Your Directors are pleased to present their 37th Annual Report together with the Audited Financial Statements of your Company for the financial year ended March 31, 2026.
1. FINANCIAL HIGHLIGHTS (Standalone) (H in Lakhs)
|
Particulars
|
Current Year 2025-26
|
Previous Year 2024-25
|
|
Revenue from operations
|
37,243.00
|
34,626.52
|
|
Other Income
|
19.78
|
25.46
|
|
Total Income
|
37,262.78
|
34,651.98
|
|
Profit for the year before Finance Costs, Depreciation, Exceptional Items and Tax Expenses
|
1,720.51
|
2,508.88
|
|
Less: Finance Costs
|
681.62
|
526.04
|
|
Profit for the year before Depreciation, Exceptional Items and Tax Expenses
|
1,038.89
|
1,982.84
|
|
Less: Depreciation
|
1,652.81
|
1,400.20
|
|
Profit for the year before Exceptional Items and Tax Expenses
|
(613.92)
|
582.64
|
|
Add/(Less): Exceptional Items
|
|
|
|
Loss due to Fire
|
-
|
402.18
|
|
Insurance claim Receivable
|
169.61
|
(402.18)
|
|
Profit for the year before Tax Expenses
|
(444.31)
|
582.64
|
|
Less: Current Tax
|
-
|
-
|
|
Less: Deferred Tax
|
(400.45)
|
105.60
|
|
Less: Adjustment of tax for earlier years (Net)
|
-
|
-
|
|
Net Profit for the year
|
(43.86)
|
477.04
|
|
Add: Balance brought forward from last year
|
|
|
|
Depreciation Adjustment
|
Nil
|
Nil
|
|
Deferred tax on Depreciation Adjustment
|
Nil
|
Nil
|
|
Surplus available for Appropriation
|
16,923.30
|
16,992.42
|
|
Appropriation
|
|
|
|
Other Comprehensive Income
|
(52.05)
|
14.91
|
|
Transfer to General Reserve
|
Nil
|
Nil
|
|
Final Dividend of Rs. 0.75 per Equity Share
|
|
|
|
(P. Y. Rs. 0.50 per Equity Share)
|
(60.25)
|
(40.17)
|
|
Balance carried over to Balance Sheet
|
16,811.00
|
16,967.16
|
2. DIVIDEND
After considering the overall financial performance and cash flow of the Company, the Board of Directors of the Company are pleased to recommend a final dividend of Rs. 0.50/- per equity share (5% on the face value of Rs. 10/- each) for the year ended March 31, 2026 subject to approval of the members at the forthcoming Annual General Meeting. The final dividend, if declared as above would involve a total outgo of Rs. 40.17 Lakhs towards dividend for the year.
During the previous financial year, the Company has paid final dividend of Rs. 0.75/- per equity share (7.5% on face value of Rs. 10 each), and the total outgo was Rs. 60.25 Lakhs towards dividend.
As per the provisions of Income Tax Act, 1961 amended from time to time, dividends paid or distributed by the Company shall be taxable in the hands of the shareholders. Accordingly, the Company makes the payment of the dividend from time to time after deduction of tax at source.
Transfer to Investor Education and Protection Fund Authority
During the year under review, unclaimed dividend amount of Rs. 9.86 Lakhs pertaining to the year ended March 31, 2018 were transferred to Investor Education and Protection Fund established by the Central Government on 28th October, 2025 and also transferred 87,121 Equity shares of the Company to IEPF on 10th November, 2025.
The Shareholders/claimants whose shares and unclaimed dividend have been transferred to the IEPF Account may claim the shares or apply for refund by making an application to the IEPF Authority. A details of Nodal officer of the Company appointed by the Board of directors is available at Company's website at https://www.aksharchemindia.com/uploads/report/35517 06680081General%20Business%20Information.pdf
3. TRANSFER TO RESERVES
During the year under review, no amount is appropriated from Profit and Loss Account and transferred to any reserve account.
