Yours Directors have the pleasure of presenting the 44th (Forty Fourth) Annual Report on the business and
operations of your Company together with the Audited Standalone and Consolidated Financial Statements for the
financial year ended March 31, 2026.

1. FINANCIAL SUMMARY/ PERFORMANCE OF THE COMPANY:

2. OPERATIONS REVIEW AND THE
STATE OF AFFAIRS OF THE COMPANY

Operational and Financial Overview

The Company is one of the leaders in the field of
organized honey trade in India. With its world
class in-house facility for testing, processing
and filtration for honey. It has a state of art
manufacturing facility spread over 7 acres
in Roorkee, Uttarakhand with a capacity to
process over 100 tonnes of honey per day. With
a mission to make pure and natural products, a
part of consumers' everyday life, the Company
has also forayed into Tea, Cookies and Preserves
considering the changing purchase dynamic &
growing need for branded quality packaged
products.

For the year under review, it posted a
Standalone Profit of INR 2,453.45 Lakh as
compared to INR 2,103.69 Lakh during the
previous year. The Consolidated Profit INR
2,559.97 Lakh as compared to INR 2,535.25
Lakh during the previous year.

Operations

This year the Company is planning to expand its
product basket in spread category like Honey
Almond Cornflakes, Museli with 21% Fruit &
Nuts, Jam with added vitamins & minerals,
Himalaya Honey with Shilajit and Saffron, Gold
mix with fruit Jam, Falooda Premix, Jaijeera
Premix, Thandai Premix, Aam Premix, Shikanji
Premix.

The Company has presence its current category
of product basket which includes various
new product added in different category are
detailed as follows:

a) Honey:

The Company product under the brand
name of APIS Himalaya have now
become an important player in branded
Honey segment in India. The Company
offers a wide variety in honey like-Acacia,
Eucalyptus, Himalaya Honey, Lychee,
Sunflower and wild Flower Forest, mainly
for the international market.

Value Added Honey

The Company has taken honey to the next
level! By adding the medicinal extracts of
indigenous flavour to the good old honey,
the Company has launched the following
new category of Honey.

I. Lemon Infused Honey

The Company has incepted the new idea
of Lemon Infused Honey which is inspired
by Ayurveda. Ayurveda considers lemon
as a primary antioxidant that helps
protect cells from damaging free radicals.
Lemons are very rich in Vitamin C, which
plays a vital role in weight management,
and lower blood pressure. It adds to
vitality, is a remedy for morning dullness
and boosts immunity. Added with Honey,
it is a health elixir in a bottle. Try it today!

Lemon infused Honey are available in
convenient packing of lOOgm and 250gm
packs.

II. Ginger Honey

For centuries, Ginger is believed to be
beneficial for health and healing. Its anti¬
inflammatory and antioxidant properties
help in relieving nausea, loss of appetite,
motion sickness, pain, cold and flu, and
inflammation. When infused with Honey,
"Ginger Honey" is a boon for cough and
cold related issues. It helps in reducing
low cholesterol, and on maintaining
healthy blood sugar levels.

Ginger Honey are available in convenient
packing of lOOgm and 250gm packs.

III. Chilly Honey

The Company has incepted the new idea
of Chilly Honey. The Chilly as a primary
natural preservative, with antiseptic
qualities that can soothe sore throats,
coughs & colds.

Chilly infused Honey are available in
convenient packing of lOOgm and 250gm
packs.

b) Green Tea

The Company five Senses Green Tea, is
an ode to the Great Tea tasting tradition.
The color, the aroma, the texture,
the mouth feel, promises a sensorial
epiphany. Our Tea is sourced from tea
gardens and is treated with the time
honored process that ensure the right
moisture, texture, flavour and aroma.
For further intensification of leaves, they
are oxidized in huge oxidation floors of
our tea processing plants. Rolling then
shapes our tea leaves in the right from
which are then dried, aged and packed
to exhibit great taste and aroma. Each of
these processes, is carried out in a climate
controlled facility to avoid spoilage
and maintain the perfect tea texture
and flavour. The Tea is also an elixir of
Good Health, longevity and possesses
innumerable medicinal properties. It is
pure joy in a cup-A true Connoisseur's
choice!

Nutrasip Detox Kahvva

During the year under review, the
Company launched one of its much-
awaited products, "Green Tea: Detox
Kahwa", under its flagship brand Nutrasip,
further strengthening its portfolio of
health and wellness beverages.

Nutrasip's Green Tea - Lemon & Honey
has been thoughtfully crafted to
transform everyday tea consumption into
a wellness ritual. Enriched with natural
antioxidants, the product helps protect
cells from oxidative stress, supports the
body's natural detoxification process,
and contributes to strengthening
immunity. Infused with the refreshing
flavour of zesty lemon and the natural
sweetness of honey, it offers a delightful
and revitalizing beverage experience. The
product is designed to promote overall
well-being by uplifting mood, enhancing
focus, and providing a natural sense
of energy, making it an ideal choice for
health-conscious consumers.

c) Preserves

Getting a consistent product throughout
the year is a must and our quality Control
ensures that you get the perfect taste in
our preserves all year around. Right from
sourcing the right raw product, to proper
cleaning and treatment, a stringent
process flow is maintained to give you
the best product. Kitchen essentials are
kept as fresh as they did when plucked.
No added flavour or chemicals are used
in Apis preserves.

The Company has introduced Ginger
Garlic Paste in 20gm, lOOgm and 200gm
pouches to make their presence in the
domestic market and knock the door to
reach the maximum no of consumers.

d) Dates

Apis dates are a rich source of several
vitamins, minerals and fibers. These
delicious fruits contain oil, calcium,
sulfur, Iron, Potassium, Phosphorous,
Manganese, copper and Magnesium- the
building blocks for good health. Health
specialists have said that eating one date
per day is necessary for balanced and

healthy diet. The significant amounts of
minerals found in dates make it a super
food for strengthening bones and fighting
off painful and debilitating diseases like
osteoporosis. Dates also help in gaining
weight and in muscle development.
Studies have found dates beneficial
in relief from constipation, intestinal
disorder, heart problems, anemia, sexual
dysfunction, diarrhea, abdominal cancer
and many other conditions, like night
blindness and seasonal allergies.

The Company has this year introduced
various new category in dates. The fruit of
kings! Apis offers you a wide assortment
of dates that instantly make you feel like
royalty!

