Your Directors are pleased to present 35th Annual Report outlining the business and operations of Mahalaxmi Rubtech Limited (the
"Company') along with the Audited Statement of Accounts, for the Financial Year ended on March 31, 2026. The Board sincerely
appreciates the continued trust, confidence and support of our shareholders. Your unwavering faith inspires us to remain focused
on disciplined execution, sustainable growth and the creation of long-term value for all stakeholders.

1. RESTATED FINANCIAL SUMMARY:

The Group's Restated financial performance, for the year under review, along with the previous year's figures are given
hereunder: (' in Lakhs)

2. STATE OF THE COMPANY'S AFFAIRS:

The Company has witnessed rise in the total income from operations during the F.Y. ended on March 31,2026.

During the year under review, your Company has reported, on a restated basis, Income from operations & other Income
' 11616.85 Lakhs as against '9481.60 Lakhs in the previous year, Profit before Tax ' 2941.58 Lakhs as against '2192.75 Lakhs
in the previous year, Net Profit after Tax ' 2178.21 Lakhs as against ' 1677.70 Lakhs in the previous year.

3. DIVIDEND AND RESERVE:

The Board of Directors have not recommended any Dividend for the F.Y. 2025-26. The Board does not propose any amount to
carry to reserves for the F.Y. 2025-26 and profit earned during the F.Y. 2025-26 is proposed to be retained in the retained
earnings of the company for the F.Y. ended on March 31,2026.

4. DEPOSIT:

The Company has not invited/accepted any Deposit from the Public within the meaning of the provisions of Section 73 and 76 of
the Companies Act, 2013 & Rules framed there under and the Directives issued by the Reserve Bank of India. Hence, the
requirement for furnishing details of Deposit covered under Chapter V of the Companies Act, 2013 and details of Deposit which
are not in compliance with the requirement of Chapter V of the Companies Act, 2013, is not applicable.

The details of loan received from the Directors of the Company not considered as Deposit under the Companies (Acceptance of
Deposit) Rules, 2014, are disclosed in note No. 14 of the Audited Financial Statements of the Company.

5. SHARE CAPITAL:

During the year under review, the Company has not issued any Shares with differential rights as to Dividend, Voting or
Otherwise nor has granted any Stock Options or Sweat Equity nor any change in the authorised share capital of the Company. As
on March 31,2026, none of the Directors of the Company hold Instruments convertible into the Equity Shares of the Company.
The Paid-up Equity Share Capital of the Company as on March 31, 2026, stood at '10,62,02,750 (Rupees Ten Crore Sixty-Two
Lakh Two Thousand Seven Hundred and Fifty Only), consisting of 1,06,20,275 number of Equity Shares of '10/- each.

6. CHANGE IN THE NATURE OF BUSINESS, IF ANY:

There was no material change in the nature of business carried on by the Company during the Financial Year 2025-26 under
review.

7. MANAGEMENT DISCUSSION AND ANALYSIS:

Your Company is engaged in the manufacturing and marketing of products of Technical Textiles & Rubber. A detailed analysis on
the performance of the industry, Company, internal control systems, risk and concerns are specified in the Management
Discussion and Analysis Report, forming part of this Annual Report, as required under Regulation 34 read with Schedule V of the
SEBI (LODR) Regulations, 2015.

8. PARTICULARS OF LOANS AND ADVANCES, GUARANTEES OR INVESTMENTS:

Pursuant to the provisions of Section 186 of the Act and the rules framed thereunder, the particulars of loans given, investments
made, guarantees given, and securities provided by the Company, if any, are disclosed in the notes to the standalone financial
statements.

9. REPORTING OF FRAUD:

During the financial year 2025-26, there were no instances of fraud reported by the Company's Statutory Auditors, Cost Auditor,
or Secretarial Auditor under Section 143(12) of the Act read with Rule 13 of the Companies (Audit and Auditors) Rules, 2014,
which were required to be disclosed to the Audit Committee or the Board of Directors of the Company.

10. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

There have been no significant and/or material orders passed by any regulators, courts, or tribunals that would impact the going
concern status of the Company or its operations in the future.

11. CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION:

Your Company has complied with the Corporate Governance requirements as specified under the Companies Act, 2013 and the
SEBI (LODR) Regulations, 2015. A separate section on Corporate Governance under the SEBI (LODR) Regulations, 2015, along
with the Certificate from the Company's Auditor confirming compliance thereof is annexed and forming part of this Annual
Report.

12. MEETINGS OF THE BOARD:

The Board meets at regular intervals to discuss and decide on Company's business policy and strategies apart from other urgent
business matters. During the year under review, total 10 (Ten) Meetings of the Board of Directors were convened and held.
Details of the composition of the Board, Meetings held and attendance of the Directors at such Meetings, are provided in the
Corporate Governance Report, forming part of this Annual Report. The intervening gap between the Board Meetings were
within the period, prescribed under the Companies Act, 2013, Secretarial Standard on Board Meetings (SS-1) and the SEBI
(LODR) Regulations, 2015, as amended from time to time.

13. DIRECTORS:

I. Changes in Directors and Key Managerial Personnel:

a. Appointment of Directors:

During the year under review, Shri Balveermal K. Singhvi (DIN: 05321014), Non-Executive Independent Director of the
Company, was re-appointed for the second term of five (5) consecutive years commencing from April 1, 2026, and
ending on March 31,2031. The Members of the Company approved his re-appointment, along with the continuation of
his directorship beyond the age of 75 years during his current term, pursuant to Regulation 17(1A) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, through Postal Ballot on May 21,2026. In the opinion of
the Board, Shri Balveermal K. Singhvi is a person of integrity and possesses the requisite expertise, experience, and
proficiency required for the role of an Independent Director.

Further, Smt. Renukaben Patel (DIN: 10317345) was appointed as a Non-Executive Independent Director of the
Company for a term of one (1) year commencing from April 1,2026, and ending on March 31,2027. Her appointment
was approved by the Members of the Company through Postal Ballot on May 21, 2026. In the opinion of the Board,
Smt. Renukaben Patel is a person of integrity and possesses relevant expertise, experience, and proficiency required
for discharging the duties and responsibilities of an Independent Director.

b. Cessation of Directors:

During the year under review, Smt. Sangita Shingi ceased to hold office as a Non-Executive Independent Director of the
Company with effect from March 31, 2026, upon completion of her second consecutive term of five (5) years, in
accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. The Board places on record its sincere appreciation for her valuable guidance,
support, and significant contributions during her tenure as an Independent Director of the Company.

c. Retirement by rotation:

In accordance with the provisions of Section 152 of the Companies Act, 2013, at the forthcoming AGM, Shri Rahul J.
Parekh (DIN: 00500328), will retire by rotation and being eligible, offers himself for re-appointment. The Board
recommends his re-appointment. The Notice convening the AGM includes the proposal for his re-appointment as a
Director. A brief profile of Shri Rahul J. Parekh has also been provided therein.

d. Directors & Key Managerial Personnel:

The following Persons are the Key Managerial Personnel ("KMP") as on March 31,2026:

i. Shri RahulJ. Parekh, Managing Director

ii. Shri Anand J. Parekh,Jt. Managing Director

iii. Shri Rajendra R. Mehta (resigned w.e.f November 30, 2025)

iv. Shri Kaluram Gurjar, Chief Financial Officer (Appointment w.e.f December 26, 2025)

v. Smt. Kalpana Kumari (resigned w.e.f November 15, 2025)

vi. Shri Karan Parikh, Company Secretary (Appointment w.e.f November 20, 2025)

All the Directors of the Company have confirmed that they are not disqualified from being appointed as a Director in
terms of Section 164 of the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015.

II. Declaration by an Independent Director(s):

All the Independent Directors of the Company have given declarations that they meet the criteria of independence as laid
down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (LODR) Regulations, 2015. In the
opinion of the Board, they fulfil the conditions specified in the SEBI (LODR) Regulations, 2015 and are independent of the
Management.

III. Governance Guidelines:

The Company has adopted the Governance Guidelines on the Board effectiveness. The Governance Guidelines cover
aspects related to the composition and role of the Board, Chairman & Directors, Board diversity, definition of
independence, Directors terms, retirement age and the Board Committees. It also covers aspects relating to nomination,
appointment, induction and development of the Directors, Directors remuneration, Subsidiary oversight, Code of Conduct,
Board effectiveness, reviews and mandates of the Board Committees.

