Your directors are pleased to present the 42nd Annual Report together with the Audited Financial Statements of the Company for the Financial Year ended 31st March, 2026.
This Report is prepared based on the standalone financial statements of the Company.
FINANCIAL RESULT
(Rs in Lakhs extent EPS!
|
Particulars
|
2025-26
|
2024-25
|
|
Revenue from Operations
|
1,99,555.15
|
1,74,469.06
|
|
Other Income
|
2,064.74
|
937.51
|
|
Total Income
|
2,01,619.89
|
1,75,406.57
|
|
Total Expenses
|
1,76,629.36
|
1,54,798.62
|
|
Profit Before Tax
|
24,990.53
|
20,607.95
|
|
Tax Expense
|
6,464.68
|
5,322.43
|
|
Profit After Tax
|
18,525.85
|
15,285.52
|
|
Other Comprehensive Income (Net of Tax)
|
24.83
|
(71.17)
|
|
Total Comprehensive Income
|
18,550.68
|
15,214.35
|
|
EPS - Basic & Diluted (?)
|
144.10
|
126.22
|
OVERVIEW OF THE FINANCIAL PERFORMANCE
The financial performance highlights for the year ended March 31,2026, are summarized below:
Ý The Company delivered a strong revenue growth of 14.38%, with Revenue from Operations increasing to ? 1,99,555.15 Lakhs, as against ? 1,74,469.06 Lakhs in the previous financial year.
Ý Profit Before Tax (PBT) stood at ? 24,990.53 Lakhs, registering a healthy growth of 21.27% over the previous year's figure of? 20,607.95 Lakhs.
Ý Profit After Tax (PAT) increased to ? 18,525.85 Lakhs, reflecting a year-on-year growth of 21.20% as compared to ? 15,285.52 Lakhs in FY 2024-25.
Ý The Company reported a Total Comprehensive Income of ? 18,550.68 Lakhs, as against ? 15,214.35 Lakhs in the previous year, supported by sustained operational efficiency and disciplined cost management.
Ý Earnings Per Share (EPS) (Basic and Diluted) increased to ?144.10 as compared to ?126.22 in the previous financial year, reflecting enhanced value creation for shareholders.
• The Company has further strengthened its market leadership in the modified thermoplastics segment, supported by a pan-India manufacturing footprint and strategically located warehouses across major automotive and industrial hubs.
• The Company remains committed to delivering sustainable growth, investing in innovation, capacity enhancement and customer partnerships to retain its competitive edge in a dynamic business environment.
• There have been no material changes or commitments affecting the financial position of the Company between the close of the financial year and the date of this Report.
• The highlights of the Company's operations, industry developments, risks and opportunities are discussed in detail in the Management Discussion and Analysis (MD&A) Report, which forms an integral part of this Annual Report.
CHANGE IN NATURE OF BUSINESS
During the year under review, there was no change in the nature of business or status of the Company.
STATE OF THE COMPANY’S AFFAIRS
Kingfa Science & Technology (India) Limited continues to be a leading manufacturer of reinforced polypropylene compounds, thermoplastic elastomers and a wide range of engineering plastics including ABS, HIPS, PA, PBT, PC and their alloys, primarily catering to the automotive and consumer sectors. The Company is also diversifying into PPE products such as facemasks and nitrile gloves, with a strong focus on innovation, sustainability and long-term stakeholder value.
DIVIDEND
During the financial year 2025-26, the Company has earned a Profit After Tax of ?18,525.85 Lakhs. Considering the Company’s financial position, future cash flow requirements and long-term business plans, The Board of Directors has recommended a final dividend of 200% i.e. ?20/- (Rupees twenty Only) per equity share of Face Value of ?10/- each, for the financial year 2025-26 and is subject to the approval of the Shareholders at the ensuing Annual General Meeting (AGM).
The dividend recommended is in accordance with the Company’s Dividend Distribution Policy.
This Policy is available at: www.kingfaindia.com/DDPolicyl.pdf
RESERVES
As at March 31,2026, the Reserves and Surplus of the Company stood at ?1,38,575.73 Lakhs as compared to ?71,649.84 Lakhs as at March 31,2025.