• Premium Seeded Dates

Apis Premium Seeded Dates are carefully
selected Zahidi Dates, known for their
naturally sweet, juicy and succulent
texture. The dates are vacuum packed
to retain their freshness, natural flavour,
moisture and quality for longer shelf
life. They are processed and packed
under strict hygienic condition to ensure
product safely, quality & freshness.

Premium Seeded Dates are available in
the 500gm pack.

• Royal Zahidi Dates

Zahidi dates are medium sized dates
which are distinctively oval in shape.

They have a pale brown skin and a thick,
golden inner flesh that surrounds a single
seed. They have a considerably lower
sugar content. Chewy, and semi-dry in
texture, the Zahidi date has a mildly
sweet, nutty and almost buttery flavor
with a subtle tang, reminiscent of dried
apricots.

Royal Zahini Dates are available in
convenient packing of 500gm and 150gm
packs.

• Arabian Pearls Dates

Arabian Pearl dates are deep dark brown
in color, with a tender skin and sweet
flavor.

Apis India is one of the popular brands
of dates in India. It is grown mainly in
the eastern region, and is characterized
by a unique natural, glossy, waxy layer
covering its smooth surface, in addition
to the strong, fiber structure which gives
it a lesser sweet taste.

Arabian Pearls Dates are available in
convenient packing of 500gm and 250gm
packs.

• Shahana Dates

Shahana Dates are premium quality dates
and are known for their rich, sweet taste
and soft texture. They are rich in fiber,
vitamins, and minerals, making them
a healthy snack option. The dates are
processed and packed in state-of-the-art
facilities to ensure that they retain their
natural flavor and nutritional value.

• Deseeded Dates

Eating dates made easier! Enjoy the juicy
taste of dates, with the same amount
of nutrition and health benefits as the
seeded ones, but a lot more consumer
friendly. Deseeded Dates are available in
the 500gm pack.

• Nayaab Dates

• Desert Bliss Dates

• Classic Dates

• Select Dates

• Kalmi Dates

e) Fruitilicious Jam

Fruitilicious Jam in its basket to bring
out the kid in you with the finger-licking
Apis range of Jam. Be it Roti's, Dosas
or Toast or Home cake toppings Apis
has a wide range to choose from. Each
spoon promises a delightful explosion
of fruitiliciouness. Made from 100% real
fruit ingredients, Apis Jam along with
being Yummy is nutritious and Healthy.

Apis Jam have a carefully chosen
consistency that in spreads easily with
spoon or knife. It is carefully sealed in
impermeable glass & PET wrapping to

keep it moisture free to retain its taste
and aroma.

The Company has incepted this year
two new product in Jam Category i.e.
Pineapple and Mango.

Coming in diverse flavour like Mix- Fruit,
Orange, Strawberry & Grapes Apis Jams
promises a flavour for every day of the
week.

f) Masala Dates

During the year under review, the
Company, under its flagship brand MISK,
launched its latest innovative product.
Masala Dates, further expanding its
portfolio of value-added, healthy
snacking products.

Masala Dates offer a unique savoury twist
to the traditional nutritional benefits of
dates by combining naturally wholesome,
deseeded and pre-sliced dates with
authentic Indian spice blends. The
product is available in three distinctive
flavours—Ac ha ri, Imli (Tamarind), and
Chilli-Lime—providing consumers with
a convenient and flavourful snacking
experience. The ready-to-eat format
makes it suitable for direct consumption
as well as versatile usage in breakfast
bowls, chaat, salads, and other culinary
applications.

With this launch, the Company has
further strengthened its clean-label and
value-added product portfolio, catering
to the evolving preferences of health¬
conscious consumers seeking convenient,
nutritious, and flavourful alternatives to
conventional snack options. The seedless
and pre-sliced format enhances ease of
consumption, reduces preparation time,
and broadens the product's suitability
for both household and on-the-go
consumption.

g) Mouth Freshener

During the year under review, the
Company launched its much-awaited
product, MISK Shahi Khazoor Mouth
Freshener - Silver Coated, under
its flagship brand MISK, further

strengthening its portfolio of premium
natural and value-added consumer
products.

MISK is a brand that reflects the
Company's commitment to purity,
quality, and innovation, offering products
inspired by nature and developed to
meet evolving consumer preferences.
MISK Shahi Khazoor Mouth Freshener
- Silver Coated has been thoughtfully
crafted using carefully selected
ingredients to provide a distinctive and
refreshing mouth-freshening experience
while maintaining the brand's focus on
quality and premium appeal. The launch
represents another step in the Company's
strategy to diversify its product
portfolio through innovative offerings
that combine traditional flavours with
contemporary consumer expectations.

h) Corn Flakes

Apis Cornflakes are much-loved breakfast
cereals, as they are not very high in
calories and form quite a filling meal.
Having a bowl of cornflakes and milk
in the morning not only keeps you full
for longer, but also prevents you from
bingeing in between of the meals. Apis
Cornflakes are packed with minerals,
vitamins, dietary fibre, proteins and
carbohydrates which are all essential for
healthy living.

i) Thin Roasted Seviyan Vermicelli

The Company has also added one more
new product this year named as Apis Thin
Roasted Seviyan Vermicelli in its basket.

Apis Roasted vermicelli, the ideal
component for both savory snacks and
sweet treats. The non-sticky, fibrous Apis
Roasted Vermicelli is made from excellent
quality whole wheat.

Thin Roasted Seviyan Vermicelli are
available in convenient packing of 80gm
and 400gm packs.

j) Organic Honey

The Company has also added one more
new product this year named as Organic
Honey in its basket. The Organic Honey

is sourced from the serene valleys of
Kashmir.

The Apis Organic Honey is nestled in the
Himalayan foothills, the valleys of Kashmir
are renowned for their breathtaking
landscapes, fertile soil and a climate that
fosters the growth of diverse wildflowers.
It's in this enchanting environment that
our organic honey is lovingly cultivated
by bees who forage amidst a plethora of
flowers.

Apis Organic Honey is available in
convenient packing of 450gm pack.

3. DIVIDEND

The Board of Directors of your Company, do
not recommend any dividend for the financial
year ended March 31, 2026.

4. INCREASE IN AUTHORISED SHARE
CAPITAL AND ISSUE OF BONUS
SHARES

During the year under review, pursuant to the
approval of the members obtained by way of
an Ordinary Resolution passed through Postal
Ballot, the authorised share capital of the
Company was increased from ^13,30,00,000
(Rupees Thirteen Crore Thirty Lakh only)
divided into 1,33,00,000 equity shares of ^10/-
each to ^140,00,00,000 (Rupees One Hundred
Forty Crore only) divided into 14,00,00,000
equity shares of ^10/- each, by alteration of
Clause V of the Memorandum of Association of
the Company.

