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Shekhawati Industries Ltd. Directors Report
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You can view full text of the latest Director's Report for the company.
Market Cap. (Rs.) 50.88 Cr. P/BV 2.93 Book Value (Rs.) 5.04
52 Week High/Low (Rs.) 26/9 FV/ML 10/1 P/E(X) 5.78
Bookclosure 10/09/2025 EPS (Rs.) 2.55 Div Yield (%) 0.00
Year End :2026-03 

Your Directors have pleasure in submitting their 35th Annual Report of the Company together with the Audited Statements of
Accounts for the year ended March 31, 2026.

1. FINANCIAL RESULTS

The financial highlights of your Company for the financial year ended March 31, 2026 are summarized as follows:

Particulars

2025-2026

2024-2025

Net Sales /Income from

Business Operations

1644.82

6063.71

Other Income

169.46

177.71

Total Income

1814.28

6241.42

Less: Expenses

813.14

5529.38

Total

1001.14

712.04

Less: Interest

9.70

3.56

Profit before Depreciation

991.44

708.48

Less: Depreciation

110.89

81.49

Profit/Loss after depreciation and Interest

880.55

626.99

Add : Exceptional Items

0

0

Profit/Loss before Tax

880.55

626. 98

Less: Current Income Tax

0

(1.24)

Less: Deferred Tax Liability / (Assets)

0

0

Net Profit / Loss after Tax

880.55

628.21

Other comprehensive Income/(Loss)

(0.56)

(36.89)

Total Comprehensive Income/(Loss) for the year (After tax)

879.99

591.32

Dividend (including Interim if any and final )

0

0

Net Profit after dividend and Tax

879.99

591.32

Amount transferred to General Reserve

0

0

Balance carried to Balance Sheet

879.99

591.32

Earnings per share (Basic)

2.55

1.82

Earnings per Share(Diluted)

2.55

1.82

2. DIVIDEND:

There is no recommendation of Dividend on the Equity Shares of the company for the financial year under review as the
board of Director has decided to retain the entire amount of Profit to reserve and surplus to strengthen the financial position
of the company.

3. TRANSFER TO RESERVES:

The company has transferred entire amount of profit for FY 2025-2026 in reserve and surplus.

4. REVIEW OF BUSINESS OPERATIONS AND FUTURE PROSPECTS:

Your Directors wish to present the details of Business operations done during the year under review:

a. Performance:

During the Financial Year 2025-26, the Company continued its core business activities in the real estate sector. The
development and construction work of villas at the Khandala project site has progressed substantially and is presently

at the verge of completion. The management is optimistic about the timely completion of the project and expects the
same to contribute positively to the Company’s future operations and financial performance.

The Company has continued in the existing textile business also.

The Company reported a Profit After Tax (PAT) of ? 879.99 lakhs in 2025-26 as against ?591.32 lakhs in the previous
year.

The turnover for the year stood at ?1814.28 lakhs in 2025-26 as compared to ?6,241.42 lakhs in the previous year.

b. Marketing and Market environment:

The Company operates in the Real Estate and TextileYarn Manufacturing sectors, both of which are influencedby changing
market dynamics, economic conditions, government policies, customer preferences, and industry demand trends.

In the Real Estate segment, the Company focuses on strengthening its market presence through digital marketing,
channel partner networks, project branding, customer engagement programs, and promotional activities. Demand in
the real estate market is driven by urbanization, infrastructure development, housing demand, financing availability,
and regulatory developments. The Company continuously evaluates market trends and customer requirements to
maintain its competitive position.

In the Textile Yarn Manufacturing segment, the Company markets its products through direct customer relationships,
dealer networks, and business-to-business sales channels. The textile industry environment is affected by raw material
prices, export demand, global market conditions, technological developments, and changes in consumer preferences.
The Company emphasizes product quality, timely delivery, operational efficiency, and customer satisfaction to
strengthen its position in the market.

The Company regularly monitors industry developments and market conditions in both business segments and
undertakes appropriate marketing and business strategies to improve growth opportunities and operational performance.

c. Future Prospects including constraints affecting due to Government policies:

The Company foresees long-term growth opportunities in both the real estate and textile yarn manufacturing sectors,
supported by increasing urbanization, infrastructure development, industrial demand, and expansion in domestic
and export markets. The management continues to focus on operational efficiency, strategic investments, customer
expansion, and sustainable business practices to strengthen its market position.