IV. Procedure for nomination and appointment of Directors:

The Nomination and Remuneration Committee is responsible for developing competency requirements for the Board,
based on the industry and strategy of the Company. The Board composition analysis reflects in-depth understanding of the
Company, including its strategies, environment, operations, financial condition and compliance requirements.

The Nomination and Remuneration Committee conducts a gap analysis to refresh the Board on a periodic basis, including
each time a Directors appointment or re-appointment is required. The Committee is also responsible for reviewing and
vetting the resumes of potential candidates vis-a-vis the required competencies and meeting potential candidates, prior to
making recommendations of their nomination to the Board. At the time of appointment, specific requirements for the
position, including expert knowledge expected, is communicated to the appointee.

V. Criteria for determining qualifications, positive attributes and independence of a Director:

The Nomination and Remuneration Committee has formulated the criteria for determining qualifications, positive
attributes and independence of Directors, in terms of provisions of Section 178(3) of the Companies Act, 2013 and
Regulation 19 read with Schedule II Part D - Para A of the SEBI (LODR) Regulations, 2015.

a. Independence:

In accordance with the above criteria, a Director will be considered as an Independent Director if he/she meets with
the criteria for Independent Director, as laid down in Section 149(6) of the Companies Act, 2013 and Regulation 16(1)(b)
of the SEBI (LODR) Regulations, 2015.

b. Qualifications:

A transparent Board nomination process is in place that encourages diversity of thought, experience, knowledge,
perspective, age and gender. It is also ensured that the Board has an appropriate blend of functional and industry
expertise. While recommending the appointment of a Director, the Nomination and Remuneration Committee
considers the manner in which the function and domain expertise of the individual will contribute to the overall skill-
domain mix of the Board.

c. Positive attributes:

In addition to the duties as prescribed under the Companies Act, 2013, the Directors on the Board of the Company are
also expected to demonstrate high standards of ethical behaviour, strong interpersonal & communication skills and
soundness of judgment. Independent Directors are also expected to abide by the "Code for Independent Directors", as
outlined in Schedule IV of the Companies Act, 2013.

VI. Board evaluation:

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 of the SEBI (LODR) Regulations, 2015, the Board
has carried out an evaluation of its performance, the Directors individually as well as of the working of the Committees. The

manner in which the evaluation has been carried out has been explained in the Corporate Governance Report, forming
part of this Annual Report.

The evaluation process covered various aspects including the effectiveness of the Board's functioning, its composition, the
level of engagement, the quality of discussions, decision-making, and the performance of the Committees and individual
Directors. The manner in which the evaluation was carried out, along with the criteria used for assessment, is detailed in
the Corporate Governance Report, which forms a part of this Report. The Board of Directors expressed satisfaction with the
overall evaluation process and the performance of the Board, its Committees, and individual Directors.

VII. Meeting of the Independent Directors:

During the year under review, a separate Meeting of the Independent Directors was held. In the said Meeting, the
Independent Directors assessed the quality, quantity and timeliness of flow of information between the Company
Management and the Board and expressed that the current flow of information and contents were adequate for the Board
to effectively and reasonably perform their duties. They also reviewed the performance of the Non-Independent Directors
& the Board as a whole and the performance of the Chairman of the Company, taking into account the views of the
Executive Directors and Non-Executive Directors.

VIII. Remuneration Policy:

The Board have, on the recommendation of the Nomination & Remuneration Committee, framed a Policy for selection and
appointment of the Directors, Senior Management, Key Managerial Personnel and their remuneration, pursuant to the
provisions of the Companies Act, 2013 and the SEBI (LODR) Regulations, 2015. The philosophy for remuneration of the
Directors, Key Managerial Personnel and all other employees of the Company is based on the commitment of fostering a
culture of leadership with trust. The Nomination and Remuneration Committee has recommended to the Board a Policy
aligned to this philosophy and the same may be accessed on the Company's website at the link: https://mrtglobal.com
/policy-and-code-of-conduct/

The Nomination and Remuneration Committee has considered following factors while formulating the Policy:

a. The level and composition of remuneration is reasonable and sufficient to attract, retain and motivate the Directors of
the quality required to run the Company successfully;

b. Relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and

c. Remuneration to the Directors, Key Managerial Personnel and Senior Management involves a balance between fixed
and incentive pay reflecting short and long-term performance objectives appropriate to the working of the Company
and its goals.