Further, with a view to rewarding its
shareholders and enhancing the liquidity of
the Company's equity shares, the Company
approved the issue of Bonus Shares in the
ratio of 24:1, i.e., twenty-four (24) new fully
paid-up equity shares of ^10/- each for every
one (1) existing fully paid-up equity share of
^10/- each held by the eligible shareholders as
on the Record Date. Prior to the allotment of
the Bonus Shares, the Company obtained all
requisite statutory and regulatory approvals,
including the in-principle approvals from
the Stock Exchanges under Regulation 28 of
the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, and
complied with the applicable provisions of
the Companies Act, 2013, the SEBI (Issue

of Capital and Disclosure Requirements)
Regulations, 2018, and other applicable laws
and regulations.

Accordingly, the Board of Directors, at its
meeting held on December 08, 2025, allotted
13,22,41,824 (Thirteen Crore Twenty-Two Lakh
Forty-One Thousand Eight Hundred Twenty-
Four) fully paid-up equity shares as Bonus
Shares to the eligible shareholders. Consequent
upon the allotment, the issued, subscribed and
paid-up equity share capital of the Company
increased from ^5,51,00,760 (Rupees Five
Crore Fifty-One Lakh Seven Hundred Sixty only)
divided into 55,10,076 equity shares of ^10/-
each to ^137,75,19,000 (Rupees One Hundred
Thirty-Seven Crore Seventy-Five Lakh Nineteen
Thousand only) divided into 13,77,51,900
equity shares of ^10/- each.

5. CHANGE IN CORPORATE
IDENTIFICATION NUMBER (CIN)

During the year under review, the Company
amended the Object Clause of its Memorandum
of Association by way of addition of a new
main object, pursuant to a Special Resolution
passed by the Members at the Annual General
Meeting held on September 30, 2025.

Consequent upon the aforesaid amendment,
the Registrar of Companies, Delhi & Haryana,
vide its order dated October 14,2025, approved
the change in the Company's industrial
classification. Accordingly, the Corporate
Identification Number (CIN) of the Company
was changed from L51900DL1983PLC164048
to L10300DL1983PLC164048.

The change in the CIN is administrative in
nature and does not affect the legal status,
identity, or continuity of the Company.

6. TRANSFER TO RESERVES

As permitted under the Act, the Board does
not propose to transfer any amount to general
reserve and has decided to retain the entire
amount of profit for FY 2025-26 in the profit
and loss account.

7. LISTING OF SHARES

The Company's equity shares are listed with
BSE Limited. The annual listing fee for the
financial year 2026-27, for the Stock Exchange,
has been oaid.

8. SUBSIDIARY & GROUP COMPANIES

As on March 31, 2026, your Company has 2
(two) wholly owned subsidiaries with the name
and style of Anantadrishti Smart India Private
Limited and Nature's Family Tree Foods Private
Limited, 1 (one) overseas associate company
with the name and style of Apis Arabia Foods,
LLC (Formerly Known as APIS Pure Foodstuff
LLC), Dubai and 1 (one) Associate Company
through our wholly owned subsidiary company
named as Anantadrishti Smart India Private
Limited named 3S Kapil Anand Agro Private
Limited.

9. THE NAMES OF COMPANIES
WHICH HAVE BECOME OR CEASED
TO BE ITS SUBSIDIARIES, JOINT
VENTURE OR ASSOCIATES
COMPANIES DURING THE FINANCIAL
YEAR

The Company, during the financial year ended
31st March, 2026 does not become or ceased
any subsidiary/Associate Companies as per the
provisions of Companies Act, 2013.

Audited Financial Statements of Company’s
subsidiaries and Associates are available on
Company's website at https://apisindia.com/
en/investors and the same are available for
inspection at the Registered Office of the
Company. The same will also be made available
to interested members upon getting request.

The Company has laid down policy on Material
subsidiary and the same is placed on the
website of the Company. The said policy
may be accessed at the following web link:
https://apisindia.com/investors/corporate_
governance/corporate_policies/POLICY_FOR_
DETERMINING_MATERIAL_SUBSIDIARY.pdf

None of the subsidiary(s) fall within the meaning
of “Material Non- listed Indian subsidiary" as
defined in the policy adopted by the Company.

Report on the highlights of performance of
Subsidiaries, Associates and Joint Venture
Companies and their contribution to the
overall performance of the Company.

Pursuant to Section 134 of the Companies
Act, 2013 and Rule 8(1) of the Companies
(Accounts) Amendment Rules, 2014 the report
on highlights of performance of subsidiaries,
associates and Joint Venture Companies and

their contribution to the overall performance of
the Company is attached as Annexure-I to this
report. Information with respect to financial
position of the above entities can be referred
in form "AOC-1" which forms part of the notes
to the consolidated financial statements.

10. FINANCIAL STATEMENTS

In accordance with the Ministry of Corporate
Affairs ("MCA") circular dated January 13,
2021 read with circulars dated April 08,
2020, April 13, 2020 and May 5, 2020, the
Annual Report 2025-26 containing complete
Balance Sheet, Statement of Profit & Loss,
other statements and notes thereto, including
consolidated financial statements, prepared
as per the requirements of Schedule III to the
Act, Directors' Report (including Integrated
Reporting and Management Discussion &
Analysis and Corporate Governance Report)
is being sent only via email to all shareholders
who have provided their email address(es).

The Annual Report 2025-26 is also available at
the Company's website at https://apisindia.
com/en/investors.

11. IND AS STANDARDS

The Audited Financial Statements for the
financial year ended March 31, 2026 have been
prepared in accordance with the Companies
(Indian Accounting Standards) Rules, 2015
(IND-AS) prescribed under Section 133 of the
Companies Act, 2013 (hereinafter referred
to as "Act") and other recognized accounting
practices and policies to the extent applicable.

The estimates and judgments relating to the
Financial Statements are made on a prudent
basis, so as to reflect in a true and fair manner,
the form and substance of transactions and
reasonably present the Company's state of
affairs, profits and cash flows for the financial
year ended March 31, 2026. The Notes to
the Financial Statements adequately cover
the Standalone and Consolidated Audited
Statements and form an integral part of this
Report.

