Annual Report FY 2025-26

GUJARAT POLY ELECTRONICS LIMITED CIN: L21308GJ1989PLC012743 7. JAMSHEDJI TATA ROAD. CHURCHGATE RECLAMATION. MUMBAI-400 020 Ph: 022 - 2282 0048, E-mail: gpel@kilachand.com , Website: www.gpelindia.in Date: 23rd July, 2026 Head Listing Compliance Bombay Stock Exchange Ltd. Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001 Company Code – 517288 Dear Sir/Ma'am, Sub: 37th Annual Report of Gujarat Poly Electronics Limited The 37th Annual General Meeting of the Company is scheduled to be held on Thursday, 20th August, 2026 at 11:00 a.m. through Video Conferencing (VC) / Other Audio-Visual Means (OAVM). Further, in Compliance with Regulation 34(1) of SEBI (Listing obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), copy of Annual Report for the financial year 2025-26 is attached herewith. Annual Report is being sent to all the shareholders electronically whose email ids are registered with the Company or Registrar and Share Transfer Agent or their respective Depository Participants. For members who have not registered their e-mail addresses, a physical letter indicating the exact path of the web link hosting the Annual Report is being dispatched to their registered addresses as per the records of the RTA/Company/Depositories. The AGM Notice and Annual Report are also available on the website of the Company at www.gpelindia.in You are requested to kindly take this on record. Yours faithfully, For Gujarat Poly Electronics Limited Nivedita Nambiar Company Secretary & Compliance Officer FCS: 8479 REGD. OFFICE: PLOT NO. E- 188, GANDHINAGAR ELECTRONIC ESTATE SECTOR 26, GANDHINAGAR, GUJARAT - 382 028. GUJARAT POLY ELECTRONICS LIMITED CIN: L21308GJ1989PLC012743 THIRTY SEVENTH ANNUAL REPORT 2025-2026 BOARD OF DIRECTORS Mr. Tanil R. Kilachand (Executive Chairman) (DIN: 00006659) ANNUAL GENERAL MEETING Mr. Parthiv T. Kilachand (Non-Executive Director) (DIN: 00005516) Date: 20th August, 2026 Mr. Vinay Kumar Puniani (Executive Director) (DIN: 10706691) Mr. Rajan P. Vahi (Independent Director) (DIN: 00033940) Time: 11:00 A.M. Mr. Chetan R. Desai (Independent Director) (DIN: 03246010) Day: Thursday Ms. Nirmala S. Mehendale (Independent Director) (DIN: 01230600) To be convened through VC/OAVM COMPANY SECRETARY & COMPLIANCE OFFICER Ms. Nivedita S. Nambiar CONTENTS CHIEF FINANCIAL OFFICER Mr. Harshadrai H. Jani Page No. Notice 02 STATUTORY AUDITOR E-voting Instructions 11 M/s. G. M. Kapadia & Co. Directors’ Report 16 (Chartered Accountants) Annexure to the Directors’ Report 21 Management Discussion and Analysis Report 25 REGISTRAR & TRANSFER AGENTS M/s. MUFG Intime India Pvt. Ltd; Corporate Governance Report 27 C-101, 1st Floor, Embassy 247, Independent Auditor’s Report 39 Lal Bahadur Shastri Marg, Annexure to the Auditor’s Report 42 Vikhroli (W), Mumbai 400 083. Balance Sheet 47 Tel: 022 4918 6000/ +91 8108116767 Email: investor.helpdesk@in.mpms.mufg.com Profit and Loss Account 48 Website: www.in.mpms.mufg.com Statement of Changes in Equity 49 Cash flow Statement 50 REGISTERED OFFICE AND WORKS Notes to Financial Statements 52 PLOT NO. E/188, Gandhinagar Electronics Estate, Sector 26, Gandhinagar Gujarat – 382 028. Tel: 079 45951719 Email: gpel@kilachand.com Website: www.gpelindia.in GUJARAT POLY ELECTRONICS LIMITED N O T I C E Notice is hereby given that the Thirty Seventh (37th) Annual General Meeting of the Members of Gujarat Poly Electronics Limited will be held on Thursday, 20th August, 2026 at 11:00 A.M. through Video Conferencing (VC)/Other Audiovisual Means (OAVM), to transact the following business: ORDINARY BUSINESS(ES): 1. To receive, consider and adopt the Audited financial statements of the Company for the financial year ended 31st March, 2026, including the Audited Balance Sheet as at 31st March, 2026, the Statement of Profit & Loss and Cash Flow Statement, for the year ended on that date and reports of the Board of Directors and Auditors thereon. 2. To declare dividend of Rs. 0.50/- per equity share of Rs. 10/- each for the financial year ended 31st March, 2026. 