Your directors take pleasure in presenting the 8^th (Eighth) Annual Report along with the Audited Financial Statement and Auditor’s report for the financial year ended 31 March, 2026.

1. FINANCIAL HIGHLIGHTS

The financial performance of the Company during the year ended 31st March, 2026 compared to the previous year is summarized below:

(Rs. in Lakhs except EPS)

2. RESULTS OF OPERATIONS AND THE STATE OF COMPANY’S AFFAIRS On a standalone basis: -

The Revenue from Operations for the Financial Year 2025-26 is Rs. 36311.90 lakhs against the previous year’s revenue of Rs. 17125.40 lakhs. The total expenses of the Company during the Financial Year 2025-26 are Rs. 33676.64 lakhs against the previous year’s expenses of Rs. 16810.93 lakhs. The Company has earned net profit of Rs. 2118.81 lakhs against the previous year’s Profit of Rs. 121.56 Lakhs.

On a consolidated basis: -

The Revenue from Operations for the Financial Year 2025-26 is Rs. 38150.41 lakhs against the previous year’s revenue of Rs. 18213.55 lakhs. The total expenses of the Company during the Financial Year 2025-26 are Rs. 35509.36 lakhs against the previous year’s expenses of Rs. 17906.74 lakhs. The Company has earned net profit of Rs. 2131.52 lakhs against the previous year’s Profit of Rs. 115.87 Lakhs.

3. DIVIDEND

During the year under review, your directors have not recommended any Dividend on Equity Shares of the Company with a view to meet future requirements of projects and to strengthen the financial position of the Company.

4. TRANSFER TO RESERVES

During the year under review, your directors have decided not transfer any amount to the general reserve.

5. DEPOSITS

There were no outstanding deposits within the meaning of Section 73 and 74 of the Act, read with rules made thereunder at the end of FY 2025-26 or the previous financial years. Your Company did not accept any deposit during the year under review.

6. EXTRACT OF ANNUAL RETURN

The Annual Return of the Company as on March 31,2026, in the Form MGT-7 in accordance with Section 92(3) and 134(3)(a) of the Act as amended from time to time and the Companies (Management and Administration) Rules, 2014 is available on the weblink of the Company at https://aeleacommodities.com/financialinfo.php

7. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Company has a professional Board with Executive Directors & Non-Executive Directors who bring the right mix of knowledge, skills, and expertise and help the Company in implementing the best Corporate Governance practices.

Mr. Ashok Patel, Director of the Company will retire by rotation at the ensuing 8^th Annual General Meeting and being eligible offered him/ themselves for re-appointment as per Section 152 of the Companies Act, 2013

The details of Board of Directors and Key Managerial Personnel of the Company as on date:

During the year under review, based on the recommendation of the Nomination and Remuneration Committee (“NRC”) and in accordance with the provisions of the Companies Act, the Board of Directors appointed Ms. Devyani Fenil Vanapariya as a company secretary & compliance officer of the company with effect from 1st April, 2025.

After closure of financial year 2025-26, based on the recommendation of the Nomination and Remuneration Committee (“NRC”) and in accordance with the provisions of the Companies Act, the Board of Directors at its meeting held on 22^nd May, 2026 appointed Mr. Gopal Krishan Sood (DIN: 00106839) as an Additional Director in the capacity of an Independent Director of the Company not liable to retire by rotation, for a term of five (5) consecutive years commencing from 22^nd May, 2026 to 21^st May 2031, subject to approval of the Members at this AGM. The resolution seeking members’ approval for his appointment forms part of the Notice. He shall hold office as an Additional Director up to the date of this AGM and is eligible for appointment as an Independent Director.

8. DECLARATION FROM INDEPENDENT DIRECTORS AND THEIR FAMILIARISATION PROGRAM

The Company has received necessary declaration from each Independent Directors under Section 149(7) of the Companies Act, 2013, that he/she meets the criteria of independence as laid down in Section 149(6) of the Companies Act, 2013 and Regulation 25(8) and 16 (1) (b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Board relies on their declaration of independence.

Pursuant to the provisions of Regulation 25(7) of the SEBI Listing Regulations 2015, the Company has formulated a Familiarization Programme for 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 etc. through various initiatives. The details of the aforementioned program is available on the website of your Company and link for the same is given in Annexure-D of this report.

