As on: Sep 29, 2026 05:12 PM
Dear Shareholders,
The Board of Directors are please to present the business and operations of D. P. Abhushan Limited ("the Company"), along with the audited financial statements for the financial year ended March 31, 2026.
D. P. Abhushan Limited is engaged in the business of manufacturing, sale and trading of Gold Jewellery, Diamond Jewellery, Platinum Jewellery, Silver Jewellery and other precious Metals.
D. P. Abhushan Limited was originally formed as a Partnership Firm in the name and style of "M/S.D.P. Jewellers". The name of the partnership firm "M/S.D.P. Jewellers" was changed to "M/S.D.P. Abhushan" vide partnership deed dated February 14, 2017. "M/S.D.P. Abhushan" was converted from partnership firm to Public Limited Company with the name of "D.P. Abhushan Limited" on May 02, 2017 vide CIN No. L74999MP2017PLC043234 under the Part I of chapter XXI read with section 366 of the Companies Act 2013.
The revenue for financial year 2025-26 stood at INR 4,06,512.83 Lakh as compared to INR 3,31,079.01 Lakh in previous financial year 2024-25. The net profit after tax for the financial year 2025-26 was stood at INR 21,184.04 Lakh as compared to INR 11,269.55 Lakh for the previous financial year 2024-25.
The Company has reported record growth of 87.98% in net profit after tax and 22.78% in revenue for the full financial year 2025-26 as compared to the previous financial year 2024-25.
In view of the planned business growth various business expansion plan in near future, your Directors deem it proper to preserve the resources of the Company for its future and therefore do not propose any dividend for the Financial Year ended March 31, 2026.
The details of total amount lying in the unclaimed and unpaid Dividend accounts of the Company as on March 31, 2026 are given below:
The Details of Shareholders whose Dividend is unpaid or unclaimed are uploaded on the Website of the Company at www.dpjewellers.com .
Members who have not yet encashed their dividend warrant(s) for the above financial years, are requested to make their claims before relevant due dates without any delay to the Company or Registrar and Transfer Agents (RTA), Bigshare Services Private Limited.
Shareholders are also informed that pursuant to the provisions of Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("the Rules") the final dividend declared for the financial years 2021-2022 and 2022-23, which remained unclaimed for a period of seven years will be credited to the IEPF on or before November 27, 2029 and November 05, 2030 respectively. The corresponding shares on which dividend remains unclaimed for seven consecutive years will also be transferred as per the procedure set out in the Rules.
Accordingly, Shareholders are requested to claim the final dividend declared for the financial years 2021-22 and 2022-23 before the same is transferred to the IEPF.
The Dividend Distribution Policy, in terms of Regulation 43A of the SEBI Listing Regulations, is available on your Company's website at https://www.dpjeewellers.com/media/corporate/policies_code-of-conduct-and-others/Dividend%20Distribution%20Policy.pdf
Your Directors do not propose transfer of any amount to the General Reserves. Full amount of net profit is carried to Reserve & Surplus account of the Company.
During the year, your Company has neither changed its business nor object and continues to be in the same line of business as per the main object of the Company.
The Authorized Capital of the Company, as at closure of financial year 2025-26 stood at Rupees 30,00,00,000.00 (Rupees Thirty Crore Only) divided into 30000000 (Three Crore Only) Equity Shares of Rupees 10.00/- (Rupees Ten Only) each.
During the year under review the Issued, Subscribed & Paid-up Capital of the Company was increased from Rs. 22,66,04,200/- (Rupees Twenty-Two Crore Sixty-Six Lakh Four Thousand and Two Hundred Only) divided into 22660420 (Two Crore Twenty-Six Lakh Sixty Thousand Four Hundred and Twenty Only) equity shares of face value Rs. 10.00/- (Rupees Ten Only) to Rs. 22,82,79,200/- (Rupees Twenty-Two Crore Eighty-Two Lakh Seventy-Nine Thousand and Two Hundred Only) divided into 22827920 (Two Crore Twenty-Eight Lakh Twenty-Seven Thousand Nine Hundred and Twenty Only) equity shares of face value Rs. 10.00/- (Rupees Ten Only) each.