However, the future performance of the Company may be influenced by certain external and regulatory factors beyond
the control of the management, including but not limited to:

• Changes in Government policies, regulations, and taxation applicable to the real estate and textile industries;

• Variations in interest rates, inflation, and overall economic conditions affecting consumer demand and project
financing;

• Delays in approvals, permissions, environmental clearances, and compliance requirements relating to real estate
projects;

• Changes in RERA regulations, land acquisition policies, development control regulations, and other statutory
compliances;

• Fluctuations in raw material prices, power and fuel costs, and availability of skilled labour impacting textile yarn
manufacturing operations;

• Volatility in domestic and international demand, export-import policies, foreign exchange fluctuations, and global
market conditions affecting the textile business; and

• Supply chain disruptions and changes in Government incentives, subsidies, or industry support schemes.

Despite these constraints, the management is continuously monitoring market trends and regulatory developments and
is taking appropriate measures to mitigate risks, improve operational performance, and ensure sustainable growth of
the Company.

5. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL POSITION OF THE
COMPANY:

There were no material changes and commitments affecting the financial position of the company occurred between the end
of the financial year to which these financial statements related and the date of this report.

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

There were no significant and material orders passed by the regulators / courts that would impact the going concern status
of the Company and its future operations.

7. MANAGEMENT’S DISCUSSION AND ANALYSIS REPORT:

Management’s Discussion and Analysis Report for the year ended March 31, 2026 as stipulated under Regulation 34(2)
and (3) of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015 with Stock Exchanges in India, is
presented in a separate section forming part of this Annual Report.

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

The information pertaining to conservation of energy, technology absorption, foreign exchange Earnings and outgo as
required under Section 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules,
2014 is furnished in
“Annexure A” and is attached to this report.

9. RISK MANAGEMENT POLICY:

Risk management includes identifying all types of risks and its assessment, risk handling and monitoring and reporting.
The Company has laid down a well-defined risk management mechanism covering the risk mapping and trend analysis, risk
exposure, potential impact and risk mitigation process. A detailed exercise is being carried out to identify, evaluate, manage
and monitor the principal risks that can impact its ability to achieve its strategic objectives. These are discussed at the
meetings of the Audit Committee and the Board of Directors of the Company. The Company has adopted Risk Management
Policy in accordance with the Listing Regulations, 2015.

The Risk Management Policy is available on: weblink https://www.shekhawatiind.com/companypolicy.html

10. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE
SOCIAL RESPONSIBILITY INITIATIVES:

Pursuant to Section 135 of the Companies Act, 2013 and the relevant rules, the Board has constituted Corporate Social
Responsibility (CSR) Committee. The member of the Committee is Mr. Mukesh Ramniranjan Ruia, Mr. Nirmal Bagri
and Mr. Sushil Kumar Poddar. The Board of Directors, based on the recommendations of the Committee, formulated a
CSR Policy. The CSR is applicable to the company in view of profit. The detailed CSR Policy is hosted on company’s
website weblink https://www.shekhawatiind.com/companypolicy.html Annual report on CSR as required under Companies
(Corporate Social Responsibility Policy) Rules 2014 is furnished in
“Annexure B” and forms part of this report.

11. DISCLOSURE UNDER THE SEXUAL HARASSEMENT OF WOMAN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013:

The Company has been employing woman employees in various cadres within its office and factory premises. The Company
has in place a policy against Sexual Harassment in line with the requirements of the Sexual Harassment of woman at
work place (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaint Committee is set up to redress any
complaints received and are monitored by woman line supervisors. All employees are covered under this policy. There was
no complaint received from any employee during the financial year 2025-26 and hence no complaint is outstanding as on
March 31, 2026 for redressal.

12. VIGIL MECHANISM POLICY FOR THE DIRECTORS AND EMPLOYEES:

The Company has established a vigil mechanism for directors and employees to report genuine concerns. The vigil
mechanism provides for adequate safeguards against victimization of person who use vigil mechanism and also provide direct
access to Chairman of the Audit Committee and Managing Director of the Company in appropriate and exceptional cases.

