As on: Sep 02, 2026 07:07 PM
To
The Members,
Arfin India Limited
th
Your Directors take pleasure in presenting the 34 Annual Report on the Businesses and Operations of the Company together with Audited Accounts for the Financial Statements (Standalone & Consolidated) for the year ended March 31, 2026.
1. Financial Results
The Company's performance during the financial year ended March 31, 2026 as compared to the
previous financial year ended March 31, 2025 is summarized below:
(Rs. In Lakhs)
Particulars
Financial Highlights and State of
Company's Affairs
During the year under review, your Company's Standalone revenue stood at Rs. 62,611.48 Lakhs including other income of Rs. 121.90 Lakhs as compared to total revenue of Rs. 61,771.22 Lakhs including other income of Rs. 195.84 Lakhs during the previous financial year ended March 31, 2025. The Net Profit stood at Rs. 1,359.71 Lakhs as compared to the profit of the previous financial year ended March 31, 2025 amounting to Rs. 915.10 Lakhs.
Further on Consolidated basis, the total revenue
stood at Rs. 61,891.37 Lakhs including other income of Rs. 92.19 Lakhs as compared to total revenue of
Rs. 61,771.22 Lakhs including other income of
Rs. 195.84 Lakhs during the previous financial year ended March 31, 2025. The Net Profit stood at
Rs. 1,545.13 Lakhs as compared to the profit of the previous financial year ended March 31, 2025 amounting to Rs. 914.63 Lakhs.
2. Transfer to Reserve
The closing balance of the retained earnings of the Company for FY 2025-2026, after all appropriation and adjustments was Rs. 6,841.55 Lakhs for the Standalone and Rs. 7,026.51 for the Consolidated financial statement. The Board of Directors of the Company has not proposed any amount to be transferred to the General Reserve.
3. Dividend
The Board of Directors of the Company, at its meeting held on November 11, 2025, declared an Interim Dividend for the financial year ended March 31, 2026. The Interim Dividend was duly paid to the eligible shareholders on November 20, 2025.
In view of the Interim Dividend already declared and paid during the year, and after careful evaluation of the Company's capital requirements, growth opportunities, and long-term strategic priorities, the Board has not recommended any Final Dividend on equity shares for the financial year ended March 31, 2026.
The Board remains committed to maintaining a prudent balance between rewarding shareholders and retaining adequate resources to support future growth initiatives. The decision to conserve a portion of earnings reflects the Company's focus on strengthening its financial position, funding strategic investments, enhancing operational capabilities, and pursuing emerging business opportunities, including expansion into new product segments. The Board believes that such disciplined capital allocation will contribute to sustainable value creation and deliver enhanced long-term returns to shareholders.
4. Listing on Stock Exchanges
As on March 31, 2026, the equity shares of the Company were listed on BSE Limited & National Stock Exchange of India Limited. The Company has paid the annual listing fees for the financial year ending on March 31, 2026 within the prescribed timeline. Further, the Company got listed on the National Stock Exchange of India Limited (NSE) with effect from July 22, 2025.
5. Details in Respect of Adequacy of Internal Financial Control with Reference to the Financial Statements and Audit
The Company has designed and implemented
process driven framework for internal financial controls within the meaning of explanation to
Section 134(5)(e) of the Act.
For the year ended on March 31, 2026, the Board is of the opinion that the Company has adequate internal control systems commensurate with the size, scale and complexity of its business operations. The internal control systems comprising of policies and procedures are designed to ensure sound management of your Company's operations, safe keeping of its assets, optimal utilization of resources, reliability of its financial information and compliances. The internal financial control operates effectively and no material weakness exists. The Company has a process in place to continuously monitor the same and identify gaps, if any, and implement new and / or improved internal controls whenever the effect of such gaps would have a material effect on the Company's operations.
The Board of Directors at the recommendations of the Audit Committee appointed Mr. Anant Patel, Cost Accountant, as Internal Auditor of the Company for the financial year 2026-2027. Other details in respect of internal financial control and their adequacy are included in the Management Discussion and Analysis, which is a part of this report.
