34th Annual Report for the financial year 2025-26

September 03, 2026 The Manager, Script Code :521210 Listing Department BSE Limited Phiroze Jee Jee Bhoy Towers Dalal Street Mumbai-400001 Sub: Submission of 34" Annual Report for FY 2025-26 Sir, The 34 Annual General Meeting (AGM) of the company is scheduled to be held on Wednesda3y0,t September 2026 at 1.00 PM (IST) through Video Conference /Other Audio -Visual Means. The Notice of the AGM along with Annual Report has been made available on the website of the company at http//www.cityman.in In Compliance with the Regulation 34(1) of the SEBI (LODR) Regulations,2015 ,copy of the Annual Report for the financial year 2025-26 is attached herewith. Thanking You For CITYMAN LIMITED Santhosh Joseph Karimattom Managing Director DIN:00998412 CITYMAN LIMITED REGD OFFICE : 153 (OLD NO. 43/35) 2ND FLOOR, PROMENADE ROAD 2ND CROSS, FRASER TOWN, BENGALURU - 560 005.Email:info@cityman.in,cityman97@rediffmail.com website :www.cityman.in PH: +91-80-25540183, FAX : +91-80-25540193 CIN : L52322KA1992PLC013512 34TH ANNUAL REPORT 2025-26 Coily-Mmae BOARD OF DIRECTORS Santhosh Joseph Karimattom ( DIN: 00998412, ) Managing Director /CEO Juliana Santhosh ( DIN: 08551525 ) Director Anup Kumar ( DIN: 00017047 ) Director Anthony Bernard Amos Paul ( DIN: 10381708 ) Director Roy Moolayil Sebastian ( DIN: 01886479 ) Director COMPANY SECRETARY Vidhya KV CHIEF FINANCIAL OFFICER T.N.Sajeevan REGISTERED OFFICE OF THE COMPANY No.153,(Old N0.43/35),2™ Floor, Promenade Road, 2™ Cross, Frazer Town, Bengaluru-560005 Tel: +91-80-25540183 Fax: +91-80-25540193 fo@cityman.in,cityman97@rediffmail.com www.cityman.in AUDITORS NSVM & Associates Chartered Accountants Bengaluru-560020 INTERNAL AUDITORS Rajaneesh R & Co. Chartered Accountants BANKERS Bank of Baroda Frazer Town Bengaluru-560005 SHARE TRANSFER AGENTS: Integrated Registry Management Services Private Limited No.30, Ramana Residency,4™ Cross, Sampige Road, Malleswaram, Bengaluru-560003 Tel: +91-80-23460815 to 818 Fax: +91-80-23460819 rg@integratedindia.in 1|Page Annual Report 2025-26 CONTENTS Notice Directors Report Corporate Governance 17 Independent Auditors Report 31 Balance Sheet 39 Profit and Loss Statement 40 Cash Flow Statement 4 Notes to the Financial Statement 43 2|Page Annual Report 2025-26 Coily-Mmae CITYMAN LIMITED (CIN:L52322KA1992PLC013512) NOTICE OF THE ANNUAL GENERAL MEETING NOTICE is hereby given that the 34" Annual General Meeting of Cityman Limited will be held on Wednesday, the 30th day of September 2026 at 1.00 p.m. IST through Video Conferencing (VC) to transact the following business: Ordinary Business: 1. Adoption of Financial Statements and Reports of the Board of Directors and the Auditors thereon for the financial year ended March 31, 2026 To consider and adopt as Ordinary Resolutions, the audited financial statement of the Company for the Financial Year ended 31st March, 2026 and the reports of the Board of Directors and Auditors thereon: “RESOLVED THAT the audited standalone financial statement of the Company for the Financial Year ended 31st March, 2026 and the reports of the Board of Directors and Auditors thereon, as circulated to the Members, be and are hereby considered and adopted.” 2. To appoint a Director in place of Santhosh Joseph Karimattom (DIN: 00998412), who retires by rotation at this Annual General Meeting and being eligible, offers himself for reappointment 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, Santhosh Joseph Karimattom (DIN: 00998412), who retires by rotation at this Meeting be and is hereby reappointed as a Director of the Company.” 