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and
employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded on the website
of the Company at www.shekhawatiind.com

13. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE
COMPANIES ACT, 2013:

During the year under review the company has granted Loan under Section 186 of the Companies Act, 2013. The details of
loan are mentioned in Notes to Financial Statement of this Annual Report.

14. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:

The Particulars of Contracts or Arrangements made with related parties made pursuant to Section 188 is furnished in
“Annexure C” and is attached to this report. All related party transactions that were entered into during the year under
report were on an arm’s length basis and in ordinary course of business and were in compliance with applicable provisions
of the Act and Listing Regulations.

The policy on the materiality of the Related Party Transactions and also on dealing with the Related Party Transactions
as approved by the Audit Committee and Board of Directors as well as shareholders is available on the weblink
http://www.shekhawatiind.com/companypolicy.html

15. AUDITORS REPORTS:

The Notes on Accounts and observation of the Auditor in the Reports on the accounts of the company are self-explanatory
and does not call for any further clarifications.

16. COMPANY’S POLICY RELATING TO DIRECTORS’ APPOINTMENT, PAYMENT OF REMUNERATION AND
DISCHARGE OF THEIR DUTIES:

The Company’s Policy relating to appointment of Directors, payment of Managerial remuneration, including criteria for
determining Directors’ qualifications, positive attributes, independence of Directors and other related matters as provided
under Section 178(3) of the Companies Act, 2013 is furnished in
“Annexure D” and is attached to this report.

17. EXTRACT OF ANNUAL RETURN:

Pursuant to Section 92(3) of the Act and Rules framed thereunder, Draft Annual Return in form MGT-7 as on March 31,
2026 is available on the Company’s website at www.shekhawatiind.com.

18. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES:

The Company does not have any Subsidiary, Joint venture or Associate Company.

19. DEPOSITS:

The Company has neither accepted nor renewed any deposits during the year under review.

20. MEETINGS OF THE DIRECTORS:

The Board met 6 (Six) times during the financial year, the details of which are given in the Corporate Governance Report
that forms part of this Annual Report. The intervening gap between any two meetings was within the periods prescribed by
the companies Act, 2013 and Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015
entered into with the stock exchanges.

21. DIRECTORS RESPONSIBILITY STATEMENT:

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, the Board hereby submit its responsibility
statement that:

a) In the preparation of the annual accounts, applicable accounting standards have been followed with explanation for
any material departures; if any

b) The directors had selected accounting policies and applied them consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the
financial year and of the profit of the company for that period;

c) That the directors had taken proper and sufficient care for the maintenance of adequate accounting records for
safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d) The annual accounts are prepared on a going concern basis;

e) Internal financial controls laid have been followed by the company and that such internal financial controls are adequate
and are operating effectively and;

f) The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such
systems were adequate and operating effectively.

22. DIRECTORS AND KEY MANAGERIAL PERSONNEL:

During the year under review, following Directors were appointed/re-appointed and resigned in the Company.
Appointment/Re-appointment:

1) As per the provisions of Section 152(6) of the Companies Act, 2013, Mr. Ravi Sanjay Jogi (DIN:06646110) Executive
Director of the Company, retires by rotation at the ensuing Annual General Meeting and being eligible, offers himself
for re-appointment.

2) Mrs. Shweta Mundra (DIN: 08728819) has completed her first term of five (5) consecutive years as Independent Director
of the Company on May 7, 2025, in accordance with the provisions of Section 149(10) of the Companies Act, 2013.

On the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors, the
proposal for re-appointment of Mrs. Shweta Mundra as an Independent Director of the Company for a second term of
five (5) consecutive years commencing from July 12, 2025 to July 11, 2030 as an Independent Director, not liable to
retire by rotation is approved in the 34th Annual General Meeting of the company.

Mrs. Shweta Mundra has submitted a declaration confirming that she meets the criteria of independence as prescribed
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, she possesses appropriate skills, qualifications, integrity, and experience and fulfils the
conditions for her continued appointment as an Independent Director.

3) Mrs. Sudha Agarwal (DIN: 08848275) has completed her first term of five (5) consecutive years as an Independent
Director of the Company on August 25, 2025, in accordance with the provisions of Section 149(10) of the Companies
Act, 2013.

