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GLOBAL SURFACES LTD.

16 October 2026 | 02:52

Industry >> Granites/Marbles

Select Another Company

ISIN No INE0JSX01015 BSE Code / NSE Code 543829 / GSLSU Book Value (Rs.) 63.86 Face Value 10.00
Bookclosure 52Week High 140 EPS 0.00 P/E 0.00
Market Cap. 108.03 Cr. 52Week Low 23 P/BV / Div Yield (%) 0.40 / 0.00 Market Lot 1.00
Security Type Other

DIRECTOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2026-03 

Your directors are pleased to present the 35th Annual Report on the business and operations of the Company together with
the audited standalone & consolidated financial statements for the financial year ended on March 31,2026..

1. FINANCIAL HIGHLIGHTS

The Company's financial performance for the year ended on March 31,2026 is summarized below:

(' In Millions)

Particulars

India

USA

UAE

Inter-segment

Eliminations

Total

Segment Revenue

748.36

523.43

1,430.21

(369.62)

2,332.39

Segment Results (PBT)

164.41

(29.01)

(391.76)

26.33

(230.02)

Segment Assets

4,159.54

348.41

4,148.42

(3,249.47)

5,406.90

Segment Liabilities

692.15

330.91

4,635.37

(2,960.46)

2,697.97

(Previous year figures: Segment Revenue — India '1,419.12 Mn, USA '831.41 Mn, UAE '643.66 Mn, Eliminations '(817.75) Mn,
Total '2,076.44 Mn; Segment Results — India '118.78 Mn, USA '7.44) Mn, UAE '(358.74) Mn, Eliminations '(1.88) Mn, Total
'(249.28) Mn)

Particulars

Standalone

Consolidated

March 31,

March 31,

March 31,

March 31,

2026

2025

2026

2025

Revenue from Operations

748.36

1419.12

2332.39

2076.44

Other Income

373.93

228.86

216.98

72.38

Total Income

1122.29

1647.98

2549.37

2148.82

Net Profit/(Loss)for the period (Before Tax,
Exceptional and/or Extraordinary Items)

164.41

118.78

(230.02)

(249.28)

Net Profit/(Loss)for the period Before Tax
(After Exceptional and/or Extraordinary Items)

164.41

118.78

(230.02)

(249.28)

Net Profit/(Loss)for the period After Tax
(After Exceptional and/or Extraordinary Items)

76.12

78.33

(318.39)

(289.00)

Total Comprehensive Income for the period

[Comprising Profit/(Loss)for the period (After Tax) and Other

Comprehensive Income (After Tax)]

76.98

78.44

(328.27)

(284.84)

Equity Share Capital

423.82

423.83

423.82

423.83

Other Equity [Reserves (Excluding Revaluation
Reserve)]

3043.58

2969.28

2282.00

2599.58

Earnings Per Share (of '10.00 each)

(For continuing and discontinued operations):

1. Basic:

1.80

1.85

(7.18)

(6.73)

2. Diluted:

1.80

1.85

(7.18)

(6.73)


2. STATE OF THE COMPANY'S AFFAIRS AND MAJOR
DEVELOPMENTS

Global Surfaces Limited ("the Company”) continues
to strengthen its position as a technology-driven,
innovation-led manufacturer of engineered surfaces. The
Company operates its manufacturing facilities through an
integrated multi-shore model i.e. two engineered surface
manufacturing units in Jaipur, India (at Mahindra World
City SEZ, Sanganer) and in Dubai, UAE (through its wholly
owned subsidiary, Global Surfaces FZE, at the Jebel Ali
Free Zone). The Company also operates through its
wholly owned subsidiaries in the United States — Global
Surfaces Inc. and Superior Surfaces Inc. — which support

its distribution and market presence in North America.
These multi-shore operations are strategically located to
serve key global markets efficiently while mitigating region-
specific risks.

Segment-wise Position of Business and Operations

The Group is engaged in the manufacturing and processing
of natural stone and engineered quartz used in the counter
tops and various other surface applications. The Group
sells its products across three geographic segments: India,
United States of America (USA), and United Arab Emirates
(UAE). The segment-wise performance for FY 2025-26, as
reflected in the audited consolidated financial statements,
is summarised below:

India Segment

The India segment encompasses the Company's engineered
quartz manufacturing operations at Mahindra World City
SEZ, Sanganer, Jaipur, Rajasthan. Segment revenue for FY
2025-26 stood at '748.36 million, as compared to '1,419.12
million in the previous year. The decline in India segment
revenue reflects the strategic realignment of production
and export flows towards the UAE facility, particularly
in the context of elevated tariffs on India-origin quartz
exports to the U.S. market during the year. Notwithstanding
the revenue compression, the India segment delivered
a segment result (profit before tax) of '164.41 million,
compared to '118.78 million in the previous year, reflecting
improved operating efficiency and a higher contribution
from other income including intra-group management fees
and reimbursements. Segment assets stood at '4,159.54
million and segment liabilities at '692.15 million as at March
31,2026.

The India segment also included the natural stone processing
operations at the Bagru Unit, RIICO Industrial Area, Bagru
Extension, Jaipur, Rajasthan, until its discontinuation
effective March 31, 2026. After careful evaluation by the
Audit Committee the Board of Directors the Company
at its meeting held on February 3, 2026, approved the
discontinuation of operations at Company's Natural Stone
Processing Unit at Bagru, Jaipur, effective from March 31,
2026. This decision was driven by sustained financial losses,
cash losses, significant under-utilisation of installed capacity,
and prevailing market conditions affecting the natural stone
segment. With the cessation of Bagru Unit's operations,
the India segment is now a focused, engineered quartz-led
operation.

USA Segment

The USA segment represents the Group's sales, distribution,
and customer engagement operations in the North
American market, supported by Company's wholly owned
subsidiaries Global Surfaces Inc. and Superior Surfaces Inc.
The United States continues to be one of the Group's most
significant export destination markets. Segment revenue

for FY 2025-26 was '523.43 million, compared to '831.41
million in the previous year. The decline reflects the impact
of elevated tariffs on India-origin quartz exports, evolving
trade policy uncertainties, and related disruptions to
shipment cycles and buying patterns in the U.S. market. The
USA segment recorded a segment loss of '(29.01) million,
compared to '(7.44) million in the previous year. Segment
assets stood at '348.41 million and segment liabilities at
'330.91 million as at March 31,2026.

