOSIT:
During the financial year under review, the Company has not accepted any deposits from public/members within the meaning of Sections 73 and 76 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014.
ANNUAL RETURN:
Pursuant to Sections 92(3) and 134(3)(a) of the Act, a copy of the Annual Return of the Company in Form MGT-7 for the FY 2025-26 is available on the website of the Company and can be accessed https://hic.in/disclosure-under-regulations-46-of-sebi-lodr-regulations/.
MANAGEMENT DISCUSSION & ANALYSIS REPORT:
The Management Discussion and Analysis Report as prescribed under Regulation 34 of the SEBI Listing Regulations is provided in a separate section and forms an integral part of this Annual Report enclosed as Annexure III .
DESIGNATED PERSON FOR THE PURPOSE OF DECLARATION OF BENEFICIAL INTEREST IN THE SHARES OF THE COMPANY:
Pursuant to amendment in the Rule 9(4) of Companies (Management and Administration) Rules, 2014, every Company required to designate a person who shall be responsible for furnishing, and extending co-operation for providing, information to the Registrar or any other authorized officer with respect to beneficial interest in shares of the company.
Accordingly, Mr. Mustafa Badami, Company Secretary and Compliance Officer shall be responsible for furnishing, and extending cooperation for providing, information to the Registrar or any other authorized officer with respect to beneficial interest in shares of the company.
DIRECTORS AND KEY MANAGERIAL PERSONNEL:
Yuvraajs Board consists of 5 (Five) Directors including 2 (Two) Executive Directors, 1 (One) Non-executive Director and 2 (Two) Independent Directors. In the opinion of the Board, the Independent Directors appointed are persons of high repute, integrity and possesses the relevant expertise and experience in the respective fields.
The composition of the Board of Directors during the FY 2025-2026 is as follows:
| Sr. No. Name of the Director | Designation |
| 1. Mr. Vishal Chamanlal Gupta | Chairman & Independent Director |
| 2. Mr. Vishal Kampani | Managing Director |
| 3. Mrs. Benu Kampani | Whole Time Director |
| 4. Mr. Ankur Kampani | Non-Independent, Non-Executive Director |
| 5. Mr. Deepak Lalchand Nichani | Independent Director |
None of the Directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as director of the Company by the SEBI, Ministry of Corporate Affairs or any other statutory authority.
Re-appointment of Managing Director and Whole Time Director of the Company
Mr. Vishal Kampani, Managing Director, and Mrs. Benu Kampani, Whole-Time Director of the Company, completed their respective terms of office on April 10, 2026. Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors, at its meeting held on February 13, 2026, approved their re-appointment under the same designations for a further term of three years.
The re-appointment was subsequently approved by the Members of the Company by way of Special Resolution through the remote e-voting process conducted pursuant to the Postal Ballot, with the results declared on April 3, 2026.
Accordingly, Mr. Vishal Kampani and Mrs. Benu Kampani have been re-appointed as Managing Director and Whole-Time Director, respectively, with effect from April 11, 2026, for a further term of three years, up to April 10, 2029.
Retirement by rotation:
In accordance with the provisions of Section 152 of the Act read with the Companies (Management and Administration) Rules, 2014 and in accordance with the Articles of Association of the Company, Mr. Ankur Kampani (DIN: 06370995), Non-Executive Director of the Company, who is liable to retire by rotation at the ensuing Annual General Meeting ( AGM ), being eligible, offers himself for re-appointment. Accordingly, based on performance evaluation and the recommendation of Nomination and Remuneration Committee ( NRC ), the Board recommends his re-appointment to the members. Brief profile of Mr. Ankur Kampani forms part of the Notice convening the Annual General Meeting.
Declaration from Independent Directors:
The Company has received declaration from both the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act read with Rules framed thereunder and Regulation 16(1)(b) of the Listing Regulations. There has been no change in the circumstances which may affect their status as Independent Directors of the Company and the Board is satisfied of the integrity, expertise and experience (including proficiency in terms of Section 150(1) of the Act and applicable rules thereunder) of all Independent Directors on the Board.
The Independent Directors of the Company have included their names in the databank of Independent Directors maintained with the Indian Institute of Corporate Affairs in terms of Section 150 of the Act read with Rule 6(1) and 6(2) of the Companies (Appointment & Qualification of Directors) Rules, 2014 as per the Ministry of Corporate Affairs Notification dated October 22, 2019.
