Your directors are pleased to present the 17th (Seventeenth) Annual Report together with the Standalone and Consolidated Audited Financial Statements of the Company for the financial year ended 31st March, 2026.
i. financial highlights
The Company's financial performance for the financial year ended 31st March, 2026 is summarized below:
| |
|
|
|
|
|
particulars
|
stand
2025-26
|
ialone
2024-25
|
conso
2025-26
|
lidated
2024-25
|
|
Revenue from Operations
|
20,989.23
|
21,943.65
|
33,496.18
|
28,422.57
|
|
Other Income
|
1,255.01
|
1,199.27
|
808.07
|
792.35
|
|
Total Income
|
22,244.24
|
23,142.92
|
34,304.25
|
29,214.92
|
|
Profit before Interest, Depreciation and Taxes
|
6,906.51
|
8,545.92
|
12,118.93
|
10,924.05
|
|
Less: Interest
|
99.70
|
158.09
|
316.80
|
400.16
|
|
Less: Depreciation (Net)
|
397.67
|
418.61
|
621.12
|
545.68
|
|
Profit before exceptional item and tax
|
7,403.88
|
7,969.22
|
11,178.01
|
9,978.21
|
|
Less: Exceptional item
|
788.79
|
-
|
788.79
|
-
|
|
Profit before tax
|
6,615.09
|
7,969.22
|
10,389.22
|
9,978.21
|
|
Less: Provision for Tax (including deferred tax)
|
1,507.51
|
1,980.04
|
2,673.02
|
2,409.26
|
|
Profit After Tax
|
5,107.58
|
5,989.18
|
7,716.20
|
7,568.95
|
|
Other Comprehensive Income / (Loss) (Net of Tax)
|
21.81
|
32.8
|
65.00
|
35.43
|
|
Total Comprehensive Income
|
5,129.39
|
6,021.98
|
7,781.20
|
7,604.38
|
2. operational performance and outlook
On a standalone basis, the Company could achieve total revenue of H20,989.23 Lakh during the financial year under review compared to H21,943.65 Lakh in the previous financial year. On a consolidated basis, the Company achieved higher total revenue of H33,496.18 Lakh during the financial year under review compared to H28,422.57 Lakh in the previous year.
The gross profit of the Company on standalone basis was at H6,906.51 Lakh as against H8,545.92 Lakh in the previous financial year. After considering the interest of H99.70 Lakh, depreciation of H397.67 Lakh, Profit before tax was at H7,403.88 Lakh (previous year H7,969.22 Lakh). With a tax provision of H1,507.51 Lakh (previous year H1,980.04 Lakh) Profit after tax stood at H5,107.58 Lakh as against H5,989.18 Lakh in the previous financial year. Total comprehensive income was H5,129.39 Lakh (previous financial year H6,021.98 Lakh).
The gross profit of the Company on consolidated basis was at H12,118.93 Lakh as against H10,924.05 Lakh in the previous financial year. After considering the interest
of H316.80 Lakh, depreciation of H621.12 Lakh, Profit before tax was at H10,389.22 Lakh (previous year H9,978.21 Lakh). With a tax provision of H2,673.02 Lakh (previous year H2,409.26 Lakh) Profit after tax stood at H7,716.20 Lakh as against H7,568.95 Lakh in the previous financial year. Total comprehensive income was H7,781.20 Lakh (previous financial year H7,604.38 Lakh).
It was another successful year on the journey of excellence and growth and the Company posted excellent results.
To accelerate growth momentum, the Company has acquired 51% stake in Chawla Brothers, a partnership firm, to have more presence in Punjab and nearby markets.
3. the change in the nature of business
There was no change in the nature of business of the Company during the financial year under review.
4. initial public offer
During the financial year under review, the Company completed its Initial Public Offer of 1,82,74,798 Equity
Shares of face value of Re, 1/- each at an issue price of H247/- per share, The entire issue comprised of Offer for Sale by Selling Shareholders, Pursuant to the IPO, the equity shares of the Company are listed on National Stock Exchange of India Limited and BSE Limited w,e,f, 23rd September, 2025.
