44th Annual Report

CHANDRIMA MERCANTILES LIMITED (CIN: L51909GJ1982PLC086535) Reg off: F-806, Titanium City Center, Anandnagar Road, Satelite, Jodhpur Char Rasta, Ahmedabad, Gujarat, India, 380015 Email Id: chandrimamercantile@gmail.com Website: www.chandrimamercantiles.co.in Date: 26th August, 2026 BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 Dear Sir / Ma’am, Subject: Submission of Annual Report for the Financial Year 2025-26 Ref: Security ID: CHANDRIMA / Security Code: 540829 Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are submitting herewith the Annual Report of the 44th Annual General Meeting of the Company to be held on Thursday, 17th September, 2026 at 12:00 P.M. through Video Conferencing/ other Audio-Visual means (VC/ OVAM). Kindly take the same on your record and oblige us. Thanking You. For, Chandrima Mercantiles Limited Chiragkumar Prajapati Managing Director DIN: 11385719 CHANDRIMA MERCANTILES LIMITED 44TH ANNUAL REPORT 2025-26 INDEX Sr. No. Particulars Page No. 1. Company Information 4 2. Notice of Annual General Meeting 5 3. Board’s Report 18 4. Annexure 1 – Management Discussion and Analysis Report 31 5. Annexure 2 – Secretarial Audit Report 35 6. Annexure 3 – Corporate Governance Report 41 7. Independent Auditor’s Report 60 8. Financial Statements for the Financial Year 2025-26 8a. Balance Sheet 75 8b. Statement of Profit and Loss 76 8c. Cash Flow Statement 77 8d. Notes to Financial Statement 78 Company Information Board of Directors Mr. Chiragkumar Kiranbhai Prajapati Managing Director Non-Executive & Non- Independent Mr. Dinesh Hareshbhai Gohel Director Ms. Chetna Non-Executive Independent Director Audit Committee Ms. Neha Singhal Non-Executive Independent Director Ms. Chetna Chairperson Ms. Neha Singhal Member Nomination and Mr. Dinesh Hareshbhai Gohel Member Remuneration Committee Ms. Chetna Chairperson Ms. Neha Singhal Member Stakeholders’ Mr. Dinesh Hareshbhai Gohel Member Relationship Committee Mr. Dinesh Hareshbhai Gohel Chairperson Ms. Chetna Member Key Managerial Ms. Neha Singhal Member Personnel Mr. Chiragkumar Kiranbhai Prajapati Managing Director Mr. Manish Daya Company Secretary Statutory Auditor Mr. Chiragkumar Kiranbhai Prajapati Chief Financial Officer M/s. M A A K & Associates, Secretarial Auditor Chartered Accountants, Ahmedabad M/s Jay Pandya & Associates, Share Transfer Agent Company Secretaries, Ahmedabad Accurate Securities & Registry Private Limited, B 1105-1108, K P Epitome, Nr. Makarba Lake, Nr. Siddhi Vinayak Towers, Registered Office Makarba, Ahmedabad – 380 051 F-806, Titanium City Center, Anandnagar Road, Satelite, Jodhpur Char Rasta, Ahmedabad, Gujarat, India – 380 015 NOTICE OF THE 44TH ANNUAL GENERAL MEETING Notice is hereby given that the 44 Annual General Meeting of the Shareholders of Chandrima Mercantiles Limited will be held on Thursday, 17 September, 2026 at 12:00 P.M. through Video Conferencing (VC) / Other Audio VOiRdDeoIN MAeRaYn sB (UOSAIVNMES) Sto: transact the following businesses: 1. To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the financial year ended on 31st March, 2026 and Statement of Profit and Loss together with the notes forming part thereof and Cash Flow Statement for the financial year ended on that date, and the reports of the Board of Directors (“The Board”) and Auditors thereon. Ordinary Resolution “TRoE cSoOnLsiVdEeDr a TnHd AifT th,ought fit, to pass the following resolutions as : the Audited Financial Statement of the Company for the year ended 31 March, 2026 and the R eport of the Directors and the Auditors thereon, placed before the Meeting, be and are hereby considered and 2. aTdoo apptepdo.”in t a director in place of Mr. Dinesh Hareshbhai Gohel (DIN: 11061856) who is retiring by rotation and being eligible, offers himself for re-appointment. Ordinary Resolution To consider