OVERVIEW OF COMPANY’S FINANCIAL PERFORMANCE:
Operational Review:

On Standalone Basis: During the year under review,
the Company has achieved a Total Income of
'880.56 Crores as against '604.07 Crores in the previous
financial year. EBITDA for FY26 stood at '102.25 crores with an
EBITDA Margin of 11.61%. The Profit after tax for the financial
year 2025-26 was '50.30 Crores as compared to previous year
of '42.27 Crores.

On Consolidated Basis: During the year under
review, the Company has achieved a Total Income
of '880.79 Crores as against '601.59 Crores in the
previous financial year. EBITDA for FY26 stood at
' 98.00 Crores with an EBITDA Margin of 11.26%. The Profit
after tax for the financial year 2025-26 was '44.49 Crores as
compared to previous year of '38.69 Crores.

Segmental Review:

Dyes and Dye intermediates & Chemical Business

On Standalone Basis: The Turnover of the company from the
Chemical Segment amounted to '829.56 Crores as against

'504.31 Crores for the previous year. The EBIT from this
segment stood at '69.26 Crores as against '56.46 Crores in
the previous year.

On Consolidated Basis: The Turnover of the company from
the Chemical Segment amounted to '829.56 Crores as
against '504.31 Crores for the previous year. The EBIT from
this segment stood at '69.26 Crores as against '56.46 Crores
in the previous year.

Solar Business

On Standalone Basis: The Turnover of the Company from
Solar Power Operations amounted to '26.86 Crores as
against '27.83 Crores for the previous year. The EBIT from this
segment stood at '11.57 Crores as against '12.04 Crores in
the previous year.

On Consolidated Basis: The Turnover of the Company from
Solar Power Operations amounted to '27.13 Crores as
against '27.83 Crores for the previous year. The EBIT from this
segment stood at '11.39 Crores as against '12.02 Crores in
the previous year.

Pharma Business

On Standalone basis: The Turnover of the Company from
Pharma Segment amounted to '4.20 Crores as against '8.12
Crores for the previous year. The EBIT from this segment stood
at ('5.49) Crores as against ('5.64) Crores in the previous year.

On Consolidated Basis: The Turnover of the Company from
Pharma Segment amounted to '6.45 Crores as against '5.57
Crores for the previous year. The EBIT from this segment stood
at ('7.54) Crores as against ('7.97) Crores in the previous year.

DIVIDEND:

The Board of Directors have recommended a dividend of
'2.50/- (Rupees Two and Fifty paise) per share of '5/- (Rupees
Five only) each, aggregating to '10.91 crores for the financial
year ended March 31,2026. This represents pay-out of 21.69%
of the profits of the company. Dividend is subject to approval
of members at the ensuing Annual General Meeting (AGM) of
the Company.

As per Regulation 43A of the SEBI Listing Regulations, the
Dividend Distribution Policy is disclosed in the Corporate
Governance Report and is available on the Company’s website
at https://bhageriagroup.com/company-policies/

As per the prevailing provisions of the Income Tax Act, 1961,
the dividend, if declared, will be taxable in the hands of the
shareholders at the applicable rates. For details, shareholders
are requested to refer to the Notice of Annual General Meeting.

TRANSFER TO RESERVE:

The Company has not transferred any amount to General
Reserve during the financial year.

CAPITAL STRUCTURE:

During the year under review, there was no change in
Authorized, Issued, Subscribed and Paid-up Share Capital of
the Company. The Company has not issued any equity shares
with differential voting rights during the year.

• Authorized Share Capital

The Authorized Capital of the Company as at March 31,
2026 was '25,00,00,000/- (Rupees Twenty Five Crores
only) divided into 5,00,00,000 (Five Crores) Equity Shares
of ' 5/- each.

• Issued and paid up Share Capital

The Paid-up Equity Share Capital as at March 31, 2026
was '21,82,20,900/- (Rupee Twenty One Crore Eighty
Two Lakh Twenty Thousand Nine Hundred Only) divided
into 4,36,44,180 (Four Crore Thirty Six Lakh Forty Four
Thousand One Hundred & Eighty) Equity Shares, having
face value of ' 5/- each fully paid up.

