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Company Information

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HINDCON CHEMICALS LTD.

07 August 2026 | 12:00

Industry >> Chemicals - Others

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ISIN No INE642Y01029 BSE Code / NSE Code / Book Value (Rs.) 11.65 Face Value 2.00
Bookclosure 20/08/2024 52Week High 38 EPS 0.63 P/E 35.64
Market Cap. 115.18 Cr. 52Week Low 16 P/BV / Div Yield (%) 1.93 / 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 

Vour Directors taKe pleasure in presenting the 28'"(Twer»ty Eighth) Annual Report together with the Audited Annual Accounts of your Company for the year ended March 31 2028.

FINANCIAL RESULTS ,D . . .. .

(Rs. in Lakhs)

PARTICULARS

STANDALONE

CONSOLIDATED

FY-2025-26

FY-2024-25 j

FY-2025-26

FY-2024-25

i.

Gross Turnover

6335.59

5658.68

6502.05

5658.58

ii.

Other Income

211.69

196.06

224.23

189.23

iii

Total Income

6547.28

5854.74

6726.28

5847.91

iv.

Expenses other than Finance Cost and Depreciation

5952.81

5229.39

6136.63

5235.54

V.

Earnings Before Interest, Depreciation, Taxation and Amortization (EBIDTA)

594.47

625.35

589.65

612.37

vi.

Finance Cost

47.84

7.72

47.84

7.72

vii.

Depreciation

91.59

81.98

101.90

81.98

viii.

Profit/{Loss) before Tax & Exceptional Item

455.04

535.65

439.91

522.67

ix.

Exceptional Items

-

-

-

-

X.

Profit before TaxationIPBT)

455.04

535.65

439.91

522.67

xi.

Tax including Deferred Tax

(130.78)

(139.55)

(131.80)

(139.67)

xii.

Profit after Taxation (PAT)

324.26

396.10

308.11

383.00

xiii.

Other Comprehensive Income

11.46

22.66

(13.89)

67.52

xiv.

Total Comprehensive income

335.72

418.76

294.22

450.52

XV.

Profit / (Loss) of minority interest

-

-

(15.19)

2.91

STATE OF COMPANY'S AFFAIRS AND OPERATIONS

During the year under review, your Company on standalone basis has achieved an income of Rs. 6547.28 lakhs which is 11.83 % higher as compared with the previous financial year. Further, the Company has earned a net profit of Rs.32A.26 lakhs in the financial year 2025-26 The Company has produced 15,121.43 MT of Sodium Silicate and Construction Chemicals during the financial year as compared to 13,514.83 MT of Sodium Silicate and Construction Chemicals in the previous financial year which is 11.89% higher as compared with the corresponding previous financial year.

OUTLOOK

Our Company has a varied portfolio of over 400 products which has helped us fortify our position as a one-stop shop for construction and speciality chemicals. We strive to service our customers with best-in-class products and our ISO 9001:2015 certification speaks volumes about our compliance with stringent Quality management norms. Currently, a very small proportion of our revenues are generated from the retail segment. On the back of superior quality products coupled with

longstanding relationships with retailers, the Company is optimistic of growing its revenue contribution from the retail segment 10-folds in the next 5years.

We further intend to widen our portfolio by adding 20-30 new products to our existing portfolio every year for the next 5 years. The Company is focusing on increasing production to achieve at least 25.000 MT of Sodium Silicates and Construction Chemicals in FY 2025-26.

CHANGE IN NATURE OF BUSINESS. IF ANY

During theyear. there was no change in the nature of business of the Company and the Company continues to concentrate on its own business.

DIVIDEND

To conserve the resources for working capital requirements and modernisation / expansion of the projects of the Company, your Board has decided to escape dividend for the financial year 2025-26.

SHARE CAPITAL

The paid up equity share capital as on March 31, 2026 stood at Rs.10,23,81,250/- comprising of 5,11,90,625 shares ol Rs. 2/-each fully paid.

Your Company has not issued any equity shares, equity shares with differential rights, Sweat equity shares. Employees'Stock Options and did not purchase its own shares. Hence there is no Information to be provided as required under Rule 4(4), Rule 8(13). Rule 12(9) and Rule 16(A) of the Companies (Share Capital and Debentures) Rules. 2014 and Section 62 of the Companies act 2013. respectively.

