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Jagsonpal Pharmaceuticals Ltd. Directors Report
Search Company 
You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 1440.31 Cr. P/BV 4.98 Book Value (Rs.) 43.84
52 Week High/Low (Rs.) 265/155 FV/ML 2/1 P/E(X) 33.43
Bookclosure 04/09/2026 EPS (Rs.) 6.53 Div Yield (%) 1.83
Year End :2026-03 

Your directors are pleased to present the 47th Annual Report of the Company, together with the audited financial statements
for the financial year ended March 31, 2026.

1. FINANCIAL PERFORMANCE

The Audited Financial Statements of your Company as on March 31, 2026, have been prepared in accordance with the
applicable Indian Accounting Standards ("Ind AS"), and Regulation 33 of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and the provisions of
the Companies Act, 2013 ("Act").

The summarized financial highlights are depicted below:

Particulars

2025-26

2024-25

Revenue from operations

2,872.25

2,687.16

Other Income

119.95

81.90

Operating Expenditure

2,291.51

2,176.45

Profit for the year before interest, depreciation and Amortization
and tax

700.69

592.61

Less: Finance costs

10.28

9.58

Less: Depreciation

94.44

81.31

Profit/(Loss) before tax (before exceptional items and tax)

595.97

501.72

Exceptional items

(20.79)

(196.87)

Provision for taxation

131.87

135.72

Provision for Deferred tax charge/(credit)

12.49

9.26

Profit/(Loss) after tax

430.82

553.61

Appropriations:

Proposed Dividend

263.72

165.99

Carried forward to retained earning

167.10

387.62

Notes:

1. Previous year figures have been re-grouped/re-arranged wherever necessary.

2. BUSINESS PERFORMANCE OVERVIEW

During the year under review, the Company continued
to focus on strengthening its presence in the Indian
pharmaceutical market through sustained investments
in its branded formulations business, expansion of its
product portfolio, and enhancement of its commercial
capabilities. The Company remained committed to
delivering quality healthcare solutions across key
therapeutic segments while pursuing sustainable and
profitable growth.

The Company continued to focus on improving
market reach through its field force, strengthening
relationships with healthcare professionals, and
enhancing the efficiency of its distribution network.
Continuous emphasis on operational excellence,
customer engagement, and portfolio optimisation
enabled the Company to reinforce its competitive
position in the market.

Revenue from operations increased to ^2,872.25
million from ^2,687.16 million in the previous financial
year, registering a growth of 6.9%. Total income for
the year stood at ^2,992.20 million as compared to
^2,769.06 million in FY 2024-25, supported by higher
operating revenue.

The Company's operating performance remained
robust, with profit before exceptional items and tax
increasing by 18.8% to f595.97 million from f50U2
million in the previous year, reflecting the strength of
its core business operations and continued focus on
operational efficiency.

Profit after tax for the year was f430.82 million,
compared to ^553.61 million in FY 2024-25. Basic
earnings per equity share increased to f8.26 from
f6.40 in the previous year, reflecting the Company's
continued ability to generate value for its shareholders.

A significant strategic development post closure of the
year was the execution of a Share Purchase Agreement
for the acquisition of an 85% equity stake in Aequitas
Healthcare Private Limited. This acquisition marks
an important milestone in the Company's growth
Journey and is expected to strengthen its presence in
the domestic pharmaceutical market by expanding its
product portfolio, enhancing its therapeutic coverage,
and creating opportunities for operational and
commercial synergies.

The detailed operational performance of your
Company has been comprehensively discussed in the
Management Discussion and Analysis Report, which
forms part of this Annual Report.

3. DIVIDEND

The Board of Directors has recommended a final
dividend of f4.00 (Rupees Four only) representing 200%
per equity shares of face value
' 2.00 each (Rupees Two
only) each, comprising a final dividend of f2.50 per
equity share and a one-time special dividend of fl.50
per equity share, for the financial year ended March
31, 2026. The payment of the said dividend is subject
to the approval of the shareholders at the ensuing 47th
Annual General Meeting of the Company. The dividend
payout is in accordance with the Company's Dividend
Distribution Policy. In terms of Regulation 43A of the
SEBI Listing Regulations the policy is available on
website of the Company at
www.jagsonpal.com

4. TRANSFER TO RESERVE

The Directors do not propose any transfer to reserves.