12. CONSOLIDATED FINANCIAL

STATEMENTS

The consolidated Financial Statements of your
company for the Financial Year ended 31st

March, 2026 have been prepared in accordance
with the principles and procedures of Indian
Accounting Standards 110 (IND AS) as notified
under the Companies (IND AS) Rules, 2015 as
specified under section 133 of the Companies
Act, 2013 ("the Act") as amended time to time.

In compliance to Section 129 of the Act read
with rules made thereunder and SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations")
Consolidated Financial Statements prepared
on the basis of audited financial statements
received from subsidiary/ associate companies
as approved by their respective Boards forms
part of this report. In compliance with section
129 of the Companies Act, 2013 (Act) read with
Rule 5 of the Companies (Accounts) Rules, 2014,
a statement containing the salient features of
the financial statements of the subsidiary and
associate company of the Company in form
AOC-1 which forms part of the notes to the
financial statements.

Pursuant to the provision of section 136 of
the Act, the financial statements, consolidated
financial statements along with relevant
documents and separate audited accounts
in respect of subsidiary and Associates are
available on the website of the Company i.e.
https://apisindia.com/en/investors.

13. CREDIT RATING

The Company's bank facilities are rated by
Credit Analysis and Research Limited (CARE).
The rating has remain same as BBB/Stable
for its Long Term Bank Facility and A3 for its
Short Tern Bank Facility, which reaffirms the
reputation and trust the Company has earned
for its sound financial management and its
ability to meet its financial obligations.

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

The Information relating to conservation
of energy, technology absorption, foreign
exchange earnings and outgo under Section
134(3)(m) of the Companies Act, 2013 read
with Companies (Accounts) Rules, 2014 is
enclosed as Annexure-ll and forms part to this
report.

15. DETAILS OF BOARD MEETING

During the year 10 (Ten) Board Meetings and
4 (Four) Audit Committee Meetings were
convened and held. The details of which are
given in the Corporate Governance Report.

The intervening gap between the meetings
was within the period prescribed under the
Companies Act, 2013.

Board meeting dates are finalized in
consultation with all directors and agenda
papers backed up by comprehensive notes and
detailed background information are circulated
well in advance before the date of the meeting
thereby enabling the Board to take informed
decisions.

16. ANNUAL RETURN

Pursuant to Section 92(3) of the Companies
Act, 2013 ('the Act’) read with Section 134(3)

(a) of the Act and rules framed thereunder,
the Annul Return, for the financial year ended
31st March, 2026 is available on the website of
the Company and can be accessed through the
web link, https://apisindia.com/en/investors

17. MANAGING THE RISK OF FRAUD,
CORRUPTION AND UNETHICAL
BUSINESS PRACTICES

Vigil Mechanism / Whistle Blower Policy

Your Company has zero tolerance policy for any
form of unethical behaviour. In accordance with
Section 177(9) & (10) of the Act read with Rule
7 of the Companies (Meetings of Board and its
Powers) Rules, 2014 and Regulation 22 of the
Listing Regulations, Company has formulated
vigil mechanism viz., Whistle Blower Policy to
encourage the company employees who have
knowledge of actual or suspected violation,
malpractices, corruption, fraud or unethical
conduct, leak of unpublished price sensitive
information.

To this effect, the Board has adopted a "Whistle
Blower Policy'' (WBP), which is overseen by
the Audit Committee. The policy provides
safeguards against victimization of the whistle
blower. Employees and other shareholders
have direct access to the Audit Committee for
lodging concern if any, for review.

The Board has formulated policy on Whistle

Blower and the same may be accessed at the
website of the Company i.e. https://apisindia.
com/investors/corporate_gover nance/
corporatepolicies/WhistleBlowerPolicy.
pdf

The same is reviewed by the Audit Committee
from time to time. No concerns or irregularities
have been reported by employees/directors till
date.

18. DIRECTORS'RESPONSIBILITYSTATEMENT

Pursuant to Section 134(3) (c) of the Act, the
Board of Directors hereby confirms and accepts
the responsibility for the following in respect of
the Audited Annual Accounts for the financial
year ended March 31, 2026:

(a) that in the preparation of the annual
accounts the applicable accounting
standards had been followed along with
proper explanation relating to material
departures;

(b) that the directors had 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 at
the end of the financial year and of the
profit and loss of the Company for that
period;

(c) that the directors had 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) that the directors had prepared annual
accounts for the financial year ended
March 31,2026 on a going concern basis;

(e) that proper internal financial controls
were in place and that the financial
controls were adequate and were
operating effectively; and

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

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

The particular of Loans, Guarantees and
Investments, if any covered under the
provisions of Section 186 of the Act read
with Companies (Meeting of Board and its
powers) Ruies, 2014 are given in the Financial
Statements of the Company for the financial
year ended March 31, 2026. Please refer the
notes to the Standalone Financial Statements
for the financial year ended March 31, 2026 for
further details.

20. AUDITORS

i) Statutory Auditor and their Report

Pursuant to the provisions of Section 139
of the Companies Act, 2013 read with the
Companies (Audit and Auditors) Rules,
2014, M/s G A M S & Associates, LLP,
Chartered Accountants (Firm Registration
No. 0N500094), shall complete their first
term of five consecutive years as the
Statutory Auditors of the Company at the
conclusion of the ensuing 44th Annual
General Meeting ("AGM"). Accordingly,
upon completion of their tenure, they
shall cease to hold office as the Statutory
Auditors of the Company.

The Board of Directors places on record its
sincere appreciation for the professional
services rendered, guidance provided
and valuable contribution made by
M/s G A M S & Associates, LLP during
their tenure as the Statutory Auditors of
the Company.

Based on the recommendation of the
Audit Committee, the Board of Directors
has recommended the appointment
of M/s S S Kothari Mehta & Co. LLP,
Chartered Accountants (Firm Registration
No. 000756N/N500441), as the Statutory
Auditors of the Company for a term of
five consecutive years, commencing
from the conclusion of the 44th Annual
General Meeting until the conclusion
of the 49th Annual General Meeting,
subject to the approval of the Members
at the ensuing Annual General Meeting,
pursuant to the provisions of Sections

139,141 and other applicable provisions
of the Companies Act, 2013 and the Rules
made thereunder.