On the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors, the
proposal for re-appointment of Mrs. Sudha Agarwal as an Independent Director of the Company for a second term
of five (5) consecutive years commencing from August 26, 2025 to August 25, 2030 as an Independent Director, not
liable to retire by rotation is approved in the 34th Annual General Meeting of the company.

Mrs. Sudha Agarwal has submitted a declaration confirming that she meets the criteria of independence as prescribed
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, she possesses appropriate skills, qualifications, integrity, and experience and fulfils the
conditions for her continued appointment as an Independent Director.

4) Mr. Nirmal Bagri (DIN: 09152183) has completed his first term of five (5) consecutive years as Independent Director
of the Company on April 22, 2026, in accordance with the provisions of Section 149(10) of the Companies Act, 2013.

On the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors, the
proposal for re-appointment of Mr. Nirmal Bagri as an Independent Director of the Company for a second term of
five (5) consecutive years commencing from April 23, 2026 to April 22, 2031 as an Independent Director, not liable to
retire by rotation is approved in the 34th Annual General Meeting of the company.

Mr. Nirmal Bagri has submitted a declaration confirming that he meets the criteria of independence as prescribed 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, he possesses appropriate skills, qualifications, integrity, and experience and fulfils the conditions
for his continued appointment as an Independent Director.

Resignations:

There was no resignation of the Director during the year under review.

Appointment / Resignations of the Director/Key Managerial Personnel:

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on the date of
this Report are:

Sr.

Name

Designation

1

Mr. Ravi Sanjay Jogi

Whole - Time Director

2

Mrs. Kalpana Mukesh Ruia1

Executive Director

3

Mrs. Shweta Mundra1

Non-Executive Independent Director

4

Mrs. Sudha Agarwal 1

Non-Executive Independent Director

5

Mr. Nirmal Bagri1

Non-Executive Independent Director

The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent
Directors. The board also carried out annual performance evaluation of the working of its committees. The Directors
expressed their satisfaction with the evaluation process.

Familiarization Programme:

The Company have conducted presentation during the financial year to familiarize Independent Directors with
the Company, their roles, responsibilities in the Company, performance update of the Company, global business
environment, technology and the risk management system of the Company. Further, the Directors are encouraged to
attend the training programmes being organized by various regulators/bodies/Institution on above matters and freedom
to interact with the management of the Company.

23. DECLARATION OF INDEPENDENT DIRECTORS:

The company has received necessary declaration from all Independent Directors under section 149(7) of the Companies
Act, 2013, that he/she meets the criteria of independence as prescribed under Section 149(6) and (7) of the Companies Act,
2013, and Regulation 16 of Listing Regulations.

24. STATEMENT ON INTEGRITY, EXPERTISE, AND EXPERIENCE OF INDEPENDENT DIRECTORS:

The Company has received declaration from all the Independent Director regarding their Integrity, Expertise and Experience.

25. DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE:

The Audit Committee consists of the following members as on March 31, 2026

Sr.

No.

Name of the Member

Designation

1

Mr. Sushil Kumar Poddar

Chairman

2

Mr. Mukesh Ramniranjan Ruia

Member

3

Mrs. Shweta Mundra

Member

4

Mr. Nirmal Bagri

Member

The above composition of the Audit Committee consists of Independent Directors viz., Mr. Sushil Kumar Poddar, Mrs.
Shweta Mundra and Mr. Nirmal Bagri who form the majority. More details on the Committee are given in the Corporate
Governance Report which forms part of this Annual Report.

The Company has established a vigil mechanism and overseas through the committee, the genuine concerns expressed by
the employees and other Directors. 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 employees and the Company. The details of the Whistle Blower
Policy are explained in the Corporate Governance Report and is also displayed on the website of the Company.

26. DISCLOSURE OF COMPOSITION OF NOMINATION AND REMUNERATION COMMITTEE:

The Nomination and Remuneration Committee consists of the following members as on March 31, 2026.

Sr.

No.

Name of the Member

Designation

1

Mr. Sushil Kumar Poddar

Chairman

2

Mrs. Sudha Agarwal

Member

3

Mr. Nirmal Bagri

Member

The above composition of the Nomination & Remuneration Committee consists of Independent Directors viz., Mr. Sushil
Kumar Poddar, Mr. Nirmal Bagri and Mrs. Sudha Agarwal. More details on the Committee are given in the Corporate
Governance Report which forms part of this Annual Report.