4. STATE OF COMPANY'S AFFAIRS
The highlights of the Company's performance are as under:
General
During the year under review, the Company recorded revenue from operations of Rs. 37,243.00 lakhs as compared to Rs. 34,626.52 lakhs in the previous financial year, reflecting an improvement in business performance driven by better price realization and increased demand in the Dyes & Pigments sector. The increase in revenue reflects improved market conditions and operational performance. However, despite the growth in turnover, the Company incurred a net loss of Rs. 43.86 lakhs during the year under review. The Dyes & Pigments industry witnessed a gradual revival during the year, supported by favorable market conditions and enhanced demand across key customer segments. The Company's Silica business also remained stable, aided by improved capacity utilization and operational efficiencies. Over the years, the Company has established a strong presence in the silica market and continues to maintain long-standing business relationships with leading tyre manufacturers, who remain its regular customers.
Exports
The Company's export turnover increased to Rs. 21,236.71 lakhs during the year under review from Rs. 16,691.49 lakhs in the previous year, primarily driven by improved price realization and higher demand for pigment products in international markets. As part of its strategic growth initiatives, the Company also expanded its market presence in the Dyes intermediates by exploring and developing new customers in India and export markets, including Taiwan and South Korea and for Silica business developing new export markets, including Sri Lanka, Russia, and Turkey. These efforts are expected to further strengthen the Company's global footprint and diversify its export base.
5. FIRE INSURANCE CLAIMS
Fire incident in Dry zone building of Vinyl Sulphone (VS) plant in Indrad
During the year under review, the Company has received Rs. 608 Lakhs against claim amount of Rs. 610 Lakhs for a fire broke out in Dry zone building of Vinyl Sulphone (VS) Plant situated in Village: Indrad, Chhatral-Kadi Road, Mahesana-382715 on 2nd May, 2024.
6. INTELLECTUAL PROPERTY RIGHTS
The Company is having the certificate for registration of trademark from the Registrar of Trade Marks, Trade Marks Registry, Gujarat for its logo i.e. AksharChem and its products Pigment Green 7 and Precipitated Silica i.e. Asaflow and Aksil respectively.
7. CHANGE IN THE NATURE OF BUSINESS, IF ANY
There was no change in the nature of business of the Company during the financial year ended March 31,2026.
8. SHARE CAPITAL Authorised Share Capital
The Authorised Share Capital of the Company as on 31st March, 2026 is Rs. 20,00,00,000 divided into 2,00,00,000 equity shares of Rs. 10 each.
Paid-up Share Capital
The Paid-up Share Capital of the Company as on 31st March, 2026 is Rs. 8,03,30,990 divided into 80,33,099 equity shares of Rs. 10 each.
Changes in Share Capital
During the year under review, the Company has neither issued shares with differential rights as to dividend, voting or otherwise nor issued shares (including sweat equity
shares) to the employees or Directors of the Company, under any Scheme/ Employee Stock Option. The Company has not issued any convertible instrument during the year. No disclosure is required under Section 67(3)(c) of the Companies Act, 2013 in respect of voting rights not exercised directly by the employees of the Company as the provisions of the said Section are not applicable. Also, the Company has neither issued bonus shares nor bought back any shares during the year.
9. FINANCE AND INSURANCE
The Company has been financed by State Bank of India and HDFC Bank Limited.
All insurable interests of the Company, including plant and machinery, building, stocks, vehicles, stores and spares have been adequately insured against various risks and perils.
10. PUBLIC DEPOSITS
The Company has not accepted deposit from public during the year and there was no deposit outstanding on March 31,2026.
11. PARTICULAR OF SUBSIDIARY/JOINT VENTURE/ ASSOCIATE COMPANY
During the year under review, your Company does not have any Subsidiary/ Joint Venture/ Associate Company.
12. CERTIFICATIONS
During the year under review, the Company have its quality certifications of ISO 9001:2015, certification for environment management system of ISO 14001:2015 and certification for occupation, health & safety of ISO 45001:2018.
13. EXPORT HOUSE STATUS
The Company has the status of “Three Star Export House" by Office of Additional Director General of Foreign Trade, Ahmedabad, in accordance with provisions of Foreign Trade Policy, 2023. This status is valid till March 31,2028.
14. CREDIT RATING
The CARE Ratings Limited has reviewed the ratings on the bank facilities of the Company and revised and reaffirmed the rating of the Company as “CARE A-; Negative" assigned to the long term bank facilities and “CARE A-; Negative/ CARE A2 " assigned to long term/ short term bank facilities for fund based limit and “CARE A2 " assigned to the short term bank facilities for non fund based limit.