During the year under review, the Company received an amount of ?49,855.83 Lakhs towards securities premium, which has been credited to the Securities Premium Account in accordance with the provisions of the Companies Act, 2013.
In view of the provisions of the Companies Act, 2013, the Board of Directors has not proposed any transfer of profits to General Reserve for the financial year ended March 31,2026
SHARE CAPITAL
During the financial year 2025-26, there was no change in the Authorised Share Capital of the Company.
The paid-up Equity Share Capital of the Company increased from f 1,211.05 Lakhs as at March 31, 2025 to ?1,355.14 Lakhs as at March 31,2026.
During the year under review, the Company allotted 14,40,920 Equity Shares of face value ?10 each at an issue price of ?3,470 per Equity Share (including a premium of ?3,460 per Equity Share) on a preferential basis by way of private placement to certain institutional investors, in accordance with the provisions of the Companies Act, 2013 and Chapter V of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018. Pursuant to the said allotment, the Company raised an aggregate amount of ?49,999.92 Lakhs.
The proceeds from the preferential issue are being utilized for the purposes stated in the explanatory statement to the notice convening the general meeting approving the preferential issue and there has been no deviation or variation in the utilization of such proceeds.
Consequently, as at March 31, 2026, the paid-up Equity Share Capital of the Company stood at ?1,355.14 Lakhs comprising 1,35,51,381 Equity Shares of ?10 each fully paid-up.
During the year under review, the Company has not:
Ý issued any shares with differential voting rights;
Ý granted any stock options under any employee stock option scheme;
Ý issued any sweat equity shares; and
Ý bought back any of its securities.
FINANCIAL POSITION
As at March 31,2026, the Company had Cash and Cash Equivalents of ?13,558.30 Lakhs. The Company continues to maintain a prudent approach towards the management of its working capital, receivables, inventories and liquidity through robust internal controls and continuous monitoring, thereby ensuring operational efficiency and financial discipline.
The Company's banking partners continue to provide need-based working capital facilities based on periodic assessment of its business requirements. During the year under review, the Company repaid unsecured loans aggregating to ?3,914.43 Lakhs.
As at March 31,2026, the Company had no outstanding short-term or long-term borrowings. The Board is of the opinion that the Company's liquidity position, cash flows and financial resources are adequate to meet its operational requirements, growth plans and other business obligations.
DEPOSITS
The Company has not accepted any deposits within the meaning of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 during the financial year under review and no amount was outstanding as on March 31,2026.
CREDIT RATING
During the financial year under review, the Company did not obtain any credit rating from any credit rating agency. As at March 31, 2026, the Company had no outstanding debt instruments or borrowings for which a credit rating was required.
PARTICULARS OF LOANS. GUARANTEES OR INVESTMENTS
Particulars of loans, guarantees and investments covered under the provisions of Section 186 of the Companies Act, 2013, if any, are disclosed in the notes forming part of the Financial Statements
MONITORING AGENCY REPORT
Pursuant to Regulation 162A of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, the Company appointed CARE Ratings Limited as the Monitoring Agency to monitor the utilization of proceeds of the preferential issue aggregating to ?499.99 Crore.
The MonitoringAgency Reports submitted on a quarterly basis were reviewed by the Audit Committee and taken on record by the Board of Directors.
As per the MonitoringAgency Report for the quarter ended March 31,2026, there was no deviation or variation in the utilization of the issue proceeds from the objects stated in the Explanatory Statement to the Notice of the Extraordinary General Meeting approving the preferential issue.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
The Company has an internal control system commensurate with the size, scale and complexity of its operations. An independent professional audit firm has been appointed to carry out internal audits at all locations. The scope of the internal audit programme is determined by the Audit Committee of the Board. To ensure objectivity and independence, the internal audit function reports directly to the Audit Committee.
The internal audit team monitors and evaluates the adequacy and effectiveness of the internal control system, as well as the Company’s compliance with operating procedures, accounting policies and applicable regulations at all locations. Based on the internal audit reports, process owners implement corrective actions in their respective areas, thereby strengthening internal
controls. Significant audit observations and recommendations, along with the corrective actions taken, are presented to the Audit Committee of the Board of Directors.
