To
The Members, JSW Holdings Limited
Your Directors are pleased to present the 25th Board's Report on the
business and operations of your Company, together with
Standalone and Consolidated Financial Statements for the year ended March 31, 2026.
Financial Results
The summary of your Company's financial performance for the current Financial Year as
compared to the previous
Financial Year is detailed below:
(Rs. in Lakh)
|
Standalone |
Consolidated |
Particulars |
FY 25-26 |
FY 24-25 |
FY 25-26 |
FY 24-25 |
| Total Revenue |
17,945.23 |
24,808.99 |
17,945.23 |
24,808.99 |
| Profit before Interest, Depreciation & Tax (before Exceptional Items) |
16,542.46 |
23,403.77 |
16,542.46 |
23,403.77 |
| Exceptional Items |
244.34 |
- |
244.34 |
- |
| Less: Depreciation |
(0.63) |
- |
(0.63) |
- |
| Profit before Tax |
16,297.49 |
23,403.77 |
16,297.49 |
23,403.77 |
| Less: Tax Expense |
(4,138.44) |
(5,934.01) |
(4,138.44) |
(5,934.01) |
| Profit after Tax before share of profit/loss from Associates |
12,159.05 |
17,469.76 |
12,159.05 |
17,469.76 |
| Add: Share of profit from Associates (Net) |
- |
- |
2,505.91 |
2,112.89 |
| Profit after Tax |
12,159.05 |
17,469.76 |
14,664.97 |
19,582.65 |
| Other Comprehensive Income |
1,40,716.95 |
5,80,328.27 |
1,55,479.00 |
5,67,950.48 |
Total Comprehensive Income |
152876.00 |
597798.03 |
170143.00 |
587533.13 |
Review of Operations
A. Standalone:
FortheFinancialYearunderreview,yourCompanyearned a total revenue on Standalone basis of
Rs.17,945.23 Lakh, comprising of income by way of interest of Rs.11,971.03
Lakh, dividend of Rs.5,193.76 Lakh, pledge fees of Rs.181.11
Lakh, Management Advisory Services fees of Rs.496.08 Lakh and gain on fair value
changes of Rs.103.25 Lakh. The Profit before interest, depreciation and tax was
Rs.16,542.46 Lakh and after providing for depreciation of Rs.0.63 Lakh and Tax of
Rs.4,138.44 Lakh the Net Profit for the year was Rs.12,159.05 Lakh.
B. Consolidated:
During the year under review, your Company earned total Consolidated Revenue of
Rs.17,945.23 Lakh, comprising of income by way of interest of Rs.11,971.03
Lakh, dividend of Rs.5,193.76 Lakh, pledge fees of Rs.181.11
Lakh, Management Advisory Services fees of Rs.496.08 Lakh and gain on fair value
changes of Rs.103.25 Lakh. Your Company has two Associate Companies and after considering
the share of profit from associates of
Rs.2,505.91 Lakh, the consolidated profit after tax for the year was Rs.14,664.97 Lakh.
Dividend
Your Directors do not recommend any dividend for the
Financial Year under review. In terms of the provisions of Regulation 43A of the
Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ('SEBI
Listing Regulations'), your
Company has formulated and adopted a Dividend Distribution Policy, which is available
on the Company's website and can be accessed at www.jswholdings.in.
. Transfer to Reserves
The Company has not transferred any amount to the
Reserves for the year ended March 31, 2026.
?. Changes in Capital Structure
During the year under review, there were no changes to the Company's share capital. The
paid-up equity share capital of the Company is Rs. 11,09,96,250.
Material changes and commitments affecting the financial position of the Company
There have been no material changes and commitments affecting the financial position of
the Company which have occurred between the end of the Financial Year of the Company to
which the financial statements relate and the date of the report.
Holding, Subsidiary, Joint Ventures & Associate Company
Your Company does not have any holding company, subsidiary company or joint venture. As
per the provisions of Section 129(3) of the Companies Act, 2013 (the 'Act'), a statement
containing salient features of the financial statements of the Company's associate
companies in Form AOC-1 is annexed to the financial statements of the Company.