I n the opinion of the Board, the Independent Directors of the Company possess the integrity, requisite experience and expertise, relevant for the industry in which the Company operates. Further, all the Independent Directors of the

Company have successfully registered with the Independent Director’s Databank of the Indian Institute of Corporate

Affairs. The online proficiency self- assessment test conducted by the said institute has passed by all the Independent

Directors of the Company.

9. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirement under section 134(3)(c) and 134 (5) of the Companies Act, 2013, with respect to Directors’

Responsibility Statement, it is hereby confirmed that:

a. In the preparation of the annual accounts for the year ended March 31,2026 the applicable accounting standards had been followed along with proper explanation relating to material departures;

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 year;

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; and

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.

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.

10. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE ACT

There were no loans and guarantees given by your Company under the provisions of Section 186 of the Companies

Act, 2013 during the period under review.

Details of Investments Made During FY 2025-26:

The above investments have been made in compliance with the provisions of Section 179(3) of the Companies Act, 2013.

11. MEETINGS OF THE BOARD OF DIRECTORS

During the year under review, 05(Five) Board Meetings were held by the Company. All the board meetings have been held within the prescribed time gap of 120 days as per the provisions of Section 173 of the Companies Act, 2013. The Agenda for the Board, General as well as Committee Meetings together with the appropriate supporting documents and relevant information were circulated in advance of the meetings to enable the Board to take informed decisions.

The necessary quorum was present in all the meetings. Leave of absence was granted to concern Directors upon receipt of the request who could not attend the respective Board Meeting. Below given table is showing the number of meetings held during the year under review:

12. CHANGE IN NATURE OF BUSINESS, IF ANY

There was no change in the nature of business of the Company during the year under review.

13. DETAILS OF SUBSIDIARY, JOINT VENTURE AND ASSOCIATE COMPANY

During the year under review, the Company does not have any Joint Venture & Associate Company.

The Company has following Wholly Owned subsidiaries-

• Supreme Commodities DMCC (incorporated in 2019, having registered office at Dubai, UAE)

• Aelea Green Energy Limited (incorporated in 2025, having registered office at Mumbai, India)

• Aelea Nuts & Fruits Limited (incorporated in 2025, having registered office at Mumbai, India)

Pursuant to Section 129(3) of the Companies Act, 2013 (“the Act”) read with Rule 5(1) of the Companies (Accounts) Rules, 2014, the statement containing the salient feature of the financial statement of a Company’s subsidiary is given as “Annexure - A” in the Form AOC-1.

Pursuant to Listing Regulations, the Company has formulated a policy for determining its ‘material subsidiaries’ and the same can be accessed on the Company’s website at www.aeleacommodities.com

Highlights of the performance of the Subsidiary

The Revenue from Operations of the Supreme Commodities DMCC (WOS) for the Financial Year 2025-26 is Rs. 1896.53 lakhs against the previous year’s revenue of Rs. 1753.98 lakhs. The total expenses is Rs.19.54 lakhs against the previous year’s expenses of Rs. 62.64 lakhs. The Company has earned net profit of Rs. 14.67 lakhs against the previous year’s Profit of Rs. 38.44 Lakhs.

Report on highlights on performance of Subsidiaries, Associates and Joint Venture Companies and their contribution to overall performance of the companies during the period under report: -

14. SHARE CAPITAL

The Company has an Authorized Capital of Rs. 21,00,00,000- divided into 2,10,00,000 Equity Shares of Rs.10 each. The Company has Issued, Subscribed and Paid-up Capital of Rs. 2,03,68,800 Equity Shares of face value of Rs. 10 each.

15. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There have been no material changes and commitments, affecting the financial position of the Company subsequent to the close of FY 2025-26 till the date of this report.

16. PARTICULARS OF EMPLOYEES

The information containing the names and other particulars of ratio of Directors’ Remuneration to Median Employees’ Remuneration in accordance with the provisions of 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 attached to this report as Annexure - C.

The statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is attached to this report as Annexure -C.