In the financial year under review the Company had allotted a total of 167500 Equity Shares of INR 10.00 at each, pursuant to conversion of 167500 warrants, at an issue price of Rupees 1,182 per warrant, resulting in the increase of Issued, Subscribed & Paid-up share Capital of the Company.
The entire Paid-up Equity shares of the Company are listed at National Stock Exchange of India Limited and BSE Limited.
The required disclosures with respect to the allotment of warrants for the year under review till date of this report are as follow:
Amount raised, specifically stating as to whether twenty five Company has raised amount of INR 25,64,94,000 till the date of this report for percent of the consideration has been collected upfront from allotment of warrants.
The Warrant Holders shall be, subject to the SEBI (ICDR) Regulations and other applicable rules, regulations and laws, entitled to exercise the conversion rights attached to the Warrants in one or more tranches within a period of 12 (Twelve) months from the date of allotment of the Warrants by issuing a written notice to the Company specifying the number of Warrants proposed exchanged or converted with / into the Equity Shares of the Company and making payment at the rate of Rupees 885.00 (Rupees Eight Hundred Eighty-Five only) approximately balance 75% (seventy five per cent) of the Warrant Issue Price ("Warrant Exercise Price") in respect of each Warrant proposed to be converted by the Warrant Holder.
Terms and conditions of warrants including conversion terms Pursuant to Regulation 160(c) of ICDR Regulations, the allotment of the Warrants (including the Equity Shares to be allotted on conversion of such Warrants) has been made in dematerialised form.
On receipt of such application from a Warrant Holder, the Company shall without any further approval from the Shareholders of the Company take necessary steps to issue and allot the corresponding number of Equity Shares to the Warrant Holders. If the entitlement against the Warrants to apply for the Equity Shares of the Company is not exercised by the Warrant Holders within the aforesaid period of 12 (Twelve) months, the entitlement of the Warrant Holders to apply for Equity Shares of the Company along with the rights attached thereto shall expire and any amount paid by the Warrant Holders on such Warrants shall stand forfeited.
The pre-preferential allotment shareholding of the Warrant Holders, if any, in the Company and Warrants allotted in terms of the resolution dated 13/06/2024 and the resultant Equity Shares arising on exercise of rights attached to such Warrants shall be subject to lock-in as per the provisions of the SEBI (ICDR) Regulations.
The Equity Shares allotted on exercise of the Warrants shall only be in dematerialized form before an application seeking in-principle approval is made by the Company to the stock exchange(s) where its Equity Shares are listed and shall rank pari passu with the then existing Equity Shares of the Company in all respects including entitlement to voting powers and dividend.
The issue and allotment of the Warrants and the exercise of option thereof will be governed by the Memorandum and Articles of Association of the Company, the Act, SEBI (ICDR) Regulations, Listing Regulations, applicable rules, notifications and circulars issued by the SEBI, Reserve Bank of India and such other acts / rules / regulations as maybe applicable.
The details of utilization of preferential issue proceeds during the year under review is as follows:
The company's board is well-balanced, with an ideal mix of executive and non-executive directors, including independent directors. This structure is essential for effective board processes, as it allows for independent judgment on crucial matters of strategy and performance. As on March 31, 2026, the Board of the Company comprises of Six directors out of which 2 (Two) are Promoter Executive Directors and 1 (One) is Promoter Non-Executive Director and 3 (Three) are Non-Promoter Non-Executive Independent Directors including 1 (One) Woman Non-Promoter Non-Executive Independent Director. The Constitution of the Board of Directors and other disclosures related to the Board of Directors are given in the Report on Corporate Governance.
The Directors on the Board have submitted notice of interest under Section 184(1) i.e. in Form MBP-1, intimation under Section 164(2) i.e. in Form DIR-8 and declaration as to compliance with the Code of Conduct of the Company. None of the Directors of the Company is disqualified for being appointed as Director as specified in Section 164(2) of the Companies Act, 2013.
During the year under review, no new appointments were made amongst the Board of Directors.
During the year under review, none of the Directors ceased to be a Director of the Company.
Regular meetings of the Board are held, inter-alia, to review the financial results of the Company. Additional Board meetings are convened, as and when required, to discuss and decide on various business policies, strategies and other businesses. The Board meetings are generally held at Corporate office of the Company.