The following companies continue to be Associate
Companies as on March 31, 2026:
A. Sun Investments Private Limited
Sun Investments Private Limited ('SIPL') is a Non-
Banking Financial Company registered with the
Reserve Bank of India. The net worth of SIPL as on March 31, 2026 is Rs.1,04,918.41
Lakh.
B. Jindal Coated Steel Private Limited
Jindal Coated Steel Private Limited ('JCSPL') was formed with the main object of
trading and manufacturing various types of steel and allied products. The net worth of
JCSPL as on March 31, 2026 is Rs.7,958.80 Lakh.
Core Investment Company ('CIC')
In accordance with the Reserve Bank of India (Core
Investment Companies) Directions, 2025, as amended, your Company is a Core Investment
Company with an asset size of above Rs.100 crore. Since the company is not accessing
public funds, it is not required to be registered under Section 45IA of the Reserve Bank
of India Act, 1934 and is termed as an 'Unregistered CIC'.
Your Company continues to carry on the business permitted for Unregistered CIC.
Change in nature of business
During the Financial Year under review, there has been no change in the nature of
business of the Company.
> . Future Prospects
Your Company holds significant investments in equity shares of JSW Steel Limited
besides certain other investments in other Group Companies, therefore, the business
prospects of the Company largely depends on the business prospects of JSW Steel Limited
and the steel industry in general.
The Indian steel industry put up a strong performance in FY 2025-26, consolidating its
position as the world's second largest producer while navigating global uncertainties and
price pressures.
Growth in steel consumption remained healthy in India at 7.9% in FY 2025-26, following
four consecutive years of double-digit growth. The strong demand led to the country's
steel consumption beyond 164 MnT during the year under review, while the per capita
consumption crossed 115 kg. Both flat and long products (excluding stainless steel)
recorded similar growth of 8.3% in FY 2025-26.
In the first half of the year, growth in government capex remained strong, while the
second half was marked by a strong momentum in automobile and other consuming sectors that
gained from GST reforms.
The last quarter of the year saw a strong momentum, with consumption growing 10.5%
Steel production outpaced consumption during the year with new capacities going on stream
and crude steel output increasing by 11%. Growth in iron ore output lagged at 7.4%,
leading to a sharp spurt in imports of iron ore. Steel exports recovered in FY 2025-26,
erasing much of the decline seen in the previous year. Imports, on the other hand,
declined after the imposition of safeguard duty. India's trade in steel was broadly
balanced in FY 2025-26 after two years of being a net importer and recorded a small
net export.
> Deposits
Your Company has neither accepted nor renewed any deposits within the meaning of
Section 73(1) of the Act read with the Companies (Acceptance of Deposits) Rules, 2014.
. Annual Return
Pursuant to the provisions of Section 134(3)(a) of the Act, the Annual Return, referred
to in Section
92(3) of the Act, in Form MGT-7, of the Company for FY 2025-26 will be available
on the Company's website at www.jswholdings.in.
. Directors and Key Managerial Personnel
The Board of Directors comprises distinguished professionals of proven integrity and
competence, who provide strategic direction, guidance and leadership to the Company.
As on March 31, 2026, Your Board of Directors comprises of 6 Directors including 3
Independent Directors out of which 1 is a Woman Independent Director. Mr. Manoj Kr. Mohta
(DIN: 02339000), Whole-time Director, CEO
& CFO and Mr. Akshat Chechani, Company Secretary & Compliance Officer are the
Key Managerial Personnel of your Company.
A. Appointment / Re-appointment / Resignation / Cessation of Directors and Key
Managerial Personnel
During the year under review, Mr. Kantilal N. Patel (DIN: 00019414) was re-appointed as
Non-Executive Director of the Company at the 24th Annual General Meeting of the
Company held on July 31, 2025.
