The Board of Directors of the Company have great pleasure in presenting the 19th Board's Report of the Company together with
Audited Financial Results for the year ended March 31, 2026. This report states compliance as per the requirements of the
Companies Act, 2013 ("the Act"), the Secretarial Standards, the Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("Listing Regulations") and other rules and regulations as applicable to the Company.

1. FINANCIAL PERFORMANCE:

The highlight of the financial performance of the Company for the year ended March 31, 2026 is summarized as follows:

2. BUSINESS AND FINANCIAL PERFORMANCE OVERVIEW:
BUSINESS OVERVIEW

With the motto of building the nation through education,
your Company is constantly contributing in the field of

education across age groups, all the while maintaining its
core values of integrity, ownership, leadership, trust and
continuous learning. We believe that every child has a
unique and infinite potential and we are committed to help
children realise their capabilities.

FINANCIAL PERFORMANCE OVERVIEW

During the year under review, the Company has earned a
total standalone revenue of Rs. 6,493.76 Lakhs for the year
ended March 31, 2026 as against Rs. 4,257.81 Lakhs in the
previous financial year.

The Company has recorded a standalone profit (PBT) of Rs.
1,246.42 Lakhs for the year ended March 31, 2026 as
compared to Rs. 570.90 Lakhs in the previous financial
year.

The Company has recorded a standalone Profit/ (Loss)
after Tax (PAT) for the year ended March 31, 2026 stood at
Rs. 910.58 Lakhs as compared to Rs. 444.51 Lakhs in the
previous financial year.

During the year under review, the Company has earned a
total consolidated revenue of Rs. 6,486.96 Lakhs for the
year ended March 31, 2026.

The Company has recorded a consolidated profit (PBT) of
Rs. 1,239.62 Lakhs for the year ended March 31, 2026.

The Company has recorded a consolidated Profit/ (Loss)
after Tax (PAT) of Rs. 910.58 Lakhs for the year ended
March 31, 2026.

3. DIVIDEND/ TRANSFER TO RESERVES:

The Board of directors of the Company recommended
Dividend @20% (Rs 2/- per equity share) for the financial
year 2025-26.

In Financial year 2025-26 the reserve maintained with the
Company is Rs. 2,748.66 lakhs while in the year 2024-25
reserve was Rs. 1898.63 Lakhs.

Your Company has not transferred the profits for year
ended March 31, 2026 to Reserves and Surplus.

4. MATERIAL CHANGES AND COMMITMENTS BETWEEN THE
END OF THE FINANCIAL YEAR OF THE COMPANY TO
WHICH THE FINANCIAL STATEMENT RELATE AND THE
DATE OF THIS REPORT:

The board of directors of the Company recommended
dividend @ 20% (Rs. 2/- per equity share) for the financial
year -26 subject to approval of shareholders at the
ensuing Annual General Meeting of the company.

5. DEPOSITS:

The Company has neither accepted nor renewed any
deposits falling within the purview of Section 73 of the
Companies Act, 2013 read with Companies (Acceptance of
Deposits) Rules 2014 as amended from time to time, during
the year under review.

6. CHANGE IN THE NATURE OF BUSINESS:

There has been no change in the Business of the Company
during the financial year ended March 31, 2026.

7. CAPITAL STRUCTURE:

AUTHORIZED SHARE CAPITAL

The Authorized Share Capital of the Company as on March
31, 2026 was Rs 10,00,00,000/- (Rupees Ten Crore) divided
into 10,000,000 shares of Rs 10/- each.

ISSUED AND PAID-UP CAPITAL

The paid-up Equity Share Capital as on March 31, 2026 was
Rs. 6,05,52,000/- (Rupees Six Crore Five Lakhs Fifty-Two
Thousand Only) divided into 60,55,200 Shares of Rs. 10/-
each.

CHANGES IN SHARE CAPITAL: There is no change in share
capital of Company during the financial year.

8. DISCLOSURES RELATING TO HOLDING, SUBSIDIARY,
ASSOCIATE COMPANY AND JOINT VENTURES:

"Zen Education and Learning" (ZEAL) is Associate Company
of "Arihant Academy Limited". The details of associate
Company annexed in form AOC - 1 as Annexure - A.