5. material changes and commitments affecting financial position between the end of the financial year and date of the report
There were no material changes and commitments affecting the financial position of the Company between the end of the financial year to which the financial statements relate and the date of this report,
6. share capital of the company
During the financial year under review, there was no change in the share capital of the Company, The Paid-Up Equity Share Capital of your Company as on 31st March, 2026 was H10,22,00,000/- (Rupees Ten Crore Twenty Two Lakh only) divided into 10,22,00,000 (Ten Crore Twenty Two Lakh only) Equity Shares of Re, 1/- (Rupee One only) each fully paid up,
During the financial year under review, the Company has not issued shares with differential voting rights nor granted stock options nor sweat equity,
7. dividend & dividend policy
The Board of Directors declared an interim dividend of Re, 0,20 per share (20%) on 23rd March, 2026,
With a view to conserve resources for expansion of business, your Directors have thought it prudent not to recommend any further dividend for the financial year under review,
Pursuant to the provisions of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Company has formulated the Dividend Distribution Policy, The policy can be accessed on the Company's website at:
https://cdn.europratik.com/pavload-media/
static/Dividend%20Distribution%20Policv,
pdf?2026-03-21T11:30:56,335Z,
8. RESERVES
During the financial year under review, no amount was transferred to the General Reserve,
9. subsidiaries, joint ventures and associate companies
During the financial year under review, the Company acquired majority stake in Euro Pratik Star LLP on 22nd April, 2025, Euro Pratik Craft LLP on 8th July, 2025 and URO Veneer World, Partnership Firm on 1st December, 2025,
As on 31st March, 2026, the Company had two wholly owned subsidiaries viz, Gloirio Decor Private Limited and Euro Pratik Trade - FZCO, Dubai, five subsidiaries viz, Euro Pratik C Corp INC, USA, Europratik Intex LLP Euro Pratik Star LLP, Euro Pratik Craft LLP and URO Veneer World (partnership firm) and two step down subsidiaries viz, Euro Pratik USA LLC and Euro Pratik EU D,O,O,
Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 ("the Act”), a statement containing salient features of financial statements of the subsidiaries in Form AOC-1 is attached to the financial statements of the Company forming part of this Annual Report,
No subsidiary, joint venture or associate Company was formed, acquired or ceased during the financial year under review except those mentioned hereinabove,
10. consolidated audited financial statements
Pursuant to the provisions of Sections 129 and 133 of the Act read with the Companies (Accounts) Rules, 2014 and as required under Regulation 34 of the Listing Regulations, the Company has prepared Consolidated Audited Financial Statements consolidating financial statements of its two wholly owned subsidiaries viz, Gloirio Decor Private Limited and Euro Pratik Trade - FZCO, Dubai, five subsidiaries viz, Euro Pratik C Corp INC, USA, Europratik Intex LLP, Euro Pratik Star LLP, Euro Pratik Craft LLP and URO Veneer World (partnership firm), and one step down subsidiary viz, Euro Pratik USA LLC with its financial statements in accordance with the applicable provisions of Indian Accounting Standards ("Ind-AS”), As there were no operations / transactions in Euro Pratik EU D,O,O, during the financial year ended 31st March, 2026, accounts of this step down subsidiary are not consolidated,
The Consolidated Audited Financial Statements along with the Independent Auditors' Report thereon are annexed and form part of this Annual Report,
The summarized consolidated financial position is provided in point no, 1 above,
11. risk management and areas of concern
The Company has laid down a well-defined Risk Management Policy covering risk mapping, trend analysis, risk exposure, potential impact and risk mitigation process, A detailed exercise is being carried out from time to time to identify, evaluate, manage and monitoring of both business and non-business risks, The Board periodically reviews the risks and suggests steps to be taken to control and mitigate the same through a properly defined framework,
Pursuant to the provisions of Regulation 21 of the Listing Regulations, the Company has constituted Risk Management Committee, As on 31st March, 2026, Risk Management Committee comprised of