B. Directors liable to retire by rotation
In accordance with the provisions of Section 152(6) of the Act and the Articles of
Association of the Company,
Mr. Vineet Agrawal (DIN: 02027288), Non-Executive
Director of the Company is liable to retire by rotation at the ensuing 25th Annual
General Meeting ("AGM") and being eligible, has offered himself for
re-appointment.
A Resolution seeking Members' approval for re-appointment along with the profile
and other relevant details of Mr. Agrawal as required under Regulation 36(3) of the SEBI
Listing Regulations and Secretarial Standards 2 has been provided in the Notice of the
25th AGM.
Your Directors recommend the re-appointment of
Mr. Vineet Agrawal as a Non-Executive Director to the Members for their approval.
C. Re-appointment of Whole-time Director
Pursuant to the recommendations of the Nomination & Remuneration Committee, the
Board of Directors at its meeting held on May 28, 2026, has approved the reappointment of
Mr. Manoj Kr. Mohta Mehta as Whole-time Director, designated as Whole-time Director, CEO
& CFO for a term of 5 (Five) years commencing from June 1, 2026, on the
terms and conditions mentioned in the Notice accompanying this Report, subject to approval
of the members at the ensuing AGM.
D. Board Independence
Your Company has received declarations from all Independent Directors of the Company
confirming that they meet the criteria of independence as prescribed under the Act and
Regulations 16 (1)(b) and 25 of the SEBI Listing Regulations.
The following Directors are Independent Directors of the
Company as on the date of this report:
Mr. N. K. Jain
Mr. Pankaj Kulkarni
Ms. Anuradha Bajpai
The Independent Directors have complied with the Code for Independent Directors
prescribed under Schedule IV of the Act and the SEBI Listing Regulations. The Board is of
the opinion that the Independent Directors of the
Company possess requisite qualifications, experience and expertise in delivering on
their duties with highest integrity. The brief details of the familiarisation programme
are available at: www.jswholdings.in.
The Company familiarizes its Independent Directors with their role, rights,
responsibilities, nature of
Company's business and associated business risks. Regular updates are made to the
Directors.
E. Company's policy on Directors', KMP & other employees' appointment and
remuneration
The Company has formulated, amongst other, the
Policies on the Directors', KMP & other employees' appointment including criteria
for determining qualifications, positive attributes, independence of a Director and other
matters as provided under sub-section (3) of Section 178 of the Act. The salient features
of the Nomination Remuneration Policy form part of Corporate Governance Report and
detailed policy has also been published on the website www.jswholdings.in.
F. Meetings of the Board
The Board meets to discuss and decide on Company / business policies and strategies
apart from other Board business. A tentative date of the Board and Committee
Meetings are circulated to the Directors in advance to facilitate them to plan their
schedule and to ensure meaningful participation in the meetings. However, in case of a
special and urgent business need, the Board's approval is availed by passing resolutions
through circulation, as permitted by law, which are recorded in the subsequent Board
Meeting. Usually the meetings of the Board/ Committees are held in Mumbai.
During the year under review, the Board met Four (4) times on May 28, 2025; July 31,
2025; November 6, 2025 and January 29, 2026. The necessary quorum was present for all the
meetings. The maximum interval between two meetings did not exceed 120 days as prescribed
under the Act and Regulation 17 of the SEBI
Listing Regulations and Secretarial Standard on the meetings of Board of Directors
(SS-1).
G. Annual Evaluation
Pursuant to the provisions of the Act and Regulation
17 and Part D of Schedule II of SEBI Listing Regulations read with SEBI Guidance Note
dated January 5, 2017, the Company has framed a Policy for Performance Evaluation of
Independent Directors, Board, Committees and other individual Directors based on various
aspects such as competency of Directors, experience of Directors, mix of qualifications,
diversity in Board, frequency of meeting, execution and performance of specific duties,
obligations and governance.
