Your Directors are pleased to present the 16^th Annual Report on the Business and operations of your Company along with
the Audited Financial Statements for the year ended 31^st March 2026:

1. FINANCIAL RESULTS: -

The Financial Results of the Company's performance for the year under review and those of the previous year are as
follows-

(? in Lacs)

2. OPERATIONAL PERFORMACE & STATE OF AFFAIRS: -TOTAL REVENUE FROM OPERATIONS:

Your Directors are pleased to report that the Company
recorded revenue from operations of ?604.98 crores
during the current financial year, as compared to
?605.56 crores in the previous year. The performance
remained largely stable year-on-year, reflecting the
Company's resilience amid a challenging and volatile
global business environment.

DOMESTIC REVENUE CONTRIBUTION:

Revenue from domestic operations increased to
?345.98 crores during the year, as against ?325.42
crores in the previous year, registering a growth of
approximately 6%.

This growth was primarily driven by the Company's
strategic focus on strengthening its domestic footprint
and capitalizing on emerging market opportunities.

In response to global uncertainties—particularly
geopolitical tensions and evolving trade dynamics,
including US tariff and the Iran—Israel conflict—the
Company proactively diversified its market base and
deepened its presence in the domestic segment. This
calibrated approach enabled the Company to effectively
mitigate external risks while sustaining its growth
momentum.

EXPORT REVENUE CONTRIBUTION:

Revenue from export operations stood at ?259.00
crores during the current year, as compared to ?280.14
crores in the previous year, reflecting a decline of
approximately 7.5%.

The moderation in export revenues was primarily
attributable to prevailing uncertainties in international
markets, including geopolitical developments
and trade-related disruptions. As a prudent risk
management measure, the Company strategically

rebalanced its sales mix by increasing its focus on the
domestic market.

While the Company's export operations remained
fundamentally stable and were not impacted, this
calibrated shift was undertaken as a precautionary
measure to mitigate potential risks arising from
global volatility. This approach enabled the Company
to safeguard overall performance and ensure business
continuity during the year.

company has decided to shift the ratio of export
market and domestic market. As per the below chart
the export is declined by 2,114 Lacs in comparison of
pervious year, however domestic sales increased by
2,056 Lacs in this year compared to previous year.

During the financial year, the Company executed a
calibrated strategic shift in its sales mix, prioritizing
the domestic market to mitigate risks arising from
volatility and disruptions in global trade dynamics.
This proactive measure was influenced by changes
in the global scenario, including US Tariff rates, with
the Company strategically shifting sales from export
to domestic markets based on international market
volatility.

Export volumes for the year stood at 9,868 MT,
compared to 10,335 MT in the previous year. Export
revenue was ?259.00 crores during the current
year, a decline of approximately 7.5% from ?280.14
crores in the previous year. This decline was partially
attributable to pressure on export margins witnessed
in the first half of the year, largely due to subdued
demand in key European markets impacted by tariff-
related developments in the United States. Despite
these near-term challenges, the Company remains
structurally well-positioned in international markets.

Conversely, revenue from the Domestic Market
increased significantly, reaching ?345.98 crores during
the year, which registered a growth of approximately
6% as against ?325.42 crores in the previous year. This
increase in the domestic revenue ratio successfully
offset the drop in export contribution, ensuring that the
Company's overall performance was maintained and
did not decline. The company has intentionally move
the contribution of export to domestic to maintain
stability in the business and revenue. The below chart
shows the increment in the export annually with a
increment of domestic revenue in last Three Financial
Year ended. This year export shows as declined,
however company maintain the overall sale through
increase in the sales from domestic market as per
the strategy decided by company. Due to geopolitics

PROFITABILITY:

Your directors are pleased to report that, through
optimal capacity utilization and a strategic focus
on value-added products, including the addition of
"Compact Cotton Yarn" to our portfolio, the Company
delivered a steady improvement in its financial
performance as under:

• Operating Profit (PBITDA) increased to ?6708.83
lakhs during the year, as compared to ?6554.28
lakhs in the previous year, reflecting improved
operational efficiency. Notably, operating margins
strengthened, with PBITDA as a percentage of
revenue from operations improving from 10.82%
to 11.09%, underscoring the Company's continued
focus on efficiency and value optimization.