REPORTING OF FRAUDS
There were no instances of fraud reported by the Statutory Auditors during the financial year under review under Section 143(12) of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014
CORPORATE SOCIAL RESPONSIBILITY
The Board of Directors of the Company has adopted a Corporate Social Responsibility (“CSR”) Policy on the recommendation of the CSR Committee. CSR activities are undertaken in accordance with the said Policy.
The CSR Policy of the Company was reviewed by the Board to ensure its continued relevance and is available on the website of the Company at the link: https://www.kingfaindia.com/KingfaCSRpolicy0326.pdf
As part of its Corporate Social Responsibility (CSR) initiatives, the Company has undertaken projects in accordance with the provisions of the Companies Act, 2013, and its CSR Policy.
The Annual Report on CSR activities, as required under the Companies (Corporate Social Responsibility Policy) Rules, forms an integral part of this Report and is annexed as Annexure-I.
ENVIRONMENT. HEALTH AND SAFETY
The Company's manufacturing facilities are certified under ISO 9001:2015 and IATF 16949:2016 standards. The Company is committed to maintaining high standards of environment, health and safety across its operations.
The Company's policy mandates that all operations are conducted in a manner that ensures the health and safety of employees, contractors, customers and other stakeholders, while complying with applicable environmental, health and safety laws, regulations and industry standards. The Company also endeavours to minimize its environmental footprint through efficient utilization of resources, pollution prevention and conservation of natural resources.
DISCLOSURE AS PER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION. PROHIBITION AND REDRESSAL) ACT. 2013
The Company is committed to providing a safe, secure and conducive work environment to all its employees and Workers has zero tolerance towards sexual harassment at the workplace. The Company has in place a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at Workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act") and the rules made thereunder.
An Internal Committee has been constituted in accordance with the provisions of the POSH Act to redress complaints relating to sexual harassment at the workplace.
The details relating to complaints received and disposed of during the financial year ended March 31,2026 are as under:
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PARTICULARS
|
NUMBER
|
|
Number of complaints pending at the beginning of the financial year
|
Nil
|
|
Number of complaints received during the financial year
|
Nil
|
|
Number of complaints disposed of during the financial year
|
Nil
|
|
Number of complaints pending as at the end of the financial year
|
Nil
|
|
Number of cases pending for more than ninety days
|
Nil
|
Industrial relations across all locations of the Company remained cordial and harmonious throughout the year under review.
The Company continues to focus on employee engagement, capability development and organizational effectiveness through various human resource initiatives. Regular training and development programmes, performance reviews and employee welfare measures are undertaken to enhance employee productivity, skills and overall efficiency.
The Company believes that its employees are its most valuable asset and remains committed to fostering a positive, safe and inclusive work environment.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
As on March 31, 2026, the Board of Directors of the Company comprised 6 (Six) Directors, consisting of 3 (Three) Independent Directors (including 1 (One) Woman Independent Director) and 3 (Three) Executive Directors.
In accordance with the provisions of Section 152(6) of the Companies Act, 2013 ("Act") and the Articles of Association of the Company, Mr. Sun Yajie (DIN: 11191121), Non-Executive Non-Independent Director, retires by rotation at the ensuing Annual General Meeting ("AGM") and, being eligible, has offered himself for re-appointment.
Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors recommends the re-appointment of Mr. Sun Yajie as a Non-Executive Non-Independent Director of the Company for approval of the Members.
Upon his re-appointment at the ensuing AGM, Mr. Sun Yajie shall continue to serve as a Non-Executive Non-Independent Director of the Company w.e.f August 14, 2026, subject to the applicable provisions of the Companies Act, 2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Articles of Association of the Company.
Brief profile and other requisite details of the Director seeking re-appointment at the ensuing Annual General Meeting, as required under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Secretarial Standard on General Meetings (SS-2), are provided in the Notice convening the 42nd Annual General Meeting.
CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL DURING THE YEAR
During the financial year under review, the following changes took place in the composition of the Board of Directors and Key Managerial Personnel of the Company:
Ý Mr. DeepakVyas was appointed as Company Secretary and Compliance Officer of the Company with effect from June 11, 2025.
