10th Annual Report for the FY 2025-26 of the Kotyark Industries Limited

Date: July 31, 2026 To, To, Listing Department Listing Department National Stock Exchange of India Limited BSE Limited Exchange Plaza, C-1, Block-G, Phiroze Jeejeebhoy Towers, Bandra Kurla Complex, Bandra (E), Dalal Street, Fort, Mumbai-400051 Mumbai-400001 Subject: 10th Annual Report for F.Y. 2025-26 of M/s. Kotyark Industries Limited. Ref.: Kotyark Industries Limited | ISIN: INE0J0B01017 | NSE Symbol: KOTYARK | BSE Scrip Code: 544726 ==================================================================================== Dear Sir, Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find attached herewith 10th Annual Report for the F.Y. 2025-26 of M/s. Kotyark Industries Limited, in respect of Annual General Meeting of the Members of the Company to be held on Saturday, August 22, 2026 at 11.30 A.M. through Video Conference (“VC”) or Other Audio-Visual Means (“OAVM”). The Annual Report is being sent through electronic mode to the members whose names appear in the Register of Members / List of Beneficial owners as received from National Securities Depository Limited and Central Depository Services (India) Limited and whose email id is registered with the Company / Depositories, as on Friday, July 24, 2026. Furthermore, for members whose email addresses are not registered with the Depository Participants (DPs), a physical letter containing the web-link and precise path to access the complete Annual Report will be sent via courier. The Annual Report is also available on the Company's website at www.kotyark.com. You are requested to take the same on your records. Thanking You, For, Kotyark Industries Limited Bhavesh Nagar Company Secretary & Compliance Officer Membership No: A62546 Encl.: A/a KOTYARK INDUSTRIES LIMITED 6 ~RK INDUSTRI LIMITED Annual Report 2025-26 CAPACITY TO COMPOUND --..r -...r-y- --y- Sustainability today. Prosperity for tomorrow. CLEAN ENERGY • RENEWABLE FUTURE RESPONSIBLE GROWTH CORPORATE INFORMATION BOARD OF DIRECTORS Name of Directors Designation Mr. Gaurang Rameshchandra Shah Chairman cum Managing Director Ms. Dhruti Mihir Shah Whole time Director & Chief Financial Officer Ms. Bhavini Gaurang Shah Non- Executive Director Mr. Akshay Jayrajbhai Shah Non- Executive Independent Director Mr. Harsh Mukeshbhai Parikh Non- Executive Independent Director Mr. Viral Mukeshbhai Mamtora* Non- Executive Independent Director Ms. Rashmi Kamlesh Otavani^ Non- Executive Independent Director * w.e.f. January 29, 2026; ^upto November 13, 2025. KEY MANAGERIAL PERSONNEL Name of Key Managerial Personnel Designation Mr. Bhavesh Bachubhai Nagar Company Secretary and Compliance Officer Ms. Dhruti Mihir Shah Chief Financial Officer REGISTERED OFFICE OF THE COMPANY A-3, 2nd Floor, Shree Ganesh Nagar Housing Society, Ramakaka Temple Road, Chhani, Vadodara-391740, Gujarat, India. +91 95109 76156 info@kotyark.com www.kotyark.com FACTORY OF THE COMPANY Plant 1: F-86 to F-90, RIICO Industrial Area, Swaroopgunj, Dist. Sirohi, Rajasthan -307023. Plant 2: 69, At & Post, Padgol, Vadal- Valetava Road, Tal. Petlad, Dist. Anand, Gujarat-388440. INTERNAL AUDITOR STATUTORY AUDITOR SECRETARIAL AUDITOR M/s. Ravi Shah & Co. M/s. Manubhai & Shah LLP M/s. Mittal V Kothari & Associates Chartered Accountants Chartered Accountants Practicing Company Secretary “Harihar,”2-Panchshil Society, 04th Floor, Capital One, D-25, Kirtisagar Apartment, College Road, Nadiad, Opp. Ashoka Vatika BRTS Stop, Near Omkareshwar Mandir, Dist. Kheda–387001, Ambli-Bopal Road, Ahmedabad- Satelite, Ahmedabad-380015, Gujarat, INDIA 380058, Gujarat, INDIA Gujarat, India REGISTRAR & SHARE TRANSFER AGENT BANKERS TO THE COMPANY M/s. Kfin Technologies Limited Bank of Baroda Selenium Tower-B, Plot No. 31-32, Financial District, Nanakramguda, Serilingampally, Hyderabad, Telangana – 500 032. E-mail: einward.ris@kfintech.com Tel no.: +91-40-6716-2222 COMMITTEES OF BOARD AUDIT COMMITTEE Name of Committee Members Designation Mr. Akshay Jayrajbhai Shah