• Cash Profit (PBDT) rose to ?3643.60 lakhs,
up from ?3469.37 lakhs in the previous year,
demonstrating stronger cash generation ability.

• Profit After Tax (PAT) grew to ?1,438.98 lakhs
as against ?1,285.47 lakhs in the previous year,
indicating consistent bottom-line growth.

• Earnings Per Share (EPS) increased to ?8.14 per
equity share from ?7.28 per equity share in the
previous year, enhancing shareholder value.

CAPACITY EXPANSION: -

The Company remains focused on prudent capital
allocation and has not undertaken any new expansion
projects during the year, with an emphasis on
conserving resources for future growth opportunities.

During FY 2023-24, the Company successfully
commissioned its expansion project comprising
41,472 spindles of 100% compact cotton yarn at a
total investment of ?218.00 crore on January 31,
2024—two months ahead of the scheduled timeline.
The early completion reflects strong project execution
capabilities and efficient capital deployment.

The expansion incorporates state-of-the-art
technology, including advanced automation and
digitalization systems, which are expected to enhance
product quality, improve operational efficiencies,
and optimize cost structures. These advancements
position the Company to achieve higher productivity,
strengthen margins, and deliver sustainable value to
stakeholders over the long term.

4. SOLAR POWER PLANT: -

Your company has an existing rooftop solar power
capacity of 5.2 MW, which significantly contributes to
reducing energy costs and enhancing sustainability.
We have optimized the available rooftop space by
installing solar panels across all our units, ensuring
maximum utilization of renewable energy resources.
Your Company is also in process for setting up 12 MW
(DC) Solar Power Plant and 3.2 MW (AC) Hybrid Wind
Solar Power Plant in the District of Jaisalmer, Rajasthan.
Upon commissioning of these solar power projects the
Company expects to achieve significant savings in the
power cost.

5. DIVIDEND: -

The Company remains committed to maximizing long¬
term shareholder value through disciplined capital
allocation. In this context, the Board of Directors
has chosen to retain profits to fund future growth
opportunities and strengthen the financial position
of the Company. Accordingly, no dividend has been
recommended for the financial year 2025-2026.

6. TRANSFER TO RESERVES: -

During the year under review the company has not
transferred any amount to the general reserves.

7. CAPITAL STRUCTURE: -

The Capital Structure of the Company as on 31.03.2026
is as follows: -

The Authorized Share Capital of the Company is
?22,50,00,000 (Rupees Twenty-Two Crore Fifty Lakh)
divided into 2,25,00,000 (Two Crore Twenty-Five Lakh)
Equity Shares of ?10/- each.

The Issued, subscribed and Paid up Share Capital of
the Company is ?17,66,90,000 (Rupees Seventeen
Crore Sixty-Six Lakh Ninety Thousand) divided into
1,76,69,000 (One Crore Seventy-Six Lakh Sixty-Nine
Thousand) Equity Shares of ?10/- each.

During the year under review the Company has not
issued any shares. The Company has not issued any
shares with differential voting rights or sweat equity or
granted stock options.

8. MATERIAL CHANGES BETWEEN THE DATE OF THE
BOARD REPORT AND END OF FINANCIAL YEAR: -

There have been no material changes and
commitments, if any, affecting the financial position
of the Company which have occurred between the

end of the financial year of the Company to which the
financial statements relate and the date of the report.

9. SIGNIFICANT AND MATERIAL ORDERS PASSED
BY THE REGULATORS OR COURTS OR TRIBUNALS
IMPACTING THE GOING CONCERN STATUS AND
COMPANY'S OPERATIONS IN FUTURE: -

During the year under review there has been no such
significant and material orders passed by the regulators
or courts or tribunals impacting the going concern
status and company's operations in future.