During the year under review, Board of Directors of the Company met 12 (Twelve) times, viz May 16, 2025; June 2, 2025; July 1, 2025; July 29, 2025; September 3, 2025; November 3, 2025; November 13, 2025; December 10, 2025; December 26, 2025; January 23, 2026; February 24, 2026 and March 25, 2026.
The details of attendance of each Director at the Board Meetings and Annual General Meeting are given in the Report on Corporate Governance.
Your Company has an effective mechanism for succession planning which focuses on orderly succession of Directors, Key Management Personnel and Senior Management. The NRC implements this mechanism in concurrence with the Board.
In terms of Section 149 of the Companies Act, 2013 and rules made there under and Listing Regulations, the Company has 3 (Three) Non-Promoter Non-Executive Independent Directors including 1 (One) woman Independent Director. In the opinion of the Board of Directors, all the 3 (Three) Independent Directors of the Company meet all the criteria mandated by Section 149 of the Companies Act, 2013 and rules made there under and Listing Regulations and they are Independent of Management.
A separate meeting of Independent Directors was held on March 25, 2026 to review the performance of Non-Independent Directors and Board as whole and performance of Chairperson of the Company including assessment of quality, quantity and timeliness of flow of information between Company management and Board that is necessary for the board of directors to effectively and reasonably perform their duties. The meeting was attended by all the Independent Directors of the Company.
The terms and conditions of appointment of Independent Directors and Code for Independent Director are incorporated on the website of the Company at https://www.dpiewellers.com/media/corporate/policies , code-of-conduct-and-others/Policy%20on%20Terms%20of%20Appointment%20of%20Independent%20Directors.pdf.
The Company has received a declaration from the Independent Directors of the Company under Section 149(7) of Companies Act, 2013 and 16(1)(b) of Listing Regulations confirming that they meet criteria of Independence as per relevant provisions of Companies Act, 2013 for financial year 2026-27. The Board of Directors of the Company has taken on record the said declarations and confirmation as submitted by the Independent Directors after undertaking due assessment of the veracity of the same. In the opinion of the Board, they fulfill the conditions for Independent Directors and are independent of the Management. All the Independent Directors have confirmed that they are in compliance with Rules 6(1) and 6(2) of the Companies (Appointment and Qualification of Directors) Rules, 2014, with respect to registration with the data bank of Independent Directors maintained by the Indian Institute of Corporate Affairs. The details of programme for familiarisation of Independent Directors with the Company, nature of the industry in which the Company operates and related matters are uploaded on the website of the Company at https://www.dpiewellers.com/media/corporate/policies , code-of 2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) the Directors had prepared the annual accounts for the year ended March 31, 2026 on going concern basis. e) the Directors had laid down the internal financial controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively; and f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
The Board is regularly updated on changes in statutory provisions, as applicable to your Company. The Board is also updated on the operations, key trends and risks universe applicable to your Company's business. These updates help the Directors to keep abreast of key changes and their impact on your Company. Additionally, the Directors also participate in various programs / meetings where subject matter experts appraise the Directors on key global trends.
In accordance with the provisions of the Articles of Association and Section 152 of the Companies Act, 2013, Mr. Santosh Kataria (DIN: 02855068), Chairman and Managing Director of the Company, retires by rotation at the ensuing annual general meeting. He, being eligible, has offered himself for re-appointment as such and seeks re-appointment. The Board of Directors recommends his appointment on the Board.
Further, pursuant to the provisions of Sections 196, 196(3), 197, 203 read with Schedule V, the Companies (Appointment and Remuneration of Managing Personnel Rules, 2014 and SGB (Listing Obligations & Disclosure Requirements) Regulations, 2015 and upon recommendations of the Nomination & Remuneration Committee, the Board of Directors recommends and seeks Re-appointment of Mr. Santosh Kataria (DIN: 02855068) as Managing Director of the Company and Mr. Anil Kataria (DIN: 00092730) as Whole-time Director of the Company at ensuing Annual General Meeting of the Company.
