Annual Report for FY 2025-26

September 03, 2026 Department of Corporate Services, BSE Limited P J Towers, Dalal Street, Mumbai - 400001. Sub – Annual Report for the financial year 2025-26 and Notice of 66th Annual General Meeting of the company. Ref – BSE Scrip code – 500270 Dear Sir, This is in reference to our letter dated August 27, 2026, wherein we have informed that the 66th Annual General Meeting (‘AGM’) of the company is scheduled to be held on Tuesday, September 29, 2026 at 10:00 a.m. (IST) at Patidar Bhavan, Kadodara, Surat – 394327 (Gujarat). Pursuant to Regulation 34(1) of SEBI Listing Regulations, 2015, please find enclosed the Annual Report along with the Notice of the 66th AGM and other Statutory Reports of The Baroda Rayon Corporation Limited (‘the Company’) for FY 2025-26. Further, the Notice of the AGM and the Annual Report of the Company for the financial year 2025-26 is being sent through electronic mode to all those members of the Company whose email ids are registered with the Company/ its Registrar and Transfer Agent (RTA)/Depository Participant(s) and the physical copies of the same will be provided to the members on request. For those shareholders who have not registered their email ids, a letter providing a weblink, including exact path from where the Notice of the AGM and Annual Report for the financial year 2025-26 can be accessed is being sent. The Notice of the AGM along with the Annual Report for the financial year 2025-26 is also uploaded on the Company’s website at http://brcl.in/UploadedFile/Reports/03092026110221291.pdf and the website of National Securities Depository Limited at www.evoting.nsdl.com. This is for your information and records. Thanking you, Yours faithfully, For The Baroda Rayon Corporation Limited Kunjal Desai Company Secretary Encl: a/a The Baroda Rayon Corporation Limited 66th ANNUAL REPORT 2025-26 THE BOARD OF DIRECTORS: Mr. Damodarbhai B. Patel Chairman & Managing Director Mrs. Vidhya V. Bhavani Non-Executive Director Mr. Viral D. Bhavani Whole Time Director Mr. Chimanlal N. Patel Independent Director Mr. Zaverilal M. Ramani Independent Director Mr. Rameshbhai V. Patel Independent Director STATUTORY AUDITOR: Kansariwala & Chevli, Chartered Accountants, Surat INTERNAL AUDITOR: PATEL & ASSOCIATES Chartered Accountants, Surat COMPANY SECRETARY & COMPLIANCE OFFICER: Mr. Kunjal Desai CHIEF FINANCIAL OFFICER 66th Mr. Jugal Kishore Jakhotia Annual Report REGISTRAR AND SHARE TRANSFER AGENT: MUFG Intime India Pvt. Ltd. C 101, 247 Park, L BS Marg, Vikhroli West, 2025-26 Mumbai 400 083 The Baroda Rayon BANKERS The Mehsana Urban Co-operative Bank Ltd. Corporation Limited The Sutex Co-operative Bank Ltd. Surat National Co-operative Bank Ltd. Kotak Mahindra Bank Ltd. HDFC Bank Ltd. State Bank of India UCO Bank The Zoroastrian Co-operative Bank Ltd. REGISTERED OFFICE: Index P.O. Fatehnagar, Udhna, Surat-394220 Gujarat Particulars Pg. No. Notice 01 Directors Report & Management Discussion Analysis Corporate Governance 27 66th ANNUAL GENERAL MEETING Additional Shareholders Information 39 Auditors Report 44 Date : Tuesday, September 29, 2026 Balance Sheet 54 Time : 10:00 a.m. Statement of Profit & Loss 55 Cash Flow Statement 56 Venue : Patidar Bhavan, Kadodara, Surat-394327, Statement of changes in equity 58 Gujarat Notes forming part of Financial Statement 60 NOTICE Notice is hereby given that the Sixty Sixth (66th) Annual General Meeting of THE BARODA RAYON CORPORATION LIMITED (CIN – L45100GJ1958PLC000892) will be held on Tuesday, September 29, 2026 at 10:00 a.m. at Patidar Bhavan, Kadodara, Surat-394327 (Gujarat) to transact the following business: 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 Directors’ and the Auditors’ Reports thereon. 2. To appoint a Director in place of Mr. Viral Bhavani (DIN: 02597320), who retires by rotation and being eligible, offer himself for re-appointment. Notes: 1. The relevant details as required under Regulation 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations”) and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, of the person seeking re-appointment as Director under Item No. 2 of the Notice, are also annexed. 2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE ANNUAL GENERAL MEETING (AGM) IS ENTITLED TO APPOINT PROXY/ PROXIES TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF. SUCH PROXY/PROXIES NEED NOT BE A MEMBER OF THE COMPANY. A person can act as proxy on behalf of not more than fifty (50) members and holding in the aggregate not more than ten percent (10%) of the total share capital of the Company carrying voting rights. A member holding more than 10% of the total share capital of the Company carrying voting rights may appoint a single person as proxy for his entire shareholding and such person shall not act as a proxy for another person or shareholder. If a proxy is appointed for more than fifty members, he shall choose any fifty Members and confirm the same to the Company before the commencement of the specified period for inspection. In case the proxy fails to do so, the Company shall consider only the first fifty proxies received as valid. Proxies submitted on behalf of the Companies, Societies etc. must be supported by an appropriate resolution/authority letter as applicable, on behalf of the nominating organization. The Proxy Register will be available for inspection to a Member before 24 hours of an AGM till the conclusion of an AGM, subject to the written notice being served to the Company. THE INSTRUMENT OF PROXY IN ORDER TO BE EFFECTIVE, SHOULD BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY, DULY COMPLETED AND SIGNED NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE MEETING. A PROXY FORM IS ANNEXED HEREWITH. 3. Corporate Members (i.e. other than Individuals, HUF, NRI, etc.) shall send certified true copy of the Board Resolution / Authority Letter, etc., together with attested specimen signature(s) of the duly authorized representative(s), to the Company to attend and vote at an AGM. 4. The Register of Members and Share Transfer Book of the company will remain closed from Wednesday, September 23, 2026 to Tuesday, September 29, 2026 (both days inclusive) for the purpose of the Meeting. 5. Members desirous of obtaining any information concerning the accounts and operations of the company are requested to send their queries to the company at least seven days before the Meeting at its registered office, so that information required by the members may be available at the meeting. 6. Members may please note that no gifts, gift coupons, or cash in lieu of gifts will be distributed at meeting, in compliance with Section 118(10) of the Companies Act, 2013 and the Secretarial Standards issued by Institute of Company Secretaries of India. 7. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN) by every participant in securities market. Members holding shares in electronic form are, therefore, requested to submit the PAN to their Depository Participants with whom they are maintaining their demat accounts. Members holding share in physical form can submit their PAN details to the Registrar and Transfer Agent, M/s MUFG Intime India Pvt. Ltd. Members who hold shares in the dematerialized form and want to provide/change/correct the bank account details should send the same immediately to their concerned Depository Participant and not to the Company. Members are also requested to give the MICR Code of their bank to their Depository Participants. The Company will not entertain any direct request from such members for change of address, transposition of names, deletion of name of deceased joint holder and change in the bank account details. ANNUA L R E P O R T 2 0 2 5-2 6 Page 1 8. Pursuant to SEBI Circular dated November 0 [Showing first 8,000 characters — download PDF for full document]