10. ANNUAL RETURN

Kindly Take Note that the Annual Return as required
under section 92 of the Companies Act, 2013 will be
made available on the Website of the Company after
Conclusion of the AGM in below link: (Link: http://
www.lagnamspintex.com/Annual-return.html)

11. CORPORATE SOCIAL RESPONSIBILITY: -

In pursuant to Section 135 of the Companies Act,
2013 read with rules framed there under a CSR Policy
to ensure Social Responsibilities has been adopted.
The CSR Policy has been uploaded on the website
of the Company at following link: (http://www.
lagnamspintex.com/policies)

In view of the profits and turnover of the company,
your Company was required to undertake CSR projects
during the year 2025-26 under the provisions of section
135 of the Companies Act, 2013 and the rules made
their under. As part of its initiatives under "Corporate
Social Responsibility (CSR)', the Company has
undertaken various activities, which are in accordance
with CSR Policy of the Company and Schedule VII of
the Companies Act, 2013.The Annual Report on CSR
activities is annexed herewith as "Annexure I".

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

Energy conservation continues to be an area of major
emphasis in our Company. Efforts are made to optimize
the energy cost while carrying out the manufacturing
operations. The information on conservation of
energy, technology absorption and foreign exchange
earnings and outgo stipulated under Section 134(3)
(m) of the Companies Act, 2013 read with Rule 8 of
the Companies (Accounts) Rules, 2014, is annexed
herewith as "Annexure II".

13. RECOGNITION & CERTIFICATIONS: -

The Company has following certifications:

• USTERIZED CERTIFICATE

USTER TECHONOLOGIES AG of Switzerland has
renewed its authorization to use the "USTERIZED"
trademark to your company, "A mark of quality &
trust', which is a prestigious quality authorization
granted to only about 70 textiles mill in the world.
In the standalone Open-end spinning segment,

LAGNAM was the first to get this authorization in
the world.

• Three Star Export House Certificate

The Company has been recognized as a "Three
Star Export House" by the Ministry of Commerce
& Industry, Government of India.

• BCI Certificate

• GOTS Certificate

• Oeko-Tex Standard 100 Certificate

• ISO 9001:2015 Certificate
AUDITORS

14. STATUTORY AUDITORS & AUDIT REPORT: -

M/s A. L. Chechani & Co., Chartered Accountants,
Bhilwara (Firm Registration No. 005341C), were
appointed as the Statutory Auditors of the Company
in place of the retiring auditors, M/s SSMS & Associates,
Chartered Accountants (Firm Registration No.
019351C), at the 14th Annual General Meeting held
on July 16, 2024, for a term of five consecutive years,
to hold office until the conclusion of the Annual
General Meeting to be held in the calendar year 2029.
Accordingly, they have conducted the Statutory Audit
for the financial year 2025-26.

Pursuant to Regulation 33(d) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Statutory Auditors have confirmed that they
hold a valid Peer Review Certificate issued by the Peer
Review Board of the Institute of Chartered Accountants
of India.

The Board is pleased to inform that the Auditors'
Report for the financial year 2025-26 does not contain
any qualifications, reservations, adverse remarks, or
disclaimers requiring explanation or comments from
the Board.

15. INTERNAL AUDITORS: -

Pursuant to the provisions of Section 138 of the
Companies Act, 2013 read with the Companies
(Accounts) Rules, 2014 (as amended), the Board of
Directors, based on the recommendation of the
Audit Committee, appointed M/s Sunil Somani &
Associates, Chartered Accountants, Bhilwara (ICAI Firm
Registration No. 013996C), as the Internal Auditors of
the Company for the financial year 2025-2026.

The Internal Audit Reports submitted during the year
were duly reviewed by the Audit Committee and
the Board of Directors. The reports did not contain
any material adverse observations or qualifications
requiring further explanation by the Board.

16. SECRETARIAL AUDITORS: -

The Board of Directors, on the recommendation of

the Audit Committee, of the Company, has appointed
M/s Sanjay Somani & Associates, Company Secretaries,
Bhilwara, [ICSI Membership No. FCS- 6958, Certificate
of Practice No. 5270, Peer Review No. 835/2020], as
the Secretarial Auditors of the Company for a term of
5 (Five) consecutive years commencing from financial
year 2025-26 till financial year 2029-30. Accordingly,
they have conducted the Secretarial Audit for the
financial year 2025-26.

The Secretarial Audit Report in Form No. MR-3
submitted by the said Secretarial Auditors, do not
contain any adverse remarks and qualifications,
hence do not call for any further explanation/s by the
Company. The Secretarial Audit Report in Form No.
MR-3 submitted by the said Secretarial Auditors, for
the financial year 2025-2026 forms part of the Annual
Report as "Annexure III" to the Board's report.