27. DISCLOSURE OF COMPOSITION OF STAKEHOLDER RELATIONSHIP COMMITTEE:

The Stakeholder Relationship Committee consists of the following members as on March 31, 2026.

Sr.

No.

Name of the Member

Designation

1

Mr. Sushil Kumar Poddar

Chairman

2

Mr. Mukesh Ramniranjan Ruia

Member

3

Mrs. Shweta Mundra

Member

4

Mr. Nirmal Bagri

Member

The above composition of the Stakeholder Relationship Committee consists of Independent Directors viz., Mr. Sushil
Kumar Poddar, Mrs. Shweta Mundra and Mr. Nirmal Bagri form Majority of the Committee. More details on the Committee
are given in the Corporate Governance Report which forms part of this Annual Report.

28. DETAILS OF FRAUD AS PER AUDITOR REPORT

During the year under review, neither the Statutory Auditor nor the Secretarial Auditor has reported to the audit committee,
under section 143(2) of the companies Act, 2013, any instance of fraud committed against the Company by its officers or
employee, the details of which would need to be mentioned in the Board Report.

29. AUDITORS
STATUTORY AUDITORS

M/s. Ajay Shobha & Co. Chartered Accountants was the Statutory Auditor of the company appointed in 29th Annual General
Meeting till the conclusion of the 34th Annual General Meeting to be held in the financial year 2025.Hence his term has
expired.

The Company has appointed SGCO & Co. LLP, Chartered Accountants (Firm Registration No.112081W/W100184) as
the Statutory Auditor of the Company has been approved in the 34th Annual General Meeting from the date of 34th Annual
General Meeting till the conclusion of the Annual General Meeting to be held in the financial year 2030-2031 to approve
the Financial Result for the year ended on 31st March, 2030.

SGCO & Co. LLP, Chartered Accountants (Firm Registration No.112081W/W100184) have under Sections 139 and 141
of the Act and Rules framed thereunder confirmed that they are not disqualified from appointing as Statutory Auditor of the
Company and furnished a valid certificate issued by the Peer Review Board of the Institute of Chartered Accountants of
India as required under Regulation 33 of the Listing Regulations.

COST AUDITORS:

As per the requirements of Section 148 of the Act, read with the Companies (Cost Record and Audit) Rules, 2014, the
Audit of Cost Account related to Textile product is being carried out every year. The Board of Directors have, based
on the recommendations of the Audit Committee, appointed M/s. N. Ritesh & Associates, Cost Accountants, Mumbai
(Membership No. M/26963) to audit the cost accounts and records of the Company for the year ended March 31, 2027 on
a remuneration to be fixed between the Board and Cost Auditor. As required under the Act, necessary resolution seeking
member’s ratification for the remuneration payable to M/s. N. Ritesh & Associates is included as Item Number 3 of the
Notice convening 35th Annual General Meeting.

The Cost Audit Report, for the year ended March 31, 2026 will filed with the Central Government within prescribed time.

SECRETARIAL AUDITORS:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 and in accordance with the requirement of Regulation 24A of
the SEBI (LODR), Regulation, 2015, Board of Director and members of the company has appointed Dipesh Gosar & Co.,
Company Secretaries, M. No. ACS: 23755 | C P No. 26801 a proprietorship of Company Secretaries in practice to undertake
the Secretarial Audit for a period of five (5) consecutive financial year from FY 2025-26 to 2029-30.

The Secretarial Audit Report in Form MR-3 issued by Dipesh Gosar & Co, Practicing Company Secretaries for the financial
year March 31, 2026 is annexed to this Report as
“Annexure E”. There is no qualification, reservation or adverse remark
in their report.

INTERNAL AUDITORS:

M/s. Sunil Kudwa & Co., Chartered Accountants (Firm Registration No. 123657W) were appointed as Internal Auditors of
the Company for the F.Y. 2025-2026.

Their appointment as an Internal Auditor for the Financial Year 2026-27 has been approved in the meeting of the Board of
Directors held on April 27, 2026.

