As on: Jul 01, 2026 03:10 AM
Boards Report
Dear Shareholders,
The Board of Directors hereby submits the report of the business and operations of your Company ("the Company") along with the audited financial statements, for the financial year ended March 31, 2026.
01. Financial Highlights
Particulars
Total Revenue
Profit for the period
02. Company's Performance
The revenue from operations during the year 2025-26 has increased to Rs. 24,478.22 Lakhs as compared to Rs. 18,961.38 Lakhs in the last financial year which shows increase of 29.10% of previous year's revenue. The Profit before tax is Rs. 5,081.20 Lakhs for FY 2025-26 as compared to Rs. 2,979.57 Lakhs in the last financial year. The company has made profit after tax of Rs. 3,812.12 Lakhs for FY 25-26 as compared to Rs. 2,202.87 Lakhs in the last financial year. During the Financial Year 2025-26, your Company has migrated from the SME Platform of National Stock Exchange (NSE) to Capital Market Segment (Main Board) pursuant to Migration with effect from on 30th December, 2025 vide NSE letter NSE/LIST/287 dated 26th December, 2025.
03. Management Discussion & Analysis
A detailed review of the operations, performance and future outlooks of the Company and its businesses is given in the Management Discussion and Analysis Report which forms part of this Report as Annexure I.
04. Directors and Key Managerial Personnel
Following changes incorporated during the financial year 2025-26:
1. Mr. Anil Kumar Dutta appointment was confirmed by the shareholders of the Company in the Postal Ballot 09th May, 2025.
2. There was a demise of Mr. Sandeep Ramrao Kadam (DIN: 06841164), Whole-time Director of the Company, on 27th March 2026.
However, after the end of Financial Year and before issuance of Board Report
3. Mr. Piyush Harjibhai Patel resigned from the post of Chief Financial Officer of the Company on 07th April 2026.
4. Mr. Manish Shah was appointed as a Chief Financial Officer of the Company by Board of Directors on 11th April 2026.
5. Mr. Harshadsinh Mahida was appointed as an Additional Whole Time Director of the Company by Board of Directors on 17th June 2026.
Re-appointments/ Appointments to be considered:
Mrs. Preyal Ankur Shah DIN (06966962), Director of the Company and eligible for re-appointment has given her consent and declaration under Form DIR-8 pursuant to Section 164(2) read with Rule 14(1) of Companies (Appointment and Qualification of Directors) Rules, 2014.
Mr. Ankur Ashwin Shah (DIN: 01166537), Managing Director of the Company and eligible for re-appointment has given his consent and declaration under Form DIR-8 pursuant to Section 164(2) read with Rule 14(1) of Companies (Appointment and Qualification of Directors) Rules, 2014.
Relevant resolutions (Ordinary and Special, as applicable) seeking shareholders' approval forms part of the Notice. Details of Mr. Ankur Ashwin Shah (DIN:
01166537), Managing Director seeking re-appointment as per Regulation 36 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 and as per prevailing Secretarial Standards issued by ICSI, is already annexed to the notice of the annual general meeting.
Mr. Jaykumar Toshniwal (DIN: 00609542), and Mr. Divyakant Ramniklal Zaveri (DIN: 01382184), Independent Director of the Company and eligible for re-appointment has given their consent and declaration under Form DIR-8 pursuant to Section 164(2) read with Rule 14(1) of Companies (Appointment and Qualification of Directors) Rules, 2014.
Mr. Harshadsinh Mahida (DIN: 11760208), appointed as an Whole-time director of the Company with effect from 17th June 2026, the Board of Directors has approved his appointment as Whole-time Director of the Company, subject to the approval of the shareholders at the ensuing Annual General Meeting.
Accordingly, a Special Resolution seeking shareholders' approval for his appointment as Whole-time Director is included in the Notice convening the ensuing Annual General Meeting. The relevant details and disclosures as required under the Companies Act, 2013 are provided in the Explanatory Statement annexed to the Notice of the Annual General Meeting.
Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on March 31, 2026 are:
Mr. Ankur Ashwin Shah Managing Director
Mr. Piyush Patel- Chief Financial Officer
Ms. Gunjan Bhagtani- Company Secretary and Compliance Officer
The List of Directors for F.Y. 2025-2026 are as under:
Name of Director
Category Cum Designation
* Mr. Sandeep Ramrao Kadam's demise occurred on 27th March 2026; hence he is no longer a Whole-time Director of the Company w.e.f; 27th March 2026.
05. Transfer to General Reserve
The Company does not propose to transfer any amount to the general reserve out of the amount available for appropriation.
06. Dividend
During the Financial Year 2025-26 the Final Dividend for 2024-25 was paid in the month of October further, for the Financial Year 2025-26, the Board of Directors have recommended final dividend of 1.25 per share on 20th May, 2026.
Accordingly, total dividend of 1.25 per share as final dividend for the financial year 2025-26 be considered, if approved by the members will be paid within the statutory time limit.
07. Change in Nature of Business:
During the year, the Company has not changed its business or object and continues to be in the same line of business as per the main object of the Company.
08. Transfer of Unclaimed Dividend to Investor Education and Protection Fund
The provision of Section 125 applies to the extent of transferring the unclaimed dividend in to the unclaimed dividend account and the Company is in compliance with the same.
09. Share Capital
Authorised Capital:
During the period under review, the Company had Authorized Share Capital of Rs. 20,00,00,000 divided into 2,00,00,000 (Two Crore) Equity Shares of Rs. 10 (Ten) Each.
Issued, Subscribed & Paid-Up Capital:
At the beginning of the financial year the paid-up share capital of the Company was 1,40,59,026 shares of 10/- each amount to 14,05,90,260.
During the period under review, the company has further converted 8,60,000 warrants into equity shares amounting to 8,60,000 each convertible into one fully paid-up equity share of the Company in two tranches i.e., 5,41,000 shares were issued on 26.06.2025 & 3,90,000 shares were issued on 25.07.2025 respectively.
Therefore, the paid-up capital increased to Rs. 14,91,90,260.
During the period under review, your Company has allotted 13,166 (Thirteen Thousand One Hundred Sixty-Six) Equity Shares of face value of Rs. 10/- of the Company fully paid up, to the eligible employees in accordance with the terms of respective ESOP Scheme.
The trading approval for 13,166 shares is received from the stock exchange on February 19, 2026 and thus the listed capital increased to Rs. 14,93,21,920.
Further, your Company has allotted 1,196 (One Thousand One Hundred Ninety-Six) Equity Shares of face value of Rs.10/- of the Company fully paid up to the eligible employee in accordance with the terms of respective ESOP Scheme.
The trading approval for 1,196 shares is received from the stock exchange on April 17, 2026 and thus the listed capital as on the date is Rs. 14,93,33,880.
During the period under review, your Company has not bought back any of its securities/has not issued any Sweat Equity Shares/has not issued shares with Differential Voting rights and there has been no change in the voting rights of the shareholder.
10. Employee Stock Option Schemes
With a view to attract, reward and retain talented and key employees in the competitive environment and encourage them to align individual performance with Company objectives, the Company has introduced Employee Stock Option Scheme (hereinafter referred to as "ESOP I"/the "Scheme" or the "Plan").
The company has granted Employee Stock options to selected Employees, the same is elaborated in relevant part of the report in Annexure VIII.
11. General Meetings
During the year under review, the following General Meetings were held, the details of which are given as under:
Sr. No Date of Meeting
Type of Meeting
12. Disclosure by Directors
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.
13. Change in Registered Office
During the year, there was no change in the Registered Office of the Company.
14. Material Changes and Commitment if any Affecting the Financial Position of the Company Occurred Between the End of the Financial Year to Which This Financial Statements Relate and the date of the Report
There have been no material changes or commitments affecting the financial position of the company occurred between the end of the financial year and the date of this report.
15. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings And Outgo:
Information as required to be given under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014 is furnished in the annexure to this report as Annexure - II.
16. Statement Concerning Development and Implementation of Risk Management Policy of The Company
The Company has been taking a proactive approach concerning the development and implementation of a Risk Management Policy after identifying the following elements of risks which in the opinion of the Board may threaten the very existence of the Company itself. (a) financial; (b) legal and regulatory; (c) operating; and (d) commercial risks, including health, safety and environment. The Company does not have any Risk Management Committee as the Board takes into consideration all the risk factors at regular intervals at its meetings.
17. Corporate Social Responsibility
During the Financial Year 2025-26, the Company carried out CSR activities as mandated by the law.
The CSR initiatives undertaken during the financial year 2025-26 and the Annual Report on CSR activities as required by the Companies (Corporate Social
Responsibility Policy) Rules, 2014, are set out in Annexure V' to this Report.
18. Insurance
The Company has a broad-banded approach towards insurance. Adequate cover has been taken for all movable and immovable assets against numerous risks and hazards.
19.Disclosure for compliance with other statutory laws 19 (i)Under the Sexual Harassment of Women at Workplace (Prevention, Prohibition And Redressal) Act, 2013.
Your Company has always believed in providing a safe and harassment free workplace for every women employee working with your Company. Your Company always endeavours to create and provide an environment that is free from discrimination and harassment including sexual harassment.
Your Company has a zero tolerance for sexual harassment at workplace and, therefore, has in place a policy on prevention of sexual harassment at work-place. The said policy is in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder.
During the year, the number of complaints received and disposed is mentioned below:
Sr. No. Grievance Details
19 (ii)Disclosure of Number of Employees as on the closure of Financial Year
20. Compliance with Maternity Benefit Act, 1961
The Company is in compliance with Maternity Benefit Act, 1961. Current Leave policy of the company is in line with provisions of Maternity Benefit Act, 1961 and other applicable labour laws and rules made thereunder. All employees are covered under the said policy.
21. Details of Application Made or any Proceeding Pending Under Insolvency and Bankruptcy Code, 2016
During the year under Review, neither any application was made nor any proceedings were pending under Insolvency and Bankruptcy Code, 2016.
22. The Details of Difference Between Amount of the Valuation Done at the Time of One - Time Settlement and the Valuation Done While Taking Loan from the Banks or Financial Institutions Along with the Reasons Thereof
There was no such case during the financial year, hence not applicable.
23. Particulars of Loans, Guarantees or Investments Made Under Section 186 of the Companies Act, 2013
The Company has not granted any new Loan or Guarantee to Company, any person or body corporate except loan to employees of the Company as per Company's policy for employees
However, corporate guarantee of Rs. 5.00 crore issued in favour of the bankers of its associate company, Waveoptix Defence Solutions Private Limited, was outstanding as at 31st March, 2026.
a) Investment of Rs. 1,76,00000 for acquisition of 20% stake in Conceptia Software Technologies Private Limited. The said Company became an Associate, Company of by virtue of acquisition.
After the Closure of Financial Year but before the issuance of this report, the following investments were made by the Company:
b) Investment of Rs. 51,000/- in Krishna Vabo Defence Composites Private Limited, a Joint Venture in the nature of subsidiary of the Company.
c) Investment of Rs. 4,00,04,800/- in Taharabadkar Solutions Private Limited. The said Company became an Associate Company of by virtue of investment.
d) Investment of Rs. 50,100/- in XSub Robotics Private Limited, the said entity became a Joint Venture in nature of subsidiary of the Company.
The details of Loans given, Investments made and guarantees given and securities provided under the Section 186 of the Companies Act, 2013, have been provided in the notes to the Financial Statements.
24. Details of Significant & Material Orders Passed by the Regulators or Courts
There were no significant material orders passed by the Regulators/Courts which would impact the going concern status of the Company and its future operations.