17. COST AUDITORS: -

Pursuant to the provisions of Section 148 of the
Companies Act, 2013 read with the Companies (Cost
Records and Audit) Rules, 2014 (as amended), the
Board of Directors has appointed M/s N. D. Birla &
Co., Cost Accountants (Firm Registration No. 000028),
Ahmedabad, to conduct the Cost Audit of the Company
for the financial year 2025-2026.

The firm has confirmed its eligibility for appointment
in accordance with the provisions of Sections 141
and 148 of the Companies Act, 2013 and the rules
made thereunder. They have also confirmed their
independence, arm's length relationship with the
Company, and that they are not disqualified from such
appointment.

18. SUBSIDIARY, ASSOCIATES AND JOINT VENTURE
COMPANY: -

The Company does not have any subsidiary, associate,
or joint venture during the financial year 2025-2026
and as at the beginning or end of the said financial
year. Accordingly, the financial statements have been
prepared on a standalone basis and the requirement to
furnish details in Form AOC-1 is not applicable.

Further, as on March 31, 2026, Lagnam InfoTech
Solutions Private Limited holds 50,34,000 equity shares,
constituting 28.49% of the paid-up equity share capital
of the Company, and the Company is accordingly
considered an associate of Lagnam InfoTech Solutions
Private Limited.

19. BOARD OF DIRECTORS, THEIR MEETINGS & KMP(s): -I. Constitution of the Board

The Board of directors are comprising of total
7 (Seven) Directors, which includes 4 (Four)
Independent Directors including 1 (One) Woman
Independent director. The Chairman of the Board
is Promoter and Whole-Time Director. The Board
members are highly qualified with the varied
experience in the relevant field of the business
activities of the Company, which plays significant

roles for the business policy and decision-making
process and provide guidance to the executive
management to discharge their functions effectively.

II. Board Independence

Our definition of 'Independence' of Directors
is derived from Regulation 16 of SEBI (LODR)
Regulations, 2015 and Section 149(6) of the
Companies Act, 2013. The Company is having
following independent directors:

(i) Mr. Jagdish Chandra Laddha (DIN: 00118527)

(ii) Mr. Vijay Singh Bapna (DIN: 02599024)

(iii) Mr. Anil Shah (DIN: 00145396)

(iv) Ms. Dipali Mathur (DIN: 07732611)

As per provisions of the Companies Act, 2013,
Independent Directors were appointed for a term
of 5 (five) consecutive years and shall not be liable
to retire by rotation.

III. Declaration by the Independent Directors

All the Independent Directors have given their

declaration of Independence stating that they
meet the criteria of independence as prescribed
under section 149(6) of the Companies Act, 2013.
Further that the Board is of the opinion that all
the independent directors fulfill the criteria as
laid down under the Companies Act, 2013 and
the SEBI (LODR) Regulations, 2015 during the year
2025-26.

IV. Directors liable to retire by rotation

In accordance with the provisions of the
Companies Act, 2013 and in terms of the Articles
of Association of the Company, Mr. D. P. Mangal
(DIN: 01205208), Executive Chairman & Whole¬
Time Director of the Company is liable to retire
by rotation at the ensuing Annual General
Meeting and being eligible offers himself for re¬
appointment.

V. Changes in Directors and Key Managerial
Personnel

There was no change in the composition of
Directors and Key Managerial Personnel during
the Financial Year 2025-26.

Following are the Directors and KMP(s) in the Company:

VI. Meetings and Attendance of the Board

The Board meets at regular intervals to discuss
and decide on company/business policy and
strategy apart from other Board business. The
notice of Board meeting is given well in advance
to all the Directors. The Agenda of the Board
meetings is circulated at least a week prior to the
date of the meeting. The Agenda for the Board
and Committee meetings includes detailed notes

on the items to be discussed at the meeting to
enable the Directors to take an informed decision.