6. Details of Subsidiary / Joint Venture / Associate Companies
The Company has one Wholly owned Subsidiary namely, M/s Arfin Titanium & Speciality Alloys Limited (ATSAL) incorporated on 14th January, 2025. Its registered office is in Gujarat, India. ATSAL is engaged, inter-alia, in the business of manufacturing of Ferrous Metal and the Company along with its nominee(s) has fully subscribed 8,00,00,000 Equity Shares of this subsidiary. Pursuant to Section 129(3) of the Act, a statement containing salient features of the Financial Statements of the Subsidiaries Company in the prescribed Form AOC-1 is set out in Annexure -1 to this report.
The Company does not have any Material
Subsidiary in terms of the provisions of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015. However, a Policy on Material Subsidiary has been formulated. There are no Associate or Joint Venture Companies within the meaning of Section 2(6) of the Companies Act, 2013. The Group Companies to the Arfin India Limited includes Krish Ferro Industries Private Limited.
7. Material Changes, Transactions and Commitment, if any, affecting the Financial Position of the Company
There are no material changes and commitments, affecting the financial position of the Company which has occurred between the closure of financial year on March 31, 2026 to which the financial statements relate and on the date of this report.
8. Significant and Material Orders passed by the Regulators or Courts
There have been no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Company's operations. However, members' attention is drawn to the statement on contingent liabilities, commitments in the notes forming part of the financial statements under note no. 35.
9. Deposits
During the financial year under report, the Company has not accepted any deposits within the meaning of Sections 73 and 74 of the Companies Act, 2013, and the Companies (Acceptance of Deposits) Rules, 2014, as amended, nor did it have any amount of deposits carried forward from the previous financial year.
10. Statutory Auditors
M/s. Raman M. Jain & Co., Chartered Accountants, Ahmedabad (FRN: 113290W) who has been appointed as Statutory Auditors of the Company to hold the office for a term of five years from the conclusion of the 30th Annual General Meeting held on September 24, 2022 until the conclusion of the 35th annual general meeting of the Company, has conducted the audit for financial year 2025-2026.
The Auditors' Report issued by M/s. Raman M. Jain & Co., for the financial year ended on March 31, 2026 forms part of this annual report and there is no qualification, reservation, adverse remark or disclaimer given by the Statutory Auditors in their report.
11. Secretarial Auditors
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors on the recommendation of the Audit Committee had appointed Kamlesh M. Shah & Co., Practicing Company Secretaries, as Secretarial Auditors of the Company to hold office for the first term of 5 consecutive years from FY 2025-26 to FY 2029-2030 upon such remuneration to be fixed by the Board of Directors/ Chairman or MD of the Company and reimbursement of out of pocket expenses as may be determined by the Chairman or MD in consultation with the said Auditors.
The Secretarial Audit Report (MR-3) for the financial year ended on March 31, 2026 is annexed herewith as Annexure 5 and the same is unmodified i.e. does not contain any qualification, reservation, adverse remark or disclaimer.
12. Cost Auditors
M/s. Ashish Bhavsar & Associates, Cost Accountant (FRN: 000387) who were appointed as the Cost Auditor has conducted Cost Audit of cost records of the Company for the financial year 2025-25 and were also reappointed for financial year 2026-2027.
M/s. Ashish Bhavsar & Associates, have confirmed that their appointment is within the limits of Section 141(3)(g) of the Companies Act, 2013 and have also certified that they are free from any disqualifications specified under Section 141(3) and proviso to Section 148(3) read with Section 141(4) of the Companies Act, 2013. The Audit Committee has also received a certificate from Cost Auditors certifying their independence and arm's length relationship with the Company.
As per the provisions of the Companies Act, 2013, the remuneration payable to Cost Auditor is placed before the members in a general meeting for seeking their approval for the ratification of the remuneration payable to M/s. Ashish Bhavsar & Associates, Cost Auditor is included in the notice convening the ensuing annual general meeting.
13. Reporting of Frauds by Auditors
During the year under report, neither the Statutory Auditors nor the Secretarial Auditors have reported to the Audit Committee, under Section 143(12) of the Companies Act, 2013, any instances of fraud committed against the Company by its officers or employees.
14. Share Capital
During the financial year under report, the Company has not issued any equity shares. The Issued Capital of the company stood at 16,87,22,482 equity shares of face value of Rs. 1/each.