Mr, Jai Gunvantraj Singhvi, Executive Director and Mr, Manish Kaiiash Ramuka, Independent Director as its members and Mr, Pratik Gunvantraj Singhvi, Managing Director as its Chairman, The Company Secretary and Compiiance Officer of the Company acts as Secretary of the Committee,
The Committee assists the Board in fuifiiiing its oversight responsibiiities with regard to enterprise risk management, The Committee reviews the risk management practices and actions depioyed by the management with respect to identification, impact assessment, monitoring, mitigation and reporting of key risks whiie at the same time trying to achieve its business objectives,
This Committee's responsibiiities inciude achieving the objective of deveioping a risk mitigated cuiture that supports decision making and heips improving the Company's performance as stated in the Risk Management Poiicy of the Company, The roie and terms of reference of the Risk Management Committee are in conformity with the requirements of the Act and Reguiation 21 of the Listing Reguiations,
12. annual return
In accordance with the provisions of Section 92(3) read with the Section 134(3)(a) of the Act, the Annuai Return of the Company as on 31st March, 2026 wiii be piaced on the website of the Company and can be accessed at the website of the Company viz, www.europratik.com,
13. directors and key managerial personnel (kmp)
a) Composition
As on 31st March, 2026, the Board comprised of 6 (six) Directors inciuding one Independent Women Director, The Board has an appropriate mix of Executive Directors and Independent Directors, which is in compiiance with the requirements of the Act and the Listing Reguiations, and is aiso aiigned with the best practices of Corporate Governance,
b) Retirement by rotation
In accordance with the provisions of Section 152(6) of the Act read with the Companies (Management and Administration) Ruies, 2014 and the Articies of Association of the Company, Mr, Jai Gunvantraj Singhvi (DIN: 00408876), Director of the Company, retires by rotation at the ensuing Annuai Generai Meeting and being eiigibie, has offered himseif for re-appointment, The Board of Directors, on the recommendation of Nomination and Remuneration Committee, recommends his re-appointment as such to the members of the Company,
c) Appointment and Re-appointment
Upon the recommendation of Nomination and Remuneration Committee and the Board of Directors
of the Company, the members of the Company re¬ appointed Mr, Pratik Gunvantraj Singhvi (DIN: 00371660) as Director of the Company, who retired by rotation at 16th AGM in terms of provisions of Section 152(6) of the Act,
Upon recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company appointed Mrs, Priya Abhishek Jain as Additionai Independent Director of the Company w,e,f. 17th November, 2025; and the members of the Company through postai baiiot, resuit of which was deciared on 30th January, 2026 appointed her as an Independent Director of the Company for a period of 5 (five) consecutive years,
Apart from above, no other Director was appointed / re¬ appointed during the financiai year under review,
d) Changes in Key Managerial Personnel of the Company:
There were no changes in the Key Manageriai Personnei of the Company during the financiai year under review,
e) Cessation
Mrs, Dhruti Apurv Bhagaiia (DIN: 10818872) resigned from the post of Independent Director of the Company w,e,f. ciose of business hours of 22nd December, 2025, The Board of Directors of the Company piaces on record its appreciation for the invaiuabie contribution and guidance provided by her during her stint with the Company,
Apart from above, no other Director or KMP retired or resigned during the financiai year under review,
f) Declaration from Independent Directors
The Company has received deciarations from aii the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act read with Reguiation 16(1)(b) and Reguiation 25 of the Listing Reguiations and deciaring that they are not aware of any circumstance or situation, which exist or may be reasonabiy anticipated, that couid impair or impact their abiiity to discharge their duties with an objective independent judgment and without any externai influence, The Independent Directors have aiso confirmed that they have compiled with the provisions of Scheduie IV of the Act and the Company's Code of Conduct,
Further, the Independent Directors have aiso submitted their deciarations in compiiance with the provisions of Ruie 6(3) of the Companies (Appointment and Quaiification of Directors) Ruies, 2014, which mandates the inciusion of their names in the data bank of Indian Institute of Corporate Affairs ("IICA”) tiii they continue to hoid the office of an independent director,