The Board met 6 (Six) times in the Financial Year
2025-26 viz. 16.04.2025, 28.06.2025, 11.08.2025,

10.11.2025, 07.02.2026 and 28.03.2026. The
maximum interval between any two meetings did
not exceed 120 days. Attendance of each director
in board meeting as follows:

VII. Separate Meeting of Independent Directors:

As stipulated by the Code of Independent
Directors under the Companies Act, 2013, a
separate meeting of the Independent Directors
of the Company was held on 07^th February, 2026
to review the performance of Non-Independent
Directors (including the Chairman) and the entire
Board. The Independent Directors also reviewed
the quality, content and timeliness of the flow of
information between the Management and the
Board and its Committees which is necessary to
effectively and reasonably perform and discharge
their duties.

VIII. COMPANY'S POLICY ON DIRECTORS'
APPOINTMENT AND REMUNERATION

The Policy of the Company on Directors'
appointment and remuneration including criteria
for determining qualifications, positive attributes,
independence of a Director and other matters
provided under section 178(3), uploaded on
company's website.

(Link-http://www.lagnamspintex.com/policies/

policies)

IX. ANNUAL EVALUATION BY THE BOARD:

Pursuant to the provisions of the Companies
Act, 2013 and Regulation 17 (10) of SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015, the Nomination and
Remuneration Committee has laid down the
criteria for evaluation of the performance of
individual Directors and the Board as a whole.
Based on the criteria the exercise of evaluation
was carried out through a structured process
covering various aspects of the Board functioning
such as composition of the Board and committees,
experience & expertise, performance of specific
duties & obligations, attendance, contribution
at meetings & Strategic perspectives or inputs
regarding future growth of company, etc. The
performance evaluation of the Chairman and
the Non-Independent Directors was carried out
by the Independent Director. The performance

of the Independent Directors was carried out
by the entire Board (excluding the Director
being evaluated). The Directors expressed their
satisfaction with the evaluation process.

20. COMMITTEES OF THE BOARD: -

The Company has following committees:

I. Audit Committee:

The Company has constituted Audit Committee as
per requirement of section 177 of the Companies
Act 2013 and Regulation 18 of the SEBI (LODR)
Regulations, 2015. The terms of reference of
Audit Committee are broadly in accordance with
the provisions of SEBI (LODR) Regulations, 2015
and Companies Act, 2013.The Audit Committee
comprises following Directors of the Company:

During the financial year 2025-26, the Audit
Committee met 6 (Six) times 16.04.2025,

28.06.2025, 11.08.2025, 10.11.2025, 07.02.2026
and 28.03.2026

II. Nomination and Remuneration Committee:

The Company has constituted a Nomination and
Remuneration Committee in accordance with
section 178 of the Companies Act, 2013 and the
SEBI (LODR) Regulations, 2015. The Nomination
and Remuneration Committee comprises of the
following Directors of the Company:

During the financial year 2025-26, the Nomination
and Remuneration Committee met on 16.04.2025.

III. Stakeholders' Relationship Committee:

The Company has constituted a Stakeholders'
Relationship Committee in accordance with
section 178 of the Companies Act, 2013 and the
SEBI (LODR) Regulations, 2015. The Committee
considers and approves various requests regarding
annual report and to redress complaints of the
shareholders. The Stakeholders' Relationship
Committee comprises following Directors of the
Company:

During the financial year 2025-26, the Stakeholders'
Relationship Committee met on 07.02.2026.

IV. Corporate Social Responsibility (CSR)
Committee:

The Company has constituted a CSR Committee
in accordance with the provisions of section 135
of the Companies Act, 2013. The CSR Committee
comprises the following Directors:

During the financial year 2025-26, the Corporate
Social Responsibility Committee met on

07.02.2026.

21. CORPORATE GOVERANANCE: -

As the Members are aware, the securities [Equity Shares]
of the Company are migrated from SME Platform of
National Stock Exchange of India Limited (NSE) namely
NSE EMERGE to Main Board of National Stock Exchange
of India Limited, effective 30^th September 2021 (Scrip
Code -LAGNAM). Therefore, provisions relating to
Corporate Governance provided in the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 [SEBI LODR Regulations / Listing Regulations],
are applicable to the Company consequent to such
migration.