5. SHARE CAPITAL

As on March 31, 2026, the Authorised Share Capital
of the Company is f 25,00,00,000/- divided into
7,50,00,000 equity shares of f 2/- each with voting
rights and 5,00,00,000 equity shares of f 2/- each with
differential voting rights.

S.

No

Particulars

No of Shares

1

No. of shares at beginning of
year (April 1, 2025)

6,63,98,630

2

No. of shares alloted on exercise
of
ESOPs (FY 25-26)

5,63,620

3

No. of issued shares at closure
of year (March 31, 2026)

6,69,62,250

4

No. of shares allotted on April
13, 2026 on exercise of
ESOPs

1,76,900

5

Less: No. of shares brought back

16,00,000

6

Total No. of issued shares post
Buy- Back (June 2, 2026)

6,55,39,150

Buy- Back of Equity Shares of Company

The Board of Directors approved the buyback of fully
paid-up equity shares of the Company in accordance

with the provisions of Sections 68, 69 and 70 of the
Companies Act, 2013, the applicable rules made
thereunder, the Securities and Exchange Board of India
(Buy-back of Securities) Regulations, 2018 (as amended),
and other applicable laws which was subsequently
approved by Shareholders of Company through Postal
Ballot on April 27, 2026.

The buyback was undertaken with the objective of
optimising the Company's capital structure, enhancing
shareholder value, and returning surplus cash to
shareholders while maintaining adequate financial
resources to support the Company's growth plans.

The buyback was carried out through the tender offer
route, pursuant to which the Company bought back
16,00,000 fully paid-up equity shares of face value f2
each at a price of f250 per equity share, aggregating
to f400 million. Consequent to the completion of
the buyback, the bought-back equity shares were
extinguished in accordance with the applicable
provisions of law, resulting in a corresponding reduction
in the paid-up equity share capital of the Company. The
Buy- Back which opened on May 08, 2026 and closed on
May 14, 2026 was subscribed by 3.67 times.

Further the shares were brought back from the Public
Shareholders of the Company as the promoters did not
participate in the Buy- back.

Acquisition of Aequitas Healthcare Private Limited

On June 29, 2026, the Board of Directors approved the
acquisition of 85% equity stake in Aequitas Healthcare
Private Limited ("Aequitas"), a Mumbai-based
pharmaceutical company primarily engaged in the sale
and distribution of pharmaceutical products to hospitals.
The acquisition was successfully consummated on
July 17, 2026, and consequent to the acquisition,
Aequitas has become a subsidiary of the Company.

The acquisition marks the Company's strategic entry
into the hospital segment and is aligned with its long¬
term strategy of strengthening its presence across
the healthcare value chain. Aequitas has established
relationships with leading hospital chains across
India, and the acquisition is expected to complement
the Company's existing portfolio by expanding its
institutional business and creating opportunities for
sustainable long-term growth.

The total consideration for the acquisition of the 85%
equity stake was f20.80 crore, was funded through
internal accruals of the Company. The remaining
15% equity stake is held by the existing promoters of
Aequitas, who will continue to be associated with the
business to support its future growth and continuity.

The Board believes that the acquisition will strengthen
the Company's market position, diversify its distribution
channels, and create long-term value for all stakeholders.

6. DIRECTORS AND KEY MANAGERIAL
PERSONNEL

Mr. Prithipal Singh Kochhar, Non Executive Director of
the Company, retires by rotation at the ensuing Annual
General Meeting and being eligible, offers himself
for reappointment.

Post closure of financial year Ms. Pallavi Dinodia Gupta
resigned from post of Independent Director of the
Company on May 18, 2026.