The detail of the capital structure of the Company is tabulated as below:
15. Joint Venture/ Strategic Partnership during the year
The company has not entered into any Joint Venture/ Strategic Partnership during the year. However, the Company entered into a strategic partnership with JFE, whereby JFE acquired a 5.81% equity stake through the preferential allotment of 97,98,432 equity shares on April 16, 2024. Alongside the investment agreement, Arfin and JFE executed a Distributorship and Agency Agreement (D&A Agreement), under which JFE will serve as the exclusive agent and distributor for select key products specifically Aluminium Wire Rods and Aluminium Deox for a period of 14 years, commencing April 1, 2024.
16. Directors & Key Managerial Personnel
I. Details of KMPs and Appointments
During the financial year under report, followings have been designated as the key managerial personnel of the Company pursuant to Sections 2(51) and Section 203 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:
Sr. No. Name of the Member
There is a change in the composition of Board of Directors of the Company during the financial year ending on March 31, 2026.
Chief Financial Officer
The Board at their meeting held on November 30, 2024 appoints Mr. Shubham P. Jain, member of Institute of Chartered Accountant of India (ICAI), Chief Financial Officer was appointed for the said position w.e.f. December 02, 2024.
Company Secretary
Ms. Natanya Kasaudhan an Associate Members of Institute of Company Secretaries of India (ICSI) was appointed as the Company Secretary of the company by the board at their meeting held on 06 March, 2025.
Appointment of Independent Director
Pursuant to Sections 149, 152 and other applicable provisions of the Act and Rules made thereunder, Mrs. Ruchita Rahulkumar Nahata (DIN: 11020772) was appointed as Director (Independent-Non Executive) w.e.f. April 10, 2025 and was regularized by approval of shareholders on May 20, 2025 for the term of five years effective April 10, 2025 up to April 10, 2030 and her office shall not be liable to retire by rotation.
Declaration by Independent Directors
Pursuant to the provisions of Section 149 of the Act, all the Independent Directors have submitted declarations under Section 149(7) of the Companies Act, 2013 that each of them meets the criteria of independence as provided in Section 149(6) of the Act along with Rules framed thereunder and Regulation 16(1)(b) and Regulation 25 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. There has been no change in the circumstances affecting their status as Independent Directors of the Company and the Board is satisfied of the integrity, expertise, and experience (including proficiency in 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, Independent Directors of the Company have included their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs.
II. Retirement by Rotation
In accordance with the provisions of Section 152(6) of the Companies Act, 2013 and the articles of association of the Company, Mr. Jatin M. Shah (DIN: 00182683), will retire by rotation at 34th annual general meeting and being eligible, he offers himself for re-appointment. The Board recommends his appointment.
III. Evaluation of the Board's Performance
Pursuant to the provisions of the Companies Act, 2013, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual evaluation of its own performance and that of its committees as well as performance of the directors individually considering various aspects of the board's functioning such as adequacy of the composition of the Board and its committee(s), board culture, experience & competencies, execution and performance of specific duties & obligations, governance etc.
Separate exercise was carried out to evaluate the performance of each of the individual directors including the board's chairman who were evaluated on parameters such as attendance, contribution at the meetings and otherwise, independent judgments, safeguarding of minority shareholders' interest etc.
The evaluation of the Independent Directors was carried out by the entire board excluding Independent Directors and that of the Chairman and the performance evaluation of the Non-Independent Director and the board as a whole was carried out by the Independent Directors.
The performance evaluation of the Executive Chairman of the Company was also carried out by the Independent Directors, taking into account the views of the Managing Director and other Non-Executive Director(s).
The Directors were satisfied with the evaluation results, which reflected the overall engagement of the board and its committees with the Company. This may be considered as a statement under provisions of Section 134(3)(p) of the Companies Act, 2013 and Rule 8(4) of the Companies (Accounts) Rules, 2014. As at closure of the financial year, the board of your Company is composed with proper number of Executive and Non-Executive Director (s).
IV. Remuneration Policy
The Company follows a Policy on Remuneration of Directors and Senior Management Employees. The policy has been approved by the Nomination & Remuneration Committee and the board. More details on the same have been given in the corporate governance report.
The Policy on Remuneration of Directors, Key Managerial Personnel and Senior Employees can be accessed on website of the Company at the following web link: https://www.arfin.co. in/pdf/policies-disclosures/remuneration-of-directors-key-managerial-personnel-and-senior-employees-policy.pdf
17. Number of Meetings of Board of Directors
The Board of Directors met 7 times during the financial year ended on March 31, 2026. The details of the board meetings and the attendance of the directors are provided in the corporate governance report, which is a part of this report.