3. To appoint a Director in place of Juliana Santhosh (DIN: 08551525) who retires by rotation at this Annual General Meeting and being eligible, offers herself for reappointment 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, Juliana Santhosh (DIN: 08551525) who retires by rotation at this Meeting be and is hereby reappointed as a Director of the Company.” Special Business 4. Approval of Material Related Party Transactions To consider, and if thought fit, to pass with or without modi tion, the following resolution as Special Resolution: “ RESOLVED THAT subject 180(1)(c) , and other applicable sections of the Companies Act,2013, rules and regulations, and further subject to the applicable rules, if any , of Securities and Exchange Board of India (SEBI), approval of the members be and is hereby accorded to the Board of Directors of the Company to take unsecured loan from Mr.Santhosh Joseph Karimattom, Managing Director of the Company ,an amount not exceeding Rs.20,00,00,000/- (Rupees Twenty Crores only) in addition to the existing loan of Rs14,31,05,754/-(Rupees Fourteen Crores Thirty One Lakhs Five Thousand Seven Hundred Fifty Four Only) which is already given to the Company by Mr. Santhosh Joseph Karimattom, out of his earned income. FURTHER RESOLVED THAT the Board be and is hereby authorized to take the said loan, in installments, according to the fund requirement of the Company. FURTHER RESOLVED THAT the Board of Directors of the Company be and is hereby authorized to finalize the other terms and conditions, if any, of the said loan in consultation with Mr. Santhosh Joseph Karimattom, Managing Director of the Company. 5. To consider, and if thought fit, to pass with or without modification, the following resolution as Special Resolution: Reappointment of Mr Anup Kumar(DIN: 00017047) as a Non-Executive Director “RESOLVED THAT pursuant to the provisions of Section 152 and all other applicable provisions of the Companies Act, 2013 read with the Companies (Appointment and Qualifications of Directors) Rules, 2014 (including any statutory modification(s) or enactment thereof for the time being in force) , and as per Regulation 17 of SEBI LODR and on the recommendation of Nomination and Remuneration Committee and the Board of Directors, Mr Anup Kumar(DIN: 00017047) be and is hereby re-appointed as Non-Executive Non Independent Director, of the Company, liable to retire by rotation with effect from 30-09- 2026." 3|Page Annual Report 2025-26 Coily-Mmae 6. To consider, and if thought fit, to pass with or without modification, the following resolution as Special Resolution: Appointment of Mr. Parapattu Varughese Nainan as an Independent Director “RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Act and the Rules read with Schedule IV to the Act and the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,2015, including any statutory modification(s) or re-enactment thereof, Mr. Parapattu Varughese Nainan (DIN 11871483), who has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act and who is eligible for appointment, be and is hereby appointed as an Independent Director of the Company, not liable to retire by rotation, for a term of 5 years” By Order of the Board Place: Bengaluru Santhosh Joseph Karimattom Date: 27t August 2026 (Managing Director) DIN:00998412 NOTES: 1. The 34" Annual General Meeting (AGM) will be held on Wednesday, the 30" September 2026 at 1:00 PM through Video Conferencing (VC) / Other Audio-Visual Means (“OAVM") . The Ministry of Corporate Affairs (“MCA"),vide its General Circular nos.14/2020 dated April 8,2020,17/2020 dated April 13,2020,Circular 09/2024 dated September 19,2024 and latest general circular no.03/2025 dated September 22, 2025 (collectively “MCA Circulars”) and Securities and Exchange Board of India (‘SEBI") vide its circular Nos. SEBIHO/CFD/CFD-PoD-2/P/CIR/2024/133 dated October 3, 2024 ( [Showing first 8,000 characters — download PDF for full document]