Annual report

sryAGN{/ September 2,2026 /2026-27 CORPORATE COMPLIANCE CELL (LISTING) tsSE I,TD., P.I. TOWERS, 25TH FLOOR, DALAL STREET, MUMBAI.4OOOOl.. Ref: - Scrip Code/ SYMBOL: - 505807 / ROLCOEN Dear Sir/Madam, Sub.:59ft Annual Report Pursuant to the Regulation 3a(1) of SEBI (Listing Obligation and Disclosure Requirements) Amendment, 2018,59th Annual Report for F.Y. 2025-26 attached herewith, with Notice of Annual General Meeting Contained the agenda to be transacted at Annual General Meeting of the Company. Please find the above in order and take on your record. Thanking you, Yours Faithfully, FO& ROLCON ENGINEERING CO. LTD.,.. (Birva Patel) Company Secretary & Compliance officer M.No.: A42185 Encl.: a/a. Regd. Office : CIN : 129259GJ1 961 P1C001439, Anand-Sojitra Road, Phone : 02692-2307 66/230866, Vallabh Vidyanagar - 388 120, Web:- www.rolconengineering.com ISO:9001 :2015 Anand, Gujarat, lndia. Email:- rolcon@rolconengineering.com Certi No. 04 100067292 59thANNUAL REPORT 2025-26 CORPORATE INFORMATION BOARD OF DIRECTORS Shri Suresh H. Amin Chairman & Whole Time Director Shri Ashish S. Amin ManagingDirector Shri Wolfgang Fuchs Director (up to July 24, 2026) Shri Kiran M. Patel Director (up to July 24, 2026) Dr. Arpita A. Amin Director Smt. Harshila H. Patel Director Shri Nilesh D. Shelat Director Shri Chandrakant A. Patel Director KMPs Shri Vinubhai K. Shah Chief Financial Officer Smt. Birva Patel Company Secretary & Compliance Officer AUDITOR M/s. HTA AND ASSOCIATES Chartered Accountants SECRETARIAL AUDITOR M/s. KIRAN VAGHELA & ASSOCIATES Practicing Company Secretaries BANKERS State Bank of India ICICI Bank Bank of Maharashtra Axis Bank REGISTRAR & SHARE TRANSFER AGENT MUFG Intime India Pvt. Ltd. REGISTERED OFFICE Anand – Sojitra Road, Vallabh vidyanagar - 388120, Anand, Gujarat, India. ROLCON ENGINEERING COMPANY LIMITED 1 ROLCON ENGINEERING COMPANY LIMITED 2 Contents Page No. AGM Notice 5 Board’s Report 14 Management Discussion And Analysis Report 22 Secretarial Audit Report 26 Corporate Governance Report 29 Independent Auditor’s Report (Standalone) 43 Balance Sheet (Standalone) 52 Statement of Profit and Loss (Standalone) 53 Cash Flow Statement (Standalone) 54 Statement of Change in Equity (Standalone) 56 Notes on Financial Statement (Standalone) 66 Independent Auditor’s Report (Consolidated) 97 Balance Sheet (Consolidated) 104 Statement of Profit and Loss (Consolidated) 105 Cash Flow Statement (Consolidated) 106 Statement of Change in Equity (Consolidated) 108 Notes on Financial Statement (Consolidated) 119 Proxy Form 151 Route Map 153 ROLCON ENGINEERING COMPANY LIMITED 3 ROLCON ENGINEERING COMPANY LIMITED 4 NOTICE Company, MUFG Intime India Pvt. Ltd.: https://instavote.linkintime.co.in Notice is hereby given that the 59th Annual General 5. As per Regulation 36(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Meeting of the Shareholders of ROLCON Regulations, 2015, (‘SEBI Listing Regulations’), ENGINEERING COMPANY LIMITED (CIN: as amended, a letter containing the web-link, L29259GJ1961PLC001439) will be held on Monday, including the exact path, where complete details September 28, 2026, at 3:00 p.m. at the of the Annual Report are available, is being sent Registered office of the Company at Vallabh to all the Shareholders who have not registered Vidyanagar-388120, Gujarat to transact the their Email IDs with the Company or Depository following business: Participants or Registrar & Transfer Agent (RTA) of the Company. ORDINARY BUSINESS: 6. Shareholders desirous of receiving 1. To receive, consider and adopt the audited communication from the Company in electronic standalone and consolidated financial form, may register their email address with their Statements of the Company for the financial year respective depository participant. Further, ended March 31, 2026, and the Reports of the shareholders are also requested to approach Board of Directors and Auditors thereon. their depository participant to register their e- 2. To Declare Dividend of