Your Directors are pleased to report that your
Company has duly complied with the SEBI Guidelines
on Corporate Governance for the year 2025-26 relating
to the Listing Regulations. A Certificate from m/s
Sanjay Somani & Associates, Company Secretaries,
Bhilwara, (Membership No.: FCS6958 & COP No.: 5270)
confirming compliance with conditions as stipulated
under Listing Regulations is annexed to the Corporate
Governance Report of the Company. The Corporate
Governance report for the financial 2025-26 attached
as Annexure-IV.

22. RELATED PARTY TRANSACTIONS: -

All the related party transactions that were entered
during the financial year, were on the arm's length
basis and were in the ordinary course of business and
do not attract the provisions of section 188 of the
Companies Act, 2013. Thus, disclosure in form AOC-2 is
not required. All Related Party Transactions were placed
before the Audit Committee for approval. A policy on
the related party Transitions was framed & approved
by the Board and posted on the Company's website at
below link: (http://www.lagnamspintex.com/policies)

However, you may refer to Related Party transactions,
as per the Accounting Standards, in the Notes forming
part of financial statements.

23. INVESTORS EDUCATION AND PROTECTION FUND

During the financial year 2025-2026 ended 31 March
2026 under review, there were no amount/s which is
required to be transferred to the Investor Education
and Protection Fund by the Company. As such, no
specific details are required to be given or provided.

24. DISCLOSURES UNDER SEXUAL HARASSMENT
OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION & REDRESSAL) ACT, 2013: -

To prevent sexual harassment of women at work
place, The Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 has
been notified on 9^th December, 2013 as amended
from time to time. The Company has zero tolerance for
sexual harassment at workplace in line with provisions
of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013
and rules there under for prevention and redressal of
complaints of sexual harassment at workplace.

During the year under review, no complaints were
received by the Company relating to sexual harassment
at workplace. The Management of the Company
endeavors to provide safe environment for the female
employees of the Company.

25. RISK MANAGEMENT: -

A well-defined risk management mechanism covering
the risk mapping and trend analysis, risk exposure,
potential impact and risk mitigation process is in place.
The objective of the mechanism is to minimize the
impact of risks identified and taking advance actions

to mitigate it. The mechanism works on the principles
of probability of occurrence and impact, if triggered.
A detailed exercise is being carried out to identify,
evaluate, monitor and manage both business and non¬
business risks.

The Board of Directors of the Company and the Audit
Committee shall periodically review and evaluate
the risk management system of the Company so
that the management controls the risks through
properly defined network. Head of Departments
shall be responsible for implementation of the risk
management system as may be applicable to their
respective areas of functioning and report to the
Board and Audit Committee. The Company has not
made Risk Management Committee, but the Board of
Directors and Audit Committee is looking after the Risk
Management of the Company.

26. VIGIL MECHANISM / WHISTLE BLOWER POLICY: -

Your Company is committed to highest standards of
ethical, moral and legal business conduct. Accordingly,
the Board of Directors have formulated a Whistle Blower
Policy which is in compliance with the provisions of
Section 177(9) of the Companies Act, 2013 and the
regulation 22 of the SEBI (Listing Obligations & Disclosure
Requirements) Regulations, 2015, The Company has
adopted a Whistle-Blower Policy for Directors and
employees to report genuine concerns and to provide
for adequate safeguards against victimization of persons
who may use such mechanism. The details of the Vigil
Mechanism Policy have posted on the website of the
Company at following link: (http://www.lagnamspintex.
com/policies)

27. PREVENTION OF INSIDER TRADING: -

In view of the SEBI (Prohibition of Insider Trading)
Regulation, 2015 the Company has adopted a Code of
Conduct for Prevention of Insider Trading with a view
to regulate trading in securities by the Directors and
designated employees of the Company. The details of
the Insider Trading Policy have posted on the website
of the Company at following link:

(Link: http://www.lagnamspintex.com/policies)

The Code requires Trading Plan, pre-clearance for
dealing in the Company's shares and prohibits the
purchase or sale of Company shares by the Directors
and the designated employees while in possession of
unpublished price sensitive information in relation to
the Company and during the period when the Trading
Window is closed. However, there were no such
instances in the Company during the year 2025-26.

28. MEETINGS OF THE MEMBERS: -

During the year under review the Annual General
Meeting of the Company was held on 23.07.2025. No
any other meeting of the members held during the year.