The Explanatory Statement pursuant to Section 117 of the Companies Act, 2013 and the relevant details, as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") and Secretariat Standards-II issued by ICSI, of the person seeking re-appointments as Directors and re-appointment of Managing Director and Whole-time Director are annexed to the Notice convening the Ninth Annual General Meeting.
In accordance with Section 203 of the Companies Act, 2013, during the year 2025-26, the Company had Mr. Santosh Kataria as Chairman and Managing Director, Mr. Anil Kataria as Whole Time Director, Mr. Manish Laddha as Chief Financial Officer, and Ms. Atika Jain as Company Secretary and Compliance Officer who were acting as Key Managerial Personnel at different positions.
Further, during the financial year under review, Mr. Manish Laddha was appointed as the Chief Financial Officer of the Company w.e.f. June 02, 2025 and Mr. Vijesh Kumar Kasera's designation was changed from Chief Financial Officer to Deputy Chief Financial Officer w.e.f. June 02, 2025. Moreover, Ms. Aashi Neema resigned as the Company Secretary and Compliance Officer of the Company w.e.f. June 02, 2025 due to her occupation elsewhere. Pursuantly, Ms. Atika Jain was appointed as Company Secretary and Compliance Officer of the Company w.e.f. June 02, 2025.
The Board placed its appreciation to all Key Managerial Personnel for serving the Company during their tenure.
The Board adopted a 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 Board functioning such as composition of the Board and Committees, experience and competencies, performance of specific duties and obligations, contribution at the meetings and otherwise, independent judgment, governance issues, etc. Performance evaluation of Independent Directors was done by the entire Board, excluding the Independent Director being evaluated. The results of the evaluation confirm that high level of commitment and engagement of the Board, its various committees and senior leadership. The recommendations arising from the evaluation process were discussed at the Independent Directors' meeting held on March 25, 2026, and also at the NRC meeting and Board meeting held on March 25, 2026. The suggestions were considered by the Board to optimize the effectiveness and functioning of the Board and its committees.
Pursuant to section 134(4) of the Companies Act, 2013, the board of directors, to the best of their knowledge and ability, confirm that:
a) in preparation of annual accounts for the year ended March 31, 2026, the applicable accounting standards have been followed and that no material departures have been made from the same;
b) the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for that year;
c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act,
d) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act,
2013, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d) the Directors had prepared the annual accounts for the year ended March 31, 2026 on going concern basis.
e) the Directors had laid down the internal financial controls to be followed by the Company and that such Internal Financial Controls are adequate and were operating effectively; and
f) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
The Board of Directors, in line with the requirement of the act, has formed various committees, details of which are given hereunder:
1. Audit Committee;
2. Nomination and Remuneration Committee;
3. Stakeholders Relationship Committee;
4. Corporate Social Responsibility Committee; and
5. Risk Management Committee.
The composition of each of the Committee, their respective role and responsibility are detailed in the Report on Corporate Governance annexed to this Report.
The Company has formed Audit Committee in line with the provisions Section 177 of the Companies Act, 2013 and Regulation 18 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
As at March 31, 2026, the Audit Committee comprised of Mr. Sanskar Kothari (Non-Executive Independent Director) as Chairperson, Mr. Mukesh Kumar Jain (Non-Executive Independent Director), Mr. Santosh Kataria (Chairman and Managing Director) and Mrs. Apurva Luvawat (Non-Executive Woman Independent Director) as Members.
During the year under review, the Audit Committee was reconstituted on July 01, 2025 with inclusion of Mrs. Apurva Luvawat (Non-Executive Independent Director) as Member of the Audit Committee.
As on date of the report, the constitution of Audit Committee of the Company stood as follow:
Recommendations of Audit Committee, wherever/ whenever given, have been accepted by the Board of Directors.
Pursuant to Section 135 of Companies Act, 2013, the Company has constituted Corporate Social Responsibility Committee ("the CSR Committee") with object to recommend the Board a Policy on Corporate Social Responsibility and amount to be spent towards Corporate Social Responsibility. The terms of reference of the Committee inter alia comprises of the following:
To review, formulate and recommend to the Board a CSR Policy which shall indicate the activities to be undertaken by the Company specified in Schedule VII of the Companies Act, 2013 and Rules made thereunder;
To provide guidance on various CSR activities and recommend the amount of expenditure to be incurred on the activities;
To monitor the CSR Policy from time to time and may seek outside agency advice, if necessary.