Rs. 2.5/- (25%) per equity mail address in their demat account details as share of Rs. 10/- each, for the financial year 2025- per the process defined by the respective depository participant. In case any shareholder is 3. To Appoint a Director in place of Shri Suresh H. desirous of obtaining hard copy/soft copy of the Amin (DIN: 00494016), who retires by rotation Annual Report for the Financial Year 2025-26 and and being eligible, offer himself for re- notice of the 59th AGM of the Company, may send appointment. request to the Company’s email address at cs_compliance@rolconengineering.com NOTES: mentioning Folio No. /DP ID and Client ID.) 1. Since the AGM will be held at Registered Office of 7. The Securities and Exchange Board of India the company, the route map of the venue of the (“SEBI”) has recently mandated furnishing of Meeting is annexed hereto. PAN, KYC details (i.e., Postal Address with Pin 2. A member entitled to attend and vote at the AGM Code, email address, mobile number, bank is entitled to appoint a proxy to attend and vote account details, signature) and nomination on his/her behalf and the proxy need not be a details by holders of securities in prescribed member of the Company. The instrument of Forms ISR-1, ISR-2, ISR-3, SH-13, SH-14. Effective proxy in order to be effective must be deposited from January 1, 2022, any service requests or at the Registered Office of the Company, duly complaints received from the member will not be completed and signed not later than 48 hours processed by RTA till the aforesaid before the meeting. details/documents are provided to RTA. 3. There is not any special business/ resolution to be 8. Pu r s u a n t t o S E B I c i rc u l a r N o. discussed and accordingly ,No explanatory SEBI/HO/MIRSD/MIRSD_RTAMB/P/CIR/2022/8 statement pursuant to the section 102 of the act dated January 25, 2022, the securities will be has been given in this notice. issued in dematerialized form only against any 4. In accordance with Sections 101 and 136 of the request by investor, hence it is advisable to Act read with Rule 18(1) of the Companies convert your share in demat form for ease of (Management and Administration) Rules, 2014 dealing in securities markets. and Circulars issued by MCA and SEBI, the notice of the 59th AGM along with the Annual Report for 9. Procedure for Inspection of Documents: (a) The Register of Directors and Key Managerial the FY 2025-26, are being sent only in electronic Personnel and their shareholding maintained mode to shareholders whose e-mail address are under Section 170 of the Act, the Register of registered with the Company or the Depository Contracts or Arrangements in which the directors Participant(s). The soft copy of the Notice of the 59th AGM and Annual Report for the Financial are interested, maintained under Section 189 of the Act, and the relevant documents referred to Year 2025-26 are available on the Company’s in the Notice will be available for inspection by website: www.rolconengoneering.com on stock the members during the AGM. All documents exchange: www.bseindia.com and on website of referred to in the Notice will also be available for Registrar and Share Transfer Agent (RTA) of the ROLCON ENGINEERING COMPANY LIMITED 5 inspection without any fee by the members from eligible to obtain Aadhaar, shall be required to the date of circulation of this Notice up to the link the PAN with Aadhaar. In case of failure to date of AGM. comply with this, the PAN allotted shall be deemed to be invalid/inoperative and he shall be 10.DIVIDEND: liable to all consequences under the IT Act and (a) As mandated by the Listing Regulations, tax shall be deducted at the higher rates as Company will be remitting dividend prescribed under the IT Act. electronically by RTGS/NECS/NACH etc. to the However, no tax shall be deducted on the bank account of the shareholder whose bank dividend payable to a resident individual if the details are re [Showing first 8,000 characters — download PDF for full document]