Annual Report of the company for FY 2025-26.

September 01, 2026 Corporate Relationship Department BSE Limited, 1st Floor, New Trading Ring, Rotunda Building, P J Towers, Dalal Street, Fort, Mumbai - 400 001 Scrip Code- 538652 Dear Sir/Madam, Sub.: Submission of 41st Annual Report for the Financial Year 2025-26 of the Company The 41st Annual General Meeting of the Company is to be held on Thursday, September 24, 2026. In this regard, please find attached, the 41st Annual Report of the Company for Financial Year 2025-26, as per Regulation 34(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Annual Report is also available on the website of the Company at https://hindcommerce.com/meetings. The same is for your records. Thanking you. Yours faithfully, For Hind Commerce Limited Ujwal Lahoti Director DIN: 00360785 Encl: As above Corporate Information BOARD OF DIRECTORS Mr. Umesh Lahoti - Managing Director (DIN: 00361216) Mr. Ujwal Lahoti - Non- Executive Director (DIN: 00360785) Mrs. Meghna Panchal - Independent Women Director (DIN: 07082835) w.e.f. 27-09- 2025 Mrs. Archana Maheshwari - Independent Women Director (DIN: 10717335) w.e.f. 07-08- 2025 Mrs. Kavita Chhajer - Independent Women Director (DIN: 07146097)' KEY MANAGERIAL PERSONNEL Mrs. Niraja Nigudkar - Company Secretary and Compliance Officer (Resigned on 30.06.2025) Mr. Sunil Kumar Patel - Company Secretary and Compliance Officer (Appointed on 04.10.2025) Mr. Rajesh Bangera - Chief Financial Officer STATUTORY AUDITORS REGISTRARS & SHARE TRANSFER AGENTS S I G M A C & CO MUFG Intime India Private Limited Chartered Accountants (Previously- Link Intime India Private Limited) 204, Kalpataru Plaza, C 101, 247 Park, L B S Marg, Vikhroli West, Chincholi Bunder Road, Mumbai - 400 083 Off S.V. Road, Malad West, Tel No.: +91-22-49186000 Mumbai - 400 064. E-mail: rnt.helpdesk@linkintime.com Tel: 022-28812639, 022-40029852 Web: www.linkintime.co.in REGISTERED OFFICE BANKERS 307, Arun Chambers, Tardeo Road, Shinhan bank Mumbai – 400 034. ICICI Bank Tel. No. +91-22-4050 0100 Punjab National Bank Fax. No. +91-22-4050 0140 Email: investor@hindcommerce.com Corporate Identity Number (CIN): L51900MH1984PLC085440 Website: www.hindcommerce.com Directors’ Report The Members, Hind Commerce Limited The Directors take pleasure in presenting the 41st Annual Report along with Audited Financial Statements of your Company for the Financial Year ended March 31, 2026. Financial Highlights The financial performance of the Company, for the year ended March 31, 2026 is summarized below: (Rs. In Lakhs) Particulars Standalone For the Financial Year Ended March 31, 2026 March 31, 2025 Revenue - - Revenue from Operations 67.93 238.37 Other Income 88.72 54.32 Total Revenue 156.65 292.68 Less: Total Expenditure 75.53 266.02 Profit before, Depreciation and Tax 81.12 26.66 Less: Depreciation - - Profit before Tax 81.12 26.66 Less: Tax Provision (Current, Deferred, 14.14 -0.40 and Earlier Year adjustment) Profit/(Loss) after Tax (PAT) 66.98 27.06 Earnings per share (Rs.): Basic 2.23 0.90 Diluted 2.23 0.90 Results of Operations During the year under review your Company has reported a total income of Rs. 156.65 (In Lacs) as compared to Rs. 292.68 (In Lacs) for previous years as reported in the Standalone Financials. Dividend Owing to inadequacy of profit, no Dividends are recommended for the year under review. Transfer to Reserves Since there is no dividend for the year under review, transfer of funds to the reserves is not required. Nature of Business and Changes therein The Company is engaged in the business of trading of Cotton textiles and to specialize in the export of quality Cotton Yarns and fabrics in both domestic and international trading. During the year under review, there has been no change in the nature of business of the Company. Management Discussion and Analysis Report As required under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis of the financial condition and results of operations of the Company under review, is annexed and forms an integral part of the Directors’ Report. Material changes and commitments affecting financial position between the end of the financial year and date of report There have been no material changes and commitments, if any, affecting the financial position of the Company between the end of the financial year to which the financial statements relate and the date of report. Associate and Subsidiary Companies As on March 31, 2026, the Company has no Subsidiary Company, joint venture or Associate Company. Deposit During the year under review, your Company did not accept any deposits in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014. Therefore the requirement for furnishing of details of deposits which are not in compliance with the Chapter V of the Companies Act, 2013 is not applicable. Particulars of Contracts or Arrangements with Related Parties Section 188 of the Companies Act, 2013 read with the Companies (Meetings of Board and its Powers) Rules, 2014 specifies the requirement for approval of the Board and/or the Members, as and when applicable in related party transactions in relation to contracts/arrangements. During the year under review the Company has not entered into related party transactions as per the provisions of Section 188 of the Companies Act, 2013. Thus disclosure in Form AOC-2 is not required. Further there are no materially significant r elated party transactions during the year under review made by the Company with Promoters, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company. The Company has formulated a related party transactions policy and the same is displayed on the website of the Company’s at https://hindcommerce.com/investers-relations. Particulars of Loans, Guarantees and Investments Loans, guarantees and investments covered under Section 186 of the Companies Act, 2013 form part of the notes to the financial statements provided in this Annual Report. Board of Directors and Key Managerial Personal The Board of Directors of the company has an optimum combination of Executive, Non- Executive, and Independent Directors who have an in-depth knowledge of business, in addition to the expertise in their areas of specialization. As on March 31, 2026, the Board of the Company comprised of four Directors that include two Independent Women Director. All the members of the Board are persons with considerable experience and expertise in the industry. None of the Directors on the Board is a member in more than (10) Committee and Chairman of more than (5) Committee across all the companies in which he/she is a director. The necessary disclosures regarding committee positions have been made by all the directors. The Composition and the category of directors on the board of the Company is as under:- As on the date of this report, the Company’s Board consists of the following Directors: 1. Mrs. Kavita Akshay Chhajer – Independent Director 2. Mrs. Archana Maheshwari– Independent Director 3. Mr. Umesh R. Lahoti – Managing Director 4. Mr. Ujwal R. Lahoti – Non-Executive Director Appointment and Resignation of Key Managerial Personnel During the financial year, Mrs. Niraja Nigudkar, Company Secretary and Compliance Officer has Resigned on 30.06.2025 And Mr. Sunil Kumar Patel, Company Secretary and Compliance Officer, Appointed on 04.10.2025. Further, Mrs. Meghna Panchal has ceased as Independent Director of the Company with effect from 27-09- 2025 and Mrs. Archana Maheshwari was appointed as independent director w.e.f., 07-08-2025 Retire by rotation and Re-appointments Section 152 of the Act provides that unless the Articles of Association provide for retirement of all directors at every Annual General Meeting, not less than two-third of the total number of directo [Showing first 8,000 characters — download PDF for full document]