As at March 31, 2026, following was the constitution of CSR Committee:
The CSR Committee is responsible for indicating the activities to be undertaken by the Company, monitoring the implementation of the framework of the CSR Policy and recommending the amount to be spent on CSR activities. During the year under review CSR Committee meetings were held on May 16, 2025 and September 3, 2025. These meeting were held to review and approve the expenditure incurred by the Company towards CSR activities.
The CSR Policy may be accessed at the web link https://www.dpiewellers.com/media/corporate/policies , code-of-conduct-and-others/Corporate%20Social%20Responsibility%20Policy.pdf. The Annual Report on CSR activities in prescribed format is annexed as an Annexure - A.
The Company has established a Vigil Mechanism wherein the directors/employees/ associates can approach the Management of the Company (Audit Committee in case where the concern involves the Senior Management) and make protective disclosures to the Management about unethical behavior, actual or suspected fraud or violation of the Company's Code of Conduct, suspected leak of Unpublished Price Sensitive Information. The Vigil Mechanism requires every employee to promptly report to the Management any actual or possible violation of the Code or an event he/she becomes aware of that could affect the business or reputation of the Company. The disclosure reported are addressed in the manner and within the time frames prescribed in the policy. A mechanism is in place whereby any employee of the Company has access to the Chairman of the Audit Committee to report any concerns.
No person has been denied access to the Audit Committee of the Board. The Policy on Vigil Mechanism is available on the website of the Company at https://www.dpjewellers.com/media/corporate/policies_code-of-conduct-and-others/Vigil%20Mechanism%20Whistle%20Blower%20Policy.pdf .
Nomination and Remuneration Policy in the Company is designed to create a high-performance culture. It enables the Company to attract motivated and retained manpower in competitive market, and to harmonize the aspirations of human resources consistent with the goals of the Company. The Company pays remuneration by way of salary to its Executive Directors and Key Managerial Personnel. Annual increments are decided by the Nomination and Remuneration Committee within the salary scale approved by the members and are effective from First day of April, of each year.
The Nomination and Remuneration Policy, as adopted by the Board of Directors, is placed on the website of the Company at https://www.dpjewellers.com/media/corporate/policies_code-of-conduct-and-others/Nomination%20and%20Remuneration%20Policy.pdf
We affirm that the remuneration paid to the Directors is as per the terms laid out in the Remuneration Policy.
The details of remuneration/sitting fees paid during the financial year 2025-26 to Executive Directors/Directors of the Company is provided in Report on Corporate Governance which is the part of this report.
The Company has not accepted any deposits from Shareholders and Public falling within the ambit of Section 73 and the Companies (Acceptance of Deposits) Rules, 2014 of the Companies Act, 2013 and rules made there under. Hence, the directives issued by the Reserve Bank of India & the Provision of Section 73 to 76 of the Companies Act, 2013 or any other relevant provisions of the Act and the Rules there under are not applicable.
Details of Loans, Guarantees, Investments and Security covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.
The Company had accepted loan of INR 1,210.60 Lakhs during the financial year 2025-26 from Promoter - Directors of the Company.
The link to access the Annual Return is https://www.dpjewellers.com/media/corporate/investors-information/annual-returns/Annual%20Return%202025-26.pdf
All Related Party Transactions are placed before the Audit Committee and the Board for approval, if required. Prior omnibus approval of the Audit Committee is obtained for the transactions which are of a foreseen and repetitive in nature. There are no materially significant Related Party Transactions made by the Company which may have a potential conflict with the interests of the Company at large.
The Company has developed an Internal Guide on Related Party Transactions Manual and prescribed Standard Operating Procedures for the purpose of identification and monitoring of such transactions. The Policy on Related Party Transactions as approved by the Board is uploaded on the Company's website at https://www.dpjewellers.com/media/corporate/policies_code-of-conduct-and-others/Policy%20on%20Related%20Party%20Transaction.pdf .