15. LISTING
The Equity Shares of the Company continue to be listed on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) and required Listing Fees for the year 2026¬ 27 has been paid.
16. PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars as prescribed under Sub-section (3)(m) of Section 134 of the Companies Act, 2013, read with the
Companies (Accounts) Rules, 2014, are enclosed as “Annexure A"to the Board's report.
17. RISK MANAGEMENT
We believe that risk management is an integral part of our operations. It is essential to identify and manage risks in order to reduce uncertainties and ensure continuity of business. We have a risk management framework and team that implements the processes specified in the framework. Further details are set out in the Management Discussion and Analysis Report forming part of the Directors' Report.
18. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
During the year under review, the Company was not required to undertake any CSR expenditure, as the average net profit calculated for the immediately preceding three financial years was negative. However, in compliance with the provisions of Section 135 of the Companies Act, 2013 read with the rules made thereunder, the Board of Directors has constituted a Corporate Social Responsibility Committee.
The Board of Directors has also adopted a detailed CSR Policy. The CSR Policy outlines the Company's commitment to contribute towards sustainable development and social welfare, and it specifies the focus areas, implementation strategy, and governance framework for CSR activities. The policy is available on the Company's website at
https://www.aksharchemindia.com/uploads/report/81816 29881358Policy%20on%20CSR.pdf.
A detailed note on the Board and its committees is provided under the Corporate Governance Report section in this Annual Report. The Report on CSR Activities, which forms part of the Directors' Report, is annexed as “Annexure B"to this report.
19. DISCLOSURES ON MANAGERIAL REMUNERATION
Details of Managerial Remuneration as required under Section 197 (12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is given as per“Annexure C"to this report.
20. PARTICULARS OF EMPLOYEES
The statement containing particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided as “Annexure D"to this report.
21. DIRECTORS AND KEY MANAGERIAL PERSONNEL Directors Retiring by Rotation
In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mrs. Paru M. Jaykrishna (DIN: 00671721) and Mr. Sachin M. Jaykrishna (DIN: 10712990), Directors of the Company, retire by rotation at the ensuing Annual General Meeting
and being eligible have offered themselves for re¬ appointment. The Nomination and Remuneration Committee and the Board has recommended such reappointment. Brief profile of the Director being re¬ appointed as required under Regulations 36(3) of Listing Regulations, 2015 and Secretarial Standard on General Meetings is provided in the Notice of the forthcoming AGM of the Company.
Key Managerial Personnel
The following persons are the Key Managerial Personnel: Mr. Munjal M. Jaykrishna, Joint Managing Director & CEO Mr. Sachin M. Jaykrishna, Whole Time Director Mr. Devalkumar I. Suthar, Executive Director Mr. Amit D. Soni, Chief Financial Officer
Mr. Mehul Naliyadhara, Company Secretary & Compliance Officer
Changes in Board of Directors
During the year and up to the date of this report, based on the recommendations of the Nomination and Remuneration Committee, the Board of directors has appointed Mr. Devalkumar Indrabal Suthar (DIN: 11511925), Whole Time Director, designated as Executive Director of the Company for a period of three consecutive years, effective from May 21, 2026, subject to approval of the Members.
Further, Mr. Ashok Dolatsinh Barot (DIN: 08366687), Executive Director, tendered his resignation from the Board with effect from close of business hours on May 21, 2026, due to health considerations. The Board acknowledges and sincerely appreciates the counsel, expertise, and significant contributions made by them towards the growth and governance of the Company.
Designated Officer
During the year under review, Mr. Mehul Naliyadhara, Company Secretary & Compliance officer of the company is a Designated officer under Rule 9(5) of the Companies (Management and Administration) Rules, 2014, as amended from time to time.
Women Director
The Board of Directors of the Company includes women director viz. Mrs. Paru M. Jaykrishna and Ms. Maitri K. Mehta. Accordingly, the Company is in compliance with the requirement of section 149(1) of the Companies Act, 2013 read with Rule 3 of the Companies (Appointment and Qualification of Directors) Rules, 2014.