17. STATUTORY AUDITORS

M/s. DOSHI DOSHI & Co (Firm’s Registration No. 153683W), Chartered Accountants, Ahmedabad were appointed as the Statutory Auditor of the company in 6^th Annual General Meeting for a term of 5 (five) years upto the conclusion of the 11th AGM of the company to be held in the year 2029.

The Auditors’ Report does not contain any qualification or adverse remark. Notes to Accounts and Auditors’ remarks in their report are self-explanatory and do not call for any further comments.

18. AUDITOR’S REPORT AND BOARD’S COMMENTS THEREON

The Statutory Auditors of the Company have submitted the Audit Report for the financial year 2025-26. The Auditor’s report does not contain any qualification, reservation or adverse remarks. The notes on financial statement referred to in the Auditor’s report are selfexplanatory and do not call for any comments.

19. DISCLOSURE OF ACCOUNTING TREATMENT

In the preparation of the financial statements, the Company has followed the Accounting Standards referred to in Section 133 of the Companies Act,

2013. The significant accounting policies which are consistently applied are set out in the Notes to the Financial Statements.

20. INTERNAL AUDITOR AND REPORT

During the year under review Board of Directors of the Company appointed M/s. A D A J & Associates LLP, Chartered Accountant (FRN - W100837) as an internal auditor of the company and has conducted periodic audit of all operations of the Company. The Audit Committee has reviewed the findings of Internal Auditors regularly.

21. SECRETARIAL AUDITOR, SECREATARIAL AUDIT REPORT AND MANAGEMENT REPRESENTATION ON QUALIFICATION, RESERVATION OR ADVERSE REMARKS

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules,

2014, Board of Directors of the company appointed Mr. Manish R. Patel, Practicing Company Secretary, Surat (COP No. 9360) as a secretarial auditor to undertake the Secretarial Audit of the Company for a term of 5 consecutive years commencing from Financial Year 2025-26 till Financial Year 2029-30 in the 7^th AGM of the Company held on 16^th September 2025.

The Secretarial Audit Report for the F.Y 2025-26 in form MR-3 is attached to this report as Annexure-E. There are no qualifications, reservations or adverse remarks in the Secretarial Audit Report for FY2025-26 except the following:

Remarks or Observation - Pursuant to SEBI Master Circular No.: HO/43/15/12(3)2025-ISD-POD2/I/11734/2026 dated 15th May, 2026, regarding System-driven Disclosures, the Company has submitted requisite information to the Designated Depository subsequent to the prescribed timeline.

Management Justification - The remark is selfexplanatory and the Company will take appropriate steps for timely compliance in future.

22. SECRETARIAL STANDARDS

The Directors state that applicable Secretarial Standards, i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors’ and ‘General Meetings’, respectively, have been duly followed by the Company.

23. DISPATCH OF ANNUAL REPORT THROUGH ELECTRONIC MODE

I n compliance with various MCA Circulars and SEBI Circulars, the notice of the AGM along with the Annual Report 2025-26 is being sent only through electronic mode to those members whose email addresses are registered with the Company/RTA/Depositories. Members may note that the Notice and Annual Report 2025-26 will also be available on the Company’s website at www.aeleacommodities.co.in, websites of the Stock Exchange, i.e., BSE Limited at www. bseindia.com and on the website of NSDL (agency for providing the Remote e-Voting facility) i.e. www. evoting.nsdl.com

24. CORPORATE GOVERNANCE

Since the Company’s securities are listed on SME Platform of BSE, by virtue of Regulation 15 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 the compliance with the Corporate Governance provisions as specified in Regulations 17 to 27 and clauses (b) to (i) of sub-regulation (2) of Regulation 46 and para C, D and E of Schedule V are not applicable to the Company.

25. CORPORATE SOCIAL RESPONSIBILITY

Aelea has been an early adopter of CSR initiatives. The Company undertakes its CSR initiatives primarily through the Aelea Welfare Foundation, focusing on promoting education, special education, and enhancing vocational skills for marginalized youth. The CSR policy is available on the website of your Company and the link for the same is given in Annexure-D of this report.

For the financial year 2025-26, the Company’s net profit and other criteria did not meet the threshold required under Section 135 of the Companies Act, 2013. As a result, CSR provisions are not applicable to the Company for this period. But voluntarily the Company has spent Rs. 9.20 Lakhs on CSR activities for the financial year 2025-26, focusing on areas such as education, rural development, support for health and wellness etc.