UAE Segment

The UAE segment comprises the operations of Global
Surfaces FZE at the Jebel Ali Free Zone, Dubai, UAE, the
Company's state-of-the-art greenfield engineered surface
manufacturing facility that commenced commercial
production in February 2024. FY 2025-26 represented the
second full year of commercial operations for the UAE facility,
with the segment contributing revenue of '1,430.21 million,
now the largest revenue-contributing segment within the
Group, as compared to '643.66 million in the previous
year, reflecting a significant scale-up of production and
customer deliveries. The UAE segment recorded a segment
loss of '(391.76) million, compared to '(358.74) million in
the previous year, primarily attributable to the continued
absorption of full depreciation and finance costs on the new
facility during the ongoing ramp-up and stabilisation phase,
as well as the impact of geopolitical disruptions in the
Middle East and Red Sea region on logistics and demand.
Segment assets stood at '4,148.42 million and segment
liabilities at '4,635.37 million as at March 31,2026.

Industry Outlook and Peer Positioning

The global quartz market was valued at approximately
USD 8.4 billion in 2025 and is projected to reach USD 12.7
billion by 2034, exhibiting a CAGR of approximately 4.7%.
The structural demand drivers, construction activity, home
renovation trends, and increasing preference for durable,
low-maintenance surfaces remain broadly intact. However,
the near-term environment for Indian quartz exporters has
been significantly impacted by evolving trade policies in the
United States.

The U.S. market, which remains one of the Company's
principal export destinations, was subject to significant
trade policy developments during and immediately
following the year under review. The Company faced the
impact of elevated tariffs on India-origin exports to the U.S.
, as well as geoplitical uncertanities arising from the middle
east and Red Sea region, which effected demand, pricing
and shipment cycles.

Foreign-manufactured quartz surface products currently
represent approximately 90% of the U.S. market, which led
the QMAA to file the Section 201 safeguard petition arguing
that import-led pressures were destroying American
manufacturing capacity and threatening over 100,000 jobs
supported by the domestic quartz industry. The potential
imposition of a broad-based global safeguard tariff is
expected to be a watershed development for all quartz¬
exporting nations, including India.

For Indian manufacturers specifically, the challenge is
compounded by competitive pressure from lower-cost
quartz manufacturers in Southeast Asia.

Strategic Advantage through Multi-Shore Operations

With integrated manufacturing capabilities in both India
and the UAE, the Company continues to benefit from its
multi-shore model, enabling it to respond with agility to
dynamic global trade conditions, supply chain disruptions,
and customer-specific requirements. The Dubai-based
facility of Global Surfaces FZE provides meaningful potential
tariff advantages, particularly in the context of the evolving
U.S. trade environment, and enhances delivery speed and
logistics optimisation for critical international markets,
including the U.S., Europe, and the Middle East.

With the conclusion of the Bagru Unit's operations, the
Company enters FY 2026-27 as a leaner, more focused
manufacturer with a sharpened strategic emphasis on
high-value engineered quartz products. The restructuring
initiatives undertaken during the year, combined with
the investments in product innovation and subsidiary
capitalisation, are expected to lay the foundation for
improved financial performance and sustainable long-term
growth.

Further details on the business overview, performance
metrics, and future outlook are discussed in the Management
Discussion & Analysis Report forming part of this Annual
Report.

3. FINANCIAL PERFORMANCE
Standalone Performance

For the financial year ended March 31,2026, the standalone
financial performance of the Company reflected the impact
of a challenging external environment, characterised by
elevated tariffs on India-origin quartz exports to the U.S.
market, geopolitical disruptions in the Middle East and Red
Sea region, and subdued construction activity in key export
markets. Total income from operations stood at '748.36
million, as compared to '1,419.12 million in the previous
year. The decline was attributable to reduced export
volumes from the India-based manufacturing unit, primarily
on account of the elevated trade headwinds impacting
India-origin shipments to the U.S. market, and the ongoing
strategic realignment of the Company's production and
dispatch model towards its UAE-based subsidiary.

Total income, including other income of '373.93 million,
stood at '1,122.29 million for FY26, as compared to
'1,647.98 million in FY25. The high level of other income
in FY26 is principally attributable to management fees,
foreign exchange gains, and reimbursements received from
subsidiaries as part of the intra-group arrangements integral
to the multi-shore operating model.

Notwithstanding the revenue compression, the Company
maintained standalone profitability. Net profit before tax
stood at '164.41 million, compared to '118.78 million in FY25.
Net profit after tax for FY26 was '76.12 million, as compared
to '78.33 million in the previous year. Total comprehensive
income for the year was '76.98 million, compared to '78.44
million in FY25. Basic and diluted Earnings Per Share (EPS) for
the year stood at '1.80, compared to '1.85 in the previous
year.

Consolidated Performance

At the consolidated level, the financial results for FY 2025-26
reflect the continuing investment and stabilisation phase of
the Group's operations, most notably at Global Surfaces FZE,
which bore the full weight of operating costs, depreciation,
and finance costs arising from its state-of-the-art UAE facility
during a period of market headwinds and trade uncertainty.

Total income from operations on a consolidated basis was
'2,332.39 million, compared to '2,076.44 million in FY25,
reflecting a meaningful 12.3% growth in revenue driven by
increased throughput from the UAE facility and a broader
geographic spread of customers. Total income including

other income stood at '2,549.37 million, as against '2,148.82
million in the previous year.

However, the Group recorded a net loss before tax of
'(230.02) million, as compared to a net loss before tax
of '(249.28) million in FY25, reflecting early signs of
improvement at the subsidiary level. Net loss after tax was
'(318.39) million, compared to a net loss of '(289.00) million
in FY25. Total comprehensive loss for the year was '(328.27)
million, compared to '(284.84) million in FY25.

The Group's consolidated performance continues to
reflect the transitional nature of building a multi-country,
premium-product manufacturing business. With the Dubai
facility now in a more advanced stage of the ramp-up, the
commercialisation of the Marquartz and Quartzites product
lines, the strengthened capital structure of Global Surfaces
FZE following the Loan to equity conversion aggregating
to USD 11,120,997 (equivalent lo INR 1,000 Million) and
the discontinuation of the loss-making Bagru Unit, the
management believes that the structural foundations for
improved consolidated financial performance in FY 2026-27
are in place. Basic and diluted EPS on a consolidated basis
stood at '(7.18) for FY26, compared to '(6.73) in FY25.

4. CHANGE IN THE NATURE OF BUSINESS

During the financial year under review, the Board of
Directors, after review by the Audit Committee, approved
the discontinuation of operations at the Company's natural
stone processing unit at Bagru, Jaipur ("Bagru Unit”), with
effect from March 31,2026, in view of sustained financial and
cash losses and continued capacity under-utilisation. The
Bagru Unit has accordingly been treated as a discontinued
operation in the financial statements for FY 2025-26 in
terms of Ind AS 105. Post March 31, 2026, the Company is
in the process of an orderly closure of the Bagru Unit, and
the Board has accorded in-principle approval for preparing
a commercially viable disposal plan for the said unit. Save
and except for the above, there was no change in the nature
of business of the Company during the financial year under
review.