None of the directors of your Company are disqualified under the provisions of Section 164(2) of the Act, Your directors have made necessary disclosures as
required under various provisions of the Act and the Listing Regulations,
In the opinion of the Board, all the independent directors of the Company are person of integrity and possess relevant expertise and experience and are independent of the management,
g) Annual Performance and Board Evaluation
The Board has devised a policy pursuant to the provisions of the Act and the Listing Regulations for performance evaluation of the chairman, board, individual directors (including independent directors) and committees which includes criteria for performance evaluation of non-executive directors and executive directors,
The Nomination and Remuneration Committee of the Company has specified the manner of effective evaluation of the performance of the Board, its committees and individual directors of the Company and has authorized the Board to carry out the evaluation, Based on the manner specified by the Committee, the Board has devised a questionnaire to evaluate its performance and that of its committees and individual directors, Such questions are prepared considering the business of the Company and the expectations that the Board has from each of the directors, The performance of each committee was evaluated by the Board, The reports on performance evaluation of the individual directors were reviewed by the Board,
The evaluation framework for assessing the performance of directors comprises of the following key areas:
i, Attendance at Board and Committee meetings;
ii, Quality of contribution to Board deliberations;
iii, Strategic perspective or inputs regarding future growth of the Company and its performance; and
iv, Providing perspective and feedback going beyond information provided by the management,
The details of the programmes for familiarization of Independent Directors with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company and related matters are put up on the website of the Company at the link: https://cdn.europratik.com/payload-media/
static/Familiarization%20programme%20for%20 Independent%20Director,pdf?2026-03-21T11:30:56,334Z
h) Key Managerial Personnel (KMP)
The details of Key Managerial Personnel of the Company are as follows:
|
Sr.
No.
|
Name
|
Designation
|
|
1,
|
Mr, Pratik Singhvi
|
Managing Director
|
|
2,
|
Mr, Jai Singhvi
|
Whole Time Director and CFO
|
|
3,
|
Mr, Abhinav Sacheti
|
Whole Time Director
|
|
4,
|
Mr, Shruti Shukla
|
Company Secretary and Compliance Officer
|
14. particulars of employees and managerial personnel
a. details pursuant to the provisions of section 197 of THE ACT READ WITH RULE 5 OF THE companies (appointment and remuneration OF MANAGERIAL personnel) rules, 2014
Disclosure pertaining to remuneration and other details as required under Section 197 of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in "Annexure -A”, which forms part of this Report,
The statement containing particulars of employees as required under Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in a separate annexure forming part of this Report, However, in terms of Section 136 of the Act, the reports and financial statements are being sent to the members excluding the aforesaid annexure, The said annexure is available for inspection at the registered office of the Company during the working hours and any member interested in obtaining copy of the same may write to the Company Secretary and Compliance Officer of the Company and the same will be furnished on request,
B. MATERNITY BENEFIT act, 1961.
During the financial year under review, the Company has complied with and adhered to provisions relating to the Maternity Benefit Act, 1961, as part of inclusive HR practices, The Company remains dedicated to supporting the health, dignity and work-life balance of all women employees and reaffirms its commitment to upholding the rights and welfare of women employees by ensuring strict compliance with the provisions of the said Act,
The Company believes in and practices no discrimination or no termination of employment on the grounds of maternity, promoting gender equity and facilitating a safe
and supportive working environment, facilitating safe and hygienic working conditions in all office locations including godowns, thus supporting the holistic well¬ being of all employees including women employees.