Key Managerial Personnel (KMP):
Pursuant to the provisions of Section 2(51) and Section 203 of the Act, the following are KMPs of the Company as on March 31, 2026:
| Sr. No. Name of the KMP | Designation |
| 1. Mr. Vishal Kampani | Managing Director |
| 2. Mrs. Benu Kampani | Whole Time Director |
| 3. Mr. Ravindrakumar Sharma | Chief Financial Officer |
| 4. Mr. Mustafa Badami | Company Secretary & Compliance Officer |
DIRECTORS RESPONSIBILITY STATEMENT:
Pursuant to the provisions of Section 134(3) (c) and Section 134(5) of the Act, your Directors to the best of their knowledge and ability confirm that:
a. in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;
b. the directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;
c. the directors have 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 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 were operating effectively; and
f. the directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
ANNUAL PERFORMANCE EVALUATION BY THE BOARD, IT S COMMITTEES, AND OF INDIVIDUAL DIRECTORS:
Pursuant to the applicable provisions of the Act, a formal annual evaluation needs to be made by the Board of its own performance and that of its Committees and individual directors. Schedule IV of the Act and the Listing Regulations state that the performance evaluation of the independent directors shall be done by the entire Board of Directors, excluding the director being evaluated. The Board works with the Nomination and Remuneration Committee to lay down the evaluation criteria.
The Board has carried out an evaluation of its own performance, the directors individually as well as the evaluation of the working of its Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee of the Company. The Board has devised questionnaire to evaluate the performances of each of Executive, Non-Executive and Independent Directors. Such questions are prepared considering the business of the Company and the expectations that the Board have from each of the Directors. The evaluation framework for assessing the performance of Directors comprises of the following key areas:
i. Attendance at the Board Meetings and Committees Meetings;
ii. Quality of contribution to Board deliberations;
iii. Strategic perspectives or inputs regarding future growth of Company and its performance; and iv. Providing perspectives and feedback going beyond information provided by the management.
The Independent Directors met on February 13, 2026, without the presence of other Directors or members of Management. In the meeting, the Independent Directors reviewed the performance of Non-Independent Directors, the Board as a whole, and the Chairman. They assessed the quality, quantity, and timeliness of the flow of information between the Company Management and the Board. The Independent Directors expressed satisfaction over the performance and effectiveness of the Board, individual Non-Independent Directors, and the Chairman.
In accordance with the criteria suggested by the Nomination & Remuneration Committee, the performance of each independent director was evaluated by the entire Board of Directors (excluding the director being evaluated) on various parameters such as qualification, experience, availability and attendance, integrity, commitment, governance, independence, communication, preparedness, participation and value addition. The Board was of the unanimous view that each independent director was a reputed professional and brought his/her rich experience to the deliberations of the Board.
During the financial year under review, the Nomination & Remuneration Committee reviewed the performance of all the Executive and Non-Executive directors.
MEETINGS OF THE BOARD:
The Board meets at regular intervals to discuss and decide on Company/ business policy and strategies apart from other Board Business.
The Notice of the Board Meeting is given well in advance to all the Directors of the Company. The Agenda of the Board/ Committee Meeting is circulated at least seven days prior to the date of the meeting to enable the Directors to take an informed decision.
During the year under review, 8 (Eight) Board Meetings were held, i.e., on May 02, 2025, May 29, 2025, July 07, 2025, August 13, 2025, September 02, 2025, November 14, 2025, February 05, 2026 and February 13, 2026. The intervening gap between the two consecutive Board meetings did not exceed the period prescribed by the Act, Listing Regulations, Secretarial Standard on Board Meetings (SS-1) issued by ICSI.
The details of attendance of the Directors at the meetings held during the year under review is stated herewith:
| Sr. No. Name of Directors | Category | No. of Meetings attended |
| 1 Mr. Vishal Chamanlal Gupta | Chairman & Independent Director | 8 |
| 2 Mr. Vishal Kampani | Managing Director | 8 |
| 3 Mrs. Benu Kampani | Whole Time Director | 8 |
| 4 Mr. Ankur Kampani | Non-Executive Director | 8 |
| 5 Mr. Deepak Lalchand Nichani | Independent Director | 8 |
MEETING OF INDEPENDENT DIRECTORS:
As stipulated by the Code of Independent Directors under Schedule IV to the Act, a separate meeting of the Independent Directors of the Company was held on February 13, 2026 without the presence of the Non-Independent Directors and members of management, to review the performance of Non- Independent Directors, the Board as whole and the Chairman of the Company and to assess the quality, quantity and timeliness of flow of information between the Company, the management and the Board.