On the basis of the criteria specified, the performance evaluation of individual
Directors including Chairman,
Independent Directors and Non-Executive Director was carried out by Nomination &
Remuneration Committee
(NRC), while the Board carried out the performance evaluation of Independent Directors
and that of its
Committees, in a structured manner.
The Directors have expressed their satisfaction with the evaluation process and its
report were duly noted in the meeting of NRC and the Board.
H. Committees of the Board
The Board of Directors of your Company have constituted following Committees in line
with the applicable provisions of the Act and SEBI Listing Regulations: i. Audit Committee
ii. Nomination & Remuneration Committee iii. Stakeholders' Relationship Committee iv.
Corporate Social Responsibility Committee v. Risk Management Committee vi. Share Transfers
Committee
More information on all of the above Committees including details of its composition,
scope, meetings and attendance has been provided in the Corporate Governance Report, which
forms part of this
Annual Report.
> . Auditors
A. Statutory Auditors
Your Company has appointed M/s. H P V S & Associates, Chartered Accountants (Firm
Registration No. 137533W),
Mumbai as the Company's Statutory Auditors from the conclusion of the 21st AGM till the
conclusion of the 26th AGM. The Statutory Auditors have confirmed that they
continue satisfy the independence criteria as required under the Act.
B. Secretarial Auditors
Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and
Remuneration of
Managerial Personnel) Rules, 2014 read with Regulation 24A (1)(b) of the SEBI Listing
Regulations, the Members at the 24th Annual General Meeting held on July 31, 2025 had
appointed M/s. SR Agarwal & Associates, Practicing
Company Secretaries, as the Secretarial Auditors of the Company for a term of five
consecutive years, commencing from financial year 2025-26 till financial year 2029-30.
The Secretarial Audit Report for financial year 2025-26 in Form No. MR-3 is appended as
Annexure A and forms part of this Report.
C. Cost Records and Cost Auditors
Maintenance of cost records and requirement of cost audit as prescribed under the
provisions of Section
148(1) of the Act are not applicable for the business activities carried out by the
Company.
D. Comments on Auditors' Report
There are no qualifications, reservations or adverse remarks or disclaimers made by
M/s. H P V S &
Associates, Chartered Accountants, Statutory
Auditors, in their Audit Report and by M/s. SR Agarwal
& Associates, Practicing Company Secretaries, in their
Secretarial Audit Report. During the year under review, none of the Auditors reported
any incident of fraud to the Audit Committee of the Company.
>?. Particulars of loans or guarantees given, securities provided or investments
made under Section _ of the Act
The particulars of loans granted, guarantees provided and investment made pursuant to
the provisions of
Section 186 of the Act are detailed hereinbelow: (Rs. in Lakh)
Name of the Company |
Amount at the beginning of the year |
Transactions during the year (Net) |
Balance at the end of the year |
| Adarsh Advisory |
47,197.00 |
(3,685.40) |
43,511.60 |
| Services Pvt. Ltd |
|
|
|
| JSW Investments |
20,244.50 |
10,800.75 |
31,045.25 |
| Pvt. Ltd. |
|
|
|
| Everbest Consultancy |
15,305.00 |
2,505.00 |
17,810.00 |
| Services Pvt. Ltd. |
|
|
|
| JSW Projects Ltd. |
- |
25,500.00 |
25,500.00 |
| JSW Techno Projects |
7500.00 |
(7500.00) |
- |
| Management Limited |
|
|
|
| JTPM Metal Traders Ltd. |
12,500.00 |
(12,500.00) |
- |
| South West Mining Ltd |
16,300.00 |
- |
16,300.00 |
Total |
119046.50 |
15120.35 |
134166.85 |
For details of the existing investment kindly refer Note 8 of the Standalone
Financial Statements.
. Related Party Transactions
Your Company has robust framework for identification and monitoring of all Related
Party Transactions. Any potential or actual conflict of interest that may arise because of
entering into such transactions are promptly informed to the Audit Committee. The
Company's Policy on dealing with Related Party Transactions, as approved by the Board, is
available on the website of the Company at the link: www.jswholdings.in.