and if thought fit, to pass with or without modification(s) the following Resolution as an “RESOLVED: THAT, Mr. Dinesh Hareshbhai Gohel (DIN: 11061856), who retires by rotation from the Board of Directors ”p ursuant to the provisions of Section 152 of the Companies Act, 2013 and Articles of Association of the Company, and being eligible offers himself for re-appointment, be and is hereby re-appointed as the Director of the 3. CToom appapnoyi.nt M/s. M A A K & Associates, Chartered Accountants (FRN: 135024W), Ahmedabad, as the Statutory Auditor of the Company: Ordinary Resolution: To consider and if thought fit, to pass with or without modification(s), the following Resolution as an “RESOLVED THAT, pursuant to the provisions of Section 139, 141, 142 and other applicable provisions, if any, of the Companies Act, 2013 (‘the Act”) read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification or re-enactment thereof) and pursuant to the recommendations of the Audit Committee and the Board of Directors, approval of the Members of the Company, be and is hereby accorded for the appointment of M/s. M A A K & Associates, Chartered Accountants (FRN: 135024W), Ahmedabad, whose term, as per the provisions of Section 139(2) of the Companies Act, 2013, as Statutory Auditor of the Company, to hold office for 5 years i.e. from Financial year 2026-27 to 2030-31, from the conclusion of this 44 Annual General Meeting (AGM) till the conclusion of the 49 AGM of the Company to be held in the year 2031, at such remuneration plus service tax, out-of-pocket, travelling and living expenses, etc., as may be mutually agreed between the Board of Directors of the Company and the Auditors.” SPECIAL BUSINESS: 4. Appointment of Ms. Neha Singhal (DIN: 11766064) as Non-Executive and Independent Director of the Company. Special Resolution: To consider and if thought fit, to pass with or without modification(s), the following resolution as “RESOLVED THAT, pursuant to the provisions of Sections 149, 150 and 152 read with other applicable provisions of the Companies Act, 2013, (‘the Act’) and the Companies (Appointment and Qualification of Directors) Rules, 2014, and the applicable provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’), including any statutory modification(s) or re- enactment(s) of the Act and Listing Regulations, and in terms of Articles of Association of the Company, Ms. Neha Singhal (DIN: 11766064), who was appointed as an Additional Non-Executive and Independent Director of the Company in the Board meeting dated 12 August, 2026 in terms of Section 161 of the Act and whose term of office expires as on this General Meeting and who qualifies for being appointed as an Independent Director and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a member proposing her candidature for the office of Indepe ndent Director, be and is hereby appointed as an Independent D irector of the Company, not liable hto retire by rotation, to hold office for a term of 5 (five) consecutive years with e“RffEecStO fLroVmED 1 2FU ARuTgHuEstR, 2T0H2A6 Tto, 11 August, 2031.” 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 and to delegate all or any of its powers herein conferred to any Committee of Directors or Director(s) to give effect to the aforesaid resolution.” Registered Office: By the Order of the Board of Chandrima Mercantiles Limited F-806, Titanium City Center, Anandnagar Road, Satelite, Jodhpur Char Rasta, Ahmedabad, Gujarat, India – 380 015 Sd/- Chiragkumar Kiranbhai Prajapati Place: Managing Director Date: DIN: 11385719 Ahmedabad 26 August, 2026 NOTES: 1. The relevant Statement pursuant to the provisions of Section 102 of the Companies Act, 2013 (‘Act’) read with Section 110 of the Act and Rule 22 of the Companies (Management and Admi [Showing first 8,000 characters — download PDF for full document]