25. Maintenance of Cost Records and Cost Audit
Cost records as specified by the Central Government under sub-section 1 of section 148 of the Companies Act, 2013, are maintained by the Company for the financial year 2025-26.
The Cost Audit was carried out as per the provisions of Companies Act, 2013. The Cost Audit for the Financial Year 2025-26 was carried out by M/s. Y S Thakar (FRN: 000318) and the Cost Audit Report was taken on record by the Audit Committee and the Board of Directors.
26. Company's Policy Relating to Directors Appointment, Payment of Remuneration and Discharge of their Duties
The Company's policy on Directors' appointment and remuneration and other matters provided in Section 178(3) of the Companies Act, 2013 is available on the website of the Company at and have been displayed on website https://www.krishnaallied.com.
27. Formal Annual Evaluation
The Company has devised a policy for performance evaluation of Independent Directors, Board, Committees and individual Directors which includes criteria for performance evaluation of executive directors and non-executive directors.
In evaluating the suitability of individual Board members, the Committee may take into account factors, such as;
I. General understanding of the Company's business;
II. Educational back ground and experience:
III. Personal and professional ethics, integrity and values;
IV. Willingness to devote sufficient time and energy in carrying out their duties and responsibilities effectively.
28. Auditors
I. Statutory Auditor
Pursuant to provision of Section 139 of the Companies Act read with the Companies (Audit & Auditors) Rules, 2014, M/s. CNK & Associates LLP, Chartered Accountants, Vadodara (holding Registration No. 101961W) Statutory Auditors of the Company will be completing their tenure at the ensuing Annual general Meeting.
Therefore, pursuant to provision of Section 139 of the Companies Act, 2013, read with the Companies (Audit and Auditors) Rules, 2014, the Members are requested to re-appoint M/s. CNK & Associates LLP, Chartered Accountants, Vadodara (holding Registration No. 101961W) at the ensuing Annual General Meeting to hold office for another term of 5 years i.e. from conclusion of 13th AGM until the Conclusion of 18th AGM to be held in Financial Year 2030-31.
Consent and certificate from them have been received to the effect that their appointment as Statutory Auditors of the Company, if any, would be according to the terms and conditions prescribed under Section 139 of the Act and Rules framed thereunder.
The Report issued by M/s. CNK & Associates LLP, Chartered Accountant (FRN: 101961W), Statutory Auditor for FY 2025-26 does not contain any qualification, reservation, adverse remark or disclaimer.
II. Cost Auditor
M/s. Y S Thakar & Co. (FRN: 000318) were the Cost Auditors of the Company for Financial Year 2025 & 2026. However, due to their retirement they have ceased to be cost auditors of the Company. Based on the recommendation of the Audit Committee, M/s. Zarna Thakar & Associates., Cost Accountants, being eligible, have been appointed by the Board of Directors in their meeting held on 20th May, 2026 as the Cost Auditors for F.Y. 2026-27 to carry out the cost audit of the company for financial year 2026-27.
The remuneration to be paid shall be subject to ratification by the shareholders at the ensuing annual general meeting of the Company.
III. Internal Auditor
M/s Shilmi J Patel & Co. Chartered Accountants, Vadodara, FRN-154683W, were the Internal Auditor of the Company. The Internal Auditors has conducted periodic audit of operations of the Company. The Audit Committee of the Board of Directors has reviewed the findings of Internal Auditors regularly.
Mr. Niket Shah & Associates, Chartered Accountants, Vadodara, are appointed as Internal Auditor of the Company at the Board meeting held on 20.05.2026, based on the recommendations of the Audit Committee.
IV. Secretarial Auditor
Pursuant to the provisions of Section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed M/s. DRP & Associates, Practicing Company Secretaries to undertake the Secretarial Audit of the Company. Due to dissolution of the firm the Company has proposed to the Shareholders based on the recommendations of the Board & Audit Committee to appoint M/S. Prerna Bokhil & Associates, Peer Review No: 6953/2025 as Practicing Company Secretaries with effect from Financial Year 2026-27, for a period of Five years.