Further except above, As on March 31, 2026 the Company
has no holding, Subsidiary, Associate Company and Joint
Ventures.

10. DIVIDEND/ TRANSFER TO RESERVES:

Pursuant to the provisions of sub-section (7) of Section 149
of the Companies Act, 2013, the Company has received
individual declarations from all the Independent Directors
confirming that they fulfil the criteria of Independence as
specified in Section 149(6) of the Companies Act, 2013.

The Independent Director have complied with the Code of
Conduct for Independent Directors prescribed in Schedule
IV of the Act. In view of the available time limit, those
Independent Director who are required to undertake the
online proficiency self-assessment test as contemplated
under Rule 6(4) of the Companies (Appointment and
Qualification of Directors) Rules, 2014, had committed to
perform the test within time limit stipulated under the act.
All the Independent directors have completed the online
proficiency self-assessment test as per the prescribed
time. The Company has received declarations from all
Independent Directors of the Company confirming that
they continue to meet the criteria of Independence as
prescribed under Section 149 of the Companies Act 2013.

11. BOARD AND COMMITTEE MEETING:

Number of Board Meetings

The Board of Directors met 8 times during the financial year
ended March 31, 2026 in accordance with the provisions of
the Companies Act, 2013 and rules made there under. The
intervening gap between two Board Meeting was within the
period prescribed under the Companies Act, 2013 and as
per Secretarial Standard-1. The prescribed quorum was
presented for all the Meetings and Directors of the
Company actively participated in the meetings and
contributed valuable inputs on the matters brought before
the Board of Directors from time to time.

12. COMMITTEES OF THE BOARD:

The Company has three committees viz; Audit Committee,
Nomination and Remuneration Committee, Stakeholders
Relationship Committee and Corporate Social
Responsibility (CSR) Committee which has been
established as a part of the better Corporate Governance
practices and is in compliance with the requirements of the
relevant provisions of applicable laws and statutes.

I. Audit Committee:

The Audit Committee of the Company is constituted under
the provisions of section 177 of the Companies Act, 2013.

Composition of the Committee:

All the recommendation made by the Audit Committee in
the financial year 2025-26 was approved by the Board.

The Chairman of the Committee must attend the Annual
General Meetings of the Company to provide clarifications
on matters relating to the audit.

During the year under review, the Company held 4 (Four)
Audit Committee meetings.

The Company Secretary acts as the secretary to the
Committee.

II. Nomination & Remuneration Committee:

The Nomination & Remuneration Committee of the
Company is constituted under the provisions of section 177
of the Companies Act, 2013.

Composition of the Committee:

During the year under review, the Company held 1 (One)
Nomination and Remuneration Committee meetings.

The Company Secretary acts as the secretary to the
Committee.

III. Stakeholder Relationship Committee:

The Stakeholder Relationship Committee of the Company
is constituted under the provisions of section 177 of the
Companies Act, 2013.

Composition of the Committee:

During the year under review, the Company held 1 (one)
Stakeholders Relationship Committee meeting.

The Company Secretary acts as the secretary to the
Committee.

IV. Corporate Social Responsibility (CSR) Committee:

The Corporate Social Responsibility Committee of the
Company is constituted under the as per the provisions of
section 135 of Companies Act, 2013.

The composition of Committee is as follow:

Further the Committee members met 1 time during the year
for conducting the Meeting.

13. NOMINATION AND REMUNERATION POLICY:

The Company believes that building a diverse and inclusive
culture is integral to its success. A diverse Board, among
others, will enhance the quality of decisions by utilizing
different skills, qualifications, professional experience and
knowledge of the Board members necessary for achieving
sustainable and balanced development. In terms of SEBI
Listing Regulations and Act, the Company has in place
Nomination & Remuneration Policy.