It is affirmed that remuneration paid to the Directors, Key Managerial Personnel and all other employees is as per the
Remuneration Policy of the Company.

IX. Committees of the Board:

The Board has constituted necessary Committees pursuant to the provisions of the Companies Act, 2013 & Rules framed
thereunder and the SEBI (LODR), Regulations, 2015. The Committees of the Board are Audit Committee, Stakeholders
Relationship Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Share
Transfer Committee and Risk Management Committee.

The Board has accepted all recommendations of the above Committees. The details about Composition of Committees,
Meetings and attendance are incorporated in the Corporate Governance Report, forming part of this Annual Report.

14. DIRECTORS' RESPONSIBILITY STATEMENT:

Pursuant to Section 134(3)(c) and 134(5) of the Companies Act, 2013, the Board of Directors, to the best of their knowledge and
belief, confirm that:

I. in the preparation of the annual accounts, for the F.Y. ended on March 31,2026, the applicable accounting standards had
been followed and there are no material departures from the same;

II. they 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 F.Y. ended
on March 31,2026, and of the profit of the Company for the F.Y. ended on March 31,2026;

III. they have taken proper and sufficient care for the maintenance of adequate accounting records, in accordance with the
provisions of the Companies Act, 2013, for safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities;

IV. they have prepared 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 are operating effectively; and

VI. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are
adequate and operating effectively.

15. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:

The Company has implemented comprehensive internal control systems aligned with the nature, scale, and complexity of its
operations. These systems are designed to ensure the orderly and efficient conduct of business, compliance with statutory and
regulatory requirements, adherence to internal policies, safeguarding of assets, prevention and detection of frauds and errors,
and the accuracy and completeness of accounting records, thereby enabling the timely preparation of reliable financial
information.

The adequacy and effectiveness of these controls are periodically assessed by the Statutory Auditors and Internal Auditors
across all operational locations, including offices, manufacturing facilities, and key business processes. The auditors evaluate
the effectiveness of the control framework, covering internal financial controls, operational controls, entity-level controls, and
the overall risk management framework. Significant audit findings, along with management responses and the status of their
implementation, are placed before and reviewed by the Audit Committee of the Board. The Audit Committee also exercises
oversight over the Company's internal control environment, including well-defined policies, standard operating procedures,
and the use of automated systems to enhance control effectiveness.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company,
work performed by the Internal, Statutory, Cost and Secretarial Auditors, including audit of the internal financial controls over
financial reporting by the Statutory Auditors and the reviews performed by the Management and the relevant Board
Committees, including the Audit Committee, the Board is of the opinion that the Company's internal financial controls with
reference to the Financial Statement were adequate and effective during the F.Y. 2025-26.

Details of internal controls system are given in the Management Discussion and Analysis Report, forming part of this Annual
Report.

16. HUMAN RESOURCES AND INDUSTRIAL RELATIONS:

The Company takes immense pride in the passion, capability, and unwavering commitment demonstrated by its people across
every corner of the business. Our employees are not just contributors, they are the driving force behind our progress, shaping a
workplace where purpose, performance, and collective ambition consistently move hand in hand. With this belief at the core,
the Company has invested deeply in building a strong talent pipeline and nurturing future ready leadership through thoughtful
and sustained succession planning initiatives that ensure continuity, stability, and long term organisational strength.

We continue to evolve our performance management and learning ecosystems, amplifying them with dynamic, future focused
training programmes designed to unlock potential at every level of the organisation. These programmes ensures that
employees are equipped with the skills and mindset required to succeed in a rapidly changing business environment. Alongside
capability building, we have strengthened our cultural pillars through vibrant, meaningful employee engagement initiatives that
spark innovation, encourage collaboration, and empower individuals to lead with confidence, agility, and curiosity. Open and
transparent communication was reinforced via leadership town halls, all hands meetings, and direct engagement by senior
leadership with new comers in the Company.