29. Secretarial Audit Report
The secretarial audit of the Company has been conducted on a concurrent basis in respect of the matters as set out in the said rules and Secretarial Audit Report given by DRP & Associates., Company Secretaries, Vadodara, Secretarial Auditor of the Company forms part of this report and is marked as Annexure-III.
There were no qualifications, reservations or adverse remarks made by DRP & Associates., Company Secretaries, Vadodara, Secretarial Auditors of the Company, in their report.
30. Annual Return
In compliance with Section 92(3) and 134(3)(a) of the Act, Annual Return is uploaded on Company's website and can be accessed at https://krishnaallied.com/annual-returns/
31. Disclosure Under Rule-5 of the Companies (Appointment And Remuneration) Rules, 2014
Disclosure required under Section 197 of the Companies Act, 2013 read with Rule-5 of the Companies (Appointment and remuneration) Rules, 2014 have been annexed as Annexure- IV.
32. Particulars of Contracts or Arrangements Made With Related Parties
Contracts or arrangements with related parties referred to under Section 188 of the Companies Act, 2013 entered into during the year under review, were on an arm's length basis. No material contracts or arrangements with related parties were entered into during the year under review.
The particulars of contracts or arrangements with related parties given in "Form AOC-2" are given in Annexure VI forming part of this Report.
33. Corporate Governance
Company migrated on NSE (Main Board) platform on 30th December, 2025, the compliance regarding Corporate Governance Report is now applicable to the Company from 30th December, 2025.
A detailed corporate governance report including compliance certificate received from M/s. DRP & Associates, Practicing Company Secretaries, regarding compliance of conditions of corporate governance as stipulated in Schedule V of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 is attached as Annexure X.
The management discussion and analysis report as stipulated in Regulation 34 (2) (e) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 has been annexed to Directors' report as Annexure I.
The requirement of submitting Business Responsibility and Sustainability Reporting as stipulated in Regulation 34 (2) (f) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 is applicable to top 1000 listed companies on the basis of market capitalization and shall continue to apply for a period of three consecutive years as per Regulation 3 of SEBI (LODR) Regulations, 2025.
The Company does not fall under top 1000 listed companies on basis of market capitalization from FY 2025-26 and have remained outside the applicable threshold for a period of three consecutive years, therefore the Business Responsibility and Sustainability Reporting as stipulated in Regulation 34 (2) (f) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulation, 2015 is not applicable to the Company from the financial 2025-26.
34. Number of Board Meetings Conducted During the Year Under Review
The Board of the Company regularly meets to discuss various Business opportunities. Additional Board meetings are convened, as and when required to discuss and decide on various business policies, strategies and other businesses.
The Company had nine Board meetings during the financial year under review:
Sr. No
Date of Meeting
The intervening gap between the Meetings was within the period prescribed under Companies Act, 2013 and the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, read with the erstwhile Listing Agreement.
35. Audit Committee
The Audit Committee is duly constituted in accordance Section 177 of the Companies Act, 2013 read with Rule 6 of the Companies (Meetings of the Board and its Powers) Rules, 2014 & Regulation 18 of Listing Regulations as amended from time to time. It adheres to the terms of reference which is prepared in compliance with Section 177 of the Companies Act, 2013.
The Company Secretary acts as the Secretary to the committee and the Committee Members are:
Name of Members
Chairman/Member
Nature of Directorship
Two third of the members are Independent Directors and all the members are financially literate.
The Committee are in line with the requirements of applicable laws and regulations. The Audit Committee shall oversee financial reporting process and disclosures, review financial statements, internal audit reports, related party transactions, financial and risk management compliance with Accounting Standards etc. and oversee compliance with Stock Exchanges and legal requirements concerning financial statements and fixation of audit fee as well as payment for other services etc.