Mr. Anil Kumar Matai was appointed as Independent
Director of the Company on June 25, 2026.

Change in Key Managerial Personnel:

During the year under review, Mr. Sachin Jain ceased to
be the Chief Financial Officer of the company, pursuant
to cessation of employment during the probation
period on July 8, 2025.

The Board of Directors on the recommendation of the
Audit Committee and Nomination & Remuneration
Committee appointed Mr. Nirav Niranjankumar Vora
as Chief Financial Officer (CFO) w.e.f October 7, 2025.

As on March 31, 2026 Mr. Manish Gupta, Managing
Director, Mr. Nirav Niranjankumar Vora, CFO and
Mr. Pratham Rawal, Company Secretary & Compliance
Officers were the Key Managerial Personnel of
the Company.

7. AUDITORS AND AUDITOR'S REPORT
STATUTORY AUDITORS:

At the 43rd AGM held on 14 September 2022, members
had appointed M/s. Walker Chandiok & Co. LLP,
Chartered Accountants (ICAI Registration No. 001076N/
N500013), as Statutory Auditors for a period of five
years until the conclusion of the 48th AGM in 2027.

Their Audit Report for FY 2026 is unmodified and does
not contain any qualifications, reservations, or adverse
remarks. Statutory Auditor has confirmed their eligibility
and peer review status under I CAI norms.

During the year under review, the Auditors have not
reported any fraud or such matters as provided under
Section 143(12) of the Companies Act.

SECRETARIAL AUDITORS:

At the 46th AGM held on September 2025, members
had appointed M/s. Ayush Khandelwal & Associates,
Practicing Company Secretaries (COP No. 19171) as
Secretarial Auditors for a period of five years until the
conclusion of the 51st AGM in 2030.

The Secretarial Auditor has confirmed that he is not
disqualified to continue as the Secretarial Auditor and
is eligible to hold office as Secretarial Auditor of your
Company. The Secretarial Audit Report for the year
under review is provided as
'Annexure-3' of this report.

COST AUDITORS:

In terms of the provisions of Section 148(1) of the Act,
read with the Companies (Cost Records and Audit) Rules,

2014, the Board of Directors, on the recommendation
of the Audit Committee, appointed M/s Kirit Mehta &
Co. LLP as Cost Auditor of the Company for the financial
year 2025-26. The remuneration of the cost auditor
was approved by the members in the 46th Annual
General Meeting.

The Board has re-appointed M/s. Kirit Mehta & Co. LLP
Cost Accountants as the Cost Auditors of your Company
for conducting the audit of cost records for FY 2026¬
27. A resolution seeking approval of the Shareholders
for ratifying the remuneration payable to the Cost
Auditors for FY 2026-27 is provided in the Notice of
the ensuing AGM.

The Company has maintained the Cost Records as
specified by the Central Government under Section
148(1) of the Act. The Cost Audit Report for the year
does not contain any qualification, reservation or
adverse remark.

INTERNAL AUDITORS:

M/s. S S Kothari Mehta & Company, Chartered
Accountants, are the Internal Auditors of the Company.

During the year under review, Internal Auditors were
satisfied with the management response on the
observations and recommendations made by them
during the course of their audit. Key audit findings
and corrective actions were reviewed by the Audit
Committee. No material lapses or fraud were reported.

8. INTERNAL FINANCIAL CONTROLS

Jagsonpal maintains an adequate internal control system
that is commensurate with the scale, complexity, and
nature of its operations. These controls are structured
to provide reasonable assurance with respect to:

1. Operational efficiency and effectiveness;

2. Prevention and timely detection of fraud and errors;

3. Safeguarding of assets

4. Adherence to applicable statutory and
regulatory requirements;

5. Accuracy and reliability of accounting records; and

6. Timely and accurate financial reporting

Periodic reviews and internal audits are conducted to
continuously strengthen these mechanisms and drive
business excellence.

9. CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO AND EXPENDITURE
AND RESEARCH & DEVELOPMENT

The particulars relating to conservation of energy,
technology absorption, foreign exchange earnings and
outgo, as required to be disclosed under Section 134(3)
(m) of the Act read with Rule 8(3) of the Companies
(Accounts) Rules, 2014 is attached as an '
Annexure 1'
forming part of this report.

10. PARTICULARS OF EMPLOYEES AND RELATED
DISCLOSURES

Your Company has 1,305 employees as on March
31, 2026.

The information 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 attached as an
'Annexure 2' forming part
of this report except the report as per Rule 5(2) of
the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014. In terms of Section
136 of the Act, the said report is open for inspection at
the Corporate Office of the Company during working
hours and any Member interested in obtaining a copy
of the same may write to the Company Secretary at
cs@jagsonpal.com.

11. ANNUAL RETURN

Pursuant to Section 92(3) and Section 134(3)(a) of the
Companies Act, 2013, the Company has placed a copy
of the Annual Return on its website at
www.jagsonpal.
com
.

12. CORPORATE SOCIAL RESPONSIBILITY

The Corporate Social Responsibility Committee
comprises of Ms. Radhika Madhukar Dudhat,
Independent Director as the Chairperson, Ms. Pallavi
Dinodia Gupta, Independent Director and Mr. Manish
Gupta, Managing Director as the Members. Your
Company has formulated a policy on CSR and the same
can be accessed at
www.jagsonpal.com.

Pursuant to cessation of Ms. Pallavi Dinodia Gupta
and appointment of Mr. Anil Kumar Matai the CSR
Committee of the Company has been re-constituted
w.e.f June 25, 2026 by inducting Mr. Matai in place of
Ms. Pallavi Dinodia Gupta.

The detailed Annual Report on CSR activities as required
under Companies (Corporate Social Responsibility
Policy) Rules, 2014 is attached as an
'Annexure 4'
forming part of this report.

13. BOARD EVALUATION

The Board adopted a formal mechanism for evaluating
its performance as well as that of its Committees and
individual Directors, including the Chairperson of the
Board for the FY 2025-26. A detailed questionnaire
was prepared in accordance with the criteria outlined
in the SEBI's 'Guidance Note on Board Evaluation' and
was approved by the Nomination and Remuneration
Committee ("NRC"). The results of the evaluation
showed high level of commitment and engagement
of the Board, its various Committees and individual
Directors. The recommendations arising from the
evaluation process were discussed at the Independent
Directors' meeting held on March 23, 2026 and also at
the NRC meeting and Board meeting held on April 27,
2026. The suggestions were considered by the Board to
optimize the effectiveness and functioning of the Board
and its Committees.

The Nomination and Remuneration Policy can be
accessed at
https://www.jagsonpal.com/policies/

14. MEETINGS OF THE BOARD

During the year under review, 8 (Eight) Board Meetings
were held on May 6, 2025, July 8, 2025, July 26, 2025,
August 8, 2025, October 7, 2025, November 3, 2025,
January 21, 2026 and March 12, 2026. The particulars of
the meetings held and attended by each Director are
detailed in the Corporate Governance Report forming
part of this Annual Report.

15. MEETING OF INDEPENDENT DIRECTORS:

The Independent Directors met on March 23, 2026
without the attendance of Non-Independent Directors
and members of the management. The Independent
Directors reviewed the performance of the Non¬
independent Directors, the Committees, and the
Board as a whole, along with the performance of the
Chairperson of your Company, taking into account
the views of the Whole-time Directors and assessed
the quality, quantity and timeliness of the flow of
information between the management and the Board,
which is necessary for the Board to effectively and
reasonably perform their duties.

16. STATEMENT ON DECLARATION GIVEN BY
INDEPENDENT DIRECTORS UNDER THE ACT

Pursuant to Section 149(6) of the Companies Act, 2013
and Regulation 16(1)(b) of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015,
all the Independent Directors of the company have
submitted their disclosure to the board that they have
complied with all the requirements as stipulated in the
abovementioned provisions.