Particulars of contracts or arrangements with related parties referred to in Section 18(1) of the Companies Act, 2013, in the prescribed Form AOC-2 is annexed to this Report as Annexure - B.
There were no contracts, arrangements or transactions which were not executed in ordinary course of business and/or at arm's length basis.
Pursuant to the provisions of Regulation 23 of the SEBI Listing Regulations, your Company has filed half yearly reports with the stock exchanges, for the related party transactions.
In terms of Section 148 of the Companies Act, 2013 read with Companies (Cost records and audits) Rules, 2014, the Company is not required to maintain the cost records.
The ratio of the remuneration of each executive director to the median of employees' remuneration as per Section 197(12) of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to this Report as Annexure - C.
The statement containing names of top ten employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part of this report. Further, the report and the accounts are being sent to the Members excluding the aforesaid annexure. In terms of Section 136 of the Act, the said annexure is open for inspection in electronic form. Any Member interested in obtaining a copy of the same may write to the Company Secretary.
The Company has framed "D. P. Abhushan Limited - Employee Stock Option Plan 2024" ("ESOP - 2024" or "Scheme") pursuant to the applicable provisions of the Companies Act, 2013 and the rules made thereunder and the Securities and Exchange Board of India (Share based Employees Benefits and Sweat Equity) Regulations, 2021 as approved by the members, which helps the Company to retain and attract the right talent. The Nomination and Remuneration Committee monitors the Company's ESOP Scheme.
During the year under review, there has not been any changes in the scheme and the scheme is in compliance with the Securities and Exchange Board of India (Share based Employee Benefits and Sweat Equity) Regulations, 2021. Further, the Company had granted Sixty-Two Thousand and Three Hundred Options (62300 Options) to the employees of the Company as a token of appreciation and belief in potential of the employees' performance and to drive the future growth of the company with their continuous support. Also, the company has forfeited 4800 options of the employees who did not comply with the Code of conduct of the Company which was one of the obligations making them eligible to stay vested.
A certificate from Secretarial Auditor of the Company i.e. M/s. ALAP & CO. LLP, Company Secretaries, has been received confirming that ESOP Scheme 2024, has been implemented in compliance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ("SEBI ESOP Regulations") and in accordance with resolutions of the Company. A copy of the certificate has been uploaded on the website of the Company and can be viewed at https://www.dpjewellers.com/media/corporate/investors-information/ESOP-disclosures/ESOP%20Certificate%202025-26.pdf
The disclosures with respect to "ESOP 2024" as required by Section 62 of the Companies Act, 2013, Rule 12 of Companies (Share Capital and Debentures) Rules, 2014 and the Securities and Exchange Board of India (Share based Employee Benefits and Sweat Equity) Regulations, 2021 are set out in Annexure-D to the Board's Report and can also be viewed at https://www.dpjewellers.com/media/corporate/investors-information/ESOP-disclosures/ESOP-disclosures/ESOP%20Disclosure%202025-26%20-%20Annexure%20D.pdf .
There have been no material changes and commitments for the likely impact affecting financial position between end of the financial year and the date of the report.
There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Company's operations in future.
The Company does not have any subsidiaries / joint venture / associate company.
To foster a positive workplace environment, free from harassment of any nature, we have institutionalized the Anti-Sexual Harassment Initiative (ASHI) framework, through which we address complaints of sexual harassment at the all workplaces of the Company. Our policy assures discretion and guarantees non-retaliation to complainants. We follow a gender-neutral approach in handling complaints of sexual harassment and we are compliant with the law of the land where we operate. The Company has setup an Internal Complaints Committee (ICC) for redressal of Complaints.
During the financial year 2025-26, the status of Complaints with respect to sexual harassment are as follow:
Number of sexual harassment complaints received during the year 2025-26 Number of such complaints disposed of during the year 2025-26 Number of cases pending for more than ninety days during the year 2025-26
i. The steps taken or impact on conservation of energy: No major steps have been taken by the Company. However, the Company continues its endeavor to improve energy conservation and utilization.
The Company has continued its focus on energy conservation efforts through up-gradation of process with new technology. The technology installed by the Company has provided better results in quality and production and also reducing the overall cost of production and maintenance which effect production scheduling and various energy saving initiatives in all areas of production. However, the Company has not installed any alternate source of energy running on renewable energy source.
