Your Directors have pleasure in presenting the thirty-seventh Annual Report and the Audited Financial Statements for the financial year ended March 31, 2026.
FINANCIAL HIGHLIGHTS (Rs. in Lakhs)
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Particulars
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2025-26
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2024-25
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Gross Income
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4015.97
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4061.69
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Expenditure
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2022.35
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1871.44
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Profit/ (Loss) after Tax
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1680.89
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1807.62
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OPERATIONS
During the year under review, the total income of the Company was Rs. 4,289.57 lakh as compared to Rs. 4214.61 Lakhs during the comparable previous year. The total comprehensive income for the year was Rs. 1862.65 lakh as compared to Rs. 1829.43 Lakhs during the comparable previous year.
TRANSFER TO RESERVES
During the year, the Company has not transferred any amount to General Reserves.
DIVIDEND
The Board of Directors of the Company had declared Dividend once during the FY 2025-26 as below:
1st interim dividend of Rs. 2.50/- (Two Rupees and Fifty Paisa only) on each fully paid equity shares (2,55,00,536 Equity shares of Rs. 5/- each) of Rs. 12,75,02,680/- to those members whose name appear in the register of members as on 20th February, 2026 being the record date for the payment of interim dividend during the Financial Year 2025-26.
DIRECTORS AND KEY MANAGERIAL PERSONNEL
In accordance with the provisions of the Companies Act, 2013 (‘Act’) and Articles of Association of the Company, Mr. Muralidhar Chitteti Reddy, Director of the Company, retires by rotation and being eligible, offers himself for re-appointment.
The term of Rakesh Duda as Managing Director of the Company expired on May 15, 2026. Considering his significant contribution towards the growth and development of the Company, the Board has proposed extension of his term for a further period with effect from May 16, 2026 up to June 30, 2027, subject to the approval of the Members at the ensuing Annual General Meeting.
During the year under review, the tenure of Dr. Pralhada Ramarao and Mr. Arvind Nanda came to an end on September 30, 2025.
Subsequently, Ms. Deepa Mathur and Mr. Anil Kumar Sahu were appointed on August 08, 2025, subject to receipt of necessary
security clearance and approval of the Members. Upon receipt of the requisite security clearance, the Company conducted a Postal Ballot process and the Members approved their appointment on the Board of Directors of the Company.
The Independent Directors have given Declaration pursuant to Section 149(7) of the Act & Regulation 25(8) of (‘Listing Regulations’) stating that they meet the criteria of independence.
The Board is assured that the Independent Directors of the Company possess adequate proficiency, experience, expertise and integrity. The annual performance evaluation has been done by the Board of its own performance and that of its committees and individual Directors based on the criteria for evaluation of performance of Independent Directors and the Board of Directors and its Committees, as approved by the Nomination and Remuneration Committee which the Board found to be satisfactory.
The details of familiarization program of Independent Directors, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model of the Company & related matters are put up on the Company’s website: www.taal.co.in.
SUBSIDIARIES, ASSOCIATE AND JOINT VENTURE COMPANIES
As on the date of this report, the Company has one subsidiary company. In accordance with Section 129 (3) of the Act, a statement containing salient features of the financial statement of the subsidiary company in Form AOC-1 is provided in financial statements forming part of this Annual Report.
A report on the performance and financial position of the subsidiary company is provided in the Financial Statements forming part of this Annual Report for the Financial Year 2025-26.
The Company has framed a Policy for determining Material Subsidiaries which is available on its website: www.taal.co.in
PUBLIC DEPOSITS
Your Company has not accepted any deposits from the public falling within the purview of Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014.
MANAGEMENT DISCUSSION & ANALYSIS
Pursuant to the Listing Regulations, a separate section on Management Discussion & Analysis forms part of this Report.
CORPORATE GOVERNANCE REPORT
In terms of Regulation 34 of the Listing Regulations, a separate section on Corporate Governance Report together with Certificates is forming part of this Report.
The Managing Director and Chief Financial Officer have certified to the Board with regard to the financial statements and other matters as required under Regulation 17(8) of the Listing Regulations.
Certificate from Practicing Company Secretary regarding compliance of conditions of Corporate Governance is annexed to this Report.