DEPOSITS

Your Company has not accepted any deposit from the public falling within the ambit of Section 73 of the Companies Act, 2013 and the Componies( Acceptance of Deposits)Rules. 2014 during the year under review.

TRANSFER TO RESERVE

The Company has not transferred any amount in the general reserve for the financial year under review.

DIRECTORS'RESPONSIBILITY STATEMENT

Pursuant to the Directors Responsibility Statement as referred to in section 134(3Xc)and 134(5)of the Companies Act, 2013. your Directorsherebyconfirmrhat:

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

II. The Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for the year ended on 31" March, 2026; iii. The Directors have taken properand 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:

iv) The Directors have prepared the annual accounts for the financial year ended 31" March. 2026 on a going concern basis:

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

vi) The Directors have devised proper systems to ensure compliance with the provisions of all applicable iaws and that such systems were adequate and operating effectively.

CONSERVATION OF ENERGY. RESEARCH & DEVELOPMENT, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Information related to Conservation of Energy, Research & Development, Technology Absorption, Foreign Exchange Earnings and Outgo as required under section I34{3(rn) of the Companies Act, 2013 and Rule 8(3) of Companies (Accounts! Rules. 2014 are given in the “Annexure-A" as attached hereto and forming part of this Report.

C0RP0RATEG0VERNANCE

The Company’s philosophy of Corporate Governance aims at establishing and practicing a system of good corporate governance which helps in achieving the goal of maximizing value of Company's stakeholders in asustainable manner

Your Company's Governance structure is built on transparency, integrity, ethics, honesty and accountability as core values, and the management believes that practicing each of the secreates the right corporate culture attaining the purpose of Corporate Governance. Your Company strives to undertake best Corporate Governance practices for enhancing and meeting stakeholders' expectations while continuing to comply with the mandatory provisions of Corporate Governance under the applicable framework of SEBI (Listing Obligations and Disclosure Requirement s)Regulations. 2015.

Your Company has given its deliberations to provide all the information in the Directors Report and the Corporate Governance Report as per the requirements of the Companies Act. 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 ana the Listing Agreement entered by the Company with the Stock Exchanges.

Pursuant to Regulation 34(3) read with Schedule V of The Securities 8 Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations. 2015 the applicable Regulations as issued by Securities and Exchange Board of India and as amended from time to time. A report on Corporate Governance along with a certificate from Mr Santosh Kumar Tibrewalla. Practicing Company Secretary regarding compliance of conditions of Corporate Governance attached to this report and marked as Annexure -'B & C respectively.

'he certification by CEO& CFO as per regulation 15(2Xb)of SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015 is attached and marked as Annexure -'D'.

CODE OFCONDUCT

The Board of Directors has adopted the Code of Conduct and business principles for all the Board members including Executive/Non-Executive Directors, senior management and all the employees of the Company and the same has also been placed on theweblink of the Company at

https://hindcon.com/wp-content/uploads/2020/12/Code-of-

Conduct-Final.pdf.

The Board Members and Senior Management have affirmed theircompiiance with the Code and pursuant to Regulation 26(3) read with Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 a declaration signed by the Managing Director (CEO)tothis affect isat Annexure-E.

MANAGEMENT DISCUSSIONS & ANALYSIS REPORT

The Management Discussion and Analysis Report, In terms of Regulation 34 (3) of SEBI {Listing Obligations and Disclosure Requirements) Regulations. 2015, forms the part of this Annual Report asenclosed'Annexure-P

COMPANY'S WEBSITE

The website of your Company www.hindcon.com displays the Company's businesses up-front on the home page. The site carries a comprehensive database of information of all the Chemicals and Chemical products including the Financial Results of your Company, Shareholding Pattern, Directors’^, Corporate profile, details of Board Committees. Corporate Policies and business activities of your Company.

All the mandatory information and disclosures as per the requirements of the Companies Act, 2013 and Companies Rules 2014 and as per the SEBI ( LODR) Regulations, 2015 has been uploaded.