18. Audit Committee
The Audit Committee of the Company was chaired by Mr. Tarachand Roopchand Jain with effect from January 27, 2025. The Committee comprises Mr.
Mukesh Shankerlal Chowdhary, Mr. Mahendra R. Shah, and Mrs. Ruchita Rahulkumar Nahata as its members. All recommendations made by the Audit Committee during the reporting period were duly accepted by the Board of Directors. Further details regarding the Audit Committee are provided in the Corporate Governance Report.
19. Nomination and Remuneration Committee
The Nomination and Remuneration Committee of the Company is constituted unanimously by the Non-Executive Directors of the Company. Mr. Mukesh Shankerlal Chowdhary holds position of Chairman of the committee and Mrs. Ruchita Rahulkumar Nahata and Mr. Tarachand R. Jain are members of the committee.
The Policy, required to be formulated by the Nomination and Remuneration Committee, under Section 178(3) of the Companies Act, 2013 is uploaded on the Company's website at the following web link: https://arfin.co.in/pdf/policies-disclosures/remuneration-of-directors-key-managerial-personnel-and-senior-employees-policy.pdf .
More details on the committee have been provided
in the Corporate Governance Report.
20. Stakeholder Relationship Committee
In order to redress the grievances of stakeholders timely and in efficient manner and as statutorily required, the Company has formulated a committee named Stakeholder Relationship Committee which is headed by Mr. Mukesh Shankerlal Chowdhary as Chairman and is further constituted with Mr. Mahendra R. Shah, Mrs. Pushpa M. Shah and Ms. Natanya Kasaudhan as members of the committee.
21. Corporate Social Responsibility
Pursuant to the provisions of Section 135 of the
Companies Act, 2013 including Rules framed thereunder, during the financial year under report the Company attracted the criteria for applicability of corporate social responsibility. Accordingly, a Corporate Social Responsibility (CSR) Committee has been constituted, consisting of Mr. Mahendra R. Shah as the Chairman, and Mr. Mukesh S. Chowdhary and Mrs. Pushpa M. Shah as Members.
The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in Annexure 7 of this report in the format prescribed in the Companies (CSR Policy) Rules, 2014. The Policy is available on Company's website of the Company at the following web link: https://arfin.co.in/pdf/policies-disclosures/corporate-social-responsibility-policy.pdf .
22. Internal Complaints Committee (ICC) The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Woman at Workplace (Prevention, Prohibition and Redressal) Act, 2013. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. Mrs. Ruchita Rahulkumar Nahata has been designated as the Presiding Officer of the Committee, while Mrs. Pushpa M. Shah, Mr. Manoj Marathe, and Mrs. Pooja Shah serve as its members.
All employees (permanent, contractual, temporary, trainees) are covered under this policy. The policy is gender neutral and provides the employees safety against harassment, if any. The said policy adopted by the Company for prevention of sexual harassment at workplace is available on its website at the following web https://www.arfin.co. in/pdf/policies-disclosures/prevention-of-sexual-harassment-policy-new.pdf .
During the financial year ended on March 31, 2026, the Company did not receive any complaint pertaining to sexual harassment
23. Related Party Transactions
All the Related Party Transactions, if any, are being entered on arm's length basis, in ordinary course of business and in compliance with the applicable provisions of the Companies Act, 2013 and relevant Regulations of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Our directors further confirm that there were no materially significant Related Party Transactions made by the Company with promoters, directors or key managerial personnel etc. which may have potential conflict with the interest of the Company at large.
All the Related Party Transactions are presented to the Audit Committee and to the board. Omnibus approval has been obtained from Audit Committee, Board of Directors and members of the Company for the transactions with the related parties.
The policy on Related Party Transactions as approved by the board has been uploaded on the Company's website at the following web link: https://arfin.co.in/pdf/policies-disclosures/other-disclosures/disclosure-of-related-party-transactions-31-03-2026-new1.pdf.
24. Establishment of Vigil Mechanism / Whistle Blower Policy for Directors and Employees
The Company promotes ethical behaviour in all its business activities and has put in place a mechanism wherein the employees are free to report illegal or unethical behaviour, improper practice, wrongful conduct taking place, actual or suspected fraud or violation of the Company's code of conduct or corporate governance policies or any improper activity to the Chairman of the Audit Committee of the Company or to the Chairman of the board. The Whistle Blower Policy has been duly communicated within the Company.