MEETINGS OF THE BOARD
The Board met 4 times during the financial year. The meeting details are provided in the Corporate Governance Report that forms part of this Annual Report.
The intervening gap between the Meetings was within the period prescribed under the Act / Listing Regulations.
DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to Section 134(3) (c) read with Section 134(5) of the Act, your Directors make the following statement:
i) that in preparation of annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
ii) that the Directors have selected such accounting policies & applied them consistently & made judgments & estimates, that are reasonable & prudent so as to give a true and fair view of the state of affairs of the Company at end of the financial year March 31, 2026 and of the profit of the Company for that period;
iii) that the Directors 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 & other irregularities;
iv) that the Directors have prepared the annual accounts on a going concern basis;
v) that 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) that the directors have devised proper systems to ensure compliance with provisions of all applicable laws & that such systems were adequate & operating effectively.
ANNUAL RETURN
As per Section 134(3) (a) of the Act, the Annual Return referred to in Section 92(3) has been placed on the website of the Company at www.taal.co.in
CONSERVATION OF ENERGY, TECHNOLOGY, ABSORPTION & FOREIGN EXCHANGE EARNINGS & OUTGO
The particulars as required under Section 134(3) (m) of the Act is forming part of this Report as Annexure ‘A’.
POLICY ON NOMINATION & REMUNERATION OF DIRECTORS
The Nomination & Remuneration Policy of the Company on Director’s appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director & other matters is available on the website at www.taal. co.in
The criteria for performance evaluation as laid down by Nomination & Remuneration Committee (‘NRC’) have been defined in the Nomination & Remuneration Policy.
Details pertaining to remuneration of Directors and employees required under Section 197(12) of the Act read with Rules framed thereunder are forming part of this Report as Annexure ‘B’.
A statement showing details of employees in terms of Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this Report.
However, in terms of Section 136 of the Act, the Annual Report excluding the aforesaid information is being sent to the members and others entitled there to. The said statement is available for inspection by the Members at the Registered Office and other office as mentioned on the Company Master data during business hours on working days up to the date of the ensuing Annual General Meeting (‘AGM’). If any Member is interested in obtaining a copy thereof, such Member may write to the Company Secretary in this regard at secretarial@taal.co.in.
AUDITORS
a. STATUTORY AUDITORS
M/s. KKC & Associates LLP, Chartered Accountants (Firm Registration No. 105146W/ W100621) was appointed as the Statutory Auditors of the Company in the 33rd AGM held on September 27, 2022 for a period of five years i.e. till the conclusion of the 38th AGM of the Company. Accordingly M/s. KKC & Associates LLP, Chartered Accountants holds office of Statutory Auditors till conclusion of 38th AGM.
b. SECRETARIAL AUDITOR
Pursuant to Section 204 of the Act and the Rules made thereunder, the Board of Directors had, in the Financial Year 2025-26, appointed Mr. Anuj Nema, Practicing Company Secretary, as the Secretarial Auditor of the Company for a term of five consecutive financial years commencing from FY 2025-26 up to FY 2029-30, to undertake the Secretarial Audit of the Company.
The Report of the Secretarial Auditor in Form MR-3 for the financial year ended March 31, 2026 is annexed herewith as Annexure ‘C’ to this Report.
There are no qualifications, reservations, adverse remarks or disclaimers made by the Secretarial Auditor in the said report for the year ended March 31, 2026 and the report is self¬ explanatory and does not call for any further comments.
c. REPORTING OF FRAUDS BY AUDITORS
During the year under review, neither the Statutory Auditors nor the Secretarial Auditor have reported to the Audit Committee, under Section 143(12) of the Act, any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Board’s report.
PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
Particulars of Loans, Guarantees & Investments covered under Section 186 of the Act has been given in Notes to Financial Statements forming part of this Annual Report.
RISK MANAGEMENT
The Company is exposed to various internal and external risks across its business operations and continuously focuses on identifying and managing risks over the short, medium and long term. Risk management forms an integral part of the Company’s overall business strategy and operational framework.
The Company periodically undertakes a comprehensive risk assessment exercise wherein business divisions and functional departments identify and evaluate significant risks. These risks are subsequently consolidated and assessed based on their likelihood and potential impact on the business. The identified risks and mitigation measures are placed before the Board of Directors for its review and guidance. Appropriate responsibilities are assigned for managing significant risks and the mitigation actions are regularly monitored and reviewed.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Company has duly constituted CSR Committee in compliance with the Section 135 of the Act and the applicable Rules.