LISTING OF SECURITIES IN STOCK EXCHANGE

The shares of the Company are continued to be listed at the National Stock Exchange of India Limited(NSE). The Company is registered with both NSDL & CDSL for holding the shares In dematerialized form and open for trading. The Company has paid Listing Fees to the Stock Exchange and the depositories

DIRECTORS AND KEY MANAGERIAL PERSONNEL(KMP)

I. Retirement by Rotation:

Ms. Nillma Goenka(DIN:00848225). Executive Director of the Company, pursuant to the provisions of Section 152(6) and other applicable provisions of the Companies Act. 2013, would retire by rototion at the ensuing Annual General Meeting and being eligible, offered herself for reappointment.

ii) Appointment /Re-appointment of Executive Directors / Independent Directors:

During the year under review there were no appointment / Re-appointment of Executive Directors or Independent Directors.

iii) Appointment and Resignation of Whole-time Key Managerial Personnel(KMP):

The present Whole-time Key Managerial Personnel of the Company are as follows: -

i. Mr. Sanjay Goenka - Chairman & Managing Director

ii. Mr. Kashi Nath Dey Chief Financial Officer

iii. Ms. Ankita Banerjee - Company Secretary & Compliance Officer

Ms. Swati Agarwal had resigned from the office of Company Secretary & Compliance Officer (designated as the Whole-time Key Managerial PersonneDof the Company w.e.f2~ May. 2025.

Ms. Ankita Banerjee was appointed as the Company Secretary & Compliance Off icer (designated as the Wholetime Key Managerial Personnel) of the Company by the Board at its meeting held on 20" May. 2025 w.e.f. 20u' May. 2025. pursuant to the provisions of Section 203 and other applicable provisions of the Companies Act, 2013, the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.

None of the Directors of the Company are disqualified as per section 164(2) of the Companies Act, 2013and rules made thereunder or any other provisions of the Companies Act 2013. The Directors have also made necessary disclosures to the extent as required under provisionsof section 184(l)oftheCompanies Act. 2013.

All memhers of the Board of Directors and senior management personnel affirmed compliance with the Company's Code of Conduct policy on an annual basis.

iv) Declaration by Independent Directors

The Company has received declarations from all the Independent Directorsof the Company confirming that:

a. they meet the criteria of independence as prescribed under section 149 of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015: and

b. they have registered their names in the Independent Directors' Databank pursuant to SuD rule (l>and (2) of Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014 and amendments thereto.

AUDITORS ANDTHEIR REPORTS i. Statutory Auditors:

Ms. Anushka Agrawal. Chartered Accountants. Peer Reviewed. (MRN No. 313960). Statutory Auditors of the Company would continue to hold the office of Statutory

Auditors till the conclusion of the 31” AGM of the Company to bo held for the FV 2028-29.

The observations, if any. made by the Statutory Auditors in their Auditors Report together with the notes to accounts, asappend thereto are self-explanatory and hence does not call for any further explanation. The Auditors' Report does not contain any qualification, reservation., adverse remark or disclaimer.

(ii) Internal Auditor:

M/s. Amit Ved Garg 8 Co., Chartered Accountants, continued to be the Internal Auditors of the Company to carry out the Internal Audit for the year 2025-26 under the provisions of section 138 of the Companies Act, 2013.

With due consent from M/s. Amit Ved Garg 8 Co., Chartered Accountants, for their re appointment as the Internal Auditors of the Company for the financial year 2026-27, the Board, on recommendation of Audit Committeehas re-appointed them accordingly.

(iii) Secretarial Auditors:

Mr. Santosh Kumar Tibrewalta, Practising Company Secretary - Peer Reviewed! Membership No. 38118 C.P. No. 3982), Secretarial Auditor of the Company would continue to hold lhe office of Secretarial Auditors till the conclusion of the 32nd AGM of the Company to be held forthe FY 2029-30.

The Secretarial Audit Report(MR-3), issued by Mr. Santosh Kumar fibrewaHa, Practicing Company Secretary {Peer Reviewed), Koikata. for the FY 2025-26, Is given In Annexure 'G' to this Report. The Secretarial Audit Report does not contain any qualification, reservation, disclaimer or adverse remark. The Secretarial Compliance Report for the financial year ended 31*' March 2026, in relation to compliance of all applicable SE8I Regulations / circulars / guidelines issued thereunder, pursuant to the requirement of Regulation 24A of the Listing Regulations, is available on the website ot the Company at www.hindcon.com.

Code Of Conduct For Prevention Of Insider Trading

In terms of the SEBKProhibition of Insider TradingJRegulations, 2015. your Company has adopted the Code of Conduct to regulate, monitor and report trading by designated persons towards prevention of Insider Trading Further, in accordance with the provisions of Regulation 8 of SEBl {Prohibition of Insider Trading) Regulations. 2015. the Board of Directors of the Company has duly approved and adopted the code of practices and procedure for fair disclosure of Un-published Price Sensitive Information and formulated the code of conduct of the Company. Further, the Company has also implemented a Structured Digital Database as mandated under the above Regulations.