SUBSIDIARIES, JOINT VENTURE & ASSOCIATE COMPANIES:

As on March 31, 2026, the Company has Five (5) subsidiary
companies, namely Bhageria & Jajodia Pharmaceuticals
Private Limited, Rahuri Cleantech Private Limited, Salasar
Renewables Private Limited, Hikaru Solar Power Private
Limited and New Ahilyanagar Solar Private Limited. There has
been no material change in the nature of the business of the
subsidiaries.

(Bhageria Industries Holding Company W.L.L. a Wholly Owned
Subsidiary of Bhageria Industries Limited, incorporated in
the Kingdom of Bahrain, has been officially liquidated with
effect from 20 November 2025, as per the applicable laws and
procedures of Bahrain.)

The Company has formulated a Policy for determining Material
Subsidiaries. The Policy is available on the Company’s website
at https://bhageriagroup.com/company-policies/. Further, in
terms of the said policy, the Company does not have a material
subsidiary.

A statement providing details of performance and salient
features of the financial statements of Subsidiary companies,
as per Section 129(3) of the Companies Act, 2013 in Form
AOC-1, is provided as Annexure A to the consolidated financial
statement and therefore not repeated in this Report to avoid
duplication.

As on March 31, 2026, the Company does not have joint
venture or associate companies within the meaning of Section
2(6) of the Companies Act, 2013.

CONSOLIDATED FINANCIAL STATEMENTS:

The Consolidated Financial Statements of the Company and
its subsidiary for FY 2025-26 are prepared in compliance
with the applicable provisions of the Companies Act and as
stipulated under Regulation 33 of the SEBI Listing Regulations
as well as in accordance with the Indian Accounting Standards
notified under the Companies (Indian Accounting Standards)
Rules, 2015. The Audited Consolidated Financial Statements
together with the Auditor’s Report thereon form part of this
Annual Report.

Pursuant to the provisions of Section 136 of the Act, the audited
financial statement including the consolidated financial
statement of the Company and all other documents required
to be attached thereto is available on the Company’s website
https://bhageriagroup.com/financial-information/ and the
financial statements of the subsidiary, as required, is available
on the Company’s website at https://bhageriagroup.com/
financial-statements-of-subsidiary/

DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to Section 134 of the Act, with respect to Directors

Responsibility statement it is hereby confirmed:

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

b) that the Directors had 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 and loss of
the company for that period;

c) 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) the Directors had prepared the annual accounts on a
going concern basis;

e) the Directors, had laid down internal financial controls
to be followed by the company and that such internal
financial controls are adequate and were operating
effectively; and

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

CORPORATE STRUCTURE - BOARD OF DIRECTORS & KEYMANAGERIAL PERSONNEL:• Board of Directors
o Composition:

The Board of Directors includes the Executive and
Independent Directors so as to ensure proper
governance and management. The Board consists of
Seven (7) Directors comprising of Three (3) Executive
Directors and Four (4) Independent Directors
including One (1) Woman Director as on March 31,
2026. The composition of the Board is in conformity
with the provisions of the Act and Regulation 17 of the
SEBI Listing Regulations.

There was no change in composition of the Board
during the FY 2025-26.

o Director liable to retire by rotation:

The Board of Directors includes the Executive and
Independent Directors so as to ensure proper
governance and management. The Board consists of
Seven (7) Directors comprising of Three (3) Executive
Directors and Four (4) Independent Directors
including One (1) Woman Director as on March 31,
2026. The composition of the Board is in conformity
with the provisions of the Act and Regulation 17 of the
SEBI Listing Regulations

• Independent Directors:

All the Independent Directors of the Company have given
their respective declaration/ disclosures under Section
149(7) of the Act and Regulation 25(8) of the SEBI Listing
Regulations and have confirmed that they fulfill the
independence criteria as specified under section 149(6)
of the Act and Regulation 16(1 )(b) of the SEBI Listing
Regulations and have also confirmed that they are not
aware of any circumstance or situation, which exist or may
be reasonably anticipated, that could impair or impact
their ability to discharge their duties with an objective
independent judgment and without any external influence.
Further, the Board after taking these declarations/
disclosures on record and acknowledging the veracity of
the same, concluded that the Independent Directors are
persons of integrity and possess the relevant expertise
and experience to qualify as Independent Directors of the
Company and are Independent of the Management.