Employee and industrial relations across the organisation have remained cordial throughout the year

17. RISK MANAGEMENT:

Although not mandatory, as a measure of the good governance, the Company has constituted a Risk Management Committee
of the Board. The Committee reviews the Company's performance against identified risks, formulates strategies towards
identifying new and emergent risks that may materially affect the Company's overall risk exposure and reviews the Risk
Management Policy and structure.

This robust risk management framework seeks to create transparency, minimize adverse impact on business objectives and
enhance the Company's competitive advantage.

Risk management is embedded in your Company's operating framework. Your Company believes that managing risks helps in
maximizing returns. The Company's approach to address business risks is comprehensive and includes periodic review of such
risks and a framework for mitigating controls and reporting mechanism of such risks. The risk management framework is
reviewed periodically by the Board and the Risk Management Committee.

The Company has adopted a Risk Management Policy, pursuant to Section 134 of the Companies Act, 2013.

18. AUDITORS:

I. Statutory Auditors:

M/s. Jain Chowdhary & Co. (Firm Registration No.: 113267W), Practicing Chartered Accountants, have been appointed as
the Statutory Auditors of the Company, in the Board Meeting held on May 31, 2021, for a period of 5 (Five) years
commencing from the conclusion of the 30th AGM till the conclusion of 35th AGM. The Board recommends re-appointment
of M/s. Jain Chowdhary & Co. (Firm Registration No.: 113267W) for the second term of Five (5) years, from the conclusion of
35th AGM till Conclusion of 40th AGM, to the shareholders of the company.

The Statutory Auditors Report of M/s. Jain Chowdhary & Co., for the F.Y. ended on March 31, 2026, does not contain any
qualification, reservation, adverse remark or disclaimer.

During the year under review, the Statutory Auditors have not reported any matter under Section 143(12) of the Companies
Act, 2013 and therefore no detail is required to be disclosed under Section 134(3)(ca) of the Companies Act, 2013.

II. Cost Auditors:

The Company is required to maintain cost records as specified by the Central Government under Section 148(1) of the
Companies Act, 2013 and accordingly such accounts & records are made and maintained by the Company.

The Cost Auditors Report of M/s. Dalwadi & Associates, for the F.Y. ended on March 31, 2026, does not contain any
qualification, reservation, adverse remark or disclaimer.

The Company has received a letter from the Cost Auditors M/s. Dalwadi & Associates, for eligibility, under Section 141 of the
Companies Act, 2013 and its independence from the Company. The Board, on recommendation of the Audit Committee, in
its Meeting held on May 28, 2026, have appointed M/s. Dalwadi & Associates, as the Cost Auditors of the Company, to
conduct the audit of cost accounting records for the F.Y. 2026-27. The Members are requested to ratify the remuneration to
be paid to the Cost Auditors of the Company.

III. Secretarial Auditors:

Your Company had appointed Shri Malay Desai (ACS: 48838 and CP No.: 26051), Proprietor of M/s. Malay Desai &
Associates, Practicing Company Secretary, as Secretarial Auditor of the Company for the term of Five (5) consecutive
financial years from F.Y. 2025-26 to FY 2029-2030.

The Secretarial Auditors' Report for the F.Y. ended on March 31, 2026, does not contain any qualification, reservation,
adverse remark or disclaimer.

The Secretarial Audit Report for the F.Y. ended on March 31,2026, is annexed herewith as an Annexure - I, forming part of
this Annual Report.

IV. Internal Auditors:

M/s. D. Trivedi & Associates (Firm Registration No.: 0128309W), Practicing Chartered Accountants, have been appointed as
an Internal Auditor of the Company, in the Board Meeting held on May 28, 2026, for the F.Y. 2026-27.

The Audit Committee, in consultation with the Internal Auditor, has formulated the scope, functioning, periodicity and
methodology for conducting the internal audit.

19. DETAILS OF SUBSIDIARY /JOINT VENTURES / ASSOCIATE COMPANIES:

The Board of Directors hereby confirm that the Company does not have any Subsidiary / Associate / Joint Venture Company, as
at March 31, 2026. Accordingly, the Consolidated Financial Statement is not required to be prepared by the Company, for the
F.Y. ended on March 31,2026.