29. MANAGEMENT DISCUSSION AND ANALYSIS
REPORTS: -

As per Regulation 34(e) read with schedule V of
Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015 ("Listing Regulations"), the management
Discussion and Analysis Report of the Company for
the year ended is set out in this Annual Report as
"Annexure V."

30. REGISTRAR AND SHARE TRANSFER AGENT: -

The Company has appointed Bigshare Services Private
Limited as its Registrar and Share Transfer Agent. The
Corporate Office of Bigshare Services Pvt. Ltd. situated
at "Office No S6-2, 6th Floor, Pinnacle Business Park,
Next to Ahura Centre, Mahakali Caves Road, Andheri
(East) Mumbai - 400093, Maharashtra, India.

31. DEMATERIALISATION OF SECURITIES

The Company's Equity Shares are admitted in the
system of Dematerialization by both the Depositories
namely NSDL and CDSL. As on 31 March 2026, all
1,76,69,000 equity shares dematerialized through
depositories viz. National Securities Depository Limited
and Central Depository Services (India) Limited, which
represents whole 100% of the total issued, subscribed
and paid-up capital of the Company as on that date.
The ISIN allotted to your Company is INE548Z01017.
Status of the securities as on 31.03.2026 hereunder:

32. COMPLIANCES OF SECRETARIAL STANDARDS: -

The Board of Directors confirms that the Company,
has duly complied and is in compliance, with
the applicable Secretarial Standard/s, namely
Secretarial Standard-1 ('SS-1') on Meetings of the
Board of Directors and Secretarial Standard -2 ('SS-
2') on General Meetings, during the financial year
2025-2026 ended 31 March 2026.

33. HUMAN RESOURCES: -

The Company considers its workforce as a cornerstone
of its success and a key enabler of long-term value
creation. It continues to invest in building a strong
talent pipeline through focused initiatives in hiring,
development, and retention. Internal capability
building is encouraged through job rotation and role
expansion opportunities.

The Company is committed to attracting, retaining,
and developing talent, with a strong focus on internal
growth through job rotation and job enrichment.

34. RATIO OF THE REMUNERATION OF EACH DIRECTOR
TO THE MEDIAN EMPLOYEE'S REMUNERATION AND
PARTICULARS OFEMPLOYEES: -

Pursuant to provision of section 197 of Companies
Act, 2013 read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the details of employees given
in the "Annexure VI".

During the year, except the Executive Chairman none
of the employees received remuneration in excess of
Rs. One Crore Two Lakhs or more per annum, or Rs.
Eight Lakhs Fifty Thousand per month for the part of
the year, in accordance with the provisions of Section
197 of the Companies Act, 2013 read with Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014. Therefore, information is
disclosed in terms of the provisions of the Companies
Act, 2013.

35. CHANGE IN THE NATURE OF BUSINESS: -

During the year under review there is no change in the
nature of the business and commercial activities of the
company.

36. INDUSTRIAL RELATIONS: -

The Company maintained healthy and harmonious
relations with its workforce at all levels during the year
under review, contributing to a stable and productive
work environment.

37. DEPOSITS: -

During the financial year 2025-2026 ended 31 March
2026 under review, the Company has neither invited
nor accepted any public deposits within the meaning
of Section 73 and 74 of the Companies Act, 2013 read
with the Companies (Acceptance of Deposits) Rules,

2014 (as amended).

As such, no specific details prescribed in Rule 8(1) of
the Companies (Accounts) Rules, 2014 (as amended)
are required to be given or provided.

38. CODE OF CONDUCT: -

Regulation 17(5) of the SEBI (LODR) Regulations,

2015 requires listed companies to lay down a Code
of Conduct for its directors and senior management,
incorporating duties of directors as laid down in the
Companies Act, 2013. The Company has adopted a
Code of Conduct for all

Directors and Senior Management of the Company
and same is hosted on the website of the company
at following link: (http://www.lagnamspintex.com/
policies)

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

During the financial year 2025-2026 ended 31^st March,
2026 under review, the Company has neither granted
loan/s (secured or unsecured), provided guarantees
or securities in connection with any loan/s availed
by others nor made any investments pursuant to the
provisions of Section186 the Companies Act, 2013 read
with the Companies (Meetings of Board and its Powers)
Rules, 2014 (as amended). As such, no specific details
are required to be given or provided.