Ý Mr. Xiaohui Wu resigned from the office of Director of the Company with effect from July 30,2025.
Ý Mr. Dilip Dinkar Kulkarni ceased to be an Independent Director of the Company upon completion of his second consecutive term with effect from August 27,2025.
Ý Mr. Sekharipuram Krishnamoorthy Subramanyan (DIN: 00024614) was appointed as an Independent Director of the Company with effect from July 30,2025 for a term of five consecutive years.
Ý Mr. Sun Yajie (DIN: 11191121) was appointed as Whole-time Director of the Company with effect from July 30,2025.
During the financial year under review, no Independent Director resigned before completion of his/her tenure.
All changes in the composition of the Board of Directors and Key Managerial Personnel were duly intimated to the Stock Exchanges in compliance with Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Pursuant to the provisions of Section 203 of the Companies Act, 2013, the following were the Key Managerial Personnel of the Company as on March 31,2026:
1. Mr. Bo Jingen - Managing Director
2. Mr. Doraiswami Balaji - Whole-time Director
3. Mr. Sun Yajie - Whole-time Director
4. Mr. Chen Xiaoqiong - Chief Financial Officer
5. Mr. Wang Dazhong - Chief Executive Officer
6. Mr. DeepakVyas-Company Secretary and Compliance Officer
CHANGES IN DIRECTORS AND KEY MANAGERIAL PERSONNEL POST MARCH 31.2026
1. The appointment of Mr. Wang Dazhong (DIN: 11849911) as an Additional Director and Chairman & Managing Director of the Company with effect from August 15,2026.
2. The appointment of Mr. Sethuraman Shanmugasundaram (DIN: 11871332) as an Additional Director and Whole-Time Director designated as Chief Operating Officer of the Company with effect from August 15,2026.
3. The appointment of Ms. Apurva Pradeep Joshi (DIN: 06608172) as an Additional Director in the category of Non-Executive Independent Director of the Company with effect from August 15,2026.
4. Appointment of Mr. Xie Dongming as Chief Financial Officer (CFO) under the category of Key Managerial Personnel of the Company effective from August 15 2026.
5. Mr. Jingen Bo resigned from the position of Chairman & Managing Director w.e.f August 14,2026
6. Mr. Chen Xiaoqiong resigned from the position of Chief Financial Officer (CFO) w.e.f August 14,2026
INDEPENDENT DIRECTORS
In terms of the requirements of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 the Board has identified the core skills, expertise and competencies of the Directors in the context of the Company's business for its effective functioning. The key skills, expertise and core competencies of the Board of Directors are detailed in the Corporate Governance Report, which forms part of this Annual Report.
The Independent Directors of the Company have submitted declarations confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 ("Act") and Regulation 16(l)(b) of the Listing Regulations and that there has been no change in the circumstances affecting their status as Independent Directors. They have further confirmed compliance with the Code for Independent Directors prescribed under Schedule IV to the Act.
The Independent Directors have also confirmed that they have registered their names in the Independent Directors' Databank maintained by the Indian Institute of Corporate Affairs (MCA), wherever applicable, and have complied with the requirements relating to the online proficiency self-assessment test, as applicable under the provisions of the Act and the rules made thereunder.
In the opinion of the Board, the Independent Directors fulfil the conditions specified under the Act and Listing Obligations and are independent of the management. The Board is satisfied that all the Independent Directors possess the requisite integrity, expertise, experience and proficiency required to effectively discharge their duties and responsibilities.
All Independent Directors inducted into the Board are familiarized with the Company, its business operations, industry, regulatory environment, governance practices, their roles, rights and responsibilities. The details of the Familiarization Programme imparted to the Independent Directors are provided in the Corporate Governance Report forming part of this Annual Report.
The Board confirms that none of the Directors is disqualified from being appointed as, or holding office as, a Director pursuant to the provisions of Section 164 of the Act.
NUMBER OF MEETINGS OF THE BOARD
During the financial year under review, 5 (Five) meetings of the Board of Directors were held on May 28,2025, July 30,2025, August 22,2025, November 12,2025 and February 07,2026.