The Company has adopted a Policy for determining Material Subsidiary in terms of Regulation 16(1)(c) of the SEBI (LODR)
Regulations, 2015. The Policy for determining Material Subsidiary may be assessed on the Company's website at the link:
https://mrtglobal.com/ disclosures-under-regulation-46-of-the-lodr/

20. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO:

The details required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules,
2014, relating to conservation of energy, technology absorption and foreign exchange earnings & outgo, is annexed herewith as
an Annexure - II, forming part of this Annual Report.

21. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company has adopted the Vigil Mechanism/Whistle Blower Policy, to provide a formal mechanism to the Directors and
employees to report their genuine concerns or grievances about illegal or unethical practices, actual or suspected fraud or
violation of the Company's Code of Conduct or ethics policy. The Policy provides for adequate safeguards against victimization
of persons who avail of the Vigil Mechanism and also provides for direct access to the Chairman of the Audit Committee, in
appropriate and exceptional cases. It is affirmed that no personnel of the Company have been denied access to the Audit
Committee. The Vigil Mechanism/Whistle Blower Policy may be accessed on the Company's website at the link:
https://mrtglobal.com/disclosures- under-regulation-46-of-the-lodr/. The Audit Committee of your Company oversees the Vigil
Mechanism.

22. CORPORATE SOCIAL RESPONSIBILITY (CSR):

Corporate Social Responsibility (CSR) is a Company's sense of responsibility towards the community and environment in which
it operates. It is the continuing commitment by business to behave ethically and contribute to economic development of the
society at large and building capacity for sustainable livelihoods. The Company believes in conducting its business responsibly,
fairly and in utmost transparent manner. It continually seeks ways to bring about an overall positive impact on the society and
environment where it operates and as a part of its social objectives. This Policy has been formulated and adopted in terms of
Section 135 of the Companies Act, 2013 and Rules framed thereunder to undertake the CSR activities.

The Board has constituted a Corporate Social Responsibility Committee headed by Shri Rahul J. Parekh as a Chairman and Shri
Anand J. Parekh & Smt. Sangita S. Shingi as Members of the Committee. Smt. Sangita S. Shingi ceased to be an Independent
Director of the Company with effect from March 31,2026, upon completion of her second consecutive term. Consequently, Smt.
Renukaben Patel was appointed as a Non-Executive Independent Director and inducted as a Member of the CSR Committee
with effect from April 1,2026.

The responsibilities of the CSR Committee include:

I. Formulating and recommending to the Board, the CSR Policy and indicating activities to be undertaken by the Company.

II. Recommending the amount of expenditure to be incurred on the CSR activities.

III. Monitoring the CSR Policy of the Company, from time to time.

The Report on the CSR activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014, is
annexed herewith as an Annexure - III, forming part of this Annual Report. The CSR Policy may be accessed on the Company's
website at the link: https://mrtglobal.com/policy-and-code-of-conduct/.

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

The Company has zero tolerance for sexual harassment of women at workplace and has adopted a Policy on Prevention,
Prohibition and Redressal of Sexual Harassment of Women at the Workplace, in line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules framed there under. The
Policy aims to provide protection to women at the workplace, prevent & redress complaints of sexual harassment and for
matters connected or incidental thereto, with the objective of providing a safe working environment, where women feel secure.
The Company has also constituted an Internal Complaints Committee, known as the Prevention of Sexual Harassment (POSH)
Committee, to inquire into complaints of sexual harassment of women and recommend appropriate action.

Your Directors further state that during the year under review, there were no cases filed pursuant to the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

24. SECRETARIAL STANDARDS OF ICSI:

The Company is in compliance with the Secretarial Standards on the Meetings of the Board of Directors (SS - 1) and General
Meetings (SS - 2) issued by the Institute of Company Secretaries of India (ICSI) and approved by the Central Government.

25. PARTICULARS OF LOANS, GUARANTEES, SECURITIES AND INVESTMENTS UNDER SECTION 186:

Details of loans, investments, guarantees and securities covered under provisions of Section 186 of the Companies Act, 2013 are
provided in the Financial Statement, forming part of this Annual Report.