All Related Party Transactions (RPTs), that were entered into by the Company, during
the Financial Year under review, were on arm's length basis and in the ordinary course of
business. In accordance with the provisions of Section 177 of the Act and Regulation 23 of
SEBI
Listing Regulations, all RPTs were placed before the
Audit Committee for its approval.
The details of transactions / contracts / arrangements entered into by the Company with
Related Parties during the Financial Year under review are set out in the
Notes to the Financial Statement.
The disclosure of material RPTs as required to be made under Section 134 in Form AOC-2
is not applicable.
. Particulars regarding Conservation of Energy, Technology Absorption, Foreign Exchange
Earnings and Outgo
As your Company is not engaged in any manufacturing activity, particulars regarding
conservation of energy and technology absorption as required to be disclosed pursuant to
provision of Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts)
Rules, 2014 are not applicable.
There was no Foreign Exchange Earnings as well as
Outgo during the Financial Year under review as well as during FY 2025-26.
. Risk Management
Your Company in line with its business plan and risk appetite, has adopted a robust
Risk Management Policy, to identify, assess, monitor and address the full spectrum of
risks applicable and mitigate & manage such risks, including the combined impact of
those risks. Your Company being an Unregistered
CIC, its operations are limited to investments in and providing loans and securities to
group companies.
The policy has been drafted in line with the Company's business operations with an
objective to develop a 'risk intelligent' culture that drives informed decision making and
builds resilience to adverse developments while ensuring that opportunities are exploited
to create value for all stakeholders. The Company has constituted a Risk Management
Committee in accordance with the requirements of SEBI Listing Regulations to, inter-alia,
monitor the risks and their mitigating actions. Risks related to internal controls,
compliances and systems are reviewed in detail by the Audit Committee. All risks including
investment risks are reviewed in the meetings of the Board of Directors. In the Board's
view, there are no material risks, which may threaten the existence of the Company.
. Internal Financial Controls
The Board of Directors in consultation with Internal Auditors have laid down the
Internal Financial Controls
Framework, commensurate with the size, scale and complexity of the Company's
operations. To maintain its objectivity, the Internal Audit Program is reviewed and
approved by the Audit Committee at the beginning of the year to ensure that the coverage
of the area is adequate.
The Internal Audit team quarterly monitors and evaluates the efficacy and adequacy of
internal control systems in the Company, its compliance with operating systems, accounting
procedures and policies. Based on the report of internal audit function, process owners
undertake corrective action in their respective areas and thereby strengthen the controls.
Significant audit observations, if any, are presented to the Audit Committee along with
the status of management actions and the progress of implementation of recommendations.
_ . Communication Framework between Those Charged with Governance (TCWG) and Statutory
Auditors
In accordance with the guidelines issued by the
National Financial Reporting Authority (NFRA) vide its Circular dated January 7, 2026
on "Effective
Communication Between Statutory Auditors and Those
Charged with Governance ("TCWG"), the Company has established a structured
and well-documented Communication Framework between TCWG and the Statutory Auditors
enables timely, transparent, and constructive engagement throughout the audit cycle and
supports effective oversight of audit scope, audit quality, auditor independence,
significant accounting judgements, internal financial controls, and regulatory compliance
matters.
The Company remains committed to maintaining high standards of ethical conduct,
transparency, and corporate governance, and to continually strengthening its governance
framework in line with applicable laws, regulatory requirements, and evolving best
practices. In this regard, the Board of Directors has been identified as the TCWG for the
purpose of interactions with the Statutory Auditors, and the Whole-time Director, CEO
& CFO, Mr. Manoj Kr. Mohta has been designated as the nodal person for facilitating
effective two-way communication between the Statutory Auditors and the TCWG.