40. INTERNAL FINANCIAL CONTROL FOR FINANCIAL
STATEMENTS

The Company has established an adequate system of
internal controls commensurate with the size, scale,
and complexity of its operations. These controls are
designed to ensure safeguarding of assets, prevention
and detection of frauds and errors, accuracy and
completeness of accounting records, and timely
preparation of reliable financial information.

The Company has appointed Internal Auditors, and
the scope and authority of the Internal Audit function
are clearly defined. To ensure independence and
objectivity, the Internal Audit function reports directly
to the Chairman of the Audit Committee. The internal
audit process involves periodic reviews of key business
processes and controls. Based on the observations and
recommendations of the Internal Auditors, appropriate
corrective actions are undertaken to strengthen the
control framework. Significant audit findings and the
status of corrective actions are placed before the Audit
Committee for its review.

The Company operates in a dynamic business
environment and has implemented internal financial
controls to ensure the reliability of financial reporting
and the preparation of financial statements in
accordance with applicable accounting standards.
These controls include well-defined policies and
procedures for conducting business operations,
maintaining accurate records of transactions, and
safeguarding assets, thereby facilitating the prevention
and timely detection of frauds and errors.

41. INTERNAL CONTROL SYSTEMS: -

The Company's internal control systems are adequate
and commensurate with the nature and size of the
Company and it ensures:

• Timely and accurate financial reporting in
accordance with applicable accounting standards.

• Optimum utilization, efficient monitoring, timely
maintenance, and safety of its assets.

• Compliance with applicable laws, regulations, and
management policies.

42. DISCLOSURE FOR FRAUD AGAINST THE COMPANY: -

In terms of provision of section 134(3)(ca) of the
Companies Act, 2013, There were no instances of fraud
which are reported by Auditors of the Company under
section 143(12) of the Companies Act, 2013 to the
Audit Committee.

43. DIRECTORS' RESPONSIBILITY STATEMENT: -

Pursuant to the requirement under section 134(3)(C)
of the Companies Act, 2013 with respect to Directors'
Responsibility Statement, it is hereby confirmed that:

(i) In the preparation of the annual accounts for
the financial year ended 31^st March, 2026, the
applicable accounting standards had been
followed along with proper explanation relating
to material departures;

(ii) The directors had 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 as at March 31^st,
2026 and of the profit and loss of the company for
that period;

(iii) The directors had 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) The directors had prepared the annual accounts
on a going concern basis; and

(v) The Directors had laid down Internal Financial
Controls to be followed by the company and that
such internal financial controls are adequate and
were operating effectively; and

(vi) 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.

44. DIFFERENCE IN VALUATION: -

During the year under review there was no case of one¬
time settlement with financial institution so the 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 Banks or Financial
Institutions are not applicable to the company.

45. SUSPENSION OF TRADING: -

The equity shares of the Company have been listed
and actively traded on Main Board of National Stock
Exchange of India Limited. There was no occasion
wherein the equity shares of the Company have been
suspended for trading during the FY 2025-2026.

46. DETAILS OF APPLICATION MADE OR ANY
PROCEEDING PENDING UNDER THE IBC 2016:

During the year under review no application was
made further no any proceeding pending under the
Insolvency and Bankruptcy Code, 2016 (31 of 2016)
against the company.

47. ACKNOWLEDGEMENT: -

The Board of Directors places on record its sincere
appreciation for the continued cooperation and
support received from the National Stock Exchange
of India Limited (NSE), the Securities and Exchange
Board of India (SEBI), Auditors, Advisors, Consultants,
and other intermediaries, as well as the investors of the
Company.

The Board also expresses its gratitude to the Central,
State, and Local Government authorities, regulatory
bodies, bankers, and members for their continued
support and guidance. The Directors further
acknowledge with appreciation the dedication,
commitment, and contribution of the employees at
all levels, whose efforts have been instrumental in the
Company's sustained growth.

For and on Behalf of the Board of DirectorsD. P. Mangal

Place : Bhilwara Executive Chairman

Date : 8^th May, 2026 DIN: 0120520