COMMITTEES OF THE BOARD:
As required under the applicable provisions of the Act the Company has constituted following Statutory Committees of the Board viz.:
1. Audit Committee;
2. Stakeholders Relationship Committee; and
3. Nomination and Remuneration Committee.
AUDIT COMMITTEE:
The Audit Committee is duly constituted as per the provisions of Section 177 of the Act and SEBI Listing regulations:
During the Financial Year under review, the Committee met 5 (Five) times i.e. on May 29, 2025, August 13, 2025, September 02, 2025, November 14, 2025, and February 13, 2026.
All the recommendations made by the Audit Committee were accepted and approved by the Board.
All members are financially literate and bring in expertise in the fields of finance, accounting, development, strategy and management.
The composition of the members of the Audit Committee is stated herewith:
| Sr. No. Name of Director | Designation |
| 1. Mr. Vishal Chamanlal Gupta | Chairman |
| 2. Mr. Vishal Sudhir Kampani | Member |
| 3. Mr. Deepak Lalchand Nichani | Member |
The attendance of the members of the Audit Committee Financial Year 2025-2026 is stated herewith:
| Sr. No. Name of Directors | Designation | No. of Meetings attended |
| 1. Mr. Vishal Chamanlal Gupta | Chairman | 5 |
| 2. Mr. Vishal Sudhir Kampani | Member | 5 |
| 3. Mr. Deepak Lalchand Nichani | Member | 5 |
Mr. Vishal Chamanlal Gupta, Chairman of the Audit Committee was present at the last AGM of the Company held on September 30, 2025. Mr. Mustafa Badami, Company Secretary & Compliance Officer of the Company acts as the Secretary to the Committee.
The broad terms of reference of Audit Committee are as follows:
i. Review of Quarterly / Half Yearly / Yearly results and Financial Statements before submission to the Board;
ii. To insure the objectivity, credibility and correctness of the Company s financial reporting and disclosure processes;
iii. Review of policies and framework related to risk management, internal control and governance processes and reviewing performance of statutory and internal auditors, adequacy of the internal control systems, whistle blower mechanism;
iv. Recommendation for appointment, remuneration and terms of appointment of auditors and approval of payment to statutory auditors for any other services rendered by the statutory auditors;
v. Reviewing, with the management, the statement of uses / application of funds raised through an issue and making recommendations to the Board in this matter;
vi. Matter to be included in the Director s Responsibility Statement;
vii. Changes, if any, in the accounting policies;
viii. Major accounting estimates and significant adjustments in financial statement;
ix. Compliance with listing and other legal requirements concerning financial statements;
x. Interaction with statutory and internal auditors;
xi. Approval of appointment of Chief Financial Officer after assessing the qualification, experience and background of the candidate;
xii. Management Discussion and Analysis of financial condition and results of operations; and.
xiii. Review and approval of related party transactions, inter-corporate loans and investments.
STAKEHOLDERS RELATIONSHIP COMMITTEE:
The Composition of the Stakeholders Relationship Committee is in compliance with the provisions of Section 178 of the Act and SEBI Listing regulations.
The Committee is primarily responsible to review all matters connected with the Company s transfer of securities and redressal of shareholders / investors / security holders complaints.
During the Financial Year under review, the Committee met 1 (One) time on May 29, 2025.
The composition of the members of the Stakeholders Relationship Committee is stated herewith:
| Sr. No. Name of Director | Designation |
| 1. Mr. Vishal Chamanlal Gupta | Chairman |
| 2. Mr. Vishal Sudhir Kampani | Member |
| 3. Mr. Deepak Lalchand Nichani | Member |
The attendance of the members of the Stakeholders Relationship Committee, Financial Year 2025-2026, is stated herewith:
| Sr. No. Name of Directors | Category | No. of Meetings attended |
| 1. Mr. Vishal Chamanlal Gupta | Chairman | 1 |
| 2. Mr. Vishal Sudhir Kampani | Member | 1 |
| 3. Mr. Deepak Lalchand Nichani | Member | 1 |
Mr. Vishal Chamanlal Gupta, Chairman of the Stakeholders Relationship Committee was present at the last Annual General Meeting of the Company held on September 30, 2025. Mr. Mustafa Badami, Company Secretary & Compliance Officer of the Company acts as the Secretary to the Committee.