The code is applicable to Directors, Employees. Designated Person and other connected persons of the Company: the aforesaid code of conduct for prevention of Insider Trading is duly placed on the Website of the Company at www hindcon .com

Disclosures As Per Applicable Actand Sebi (lodr) Regulations, 2015

I. Related Party Transactions:

All transactions entered with related parties in the ordinary course Df business during the F.Y.2G25-26 on arm’s length basis were done in accordance to omnibus approval of Audit Committee and other transactions which are not on arm's length basis are done with due approval of Audit Committee and Board in accordance to the provisions of Section 188(1) of the Act and applicable SEBl (LODR)Regutotions,2015.

There was no materially significant related party transactions with the Company's Promoters, Directors and others as defined in section 2(76) ot the Companies Act, 2013 and the SEBl (LODR) Regulations, 2015 which may have potential conflict of interest With the Company at large. Details of contracts which are not on arm's length basis and material transaction on arm's length basis are detailed In Form A0C-2 and annexed as "Annexure -H" to the Boards’Report.

The other disclosures regarding the related parry transactions are given in the notes to accounts. The Company has also formulated a policy on dealing with the Related Party Transactions and necessary approval of the Audit Committee and Board of Directors were taken v/herever required in accordance with the Policy.

ii. Particularsof Employeesand Managerial Remuneration

Disclosure pertaining to remuneration and other det3ilsas required under Section 197 of the Companies Act, 2013 read with Rule 511) of the Companies (Appointment and Remuneration ot Managerial Personnel) Rules, 20i4 are provided in this Report as "Annexure -r

In terms of the provisions of Section 197(12)of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial PersonneS) Rules, 2014, as amended, a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules are provided in the Annual Report, which forms part of this Report.

iii. Numberof Board Meetings:

iii. Number of Board Meetings:

During the financial year ended March 31, 2026, 5 (Five) Board Meetings were held on 20" May, 2025 (Adjourned & held on 30m. May. 2025), 8” August, 2025,7,h0ctober. 2025, 14'" November, 2025 and 2'° February. 2026

The gap between any tv/o consecutive meetings was in accordance to the Regulation 17(2) of Securities 8 Exchange Board of lndia(listing Obligations and Disclosure Requirements) Regulations. 2015 with the Stock Exchanges, Secretarial Standards and the provision of Companies Act, 2013.

The attendance details of each Director at the Board meetings held during their tenure is given herein below:

SI. No.

Name of the Directors

No. of meetings held

No. of Board meetings attended

1

Mr. Sanjay Goenka

5

5

2

Mr. Ramsanatan Banerjee

5

5

3

Ms. Nilima Goenka

5

5

4

Mr. Binay Kumar Agarwal

5

5

5

Mr. Girdhari Lai Goenka

5

5

6

Ms. Divyaa Newatia

5

5

The meetings of the Board are generally held at the Registered Office of the Company.

Evaluation of the Board's Performance:

During the year under review, the Board, in compliance with the Companies Act. 2013 and applicable Regulations of Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, has continued to adopt formal mechanism for evaluating its performance and as well as that of its Committees and individual Directors, including the Chairman of the Board. The exercise was carried out through a structured evaluation process covering various aspects of the Boards functioning such as composition of the Board & Committees, experience 8 competencies, performance of specific duties Sobligations. governance issues etc. Separate exercise was carried out to evaluate the performance of individual Directors including the Board, as a whole and the Chairman, who were evaluated on parameters such as their participation, contribution at the meetings and otherwise, independent judgements, safeguarding of minority shareholders interest, etc.

The evaluation of the Independent Directors was carried out by the entire Board and that of the Chairman and the Non Independent Directors. Committees of the Board and Board asa whole were carried out by the Independent Directors in their separate meeting.

The Directors were satisfied with the evaluation results, which reflected the overall engagement of the Board and its Committees with the Company.

iv. Committees of the Board:

As on March 31, 2026 the Board had four Committees: the Audit Committee, the Nomination and Remuneration Committee, the Stakeholder's Relationship Committee and Corporate Social Responsibility Committee.

a. AuditCommittee:

The Board had constituted the Audit Committee under the applicable provisions of the Companies Aci, 2013 and the SE8I (Listing Obligations and Disclosure Requlrernents)Regulations, 2015.