26. CONTRACTS/ARRANGEMENTS/TRANSACTIONS WITH THE RELATED PARTIES:

All contracts/arrangements/transactions, entered into by the Company, during the year under review, with the Related Parties
were in the ordinary course of business and on an arm's length basis. During the year under review, the Company has entered
into contract/ arrangement/transactions with the Related Parties, in accordance with the Policy on the Related Party

Transactions. All the Related Party Transactions are placed before the Audit Committee for approval. Prior omnibus approval of
the Audit Committee is obtained for the contracts/arrangements/transactions which are repetitive in nature. A statement of all
the Related Party Transactions is placed before the Audit Committee for its review on a quarterly basis, specifying the nature,
value and terms & conditions of the transactions. The Policy on the Related Party Transactions may be accessed on the
Company's website at the link: https://mrtglobal. com/disclosures-under-regulation-46-of-the-lodr/.

Your Directors draw attention of the Members to the Financial Statement which sets out Related Party Transactions disclosures.
Details of contracts/arrangements/transactions with the Related Parties have been reported in Form AOC-2 is annexed
herewith as an Annexure - IV, forming part of this Annual Report.

27. DETAILS OF MATERIAL CHANGES AND COMMITMENT FROM THE END OF THE FINANCIAL YEAR TILL THE DATE OF THIS
REPORT:

In terms of Section 134(3)(l) of the Companies Act, 2013, there have not been any material changes and commitments affecting
the financial position of the Company which occurred between the end of the F.Y. of the Company as on March 31,2026, and the
date of the Report i.e.June 11,2026.

28. PARTICULERS OF EMPLOYEES:

Disclosures with respect to the remuneration of the Directors and employees as required under Section 197(12) of the
Companies Act, 2013 and Rule 5(1) Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is
annexed herewith as an Annexure - V, forming part of this Annual Report.

However, as per the provisions of Section 136 of the Companies Act, 2013, the Board's Report and Financial Statements are
being sent to the Members after excluding the disclosure on particulars of the employees, as required under Section 197(12) of
the Companies Act, 2013 read with Rule 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014. Any Member interested in obtaining such information may address their e-mail to: cs@mahalaxmigroup.net.

29. COMPLIANCE WITH MATERNITY BENEFIT:

The Company has in place a Maternity Benefit Policy in line with the requirements of the Maternity Benefit Act, 1961, and the
provisions of Chapter VI of the Code on Social Security, 2020 (upon its official enforcement) (collectively, the "Maternity Benefit
Provisions"). During the year under review, the Company complied with the applicable Maternity Benefit Provisions.

30. ANNAUL RETURN:

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, the Annual Return of the Company for the financial
year ended March 31,2026, can be accessed at: https://mrtglobal.com/disclosures-under- regulation-46-of-the-lodr/.

31. LISTING:

The Securities of your Company are listed with two Stock Exchanges i.e. the BSE Limited (BSE) and the National Stock Exchange
of India Limited (NSE).

Pursuant to Regulation 14 of the SEBI (LODR) Regulations, 2015, the Annual Listing fees of the BSE and NSE, for the F.Y. 2026-27,
have been paid within due date. The annual custodian fees to NSDL & CDSL have been paid for the Securities of the Company
held in dematerialized mode with them, for F.Y. 2026-27.

32. COMPULSORY TRADING IN DEMAT:

The SEBI vide its Master Circular No. SEBI/HO/MIRSD/ POD-1/P/ CIR/2024/37 dated May 7, 2024, has mandated Listed
Companies to issue securities in demat form only while processing any service requests viz. issue of Duplicate Securities
Certificate; claim from Unclaimed Suspense Account; Renewal/Exchange of Securities Certificate; Endorsement; Sub-
Division/Splitting of Securities Certificate; Consolidation of Securities Certificates/Folios; Transmission and Transposition.

In view of the same and to eliminate all risks associated with physical Shares and to avail various benefits of dematerialisation,
the Members are advised to dematerialise the Shares held by them in physical form.

33. INSURANCE:

All the assets of the Company including the inventories, buildings and plant & machineries are adequately insured.

34. ENVIRONMENT:

As a responsible corporate citizen and as a Textiles Processing Unit, environment safety has been one of the key concerns of the
Company. It is the constant endeavour of the Company to strive for compliance of stipulated pollution control norms.

35. ENHANCING SHAREHOLDERS VALUE:

Your Company believes that its Members are among its most important Stakeholders. Accordingly, your Company's operations
are committed to the pursuit of achieving high levels of operating performance and cost competitiveness, consolidating &
building for growth, enhancing the productive asset & resource base and nurturing overall corporate reputation. Your Company
is also committed for creating value for its other Stakeholders by ensuring that its corporate actions positively impact the socio
economic and environmental dimensions and contribute to sustainable growth and development.