Nil
Your Company has been very thoughtful in installing new technology to reduce the production cost, improve yield, enhance product endurance and strengthen finish. However, no new technology has been installed by the Company during the year and all existing technology has been fully absorbed.
The Company had installed such technology that improve productivity, quality and reduction in manual intervention and to enhance the quality and productivity. Improvement in manufacturing process helped the Company in managing production scheduling; & better & faster servicing of product for domestic market.
iii.) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)
a. The details of technology imported: Not Applicable. b. The year of import: Not Applicable c. Whether the technology has been fully absorbed: Not Applicable iv.) If not fully absorbed, areas where absorption has not taken place, and the reasons thereof: Not Applicable v.) The expenditure incurred on Research and Development: Nil Development: Nil
(Rupees in Lakh)
Your Company has a structured Risk Management Framework, designed to identify, assess and mitigate risks appropriately. The Board has formed a Risk Management Committee ("RMC") to frame, implement and monitor the risk management plan for your Company. The RMC is responsible for reviewing the risk management plan and ensuring its effectiveness. The Audit Committee has additional oversight in the area of financial risks and controls. The major risks identified by the businesses are systematically addressed through mitigation actions on a continual basis. Further details on the Risk Management activities, including the implementation of the risk management policy, key risks identified and their mitigations are covered in Management Discussion and Analysis Report, which forms part of this Integrated Annual Report.
The Company, during the year has reviewed its Internal Financial Control systems and has continually contributed to establishment of more robust and effective internal financial control framework, prescribed under the ambit of Section 134(5) of the Act. The preparation and presentation of the financial statements is pursuant to the control criteria defined considering the essential components of Internal Control - as stated in the "Guidance Note on Audit of Internal Financial Controls Over Financial Reporting" issued by the Institute of Chartered Accountants of India. The control criteria ensure the orderly and efficient conduct of the Company's business, including adherence to its policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records and the timely preparation of reliable financial information. Based on the assessment carried out by the Management and the evaluation of the results of the assessment, the Board of Directors are of the opinion that the Company has adequate Internal Financial Controls system that is operating effectively as at March 31, 2026. There were no instances of fraud which necessitates reporting of material misstatement to the Company's operations. There has been no communication from regulatory agencies concerning non-compliance with or deficiencies in financial reporting practices.
Your Company strives to incorporate the appropriate standards for corporate governance. As stipulated in Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Report on Corporate Governance and Certificate of the Practicing Company Secretary with regards to compliance with the conditions of Corporate Governance is annexed to the Board's Report as Annexure - E.
The Business Responsibility and Sustainability Report as required by Regulation 34(2)(f) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the year under review is annexed to the Board's Report as Annexure - F and forms an integral part of this report.
In terms of Regulation 34, and Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 a review of the performance of the Company, for the year under review, Management Discussion and Analysis Report, is presented in a separate section forming part of this Annual Report.
M/s. Jeevan Jagetiya & Co., Chartered Accountants, Ahmedabad (FRN: 121335W) were re-appointed as Statutory Auditors of the Company at the Sixth Annual General Meeting held on September 30, 2023, for a term of four consecutive years i.e. up to 10th Annual General Meeting to be held in the year 2027.
The Notes to the financial statements referred in the Auditors Report are self-explanatory and therefore do not call for any comments under Section 134 of the Companies Act, 2013. The Auditors' Report does not contain any qualification, reservation or adverse remark. The Auditors' Report is enclosed with the financial statements in this Annual Report.
Pursuant to section 204 of the Act, read with the rule made thereunder and Regulation 24A of SEBI Listing Regulations, M/s Alap & Co. LLP, Practicing Company Secretaries, (FRN: L2023GJ013900) were appointed as a Secretarial Auditor to undertake the Secretarial Audit of your Company for the first term of five consecutive years from financial year 2025-26 to financial year 2029-30. M/s Alap & Co. LLP has confirmed that the firm is not disqualified to continue as a Secretarial Auditor and is eligible to hold office as Secretarial Auditor of your Company.