The scope of the Committee includes the following:
To deal with matters relating to share transfers/transmissions.
To review the system of dealing with and responding to correspondence from shareholders.
To review and deal with complaints and responses to letters received from Stock Exchange, SEBI and Department of Company Affairs.
NOMINATION AND REMUNERATION COMMITTEE:
The Composition of the Nomination and Remuneration Committee is in compliance with the provisions of Section 178 of the Act.
During the Financial Year under review, the Committee met 4 (Four) times i.e. on August 13, 2025, September 02, 2025, November 14, 2025 and February 13, 2026.
The composition of the members of the Nomination and Remuneration Committee is stated herewith:
| Sr. No. Name of Director | Designation |
| 1. Deepak Lalchand Nichani | Chairman |
| 2. Ankur Sudhir Kampani | Member |
| 3. Vishal Chamanlal Gupta | Member |
The attendance of the members of the Nomination and Remuneration Committee for the Financial Year 2025-2026 is stated herewith:
| Name of Directors | Category | No. of Meetings attended |
| Mr. Deepak Lalchand Nichani | Chairman | 4 |
| Mr. Vishal Chamanlal Gupta | Member | 4 |
| Mr. Ankur Kampani | Member | 4 |
Mr. Deepak Lalchand Nichani, Chairman of the Nomination & Remuneration Committee couldn t attend the last Annual General Meeting of the Company held on September 30, 2025. Mr. Mustafa Badami, Company Secretary & Compliance Officer of the Company acts as the Secretary to the Committee.
REMUNERATION POLICY:
The Board has, pursuant to Section 178(3) of the Act and on the recommendation of Nomination and Compensation - cum - Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration ( Remuneration Policy ) which is available on the website of your Company at www.hic.in.
The current policy of the Company is to have an appropriate mix of executive, non-executive, and independent directors to maintain the independence of the Board, and separate its functions of governance and management. As on March 31, 2026, the Board consists of 5 (Five) members, 2 (two) of whom are executive directors, 2 (two) are independent directors, and 1 (one) is a non-executive director. The Board periodically evaluates the need for change in its composition and size.
PARTICULARS OF THE EMPLOYEES AND REMUNERATION:
Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this report as Annexure- II
FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:
Independent Directors (Ids) inducted to the Board are provided orientation on the Companys business operations, products, organization structure as well as the Board constitution and its procedures through various programmes / presentations.
The IDs are also provided with an opportunity to visit the Companys plants. The Company as on date of this report has two (2) Independent Directors on its board. Details of familiarization given to the Independent Directors in the areas of business, strategy, governance, operations, safety, health, environment are available on the website of the Company.
CODE FOR PREVENTION OF INSIDER TRADING
The Board of Directors has formulated a Code of Conduct for Insiders ( Code of Conduct ) and the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information ( Code of Fair Disclosure ) to regulate, monitor and report trading activities by its designated person and their immediate relatives. The Company also maintains a Policy on Code of Practices and Procedures for fair disclosure of Unpublished Price Sensitive Information (UPSI). This Policy specifies the procedures to be followed by Designated Persons while dealing in shares of the Company when in possession of UPSI. The Codes outlines their obligations and responsibilities of Designated Persons, maintenance of the structured digital database, pre-clearance procedures, mechanism to prevent insider trading, handling and disclosure of UPSI for legitimate purposes, consequences of violations. The Company has also maintained Structured Digital Database (SDD) to ensure compliance with the statutory requirements. The Company ensures that the Designated Persons are familiarized about the Code of Conduct and trained on maintaining SDD. Further, the Compliance Officer has received requisite disclosure from the Directors and Designated Persons in compliance with the Code from all the designated persons.
The aforementioned Codes can be accessed on the website of the Company at the following web link: Code of Conduct: https://hic.in/policies/ Code of Fair Disclosure: https://hic.in/policies/
VIGIL MECHANISM / WHISTLE BLOWER POLICY:
In accordance with Section 177 of the Act, the Company has adopted a Vigil Mechanism / Whistle Blower Policy to deal with instance of fraud and mismanagement, if any.