The said policy of the Company, inter alia, provides that the
Nomination and Remuneration Committee shall formulate

the criteria for appointment of Executive, Non-Executive
and Independent Directors on the Board of Directors of the
Company and persons in the Senior Management of the
Company, their remuneration including determination of
qualifications, positive attributes, independence of
directors and other matters as provided under sub-section
(3) of Section 178 of the Act (including any statutory
modification(s) or re- enactment(s) thereof for the time
being in force). The Policy also lays down broad guidelines
for evaluation of performance of Board as a whole,
Committees of the Board, Individual Directors including the
Chairperson and the Independent Directors. The aforesaid
Nomination and Remuneration Policy has been uploaded
on the website of your Company
www.arihantacademy.com

14. CORPORATE GOVERNANCE REPORT:

Since the Company is listed on EMERGE platform of
National Stock Exchange of India Ltd., the provisions of
Corporate Governance are not applicable on the Company.

15. FAMILIARIZATION PROGRAMME FOR INDEPENDENT
DIRECTORS:

The Board members are provided with necessary
documents/ brochures, reports and internal policies to
enable them to familiarize with the Company's procedures
and practices, the website link is
www.arihantacademy.com

16. ANNUAL EVALUATION:

Pursuant to the provisions of the Companies Act and the
SEBI Listing Regulations, a structured questionnaire was
prepared for evaluating the performance of Board, its
Committees and Individual Director including Independent
Directors. The questionnaires were prepared after taking
into consideration the various facets related to working of
Board, its committee and roles and responsibilities of
Director. The Board and the Nomination and Remuneration
Committee reviewed the performance of the Individual
Directors including Independent Directors on the basis of
the criteria and framework adopted by the Board. Further,
the performance of Board as a whole and committees were
evaluated by the Board after seeking inputs from all the
Directors on the basis of various criteria. The Board of
Directors expressed their satisfaction with the evaluation
process. In a separate meeting of Independent Directors,
the performance of Non-Independent Directors,
performance of Board as a whole and performance of the
Chairman was evaluated, taking into account the views of
the Executive Directors and Non-Executive Directors.

17. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY
THE COMPANY ON ITS CORPORATE SOCIAL RESPONSI¬
BILITY INITIATIVES:

CSR provides an opportunity to the Companies to
effectively align its values and strategy for the benefits of
the society, by contributing to the social, economic and
environmental development of the society at large.

Further the Company has CSR policy formulated in
accordance with the Act (as amended from time to time),
guides the Company to serve the society.

The CSR policy may be accessed under the Investor section
on the website of the Company at link
www.arihantacademy.com/corporate-policies/

Further the Provisions of Section 135 of Companies Act,
Company is complied with all the compliances and spent
the required amount in CSR activities during F.Y. 2025-26.
Further the Annual Report on CSR activities forming part of
this Report is attached as Annexure - E.

18. VIGIL MECHANISM FOR THE DIRECTORS AND
EMPLOYEES:

The Company has established a vigil mechanism, through a
Whistle Blower Policy, where Directors and employees can
voice their genuine concerns or grievances about any
unethical or unacceptable business practice. A
whistle-blowing mechanism not only helps the Company in
detection of fraud, but is also used as a corporate
governance tool leading to prevention and deterrence of
misconduct.

It provides direct access to the employees of the Company
to approach the Compliance Officer or the Chairman of the
Audit Committee, where necessary. The Company ensures
that genuine Whistle Blowers are accorded complete
protection from any kind of unfair treatment or
victimization. The Whistle Blower Policy is disclosed on the
website of the Company at www.arihantacademy.com

19. RISK MANAGEMENT:

The Board of the Company has evaluated a risk
management to monitor the risk management plan for the
Company. The Audit Committee has additional oversight in
the area of financial risk and controls. Major risks identified
by the businesses and functions are systematically
addressed through mitigating actions on continuing basis.

20. PARTICULARS OF LOANS, GURANTEES OR
INVESTMENTS UNDER SECTION 186:

The details of loans, guarantees or investments covered
under Section 186 of the Companies Act, 2013 are given in
the Note to the Financial Statements.

21. MATERIAL ORDERS OF JUDICIAL BODIES/
REGULATORS:

No order, whether significant and/or material has been
passed by any regulators, courts, tribunals impacting the
going concern status and Company's operations in future.