All the Independent Directors have confirmed that they
have registered with the data bank of Independent
Directors maintained by Indian Institute of Corporate
Affairs in accordance with the provisions of Section 150
of the Act.

In the opinion of the Board, Independent Directors of
the Company possess necessary expertise, integrity and
experience in their respective fields.

17. COMMITTEES OF THE BOARD

The Board of Directors have the following Committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholder Relationship Committee

4. Corporate Social Responsibility Committee

5. Risk Management Committee

The details of the Committees along with their
composition, number and dates of the Meetings
and attendance at the Meetings are provided in
the Corporate Governance Report forming part of
this Report.

18. POLICY ON DIRECTORS' APPOINTMENT AND
REMUNERATION

The Company has adopted a Nomination and
Remuneration Policy on Directors' Appointment
and Remuneration including criteria for determining
qualifications, positive attributes, independence of a
director and other matters as provided under Section
178(3) of the Companies Act, 2013 and the same can be
accessed at
https://www.jagsonpal.com/wp-content/
uploads/2023/12/policies-codes/Nomination%20&%20
Remuneration%20Policy Amended.pdf.

19. WHISTLE BLOWER POLICY/VIGIL MECHANISM

Pursuant to provisions of the Section 177(9) of the
Act and Regulation 22 of SEBI Listing Regulations, the
Company has established a vigil mechanism/ Whistle
Blower Policy and overseas through the committee,
the genuine concerns expressed by the Employees,
Directors and other Stakeholders.

The company's robust Vigil Mechanism policy
encourages employees and other stakeholders to
report genuine concerns without fear of victimization.
This includes reporting any instances of fraud, non¬
compliance with laws, rules, and regulations. Our
company strongly promotes a zero-tolerance approach
to fraud and misconduct.

The Company has also provided adequate safeguards
against victimization of employees and Directors who
express their concerns. The Company has also provided
direct access to the Chairman of the Audit Committee
on reporting issues concerning the interests of co¬
employees and the Company. The Whistle Blower policy
as approved by the Board has been uploaded on the
website of the Company and the same can be accessed
at
www.jagsonpal.com.

20. POLICY ON PREVENTION, PROHIBITION AND
REDRESSAL OF SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE

In compliance with the Sexual Harassment of Women
at Workplace (Prevention, Prohibition & Redressal) Act,
2013, and the rules framed thereunder, your Company
has implemented a comprehensive Anti-Sexual
Harassment Policy and established Internal Complaints
Committees (ICC) at all relevant locations across India.
These Committees are empowered to address and
resolve complaints of sexual harassment. Each ICC
comprises an external member with relevant expertise
and is chaired by a senior female employee.

Your Company maintains a zero-tolerance policy toward
sexual harassment in the workplace, including remote
work environments. To reinforce this commitment, the
ICCs actively conduct awareness programmes on sexual
harassment prevention. Additionally, all employees
must complete mandatory POSH (Prevention of Sexual
Harassment) training and certification to enhance
sensitivity and awareness.

Further, the details of complaints/cases under the Sexual
Harassment of Women at the Workplace (Prevention,

Prohibition and Redressal) Act, 2013 as on 31st March,
2026 are as follows:

a) Number of Complaints of sexual harassment
received in the year: NIL;

b) Number of Complaints disposed off during the
year: NA and;

c) Number of cases pending for more than ninety
days: NA

21. SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURE

As on March 31, 2026 the Company does not have any
subsidiary/joint venture/associate companies within the
meaning of Act.

However post closure of financial year Company has
acquired Aequitas Healthcare Pvt Ltd and holds 85%
Stake in the Company.

The provisions relating to disclosure in Form AOC-1,
pursuant to Section 129(3) of the Companies Act, 2013
read with Rule 5 of the Companies (Accounts) Rules,
2014, are not applicable for the financial year ended
March 31, 2026, as the acquisition of an 85% equity
stake in Aequitas Healthcare Private Limited was
completed after the close of the financial year pursuant
to which Aequitas Healthcare Private Limited became a
subsidiary of the Company.