The gap between any two consecutive meetings did not exceed the period prescribed underthe Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Further details of the meetings of the Board, including attendance of Directors, are provided in the Corporate Governance Report, which forms part of this Annual Report.
COMMITTEES OF THE BOARD
The Company has constituted various Committees of the Board in accordance with the requirements of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The details relating to the composition of the Committees, number of meetings held during the financial year 2025-26, attendance of members at such meetings and other relevant information pertaining to the Audit Committee, Nomination and Remuneration Committee, Stakeholders' Relationship Committee, Corporate Social Responsibility Committee and Risk Management Committee are provided in the Corporate Governance Report, which forms an integral part of this Annual Report.
BOARD EVALUATION
Pursuant to the provisions of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board carried out a formal annual evaluation of its own performance, the performance of its committees, and that of individual Directors.
The evaluation process was designed to provide a comprehensive review of Board effectiveness, governance practices, decision-making quality, and the level of strategic guidance provided by the Board.
It also assessed:
Ý Board as a whole - structure, diversity, leadership, strategic oversight, adequacy of information flow and risk management practices.
Ý Committees of the Board - effectiveness of functioning, independence in decision-making, clarity of roles and accountability.
Ý Individual Directors - participation, preparedness, strategic inputs, ethical standards and safeguarding of stakeholder interests.
The evaluation exercise was facilitated through structured questionnaires and one-on-one discussions, covering qualitative and quantitative parameters. Independent Directors also held a separate meeting, without the presence of Non-Independent Directors and members of management, to review the performance of the Board, Chairperson and Non-Independent Directors.
Directors abstained from evaluation of their own performance. The consolidated outcome of the evaluation was discussed by the Board and it was noted with satisfaction that:
Ý The Board continues to demonstrate high standards of governance and effective oversight.
Ý The Committees are functioning efficiently and adding significant value to the Board’s decision-making.
Ý Individual Directors bring in diverse expertise, independence of judgment and active participation in deliberations.
The Board remains committed to continuous improvement in governance practices and will continue to strengthen its processes in line with evolving regulatory expectations and global best practices.
NOMINATION AND REMUNERATION POLICY
The Company has formulated a comprehensive Nomination and Remuneration Policy in accordance with Section 178 of the Companies Act, 2013 and Regulation 19 of SEBI (LODR) Regulations, 2015.
The Policy lays down:
Ý Criteria for Board Composition: Ensuring diversity of expertise, gender, skills and experience to strengthen Board effectiveness.
Ý Appointment & Evaluation: Process for identification, selection, appointment and performance evaluation of Directors (Executive, Non-Executive and Independent), KMPs and senior management.
Ý Remuneration Framework: Balanced approach to reward Directors, KMPs and employees ensuring competitiveness, performance linkage and alignment with shareholder value creation.
Ý Succession Planning: A Mechanism to ensure continuity of leadership in critical roles. The Nomination and Remuneration Committee reviews and recommends the Policy, which is approved by the Board. The Policy is reviewed periodically to align with evolving governance practices, regulatory requirements and business priorities.
The detailed policy is available on the Company’s website at: https://www.kingfaindia.com/A2NomiRemun_Policy.pdf
Policy on Board diversity is available on Company’s website at https://www.kingfaindia.com/BDiversityPolicy.pdf
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
During the year under review, no significant and material orders were passed by Regulators, Courts or Tribunals that could impact the going concern status of the Company or its future operations. The Company continues to conduct its operations in compliance with all applicable laws, rules & regulations and there are no proceedings that may materially affect its business sustainability.