The Board is of the opinion that all Directors including
the Independent Directors of the Company possess the
relevant expertise and experience in their respective
fields.

The Independent Directors of the Company have
confirmed that they have enrolled themselves in the
Independent Directors’ Databank maintained with the
Indian Institute of Corporate Affairs (‘IICA’) in terms of
Section 150 of the Act read with Rule 6 of the Companies
(Appointment & Qualification of Directors) Rules, 2014.

Out of Four Independent Directors of the Company, Two
Independent Directors are not required to clear Online
Proficiency Self-Assessment Test conducted by Indian
Institute of Corporate Affair (IICA) and two Independent
Directors have cleared the Online Proficiency Self¬
Assessment Test conducted by Indian Institute of
Corporate Affair (IICA).

• Key Managerial Personnel:

In terms of Section 203 of the Act, the Company has the
following Key Managerial Personnel:

o Mr. Suresh Bhageria, Executive Chairman (WTD)
o Mr. Vinod Bhageria, Managing Director (MD)
o Mr. Vikas Bhageria, Jt. Managing Director (WTD)
o Mr. Rakesh Kachhadiya, Chief Financial Officer
o Mrs. Deepa Toshniwal, Company Secretary

There were no changes in the Key Managerial Personnel of
the Company during the year under review.NUMBER OF MEETINGS OF THE BOARD:

The Board met 4 (Four) times during the financial year. The
details of composition of the Board, its committees, their
meetings held and attendance of the Directors at such
meetings are provided in the Corporate Governance Report,
which is a part of this Report.

BOARD EVALUATION:

Pursuant to the provisions of the Companies Act, 2013 and SEBI
Listing Regulations, the Board has carried out an evaluation of its
performance after taking into consideration various performance
related aspects of the Board’s functioning, competencies,
frequency and regularity of meetings, contribution, creation of
stakeholder values, management of current & potential strategic
issues, compliance & governance etc. The performance
evaluation of the Board as a whole, Chairman and Non¬
Independent Directors was also carried out by the Independent
Directors in their meeting held on October 18, 2025 and
February 2, 2026.

Similarly, the performance of various committees, individual
Independent and Non-Independent Directors was evaluated
by the entire Board of Directors (excluding the Director
being evaluated) on various parameters like Composition
and Working of Committees, Functioning, Contribution,
Independence, Understanding, Knowledge, Initiative, Integrity,
etc.

POLICY ON NOMINATION & APPOINTMENT OF DIRECTOR,
KEY MANAGERIAL PERSONNEL AND SENIOR MANAGEMENT
AND OTHER DETAILS:

The Board of Directors has framed a policy, on the
recommendation of the Nomination & remuneration
Committee, which lays down a framework in relation to
appointment and remuneration of its Directors. The policy
includes criteria for determining qualifications, positive
attributes, independence of Directors etc., as required under
the provisions of Section 178(3) of the Companies Act, 2013

and SEBI LODR Regulations. The policy also broadly lays down
the guiding principles, philosophy and the basis for payment of
remuneration to the Executive & the Non-executive Directors.
The said policy has been posted on the website of the Company
at https://bhageriagroup.com/company-policies/. In case of
re-appointment of Non-executive & Independent Directors,
NRC and the Board takes into consideration the performance
of the Director, based on the Board evaluation and his/her
engagement level during his/her previous tenure. The same is
disclosed in the Corporate Governance Report forming part of
this Annual Report.

AUDITORS & AUDITOR’S REPORT:• Statutory Auditors:

At the AGM held on July 30, 2022, the Members of the
Company approved the appointment of M/s. Sarda
& Pareek LLP, Chartered Accountants, (ICAI Firm
Registration No. 109262W/W100673), as the statutory
auditors of the Company for a term of 5 years commencing
from the conclusion of the 33^rd AGM of the Company till
the conclusion of the 38^th AGM of the Company to be held
in the year 2027.

The Auditors’ Report for financial year 2025-2026 on the
financial statements forms part of this Annual Report.
There has been no qualification, reservation or adverse
remark or disclaimer in their Report. The Auditors have
also confirmed that they satisfy the independence criteria
required under Companies Act, 2013 and Code of Ethics
issued by Institute of Chartered Accountants of India. The
Auditors attended the last Annual General meeting of the
Company.