30. INTERNAL FINANCIAL CONTROL:

The Board has adopted system of internal control to ensuring the orderly and efficient conduct of its business, including
adherence to the Company’s Policies, the safeguarding of its assets, the prevention and detection of fraud and errors, the
accuracy and completeness of the accounting records, and the timely preparation of reliable financial disclosures. The
Company is in the process of strengthening its Internal Financial Control System considering present financial situation,
and other recent developments.

31. HUMAN CAPITAL AND PARTICULARS OF EMPLOYEES:

Your company had 58 employees as on March 31, 2026.

The statement containing the particulars of employees as required under Section 197(12) of the Companies Act, 2013 read
along with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is
not applicable to the company as no employees were in receipt in remuneration above the limits specified in Rule 5(2) of
the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The details required as per Section 197(12) of the Companies Act, 2013 read along with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as
“Annexure F” and forms part of
the report.

32. SHARE CAPITAL AND CHANGES THEREIN:

a. BUY BACK OF SECURITIES:

The Company has not bought back any of its securities during the year under review.

b. SHARES WITH DIFFERENTIAL VOTING RIGHTS:

The company has not issued equity shares with differential voting rights during the year under review.

c. SWEAT EQUITY:

The Company has not issued any Sweat Equity Shares during the year under review.

d. BONUS SHARES:

No Bonus Shares were issued during the year under review.

e. EMPLOYEES STOCK OPTION PLAN:

The Company has not provided any Stock Option Scheme to the employees.

33. CORPORATE GOVERNANCE REPORT:

Your Company has complied with the Corporate Governance requirements as per the Regulation 27(2) of SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015. A separate report on Corporate Governance along with a
Certificate of Compliance from the Secretarial Auditors forms a part of this report.

34. COMPLIANCE OF SECRETARIAL STANDARDS ON BOARD MEETING AND GENERAL MEETING:

The Company is in compliance with all applicable Secretarial Standards issued by the Institute of Company Secretaries of
India.

35. LISTING:

The equity shares continue to be listed on BSE Limited and National Stock Exchange of India Limited (NSE). The Company
has paid the annual listing fee for the Financial Year 2026-27 to BSE and NSE.

36. POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION:

The current policy is to have an appropriate mix of Executive, Non-Executive and Independent Directors to maintain the
independence of the Board, and separate its functions of governance and management. As of March 31, 2026 the Board
had 7 members, 3 of whom are executive directors, 4 are Non-Executive Independent Director. The policy of the Company
on directors’ appointment and remuneration, including the criteria for determining qualifications, positive attributes,
independence of a director and other matters, as required under sub-section (3) of Section 178 of the Companies Act, 2013,
is available on our website, at www.shekkhawatiind.com. We affirm that the remuneration paid to the directors is as per the
Nomination and Remuneration Policy of the Company.

37. ACKNOWLEDGEMENTS:

Your directors place on record their sincere thanks to bankers/lenders, business associates, consultants, and various
Government Authorities for their continued support extended to your Companies activities during the year under review.
Your directors also acknowledges gratefully the shareholders for their support and confidence reposed on your Company.

FOR AND ON BEHALF OF THE BOARD OF DIRECTORS
For SHEKHAWATI INDUSTRIES LIMITED

(Formerly Shekhawati Poly-Yarn Limited)

Sd/- Sd/-

Mukesh Ruia Ravi Jogi

Chairman & Managing Director Whole - Time Director

(DIN: 00372083) (DIN: 06646110)

Date : April 27, 2026

Place : Mumbai

1

Mrs. Kalpana Mukesh Ruia appointed as an Executive Director w.e.f July 24, 2025.

*Mrs. Shweta Mundra re-appointed as an Independent Director w.e.f. July 12, 2025.

*Mrs. Sudha Agarwal re-appointed as an Independent Director w.e.f August 26, 2025.

*Mr. Nirmal Bagri re-appointed as an Independent Director w.e.f April 23, 2026.

Board Evaluation:

Pursuant to section 134 and 174 of the Act, and Regulation 17 and 19 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, a separate exercise was carried out to evaluate the performance of individual
Directors, Board, its committees including the Chairman of the Board who were evaluated on parameters such as level
of engagement and contribution and independence of judgement thereby safeguarding the interests of the Company.


 
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