5. DIVIDEND

In light of the performance in a challenging macroeconomic
environment, and with a focus on prudently managing
resources, the Board of Directors has not recommended any
dividend for the financial year ended March 31, 2026. The
Board remains firmly committed to enhancing long-term
shareholder value through strategic initiatives, innovation,
and disciplined capital allocation.

6. TRANSFER TO RESERVES

The Board of Directors has not transferred any amount to
the General Reserve for the financial year ended March 31,
2026.

7. SHARE CAPITAL
Authorized Share Capital

The Authorised share capital of the Company was increased
from '55,00,00,000 (Rupees Fifty-Five Crores only) to
'65,00,00,000 (Rupees Sixty-Five Crores only) vide the
resolution passed by shareholders through postal ballot on
June 30, 2025. As on March 31, 2026, the authorized share
capital stood at '65,00,00,000 (Rupees Sixty-Five Crores
only), divided into 6,50,00,000 equity shares of '10 each.

Issued, Subscribed and Paid-Up Share Capital

There has been no change in the Issued, Subscribed and
Paid-up share capital of the Company during the financial
year under review. The issued, subscribed and paid-up equity
share capital of the Company at '42,38,18,180 (Rupees
Forty-Two Crores Thirty-Eight Lakhs Eighteen Thousand One
Hundred and Eighty only), comprising 4,23,81,818 equity
shares of '10 each as on March 31,2026.

The Board of Directors, at its meeting held on May 28, 2025,
approved, in principle, a proposal for raising of funds by
way of issuance of Securities, for an aggregate amount not
exceeding '1,55,00,00,000 (Rupees One Hundred Fifty-Five
Crores only), through one or more modes including public
issue, rights issue, preferential allotment, private placement,
or Qualified Institutions Placement ("QIP”), in one or more
tranches, subject to receipt of all requisite regulatory and
statutory approvals. The said proposal was approved by the
shareholders of the Company by way of a special resolution
passed through postal ballot on June 30, 2025. The said
resolution constitutes an enabling approval, and any
allotment of Securities pursuant thereto was required to be
completed within 365 days from the date of passing of the
special resolution, i.e., on or before June 29, 2026, or within
such extended period as may be permitted under applicable
law. No securities were issued or allotted pursuant to the
above resolution during the financial year under review.

8. PREFERENTIAL ISSUE OF CONVERTIBLE WARRANTS

The Company had, on December 4, 2023, issued and
allotted 95,00,000 convertible warrants on a preferential
basis to individuals belonging to the promoter and non¬
promoter categories, at an issue price of '210.00 per
warrant, in accordance with the provisions of the Securities

and Exchange Board of India (Issue of Capital and Disclosure
Requirements) Regulations, 2018 ("SEBI ICDR Regulations”)
and the applicable provisions of the Companies Act, 2013.

The convertible warrants carried a tenure of 18 (eighteen)
months from the date of allotment, within which the
warrant holders were entitled to exercise the right to convert
each warrant into one equity share of the Company upon
payment of the balance 75% of the issue price. Accordingly,
the last date for exercise of the conversion right was June
3, 2025.

The warrant holders did not exercise their right to convert
the warrants into equity shares within the stipulated
conversion period. Consequently, in terms of the SEBI ICDR
Regulations and the terms and conditions of the issue, all
95,00,000 convertible warrants stand lapsed and cancelled
upon expiry of the conversion period, and the subscription
amount of '49,87,50,000 (representing 25% of the total
consideration) received by the Company from the warrant
holders stands forfeited. The forfeited amount has been
transferred to Capital Reserve forming part of Other Equity,
in accordance with applicable provisions.

9. SUBSIDIARIES, JOINT VENTURES & ASSOCIATES

As on March 31, 2026, the Company has three subsidiaries,
the details of which are as follows:

Global Surfaces FZE (“GSF")

GSF, incorporated in the Jebel Ali Free Zone, Dubai, is a
wholly-owned subsidiary of the Company. It is engaged
in the manufacturing of engineered quartz surfaces.
The Company's advanced production facility in Dubai
commenced commercial operations on February 9, 2024,
supporting the Company's multi-shore manufacturing
strategy. GSF has been identified as a Material Subsidiary of
the Company in terms of Regulation 16(1)(c) of SEBI (LODR)
Regulations read with Company's policy for determining
Material Subsidiary.

Global Surfaces Inc. (“GSI")

GSI is incorporated in the State of Delaware, USA, and
is a 99.90% subsidiary of the Company. It is engaged in
the purchase, sale, supply, and distribution of quartz,
marble, granite, and similar surface materials. GSI serves
as the Company's commercial arm in the U.S., facilitating
efficient market access and customer service. GSI has been
identified as a Material Subsidiary of the Company in terms
of Regulation 16(1)(c) of SEBI (LODR) Regulations read with
Company's policy for determining Material Subsidiary.

Superior Surfaces Inc. (“SSI")

SSI, incorporated on May 5, 2023, in the State of Texas, USA,
is a 50% held subsidiary of the Company. The Company
exercises control over SSI, and the entity is accordingly
considered a subsidiary under applicable accounting
standards. SSI is engaged in the distribution of artificial
stones, including engineered quartz, focused on enhancing
the Group's distribution footprint in southern U.S. markets.

There has been no material change in the nature of the
business of the subsidiaries.

Pursuant to Section 129(3) of the Companies Act, 2013
("the Act”), the Company has prepared Consolidated
Financial Statements, which form part of this Annual Report.
Pursuant to the provisions of Section 134 of the Act read
with the Companies (Accounts) Rules, 2014, the highlights
of performance and financial position of the subsidiaries of
the Company for the year ended March 31, 2026, and their
contribution to the overall performance of the Company are
as under:

Global Surfaces FZE, UAE recorded a significant scale-up
in its operations during FY 2025-26, its second full year of
commercial production at the Jebel Ali Free Zone, Dubai
facility. Revenue from contract with customers more than
doubled to AED 59,616,797 in FY 2025-26, as compared to
AED 27,948,666 in the previous year, reflecting a growth
of approximately 113.3% driven by substantially increased
production output and a broader customer base across
the USA, and the Middle East. At the gross profit level, the
subsidiary demonstrated strong manufacturing economics,
with a gross profit of AED 32,426,365 (gross margin of
approximately 54.4%), as compared to AED 17,161,405
(gross margin of approximately 61.4%) in the previous year.
The modest moderation in gross margin percentage reflects
the higher scale of production and associated material cost
absorption during the ramp-up phase.

