Annual Report for the financial year 2025-26 including Notice of Annual General Meeting

THE GAEKWAR MILLS LTD. iccdal REGD. OFFICE: 2/2, Plot-2, New Sion CHS, Swami Vallabhdas Marg, Road No. 24, Sindhi Colony, Sion Mumbai — 400022. SsewD Tel No. 022-24018811 / Email Id : gaekwarmills1928@gmail.com UH CIN: L17120MH1949PLC007731 Website:www.gaekwarmills.in September 02, 2026 BSE Limited Department of Corporate Services Listing Department P J Towers Dalal Street Mumbai — 400001 Scrip Code: 502850 Dear Sir/Madam, Sub: Annual Report of Gaekwar Mills Limited (‘Company’) for Financial Year 2025-26 including Notice of Annual General Meeting This is to inform you that the 97 Annual General Meeting ("AGM") of the Company scheduled to be held on Friday, September 25, 2026 at 5.00 p.m. (IST) through Video Conference/Other Audio- Visual Means to transact the businesses as set out in the Notice of the AGM, in accordance with applicable circulars issued by the Ministry of Corporate Affairs and Securities and Exchange Board of India. The Annual Report of the Company for the financial year 2025-26, including the Notice convening AGM, being sent through electronic mode to all the Members whose e-mail address is registered with the Company / Company’s Share Transfer Agent/ Depository Participant(s) / Depositories, is enclosed. Further, pursuant to Regulation 36(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, a letter providing the web-link, including the exact path, where complete details of the Annual Report is available, have been sent to those Members(s) who have not registered their e-mail addresses with the Company / Share Transfer Agent / Depository Participants / Depositories, is also enclosed and available on Company’s website at https://gaekwarmills.in/investohtrmsl.. The Annual Report including Notice of AGM is also available on our website at the link: https://qgaekwarmills.in/investhotrmsl.. The details such as manner of (i) registering / updating email address; (ii) casting vote through e- voting and (iii) attending the AGM through VC have been set out in the Notice of the AGM. The Company has fixed Friday, September 18, 2026, as the “Cut-off Date” for the purpose of members determining the Members eligible to vote on the resolutions set out in the Notice of the AGM or to attend the AGM. The details required under Regulation 30 of the SEBI Listing Regulations, read with the SEBI Circular No. SEBI/HO/CFD/PoD2/CIR/P/0155, dated November 11, 2024 (“SEBI Disclosure Circular’) is set out below at Annexure — 1. This is for your information and records. Thanking you, Yours faithfully, For Gaekwar Mills Limited Mrs. Shweta Shah Whole-time Director & CEO (DIN:- 03287393) Enc: as above Annexure 1 Brief details viz. agenda proposed to be taken up/resolution to be passed, manner of approval proposed etc. Sr. No. | Resolution Description Manner of approval proposed Ordinary Business 1 To receive, consider and adopt the Audited Financial Ordinary Resolution Statements of the Company for the financial year ended March 31, 2026 together with the reports of the Board of Directors and Auditors thereon. To appoint a Director in place of Mr. Mihir Rajesh Parikh (DIN: 02896949), who retires by rotation at this Annual 2 General Meeting and being eligible, offers himself for re- Ordinary Resolution appointment. 