The Secretarial Audit Report for the financial year 2025-26 is annexed to this report as an Annexure - G-1.
The Annual Secretarial Compliance Report for the financial year ended March 31, 2026 issued by M/s. ALAP & Co. LLP, Company Secretaries, in relation to compliance of all applicable SEBI Regulations/Circulars/Guidelines issued thereunder, pursuant to requirement of Regulation 24A of the Listing Regulations read with Circular no. CIR/CFD/CMD17/2019 dated February 08, 2019 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) is annexed to this report as an Annexure - G-2.
Mr. Anand Sureshbhai Lavingia Practicing Company Secretary (CP No. 11410), partner of M/s. ALAP & Co. LLP, Company Secretaries has made an observation in Annual Secretarial Compliance report dated 25/05/2026 that 1) There was delay of one working day in filing the intimation of analysts/institutional investors meet which was held on 06/11/2025.
In response to the same Board hereby comment that 1) The delay occurred due to an inadvertent oversight in considering the applicable trading holidays while computing the prescribed notice period for prior intimation of the Analyst/Institutional Investor Meet scheduled on 06/11/2025. The Company had initially considered 04/11/2025 and 05/11/2025 as trading days; however, 05/11/2025 was a trading holiday on account of Guru Nanak Jayanti, resulting in a shortfall in the required advance notice period under SEBI (LODR) Regulations, 2015. The lapse was unintentional and without any malafide intent. The Company has strengthened its internal compliance review mechanisms, including additional verification of stock exchange trading holidays, to avoid recurrence of such instances.
During the year under review, the Statutory Auditors and Secretarial Auditor of your Company have not reported any instances of fraud committed in your Company by Company's officers or employees which are required to be reported to the Audit Committee under Section 143(12) of the Act.
Your Company has taken appropriate insurance for all assets against foreseeable perils.
There are no proceedings initiated/pending against your Company under the Insolvency and Bankruptcy Code, 2016 which materially impact the Business of the Company.
During the year under review, there has been no one time settlement of loans taken from banks and financial institution.
As per Regulation 46 of SEBI (LODR) Regulations, 2015, the Company has maintained a functional website namely " www.dppjwellers.com " containing basic information about the Company. The website of the Company is also containing information like Policies, Shareholding Pattern, Financial Results and information of the designated officials of the Company who are responsible for assisting and handling investor grievances for the benefit of all stakeholders of the Company, etc.
In view of increased cyberattack scenarios, the cyber security maturity is reviewed periodically and the processes and technology controls are enhanced in-line with the threat scenarios. Your Company's technology environment is enabled with real time security monitoring with requisite controls at various layers starting from end user machines to network, application and the data. During the year under review, your Company did not face any incidents or breaches or loss of data breaches in Cyber Security.
The details of various policies approved and adopted by the Board as required under the Act and SEBI Listing Regulations are provided in Annexure H to this report.
The applicable Secretariat Standards, i.e. SS-1 and SS-2, relating to 'Meetings of the Board of Directors' and 'General Meetings', respectively, have been duly complied by your Company.
The Company has complied with the provisions related to the Maternity Benefit Act, 1961.
As on March 31, 2026, the Company has not issued any debentures.
The Company has received credit ratings from CARE Ratings Ltd. concerning the Company's long-term and short-term Bank Loan facilities. CARE Ratings Ltd has assigned the credit ratings to the various facilities of the Company as provided below:
Your Directors state that during the year under review:
Your Directors wish to place on record their sincere appreciation for significant contributions made by the employees at all levels through their dedication, hard work and commitment, enabling the Company to achieve good performance during the year under review.
Your Directors also take this opportunity to place on record the valuable co-operation and support extended by the banks, government, business associates and the shareholders for their continued confidence reposed in the Company and look forward to having the same support in all future endeavors.
Registered office: 138, Chandani Chowk, Ratlam, Madhya Pradesh - 457 001, India Place: Ratlam Date: August 22, 2026
By order of the Board of Directors For, D.P. ABHUSHAN LIMITED CIN: L74999MP2017PLC043234
Anil Kataria Whole-Time Director DNI: 00092730
Santosh Kataria Chairman and Managing Director DIN 02855068
Click here to visit SEBI Scores