The Company had established a mechanism for directors and employees to report concerns about unethical behavior, actual or suspected fraud, or violation of our Code of Conduct and Ethics. The mechanism also provides for adequate safeguards against victimization of directors and employees who avail of the mechanism and also provide for direct access to the Chairman of the Audit Committee in the exceptional cases.
We affirm that during the Financial Year 2025-26, no employee or director was denied access to the Audit Committee and that no complaints were received during the year under review. The Vigil mechanism / Whistle Blower Policy is available on the website of the Company at https://hic.in/policies/.
RISK MANAGEMENT:
The Company has laid down a well-defined Risk Management Policy to identify the risk, analyze and to undertake risk mitigation actions. The Board of Directors regularly undertakes the detailed exercise for identification and steps to control them through a well-defined procedure.
The Board and the Audit Committee periodically reviews the risks associated with the Company and recommend steps to be taken to control and mitigate the same through a properly defined framework. The Risk Management Policy is available on the website of the Company at https://hic.in/policies/.
DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE:
There was no significant or material order passed by any regulator or court or tribunal, which impacts the going concern status of the Company or will have bearing on Companys operations in future.
DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:
Pursuant to the provisions of Section 135 read with Companies (Corporate Social Responsibility) Rules, 2014, the Company has framed a Policy on Corporate Social Responsibility.
The details as per the provisions of Rule 8 of Companies (Corporate Social Responsibility) Rules, 2014 is annexed herewith and marked as Annexure IV .
Since, the amount to be spent by a company under sub-section (5) does not exceed fifty lakh rupees, the requirement under sub-section (1) for constitution of the Corporate Social Responsibility Committee shall not be applicable and the functions of such Committee provided under this section shall, in such cases, be discharged by the Board of Directors of such company.
STATUTORY AUDITORS AND AUDITORS REPORT:
Pursuant to the provisions of Section 139(2)(b) of the Act read with the Companies (Audit and Auditors) Rules, 2014, an audit firm can be appointed for two terms of five consecutive years each. Accordingly, based on the recommendation of Audit Committee and Board, the members at their 27th AGM held on September 30, 2022 approved re-appointment of M/s. N. S. Gokhale & Co., Chartered Accountants, Thane (FRN: 1032870W) as Statutory Auditors of the Company for another term of 5 (five) years commencing from the conclusion of the 27th AGM until the conclusion of the 32nd AGM.
During the year under review, the Auditor had not reported any fraud under Section 143(12) of the Act therefore no detail is required to be disclosed under Section 134(3)(ca) of the Act.
The Auditors Report for the financial year ended March 31, 2026 does not contain any qualification, reservation or adverse remark except attention is drawn on the points relating to Material Uncertainty related to Going Concern , the notes on the financial statement referred to in the Auditors Report are self-explanatory and do not call for any further comments.
INTERNAL AUDITOR:
Pursuant to the provisions of Section 138 of the Act read with the Companies (Accounts) Rules, 2014, M/s. Vikram Shah and Co., Chartered Accountants, Mumbai (FRN: 131270W) were appointed as the Internal Auditors of the Company in the meeting of the Board of Directors held on August 14, 2019 from Financial Year 2019-20 till the time they express unwillingness to act as such or the Board decides otherwise.
The Internal Auditor monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliances with operating systems, accounting procedures and policies and report the same to the Audit Committee on quarterly basis.
Based on the report of internal auditors, the management undertakes corrective action in their respective areas and thereby strengthens the controls.
INTERNAL FINANCIAL CONTROL WITH REFERENCE TO THE FINANCIAL STATEMENTS:
The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to Company Policies, safeguarding of assets, prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and timely preparation of reliable financial disclosures.
The Audit Committee in co-ordination with the Board evaluates the Internal Financial Control Systems and strives to maintain the appropriate Standards of Internal Financial Control. The details in respect of internal financial control and their adequacy are included in the Management Discussion & Analysis Report, which forms part of this Annual Report.
SECRETARIAL AUDITORS AND THEIR REPORT:
Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company appointed CS Vishal N Manseta, Practicing Company Secretary, Mumbai to undertake the Secretarial Audit of the Company for a period for a period of Five consecutive years commencing from Financial Year 2025-26 till financial year 2029-30.