c. information under the sexual harassment of women at workplace (prevention, prohibition and redressal) act, 2013
The Company has complied with the provisions relating to the constitution of the Internal Committee(s) as required under Section 4 of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013. The details as required under Section 134(3) of the Act read with Rule 8 of the Companies (Accounts) Rules,
2014, are as follows:
(a) number of complaints of sexual harassment received in the year : Nil
(b) number of complaints disposed off during the year : Nil
(c) number of cases pending for more than ninety days : Nil
d. number of employees as on the closure of financial year ended 31st march, 2026:
Female : 10
Male : 47
Transgender : Nil
15. remuneration policy
Pursuant to the provisions of Section 178 of the Act and Regulation 19 of the Listing Regulations and on the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company has adopted a policy for selection and appointment of Directors, Key Managerial Personnel (KMP), Senior Management Personnel (SMP), other employees and their remuneration including criteria for determining qualifications, positive attributes, independence of a director and other related matters.
The Remuneration Policy is placed on the website of the Company viz. www.europratik.com.
16. meetings of the board
The Board met 15 (fifteen) times during the financial year under review, the details of which are given in the Corporate Governance Report, forming part of this Annual Report and are also given herein below:
|
Sr.
|
Date of meeting
|
Total Number of directors
|
Attendance
|
|
No.
|
|
as on the date of meeting
|
Number of directors attended
|
% of attendance
|
|
1.
|
02.04.2025
|
6
|
6
|
100.00
|
|
2.
|
18.07.2025
|
6
|
6
|
100.00
|
|
3.
|
21.08.2025
|
6
|
6
|
100.00
|
|
4.
|
22.08.2025
|
6
|
6
|
100.00
|
|
5.
|
05.09.2025
|
6
|
6
|
100.00
|
|
6.
|
09.09.2025
|
6
|
6
|
100.00
|
|
7.
|
15.09.2025
|
6
|
6
|
100.00
|
|
8.
|
18.09.2025
|
6
|
6
|
100.00
|
|
9.
|
19.09.2025
|
6
|
6
|
100.00
|
|
10.
|
11.10.2025
|
6
|
5
|
83.33
|
|
11.
|
05.11.2025
|
6
|
5
|
83.33
|
|
12.
|
17.11.2025
|
6
|
5
|
83.33
|
|
13.
|
26.12.2025
|
6
|
6
|
100.00
|
|
14.
|
07.02.2026
|
6
|
6
|
100.00
|
|
15.
|
23.03.2026
|
6
|
5
|
83.33
|
The intervening gap between the two consecutive meetings was within the period prescribed under the Act and Listing Regulations.
17. committees of the board
In accordance with the applicable provisions of the Act and the Listing Regulations, the Company has constituted 5 (five) committees of the Board, namely:
1. Audit Committee,
2. Stakeholders' Relationship Committee,
3. Nomination and Remuneration Committee,
4. Risk Management Committee, and
5. Corporate Social Responsibility (CSR) Committee.
Details of the Committees constituted by the Board under the Act and Listing Regulations, along with their composition and changes thereof, if any, terms of reference and meetings during the financial year under review are provided in the Corporate Governance Report, which forms part of this Annual Report.
The number and dates of meetings of various Committees held during the financial year under review and attendance thereat are also provided herein below:
|
No. of meetings held
|
Type of Meeting
|
Date of meeting
|
Total no. of members as on the date of meeting
|
Attendance
|
|
No. of members attended
|
% of attendance
|
|
1.
|
Audit Committee
|
02.04.2025
|
3
|
3
|
100.00
|
|
2.
|
18.07.2025
|
3
|
3
|
100.00
|
|
3.
|
21.08.2025
|
3
|
3
|
100.00
|
|
4.
|
22.08.2025
|
3
|
3
|
100.00
|
|
5.
|
05.09.2025
|
3
|
3
|
100.00
|
|
6.
|
11.10.2025
|
3
|
3
|
100.00
|
|
7.
|
05.11.2025
|
3
|
3
|
100.00
|
|
8.
|
17.11.2025
|
3
|
3
|
100.00
|
|
9.
|
07.02.2026
|
3
|
3
|
100.00
|
| |
|
1.
|
Nomination & Remuneration Committee
|
02.04.2025
|
3
|
3
|
100.00
|
|
2.