Under the Whistle Blower Policy, the confidentiality of those reporting violation(s) is protected and they are not subject to any discriminatory practices. No personnel have been denied access to the Audit
Committee in this regard. The said Vigil Mechanism / Whistle Blower Policy has been uploaded on website of the Company and can be accessed at the following web link: https://arfin. co.in/pdf/policies-disclosures/vigil-mechanis mpolicy.pdf.
25. Compliance with Secretarial Standards
The Company complies with all applicable mandatory secretarial standard issued by the Institute of Company Secretaries of India (ICSI).
26. Loans, Guarantees or Investments under
Section 186 of the Companies Act, 2013
The Company has not granted any loan in compliance with the provisions of Section 185 of the Companies Act, 2013. The Company did not provide any guarantee in respect of loans availed by any other person, under the provisions of Section 186 of the Companies Act, 2013 and Rules framed thereunder during the financial year under report. Details of loans and investments covered under the provisions of Section 186 are given in the notes forming part of the financial statements which form part of this annual report.
27. Managerial Remuneration
The Company follows a Policy on Remuneration of Directors, KMP and Senior Management Employees. The Company has paid remuneration to the Executive as well as sitting fees to the Non-Executive Directors during the financial year under report. More details on the managerial remuneration have been given in the extract of annual return and in the corporate governance report.
28. Management Discussion and Analysis
Report
A detailed analysis of the Company's performance is made in the management discussion and analysis report, which forms part of this annual report.
29. Corporate Governance Report
The Company has a rich legacy of ethical governance practices many of which were implemented by the Company, even before they were mandated by Law.
The Company is committed to transparency in all its dealings and places high emphasis on business ethics. A report on corporate governance as per the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 forms part of this annual report.
30. Code of Conduct
The Board of Directors has laid down a Code of Conduct (Code) for the board members, managerial personnel and for senior management employees of the Company. This Code has been posted on the Company's website at https://arfin.co.in/investors/code-of-conduct .
All the board members and senior management personnel have affirmed compliance with this code. A declaration signed by the Managing Director to this effect forms part of the corporate governance report.
The Board of Directors has also laid down a Code of Conduct for the Independent Directors pursuant to the provisions of Section 149(8) and Schedule IV to the Companies Act, 2013 via terms and conditions for appointment of Independent Directors, which is a guide to the professional conduct for Independent Directors and has been uploaded on the website of the Company at the following weblink: https://arfin.co.in/pdf/policies-disclosures/terms-and-conditions-of-appointment-of independent-directors.pdf.
31. Risk Management Policy
The Company has a well-defined risk management framework in place, which provides an integrated approach for identifying, assessing, mitigating, monitoring and reporting of risks associated with the business of the Company. The Company has developed Risk Management Policy in accordance with the provisions of the Act and the SEBI (Listing Obligations and Disclosure Requirements)
Regulation, 2015 (SEBI Listing Regulations). It establishes various levels of accountability and overview within the Company, while vesting identified officials with responsibility for each significant risk.
The board has delegated responsibility to the Committee to monitor and review risk management, assessment and minimization procedures and to develop, implement and monitor the risk management plan and identify, review and mitigate all elements of risks which the Company may be exposed to. The Audit Committee and the board also periodically review the risk management assessment and minimization procedures.
The board takes responsibility for the overall process of risk management in the organization. Through Enterprise Risk Management Programme, business units and corporate functions address opportunities and attend the risks with an institutionalized approach aligned to the Company's objectives. This is facilitated by internal audit. The business risk is managed through cross functional involvement and communication across businesses.
A Risk Management Policy adopted by the board in this regard includes identification of elements of risks which mainly covers strategic risk, operational risk, financial risk and hazardous risks which can be accessed from the website of the Company at the following web link: https://arfin. co.in/pdf/policies-disclosures/vigil-mechani smpolicy.pdf
More details on the risk and concern factors have been given in the management discussion and analysis report.