During the year under review nine Audit Committee Meetings were held on 08.04.2025, 20.05.2025, 26.06.2025, 25.07.2025, 21.08.2025, 26.09.2025, 14.11.2025, 14.02.2026, and 30.03.2026.
36. Nomination and Remuneration Committee
The Nomination and Remuneration Committee is constituted in accordance with Section 178 of the Companies Act, 2013 read with Rule 6 of the Companies (Meetings of the Board and its Powers) Rules, 2014 & Regulation 19 of Listing Regulations as amended from time to time.
During the year under review five Nomination and Remuneration Committee Meetings were held on 08.04.2025, 20.05.2025, 21.08.2025, 14.02.2026, and 30.03.2026.
37. Stakeholders Relationship Committee
The Stakeholders Relationship Committee was duly constituted and is in compliance with the requirements of Section 178 of the Companies Act, 2013 & Regulation 20 of Listing Regulations.
Company Secretary is the Compliance Officer, who acts as the Secretary to the Committee and the Members of the Committee are:
The Stakeholders Relationship Committee looks into shareholders' complaints related to transfer of shares, non-receipts of balance sheet besides complaints from SEBI, Stock Exchanges, Court and various Investor Forums. It oversees the performance of the Registrars and Transfer Agent and recommends measures for overall improvement in the quality of investor services. The Company is in compliance with the SEBI SCORES, which has initiated by SEBI for processing the investor complaints in a centralized web-based redress system and online redressal of all the shareholders complaints.
During the year under review, no grievances were received based on the reports from Bigshare Services Private Limited and on Scores portal. The Committee meeting was held on 30.03.2026.
Due to demise of Mr. Sandeep Ramrao Kadam on 27th March 2026, only two members were present in the SRC meeting held on 30th March 2026. In order to fill the vacancy, the Board of Directors appointed Mr. Ankur Ashwin Shah as a member of the SRC Committee in the consequent meeting held on 30 th March 2026.
The revised Composition of Stakeholders' Relationship Committee is as under:
38. CSR Committee
The details of members of CSR Committee is as under:
The CSR Committee meeting was held on 20.05.2025.
Due to demise of Mr. Sandeep Ramrao Kadam on 27th March 2026, in order to fill the vacancy, the Board of Directors appointed Mrs. Preyal Ankur Shah as a member of the CSR Committee meeting in the consequent meeting held on 30th March 2026.
The revised Composition of CSR Committee is as under:
39. Subsidiaries, Joint Ventures and Associate Companies
The Company does not have any Subsidiary or Joint venture as on 31st March 2026.
However, the Company has two associate companies:
I. Waveoptix Defence Solution Private Limited with a stake of 40%
II. Concetptia Software Technologies Private Limited with a stake 20 %
Further, the Company has incorporated/invested in the following companies after the closure of Financial Year:
(a) Krishna Vabo Defence Composites Private Limited on 02nd April, 2026 with a stake of 51%. (b) X-Sub Robotics Private Limited on 27th April, 2026 with a stake of 50.01 % (c) Taharabadkar Solutions Private Limited on 12th May, 2026 with a stake of 46.81%
Further, pursuant to provisions of Section 129(3) of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014, a statement containing salient features of the financial statements of the Company's Joint venture in Form AOC-1 is attached asAnnexure VII to the Board's Report.
40. Compliance Officer
The Compliance Officer cum designated Company Secretary of the Company for the. financial year 2025-26 wasMrs Gunjan Bhagtani
41. Registrar and Share Transfer Agent
The Company has appointed Bigshare Services Private Limited as its Registrar and Share Transfer Agent.
42. Internal Control Systems & Their Adequacy
Internal controls encompass a set of rules, policies and procedures to provide reasonable assurance for achievement of the organizational objectives in operational effectiveness and efficiency, reliable financial reporting and compliance with laws, regulations and policies. Your Company's internal control systems are commensurate with the size and nature of its operations, which records transactions and operations; ensures protection against misuse or loss of the Company's assets; ensures efficiency in operations of the plant and facilitates transparency and accuracy of financial reporting.