_ Whistle Blower Policy / Vigil Mechanism
The Company has a whistle blower policy encompassing vigil mechanism, pursuant to the
requirements of the Section 177(9) of the Act read with Rule 7 of the Companies (Meetings
of the Board and its Powers) Rules, 2014 and Regulation 22 of the SEBI Listing
Regulations, to provide employees and directors with a safe and confidential channel to
share their inputs and report to the Management their concerns about unethical behaviour,
actual or suspected fraud or violation of the company's code of conduct or ethics policy
and leak or suspected leak of unpublished price sensitive information, details of which
are covered in the Corporate Governance Report, which forms part of this Annual Report.
The Audit Committee reviews the functioning of the Whistle Blower Policy and the latest
revision was approved on May 28, 2026. The said policy is available on the Company's
website at www.jswholdings.in.
. Digital Platform for Tracking Insider Trading
Your Company, in compliance with the provisions of the
SEBI (Prohibition of Insider Trading) Regulations, 2015 ("Insider Trading
Regulations"), have adopted a Code of Conduct to regulate, monitor and report trading
by
Insiders in the securities of the Company. The Company has also established an insider
trading tracking platform for maintaining the structured digital database of Designated
Persons and effectively monitoring the trade in the securities of the Company by such
Designated Persons. The Board through its Audit
Committee reviews trading by Insiders and process for sharing UPSI for legitimate
business purpose.
. Corporate Social Responsibility
The Company believes in inclusive growth to facilitate creation of a value based and
empowered society through continuous and purposeful engagement with society. All our CSR
initiatives are approved by the CSR
Committee in line with the Company's CSR Policy which is reviewed periodically.
JSW Foundation administers the planning and implementation of all our CSR initiatives.
The details about the initiatives taken by the Company during the year under review, to be
provided as per the Companies
(Corporate Social Responsibility Policy) Rules, 2014 have been appended as Annexure
B to this Report.
The CSR Policy is uploaded on the website of the Company and can be accessed at
www.jswholdings.in.
_ . Significant and material orders passed by the Regulators or Courts or Tribunals
impacting the going concern status and Company's operations in future
There are no significant and material orders passed by the Regulators or Courts or
Tribunals which would impact the going concern status and the Company's future operations.
_?. Corporate Governance Report
Your Company has complied with the requirements of
Regulations 17 to 27 of the SEBI Listing Regulations on Corporate Governance and
amendments thereof regarding corporate governance. Pursuant to Schedule
V of the SEBI Listing Regulations, a report on Corporate Governance along with the
Auditors' Certificate on compliance thereof is annexed separately to this Annual Report.
. Management Discussion & Analysis Report
The Management Discussion & Analysis Report on the operations of the Company for
the year under review, as required under Schedule V of the SEBI Listing Regulations is
provided in a separate section and forms part of this Annual Report.
. Business Responsibility and Sustainability Report (BRSR)
In accordance with Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Business Responsibility and Sustainability Report
(BRSR), together with the Report on assurance of the BRSR Core issued by an Independent
Assurance provider, is being presented to the stakeholders as a part of this Annual
Report. The Report on assurance is also available on the website along with the BRSR
Report: www.jswholdings.in. The Company continues to enhance the governance, systems
and processes supporting sustainability data collection and reporting to ensure accuracy,
timeliness and transparency.
. Compliance with Secretarial Standards
Your Company has complied with the Secretarial
Standards i.e., Meeting of the Board of Directors (SS-1) and General Meetings (SS-2)
for FY 2025-26.
. Human Resources
Your Company continues to put due emphasis on appropriate human resource development
for its business. The employees of your Company and the
Group fully identify with the Company's and Group's vision and business goals.
_ . Employees Stock Option Plans
Your Company has recognized Employee Stock Options as an effective instrument to
attract talent and align the interest of employees with that of the Company, thereby
providing an opportunity to the employees to share in the growth of the Company and to
create long term wealth in the hands of employees. The Company had at its 20th
Annual General Meeting had also adopted
"The O. P. Jindal Employees Stock Ownership Plan (JSWHL) 2021" ("ESOP
2021"). The ESOP Schemes are in compliance with the Securities and Exchange
Board of India (Share Based Employee Benefits & Sweat
Equity Shares) Regulations, 2021 ("the SEBI SBEB Regulations").