22. PARTICULARS OF LOAN, GUARANTEE OR
INVESTMENTS

Pursuant to Section 186 of the Companies Act, 2013
and Schedule V of the Listing Regulations, disclosure
on particulars relating to Loans, Advances, Guarantees
and Investments are provided as a part of the
financial statements.

23. PARTICULARS OF CONTRACTS OR
ARRANGEMENTS WITH RELATED PARTIES

All the transactions entered with related parties for the
year under review were in the ordinary course of the
business and on arm's length basis.

There were no material contracts/arrangements/
transactions entered with related parties as required
to be reported in Form No. AOC-2 in terms of Section
134(3)(h) read with Section 188 of the Act and Rule 8(2)
of Companies (Accounts) Rules, 2014.

Further, there were no materially significant related
party transactions which could have potential conflict
with the interests of the Company at large.

The Company has a Policy on Materiality of Related
Party Transactions and on dealing with Related
Party Transactions in the line with the amended
Listing Regulations and the same can be accessed at
www.jagsonpal.com.

24. CORPORATE GOVERNANCE

Your Company is committed to upholding high
standards of corporate governance. As required under
the SEBI Listing Regulations, the Corporate Governance

Report is included in this Annual Report, along with
the requisite compliance certificate from a Practicing
Company Secretary.

25. MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

The Management Discussion and Analysis Report for
the year under review, as stipulated under the SEBI
Listing Regulations, is presented in a separate section
forming part of this Annual Report.

26. BUSINESS RESPONSIBILITY ANDSUSTAINABILITY REPORT

In compliance with the SEBI Listing Regulations, the
Business Responsibility and Sustainability Report (BRSR)
for FY26, outlining your Company's environmental,
social, and governance (ESG) initiatives, is included in
this Annual Report.

27. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134 (3)(c) and
134(5) of the Act, your Directors, to the best of their
knowledge and belief and according to the information
and explanations obtained by them, state and
confirm that:

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 such accounting policies and applied them
consistently and have made Judgments and
estimates that are reasonable and prudent so as
to give a true and fair view of the state of affairs
of the Company as at March 31, 2026 and of the
profit and loss of the Company for the year ended
on that date;

c proper and sufficient 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 annual financial statements for the year
ended March 31, 2026 are prepared on a going
concern basis;

e the internal financial controls to be followed by the
Company and that such systems 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.

28. RISK MANAGEMENT

Your Company operates under a structured Risk
Management Framework designed to identify, assess,
and mitigate risks effectively. The Board has formed
a Risk Management Committee (RMC) to frame,
implement and monitor the risk management plan for
the Company. The RMC is responsible for reviewing the
risk management plan and ensuring its effectiveness.
The Audit Committee has additional oversight in the
area of financial risks and controls. The major risks
identified across the businesses are systematically
addressed through mitigation measures on a continual
basis. Further details on the Risk Management activities,
including the implementation of risk management
policy, key risks identified and their mitigations are
covered in Management Discussion and Analysis
section, which forms part of this Annual Report.

29. EMPLOYEE STOCK OPTION SCHEME

The Company has in place 'Jagsonpal Pharmaceuticals
Limited ESOP 2022'.

The details as required to be disclosed under Section
62 of the Act read with Rule 12 of Companies (Share
Capital and Debentures) Rules, 2014 and Regulation 14
of Securities and Exchange Board of India (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021
(SEBI SBEBS Regulations) is attached as an '
Annexure 5'
forming part of this report.

The statutory disclosures as mandated under the
Act and SBEB&SE Regulation and a certificate from
Secretarial Auditors, confirming implementation of
the Scheme in accordance with SBEB&SE Regulations
and Members resolutions have been hosted on the
website of the Company at
wwwjagsonpal.comand the
same will be available for electronic inspection by the
Members during the Annual General Meeting (AGM)
of the Company.

