We hereby submit the revised Annual Report of the Company for the Financial Year 2025-2026, revised due to the inadvertent non-attachment of the Statement of Profit and Loss in the earlier ....

August 28, 2026 Corporate Governance Department BSE Limited 25th Floor, P.J. Towers, Dalal Street, Fort, Mumbai-400 001. SCRIP CODE: 539398; SCRIP ID: VISHALBL Dear Sir/Madam, Sub: Annual Report of Visha Bearings Limited (“Company”) for the Financial Year 2025-2026. Pursuant to Regulation 30 and 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, please find enclosed the Annual Report of the Company for the Financial Year 2025-2026. The Annual Report is also being uploaded on the website of the Company at www.vishalbearings.com. Kindly take the same on your record. Thanking You. Yours Faithfully, For VISHAL BEARINGS LIMITED DILIP G. CHANGELA Managing Director DIN: 00247302 Enclosed: Annual Report for the year 2025-2026 35TH Annual Report 2025-2026 35TH Annual Report 2025-2026 CONTENTS CONTENTS 04 Corporate Governance Report ……………………………………... Pg. 34 05 Independent Auditor’s Report………………………………………... Pg. 51 06 Standalone Financial Statements …………………………………… Pg. 64 35TH Annual Report 2025-2026 Corporate Information Board of Directors Company Secretary Registered Office Survey No. 22/1, Plot No.1, Shapar Main Mr. Ketan V. Savaliya Mr. Dilip Changela Road, Shapar (Veraval), Rajkot, (DIN: 00247302) Gujarat-360024, India Chairman & Managing Director Bankers Tel: 2827-252273, Fax: 2827-253087 Email: legal@vishalbearings.com Mr. Divyeshkumar Changela Website: www.vishalbearings.com (DIN: 00247364) Whole-time Director State Bank of India Units Kotak Mahindra Bank Mr. Vijay Changela (DIN: 00411422) HDFC Bank Limited Vishal Bearings Limited Whole-time Director Shapar Village Road, Shapar, Rajkot, Gujarat Statutory Auditors Mr. Amit P. Nindroda SIDC Main Road, Veraval, Rajkot, Gujarat (DIN: 03489435) Director M/S. Anil Parekh & Co. Registrar & Share Transfer Agent Rajkot, Gujarat Mrs. Amee K. Dadhania (DIN: 08546107) Director Secretarial Auditor KFin Technologies Limited Selenium Tower B, Plot 31 & 32, Financial District, Nanakramguda, Seritingampally, Mr. Abhishek Bardia M/S. K. P. Ghelani & Associates Hyderabad, Rangareddi, (DIN: 10291541) Rajkot, Gujarat Telangana 500032, India. Director Cost Auditor Mr. Vishal Changela Chief Financial Offcier M/S. M.C. Bambhroliya & Associates Rajkot, Gujarat Investor Relation Centres 35th Annual General Meeting KFin Technologies Limited Selenium Tower B, Plot 31 & 32, Financial 35TH District, Nanakramguda, Seritingampally, ANNUAL GENERAL MEETING Hyderabad, Rangareddi, Telangana 500032, India. held On Saturday, September 19, 2026 At 11:00 AM Contact No.: +91 90522 67292 through VC/OAVM Email Id: praveena.vastala@kfintech.com NOTICE OF 35TH AGM NOTICE NOTICE is hereby given that the 35TH Annual General Meeting of the members of VISHAL BEARINGS LIMITED will be held on Saturday, September 19, 2026, at 11:00 a.m. IST through video conferencing (‘VC’)/ other audio- visual means (‘OAVM’) to transact the following business: ORDINARY BUSINESS: 1) TO RECEIVE, CONSIDER AND ADOPT THE AUDITED STANDALONE FINANCIAL STATEMENTS OF THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31, 2026 TOGETHER WITH THE REPORTS OF THE BOARD OF DIRECTORS AND AUDITORS THEREON. To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT the audited standalone financial statement of the Company for the financial year ended March 31, 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 MR. DIVYESHKUMAR HIRALAL CHANGELA (DIN: 00247364) WHO RETIRES BY ROTATION AND BEING ELIGIBLE, OFFERS HIMSELF FOR REAPPOINTMENT. To consider and if thought fit, to pass, with or without modification(s), 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, Mr. Divyeshkumar Hiralal Changela, (DIN:00247364), who retires by rotation at this meeting, be and is hereby re-appointed as a Director of the Company.” SPECIAL BUSINESS: 3) TO APPROVE REMUNERATION OF COST AUDITOR OF THE COMPANY To consider and if thought fit, to pass, with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 148 and other applicable provisions, if any, of the Companies Act, 2013, the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), and such other permissions as may be necessary, the payment of the total remuneration of Rs.50,000/- plus reimbursement of out-of-pocket expenses at actual plus applicable taxes payable to M/s M. C. Bambhroliya & Associates, Cost Accountants, who were appointed as “Cost Auditor” to conduct the audit of Cost Records maintained by the Company for the Financial Year ending March 31, 2027, be and is hereby ratified and approved. RESOLVED FURTHER THAT the Board or any duly constituted Committee of the Board, be and is hereby authorized to do all acts, deeds, matters and things as may be deemed necessary and/or expedient in connection therewith or incidental thereto, to give effect to the foregoing resolution.” BY ORDER OF THE BOARD OF DIRECTORS For VISHAL BEARINGS LIMITED Place: Shapar, Rajkot Date: 27.08.2026 DILIP G. CHANGELA Chairman, DIN: 0024730 Registered Office: VISHAL BEARINGS LIMITED Survey No. 22/1, Plot No.1, Shapar Main Road, Shapar (Veraval), Rajkot-360024, Gujarat, India. Phone No.: +91 2827 252 273 Email: info@vishalbearings.com 35th Annual Report 2025-2026 NOTICE OF 35TH AGM NOTES: 1) The Ministry of Corporate Affairs (“MCA”) has, vide its Circular nos. 20/2020, 14/2020, 17/2020, 02/2021, 02/2022, 10/2022, 09/2023, 09/2024, the latest being 03/2025 dated 22nd September, 2025 and the Securities and Exchange Board of India (‘SEBI’) vide its circular no. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 dated 3rd October, 2024 and other applicable circulars issued in this regard, (hereinafter collectively referred to as “the Circulars”), have permitted holding of the Annual General Meeting (“AGM”) through Video Conferencing (“VC”). Hence, the AGM of the Company is being held through VC. The deemed venue for the AGM shall be the registered office of the Company, i.e. Survey No. 22/1, Plot No.1, Shapar Main Road, Shapar (Veraval), Rajkot, Gujarat-360024, India. 2) The Explanatory Statement pursuant to Section 102(1) of the Companies Act, 2013 (“the Act”) with respect to Item No. 3 of the Notice forms part of this Notice. 3) Generally, a member entitled to attend and vote at the meeting is entitled to appoint a proxy to attend and vote on a poll instead of himself and the proxy need not be a member of the Company. Since this AGM is being held through VC / OAVM pursuant to the MCA Circulars, physical attendance of members has been dispensed with. Accordingly, the facility for appointment of proxies by the members will not be available for the AGM and hence the Proxy Form and Attendance Slip are not annexed hereto. 4) Since the AGM will be held through VC/OAVM, the route map of the venue of the Meeting is not annexed hereto. 5) Participation at the AGM through VC shall be allowed for 1,000 Members on first-cum-first served basis. This will not include large Members (Members holding 2% or more shares), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first serve basis. 6) The Members can join the Annual General Meeting in the VC/OAVM mode 15 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation a [Showing first 8,000 characters — download PDF for full document]