The composition of CSR Committee is mentioned in Report on Corporate Governance forming part of this Report.
Annual Report on CSR Activities for the Financial Year ended March 31, 2026 forms part of this Report as Annexure ‘D’.
INTERNAL FINANCIAL CONTROLS
The Internal Financial Controls with reference to the Financial Statements are commensurate with the size and nature of business by virtue of internal audit of the Company. Internal Audits are periodically conducted by an external firm of Chartered Accountants who monitor and evaluate the efficiency and adequacy of internal control systems in the Company, its compliance with operating systems, accounting procedures and policies of the Company. Board also takes review of internal audit functioning and accounting systems, in order to take suitable corrective actions in case of any deviations.
During the year, such controls were tested by the Statutory Auditors and no material weakness in control design of operations was observed by them.
AUDIT COMMITTEE AND VIGIL MECHANISM
The details pertaining to the composition, terms of reference, and other details of the Audit Committee of the Board of Directors of your Company and the meetings thereof held during the Financial Year 2025-26 are given in the Report on Corporate Governance forming part of this Annual Report.
The Whistle Blower Policy/ Vigil Mechanism of the Company as established by the Board is available on its website of the Company at www.taal.co.in
CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
All transactions entered into by the Company with Related Parties for the year under review were on arm’s length basis. The related party transactions are entered into based on considerations of various business requirements. Pursuant to section 177 of the Companies Act, 2013 and regulation 23 of SEBI LODR Regulations, 2015, all Related Party Transactions were placed before the Audit Committee for its approval.
As stipulated by Section 134(3) (h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014, particulars of Related Party Transactions are given in Form No. AOC - 2 as Annexure ‘E’ and the same form an integral part of this report.
Policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions as approved by the Board may be accessed on the Company’s website: www.taal.co.in
PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
The Company has in place policy for Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Board of Directors of the Company has also constituted an Internal Complaint Committee in this regard to redress complaints. During the year under review, there were no complaints received pursuant to the aforesaid Act. The details and Members of the Committee are displayed on the website of the Company www.taal.co.in
KEY MANAGERIAL PERSONNEL (KMP)
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Sr.
No.
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Name of the Person
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Designation
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1.
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Rakesh Duda
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Managing Director
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2.
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Rahael Shobhana Joseph
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Whole Time Director
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3.
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Jitendra Muthiyan
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Chief Financial Officer
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4.
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Ashwini Navare
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Company Secretary
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COMPANY’S POLICIES
The Board ensured that all Company policies are in line with the changes in legislation. The updated policies have been hosted on the official website of the Company www.taal.co.in
SECRETARIAL STANDARDS
The Ministry of Corporate Affairs notified the Secretarial Standard on Meetings of the Board of Directors (SS- 1), Secretarial Standard on General Meetings (SS-2), Secretarial Standard on Dividend (SS-3) and Secretarial Standard on Report of the Board of Directors (SS-4). The Company complies with Secretarial Standards and guidelines issued by the Institute of Company Secretaries of India (ICSI).
GENERAL
1. No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company’s operations in future.
2. There is no change in the nature of business of the Company.
3. There was no change in the authorized as well as paid up share capital of the Company during the year under review.
4. There have been no material changes and commitment, if any affecting the financial position of the Company which have occurred between the ends of the financial year of the Company to which the financial report relates and the date of the report.
5. In terms of provisions of Section 148 of the Act read with Rule 3 of Companies (Cost Record and Audit) Rules, 2014, the Company is not required to maintain the cost records for the Financial Year 2025-26.
ACKNOWLEDGEMENTS
Your Directors express their appreciation for the continued support and co-operation received by the Company from its employees, Customers, Bankers, Shareholders, Suppliers, Business Partners, Defence Research and Developmental Organizations, Aviation Authorities and other Indian Services and the Central and State Governments. The Directors also express their gratitude and sincere appreciation to all the employees of the Company for their contribution, hard work and commitment.
For and on behalf of the Board of Directors
Date: May 12, 2026 Ms. Deepa Mathur
Place: Hosur Chairperson
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