22. PARTICULARS OF CONTRACTS OR ARRANGEMENTS
WITH RELATED PARTIES UNDER SECTION 188 OF THE

ACT:

All related party transactions that were entered into during
the Period under review, were on arm's length basis and in
the ordinary course of business. No materially significant
related party transactions which required the approval of
members, were entered into by the Company during the
Period under review. Further, all related party transactions
entered into by the Company are placed before the Audit
Committee for its approval.

The particulars of the contracts or arrangements entered
into by the Company with related parties as referred to in
Section 134(3)(h) read with section 188(1) of the Act and
rules framed thereunder, in the Form No. AOC-2 are
annexed and marked as Annexure - B.

23. AUDITORS:

STATUTORY AUDITORS

M/s. G. P. Kapadia and Co., Chartered Accountants (Firm
Registration No. 104768W) were appointed as the statutory
auditors of the Company at the 16th Annual General
Meeting of the Company for a term of five consecutive
years i.e. from F.Y. 2023- 24 to 2027-28, who shall hold
office from the conclusion of 16th Annual General Meeting
till the conclusion of the 21st Annual General Meeting to be
held in the year 2028, in terms of provisions of section 139
of the Act.

Further the Statutory Auditors have submitted their Report
on the Financial Statements for the financial year ended
March 31, 2026, which forms part of this Report. Also, there
is no qualifications, reservations or adverse remarks made
by the M/s. G. P. Kapadia and Co. Statutory Auditor of
Company in their Audit Report for the year under review.

SECRETARIAL AUDITORS

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, the member in the general Meeting held
September 11,2025 has appointed M/s. Dilip Swarnkar &
Associates, Company Secretaries, as Secretarial Auditors
for the financial year 2025-26 to 2029-30 for the periods of
Five Years. Accordingly, the Secretarial Audit report in form
MR - 3 received from the Secretarial Auditors is annexed to
this report marked as Annexure - C and forms part of this
report.

INTERNAL AUDITORS

The Board of Directors, based on the recommendation of
the Audit Committee and pursuant to the provisions of
section 138 of the Act read with the Companies (Accounts)
Rules, 2014, was appointed M/s. Bilimoria Mehta & Co.,
Chartered Accountants, (Firm Reg. No 101490W) as the
Internal Auditor of your Company for the year under

review. The Internal Auditor conducts the internal audit of
the functions and operations of the Company and issued
the Internal Audit Report.

AUDITORS REPORT AND SECRETARIAL AUDIT REPORT

Statutory Auditor's Report: There are no qualifications,
reservations or adverse remarks made by Statutory
Auditors in the Auditor's report. The Statutory Auditors
have not reported any incident of fraud to the Audit
Committee of the Company under subsection (12) of
section 143 of the Companies Act, 2013, during the year
under review.

The notes on accounts referred to the Auditors' Report are
self-explanatory and therefore, do not call for any further
explanation.

Secretarial Auditor's Report: There are no qualifications,
reservations or adverse remarks made by Secretarial
Auditor in the Auditor's report.

24. EXTRACTS OF ANNUAL RETURN:

In accordance with Section 92(3) and Section 134(3)(a) of
the Companies Act, 2013 read with Companies
(Management and Administration) Rules, 2014, the Annual
Return as on March 31, 2026 is available on the Company's
website www.arihantacademy.com

25. MANAGEMENT DISCUSSION & ANALYSIS REPORTS:

A detailed report on Management Discussion and Analysis
(MDA) Report is included in this Report as Annexure - D.

CONSERVATION OF ENERGY, TECHNOLOGY

26. ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
OUTGO:

The provisions of Section 134(3)(m) of the Companies Act,
2013 regarding the conservation of energy, technology
absorption, foreign exchange earnings and outgo are not
applicable to the Company considering the nature of
activities undertaken by the Company during the year
under review.

27.STATEMENT PURSUANT TO SECTION 197(12) OF THE
COMPANIES ACT, 2013 READ WITH RULE 5 OF THE
COMPANIES (APPOINTMENT AND REMUNERATION OF
MANAGERIAL PERSONNEL) RULES, 2014:

Disclosures pertaining to remuneration and other details as
required under Section 197(12) of the Act read with Rule
5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is provided in this Report
as Annexure - E which forms part of this Report.