DIRECTORS’ RESPONSIBILITY STATEMENT
In pursuance of Section 134(5) of the Companies Act, 2013, the Directors hereby confirm that:
a. in the preparation of the annual accounts, the applicable accounting standards along with requirements set out under Schedule III to the Act had been followed and there are no material departures from the same;
b. They 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 as at March 31,2026 and of the profit of the Company for the year ended on March 31,2026;
c. They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. They have prepared the annual accounts on a ‘going concern’ basis;
e. They have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;
f. They have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
RELATED PARTY TRANSACTIONS
All Related Party Transactions ("RPTs") entered into during the financial year under review were in the ordinary course of business and on an arm's length basis. Such transactions were undertaken in compliance with the provisions of the Companies Act, 2013 and Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
The Company's Policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions was reviewed by the Board during the financial year 2025-26 and is available on the Company's website at: https://www.kingfaindia.com/KingfaRPT12112025.pdf
Related Party Transactions of a repetitive nature proposed to be entered into during the financial year are placed before the Audit Committee for omnibus approval. The details of all Related Party Transactions entered into pursuant to such approvals are placed before the Audit Committee on a quarterly basis for its review. During the financial year under review, all recommendations made by the Audit Committee were accepted by the Board.
Since all Related Party Transactions entered into by the Company during the financial year were in the ordinary course of business
and on an arm's length basis, the disclosure in Form AOC-2 pursuant to Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014 is not applicable to the Company.
SUBSIDIARY. ASSOCIATE AND JOINT VENTURE COMPANIES
The Company does not have any subsidiary, associate or joint venture company within the meaning of the Companies Act, 2013.
Accordingly, the provisions of Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014, relating to the preparation and disclosure of a statement containing the salient features of the financial statements of subsidiaries, associates and joint ventures in Form AOC-1, are not applicable to the Company.
CODE OF CONDUCT
The Company is firmly committed to maintaining the highest standards of ethical, transparent and professional conduct across all levels of its operations. The Code of Conduct serves as a guiding framework for Directors, Senior Management and employees in the discharge of their duties, ensuring integrity, fairness, accountability and compliance with applicable laws in all business dealings.
The Code emphasizes respect for stakeholders, avoidance of conflicts of interest, adoption of fair business practices and promotion of responsible corporate citizenship.
The Code of Conduct is available on the Company’s website atwww.kingfaindia.com.
As required undertheSEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a declaration from the Managing Director stating compliance with the Code of Conduct by all Board Members and Senior Management Personnel is annexed to this Report.
WHISTLE BLOWER POLICY AND VIGIL MECHANISM
Pursuant to the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has established a Vigil Mechanism and adopted a Whistle Blower Policy to provide a formal mechanism for Directors, employees and other stakeholders to report genuine concerns regarding unethical behaviour, actual or suspected fraud, violation of the Company's Code of Conduct or any other improper practices.
The Company is committed to ensuring that no person is denied access to the Audit Committee and that adequate safeguards are provided against victimization of whistleblowers. The mechanism also facilitates reporting of any leak or suspected leak of Unpublished Price Sensitive Information (UPSI) in accordance with the applicable provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015.
The Whistle Blower Policy and Vigil Mechanism are available on the website of the Company at: https://www.kingfaindia.com/kyc/WPandVM.pdf
PREVENTION OF INSIDER TRADING
Pursuant to the SEBI (Prohibition of Insider Trading) Regulations, 2015, the Company has adopted a Code of Conduct for Prevention of Insider Trading and a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information.
The Codes are designed to ensure timely and adequate disclosure of Unpublished Price Sensitive Information and to prevent insider trading by Directors, Promoters, Key Managerial Personnel, employees and connected persons.
The Code is available on the Company’s website and can be accessed at: http://www.kingfaindia.com/kyc/ITC.pdf.
AUDITORS AND AUDIT REPORTS• STATUTORYAUDITORS
M/s. P G BHAGWAT LLP, Chartered Accountants (Firm Registration No. 101118W/W100682), were re-appointed as the Statutory Auditors of the Company at the 38th Annual General Meeting held on September 22,2022, for a second term of five consecutive years and shall hold office until the conclusion of the 43rd Annual General Meeting of the Company.
The Statutory Auditors have audited the Standalone Financial Statements of the Company for the financial year ended March 31, 2026 and have issued an unmodified Auditor's Report thereon. The Auditor's Report does not contain any qualification, reservation, adverse remark or disclaimer.
The Notes to the Financial Statements referred to in the Auditor's Report are self-explanatory and therefore do not call for any further explanation or comments from the Board under Section 134(3)(f) of the Companies Act, 2013.