26. DETAILS ON CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS & OUTGO

The details of conservation of energy and technology absorption are applicable to the company as the company is engaged in the manufacturing activities. Further the foreign earnings and outgo for the financial year ended March 31, 2026 in accordance with the provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules 2014, is provided in a separate Annexure- F forming part of this report.

27. LISTING FEES

The Equity Shares of the Company are listed on SME Platform of BSE Limited and The Company has paid the applicable listing fees to the Stock Exchange till date.

28. DEMATERIALISATION OF EQUITY SHARES

All the Equity Shares of the Company are in dematerialized form with the NSDL & cDsL. The ISIN No. allotted is INE0T3401029.

29. MANAGEMENT DISCUSSIONS & ANALYSIS REPORT

The Management’s Discussion and Analysis Report provides a perspective of economic and social aspects material to your Company’s strategy and its ability to create and sustain value to your Company’s key stakeholders. Pursuant to the provisions of Regulation 34 read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management’s Discussion and Analysis Report capturing your Company’s performance, industry trends and other material changes with respect to your Company is attached to this report as Annexure - G

30. COST AUDIT APPLICABILITY

Maintenance of cost records under sub-section (1) of section 148 of the Companies Act, 2013 are not applicable to the Company.

31. GENERAL

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

(a) Issue of equity shares with differential rights as to dividend, voting or otherwise.

(b) Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

35. VALUATION

During the year, there were no instances of Onetime Settlement with any Banks or Financial Institutions.

36. THE DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 (31 OF 2016) DURING THE YEAR ALONGWITH THEIR STATUS AS AT THE END OF THE FINANCIAL YEAR

During the year, there was no application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016).

37. POLICY ON DIRECTORS’ APPOINTMENT AND REMUNERATION

Pursuant to Section 178(3) of the Act, your Company has framed a policy on Directors’ appointment and remuneration and other matters (“Remuneration Policy”) which is available on the website of your Company and link for the same is given in Annexure-D of this report.

38. DISCLOSURE UNDER SEXUAL HARASSEMENT OF WOMAN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESAL) ACT, 2013

There was no case filed during the year under the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013. The Company has constituted the Internal Complaints Committee. Further, the Company ensures that there is a healthy and safe atmosphere for every women employee at the workplace and made the necessary policies for safe and secure environment for women employee. The policy for the same is available on the website of your Company and link for the same is given in Annexure-D of this report.

During the year under review, No complaints pertaining to sexual harassment at work place has been received by the Company.

The following is the status of complaints received and resolved during the financial year:

Number of complaints received: NIL

Number of complaints disposed off: NIL

Number of complaints pending beyond 90 days: NIL

The above reflects the Company’s commitment to timely and effective redressal of complaints.

39. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions of the Maternity Benefit Act, 1961, including all applicable amendments and rules framed thereunder. The Company is committed to ensuring a safe, inclusive,

44. BOARD POLICIES

The details of various policies approved and adopted by the Board as required under the Act and SEBI Listing Regulations are provided in Annexure-D to this report.

45. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

During the year under review, there has been no significant and material order passed by any Regulators or Courts or Tribunals, impacting the going concern status of the Company and its future operations.

46. HUMAN RESOURCES

The Company treats its “Human Resources” as one of its most important assets. The Company’s culture promotes an environment that is transparent, flexible, fulfilling and purposeful. The Company is driven by a passionate and highly engaged workforce. This is evident from the fact that the Company continues to remain the industry benchmark for talent retention.

Your Company continuously invests in attraction, retention and development of talent on an ongoing basis. A number of programs that provide focused people attention are currently underway. The Company thrust is on the promotion of talent internally through job rotation and job enlargement.

During the year under review, there was a cordial relationship with all the employees. The Directors would like to acknowledge and appreciate the contribution of all employees towards the performance of the Company.

47. REPORTING OF FRAUDS

There was no instance of fraud during the year under review, which required the Statutory Auditors or Secretarial Auditors to report to the Audit Committee, Board and/ or Central Government under Section 143(12) of the Companies Act, 2013 and Rules framed there under.