During the year under review, the Statutory Auditors had
not reported any matter under Section 143 (12) of the
Act, therefore no detail is required to be disclosed under
Section 134 (3) (ca) of the Act.

• Cost Auditor:

Pursuant to Section 148 of the Companies Act, 2013, the
Board of Directors on the recommendation of the Audit
Committee appointed M/s K V M & Co., Cost Accountants
(ICWAI Firm Registration No. 000458) as the Cost Auditors
of the Company for the Financial Year 2026-27 and has
recommended their remuneration to the shareholders for
their ratification at the ensuing Annual General Meeting.

M/s K V M & Co., have given their consent to act as Cost
Auditors and confirmed that their appointment is within
the limits of the section 139 of the Companies Act,
2013. They have also certified that they are free from
any disqualifications specified under Section 141 of the
Companies Act, 2013.

As per the requirements of section 148 of the Act read with
the Companies (Cost Records and Audit) Rules, 2014, the
Company has maintained cost accounts and records
in respect of the applicable products for the year ended
March 31,2026.

• Internal Auditor:

Pursuant to provisions of Section 138 of the Companies
Act, 2013 the Board on recommendation of the Audit
Committee has appointed M/s. Kamal Dhanuka & Co.,
Chartered Accountants, (ICAI Firm Registration No.
131308W) as Internal Auditors of the Company for the
financial year ending March 31,2027.

• Secretarial Auditor:

The Secretarial Audit was carried out by M/s. GMJ &
Associates, Company Secretaries for the Financial Year
2025-2026. The Report given by the Secretarial Auditors is
annexed as Annexure ‘I’ to this Report. The report does
not contain any qualification, reservation and adverse
remark or disclaimer.

During the year under review, the Secretarial Auditors
had not reported any matter under Section 143 (12) of the
Act, therefore no detail is required to be disclosed under
Section 134 (3) (ca) of the Act.

The Members at the 36th Annual General Meeting held on
May 17, 2025, appointed M/s. GMJ & Associates,
Company Secretaries as Secretarial Auditors of the
Company for a period of 5 years from FY2025-26 to
FY2029-30. The Secretarial Auditors have confirmed
that they have subjected themselves to the peer review
process of Institute of Company Secretaries of India
(ICSI) and hold valid certificate issued by the Peer Review
Board of the ICSI. The Board/ Audit Committee reviews the
independence and objectivity of the Secretarial Auditors
and the effectiveness of the Audit process.

Secretarial Compliance Report: - The Company has
undertaken an audit for the Financial Year ended March 31,
2026 for all applicable compliances as per the Securities and
Exchange Board of India Regulations and Circulars/Guidelines
issued thereunder. The Secretarial Compliance Report issued
by M/s. GMJ & Associates, Company Secretaries will be
submitted to the Stock Exchanges within 60 days of the end of
the Financial Year.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

The brief outline of the Corporate Social Responsibility (CSR)
policy of the Company and the initiatives undertaken by the
Company on CSR activities during the year under review are set

out in Annexure ‘II’ of this report. For other details regarding
the CSR Committee, please refer to the Corporate Governance
Report, which is a part of this report. The CSR policy is available
on https://bhageriagroup.com/company-policies/

PARTICULARS OF EMPLOYEES:

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 (‘Rules’) are enclosed as Annexure
‘III’ forming part of this Report. The statement containing
particulars of employees as required under Section 197(12)
of the Act read with Rule 5(2) and 5(3) of the Rules also forms
part of this Report. Further, the Report and the Accounts are
being sent to the Members excluding the aforesaid statement.
In terms of Section 136 of the Act, the said statement will
be open for inspection upon request by the Members. Any
Member interested in obtaining such particulars may write to
the Company at Info@bhageriagroup.com.

PARTICULARS REGARDING CONSERVATION OF ENERGY,
TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNING AND OUTGO:

The information on conservation of energy, technology
absorption and foreign exchange earnings and outgo pursuant
to Section 134(3)(m) of the Companies Act, 2013, read with the
Rule 8(3) of the Companies (Accounts) Rules, 2014 is given in
Annexure ‘IV’ to this Report.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:

Particulars of loans, guarantees given and investments made
during the year, as required under section 186 of the Companies
Act, 2013 and Schedule V of the Listing Regulations, are
provided in the Notes to the Standalone Financial Statements.