Notwithstanding the substantial revenue growth, the
subsidiary incurred a loss before tax of AED 16,329,990
(FY25: AED 15,576,939) and a loss after tax of AED 16,333,223
(FY25: AED 15,576,939). The loss is primarily attributable to
continued absorption of depreciation, finance costs on the
newly commissioned facility; a significant increase in other
operating expenses along with higher selling, distribution,
and administrative costs commensurate with the scale-up
of operations; and the impact of geopolitical disruptions in
the Middle East on logistics costs and delivery timelines. As
at March 31,2026, the subsidiary's total assets stood at AED
160,978,710.

Global Surfaces Inc., USA recorded revenue from operations
ofUSD 4,563,119 in FY 2025-26, as compared to USD 8,870,774
in the previous year, representing a decline of approximately
48.6%. This sharp decline is directly attributable to elevated
tariffs on India-origin quartz exports to the United States,
evolving U.S. trade policy uncertainties, and consequent
disruptions to buying patterns and order cycles among U.S.
customers. The subsidiary reported a loss before and after
tax of USD 8,887 for the year, as compared to a profit after
tax of USD 6,942 in FY 2024-25. Total assets stood at USD
2,311,042 as at March 31, 2026, including trade receivables
of USD 1,747,910. The subsidiary continues to serve as the
Company's primary sales and distribution interface in the
North American market and is expected to benefit from the
potential realignment of supply flows from the UAE facility
in response to the evolving U.S. trade environment.

Superior Surfaces Inc., USA reported revenue from
operations of USD 1,364,097 in FY 2025-26, as compared
to USD 1,040,881 in the previous year, registering a growth
of approximately 31.1%. However, the subsidiary reported
a loss before and after tax of USD 319,598, significantly
widening from a loss of USD 86,235 in the previous year.
The widening of losses, despite revenue growth, reflects
the impact of higher cost of goods sold relative to the
prevailing market pricing environment, increased employee
benefit expenses, and the absence of inventory-linked cost
offsets, partly offset by a substantial reduction in inventory
levels from USD 1,854,251 to USD 954,366, indicating active
inventory rightsizing during the year. As at March 31,2026,
the subsidiary's total assets stood at USD 13,70,037.

A statement containing the salient features of the financial
statements of the Company's subsidiaries in Form AOC-1 is
annexed as Annexure 'I' to this Report.

The audited standalone and consolidated financial
statements, along with other statutory documents,
are available on the Company's website at
www.globalsurfaces.com. The financial statements of
the subsidiaries are also available on the website and can
be accessed under the Investor Relations section. These
documents are available for inspection at the Registered
Office of the Company during business hours on all working
days.

The Company has also formulated a Policy on Determining
Material Subsidiaries, in line with the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 ("SEBI (LODR) Regulations”). The policy is available
on the Company's website and can be accessed at:
https://globalsurfaces.com/corporate-governance

No entity ceased to be a subsidiary, joint venture, or
associate of the Company during the financial year ended
March 31,2026.

10. RELATED PARTY TRANSACTIONS

The Company and its Subsidiaries adhere to the highest
ethical standards, transparency, and accountability in all
related party transactions, conducting them solely in the
ordinary course of business and at arm's length. Pursuant to
Section 188 of the Act, and Regulation 23 of the SEBI (LODR)
Regulations as amended from time to time, all contracts,
transactions, and arrangements entered into during the
financial year with related parties were conducted on an
arm's length basis and within the ordinary course of business.

During the fiscal year 2025-26, all related party transactions
were reviewed and approved by the Audit Committee.
Transactions of a repetitive nature received prior omnibus
approval from the Audit Committee. Quarterly, a detailed
statement outlining the nature, value, and terms of these
transactions entered pursuant to the omnibus approval
so granted, was presented to the Audit Committee. None
of the transactions with related parties falls under the
scope of Section188(1) of the Act. Particulars of contracts
or arrangements with related parties referred to Section
188(1) of the Act, in the prescribed form AOC-2 is annexed
herewith as Annexure 'II'.

The Company has also implemented a policy on the
materiality of related party transactions and their
handling, accessible on the Company's website at https://
globalsurfaces.com/corporate-governance

11. PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENT

Pursuant to the provisions of section 186 of the Act and
Schedule V of the SEBI (LODR) Regulations, particulars of the
loans, guarantees and investments made are disclosed in
the notes to the financial statements.

During the financial year under review, the Board of
Directors approved, in two tranches at its meetings held
on February 3, 2026 and March 18, 2026, respectively, the
conversion of a portion of unsecured inter-company loan
aggregating to USD 11,120,997 (equivalent to INR 1,000
Million as on the reference date of December 31, 2025)
extended by the Company to its wholly owned subsidiary,
Global Surfaces FZE, into fully paid-up equity shares of the
said subsidiary. The issue price was determined on the
basis of an independent valuation by a Registered Valuer,
supported by a Fairness Opinion from a SEBI-registered
Category I Merchant Banker. The transaction involved no

cash outflow from the Company. Pending completion of
ODI-related filings under FEMA and regulatory formalities
with JAFZA, Dubai, the aggregate amount stands classified
as advance towards equity/share subscription in the
financial statements as at March 31,2026. Full particulars are
disclosed in the Notes to the Financial Statements forming
part of this Annual Report.

12. DIRECTORS AND KEY MANAGERIAL PERSONNEL
Directors

Your Company maintains an optimal and compliant mix
of Executive and Non-Executive Directors, in accordance
with the provisions of Regulation 17 of the SEBI (LODR)
Regulations, as amended.

As on March 31, 2026, the composition of the Board of
Directors is as follows:

• Mr. Mayank Shah (DIN: 01850199) - Chairman, Managing
Director and Chief Financial Officer

• Mrs. Sweta Shah (DIN: 06883764) - Whole-time Director

• Mr. Yashwant Kumar Sharma (DIN: 08686725) - Non¬
Executive, Independent Director

• Mr. Sudhir Baxi (DIN: 00092322) - Non-Executive,
Independent Director

• Dr. Chandan Chowdhury (DIN: 00906211) - Non¬
Executive, Independent Director

• Mr. Rakesh Grover (DIN: 09673773) - Additional, Non¬
Executive, Independent Director

Key Managerial Personnel (KMP)

The following individuals were designated as Key Managerial
Personnel of the Company as on March 31,2026, pursuant
to Section 203 of the Act:

• Mr. Mayank Shah - Chairman, Managing Director and
Chief Financial Officer

• Mrs. Sweta Shah - Whole-time Director

• Mr. Dharam Singh Rathore - Company Secretary and
Compliance Officer

Changes during the Financial Year and up to the Date of this
Report

Board of Directors:

• Mr. Ashish Kumar Kachawa (DIN: 02530233), ceased
to be a director due to resignation from his position

as Non-Executive, Non-Independent Director of the
Company effective from Close of business hours on
March 30, 2026.