48. INVESTORS EDUCATION AND PROTECTION FUND

During the year, there was no unclaimed and unpaid dividend and corresponding equity shares on which dividends were unclaimed/unpaid for seven consecutive years which was required to be transferred as per the requirement of the IEPF Rules.

49. COMMITTEES OF THE BOARD

Our Board of Directors presently has four (4) committees which have been constituted/ re-constituted in accordance with the relevant provisions of the Companies Act:

(i) Audit Committee,

(ii) Stakeholders’ Relationship Committee,

(iii) Nomination and Remuneration Committee, and

(iv) Corporate Social Responsibility.

Meeting of Audit Committee and Relevant Quorum

During the year the Audit Committee met four times in and the gap not more than one hundred and twenty days between two meetings. Dates of meeting are 29.05.2025, 20.08.2025, 15.10.2025 & 12.01.2026.

The quorum for audit committee meeting shall be either two members or one third of the members of the audit committee, whichever is greater, with at least two independent directors.

The composition of the Committee and attendance of the members at the meetings held during the financial year 202526 are as follows:

Meeting of Stakeholders’ Relationship Committee and Relevant Quorum

During the year the Stakeholders’ Relationship committee met two times in a year and shall report to the Board of Directors regarding the status of redressal of complaints received from the shareholders of the Company. Dates of meeting are 29.05.2025, 20.08.2025, 15.10.2025 & 12.01.2026.

The quorum for a meeting of the Stakeholder’s Relationship Committee shall be two members present.

The composition of the Committee and attendance of the members at the meetings held during the financial year 202526 are as follows:

Book Closure: The Register of Members and Share Transfer Books of the Company will remain closed from 19^th August, 2026 to 25^th August , 2026 (both days inclusive).

53. ACKNOWLEDGEMENT

Your directors take this opportunity to place on record the appreciation of the valuable contribution and dedication shown by the employees of the Company, RTA, Auditors and Practicing Company Secretary which have contributed to the successful management of the Company’s affairs. The Directors also take this opportunity to thank all the Stakeholders, Investors, Clients, Banks, Government, Regulatory Authorities and Stock Exchange for their continued support.

Meeting of Nomination and Remuneration Committee and Relevant Quorum

During the year the Stakeholders’ Relationship committee met two times. Dates of meeting are 29.05.2025, 20.08.2025, 15.10.2025 & 12.01.2026.

The quorum for Nomination and Remuneration committee meeting shall either be two members or one third of the members of the committee, whichever is greater.

The composition of the Committee and attendance of the members at the meetings held during the financial year 202526 are as follows:

50. CREDIT RATING

The Company’s credit rating from CRISIL stands at CRISIL BBB/Stable (Long-Term) and CRISIL A3 (Short-Term) for bank facilities, reflecting prudent financial management and ongoing operational stability.

51. BOARD DIVERSITY

The Company has over the years been fortunate to have eminent people from diverse fields to serve as Directors on its Board. Pursuant to the SEBI Listing Regulations, the Nomination & Remuneration Committee of the Board ensured diversity of the Board in terms of experience, knowledge, perspective, background, gender, age and culture.

52. GENERAL SHAREHOLDER’S INFORMATION

Annual general Meeting: 8th Annual General Meeting of the Members of the Company will be held Tuesday, 25^th August 2026 at 12:30 PM (1ST) through Video Conferencing (VC)/Other Audio Visual Means (OAVM) in compliance with the applicable provisions of the Companies Act, 2013 read with MCA General Circular no. 14/2020, dated 8th April, 2020, MCA General Circular no. 17/2020, dated 13th April, 2020; MCA General Circular No. 20/2020 dated 5th May, 2020, MCA General Circular no. 22/2020, dated 15th June,2020, MCA Circular No. 02/2021 dated 13th January, 2021, and MCA Circular No. 02/2022 dated 5th May, 2022 (hereinafter referred to as MCA Circulars) and in compliance with the provisions of the Companies Act, 2013 (“Act”) and SEBI Circular dated 12th May, 2020, 15th January, 2021 and 13th May, 2022(hereinafter referred to as SEBI Circulars) and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.