|
|
17.11.2025
|
3
|
2
|
100.00
|
| |
|
1.
|
Stakeholders'
Relationship
Committee
|
02.04.2025
|
3
|
3
|
100.00
|
|
2.
|
07.02.2026
|
3
|
3
|
100.00
|
| |
|
1.
|
Risk Management Committee
|
17.11.2025
|
3
|
3
|
100.00
|
|
2.
|
07.02.2026
|
3
|
3
|
100.00
|
| |
|
1.
|
CSR Committee
|
02.04.2025
|
3
|
3
|
100.00
|
|
2
|
18.07.2025
|
3
|
3
|
100.00
|
is. audit committee and its composition
The Audit Committee is duly constituted as per the provisions of Section 177 of the Act and Regulation 18 of Listing Regulations. As on 31st March, 2026, the Audit Committee comprised of Mr. Manish Kailash Ramuka, Mr. Jai Gunvantraj Singhvi and Mr. Mahendra Kachhara. Mr. Manish Kailash Ramuka is Chairman of the Audit Committee. The Company Secretary and Compliance Officer of the Company acts as Secretary of the Audit Committee. All the recommendations made by the Audit Committee were accepted by the Board of Directors of the Company. Other details with respect to Audit Committee are given in Corporate Governance Report, which forms part of this Annual Report.
The Audit Committee reviews the reports to be submitted to the Board of Directors with respect to auditing and accounting matters, etc. It also supervises the
Company's internal control, financial reporting process and vigil mechanism.
19. directors' responsibility statement
Your Directors, to the best of their knowledge and belief and according to the information and explanations obtained by them and as required under Section 134(3) (c) read with Section 134(5) of the Act, state that:
(a) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;
(b) the directors 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 financial year and of the profit of the Company for that period;
(c) the directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) the directors have prepared the annual accounts on a going concern basis;
(e) the directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and
(f) the directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
20. public deposits
During the financial year under review, the Company has not accepted or renewed any public deposit within the meaning of Sections 73 to 76 of the Act read with Companies (Acceptance of Deposits) Rules, 2014. As on 31st March 2026, there were no deposits which remained unclaimed / unpaid and due for repayment nor payment of interest thereon.
21. particulars of contracts or arrangements with related parties referred to in section 188(1) of the act
All contracts / arrangements / transactions entered by the Company during the financial year under review with related parties were in ordinary course of business and on arm's length basis and are entered into based on considerations of various business exigencies, such as synergy in operations, their specializations etc. and to further the Company's interests.
The details of material related party transactions as referred to in Section 188(1) of the Act in the prescribed Form AOC-2 under the Companies (Accounts) Rules, 2014 are given in “Annexure - B" which forms part of this report.
In accordance with the provisions of Regulation 23 of the Listing Regulations, the Company has adopted the policy on related party transactions and the same is available on the Company's website athttps://cdn.europratik. com/pavload-media/static/Related%20Partv%20 Transaction%20Policy.pdf?2026-03-21T11:30:56.328Z.
22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF the COMPANIES ACT, 2013
The details of loans, guarantees or investments made by the Company as required under Section 186 of the
Act are given under Notes to Accounts on financial statements forming part of this Annual Report.
23. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
Pursuant to the provisions of Section 135 of the Act read with the Companies (Corporate Social Responsibility) Rules, 2014, the Company has formed Corporate Social Responsibility Committee and the Corporate Social Responsibility (‘CSR') Policy. The CSR Policy has been placed on the website of the Company viz. www. europratik.com.
As required under the provisions of Rule 8 of the Companies (Corporate Social Responsibility) Rules, 2014, a brief outline/salient features of the Company's CSR Policy and the Annual Report on CSR activities undertaken by the Company during the financial year under review are given in “Annexure - C", which forms part of this Report.
