Annual Report for the Financial Year 2025-26

To, 02nd September, 2026 The Dept. of Corporate Services The Bombay Stock Exchange Ltd. 1 st Floor, New Trading Ring Rotunda Building, P. J. Tower, Dalal Street, Fort, Mumbai – 400 023 SUB.: 33rd ANNUAL REPORT OF THE COMPANY REF.: REGULATION 34 OF SEBI (LODR), 2015 AND AMENDMENT THEREOF Scrip Code No. 530401 Dear Sir/Madam, With reference to above subject, we enclosed herewith the Annual Report of the Company for the Financial Year 2025-26 along with the Notice of 33rd Annual General Meeting of Members of the Company is scheduled to be held on Friday, 25th September, 2026 at registered office situated at 307, Silver Chambers, Tagore Road, Rajkot-360002, Gujarat (India) at 10.00 A. M. (IST) to transact the businesses set out in the Notice. Kindly note that in accordance with MCA circulars dated May 5, 2020, April 8, 2020 and April 13, 2020, the Notice of the 33rd AGM and Annual Report has been sent by email to those Members whose email addresses were registered with the Depository Participant(s)/ Registrar& Share Transfer Agent as on 28.08.2026. The requirements of sending physical copy of the Notice of the AGM and Annual Report' to the Members have been dispensed with vide said MCA Circulars and SEBI Circular dated May 12, 2020, January 15, 2021, May 13, 2022 and January 5, 2023. Additionally, the Notice of the AGM and the Annual Report are also being uploaded on the website of the Company www.vinyoflex.com. The company has provided the facility to vote by electronic means (remote e-voting) on all the resolutions set out in the AGM Notice to the members, who are holding shares on the Cut-off date. i.e Friday, September 18, 2026. The remote e-voting will commence at 9.00 a.m. (IST) on Monday, September 21, 2026 and end at 5.00 p.m. (IST) on Thursday, September 24, 2026. Detailed instructions for registering email addresses(s) and voting/attendance at the AGM are given in the AGM Notice. In view of our above stated submission kindly do the needful. Thanking you Yours truly, For VINYOFLEX LIMITED Rahul Khokhar Company Secretary & Compliance Officer Encl.: As above V I N Y O F L E X L I M I T E D 33rd ANNUAL REPORT 2025 - 2026 VINYOFLEX LIMITED CIN: L25200GJ1993PLC019830 Reg. Office: 307 SILVER CHAMBER TAGORE ROAD, RAJKOT-360002 33rd ANNUAL REPORT 2025-26 Date: 02nd September, 2026 Dear Members/Directors/Auditor, You are cordially invited to attend the 33RD Annual General Meeting (the ‘AGM’) of the Members of VINYOFLEX LIMITED (the ‘Company’) to be held on Friday 25th September,2026 at registered office of Company situated at 307, Silver Chambers, Tagore Road, Rajkot-360002 at 10.00 A. M.(IST). The Notice of the meeting, containing the business to be transacted, is enclosed. Thanking You, For and on behalf of Board of Directors VINYOFLEX LIMITED Sd/- Rahul Khokhar Company Secretary & Compliance Officer Enclosures: 1. Notice of the AGM 2. Attendance Slip 3. Proxy form (MGT-11) Company information Notice for Annual General Meeting Board’s Report Annexure to Board’s Report Auditor’s Report Balance Sheet Profit And Loss Account Cash Flow Statement Notes Forming Part Of Balance Sheet And Profit & Loss Account BOARD OF DIRECTORS VINOD KHIMJI TILVA Chairman /Managing Director NILA UDAY TILVA Director RAHUL MANSUKHBHAI PATEL Executive Director/C.E.O. SANJIVKUMAR VASANTBHAI CHANIARA Independent Director KHUSHAL NARENDRABHAI BARMEDA Independent Director JASMIN KANTILAL CHAPALA Independent Director KEY MANAGERIAL PERSONNEL VINOD KHIMJI TILVA Managing Director RAHUL MANSUKHBHAI PATEL Executive Director/C.E.O. KIRITKUMAR BHANJIBHAI MAKADIA Chief Financial Officer CS. RAHUL R. KHOKHAR Company Secretary & Compliance Officer STATUTORY AUDITOR M/s. Bhavin Associates Chartered Accountants 709, Everest Complex, INTERNAL AUDITOR Opp. Shastri Ground, M/s. Harsh Manek & Co Near Limda Chowk, 309, Time Square II, Ayodhya Chowk , Rajkot - 360 001. 