Independent Directors
During the year under review, there is no change in the Independent directors of the Company. Your company has the following five Independent Directors as on 31st March, 2026:
Mr. Jigar M. Patel Ms. Maitri K. Mehta Mr. Nirav K. Shah
Mr. Keyur D. Gandhi Mr. Sameer S. Sinha
Declaration by Independent Directors
The Independent Directors were appointed at the Board meeting and hold office for a fixed term not exceeding five years and are not liable to retire by rotation. In accordance with Section 149(7) of the Companies Act 2013, each Independent Director has given a written declaration to the Company confirming that he/she meets the criteria of Independence as mentioned under Section 149(6) of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015.
Statement regarding to Integrity, Expertise and Experience (including the proficiency) of Independent directors
The Board has opined that all Independent directors of the Company has possessed relevant Integrity, Expertise and Experience in commensurate with the business of the Company including registration with Independent Directors Databank as maintained and managed by the Indian Institute of Corporate Affairs and met the requirements under Rule 6(4) of the Companies (Appointment and Qualification of Directors) Rules, 2014 (amended from time to time).
Board Evaluation
The Board of Directors of the Company is committed to assess its own performance as a Board in order to identify its strengths and areas in which it may improve its functioning. To that end, the Nomination and Remuneration Committee has established processes for performance evaluation of Independent Directors, the Board and Committees of the Board. Pursuant to the provisions of the Act and the Listing Regulations, the Board has carried out an annual evaluation of its own performance, performance of its Committees as well as the Directors individually. Details of the evaluation mechanism are provided in the Corporate Governance Report.
Policy on Appointment and Remuneration of Directors and Key Managerial Personnel
The Board has on the recommendation of the Nomination and Remuneration Committee framed a policy on selection and appointment of Directors, Senior Management and their remuneration. The Nomination and Remuneration Policy is available on the website of the Company at
https://www.aksharchemindia.com/uploads/report/67115 2722747311.%20Nomination%20and%20Remuneration% 20Policy.pdf .
The details of programmes for familiarisation 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 available on the website of the Company at
https://www.aksharchemindia.com/uploads/report/38916 57873710POLICY.pdf .
Diversity of the Board
The Company recognizes and embraces the benefit of having a diverse Board of Directors and views increasing diversity at the Board level as an essential element in maintaining competitive advantage in the Business in which it operates. This Policy is available on the website of the Company at
https://www.aksharchemindia.com/uploads/report/85615 272277327.%20Policy%20of%20Board%20Diversity.pdf .
22. NUMBER OF MEETINGS OFTHE BOARD
During the year under review, the Board of Directors of the Company, met 4 (Four) times on May 21, 2025, July 25, 2025, November 12, 2025 and January 28, 2026. The compositions of the Board and its attendance have been given in the Report on Corporate Governance which forms part of this Annual Report.
Independent Directors Meeting
A separate Meeting of Independent Directors of the Company was held on January 28, 2026, where at the prescribed items enumerated under Schedule IV to the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, were discussed.
23. STATUTORY COMMITTEES OF THE BOARD
The Company has constituted four Board-level Committees in accordance with applicable laws and regulations. These Committees are:
(i) Audit Committee
(ii) Nomination And Remuneration Committee
(iii) Corporate Social Responsibility Committee
(iv) Stakeholders Relationship Committee Audit Committee
As at March 31, 2026, the Audit committee comprises three directors, and all are Independent Directors, Mr. Nirav K. Shah, as Chairman alongside Mr. Jigar M. Patel and Ms. Mairti K. Mehta, as members. The composition of the Audit Committee complies with the requirements of Section 177 of the Companies Act, 2013 and Regulation 18 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The terms of reference of the Audit Committee, details of the meetings held including dates and attendance, and the remuneration paid to its members are provided separately in the Corporate Governance Report attached to this Annual Report. The Company has instituted a comprehensive Internal Audit system commensurate with its size and operations. During the year under review, the Board accepted all recommendations made by the Audit Committee.
Further information regarding the Audit Committee is provided under the Corporate Governance Report section in this Annual Report.
Nomination and Remuneration Committee
As at March 31, 2026, the Nomination and Remuneration Committee comprises three Non-Executive Independent Directors: Mr. Nirav K. Shah, as Chairman, alongside Mr. Jigar M. Patel and Ms. Maitri K. Mehta as members.