• Mr. Rakesh Grover (DIN: 09673773) was appointed
as an Additional Director (under the category Non¬
Executive, Independent) by the Board w.e.f. March 30,
2026 for a term of two consecutive years on the Board
of a Company, subject to the approval of Shareholders.
The appointment of Mr. Rakesh Grover as Non¬
Executive Independent Director was confirmed by the
Shareholders vide a special resolution passed through
Postal Ballot on June 25, 2026.

• Mr. Yashwant Kumar Sharma (DIN: 08686725) Non¬
Executive, Non-Independent Director was redesignated
as Non-Executive, Non-Independent Director of the
Company effective from July 1, 2026 vide a special
resolution passed by the shareholders through Postal
Ballot on June 25, 2026.

• Mrs. Sweta Shah (DIN: 06883764) has been re-appointed
as Whole-time Director by the Board for a period of 3
(three) years starting from September 11, 2026, subject
to the approval of the shareholders.

Key Managerial Personnel:

• Mr. Kamal Kumar Somani ceased to the Chief Financial
Officer of the Company due to resignation from office
effective from close of working hours on July 25, 2025.

• Mr. Mayank Shah (DIN: 01850199) was appointed as
Chief Financial Officer of the Company with effect from
October 17, 2025, in addition to his existing role and
position in the company as Chairman and Managing
Director of the company.

• Mr. Mayank Shah (DIN:01850199) stepped down from
additional charge as Chief Financial Officer of the
Company with effect from closure of business hours on
August 10, 2026.

• Mr. Ashish Agarwal was appointed as Chief Financial
Officer of the Company with effect from August 11,
2026.

Director Retiring by Rotation

In accordance with the provisions of Section 152 of the Act,
and the Articles of Association of the Company, Mrs. Sweta
Shah (DIN: 06883764) - Whole-time Director, is liable to retire
by rotation at the ensuing Annual General Meeting (AGM)
and, being eligible, has offered herself for reappointment.

The resolution for her re-appointment along with requisite
details, as mandated under the SEBI (LODR) Regulations
and Secretarial Standards-2 (SS-2) issued by the ICSI, forms
part of the Notice of the AGM and Explanatory Statement
accompanying the Notice.

13. DECLARATION BY INDEPENDENT DIRECTORS

Pursuant to the provisions of Section 149(7) of the Act
and Regulation 25 of the SEBI (LODR) Regulations, all
Independent Directors of the Company have submitted
declarations confirming that they meet the criteria of
independence as prescribed under Section 149(6) of the Act
and Regulation 16(1)(b) of the SEBI LODR Regulations.

Further, the Independent Directors have also affirmed their
compliance with the requirement of online registration
with the Indian Institute of Corporate Affairs (IICA) for
inclusion of their names in the Independent Directors'
databank maintained by the IICA. With respect to the
proficiency requirement under Section 150(1) of the Act,
read with applicable rules, the Board has taken on record
the declarations from Independent Directors stating either:

• their exemption from the online proficiency self¬
assessment test based on their prescribed qualifications
and experience, or

• their successful completion of the test conducted by
the Institute, if required.

In the opinion of the Board there has been no change in the
circumstances which may affect their status as Independent
Directors of the Company and the Board is satisfied that
all Independent Directors of the Company are persons of
integrity and possess the necessary expertise, experience,
and proficiency in their respective fields of specialization.

Appointment of Mr. Rakesh Grover as Independent
Director and Competency Assessment by the Board

During the year under review, Mr. Rakesh Grover (DIN:
09673773) was appointed as an Additional Director in the
category of Non-Executive Independent Director by the
Board of Directors on March 30, 2026, subject to the approval
of shareholders. The appointment of Mr. Rakesh Grover as
Non-Executive Independent Director was confirmed by
the Shareholders vide a special resolution passed through
Postal Ballot on June 25, 2026.

Mr. Rakesh Grover is a seasoned banking and financial
services professional with over 37 years of rich and diverse

experience across public sector banking, international
banking, treasury, mutual funds, asset reconstruction
and NBFC-related ecosystems. He superannuated from
Punjab National Bank as Chief General Manager (CGM)
and has held several senior leadership positions across
recovery, compliance, international operations, treasury
and administration. He holds an MBA (Finance) from FMS,
Delhi University, is an ACWA, a CAIIB qualified professional,
and also holds a Diploma in Treasury, Investment & Risk
Management from the Indian Institute of Banking, Mumbai.

Over the course of his career, Mr. Grover has demonstrated
strong expertise in regulatory compliance, risk management,
treasury management, credit appraisal, project finance,
stressed asset resolution and strategic governance. He has
led large and complex assignments in turnaround and
recovery, including restructuring, ARC transactions, NCLT-
linked matters and consortium-led resolutions. As CGM
- Recovery Division at Punjab National Bank, he played
a key role in significantly improving asset quality and
recovery outcomes. He has also served as Chief Executive
of PNB Hong Kong, where he strengthened treasury and
risk management functions and delivered strong operating
performance.

The Nomination and Remuneration Committee (NRC) and
the Board of Directors, after a thorough evaluation of his
qualifications and experience, concluded that Mr. Rakesh
Grover possesses the following key skills and competencies
relevant to the role of an Independent Director on the Board
of the Company:

• Regulatory Compliance and Governance

• Banking, Treasury and Financial Oversight

• Risk Management and Internal Controls

• Recovery, Restructuring and Stressed Asset Resolution

• Board Leadership and Strategic Management

The Board is of the considered view that Mr. Grover's
appointment is in the best interest of the Company, and
his multifaceted background will bring valuable insight and
independent judgment to the Board.

The terms and conditions of appointment of
Independent Directors are available on the
Company's website and can be accessed at
https://globalsurfaces.com/corporate-governance.

14. FAMILIARIZATION PROGRAMME FOR
INDEPENDENT DIRECTORS

In compliance with the requirements of the Act and the
SEBI LODR Regulations, the Company has implemented
a familiarization programme for Independent Directors.
This programme aims to acquaint them with their roles,
rights, and responsibilities as Directors, as well as with the
functioning of the Company, the nature of its industry,
business model, and related matters.