• SECRETARIAL AUDITORS
Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), the Members of the Company at the 41st Annual General Meeting held on September 29, 2025 approved the appointment of M/s. S. Vaishnav & Associates, Practicing Company Secretary (ACS No. 11392, CP No. 8675) of M/s. Vaishnav Associates as the Secretarial Auditor of the Company for a term of five consecutive financial years commencing from FY 2025-26 and ending with FY 2029-30.
The Secretarial Audit Report in Form MR-3 for the financial year ended March 31, 2026, issued by M/s. S. Vaishnav & Associates, forms part of this Report and is annexed as Annexure II.
The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer requiring explanation or comments by the Board under Section 134(3)(f) of the Companies Act, 2013.
Further, the Annual Secretarial Compliance Report for the financial year ended March 31, 2026, issued pursuant to Regulation 24A of the Listing Regulations, has been submitted to the Stock Exchanges within the prescribed timelines and is available on the website of the Company at: https://www.kingfaindia.com/SCR310326.pdf
• COST AUDITOR
Pursuant to the provisions of Section 148(1) of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, as amended, the Company is required to maintain cost records and have such records audited in respect of its applicable products and activities. The Company has duly maintained the prescribed cost records for the financial year ended March 31,2026.
Mr. K. Suryanarayanan, Cost Accountant (Registration No. 102347), was appointed as the Cost Auditor of the Company for conducting the audit of the cost records for the financial year 2025-26.
Based on the recommendation of the Audit Committee, the Board of Directors has re-appointed Mr. K. Suryanarayanan, Cost Accountant (Registration No. 102347), as the Cost Auditor of the Company for the financial year 2026-27.
In accordance with the provisions of Section 148 of the Companies Act, 2013 read with the applicable rules made thereunder, the remuneration payable to the Cost Auditor is subject to ratification by the Members of the Company. Accordingly, a resolution seeking ratification of the remuneration payable to the Cost Auditor forms part of the Notice convening the ensuing Annual General Meeting.
The Board confirms that the cost records required to be maintained under Section 148(1) of the Companies Act, 2013 and the applicable rules made thereunder have been duly made and maintained by the Company.
EXTRACT OF ANNUAL RETURN
Pursuant to the provisions of Sections 134(3)(a) read with Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company for the financial year ended March 31,2026, is available on the Company’s website at https://www.kingfaindia.com/ARMGT26N.php
BUSINESS RISK MANAGEMENT
Risk management is an integral part of the Company’s business strategy and operations.
According to Regulation 17(9) of the SEBI Listing Regulations, the Company has laid down a risk management framework to inform the Board about the risk assessment and minimization procedures undertaken by the Company.
The Company follows a structured approach to identify, assess, monitor and mitigate potential risks that may impact its business objectives. In line with the provisions of Section 134(3)(n) of the Companies Act, 2013 and Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has constituted a Risk Management Committee and adopted a comprehensive Risk Management Policy.
The Policy provides a framework for proactive risk identification and mitigation across strategic, operational, financial, compliance and environmental areas. The Risk Management Committee regularly reviews emerging risks, monitors the implementation of mitigation measures and reports its findings and recommendations to the Board.
The details of the composition, role, and terms of reference of the Risk Management Committee are provided in the Corporate Governance Report, which forms part of this Annual Report.
INVESTOR EDUCATION AND PROTECTION FUND (IEPF)
Pursuant to the provisions of Sections 124 and 125 of the Companies Act, 2013, dividends remaining unpaid or unclaimed for a period of seven consecutive years are required to be transferred to the Investor Education and Protection Fund (IEPF).
The Company has transferred all unpaid or unclaimed dividends that became due for transfer to the IEPF during the year under review in accordance with the applicable provisions of the Act and the rules made thereunder.
No dividend was declared by the Company for the financial years from FY 2016-17 to FY 2022-23 and FY 2024-25.
For FY 2023-24, the Board of Directors had recommended a final dividend on May 28,2024, which was approved by the Members at the Annual General Meeting held on September 17,2024. Any unpaid or unclaimed dividend relating to the said year shall be transferred to the IEPF upon completion of the statutory period.
The Board of Directors has recommended a dividend for the financial year 2025-26, subject to the approval of the Members at the ensuing Annual General Meeting.