Chairperson Mr. Harsh Mukeshbhai Parikh Member Mr. Gaurang Rameshchandra Shah Member STAKEHOLDER’ S RELATIONSHIP COMMITTEE Name of Committee Members Designation Mr. Harsh Mukeshbhai Parikh Chairperson Mr. Akshay Jayrajbhai Shah Member Mrs. Dhruti Mihir Shah Member NOMINATION AND REMUNERATION COMMITTEE Name of Committee Members Designation Mr. Akshay Jayrajbhai Shah Chairperson Mr. Harsh Mukeshbhai Parikh Member Ms. Bhaviniben Gaurang Shah Member IMPORTANT COMMUNICATION TO MEMBERS The Ministry of Corporate Affairs has taken a “Green Initiative in the Corporate Governance” by allowing paperless compliances by the companies and has issued circulars stating that a company can serve the notice / documents including Annual Report by sending e-mail to its members. To support this green initiative of the Government in full measure, the Members who have not registered their e-mail addresses, so far, are requested to register their e-mail addresses and in case of Members holding shares in demat, with the depository through concerned Depository Participants. INDEX PARTICULARS PAGE NO. DIRECTORS’ REPORT 1 ANNEXURE A: STATEMENT CONTAINING SALIENT FEATURES OF THE FINANCIAL STATEMENT OF SUBSIDIARIES ANNEXURE B: DISCLOSURE OF PARTICULARS OF CONTRACTS/ ARRANGEMENTS ENTERED INTO BY THE COMPANY WITH RELATED PARTIES ANNEXURE C: PARTICULARS OF EMPLOYEES 23 ANNEXURE D: ANNUAL REPORT ON CSR ACTIVITIES FOR THE FINANCIAL YEAR 2025-26 25 ANNEXURE E: ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO ANNEXURE F: MANAGEMENT DISCUSSION AND ANALYSIS REPORT 28 ANNEXURE G: CORPORATE GOVERNANCE REPORT 35 • ANNEXURE G1: CERTIFICATE OF NON -DISQUALIFICATION OF DIRECTORS 61 • ANNEXURE G2: DECLARATION BY CHAIRMAN AND MANAGING DIRECTOR AFFIRMING COMPLIANCE WITH CODE OF CONDUCT • ANNEXURE G3: CEO AND CFO CERTIFICATION 63 • ANNEXURE G4: SECRETARIAL COMPLIANCE REPORT 64 • ANNEXURE G5: CERTIFICATE ON COMPLIANCE WITH THE CORPORATE GOVERNANCE REQUIREMENTS UNDER THE SEBI (LISTING OBLIGATION AND DISCLOSURE 70 REQUIREMENTS) REGULATIONS, 2015 ANNEXURE H: SECRETARIAL AUDIT REPORT 72 • ANNEXURE 1: SECRETARIAL COMPLIANCE REPORT 76 INDEPENDENT AUDITOR’S REPORT- CONSOLIDATED 77 BALANCE SHEET AS AT MARCH 31, 2026 85 STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED ON MARCH 31, 2026 86 CASH FLOW STATEMENT FOR THE YEAR ENDED ON MARCH 31, 2026 87 STATEMENT OF CHANGES IN EQUITY (SOCIE) FOR THE YEAR ENDED MARCH 31, 2026 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED ON MARCH 31, 2026 90 INDEPENDENT AUDITOR’S REPORT- STANDALONE 120 BALANCE SHEET AS AT MARCH 31, 2026 131 STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED ON MARCH 31, 2026 86 CASH FLOW STATEMENT FOR THE YEAR ENDED ON MARCH 31, 2026 133 STATEMENT OF CHANGES IN EQUITY (SOCIE) FOR THE YEAR ENDED MARCH 31, 2026 135 NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED ON MARCH 31, 2026 136 NOTICE OF 10TH ANNUAL GENERAL MEETING 169 EXPLANATORY STATEMENT 183 ANNEXURES TO NOTICE OF 10TH ANNUAL GENERAL MEETING 196 DIRECTORS’ REPORT Dear Shareholders, Your directors are pleased to present the 10th Annual Report of Kotyark Industries Limited ("the Company"), together with the Standalone and Consolidated Audited Financial Statements for the financial year ended March 31, 2026. The Annual Report provides a comprehensive review of the Company's business operations, financial performance, and key developments during the year under review. The accompanying audited financial statements present a true and fair view of the Company's financial position and performance for the financial year ended March 31, 2026, in accordance with the applicable provisions of the Companies Act, 2013 and the Indian Accounting Standards (Ind AS). The Directors believe that this report offers the shareholders a comprehensive understanding of the Company's operational and financial performance, significant achievements, corporate governance practices, and future outlook. FINANCIAL PERFORMANCE SUMMARY The [Showing first 8,000 characters — download PDF for full document]