M/s S S Kothari Mehta & Co. LLP have
furnished their written consent to act as
the Statutory Auditors of the Company
along with a certificate confirming that
their appointment, if made, shall be in
accordancewiththeconditionsprescribed
under Sections 139 and 141 of the
Companies Act, 2013 and the applicable
Rules framed thereunder. Further, as
required under Regulation 33(l)(d) of the
SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, they
have confirmed that they hold a valid
Peer Review Certificate issued by the
Peer Review Board of the Institute of
Chartered Accountants of India.

The Audit Report issued by the retiring
Statutory Auditors, M/s G A M S &
Associates, LLP, on the Standalone and
Consolidated Financial Statements of
the Company for the financial year
ended March 31, 2026, does not contain
any qualification, reservation, adverse
remark or disclaimer. The notes to the
financial statements referred to in the
Auditors' Report are self-explanatory
and, therefore, do not call for any further
comments under Section I34(3)(f) of the
Companies Act, 2013.

The necessary Ordinary Resolution
seeking the approval of the Members for
the appointment of M/s S S Kothari Mehta
& Co. LLP as the Statutory Auditors of the
Company, together with the requisite
disclosures and brief profile as required
under the Companies Act, 2013 and the
SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, forms
part of the Notice convening the ensuing
Annual General Meeting

ii) Cost Auditors

In Pursuant to Section 148 of the
Companies Act, 2013, and rules and
regulation made thereunder read with
Companies (Accounts) Amendment
Rules, 2018 the requirements of cost
auditors and cost audit are not applicable
to the Company.

iii) Secretarial Auditors and Secretarial
Audit Report

Intermsof Regulation 24A read with other
applicable provisions of the SEBI Listing
Regulations and applicable provisions of
the Companies Act, 2013, the Company is
required to appoint Secretarial Auditors
for a period of 5 years commencing from
FY 2025-26, to conduct the secretarial
audit of the Company in terms of Section
204 and other applicable provisions
of the Companies Act, 2013 read with
Regulation 24A and other applicable
provisions of the SEBI Listing Regulations.

Based on the recommendation of the
Audit Committee and the Board, the
Shareholders of the Company, at the
AGM held on September 30, 2025,
approved the appointment of M/s Anand
Nimesh & Associates, (Registration No.
P2013DE030400), Practicing Company
Secretaries, as the secretarial auditors
of the Company for a period of five years
commencing from the conclusion of the
43rd AGM held on September 30, 2025,
until the conclusion of 48th AGM of the
Company to be held in the year 2030,
for conducting secretarial audit of the
Company for the period beginning from
FY 2025-26 through FY 2029-30. The
Report by the Secretarial Auditors of the
Company issued by M/s Anand Nimesh
& Associates is annexed to this Report as
Annexure-lll.

There are no qualifications, observations,
adverse remark or disclaimer in the said
Report.

Reporting of Fraud:

During the year under review, the
Statutory Auditors and Secretarial
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, the details
of which need to be mentioned in the
Board's Report.

iv) Internal Auditors

The Board of Directors on

recommendation of Audit Committee
re-appointed M/s Gopal Chopra &
Associates, Chartered Accountants as
Internal Auditors of the company in
pursuant to the provisions of Section
138 of the Companies Act, 2013 and
the Rules made thereunder (including
any statutory modification(s) or re¬
enactment thereof for the time being in
force) for the financial year 2025-26.

21. RELATED PARTYTRANSACTIONS AND
POLICY ON RELATED PARTY
TRANSACTIONS

In compliance with the Listing Regulations, the
Company has a policy on Materiality of Related
Party Transactions and dealing with Related
Party Transactions (RPT Policy). The RPT Policy
can be accessed on the website of the Company,
viz. https://apisindia.com/investors/

corporategovernance/corporatepolicies/
PolicY_on_Related_Party_Transactions.pdf

All Related Party Transactions entered into
by your Company during the Financial Year
2025-26 were on an arm's length basis and
were in the ordinary course of business. There
were no materially significant Related Party
Transactions entered into by the Company
with Promoters, Directors, Key Managerial
Personnel or other related parties which may
have a potential conflict with the interest of
the Company. Requisite prior approval of the
Audit Committee was obtained for Related
Party Transactions.

The disclosure of Related Party Transactions in
Form AOC-2 as per the provisions of Section
134(3)(h) and Section 188 of the Companies
Act, 2013 read with the Rule 8(2) of the
Companies (Accounts) Rules, 2014 is enclosed
as Annexure-IV. Attention of Members is
also drawn to the disclosure of transactions
with related parties set out in Note No. 38 of
Standalone Financial Statements, forming part
of the Annual Report. None of the Directors
had any pecuniary relationships or transactions
vis-a-vis the Company.

22. INTERNAL FINANCIAL CONTROL

The Company has a well-established
internal control framework with reference
to the Financial Statements and as referred
under Section 134(5)(e) of the Act, which is
designed to continuously assess the adequacy,

(i) CORPORATE SOCIAL RESPONSIBILITY
(CSR) COMMITTEE

In terms of section 135 of the Companies
Act, 2013 and rule framed thereunder,
the Company has constituted a
Corporate Social Responsibility (CSR)
Committee to recommend and monitor
expenditure on CSR. The CSR Committee
comprises of Mr. Rohit Gupta as
Chairman, Mr. Sanjeev Kumar Singh,
Ms. Rubi Mishra, Mr. Vimal Anand and
Mr. Amit Anand are the members of the
committee.

Based on the recommendations of the
CSR Committee, the Company has laid
down a CSR policy, which is displayed
on the website of the Company. It can
be accessed at the web-link at https://
apisindia.com/investors/corporate_
governance/corporate_policies/CSR_
Policy.pdf

The Company is committed to Corporate
Social Responsibility. The Company
during the year ended March 31, 2026,
was required to spend 2% of the average
net profit of the Company for three
immediately preceding financial year’s

i.e. INR 47.16 Lakh. During the year
under review, your Company as part of
its CSR initiatives has spent an amount
aggregating to INR 48.00 Lakh on the
activities/projects covered under the CSR
Policy of the Company.

The details of the CSR Activities are given
as 'Annexure-V' which forms part of this
Report.

(ii) AUDIT COMMITTEE

In terms of Section 177 of the Companies
Act, 2013 read with Regulation 18 of the
SEBI (Listing Obligations and Disclosure
Requirements), Regulations, 2015, Your
Company has in place Audit Committee
of Board of Directors, with Mr. Sanjeev
Kumar Singh as Chairman, Ms. Rubi
Mishra & Mr. Rohit Gupta as members.