The Company encourages shareholders to claim their unpaid dividends, if any, at the earliest to avoid transfer of such amounts and the underlying shares to the IEPF.
CONSERVATION OF ENERGY. TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The information relating to conservation of energy, technology absorption, foreign exchange earnings and foreign exchange outgo, as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, is provided in Annexure III forming part of this Report.
PARTICULARS OF EMPLOYEES
The disclosure required under Section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in Annexure IV forming part of this Report.
The statement containing particulars of employees as required under Rule 5(2) and Rule 5(3) of the said Rules forms part of this
Report. However, pursuant to the first proviso to Section 136(1) of the Companies Act, 2013 and the second proviso to Rule 5(3), the Annual Report is being sent to the Members excluding the said statement. The statement is available for inspection by the Members at the Registered Office of the Company during business hours on working days and any Member interested in obtaining a copy may write to the Company Secretary at the Registered Office of the Company.
COMPLIANCE OF SECRETARIAL STANDARDS
The Company has complied with all applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) and notified by the Ministry of Corporate Affairs under the Companies Act, 2013, including Secretarial Standard-1 (SS-1) on Meetings of the Board of Directors and Secretarial Standard-2 (SS-2) on General Meetings, during the financial year under review.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Pursuant to Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Business Responsibility and Sustainability Report (BRSR) forms part of this Annual Report.
The BRSR provides disclosures on the Company’s environmental, social and governance (ESG) performance and initiatives in the prescribed format.
CORPORATE GOVERNANCE AND MANAGEMENT’S DISCUSSION & ANALYSIS REPORTS
In compliance with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Corporate Governance Report and the Management Discussion and Analysis Report form part of this Annual Report.
The Corporate Governance Report provides an overview of the Company’s governance framework, Board and Committee structure, and compliance with applicable governance standards.
The Management Discussion and Analysis Report present an analysis of the industry structure, opportunities and challenges, operational and financial performance, risk management framework, and outlook.
The following certificates are also annexed to this Report:
Ý Certificate from the Practicing Company Secretary confirming compliance with the conditions of Corporate Governance as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Ý Certificate of Non-Disqualification of Directors pursuant to Regulation 34(3) read with Schedule V of the SEBI (LODR) Regulations, 2015.
OTHER DISCLOSURES
Ý No application was made under the Insolvency and Bankruptcy Code, 2016 during the year under review. Accordingly, disclosure of any proceedings pending or initiated under the said Code is not applicable.
Ý The requirement to disclose details of any difference between the valuation done at the time of one-time settlement and valuation done while availing loans from Banks or Financial Institutions, along with reasons thereof, is not applicable to the Company.
Ý Neither the Managing Director nor the Whole-time Directors of the Company have received any remuneration or commission from any subsidiary of the Company.
Ý The Company complies with applicable provisions of the Maternity Benefit Act, 1961 and other applicable labour and social security laws, and no instances of non-compliance were reported during the year.
Ý The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015, read with Section 133 of the Companies Act, 2013.
Ý The Company has paid the requisite annual listing fees to BSE Limited and National Stock Exchange of India Limited.
Ý There was no revision in the financial statements during the year under review.
Ý The securities of the Company were not suspended from trading during the year.
ACKNOWLEDGEMENT
The Board of Directors places on record its sincere appreciation for the continued trust, confidence and support extended by the Company’s shareholders, customers, vendors, bankers, stock exchanges, business associates and all other stakeholders. Their continued partnership has been instrumental in the Company’s sustained growth and success.
The Board also expresses its gratitude to the shareholders for their continued confidence and encouragement.
The Directors further acknowledge the commitment, professionalism and dedication demonstrated by the employees at all levels of the Company. The Board also appreciates the cooperation and support extended by the employees in achieving the Company’s performance objectives during the year.
The Company looks forward to continued support and cooperation from all stakeholders in its journey of creating long-term value
For and on behalf of the Board of Directors,
Kingfa Science & Technology (India) Limited
Bo Jingen Doraiswami Balaji
Managing Director Whole Time Director
DIN: 06617986 DIN: 08256342
Place: Pune Date: 14-08-2026
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