30. TRANSFER TO INVESTOR EDUCATION AND
PROTECTION FUND

Pursuant to the applicable provisions of the Companies
Act, 2013, read with the I EPF Authority (Accounting Audit
Transfer and Refund) Rules, 2016 ('the Rules') all unpaid
or unclaimed dividends are required to be transferred
by the Company to the I EPF established by the
Central Government, after completion of seven years.
Further, according to the rules, the shares in respect
of which dividend has not been paid or claimed by the
shareholders for seven consecutive years or more shall
also be transferred to the demat account created by the
IEPF Authority. Further the corresponding shares will
be transferred as per the requirement of the IEPF rules.

The Company advises the Shareholders by way of
reminders to encash their dividend or the shares

deposited with the IEPF Authority. Shareholders can
drop the mail at
cs@jagsonpal.comfor knowing the
process to encash their dividend or shares deposited
with the IEPF Authority.

31. CHANGE IN THE NATURE OF BUSINESS, IF ANY

During the year under review, there has been no change
in the nature of business of the Company.

32. MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY

There are no material changes and commitments
affecting the financial position of your Company
between the end of the financial year 2025-26 and the
date of this report.

33. SIGNIFICANT AND MATERIAL ORDERS
PASSED BY THE REGULATORS OR COURTS OR
TRIBUNALS

There are no significant and material orders passed
by the Regulators, Courts or Tribunals during the year
under review which would impact the going concern
status of your Company and its future operations.

There is no proceeding pending under the Insolvency
and Bankruptcy Code, 2016 and there was no
instance of onetime settlement with any Bank or
Financial Institution.

34. CSR Initiatives

The Company remains committed to creating a
meaningful social impact through its Corporate Social
Responsibility ("CSR") initiatives focused on healthcare,
sanitation, education and community welfare. During
the year, under its flagship '
My Sakhi' initiative, the
Company conducted 24 awareness webinars on
women's health and wellness, benefiting over 1,300
participants. It also supported the construction of
20 toilet blocks across Haryana, Uttarakhand, Punjab
and Maharashtra, benefiting more than 9,576 girl
students, and extended humanitarian assistance
to flood-affected communities in Punjab. We also
distributed medicines worth approximately f11.10 lakh
was part of our CSR initiative. These initiatives reflect
the Company's commitment to fostering inclusive and
sustainable development while positively impacting the
communities it serves.

35. OTHER DISCLOSURES

During the year under review:

• No frauds were reported by the Auditors as
specified under Section 143 of the Companies
Act, 2013.

• The Company has not made any application under
the Insolvency and Bankruptcy Code, 2016 and no
proceedings are pending under the Insolvency and
Bankruptcy Code, 2016 during the year.

• The Company has followed the applicable
Secretarial Standards i.e., SS-1 and SS-2 issued
by the Institute of Company Secretaries of India,
relating to 'Meetings of Board of Directors' and
'General Meetings' respectively.

• The Company has not accepted or renewed any
public deposits in terms of Sections 73 and 74 of
the Act read with rules framed thereunder.

• During the year, there was no one-time settlement
done with the Banks or Financial Institutions.

• During the year under review, in accordance with
the Maternity Benefit Act, 1961 and the Maternity
Benefit (Amendment) Act, 2017, the Company
continues to ensure a supportive and inclusive
work environment for all women employees. The
Company affirms compliance with legal provisions
relating to Maternity benefits.

36. ACKNOWLEDGEMENT

Your Directors are highly grateful for all the guidance,
support and assistance received from the Government
of India, Governments of various states in India,
concerned Government Departments, Statutory
Authorities and Banks.

Your Directors thank all the esteemed shareholders,
customers, vendors and business associates for their
faith, trust and confidence reposed in your Company.

Your Directors also wish to place on record their sincere
appreciation for the dedicated efforts and consistent
contribution made by the employees at all levels, to
ensure that your Company

For and on behalf of the Board of Directors

Harsha Raghavan

Date: July 29, 2026 Chairman

Place: Gurugram (DIN: 01761512)


 
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