The reports of the Internal Auditor are reviewed by the Audit Committee. The Audit Committee also reviews adequacy of internal controls, system and procedures, insurance coverage of assets from various risks and steps are taken to manage foreign currency exposures. The Audit Committee also interacts with Internal Auditors and Statutory Auditors of the Company to ensure compliance of various observations made during the conduct of audits and adequacy of various controls.
43. Deposits
The Company has not invited deposit from members or public. Therefore, the details relating to deposits, covered under Chapter V of the Act is not applicable.
44. Website
The corporate website is https://www.krishnaallied.com reflecting the details and business of the company. Also, the website displays financial & corporate information.
45. Declaration of Independent Directors
The Company has received the necessary declaration from each Independent Director in accordance with Section 149(7) of the Act and Regulations 16(1) (b) and 25(8) of the SEBI Listing Regulations, that he/she meets the criteria of independence as laid out in Section 149(6) of the Act and Regulations 16(1)(b) of the SEBI Listing Regulations. In the opinion of the Board, there has been no change in the circumstances which may affect their status as Independent Directors of the Company and the Board is satisfied of the integrity, expertise, and experience (including proficiencyin terms of Section 150(1) of the Act and applicable rules thereunder) of all Independent Directors on the Board.
Further, in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, as amended, Directors of the Company have included their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.
The Board of directors of the Company has taken on record the declaration and confirmationsubmitted by the independent directors after undertaking due assessment of the veracity of the same. There has been no change in the circumstances affecting their status as Independent Directors of the Company.
46. Directors' Responsibility Statement
Pursuant to Section 134(5) of the Companies Act, 2013 the Board of Directors of the Company confirms that-
a) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures.
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 of the company for that period;
c) The directors had taken proper and sufficientcare 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) The directors had prepared the annual accounts on a going concern basis; and
e) the directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively. Internal financial control means the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business including adherence to Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial information.
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.
47. Details in Respect of Frauds Reported by Auditors
During the year under review, there were no frauds reported by the Company or fraud on the Company by the officers and employees of the Company has been noticed or reported or no fraud are reported by the auditors to the Audit Committee or the Board under section 143(12) of the Companies Act, 2013.
48. Vigil Mechanism/ Whistle Blower Policy
The Company has adopted the whistle blower mechanism for directors and employees to report concerns about unethical behaviour, actual or suspected fraud, or violation of the Company's code of conduct and ethics. The Company has a "VIGIL MECHANISM/WHISTLE BLOWER POLICY", the copy of which is available on the website of the Company, namely https://www.krishnaallied.com
49. Safety & Environment
The Company is committed to providing a safe and healthy working environment and achieving an injury and illness free workplace.
50. Listing Fees
The Equity Shares of the Company are listed on NSE Capital Market Segment and the Company has paid the annual listing fees for the year 2026-2027.
51. Human Resource
Your Company considers its Human Resource as the key to achieve its objective. Keeping this in view, your Company takes utmost care to attract and retain quality employees. Your Company appreciates the spirit of its dedicated employees.
52. Green Initiatives
In commitment to keep in line with the Green Initiatives and going beyond it, electronic copy of the Notice of 13th Annual General Meeting of the Company including the Annual Report for Financial Year 2025-26 are being sent to all Members whose e-mail addresses are registered with the Company/ Depository Participant(s).
53. Acknowledgements
The Board of Directors is grateful and wish to record its appreciation for the co-operation and support of the shareholders of the Company, Bankers of the Company, clients of the Company and all employees including the workers, staff and management and all others concerned with the Company's business.
Your directors gratefully acknowledge the on-going support and co-operation provided by Central and State Government, Stock Exchange, SEBI, NSDL,
By Order of the Board of Directors
Place: Halol
Krishna Defence and Allied Industries Limited
Date: 17.06.2026
Ankur Shah
Preyal Shah
Click here to visit SEBI Scores