The Composition of the Committee and other details of the Committee are given in the Corporate Governance Report, attached as Annexure to this Board's Report.

Recommendation by Audit Committee

There were no such instances where the recommendation of Audit Committee has not been accepted by the Board during the financial year under review.

Vigil Mechanism Policy

By virtue of Vigil Mechanism Policy, the Directors and employees of the Company are encouraged to escalate to the level of the Audit Committee any issue of concerns impacting and compromising with the interest of

the Company and its stakeholders in any way The Company is committed to adhere to highest possible standards of ethical, moral and legal business conduct and to open communication and to provide necessary safeguards for protection of Directors or employees or any other person who avails the mechanism from reprisals or victimization, for whistle blowing in good faith. This policy also allows the direct access to the Chairperson of the Audit Committee. During the year under review, the Company has not reported any complaints under Vigil Mechanism.

Details of establishment of the Vigil Mechanism have been uploaded on theCompany's website: www.hindcon.com.

b. Nomination and Remuneration Committee:

The Board had constituted the Nomination & Remuneration Committee under the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations. 2015

The Composition of the Committee and other details of the Committee are given in the Corporate Governance Report. attached as Annexure to tins Board's Report.

Nomination, Remunerationand Evaluation Policy:

Pursuant to the provisions of the Companies Act, 2013 read with the Rules made therein and the SEBI (Listing Obligations & Disclosure Requirements) Regulation, 2015(as amended from time to time), the Committee has formulated the Nomination and Remuneration Policy which broadly laid down the various principles of remuneration being support lor strategic objectives, transparency, internal S external equity, flexibility, performance driven remuneration, affordability and sustainability and covers the procedure for selection, appointment and compensation structure of Board members, Key Managerial Personnel (KMPs) and Senior Management Personnel(SMPs)of yourCompany.

The detailed Nomination & Remuneration Policy of the Company is placed on the Company's website and can be viewed at its weblink at: http://www.hindcon.com/wp-content/uploads/2018/05/Nomination-Remuneration-Policy-Final.pdf

c. Composition of Stakeholder's Relationship Committee:

The Board had constituted the Stakeholder Grievance Committee under the applicable provisions of the Companies Act. 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Composition of the Committee and other details of the Committee are given in the Corporate Governance

Report, attached as Annexure to this Board's Report.

d. Composition of Corporate Social Responsibility Committee:

The Board had constituted the Corporate Social Responsibility Committee under the applicable provisions of the Companies Act. 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations. 2015

The Composition of the Committee and other details of the Committee are given in the Corporate Governance Report, attached as Annexure to this 8oard's Report

Further, details regarding CSR Activities / Initiatives undertaken by the Company are mentioned in the 'Annual Report on CSR Activities'enclosed as "Annexure -Jvto this Report. The CSR policy is also uploaded on the Company's website l.e. onwww.hindcon.com.

v Meeting of Independent Directors for FY 2025-26:

During the year under review, the Independent Directors of the Company met on 20* May 2025 and carried out evaluation of the Non-Independent Director and the Board as a whole.

vi. Annual Return:

Pursuant to Section 92 of the Companies Act. 2013 and amendments thereof and in compliance of the Companies (Amendment) Act, 2017. the draft Annual Return for FY 2025-26is placed on the Company's website www.hindcon.com.

The aforementioned Annual Return may undergo changes alterations, or modifications as necessary following the adoption of the Directors' Report by the Shareholders at the 28'" Annual General Meeting and certification by the Practicing Company Secretary (PCS). Shareholders acknowledge and authorize the Board/Company to make these adjustments. Furthermore, the final version of the Annual Return once filed with the Ministry of Corporate Affairs, will be made available on the Company's website.

vii. Risk Analysis:

The Board has developed and implemented a risk management policy identifying therein the elements of risk that may threaten the existence of the Company The Company basin place a mechanism to inform the Beard members about the risk assessment, their comparison against benchmarks or standards, and determination of an acceptable level of risk and mitigation plans and periodical reviews to ensure that the critical risks are controlled by the executive management.

viii. Internal Financial Control:

The Company has in place adequate internal financial control as required under section 134(BXe)of the Act and the same was evaluated by t he Audit Committee. During the year such controls were tested with reference to financial statements and no reportable material weakness in the formulation or operations were observed. The Statutory Auditors of the Company conducted audit on the Company's internal financial control over financial reporting and the report of t lie same is annexed with Audit ors' Report.

ix. Disclosure Relating To Material Variations:

As per Regulation 32(1) of SEBi (Listing Obligations and Disclosure Requirements) Regulation, 2015, there are no such material variances in the Company.

x. Loans.GuaranteesandInvestments:

During the year under review, your Company has invested and deployed its surplus funds in Securities, Bonds units of Mutual Funds, Fixed deposits etc. which is within the overall limit of the amount and within the powers of the Board as applicable to the Company in terms of Section 179 and 186 of the Companies Act, 2013.

The particulars of loans, guarantees and investments have been disclosed in the notes of the Financial Statements for the year ended 31” March. 2026and form a part of this Annual Report.

xi. Material changes and commitments, if any affecting the financial position between the end of the financial year and dateofthereport:

There is no material change since the closure of the financial year till the date of the report affecting any financial position of the Company.

xii. Subsidiaries, Associates or Joint Ventures:

As on 31“ March, 2026, Company has two Subsidiary Companies viz M/s Hindcon Solutions Private Limited and M/s- Vision Speed Works Pvt. Ltd. and majority stake in LLP viz Hindcon Specialty Chemicals LLP.

The consolidated I inancial statement in this Annual Report is as per the Accounting Standards as laid down by the Institute of Chartered Accountants of India. In accordance with Section 136 of the Companies Act, 2013. the audited financial statements, including the consolidated financial statements and related information will also be available on our website including financial statement of Subsidiary Company. These documents will also be available for inspection during business hours at the Registered Office of the Company The Company will also make available copy on specific request by any member of the Company, interested

in obtaining the same

Further a statement containing the salient features of ;he financial statement of our Subsidiary Company in Ihe prescribed fnrmat AOC-1 is appended as *Annexure-K" to this Board's Report.

xiii. Secretarial Standards

Secretarial Standards, i.e. SS-I. SS-II and SS-lll, relating to Mootings of the Board of Directors', 'General Meetings' and Dividend' respectively, to the extent as applicable have been duly followed by the Company.

xiv. Internal Complaint Committee

The Company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013,

SIGNIFICANT & MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

There have been no significant & material orders passed hy regulators / courts / tribunals impacting going concern status and Company's operations in future.

THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Your Company maintains a strict zero-tolerance approach towards sexual harassment in the workplace. We are committed to creating and sustaining a safe, respectful, and inclusive work environment for all employees. In line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act. 2013 (POSH Act), and the corresponding iules. your Company has implemented a comprehensive Policy on the Prevention, Prohibition, and Redressal of Sexual Harassment. This policy applies to all employees, whether permanent, contractual, temporary, or trainees, ensuring that every individual is protected and treated with dignity and respect. We are dedicated to fosteringa culture of accountability and providing a supportive mechanism for addressing any grievances related to sexual harassment, The PoSH policy is also placed on the Company's website at https://www.hindcon.com

The summary of the Sexual Harassment complaints received during the year 2025-26 are as under:

Numbor of complaints received

Number of complaints resolved

Number of complaints pendino

NIL

NIL

NIL

The Company ha$ complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace {Prevention, Prohibition and Redressal) Act. 2013,

COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

The Company affirms its compliance with the provisions of the Maternity Benefit Act. 1961 (as amended). All eligible female employees are provided maternity benefits as prescribed under the Act. including pasd maternity leave, nursing breaks and protection against dismissal during the maternity period.

GENDER-WISE COMPOSITION OF EMPLYOYEES

In compliance with the principles of Diversity Equity and Inclusion (0LI|, the gender-wise composition of employees of theCompanyareasfollows:

INDUSTRIAL RELATIONS

The industrial relation during the year 2025-26 remains cordial. The Directors take on record the dedicated services and significant efforts made by the Officers. Staff and Workers towards the progress of the Company.

APPRECIATION

Your Directors take this opportunity to place on record their gratitude to the Central and State Governments. Bankers and Investors for their continuous support, co-operation and their valuable guidance to the Company and for their trust reposed in the Company's management The Directors also commend the continuing commitment arid dedication of the employees at all levels and the Directors look forward to their continued support infuture.

Male

Female

Transgender

151

6

NIL