The terms of reference of Audit
Committee are confined to Companies
Act 2013 & Regulation 18 of the SE3I
(Listing Obligations and Disclosure

Requirements), Regulations, 2015 read
with Part-C of Schedule II.

The details of meetings with attendance
thereof and terms of reference of Audit
Committee have been provided in the
Corporate Governance Report which
forms part of this report.

The composition of Audit Committee is
as follows:

(iii) NOMINATION AND REMUNERATION
COMMITTEE

In terms of Section 178 of the Companies
Act, 2013 {'Act') read with Companies
(Meeting of the Board and its Power)
Rules, 2014 and Regulation 19 of SE8I
(Listing Obligations and Disclosure
Requirements), Regulations, 2015, your
Company has in place duly constituted
Nomination & Remuneration Committee.

The details of the composition of the
committee along with other details are
available in the Corporate Governance
which is forming part of this Annual
Report.

The said policy is available on the website
of the Company at https://apisindia.
com/investors/corporategovernance/
corporatepolicies/Nominationand
Remuneration_Policy.pdf

It is hereby affirmed that the
Remuneration paid is as per the
Remuneration Policy of the Company.

(iv) STAKEHOLDER RELATIONSHIP COMMITTEE

The Company has also formed
Stakeholder's Relationship Committee
in compliance to the Companies Act,
2013 & Regulation 20 of SEBI (Listing
Obligations and Disclosure Requirement),
Regulations, 2015. The details about the
composition of the said committee of the
Board of Directors alongwith attendance
thereof has been provided in the
Corporate Governance Report forming
part of this report.

25. DECLARATION FROM INDEPENDENT
DIRECTORS ON ANNUAL BASIS

The Independent Directors hold office for their
respective term and are not liable to retire by
rotation. The Company has received from all
the Independent Directors a declaration under
section 149(7) of the Act confirming that they
fulfil the criteria of independence as provided
under section 149(6) of the Act [including
compliance of Rule 5 and 6 of Companies
(Appointment and Qualification of Directors)
Rules, 2014] and regulations 16(l)(b) & 25 of
Listing Regulations.

All the Independent Directors of the Company
are compliant of the provisions of Section
150 read with Rule 6 of the Companies
(Appointment and Qualification of Directors)
Rules, 2014.

In the opinion of the Board all Independent
Directors possess strong sense of integrity
and having requisite experience (including
proficiency), qualification, skills and expertise
as well as independent of the management.
For further details, please refer Corporate
Governance Report.

There has been no change in the circumstances
which may affect their status as Independent
Director during the financial year under review.

26. PREVENTION OF INSIDER TRADING

The Company has framed a code of conduct
for prevention of insider trading based on
Securities and Exchange Board of India
(Prohibition of Insider Trading) Regulations,
2015. This code is applicable to all the Board
members / employees / officers / designated
persons of the Company. The code requires
pre-clearance for dealing in the Company's
shares in certain cases and prohibits the dealing
in the Company's shares by the Directors and
the Designated Persons while in possession
of unpublished price sensitive information in
relation to the Company and during the period
when the trading window is closed. The code
of conduct for prevention of insider trading is
disclosed in the website of the Company and
can be assessed at:

https://apisindia.com/investors/corporate_

governance/corporate_policies/Code_of_

Conduct_for_Regulating_and_Monitoring_

Trading_by_lnsiders.pdf

27. BOARD OF DIRECTORS & KEY
MANAGERIAL PERSONNEL

The Company has an optimum combination
of executive and non-executive directors,
including independent directors and a woman
director. The Company's Board of Directors as
on March 31,2026 consisted of six (6) Directors
and out of them, three (3) are Non-Executive
Independent Directors and three (3) are
Executive Directors.

Sh. Amit Anand is the Managing Director,
Sh. Vimal Anand is the Whole-time Director and
Smt. Prem Anand is the Whole-time Director &
Chairperson and Smt. Manisha Anand, Chief
Operating Officer of the Company. The other
three (3) Directors i.e., Sh. Sanjeev Kumar
Singh, Sh. Rohit Gupta and Smt. Rubi Mishra
are the Non-Executive Independent Directors
of the Company.

During the period under review, none of the
Non-Executive Directors of the Company had
any pecuniary transactions with the Company.

i. APPOINTMENTS

During the financial year under review,
no appointment of any Director was
made on the Board of the Company.

ii. RE-APPOINTMENTS/DIRECTOR
RETIREMENT BY ROTATION

In accordance with the provisions of
Section 152 of the Companies Act, 2013
and Article of Association of the Company
read with Companies (Appointment
and Qualification of Directors) Rules,
2014, Mr. Vimal Anand (DIN: 00951380)
retires by rotation at the ensuing Annual
General Meeting and being eligible, has
offered himself for re-appointment. The
details as required under Regulation
36(3) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations,
2015 regarding Mr. Vimal Anand are
provided in the Notice of 44th Annual
General Meeting.

The Board recommends his re¬

appointment.

iii. WOMAN DIRECTOR

In terms of Section 149 of the Companies
Act, 2013 read with Companies

(Appointment and Qualification of
Directors) Rules, 2014 and Regulation
17 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations,
2015, the Company has appointed
Mrs. Rubi Mishra (DIN: 09587126) as
Non-Executive Independent Director.

iv. CESSATION

During the financial year under review,
no cessation of any Director was made
on the Board of the Company.

KEY MANAGERIAL PERSONNEL

As per the requirement under the provisions
of section 203 of the Act, the following are
the Key Managerial Personnel ('KMP') of the
Company as on the date of this report:

I. Mr. Amit Anand (DIN: 00951321)-
Managing Director;

II. Mr. Vimal Anand (DIN: 00951380)- Whole
Time Director;

III. Mrs. Prem Anand (DIN: 00951873)-
Whole Time Director;

IV. Mr. Ankit Nagar (PAN: AGKPN3461E)-
Chief Financial Officer; and

V. Mr. Vikas Aggarwal- Company Secretary

During the period under review, there was no
change in the Key Managerial Personnel of the
Company.

CHANGES IN KEY MANAGERIAL PERSONNEL
AFTER THE CLOSURE OF THE FINANCIAL YEAR

Subsequent to the closure of the financial year
ended March 31, 2026, Mrs. Manisha Anand
resigned from the position of Chief Financial
Officer of the Company with effect from May
05, 2026. The Board places on record its
appreciation for the valuable services rendered
and contributions made by her during her
association with the Company.