24. WHISTLE BLOWER / VIGIL MECHANISM POLICY
The Company has a Vigil Mechanism / Whistle Blower Policy to deal with instances of fraud and mismanagement, if any. The mechanism also provides for adequate safeguards against victimization of directors and employees who avail of the mechanism and also provide for direct access to the Chairman of the Audit Committee in appropriate and exceptional cases. The details of the Vigil Mechanism Policy are explained in the Corporate Governance Report and the policy has been placed on the website of the Company viz. www. europratik.com.
We affirm that during the financial year under review, no employee or director was denied access to the Chairman of the Audit Committee.
25. STATUTORY AUDITORS
Pursuant to the provisions of Section 139 of the Act read with the Companies (Audit and Auditors) Rules, 2014, the members of the Company at their 13th Annual General Meeting held on 30th September, 2022, re-appointed M/s. Monika Jain and Co., Chartered Accountants (Firm Registration No. 130708W), as Statutory Auditors of the Company to hold office till the conclusion of the 18th Annual General Meeting, to be held for the financial year ending 31st March, 2027.
Further, the member of the Company at their 15th Annual General Meeting held on 11th September, 2024, appointed M/s. CNK & Associates LLP, Chartered Accountants, Mumbai (having FRN: 101961W / W-100036) as Joint Statutory Auditors of the Company, for a term of 5 (five) consecutive years to hold office from the conclusion of 15th Annual General Meeting till the conclusion of 20th Annual General Meeting to be held for the financial year ending on 31st March, 2029.
M/s. Monika Jain and Co. and M/s. CNK & Associates LLP have furnished written confirmation to the effect that they are not disqualified from acting as Statutory Auditors of the Company in terms of the provisions of Sections 139 and 141 of the Act and the Companies (Audit and Auditors) Rules 2014.
26. SECRETARIAL AUDITORS
Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the Listing Regulations, the Company appointed M/s. M Baldeva Associates, Company Secretaries, Mumbai as Secretarial Auditors of the Company to undertake Secretarial Audit for the financial year ended 31st March, 2026.
The Secretarial Audit Report is annexed as “Annexure - D" which forms part of this Report.
With respect to the observations made by the Secretarial Auditors in their report your directors would like to state that (a) short notice to stock exchanges w.r.t. record date was inadvertent; and (b) the delay in filing of some eforms with the Registrar of Companies was inadvertent.
Pursuant to the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the Listing Regulations, the Board, at its meeting held on 10th August, 2026, based on the recommendation of the Audit Committee, has recommended appointment of M/s. M Baldeva Associates (Peer Review No. 1436/2021), Company Secretaries, Mumbai as Secretarial Auditors of the Company for a term of 5 (five) consecutive years w.e.f. financial year 2026-27 to financial year 2030-31, on payment of such fees, basis the recommendation of the Audit Committee, as may be mutually agreed between the Board and the Secretarial Auditors from time to time, to the members of the Company at the ensuing AGM. Your Directors seek members' approval for appointment of M/s. M Baldeva Associates as Secretarial Auditors of the Company, as aforesaid.
M/s. M Baldeva Associates have confirmed they are not disqualified from being appointed as Secretarial Auditors of the Company and satisfy the prescribed eligibility criteria.
As per Regulation 24A of the Listing Regulations, the Company is required to annex the Secretarial Audit Report of its material subsidiary to its Annual Report. Accordingly, the Secretarial Audit Report of the material subsidiary is attached as “Annexure - E" which forms part of this Report.
27. INTERNAL AUDITORS
Pursuant to the provisions of Section 138 of the Act read with the Companies (Accounts) Rules, 2014, the Board,
on recommendation of the Audit Committee, appointed M/s. D N A & Associates, Chartered Accountants, Mumbai, as Company's Internal Auditors for the financial year 2025-26.
The Internal Auditors monitor and evaluate the efficacy and adequacy of internal control systems in the Company, its compliances with operating systems, accounting procedures and policies at all locations of the Company and reports are presented to the Audit Committee periodically.
28. COST RECORDS AND COST AUDITORS
The provisions of Section 148 of Act regarding maintenance of cost records and appointment of Cost Auditors were not applicable to the Company during the financial year under review.