RELATED PARTY TRANSACTIONS:

In line with the requirements of the Act and the SEBI Listing
Regulations, your Company has formulated a policy on related party
transactions which is also available on Company’s website at https://
bhageriagroup.com/company-policies/pdf. This policy deals
with the review and approval of related party transactions. The
Board of Directors of the Company has approved the criteria
for making the omnibus approval by the Audit Committee
within the overall framework of the policy on related party
transactions. Prior omnibus approval is obtained for related
party transactions which are of repetitive nature and entered in
the ordinary course of business and on an arm’s length basis.
All related party transactions are placed before the Audit
Committee for review and approval.

All related party transactions entered during the Financial
Year were in ordinary course of the business and on an arm’s
length basis. Your Company entered material related party
transactions with wholly owned Subsidiary Company during
the Financial Year. Members may refer notes to the financial
statements which sets out related party disclosures pursuant
to INDAS-24.

RISK MANAGEMENT:

Pursuant to Regulation 21 of the SEBI Listing Regulations,
the Company has in place a Risk Management Committee to
frame, implement and monitor the risk management plan for
the Company. The Company has framed the Risk Management
Policy to manage the risks included in all the activities of
the Company by proactively mitigating adversities. The
Committee is responsible for monitoring and reviewing the
risk management policy and ensuring its effectiveness. The
Audit Committee of Directors has additional oversight in the
area of financial risks and controls. The major risks identified
by the businesses and functions are systematically addressed
through mitigating actions on a continuing basis.

The Committee comprises of two Independent Directors and
two Executive Director. The risk management framework,
explained in the Management Discussion and Analysis section
of this Report, identifies risks that could potentially threaten
the Company’s existence or impact operations.

(As per the list declared by BSE Limited and National Stock
Exchange of India Limited as on December 31,2025, Bhageria
Industries Limited is not among the top 1,000 listed entities.
Accordingly, the Risk Management Committee was dissolved
with effect from February 2, 2026, and risk management
matters will henceforth be reviewed by the Board of Directors.)

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

Your Company has adequate internal financial controls and
processes for orderly and efficient conduct of the business
including safeguarding of assets, prevention and detection
of frauds and errors, ensuring accuracy and completeness of
the accounting records and the timely preparation of reliable
financial information. The Audit Committee evaluates the
internal financial control system periodically and at the end
of each financial year and provides guidance for strengthening
of such controls wherever necessary. During the year under
review, no fraud has been reported by the Auditors to the
Audit Committee or the Board. The details in respect of
internal control system and their adequacy are included in the
Management Discussion and Analysis, which is a part of this
report.

VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The Company has established a Vigil Mechanism in the form
of a Whistle Blower policy for Directors, employees and other
stakeholders of the Company to report genuine concerns,
grievances, frauds and mismanagements, if any. The policy
provides for adequate safeguards against victimization
of Directors/employees who avail of the mechanism and
provides for direct access to the Chairperson of the Audit
Committee. The Whistle Blower policy has been posted on
the website of the Company at https://bhageriagroup.com/
wp-content/uploads/2026/02/Vigil-Mechanism-and-Whistle-
Blower-Policy.pdf

COMPLIANCE WITH SECRETARIAL STANDARDS:

The Company has devised proper systems to ensure
compliance with the provisions of all applicable Secretarial
Standards issued by the Institute of Company Secretaries
of India and that such systems are adequate and operating
effectively and through which the Company has complied with
all applicable Secretarial Standards.

DEPOSITS:

Your Company has not accepted any deposits from the public,
during the year under review within the meaning of Section 73
of the Act read with the Companies (Acceptance of Deposits)
Rules, 2014.