All newly appointed Independent Directors undergo an
orientation program designed to enhance their knowledge
and skills. This orientation equips them to effectively
discharge their duties in the best interest of the Company.
Details of the familiarization programmes provided to
Independent Directors are available on the Company's
website at https://globalsurfaces.com/corporate-
governance

15. PERFORMANCE EVALUATION

Performance evaluation is integral to enhancing the
effectiveness of the Board and its Directors, offering
benefits to both individuals and the Company as a whole.
In accordance with the provisions of Section 134(3)(p)
read with Section 178(2) of the Companies Act, 2013 ("the
Act”), Rule 8(4) of the Companies (Accounts) Rules, 2014,
Regulation 17(10) and Regulation 19(4) read with Part D of
Schedule II of the SEBI LODR Regulations, and in line with the
Guidance Note on Board Evaluation issued by the Securities
and Exchange Board of India ("SEBI”) and the provisions
of Secretarial Standard-1 ("SS-1”), the Board of Directors
conducted the annual performance evaluation of the Board
as a whole, its Committees, Individual Directors and the
Chairman of the Company for the financial year 2025-26.

Evaluation Framework and Criteria

The Nomination and Remuneration Committee ("NRC”)
had approved a structured framework for performance
evaluation of the Board, its Committees, the Chairman
and individual Directors, in line with the Act, SEBI (LODR)
Regulations and SEBI Guidance Note on Board Evaluation
and the provisions of SS-1, as amended from time to time.

Evaluation Process

Structured questionnaire forms, incorporating the criteria
approved by the NRC, were circulated to all Directors to
gather their independent feedback on the performance
of the Board as a whole, its Committees, and individual
Directors, including the Chairman.

A separate meeting of the Independent Directors was
convened without the attendance of the Non-Independent
Directors and members of the Management, in accordance
with Schedule IV of the Act (Code for Independent Directors)
and Regulation 25(3) of the SEBI LODR Regulations. At this
meeting, the Independent Directors reviewed and evaluated
the performance of the Non-Independent Directors, the
Board as a whole, and the Chairman of the Company, taking
into account the views of the Executive and Non-Executive
Directors.

The NRC, at its meeting held on August 10, 2026, reviewed
the evaluation feedback received and discussed areas
for improvement to further strengthen the governance
framework of the Company. The NRC noted that the overall
performance of all Directors of the Company was highly
satisfactory.

The evaluation outcomes and the areas for improvement
identified through this exercise are being implemented to
further strengthen the corporate governance framework of
the Company.

16. AUDITORS AND AUDITORS' REPORT
Statutory Auditor:

At the 32nd Annual General Meeting (AGM) of the Company
held on September 20, 2023, shareholders approved the
appointment of M/s. B Khosla & Co., Chartered Accountants
(FRN 000205C), as Statutory Auditor for a period of 5 years.
M/s B. Khosla & Co., Chartered Accountants (Firm Registration
No. 000205C), Jaipur, have, vide their letter dated November
13, 2025, tendered their resignation from the office of the
Statutory Auditor of the Company and Global Surfaces Inc.,
its material subsidiary. The Audit Committee and the Board
have also recorded that there are no concerns raised by the
resigning auditor with respect to the management of the
Company and that there are no material reasons for their
resignation other than those expressly mentioned in their
letter.

The Board of Directors on the recommendation of the audit
Committee considered and approved the appointment
of M/s Ummed Jain & Co., Chartered Accountants (FRN:
119250W), as Statutory Auditors of the Company with
effect from December 08, 2025, to fill the casual vacancy in
the office of Statutory Auditor. The said appointment was
approved by the Shareholders vide a resolution passed
through Postal Ballot on January 8, 2026. M/s. Ummed Jain
& Co., will hold the office till the conclusion of 35th Annual
General Meeting to be held during the year 2026.

The Board of Directors at its meeting held on August
10, 2026 on recommendation of Audit Committee has
recommended the appointment of M/s Ummed Jain &
Co., Chartered Accountants (FRN: 119250W), as Statutory
Auditors of the Company from conclusion of 35th AGM
until the conclusion of 40th AGM to be held in the year
2031. The said appointment is subject to the approval of
the shareholders at the ensuing Annual General Meeting of
the Company. The above proposal and related information
forms part of the Notice of the AGM and is placed for your
approval.

The Statutory Audit report on the Standalone and
Consolidated financial statements for the financial year
2025-26, forms part of this Annual Report, does not contain
any qualification, reservation, adverse remark, or disclaimer.

Secretarial Auditor:

In accordance with the provisions of section 204 of the
Act read with the rules thereunder and Regulation 24A of
the SEBI (LODR) Regulation, M/s. Pinchaa & Co., Company
Secretaries (FRN: P2016RJ051800), was appointed as the
Secretarial Auditor of the Company for a period of five (5)
consecutive financial years as their first term, commencing
from the financial year 2025-26 to 2029-30. Their report in
Form MR-3, included as Annexure 'III' to this Report, does not
contain any reservation, qualification, adverse remark, or
disclaimer.

Annual Secretarial Compliance Report

A Secretarial Compliance Report, pursuant to regulation 24A
of the SEBI (LODR) Regulations, for the financial year 2025¬
26 on compliance of all applicable SEBI Regulations and
circulars/ guidelines issued thereunder, as issued by M/s.
Pinchaa & Co., Company Secretaries (FRN: P2016RJ051800)
as submitted to the Stock Exchanges has been placed on
the website of the Company.

Internal Auditor

The Board at its meeting held on May 28, 2025 reappointed
M/s. N L A & Associates, Chartered Accountants (FRN:
023199C) as Internal Auditors of the Company for
conducting internal audit for the financial year 2025-26.

Cost Accounts and Cost Audit

The maintenance of cost records and requirement of cost
audit as prescribed under the provisions of Section 148(1)
of the Act are not applicable to the business activities of the
Company.

Reporting of fraud by auditors

During the financial year under review, no instances of fraud
have been reported by the statutory auditors or secretarial
auditors to the Audit Committee or to the Board pursuant to
section 143(12) of the Act, the details of which should form
part of this report.

17. MEETINGS OF BOARD

During the year, 8 (Eight) Board Meetings were convened
and held, the details of which are given in the Corporate
Governance Report forming part of this Annual Report. The
intervening gap between two consecutive meetings did
not exceed the period of 120 days prescribed under the Act.

18. BOARD'S COMMITTEES

The Board of Directors of the Company has constituted the
following Committees:

• Audit Committee

• Corporate Social Responsibility Committee

• Nomination and Remuneration Committee

• Stakeholders Relationship Committee

Details regarding the composition, charters, meetings
held during the year, and attendance are provided in the
Report on Corporate Governance, which forms part of this
Annual Report. Further there was no such instance of non¬
acceptance of any recommendations of any committee by
the Board, during the year under review.