29. COMMENTS ON QUALIFICATION BY STATUTORY AUDITORS AND SECRETARIAL AUDITORS
There are no qualifications, observations, adverse remarks or disclaimers by the Statutory Auditors in their reports. With respect to observations made by Secretarial Auditors in their report, your directors would like to clarify that:
1. As required under Regulation 42 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company gave intimation of record date 2 (two) days advance instead of at least 3 (three) days advance for fixation of 27th March, 2026 as record date for payment of interim dividend for the financial year ended 31st March, 2026.
Directors' comments: The short notice was inadvertent, and the Company has paid fines imposed by the NSE and BSE.
2. Delay in filing of some e-forms with the Registrar of Companies, Mumbai.
Directors' comments: The delay in filing of e-forms with the Registrar of Companies, Mumbai was inadvertent.
Further, none of the Auditors of the Company have reported any fraud as specified under Section 143(12) of the Act, and therefore disclosure of details under Section 134(3)(ca) of the Act is not applicable.
30. management discussion and analysis
AND CORPORATE GOVERNANCE REPORT
Pursuant to the provisions of Regulations 34(2) & (3) and Schedule V of the Listing Regulations, the following have been made part of the Annual Report and are attached to this Annual Report:
Ý Management Discussion and Analysis Report,
Ý Corporate Governance Report,
Ý Declaration on compliance with Code of Conduct,
Ý Certificate from Practicing Company Secretary that none of the directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as director of Company, and
Ý Practicing Company Secretary regarding compliance of conditions of Corporate Governance.
31. details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company's operations in future
There was no significant or material order passed by any regulator or court or tribunal, which may impact the going concern status of the Company or will have a bearing on Company's operations in future.
32. internal financial control with reference to the financial statements
The Company has in place proper and adequate internal control systems commensurate with the nature of its business, size and complexity of its business operations. Internal control systems comprising of policies and procedures are designed to ensure reliability of financial reporting, compliance with policies, procedures, applicable laws and regulations and that all assets and resources are acquired economically, used efficiently and protected adequately.
33. TRANSFER OF UNCLAIMED SHARES TO
unclaimed suspense account of
THE COMPANY AND (DEMAT) SUSPENSE
escrow account
During the financial year under review, the Company was not required to transfer any shares to the unclaimed suspense accounts as specified in Schedule VI of the Listing Regulations.
34. INVESTORS EDUCATION AND PROTECTION FUND (“IEPF”)
The Company was not required to transfer any amount in the account of IEPF during the financial year under review.
35. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN exchange EARNINGS AND OUTGO
Pursuant to the provisions of Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, details regarding Conservation of Energy, Technology Absorption, Foreign Exchange earnings and outgo are given in “Annexure - F", which forms part of this Report.
36. CREDIT RATINGS:
During the financial year under review, the Company had not taken any credit rating.
37. COMPLIANCE WITH SECRETARIAL STANDARDS
The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and your directors confirm compliance of the same during the financial year under review.
38. DETAILS OF PROCEEDINGS UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016
During the financial year under review, no application was made or proceedings initiated against the Company under the Insolvency and Bankruptcy Code, 2016 nor any such proceeding was pending at the end of the financial year under review.
39. VALUATION OF ASSETS
During the financial year under review, there was no instance of one-time settlement of loans / financial assistance taken from Banks or Financial Institutions, hence, the Company was not required to carry out valuation of its assets for the said purpose.
40. APPRECIATION
Your directors would like to place on record their sincere appreciation for the continued co-operation, guidance, support and assistance extended during the financial year under review by our bankers, customers, suppliers, shareholders, distributors, retailers, other business partners, Government and Regulatory Authorities and stock exchanges. The Board also wishes to express its appreciation for the valuable contribution made by the employees at all levels during the financial year under review.
For and on behalf of the Board of Directors of Euro Pratik Sales Limited
Pratik Singhvi
Place: Mumbai Chairman & Managing Director
Date: 10th August, 2026 DIN: 00371660
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