Further, based on the recommendation of
audit and Nomination and Remuneration
Committee, the Board of Directors appointed
Mr. Ankit Nagar as an Chief Financial Officer
of the Company with effect from June 16,
2026, in accordance with the provisions of
the Companies Act, 2013 and regulation 26A

of SEBI (Listing obligations and disclosure
requirement) regulation, 2015 read with the
Articles of Association of the Company.

28. ANNUAL EVALUATION OF THE
BOARD'S, COMMITTEES AND
DIRECTORS PERFORMANCE

As required under Section 134(3){p) of the
Act and Regulation 17 of the SEBI (Listing
Obligation and Disclosures Requirements)
Regulations, 2015, the Board has carried out
an annual performance evaluation of its own
performance, the directors individually as well
as the evaluation of the working of its Audit,
Nomination & Remuneration, Stakeholder
Grievances Committee and Corporate Social
Responsibility Committee.

As required under regulation 17(10) of Listing
Regulations, the Board assessed the performance
of the Independent Directors, individually and
collectively as per the criteria laid down and
on an overall assessment, the performance of
Independent Directors was found noteworthy.
The Board has therefore recommended the
continuance of Independent Directors on the
Board of the Company. Each of the Directors
had evaluated the performance of the individual
Directors on the parameters such as qualification,
knowledge, experience, initiative, attendance,
concerns for the stakeholders, leadership,
team work attributes, effective interaction,
Independent views and Judgement.

The Board of Directors have assessed
performance of the Board as a whole and
committees of the Company based on the
parameters which amongst other included
structure of the Board, including qualifications,
experience and competency of Directors,
diversity of Board and process of appointment;
meetings of Board, including regularity and
frequency, agenda, discussion and dissent,
recording of minutes; functions of Board,
including strategy and performance evaluation,
corporate culture and value, evaluation of risks,
succession plan, focus on the shareholders'
value creation, effectiveness of Board
processes, governance and compliance and
meaning full communication, high governance
standard, knowledge of business, openness
of discussion/integrity and information and
functioning and quality of relationship between
the Board and management.

The members of the Audit Committee,
Nomination and Remuneration Committee,
Stakeholder's Relationship Committee and
Corporate Social Responsibility Committee
were also assessed on the above parameters
and also in the context of the Committee's
effectiveness vis-a-vis the Act and Listing
Regulations.

The Criteria for evaluation of the Committee
of Board included mandate and composition,
effectiveness of the Committee, structure of
the Committee, regularity and frequency of
meetings, agenda, discussion and dissent,
recording of minutes and dissemination of
information, independence of committee
of the Board, contribution to decisions of
the Board, and quality of relationship of the
Committee with the Board and Management.

The Nomination and Remuneration Committee
& Audit Committee has also reviewed and
considered the collective feedback of the
whole of evaluation process.

Results of all such above referred evaluations
were found satisfactory.

29. MEETING OF INDEPENDENT
DIRECTORS

In terms of Regulation 25(3) of Listing
Regulations and as stipulated in the code
for Independent Directors under Schedule
IV of the Act, a Separate meeting of the
independent directors ('Annual Independent
Director meeting) was convened as on March
10, 2026, which reviewed the performance of
the Board (as a whole), the non- independent
directors and the chairperson. Post of Annual
ID meeting, the collective feedback of each
of the independent directors was discussed
by the Chairperson of the Nomination and
Remuneration Committee with the Board’s
Chairperson covering performance of the
Board as a whole performance of the non-
independent directors and performance of the
Board Chairperson.

30. DEPOSIT

The Company does not have any deposits and
has neither accepted any deposits during the
year under Chapter V of the Companies Act,
2013 read with its rules and regulations made
thereunder.

31. SIGNIFICANT AND MATERIAL
ORDERS PASSED BYTHE REGULATORS

During the financial year under review, the
Company received in-principle approval from
BSE Limited vide Letter No. LOD/Bonus/BN-IP/
SS/1229/2025-26 dated November 24, 2025,
for the issue of bonus equity shares.

Save as aforesaid, no significant or material
orders were passed by any regulator, court
or tribunal during the financial year which
would impact the going concern status of the
Company or its future operations.

32. CORPORATE GOVERNANCE

As per the requirement of Regulation 34(3)
read with Schedule V of Listing Regulations, a
report on Corporate Governance is annexed,
which forms part of this Annual Report.

A certificate from a Practising Company
Secretary confirming compliance with the
conditions of Corporate Governance as
required under Clause E of Schedule V read
with regulations 34(3) is annexed hereto.

33. MANAGEMENT DISCUSSION &
ANALYSIS REPORT

Management Discussion & Analysis Report for
the financial year under review, as stipulated
under the Listing Regulations is annexed and
forms part of this Report.

34. PREVENTION, PROHIBITION ANDREDRESSALOFSEXUALHARASSMENT
OF WOMAN AT WORK PLACE

The Company is committed to providing a
safe, secure, inclusive and respectful work
environment for all its employees and has
adopted a zero-tolerance approach towards
sexual harassment at the workplace. The
Company has in place a Policy on Prevention,
Prohibition and Redressal of Sexual Harassment
at the Workplace in accordance with the
provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 ("POSH Act") and the
Rules made thereunder. The Policy aims to
prevent, prohibit and redress incidents of
sexual harassment and to ensure a work
environment in which employees are treated
with dignity and respect.

The Company has constituted an Internal
Committee in accordance with the provisions
of the POSH Act. In compliance with the
requirements of Section 134 of the Companies
Act, 2013 read with the applicable Rules made
thereunder, the Company confirms that the
Internal Committee was duly constituted/re-
constituted, wherever applicable, during the
financial year under review. All employees are
sensitized on the provisions of the POSH Act
as part of the induction process and through
periodic awareness initiatives.

During the financial year 2025-26, no complaint
of sexual harassment was received by the
Internal Committee.

During the year under review, one meeting
of the Internal Complaints Committee (ICC)
was convened on December 17, 2025, in
accordance with the applicable provisions of
the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act,
2013.

The Policy on Prevention, Prohibition and
Redressal of Sexual Harassment at the
Workplace is available on the Company's
website and may be accessed at https://
apisindia.com/investors/corporate_
governance/corporate_policies/Policy_on_
Prevention_of_Sexual_Harassment.pdf

35. COMPLIANCE WITH THE MATERNITY
BENEFIT ACT, 1961

The Company reaffirms its commitment to
providing a safe, inclusive and supportive
work environment for all employees. During
the financial year 2025-26, the Company has
complied with the provisions of the Maternity
Benefit Act, 1961 and the rules made thereunder.