The Secretarial Audit Report is annexed herewith as Annexure I .
The Secretarial Audit Report for the Financial Year 2025-26 does not contain any qualification, reservation or adverse remark or disclaimer
MAINTAINENCE OF COST RECORDS:
Pursuant to the provisions of Section 148(1) of the Act, maintenance of cost records or Cost Audit was not applicable to the Company during the year under review.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:
The particulars of Loans, Guarantees and Investments made by the Company under the provisions of Section 186 of the Act are given in the notes to the Financial Statements provided in this Annual Report.
PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES:
Pursuant to the applicable provisions of Act all transactions with related parties that were entered into during the Financial Year were on an arm s length basis and were in the ordinary course of business. There are no materially significant transactions with related parties made by the Company with Promoters, Directors, KMPs which may have a potential conflict with the interest of the Company at large. The policy on Related Party Transactions as approved by the Board is uploaded on the Company s website at https://hic.in/policies/.
Since all the transactions with related parties during the year were on arm s length basis and in the ordinary course of business, the disclosure of related party transactions as required under Section 134(3)(h) of the Act in Form AOC-2 is not applicable for FY 2025-26.
The Company has made full disclosure of transactions with the related parties as set out in Note No. 34 of Financial Statement, forming part of the Annual Report.
PARTICULARS OF LOANS ACCEPTED FROM DIRECTORS OR RELATIVES OF DIRECTORS:
During the year under review, the Company has accepted loans from its Directors as stated herewith:
(Rs. in Lakhs)
| Name of Directors / Relatives | Designation | Amount received during the year | Balance Outstanding as on March 31, 2026 |
| (In Rs.) | (In Rs.) | ||
| Mr. Vishal Kampani | Managing Director | 1,103.48 | 1,100.46 |
| Mrs. Benu Kampani | Whole-time Director | 0.38 | - |
| Total | 1,103.86 | 1,100.46 |
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
Pursuant to Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, details regarding Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo for the year under review are as follows:
A. Conservation of Energy
a. Steps taken or impact on conservation of energy The Operations of the Company do not consume energy intensively. However, Company continues to implement prudent practices for saving electricity and other energy resources in day-to-day activities.
b. Steps taken by the Company for utilizing alternate sources of energy Though the activities undertaken by the Company are not energy intensive, the Company shall explore alternative sources of energy, as and when the necessity arises.
c. The capital investment on energy conservation equipment Nil
B. Technology Absorption
a. The efforts made towards technology absorption The Company continues to take prudential measures in respect of technology absorption, adaptation and take innovative steps to use the scarce resources effectively.
b. The benefits derived like product improvement, cost reduction, product development or import substitution Not Applicable
c. In case of imported technology (imported during the last three years reckoned from the beginning of the financial year) Not Applicable
d. The expenditure incurred on Research and Development - Not Applicable
C. The Particulars of Foreign Exchange and Outgo for the year under review are as follow:
(Rs. in Lakhs)
| Particulars | Year ended March 31, 2026 | Year ended March 31, 2025 |
| Foreign exchange earning | - | - |
| Foreign exchange outgo | 395.20 | 339.21 |
STOCK EXCHANGE:
The Equity Shares of the Company are listed on BSE Limited. The Company has paid the Annual listing fees for the financial year 2026-2027 to the said Stock Exchange.
SUBSIDIARY, ASSOCIATE AND JOINT VENTURE COMPANIES:
As on March 31, 2026, the Company does not have any Subsidiary, Joint Venture or Associate company. Hence, preparation of consolidated financial statements and statement containing salient features of the Subsidiary/ Associate or Joint Ventures companies in Form AOC-1 as per the provisions of Section 129 of the Act is not applicable to the Company.
The Company does not have any Subsidiary, Joint Venture or Associate Company. Hence, there is no requirement of disclosure of names of the company that has become or ceased to be its subsidiaries, joint ventures or associate companies during the financial year under review.
MATERIAL CHANGES AND COMMITMENT, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENT RELATES AND THE DATE OF THE REPORT:
No material changes and commitment, affecting the financial positions of the Company occurred between the end of the Financial Year 2025-26 to which this financial statement relates and the date of this report.