19. PREVENTION OF INSIDER TRADING

In compliance with the Securities and Exchange Board of
India (Prohibition of Insider Trading) Regulations, 2015 and
subsequent amendments, the Board has established a
Code of Conduct to regulate, monitor, and report trading
by designated Persons and other connected persons.
Additionally, a Code of Practices and Procedures for fair
disclosure of Unpublished Price Sensitive Information (UPSI)
is in place. The same can be accessed on the Company's
website at https://globalsurfaces.com/corporate-
governance
The trading window remains closed during
result declarations and material event occurrences as per
the code insert here.

20. VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has implemented a Whistle Blower Policy
to address genuine concerns about unethical behaviour,
actual or suspected fraud, mismanagement, and violations
of the Company's Code of Conduct. This policy provides a

systematic mechanism for reporting concerns and includes
safeguards against victimization. The policy is available on
the Company's website at https://globalsurfaces.com/
corporate-governance

During the financial year 2025-26, the mechanism
functioned effectively, and no whistleblower complaints
were reported.

21. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company's CSR Policy, adopted pursuant to Section 135
of the Companies Act, 2013, is guided by the philosophy of
creating a more inclusive and sustainable society. The Policy
encompasses CSR activities across thematic areas specified in
Schedule VII of the Act, including healthcare and preventive
health care, education and livelihood enhancement, gender
equality and women empowerment, environmental
sustainability and animal welfare, protection of national
heritage, art and culture, and disaster management, among
others. CSR activities are implemented either directly by
the Company or through eligible implementing agencies,
with preference given to local areas and areas around the
Company's operational locations. The CSR Committee
formulates an annual action plan, monitors implementation
of CSR projects, and reports to the Board periodically. Any
surplus arising out of CSR activities does not form part of
the business profits of the Company, and any unspent CSR
amount is dealt with in accordance with the provisions
of Section 135 of the Act. The CSR Policy is available on
the Company's website at https://globalsurfaces.com/
corporate-governance.

During the financial year 2025-26, the Company contributed
'53.20 Lacs towards CSR activities, which was in excess of its
CSR obligation of '42.47 Lacs for the financial year 2025-26,
resulting in an excess spend of '10.73 Lacs available for set¬
off in succeeding financial years. The Annual Report on CSR
activities, as mandated under Section 134(3) and Section
135(2) of the Act read with the Companies (Corporate Social
Responsibility Policy) Rules, 2014, is annexed as Annexure 'IV'
to this Report.

22. RISK MANAGEMENT POLICY

The Company has developed and implemented a Risk
Management Policy to identify and manage business
risks effectively. This framework promotes transparency,
minimizes adverse impacts on business objectives, and
enhances the Company's competitive advantage. The

Risk Management Policy, encompassing risk assessment
and management across the enterprise, is available
on the Company's website at https://globalsurfaces.
com/corporate-governance. Detailed information
on various risks identified by the Company and their
respective mitigation plans, in line with the enterprise risk
management framework, is comprehensively discussed in
the Management Discussion and Analysis Report, forming
part of this Annual Report.

23. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013 AND MATERNITY BENEFIT
PROVISIONS UNDER THE CODE ON SOCIAL SECURITY,
2020

The Company is committed to providing a workplace that
is free from discrimination, harassment and victimisation,
regardless of gender, race, creed, religion, place of origin,
or sexual orientation of any person employed or engaged
with the Company. The Company has instituted a robust
policy and framework to prevent sexual harassment in the
workplace. The policy ensures compliance with the Sexual
Harassment ofWomen at Workplace (Prevention, Prohibition
and Redressal) Act, 2013, and includes the formation of
an Internal Complaints Committee ("IC”). The policy is
applicable to all employees including the Company's
contractual workforce. The IC has been duly constituted to
consider and redress complaints of sexual harassment at the
workplace in accordance with the provisions of the said Act.
A statement of the following particulars in accordance with
Section 134(3) of the Companies Act, 2013 read with the
applicable rules is provided below:

Number of complaints of sexual harassment received

Nil

during the year

Number of complaints disposed off during the year

NA

Number of cases pending for more than ninety days

Nil

Maternity Benefit

The Company has duly complied with the applicable
provisions relating to maternity benefits as prescribed under
Chapter VI of the Code on Social Security, 2020 (which came
into force with effect from November 21,2025, superseding
the Maternity Benefit Act, 1961), read with the Social Security
(Central) Rules, 2026. The Company provides maternity
benefits to eligible women employees in accordance with
the said Code and the rules framed thereunder, and no non¬
compliance has been observed or reported in this regard
during the financial year under review.

24. ANNUAL RETURN

As per section 92(3) read with section 134(3) of the Act,
the Annual Return as of March 31, 2026, is available on
the Company's website at https://globalsurfaces.com/
corporate-governance

25. DEPOSITS

During the year under review, your Company has not
accepted any deposits falling within the ambit of Section
73 of the Act and the Companies (Acceptance of Deposits)
Rules, 2014. The Company has not accepted any deposits in
the earlier years and as such question of unpaid or unclaimed
deposit and defaults in repayment does not arise.

26. INTERNAL FINANCIAL CONTROLS

Your Company has implemented a robust system of internal
financial controls designed to ensure effective management
of operations, safeguarding of assets, optimal resource
utilization, reliability of financial reporting, and compliance
with regulations. The internal control systems are
periodically reviewed to align with the Company's growing
operational complexity. Based on the assessment and
reviews conducted, including those by Internal, Statutory,
and Secretarial Auditors, the Board is of the opinion that
the internal financial controls were adequate and effective
during the financial year 2025-26. The Statutory Auditor
provided an unmodified report on the Internal Financial
Controls with reference to financial statements for the
financial year 2025-26.

27. 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.

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

Details on Conservation of Energy, Technology Absorption,
Foreign Exchange Earnings, and Outgo as per section 134 of
the Act, are provided in Annexure 'V' to this report.

29. NOMINATION AND REMUNERATION POLICY

In accordance with the Act, and the SEBI (LODR)
Regulations, the Company has formulated a Nomination
and Remuneration Policy. This policy provides guidelines
to the Nomination and Remuneration Committee on the

Appointment, Removal, and Remuneration of Directors, Key
Managerial Personnel, and Senior Management. It establishes
criteria for determining qualifications, competencies,
positive attributes, independence of directors, and the
remuneration for Directors, Key Managerial Personnel,
Senior Management, and other Employees. The policy
also outlines the process for evaluating the performance
of the Board, its committees, and individual directors. The
Nomination and Remuneration Policy can be accessed
on the Company's website at https://globalsurfaces.com/
corporate-governance

30. PARTICULARS OF EMPLOYEES

The ratio of remuneration of each director to the median
of employees' remuneration as per Section 197(12) of the
Act, read with Rule 5(1) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 is
disclosed in Annexure 'VI'.