32. Directors' Responsibility Statement
In accordance with the provisions of Section 134(5) of the Companies Act, 2013, with respect to the director's responsibility statement, it is hereby stated: a. that in the preparation of the annual financial statements for the year ended on March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any;
b. that such accounting policies as mentioned in notes to the financial statements have been selected and applied consistently and judgment and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on March 31, 2026 and of the profit of the Company for the year ended on that date;
c. that proper and sufficient care has been taken 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. that the annual financial statements both on Standalone and Consolidated basis for the year ended on March 31, 2026 have been prepared on a going concern basis;
e. that proper internal financial controls were in place and that the financial controls were adequate and were operating effectively; and
f. that the system to ensure the compliances with the provisions of all applicable laws was in place and were adequate and operating effectively.
33. Disclosure u/s 164(2) of the Companies Act,
2013
On the basis of the written representations received from the Directors as on March 31, 2026 and taken on record by the Board of Directors, none of Directors is disqualified as on March 31, 2026 from being appointed as a Director in terms of Section 164(2) of the Companies Act, 2013 read with Rule 14(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014.
34. Transfer of Amount(s) and Shares to the Investor Education and Protection Fund
Section 124 of the Companies Act, 2013 mandates that companies shall transfer dividend(s) that remain unpaid or unclaimed for a period of seven years, from the unpaid dividend account to the Investor Education and Protection Fund.
During the year, the Company has transferred the unclaimed and un-encashed dividends of
Rs. 2,13,130 related to financial year 2017-18 to IEPF as per the requirements of the IEPF Rules
Information about unclaimed / unpaid dividends and unclaimed shares to be transferred to IEPF is provided
in the notes to the Notice of AGM.
Dividends due for transfer to IEPF
Details of dividends that are due for transfer to IEPF for the next 7 (seven) years on their respective due dates, are mentioned below:
Financial year Ended
35. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
The particulars as to conservation of energy, technology absorption and foreign exchange earnings and outgo required to be disclosed in terms of Section 134 of the Companies Act, 2013 and Rule 8 of the Companies (Accounts) Rules, 2014 have been given separately as Annexure 2.
36. Extract of Annual Return
Pursuant to Section 92(3) and Section 134(3)(a) of the Companies Act, 2013, the Company has placed a copy of the Annual Return as at March 31, 2026 on its website at https://arfin.co.in/ investors/annual-return. By virtue of amendment to Section 92(3) of the Companies Act, 2013, the Company is not required to provide extract of Annual Return (Form MGT-9) as part of the Board's Report.
37. Form AOC-2
Form AOC - 2 pursuant to clause (h) of sub Section (3) of Section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014 for disclosure of particulars of contracts / arrangements, if any, entered into by the Company with the related parties as referred in Section 188(1) of the Companies Act, 2013 for financial year ended March 31, 2026 is enclosed herewith as
Annexure 3.
38. Particulars of Employees and Remuneration
As required by the provisions of Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended from time to time, the particulars are set out in
Annexure 4.
39. Secretarial Audit Report
The Secretarial Audit Report given by Mr. Kamlesh M. Shah, proprietor of M/s. Kamlesh M. Shah & Co., Practicing Company Secretary, for the financial year ended on March 31, 2026 is enclosed herewith as Annexure 5.
40. Auditors Certificate on Corporate Governance
A certificate from Statutory Auditors of the Company regarding compliance of conditions of corporate governance as stipulated under the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is annexed herewith as Annexure 6.
41. Other Disclosures
1. There are no proceedings, either filed by Arfin or filed against Arfin, pending under the Insolvency and Bankruptcy Code, 2016 as amended, before National Company Law Tribunal or other courts during the financial year 2025-2026.
2. There was no instance of onetime settlement
with any Bank or Financial Institution.
42. Acknowledgments
Your Directors wish to convey their appreciation to all the employees of the Company for their enormous efforts as well as their collective contribution, co-operation, active participation and professionalism as all such things have collectively made the Company's growth possible.
The Directors would also like to thank the Shareholders, Customers, Dealers, Suppliers, Bankers, Government, Regulatory Authorities and all other Business Associates for their continuous support to the Company and their confidence in its management. Finally, the Directors thank you all for your continued trust and support.
Registered Office
For and on Behalf of Board of Directors
For Arfin India Limited
Mahendra R. Shah
CIN: L65990GJ1992PLC017460
(Chairman & Whole Time Director)
Tel. No.: +91 2764 232621
(DIN: 00182746)
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