REPORT ON CORPORATE GOVERNANCE:
As per the provisions of Regulation 15(2) of Listing Regulations the provisions related to Corporate Governance as specified in Regulations 17, 17A, 18, 19, 20, 21, 22, 23, 24, 24A, 25, 26, 27 and clauses (b) to (i) and (t) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V shall not apply to a listed entity having paid up Share Capital not exceeding Rupees Ten Crores and Net-worth not exceeding Rupees Twenty-Five Crores, as on the last day of the previous financial year.
As on the last day of the previous financial year, the paid-up Share Capital and Net-worth of the Company was below the threshold limits stated above, thereby presently the Company is not required to comply with the above provisions of Corporate Governance.
Accordingly, the Report on Corporate Governance and Certificate regarding compliance of conditions of Corporate Governance are not made a part of the Annual Report.
Pursuant to the Regulation 34(2)(e) of Listing Regulations, the Report on Management Discussion and Analysis is a part of the Annual Report as Annexure III .
COMPLIANCE WITH SECRETARIAL STANDARDS:
The Company has devised proper systems to ensure compliance with the applicable Secretarial Standards issued by the ICSI and the Company complies with all the applicable provisions of the same during the year under review.
DISCLOSURE IN RESPECT OF STATUS OF APPLICATION OR PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE:
During the year under review, no application was made or any proceedings were pending against the Company under the Insolvency and Bankruptcy Code, 2016.
DISCLOSURE RELATING TO DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND VALUATION DONE WHILE TAKING LOAN FROM BANK OR FINANCIAL INSTITUIONS ALONG WITH THE REASONS THEREOF:
During the year under review, no such one-time settlement was done in respect of any loan taken by the Company from Banks / Financial Institutions.
GREEN INITIATIVE:
As a responsible Corporate Citizen, the Company embraces the Green Initiative undertaken by the Ministry of Corporate Affairs, Government of India, enabling electronic delivery of documents including the Annual Report and Notices to the Shareholders at their e-mail address registered with the Depository Participant (DPs) and Registrar and Share Transfer Agent.
We would greatly appreciate and encourage more Members to register their email address with their Depository Participant or the RTA/Company, to receive soft copies of the Annual Report and other information disseminated by the Company. Shareholders who have not registered their e-mail addresses so far are requested to do the same. Those holding shares in demat form can register their e-mail address with their concerned DPs. Shareholders who hold shares in physical form are requested to register their e-mail addresses with the RTA/ Company, by sending KYC updation forms duly signed by the shareholder(s) with required details. Please note that all documents relating to Annual General Meeting shall be available on the Company s website.
We invite Shareholders who haven t registered their e-mail addresses to join this initiative and support environment sustainability.
DISCLOSURE RELATING TO THE COMPLIANCE OF THE PROVISIONS RELATING TO THE MATERNITY BENEFIT ACT 1961
During the FY 25-26, there were no instances requiring the application of provisions under the Maternity Benefit Act, 1961 ( Act ).
However, the Company remains committed to full compliance with the Act and is fully prepared to extend all statutory benefits to eligible women employees, as and when required.
DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
In accordance with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ( POSH Act ) and the Rules made thereunder, the Company has in place a policy which mandates no tolerance against any conduct amounting to sexual harassment of women at workplace. The Company has constituted Internal Complaints Committee to redress and resolve any complaints arising under the POSH Act. During the year under review, no complaint was received by the Committee on sexual harassment.
| Sr. No. Particulars | No. of Complaints |
| 1. Number of complaints of sexual harassment received in the year | Nil |
| 2. Number of complaints disposed of during the year | Nil |
| 3. Number of cases pending for more than ninety days | Nil |
ACKNOWLEDGEMENT:
Your Directors take this opportunity to place on record their warm appreciation and acknowledge with gratitude the assistance, co-operation and support extended to your Company by bankers, clients, employees as well as the investing community and look forward to their continued support.
The Directors appreciate and value the contribution made by every member of the Yuvraaj Hygiene Products Limited family.
Yuvraaj Hygiene Products Limited
| Sd/- | Sd/- | |
| Vishal Kampani | Benu Kampani | |
| Place : Navi Mumbai | Managing Director | Whole Time Director |
| Date : August 28, 2026 | DIN: 03335717 | DIN: 01265824 |
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