In accordance with the provisions of Section 197(12) of the
Act and Rule 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, the
names and other particulars of employees are available with
the Company. Considering the first proviso to Section 136(1)
of the Act, the Annual Report, excluding the said information,
is being sent to the shareholders of the Company and others
entitled thereto. The information is available for inspection
at the registered office of the Company during working
hours up to the date of the ensuing AGM. Any shareholder
interested in obtaining such information may write to the
Company Secretary in this regard.

31. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

The Management Discussion and Analysis Report, integral
to this Annual Report, is annexed with the Board's Report.

32. CORPORATE GOVERNANCE

The Company has adhered to the corporate governance
requirements mandated by the SEBI (LODR) Regulations.
The corporate governance report, along with a certificate
from a M/s. Pinchaa & Co., Company Secretaries confirming
compliance with conditions stipulated under Regulation
34(3) read with Part E of Schedule V of the SEBI (LODR)
Regulations, is included in the Board's Report.

33. LISTING OF SHARES

Your Company's shares are listed on BSE Limited and
National Stock Exchange of India Ltd, and the listing fees for
the year have been duly paid. The Company's shares are not
suspended for trading on Stock Exchange(s).

34. OTHER STATUTORY DISCLOSURES

Your directors confirm that during the year under review,

there were no transactions, events, or occurrences related

to the following items that require disclosure or reporting:

Ý Issue of equity shares with differential rights as to
dividend, voting, or otherwise.

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

Ý Buy-back of shares under Section 67(3) of the Act.

Ý Settlements with banks or financial institutions.

Ý Details of revision of financial statements or the Report.

Ý Failure to implement any corporate action.

Ý Amounts received from Directors or relatives of
Directors.

Ý Details of applications made or any proceedings
pending under the Insolvency and Bankruptcy Code,
2016 (31 of 2016) and their status.

Ý Details of differences between 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.

35. DIRECTORS' RESPONSIBILITY STATEMENT

As required by section 134(3)(c) of the Act, your Directors

state and confirm:

a. that in the preparation of the annual accounts, the
applicable accounting standards have been followed
and there are no material departures;

b. that they have selected such accounting policies and
applied them consistently and made judgment and
estimates that are reasonable and prudent so as to give
a true and fair view of the state of affairs of the Company
as at March 31, 2026, and of the profit of the Company
for the year ended on that date;

c. that they have taken proper and sufficient care for
the maintenance of adequate accounting records
in accordance with the provisions of the Act for
safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities.

d. that they have prepared the annual accounts on a
'going concern basis';

e. that they have laid down proper internal financial
controls and such internal financial controls are
adequate and operating effectively; and

f. that they have devised proper systems to ensure
compliance with the provisions of all applicable
laws and such systems are adequate and operating
effectively.

36. MATERIAL CHANGES & COMMITMENTS

In accordance with Section 134(3)(l) of the Act, there have
been no material changes or commitments affecting the
financial position of the Company between the end of the
financial year and the date of this report.

37. MATERIAL ORDERS

Pursuant to Rule 8(5)(vii) of the Companies (Accounts) Rules,
2014, there were no significant or material orders passed
by regulators, courts, or tribunals that would impact the
Company's going concern status or its operations in the
future.

38. CREDIT RATING

Acuite Ratings & Research Limited, a SEBI-registered Credit
Rating Agency, vide its press release dated June 6, 2025,
reaffirmed the short-term debt rating of ACUITE A2 and the
long-term debt rating of ACUITE BBB on the bank facilities
of the Company aggregating '143.10 Crore.

39. CERTIFICATIONS AND AWARDS

The Company has been awarded multiple prestigious
certifications, underscoring our commitment to quality,
sustainability, and safety in our operations. These
certifications not only reflect our adherence to international
standards but also reinforce our reputation as a trusted
name in the industry. The details of our key certifications are
as follows:

ISO 9001:2015 - Quality Management System

This certification confirms our compliance with ISO
9001:2015 standards for quality management, covering the
processing, manufacturing, and export of natural stones,
granite, marble, sandstones, and engineered quartz. It
ensures our products consistently meet customer and
regulatory requirements, demonstrating our commitment
to continuous improvement and operational excellence.

ISO 14001:2015 - Environmental Management System

Awarded for our environmental management practices, the
ISO 14001:2015 certification underscores our dedication
to reducing environmental impact. It applies to our

manufacturing and export operations, ensuring sustainable
practices and resource efficiency.

ISO 45001:2018 - Occupational Health and Safety
Management System

Our ISO 45001:2018 certification reflects our commitment
to maintaining a safe and healthy workplace. It validates our
efforts in managing and improving occupational health and
safety, reducing workplace risks, and enhancing employee
well-being.

GREENGUARD Certification

This certification verifies that our products meet stringent
chemical emissions standards, contributing to healthier
indoor environments. It is particularly significant for products
used in construction, supporting indoor air quality.

Kosher Certification

The Kosher certification indicates that our products meet the
dietary requirements of Jewish law, expanding our market
reach to customers seeking Kosher-compliant products.

CE Marking

The CE marking on our products indicates conformity with
health, safety, and environmental protection standards for
products sold within the European Economic Area (EEA).
It assures that our products meet European regulations,

enabling confident marketability across Europe.

These certifications are a testament to our dedication to
excellence and our commitment to delivering high-quality,
safe, and sustainable products globally. We will continue to
uphold these standards and pursue further improvements
in our processes and products.

40. ACKNOWLEDGEMENT

The Board extends its heartfelt appreciation to all employees
for their unwavering dedication and hard work. Their
commitment has been pivotal in delivering exceptional
value to our customers and stakeholders, driving our growth
and success in a competitive market environment. We also
express our sincere gratitude to our suppliers, customers,
and business associates for their ongoing collaboration
and trust. Their partnership is instrumental in achieving
our strategic objectives and sustaining our operational
excellence.

We gratefully acknowledge the invaluable guidance and
support from our Statutory and Secretarial Auditors, whose
expertise and diligence ensure our adherence to the highest
standards of governance and accountability.

Lastly, we extend our thanks to our investors, clients, banks,
government agencies, regulatory authorities, and stock
exchanges for their continued confidence and support in
our journey towards sustainable growth and shareholder
value creation.

For and on behalf of the Board of Directors
Global Surfaces Limited

MayankShah

Place: Jaipur Chairman and Managing Director

Dated: August 10, 2026 DIN:01850199