3. To appoint a director in place of Mr. Vinay Kumar Puniani, (DIN 10706691), who retires by rotation, and being eligible, offers himself for re-appointment. SPECIAL BUSINESS(ES): 4. Re-appointment of Mr. Vinay Kumar Puniani, (DIN: 10706691) as Whole-time Director designated as ‘Executive Director’ of Company, for a period of 2 (two) years commencing from 1st August 2026. To consider and if thought fit, to pass with or without modification(s), the following resolution as Special Resolution: “RESOLVED THAT in supersession of the Resolution passed by the members of the Company by way of postal ballot on 4th September, 2024 and pursuant to the provisions of Sections 196, 197, Schedule V and other applicable provisions, if any, of the Companies Act, 2013, read with Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 including, any statutory amendment, modification or re-enactment thereof, approval of the members of the Company be and is hereby accorded to re-appoint Mr. Vinay Kumar Puniani (DIN 10706691), as Whole-time Director, designated as ‘Executive Director’ of the Company, for a period of 2(two) years with effect from 1st August, 2026, upon the terms and conditions, including remuneration as set out in the explanatory statement annexed to the Notice convening this Meeting, with liberty to the Board of Directors (hereinafter referred to as “the Board” which term shall be deemed to include the Committee of the Board) to alter and vary the terms and conditions of the said re-appointment and / or remuneration as it may deem fit and as may be acceptable to Mr. Vinay Kumar Puniani, subject to the same not exceeding the limits specified under Schedule V to the Companies Act, 2013 or any statutory modification(s) or re-enactment thereof. RESOLVED FURTHER THAT in the event of any loss, absence or inadequacy of profits in any financial year, during the term of office of Mr. Vinay Kumar Puniani, (DIN 10706691), the remuneration payable to him by way of salary, allowances, and perquisites shall not exceed the limits prescribed under the Companies Act, 2013, read with Schedule V or any amendment, modification, variation or re-enactment thereof. RESOLVED FURTHER THAT the Board be and is hereby authorized to do all such acts, deeds and things and execute all such documents, instruments and writings as may be required to give effect to the aforesaid resolution.” Registered Office: By Order of the Board of Directors Plot No. E-188, Gandhinagar Electronic Estate, For Gujarat Poly Electronics Limited Sector 26, Gandhinagar Gujarat - 382 028 CIN: L21308GJ1989PLC012743 Nivedita Nambiar Tel: 079 45951719 Company Secretary & Compliance Officer Email Id: gpel@kilachand.com FCS No: 8479 Website: www.gpelindia.in Date: 12th May, 2026 Place: Mumbai THIRTY SEVENTH ANNUAL REPORT 2025-2026 NOTES: SEBI Circulars, the Company is providing facility of remote a) An Explanatory Statement pursuant to section 102 of the e-Voting to its Members in respect of the business to be Companies Act, 2013 relating to Special Business under transacted at the AGM. For this purpose, the Company Item No. 4 to be transacted at the meeting, is annexed has entered into an agreement with National Securities hereto. Depository Limited (NSDL) for facilitating voting through electronic means, as the authorized agency. The facility of b) Ministry of Corporate Affairs (" MCA") has vide its various casting votes by a member using remote e-Voting system circulars issued from time to time (the latest circular dated will be provided by NSDL. 22nd September, 2025) (" MCA Circulars") permitted the holding of the AGM through VC/OAVM. In compliance with g) In line with the Ministry of Corporate Affairs (MCA) Circulars the provisions of the ACT, MCA Circulars and SEBI listing and SEBI Circulars, the Notice calling the AGM along with the Regulations, the AGM is being held through VC/OAVM on Annual Repor [Showing first 8,000 characters — download PDF for full document]