150 Feet Ring Road , Rajkot-360 005 SECRETARIAL AUDITOR CS. Chetan D. Shah Company Secretary 24, Matru Chhaya, Jalaram Society, Jayshri Road, Junagadh-362 001. REGISTRAR & SHARE TRANSFER AGENT MCS SHARE TRANSFER AGENT LTD 101, Shatdal Complex, 1st Floor, Opp. Bata Show Room, Ashram Road, Ahmedabad – 380 009. Phone: (079) 26582878 Websites: www.mcsregistrars.com Email : mcsstaahmd@gmail.com STOCK EXCHANGE DETAILS The Bombay Stock Exchange Ltd (BSE) - Script Code: 530401 BANKERS KOTAK MAHINDRA BANK 150 Feet Ring Road, Imperial Heights, Rajkot REGISTERED OFFICE & WORKS INVESTOR RELATIONS EMAIL IDs. VINYOFLEX LIMITED Registered Office: 307 Silver Chamber, Tagore Road, Rajkot -360 002 Phone No. : 9898284700 Website: http://www.vinyoflex.com info@vinyoflex.com inquiry@vinyoflex.com Factory : Survey No.241, Near G.E.B Sub Station, Inside Kishan Gate N.H.27, Shapar – (Veraval) (Taluka-Kotda Sangani) Phone No. :02827- 252766, 252788 VINYOFLEX LIMITED CIN: L25200GJ1993PLC019830 Reg. Office: 307 SILVER CHAMBER TAGORE ROAD, RAJKOT-360002 33rd ANNUAL REPORT 2025-26 NOTICE TO THE SHAREHOLDERS Notice is hereby given that the 33RD Annual General Meeting (AGM) of the members of VINYOFLEX LIMITED will be held on Friday 25th September, 2026 at registered office situated at 307, Silver Chambers, Tagore Road, Rajkot-360002, Gujarat (India) at 10.00. A. M. (IST) to transact the following business: ORDINARY BUSINESS: Item No.1. Adoption of Financial Statements & Report thereon To receive, consider and adopt the Balance Sheet as at 31st March, 2026, Profit & Loss Account and Cash Flow Statement of the Company for the financial year ended on that date together with reports of the Board of Directors and Auditors thereon. Item No.2. To Appoint a Director in place of Mrs. Nila Uday Tilva (DIN: 07123527), who retires by rotation and being eligible, offers herself for reappointment To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution “RESOLVED THAT pursuant to the provisions of Section 152(6) of the Companies Act, 2013 and the rules made there under, Mrs. Nila Uday Tilva (DIN: 07123527), who retires by rotation and being eligible for reappointment, be and is hereby re-appointed as Director of the Company, liable to retire by rotation.” “RESOLVED FURTHER THAT Board of Directors and any other KMP be and are hereby authorized to sign and submit all necessary e-Forms and other documents with the office of Registrar of Companies (ROC), Gujarat and to do all such acts, deeds and things as may be necessary to give effect to the above resolution.” Item No.3. Re-appointment of Statutory Auditors: To consider and if thought fit, to pass, with or without modification(s), the following resolution as a Ordinary Resolution: "RESOLVED THAT pursuant to the provisions of Section 139, 142 and all other applicable provisions, if any, of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and upon recommendation of the Audit Committee and that of the board, M/s. Bhavin Associates, Chartered Accountants (Membership No. 043796, FRN: 101383W), Rajkot, Gujarat, be and are hereby re-appointed as the Statutory Auditors of the Company and they shall hold the office from the conclusion of this 33rd Annual General Meeting until the conclusion of 38th Annual General Meeting of the Company held for FY 2030-31 at such remuneration plus applicable taxes and reimbursement of out-of-pocket expenses in connection with the Audit as may be mutually agreed upon between the Board of Directors of the Company and the Auditors based on the recommendation of the Audit Committee." “RESOLVED FURTHER THAT the Board of Directors (including any committee thereof) and any other KMP, be and are hereby authorized to do all such acts, deeds, matters and things and to take all such steps as may be required in this [Showing first 8,000 characters — download PDF for full document]