3 To Re-appointment of Mrs. Shweta Dhruv Shah (DIN No: | Ordinary Resolution 03287393), as a Whole-Time-Director designated as Executive Director of the Company GAEKWAR MILLS LIMITED (Incorporated under the Baroda State Companies Act 2 of Samvat Year 1975 and now an existing company under Companies Act, 2013) CIN:L17120MH1949PLC007731 2/2, Plot— 2, New Sion CHS, Swami Vallabhdas Marg, Road No. 24, Sindhi Colony, Sion, Mumbai — 400022 97" ANNUAL REPORT 2025-26 Gaekwar Mills Limited (Incorporated under the Baroda State Companies Act 2 of Samvat Year 1975 an d now an existing company u nder Companies Act, 2013) Cl N: L17120MH1949PLC007731 97" ANNUAL REPORT 2025-26 BOARD OF DIRECTORS Mrs. Shweta Dhruv Shah Whole time Director and CEO Mr. Bhavik Ashokkumar Shah Independent Director Mr. Harsh Vikas Shah Independent Director Mr. Mihir Rajesh Parikh Non-executive Director CHIEF FINANCIAL OFFICER Mr. Dhruv Nikunj Shah COMPANY SECRETARY & COMPLIANCE OFFICER Mrs. Nidhi Vinodkumar Darak STATUTORY AUDITORS M D Pandya & Associates Chartered Accountants REGISTERED OFFICE 2/2, Plot — 2, New Sion CHS, Swami Vallabhdas Marg, Road No. 24, Sindhi Colony, Sion, Mumbai — 400022. SECRETARIAL AUDITORS M/s. VKMG & Associates LLP, Practicing Company Secretaries Mumbai SHARE TRANSFER AGENT MUFG Intime India Private Limited (Formerly known as M/s Link Intime India Pvt Ltd) C 101, 247 Park, L BS Marg, Vikhroli (West), Mumbai - 400083 Email id: mumbai@ in.mpms.mufg.com Contact No.: +91 22 49186000 Fax: +91 22 49186060 WEBSITE: www.gaekwarmills.in Index of Annual Report Particulars Page No. Notice 4 Director’s Report 23 Management Discussion And Analysis 37 Secretarial Audit Report 39 Independent Auditors Report 43 Financial Statement as at 31St March 2026 60 NOTICE NOTICE is hereby given that the 97 Annual General Meeting (‘AGM’) of the Members of Gaekwar Mills Limited (the “Company’) will be held on Friday, September 25, 2026 at 5:00 p.m. through Video Conferencing / Other Audio-Visual Means ("VC/OVAM") to transact the following businesses: ORDINARY BUSINESS: 1. To receive, consider and adopt the Audited Financial Statements of the Company for the financial year ended March 31, 2026 together with the reports of the Board of Directors and Auditors thereon and, in this regard, to consider and if thought fit, to pass the following resolution as an ordinary resolution: “RESOLVED THAT the audited financial statements of the Company for the financial year ended March 31, 2026, and the reports of the Board of Directors and Auditors thereon, as circulated to the Members, be and are hereby considered and adopted.” To appoint a Director in place of Mr. Mihir Rajesh Parikh (DIN: 02896949), as a Director and in this regard, to consider and if thought fit, to pass the following resolution as an ordinary resolution: “RESOLVED THAT in accordance with the provisions of Section 152 and other applicable provisions of the Companies Act, 2013, Mr. Mihir Rajesh Parikh (DIN: 02896949), who retires by rotation at this meeting be and is hereby appointed as a Director of the Company.” SPECIAL BUSINESS To Re-appointment of Mrs. Shweta Dhruv Shah (DIN No: 03287393), as Whole-Time- Director of the Company and in this regard, to consider and if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED that pursuant to the provisions of Sections 196, 197, 203 and other applicable provisions, if any, of the Companies Act, 2013 (“the Act”) (including any statutory modification or re-enactment thereof for the time being in force) read with Schedule V to the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and the applicable Regulations under the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, the consent of the Company be and is hereby accorded for the re-appointment and terms of remuneration of Mrs. Shweta Dhruv Shah (DIN: 03287393) as the Whole Time Director of the Company for the period of 5 years commencing from 01% December, 2026 liable to retire by rotation, on NIL remuneration until the Company has adequate profits, and thereafter on such remuneration as may be determined by the Board of Directors, subject to the applicable provisions of the Act read with Schedule V thereto and the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, and on such other terms and conditions as set out in the Explanatory Statement annexed to the Notice convening this Meeting. RESOLVED FURTHER that the Board of Directors [Showing first 8,000 characters — download PDF for full document]