In accordance with the requirements of
Section 134 of the Companies Act, 2013 read
with Rule 8(5)(xii) of the Companies (Accounts)
Rules, 2014, as amended by the Companies
(Accounts) Second Amendment Rules, 2025,
the Company confirms its compliance with the
provisions of the Maternity Benefit Act, 1961.

During the financial year under review, no
employee availed maternity benefits under the
provisions of the Maternity Benefit Act, 1961.
The Company continuesto maintain appropriate
policies and practices to ensure compliance

with all applicable statutory requirements and
remains committed to safeguarding the rights
and welfare of its women employees.

36. INDEPENDENT DIRECTOR'S

FAMILIARISATION PROGRAMME

As per requirement under the provisions
of Section 178 of the Companies Act, 2013
read with Companies (Meeting of the Board
and is powers) Rules, 2014 and SEBI (LODR),
Regulations, 2015, your Company had adopted
a familiarisation programme for independent
directors to familiarise them with the
Company, their role, rights, responsibilities in
the Company, nature of the industry in which
the Company operates, business model,
management structure, industry overview,
internal control system and processes, risk
management framework, functioning of
various divisions, HR Management etc.

Every Independent Director is briefed about the
history of the Company, its policies, customers.
Company's strategy, operations, organisation
structure, human resources, technologies,
facilities and risk management. Factory/
warehouses visits are also arranged for the
Directors who wish to familiarize themselves with
the processes and operations of the Company.

Your company aims to provide its independent
Directors, insight into the Company enabling
them to contribute effectively.

The details of familiarisation program
may be accessed on the Company's
website https://apisindia.com/investors/
corporate_governance/corporate_
policies/Familiarisation_Programme_for_
lndependent_Directors.pdf

37. PARTICULARS OF EMPLOYEES

Pursuant to Section 197(12) of the Companies
Act, 2013 read with Rule 5(2) and 5(3) of
Companies (Appointment and Remuneration
of Managerial Personnel), Rules, 2014, a
statement showing the names and other
particulars of the top ten employees and the
employees drawing remuneration in excess of
the limits set out in the said rules is enclosed as
'Annexure-VI' and forms part of this Report.

38. MANAGERIAL REMUNERATION

The information required under Section

197(12) of the Companies Act, 2013 read with
Rules 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules,
2014, is provided in 'Annexure-VII', forming
part of this report.

39. MATERIAL CHANGES AND

COMMITMENTS AFFECTING THE

FINANCIAL POSITION OF THE

COMPANY WHICH HAVE OCCURRED
BETWEEN THE END OF THE

FINANCIAL YEAR OF THE COMPANY
TO WHICH THE FINANCIAL
STATEMENT RELATE AND THE DATE
OF THE REPORT

There has been no material Change and
Commitment 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.

40. BUY BACK OF SECURITIES

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

41. SWEAT EQUITY

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

42. BONUS SHARES OF EQUITY SHARES

During the financial year under review, the
Board of Directors, with the approval of the
Members, approved the issue of Bonus Equity
Shares in the ratio of 24 (Twenty-Four) Bonus
Equity Shares for every 1 (One) existing fully
paid-up Equity Share held by the eligible
shareholders of the Company as on the Record
Date. The Bonus Issue was undertaken by
capitalizing a portion of the Company's free
reserves and/or securities premium account in
accordance with the provisions of Section 63 of
the Companies Act, 2013, the Companies (Share
Capital and Debentures) Rules, 2014, the SEBI
(Issue of Capital and Disclosure Requirements)
Regulations, 2018, the SEBI (Listing Obligations
and Disclosure Requirements) Regulations,
2015 and other applicable statutory provisions.

The Company received the in-principle approval
from BSE Limited vide Letter No. LOD/Bonus/
BN-IP/SS/1229/2025-26 dated November 24,
2025, pursuant to the applicable provisions

governing the listing of bonus equity shares.
Subsequently, upon receipt of all necessary
statutory, regulatory and stock exchange
approvals, the Company allotted the Bonus
Equity Shares to the eligible shareholders.
Consequent to the allotment of Bonus Equity
Shares, the paid-up equity share capital of
the Company increased to ^1,37,75,19,000,
comprising 13,77,51,900 fully paid-up Equity
Shares of ^10 each. The Bonus Equity Shares
rank pari passu in all respects with the existing
Equity Shares of the Company, including
entitlement to dividends and all other
corporate benefits, from the date of allotment.

The Bonus Issue reflects the Company's strong
financial position and robust reserves and was
undertaken with the objective of rewarding
its shareholders for their continued trust and
confidence, enhancing the liquidity of the
Company's Equity Shares in the market and
broadening shareholder participation, while
maintaining the Company's cash resources for
future growth and business expansion.

43. EMPLOYEE STOCK OPTION SCHEME

The Company has not provided any Stock
Option Scheme during the year under review.

44. CHANGE IN THE NATURE OF
BUSINESS, IF ANY

There has been no material change in the
nature of business during the period under
review.

45. SECRETARIAL STANDARDS

As on March 31, 2026 the Secretarial Standard
1 & 2 on meeting of Board of Directors &
General Meetings has been notified and the
Company has complied with the requirements
of the said Secretarial Standards.

A Certificate of compliances issued by the
Secretarial Auditor M/s Anand Nimesh &
Associates is enclosed as Annexure-lll and
forms part of this Report.

46. DISCLOSURE UNDER INSOLVENCY
AND BANKRUPTCY CODE, 2016

During the financial year under review, no
Corporate Insolvency Resolution Process (CIRP)
was initiated against your Company, under the
Insolvency and Bankruptcy Code, 2016 (IBC) as
amended.

47. ONE-TIME SETTLEMENT WITH ANY
BANK OR FINANCIAL INSTITUTION

There was no instance of one-time settlement
with any Bank or Financial Institution.

Acknowledgements

The Directors place on record their appreciation
for the assistance, help and guidance provided
to the Company by the Bankers and Authorities
of State Government and Central Government
from time to time. The Directors also place
on record their gratitude to employees
and shareholders of the Company for their
continued support and confidence reposed in
the management of the Company.

By order of the Board of Directors
For APIS India Limited

Place: New Delhi Amit Anand Prem Anand

Date: August 29,2026 Managing Director Director & Chairperson

DIN: 00951321 DIN:00951873