INVESTOR EDUCATION & PROTECTION FUND (IEPF):

During the year, the Company has transferred the
unclaimed and un-encashed dividends of '18,20,755/-
(FY 2018-19). Further, 10,624 corresponding shares on which
dividends were unclaimed for seven consecutive years were
transferred as per the requirements of the IEPF Rules. The
details of the resultant benefits arising out of shares already
transferred to the IEPF, year-wise amounts of unclaimed / un¬
encashed dividends lying in the unpaid dividend account up to
the year, and the corresponding shares, which are liable to be
transferred, are provided in the corporate governance report.
Details of shares/dividend transferred to IEPF can also be
obtained by accessing https://bhageriagroup.com/iepf/.

ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3) (a) of
the Act, the Annual Return in Form MGT-7 as on March
31, 2026 is available on the Company’s website at
https://bhageriagroup.com/financial-information/.

CONSTITUTION OF INTERNAL COMPLAINTS COMMITTEE
UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORK
PLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT,
2013:

The Company has in place an Anti-Sexual Harassment Policy
in line with the requirements of The Sexual Harassment of
Women at Work Place (Prevention, Prohibition and Redressal)
Act, 2013. An Internal Complaints Committee has been set up
to redress complaints received regarding sexual harassment.
The Company affirms that during the year under review, the
company has complied with the provisions relating to Internal
Complaints Committee and no complaints were received by
the Committee for redressal.

CODE OF CONDUCT:

Your Company is committed to conducting its business in
accordance with the applicable laws, rules and regulations and
highest standards of business ethics. In recognition thereof,
the Board of Directors has implemented a Code of Conduct for
adherence by the Directors, Senior Management Personnel and
Employees of the Company. The Code of Conduct is dealing
with ethical issues and also fosters a culture of accountability
and integrity. The Code is in accordance with the requirements
of Listing Regulations and has been posted on the Company’s
website at https://bhageriagroup.com/company-policies/ All
the Board Members and Senior Management Personnel have
confirmed compliance with the Code.

ENVIRONMENT AND SAFETY:

The Company is aware of the importance of environmentally
clean and safe operations. The Company’s policy requires
conduct of operations in such a manner, so as to ensure safety
of all concerned, compliances, environmental regulations and
preservation of natural resources at the Plants.

CHANGE IN THE NATURE OF BUSINESS:

There has been no change in the nature of business of the
Company as on date of this Report.

MATERIAL CHANGES AND COMMITMENTS AFFECTING
FINANCIAL POSITION BETWEEN THE END OF THE
FINANCIAL YEAR AND DATE OF REPORT:

There were no material changes affecting the financial position
of the Company between the end of the financial year and date
of report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS:

Not received any significant and Material order passed by the
Regulators or Court during the financial year 2025-26.

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

No application made and no such proceeding is pending under
the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during
the financial year 2025-26.

DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE
VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT
AND THE VALUATION DONE WHILE TAKING LOAN FROM
THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE
REASONS THEREOF:

No such valuation has been done during the financial year
2025-26.

CORPORATE GOVERNANCE AND MANAGEMENT
DISCUSSION & ANALYSIS REPORTS:

The Company adheres to the requirements set out by
the Securities and Exchange Board of India’s Corporate
Governance practices and have implemented all the
stipulations prescribed. The Company has implemented
several best corporate governance practices.

The Management Discussion & Analysis Report and Corporate
Governance together with the Certificate from the Statutory
Auditors of the Company regarding compliance with the
requirements of Corporate Governance as stipulated in Listing
Regulations, form an integral part of this Annual Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT:

Pursuant to Regulation 3(2A) of the SEBI Listing Regulations,
the provisions pertaining to applicability of Business
Responsibility & Sustainability Reporting have ceased to apply
to the Company from March 31, 2025. Therefore, the Annual
Report for the financial year March 31,2026 does not contain
a separate section on Business Responsibility & Sustainability
Reporting.

APPRECIATION:

Your Directors would like to express their sincere appreciation
to the company’s Shareholders, Vendors and Stakeholders
including Banks, Government authorities, other business
associates, who have extended their valuable sustained
support and encouragement during the year under review. Your
Directors also wish to place on record their appreciation for the
hard work, solidarity, cooperation and support of employees at
all levels.

For and on behalf of the Board of Directors
BHAGERIA INDUSTRIES LIMITED

SURESH BHAGERIA

Place: Mumbai CHAIRMAN

Date: May 2, 2026 (DIN: 00540285)