The details/disclosure(s) on the aforesaid Employee Stock Option Scheme(s) as required
to be disclosed are available on the Company's website at www.jswholdings.in.
A Certificate from the Company Secretary in Practice certifying that the Company's
Stock Option Plan is being implemented in accordance with the SEBI SBEB Regulations and
shall be made available for inspection during the 25th AGM.
_ Particulars of Employees and related disclosures
Disclosure pertaining to 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 C and forms a part of this
Report.
Disclosure pertaining to remuneration and other details as required under Section
197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 forms a part of this Report. However, as
per first proviso to Section 136(1) of the Act and second proviso of Rule 5(3) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Annual
Reports are being sent electronically to the
Members of the Company excluding the said statement.
Any Member interested in obtaining a copy of the said statement may write to the
Company Secretary at the
Registered Office of the Company.
. Prevention of Sexual Harassment
Your Company follows JSW Group Prevention of Sexual Harassment (POSH) Policy in line
with the Requirements of Sexual Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013. An
Internal Complaints Committee has been set up at group level to redress complaints
received regarding sexual harassment. All employees (permanent, contractual, temporary and
trainees) are covered under this policy. No complaints pertaining to sexual harassment
were received during FY 2025-26.
. Compliance with the Maternity Benefit Act, _>
The Company is in compliance with the applicable provisions relating to maternity
benefits as prescribed under the Maternity Benefit Act, 1961
_ . Directors Responsibility Statement
Pursuant to the requirements under Section 134(5) of the Act, the Board of Directors,
to the best of its knowledge and ability, confirm that: i. in the preparation of the
annual accounts, the applicable accounting standards have been followed along with proper
explanations relating to material departures; ii. they have selected such accounting
policies and applied them consistently and made judgements 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 on
March 31, 2026 and of the profit of the Company for that period; iii. they 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; iv. they have prepared the
annual accounts on a 'going concern' basis; v. they have laid down internal financial
controls to be followed by the Company and that such internal financial controls are
adequate and were operating effectively; and vi. they have devised proper systems to
ensure compliance with the provisions of all applicable laws and such systems were
adequate and operating effectively.
_?. Other Disclosures
In terms of applicable provisions of the Act and SEBI Listing Regulations, your Company
discloses that during the Financial Year under review: i. there was no issue of shares
(including sweat equity shares) to employees of the Company under any scheme. ii. there
was no Scheme for provision of money for the purchase of its own shares by employees or by
trustees for the benefit of employees save and except under Employee Stock Option Scheme
referred to in this Report. iii. The Whole-time Directors of the Company does not receive
any remuneration or commission from any of the subsidiaries of the Company. The Company
does not have a subsidiary. iv. there was no public issue, rights issue, bonus issue or
preferential issue, etc.
v. there was no issue of shares with differential rights. vi. there was no transfer of
unpaid or unclaimed amount to Investor Education and Protection Fund
(IEPF). vii. no significant or material orders were passed by the Regulators or Hon'ble
Courts or Tribunals which impact the going concern status and Company's operations in
future. viii. There was no instance of one time settlement with any bank or financial
institution. ix. there were no proceedings for Corporate
Insolvency Resolution Process initiated under the
Insolvency and Bankruptcy Code, 2016.
. Appreciation & Acknowledgements
Your Directors wish to express their sincere appreciation for the assistance and
co-operation received from
Banks, Reserve Bank of India, Stock Exchanges, National
Securities Depository Limited, Central Depository
Services (India) Limited, Depository Participant (Stock Holding Corporation of India)
and other Government Agencies and Shareholders.
Your Directors also place on record their appreciation for the valuable services
rendered and the commitment displayed by the employees of the Company and look forward to
their continued support in the future as well.
|