36. DEPOSITORY SYSTEM:

As the Members are aware, the Company's Equity Shares are tradable in electronic form. As on March 31, 2026, out of the
Company's total Equity Paid-up Share Capital comprising of 1,06,20,275 number of Equity Shares, only 44,250 number of Equity
Shares were in physical form and the remaining Shares were in electronic form. In view of the numerous advantages offered by
the Depository System, the Members holding Shares in physical form are advised to avail themselves of the facility of
dematerialization.

The Securities and Exchange Board of India ("SEBI"), vide Circular No. SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/97 dated July 2,
2025, on "Ease of Doing Investment - Special Window for Transfer and Dematerialisation of Physical Securities", introduced a
special window for re-lodgement of transfer deeds that were lodged prior to April 1,2019 and were rejected, returned or kept
pending due to deficiencies in documentation, process or otherwise. The special window was initially made available for a
period of six months from July 7, 2025 to January 6, 2026. Subsequently, SEBI, vide Circular No. HO/38/13/11(2)2026- MIRSD-
POD/I/3750/2026 dated January 30, 2026, extended the said special window for a further period of one year from February 5,
2026 to February 4, 2027. Investors are advised to refer to the aforesaid circulars and take necessary action, wherever
applicable. With effect from January 24, 2022, SEBI has mandated that listed companies shall issue securities only in
dematerialised form while processing investor service requests such as issuance of duplicate securities certificates, claim from
unclaimed suspense account, renewal/exchange of securities certificates, endorsement, subdivision/splitting of securities
certificates, consolidation of securities certificates/folios, transmission and transposition.

Further, with effect from April 2, 2026, SEBI has dispensed with the requirement of issuance of a Letter of Confirmation (LOC) by
the Company/RTA while processing service request. Accordingly, securities will be credited directly to the shareholder's demat
account upon submission of valid demat account details along with the latest Client Master List (not older than 2 months),
Demat Conversion Request Form for NSDL/ Demat Request form for CDSL and Latest Client Master List, both attested by
Depository Participant, besides mandatory documents for the subject service requests subject to folio being KYC Compliant.
Accordingly, Members are requested to make service requests by submitting a duly filled and signed Form ISR-4, the format of
which is available on the RTA's website at: https://web.in.mpms.mufg.com/client-downloads.html.

37. GENERAL:

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on
these items, during the year under review:

I. Application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).

II. Details of difference between amount of the valuation done at the time of one time settlement and the valuation done
while taking loan from the Bank or Financial Institution.

III. Giving of loan to person in employment of the Company with a view to enabling him/her to purchase or subscriber for fully
Paid-up Equity Shares in the Company.

IV. The Company's securities were not suspended during the year under review.

V. Revision of Financial Statement and Board's Report.

VI. Pledge of Equity Shares of the Directors of the Company with any Bank or Financial Institution.

38. APPRECIATION:

The Directors place on record their profound appreciation for the unwavering commitment, diligence, and dedicated efforts of
employees across all levels of the organisation, whose contributions have been instrumental in the Company's continued
progress and success.

The Board also conveys its sincere gratitude for the steadfast support, trust, and cooperation extended by the Company's
suppliers, distributors, business partners, and all other stakeholders associated with it as valued trading partners. The
Company regards them as integral partners in its growth journey and acknowledges their significant role in sharing and
contributing to the rewards of its sustained growth.The Company remains committed to fostering and strengthening enduring
relationships with its trade partners, built on the principles of mutual benefit, respect, trust, and collaboration, while
consistently safeguarding consumer interests.

The Directors further take this opportunity to express their heartfelt thanks to all Shareholders, Clients, Vendors, Bankers,
Government and Regulatory Authorities, and Stock Exchanges for their continued confidence, encouragement, and invaluable
support.

FOR, MAHALAXMI RUBTECH LIMITED

Sd/-

SHRI JEETMAL B. PAREKH

^{DATE: June 11}'²⁰²⁶ CHAIRMAN

^{PLACE: Ahmedabad} DIN: 00512415