28.HUMAN RESOURCES

The relations with the employees and associates continued
to remain cordial throughout the year. The Directors of
your Company wish to place on record their appreciation
for the excellent team spirit and dedication displayed by
the employees of the Company.

29. NON-APPLICABILITY OF THE INDIAN ACCOUNTING
STANDARDS:

As per provision to regulation Rule 4(1) of the companies
(Indian Accounting Standards) Rules, 2015 notified vide
Notification No. G.S.R 111 (E) on 16th February, 2015,
Companies whose shares are listed on NSE EMERGE as
referred to in Chapter XB of SEBI (Issue of Capital and
Disclosure Requirements) Regulations, 2009, are
exempted from the compulsory requirements of adoption
of IND-AS w.e.f. 1st April, 2017.

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

The Company is committed to provide a safe and
conducive work environment to its employees. There exist
at the group level an Internal Complaints Committee ('ICC')
constituted under The Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act,
2013. The group is strongly opposed to sexual harassment
and employees are made aware about the consequences of
such acts and about the constitution of ICC. During the
year under review, no complaints were filed with the
Committee under the provisions of the said Act in relation
to the workplace/s of the Company.

31. COMPLIANCE WITH SECRETARIAL STANDARDS ON
BOARD AND ANNUAL GENERAL MEETINGS:

The Company has complied with Secretarial Standards
issued by the Institute of Company Secretaries of India on
Board meetings and Annual General Meetings.

The Directors have devised proper systems to ensure
compliance with the provisions of all applicable Secretarial
Standards and that such systems are adequate and
operating effectively.

32. MAINTENANCE OF COST RECORD:

The provisions relating to maintenance of cost records as
specified by the Central Government under sub section (1)
of section 148 of the Companies Act, 2013, are not
applicable to the Company as on March 31, 2026.

33. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH
REFERENCE TO FINANCIAL STATEMENTS:

The Company has in place adequate Internal Financial
Controls with reference to financial statements. During the
year under review, such controls were tested and no
reportable material weakness in the design or operation
was observed.

34. GREEN INITIATIVES

In compliance with Regulation 36 of SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 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/ Depositories. Members may note that the
Notice and Annual Report 2025-26 will also be available on
the Company's website www.arihantacademy.com

35. INSOLVENCY AND BANKRUPTCY CODE 2016:

No application or proceeding was initiated in respect of the Company in terms of Insolvency and Bankruptcy Code 2016.

36. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT
AND THE VALUATION DONE WHILE TAKING LOANS FROM BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE

REASONS THEREOF:

During the year under review, there were no transactions or events with respect to the one-time settlement with any bank or
financial institution; hence no disclosure or reporting is required.

37. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 of the Companies Act, 2013 ('the Act'), with respect to Directors Responsibility Statement it is hereby

confirmed:

a) The Financial Statements of the Company - comprising of the Balance Sheet as at March 31, 2026 and the Statement of
Profit & Loss for the year ended as on that date March 31,2026 have been prepared on a going concern basis following
applicable accounting standards and that no material departures have been made from the same;

b) Accounting policies selected were applied consistently and the judgments and estimates related to these financial
statements have been made on a prudent and reasonable basis, 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 profits and loss of the Company for the year ended on that date;

c) Proper and sufficient care has been taken for maintenance of adequate accounting records in accordance with the
provisions of the Companies Act, 2013, to safeguard the assets of the Company and to prevent and detect fraud and other
irregularities;

d) Requisite Internal Financial Controls to be followed by the Company were laid down and that such internal financial controls
are adequate and operating effectively; and

e) Proper systems have been devised to ensure compliance with the provisions of all applicable laws and such systems are
adequate and operating effectively.

38. ACKNOWLEDGEMENTS:

Your Directors place on record their sincere thanks to bankers, business associates, consultants, and various Government
Authorities for their continued support extended to your Companies activities during the year under review. Your directors
also Acknowledge gratefully the shareholders for their support and confidence reposed on your Company.

By Order of the Board of Directors
For Arihant Academy Limited

Sd/- Sd/-

Umesh Anand Pangam Anil Suresh Kapasi

Whole-time Director Managing Director

DIN: 03524171 DIN: 03524165

Date: 13th August, 2026
Place: Mumbai