The constitution and terms of reference of the Nomination and Remuneration Committee of the Company are in compliance with Section 178 of the Companies Act, 2013, as well as Regulation 19 and Part D of Schedule II of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Further information regarding the Nomination and Remuneration Committee is provided under the Corporate Governance Report section in this Annual Report.
Corporate Social Responsibility Committee
As at March 31,2026, in compliance with the provisions of Section 135 of the Companies Act, 2013 read with the rules made thereunder, the Board of Directors has constituted a Corporate Social Responsibility Committee. The Committee chaired by Mrs. Paru M. Jaykrishna, Chairperson & Managing Director of the Company. The other members of the Committee are Ms. Maitri K. Mehta and Mr. Nirav K. Shah, both Independent directors.
Further information regarding the Corporate Social Responsibility Committee is provided under the Corporate Governance Report section in this Annual Report.
Stakeholders Relationship Committee
As at March 31, 2026, the Stakeholders Relationship Committee comprises three Non-Executive Independent Directors: Mr. Nirav K. Shah, as Chairman, alongside Mr. Jigar M. Patel and Ms. Maitri K. Mehta as members.
The constitution and terms of reference of the Committee are duly framed in compliance with Section 178(5) of the Companies Act, 2013, and Regulation 20 read with Part D of Schedule VI of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Further information regarding the Stakeholders Relationship Committee is provided under the Corporate Governance Report section in this Annual Report.
24. 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 adopted the vigil mechanism/whistle blower policy which is in compliance with the provisions of Section 177(10) of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Employees can raise concerns regarding any discrimination, harassment, victimization, any other unfair practice being adopted against them or any instances of fraud by or against your Company. The Audit Committee oversees the vigil mechanism.
The policy has been widely disseminated across the organization, including its various units and locations, and is also accessible on the Company's website at: https://www.aksharchemindia.com/uploads/report/83115 272278044.%20Policy%20of%20Whistle%20Blower%20Po licy.pdf.
25. INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY
The Board has adopted policies and procedures to ensure the orderly and efficient conduct of its business, including but not limited to the prevention and detection of frauds and errors, the safeguarding of its assets, the accuracy and completeness of the accounting records, adherence to the company's policies, periodical review of financial performance of Company and review of the accounts every quarter by Statutory Auditors. The Company has appointed Independent Internal Auditors who periodically audit the adequacy and effectiveness of the internal controls and suggest improvements.
Internal Control Systems are reviewed by Audit Committee headed by a Non- Executive Independent Director on a regular basis for its effectiveness and the necessary changes suggested are interpreted into the system. Every quarter the Audit Committee reviews the adequacy and effectiveness of internal control systems and monitors the implementation of improvement actions.
26. AUDITORS Statutory Auditors
M/s. Talati & Talati LLP, Chartered Accountants (Firm Registration No. 110758W/W100377), Ahmedabad, were appointed as the Statutory Auditors of the Company for a term of five years up to the conclusion of the 38th Annual General Meeting of the Company to be held in 2027.
M/s. Talati & Talati LLP, Chartered Accountants, have submitted their Report on the Financial Statements of the Company for the Financial Year 2025-26, which forms part of the Annual Report 2025-26. There are no observations (including any qualification, reservation, adverse remark or disclaimer) of the Auditors in their Audit Reports that may call for any explanation from the Directors.
Secretarial Auditor
In accordance with the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, on recommendation of the Board of Directors, the Members has appointed Mr. Bipin L. Makwana, Practicing Company Secretary (Membership No. A15650), Ahmedabad to conduct the Secretarial Audit of the Company from FY 2025-26 to FY 2029-30. The Secretarial Audit Report for the Financial Year 2025-26, issued in the prescribed format, forms part of the Annual Report as “Annexure-E"to the Board's Report.
The Secretarial Auditor has not made any comments or
given any qualification, reservation or adverse remarks or disclaimer in their Audit Report.
Cost Auditor
During the year under review, the Company has made and maintained cost accounts and records as specified by the Central Government under Section 148(1) of the Companies Act, 2013. For the financial year 2025-26, M/s. M. I. Prajapati & Associates LLP, Cost Accountants, Ahmedabad (FRN-101450) have conducted the audit of the cost records of the Company.
Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with Notifications / Circulars issued by the Ministry of Corporate Affairs from time to time, the Board appointed M/s. M. I. Prajapati & Associates LLP, Cost Accountants, Ahmedabad (FRN-101450) to conduct the audit of the cost records of the Company for the financial year 2026-27. The remuneration payable to the Cost Auditor is subject to ratification by the Members at the Annual General Meeting. Accordingly, the necessary Resolution for ratification of the remuneration payable to M/s. M. I. Prajapati & Associates LLP, Cost Accountants, to conduct the audit of cost records of the Company for the financial year 2026-27 has been included in the Notice of the ensuing 37th Annual General Meeting of the Company. The Directors recommend the same for approval of the Members.
Internal Auditor
Pursuant to the provisions of Section 138 of the Companies Act, 2013, the Board of directors of the Company has appointed M/s. Mahendra N. Shah & Co., Chartered Accountants, Ahmedabad as an Internal Auditor of the Company for the financial year 2025-26.
Reporting of Fraud by Auditors
During the year under review, the auditors have not reported any instances of frauds committed in the Company by its officers or employees to the Audit Committee under section 143(12) of the Companies Act, 2013.
27. ANNUAL RETURN
The Annual Return of the Company as on 31st March, 2026 in the prescribed format is available on the Company's website at www.aksharchemindia.com.
28. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE
During the year under review, the Company has not given loans, provided any guarantees or made investments covered under section 186 of the Companies Act, 2013.
29. PARTICULARS OF CONTRACTS OR ARRANGEMENTS ENTERED INTOWITH RELATED PARTIES
All Related Party transactions that were entered into during the year under review were in ordinary course of business and were on arm's length basis. There were no materially significant related party transactions made by the Company which may have potential conflict of interest.
Further, there were no material related party transactions which were not in ordinary course of business and were not on arm's length basis and hence there was no information required to be provided under Section 134(3)(h) of the Companies Act, 2013 read with rule 8(2) of the Companies (Accounts) Rules, 2014 in form AOC-2 and under Section 188(2) of the Companies Act, 2013. However, the details of transactions with Related Parties are provided in the Company's financial statements in accordance with the Accounting Standards.
The policy on Related Party Transactions as approved by the Board is available on website of the Company at https://www.aksharchemindia.com/uploads/report/71917 06680336Policy%20on%20Related%20Party%20Transacti on.pdf .
30. MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT
In terms of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a Management Discussion and Analysis Report is appended as“Annexure F"to this Report.
31. CORPORATE GOVERNANCE
Your Company is committed to maintain the highest standards of Corporate Governance. A separate Corporate Governance Report as stipulated under Chapter IV read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is furnished as“Annexure G"to this Report together with certificate from Mr. Bipin L. Makwana, Practicing Company Secretary (Membership No. A15650) confirming compliance with the conditions of Corporate Governance.
32. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Pursuant to provisions of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 to submit Business Responsibility and Sustainability Report not applicable to your Company for the financial year ended 31st March, 2026.
33. DIRECTORS' RESPONSIBILITY STATEMENT
In accordance with the provisions of Section 134(3)(c) of the Companies Act, 2013 and based on the information provided by the management, your directors state that:
(a) in the preparation of the annual accounts for the year ended March 31, 2026, the applicable accounting standards have been followed along with proper explanations relating to material departures, if any;
(b) the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2026 and of the profit and loss of the Company for the year ended on that date;
(c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for
safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
(d) the 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 are operating effectively; and
(f) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
34. DISCLOSURE AS PER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
Your Company has zero tolerance for sexual harassment at workplace. The Company has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (POSH Act) and the rules framed thereunder. It is the continuous endeavor of the Management of the Company to create and provide an environment to all its employees that is free from discrimination and harassment, including sexual harassment. The details of complaints received and resolved during the financial year ended March 31, 2026, are as follows:
|
(a)
|
Number of complaints of sexual harassment received in the year
|
Nil
|
|
(b)
|
Number of complaints disposed off during
|
Nil
|
| |
the year
|
|
|
(c)
|
Number of cases pending for more than
|
Nil
|
| |
ninety days
|
|
35. COMPLIANCE OF THE PROVISIONS RELATING TO THE MATERNITY BENEFIT ACT, 1961
During the financial year under review, the Company is in compliance with the provisions relating to the Maternity Benefit Act, 1961.
36. COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND GENERAL MEETINGS
The Company has complied with Secretarial Standards issued by the Institute of Company Secretaries of India on Meetings of the Board of Directors and General Meetings.
37. HUMAN RESOURCES AND INDUSTRIAL RELATIONS
Our human capital remains the cornerstone of our success and we believe that employees are our valuable asset and core strength. The Human Resources function remained focused on enhancing employee wellbeing, strengthening workplace engagement, fostering a high-performance culture, and driving digital transformation across HR processes. Our key priorities included improving employee welfare facilities, recognizing and rewarding employee
contributions, strengthening organizational culture, and creating a more efficient, technology-enabled HR ecosystem to support sustainable business growth. Our learning and development training programs are governed by quality business management principles adopted by us, which include a principle of in-depth identification of development needs and comprehensive structure of learning and development.
We believe that our human resources initiatives led to positive trends in the production, quality, cost, delivery, safety and morale parameters in manufacturing, a higher level of engagement in workers, better working relationships between sales managers and reportees. We also engage contract labour depending on our requirements from time to time, particularly at our manufacturing facilities. The attrition rate of the Company is very low as compare to other companies in the concerned sector. Industrial relations remained harmonious with a focus on productivity, quality and safety throughout the year. Your directors wish to place on record their sincere appreciation for the devoted services of all the employees and workers of the Company.
38. DISCLOSURES
Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:
(i) no significant or material orders were passed by any regulator or court or tribunal which impacts the going concern status and Company's operations in future.
(ii) 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.
(iii) the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year.
(iv) 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 along with the reasons thereof.
39. GREEN INITIATIVE
The Ministry of Corporate Affairs had taken the Green Initiative in Report on Corporate Governance by allowing paperless compliances by Companies through electronic mode. Your Company supports the Green Initiative and has accordingly decided to send necessary communications to its Shareholders to their respective registered E-mail addresses.
40. ENVIRONMENT SAFETY AND HEALTH
Your Company continues to exercise persistent and meticulous efforts towards greener earth and environment conservation. The Company preserves in its efforts to teach safe and environmentally accountable behavior in every employee, as well as its vendors. The Company is committed towards safety, not only of its own men and plant, but also of the society at large.
Solid waste generated at the Works, after treatment of its liquid effluent is shifted to a Gujarat Pollution Control Board (GPCB) approved site.
The Company continues to demonstrate its commitment to a clean and safe environment. The State of the art effluent treatment plant continues to run satisfactorily, so that the treated waste water discharged is well within the stipulated norms set by GPCB.
Your Company has ISO 14001:2015, ISO 9001:2015 and ISO 45001:2018 certification for its unit.
41. APPRECIATION AND ACKNOWLEDGEMENTS
Your Directors are grateful and pleased to place on record their thanks to Government of India, Government of Gujarat, Electricity supply companies and Bankers for their excellent support, guidance and continued cooperation.
The Company is thankful to the shareholders for reposing trust in the Company and their unflinching enthusiasm and patronage.
42. CAUTIONARY STATEMENT
The Board's Report and Management Discussion & Analysis may contain certain statements describing the Company's objectives, expectations or forecasts that appear to be forward-looking within the meaning of applicable securities laws and regulations while actual outcomes may differ materially from what is expressed herein. The Company is not obliged to update any such forward-looking statement. Some important factors that could influence the Company's operations comprise of economic developments, pricing and demand and supply conditions in global and domestic markets, changes in government regulations, tax laws, litigation and industrial relations.
For and on behalf of Board of Directors
PARU M. JAYKRISHNA
Place : Ahmedabad Chairperson & Mg. Director
Date : August 12, 2026 DIN: 00671721
Registered Office:
“Akshar House",
Chhatral-Kadi Road,
Indrad - 382 715,
Mahesana, Gujarat (India)
CIN : L24110GJ1989PLC012441 Phone: 91 2764 233007 Website: www.aksharchemindia.com Email id: cs@aksharchemindia.com
|