Submission of the Annual Report for Financial Year 2025-26 along with Notice of the 68th AGM

Date: 30th August, 2026 BSE Limited 25th Floor, P. J. Towers, Dalal Street, Fort, Mumbai - 400 001 Scrip Code: 509845 Subject: Annual Report for FY 2025-26 Ref.: Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 Dear Sir/Madam, Pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are pleased to submit herewith Annual Report for the Financial Year 2025-26, which being sent to all the members through electronic mode, who have registered their e-mail addresses with the Depositories/Company /Registrar and Transfer Agent. The Annual Report with AGM Notice is also available on the website of the Company at https://www.rjshahandco.com/investor-relations You are requested to kindly take the above information on record. Thank you. Yours Faithfully For, R J SHAH AND COMPANY LIMITED CIN: L45202MH1957PLC010986 KALINDI RAJENDRA SHAH Chairperson & Managing Director DIN: 00402482 R. J. SHAH & COMPANY LIMITED CIN: L45202MH1957PLC010986 68TH ANNUAL REPORT FY 2025-2026 SR. NO. PARTICULARS PAGE NO. 1 Corporate Information & Other Details Header 2 68th Annual General Meeting Notice 01 3 Board of Directors Report 15 4 Secretarial Auditor’s Report - Form MR-3 26 5 Certification on Non-Disqualification of 29 Director 6 Corporate Governance 30 7 Corporate Governance Certificate 47 8 Independent Auditor Report 48 9 Balance Sheet 57 10 Profit and Loss Statement 59 11 Cash Flow Statement 61 12 Statement of Changes in Equity 63 13 Notes to The Financial Statements 64 R J SHAH AND COMPANY LIMITED REGD. OFFICE: Mahul Road, Antop Hill, Mumbai - 400037 CIN: L45202MH1957PLC010986 Email ID: rjshahandco191@gmail.com Tel No: +91 9869083044 68TH ANNUAL REPORT FY 2025-2026 BOARD OF DIRECTORS: SR. NO. NAME OF THE DIRECTOR DIN DESIGNATION 1 Ms. Kalindi Rajendra Shah 00402482 Chairperson & Managing Director 2 Mr. Sunil Masand 00371211 Non-Executive Non-Independent Director 3 Mr. Neville Soli Mody 00187067 Non-Executive Independent Director 4 Dr. Pranav Rajesh Agrawal 10590800 Non-Executive Independent Director 5 Mrs. Jyoti Jatin Mehta 10944301 Non-Executive Independent Director 6 Mr. Ram Narayan Gupta - Company Secretary (CS) 7 Mrs. Ishani Janak Vakharia - Chief Financial Officer (CFO) AUDITORS: M/s. N N K & Co., Chartered Accountants, Mumbai LISTING OF EQUITY SHARES: BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai – 400 001 AUDIT COMMITTEE: Mr. Neville Soli Mody - Chairman Mr. Sunil Pitamber Masand – Member Dr. Pranav Rajesh Agrawal - Member SECRETARIAL AUDITOR: M/s. Alpesh Vekariya & Associates, Company Secretaries, Ahmedabad REGISTRAR & SHARE TRANSFER AGENTS Satellite Corporate Services Private Limited A/106-107, Dattani Plaza, East West Indl. Compound, Andheri Kurla Road, Safed Pool, Sakinaka, Mumbai-400 072, E-mail: scs_pl@yahoo.co.in Alternate Email Id: service@satellitecorporate.com Tel no. 28520461-62 BANKERS: 1. State Bank of India 2. Union Bank of India R J SHAH AND COMPANY LIMITED :REGD. OFFICE: Mahul Road, Antop Hill, Mumbai - 400037 CIN: L45202MH1957PLC010986 Email ID: rjshahandco191@gmail.com Tel No: +91 9869083044 NOTICE NOTICE is hereby given that the 68th (Sixty Eighth) Annual General Meeting (AGM) of the Members of R J Shah and Company Limited will be held on Tuesday, September 22, 2026, at 3.00 P.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 Financial Statements for the Financial Year ended March 31, 2026 together with the Reports of the Board of Directors and the Auditors thereon. 2. To declare Dividend of 25% i.e Rs. 2.50 per Equity Share of face value of Rs. 10/- each for the Financial Year ended March 31, 2026. 3. To appoint a Director in place of Mr. Sunil Pitamber Masand (DIN: 00371211) who retires by rotation and being eligible, offers himself for re-appointment. SPECIAL BUSINESS: 4. To approve Related Party Transactions: To consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution: “RESOLVED THAT the authority is hereby delegated to the Board of Directors of the Company to enter into transactions, including those repetitive in nature and in the ordinary course of business at arm’s length with related parties following provisions of Section 188 of the Companies Act, 2013 (the Act) read with Companies (Meetings of Board and its Powers) Rules, 2014 and other applicable provisions, also those in SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as “SEBI (LODR) Regulations, 2015”) (including any statutory modification(s) or reenactment thereof for the time being in force) and in connection therewith, the Board may take such steps as may be necessary for and on behalf of the Company. RESOLVED FURTHER THAT any one director of the Company and Company Secretary of the Company be and are hereby authorized severally to take such steps and do all such acts, deeds, matters, and things as may be considered necessary, proper, and expedient to give effect to this Resolution.” R. J. Shah & Company Limited | Annual Report 2025-2026 | Page 1 By Order of the Board of Directors For R J Shah and Company Limited Sd/- Kalindi Rajendra Shah Chairperson & Managing Director (DIN: 00402482) Date : July 24, 2026 Place : Mumbai Registered Office: Mahul Road, Antop Hill, Mumbai, Maharashtra, India – 400 037 CIN: L45202MH1957PLC010986 Website: www.rjshahandco.com Email: rjshahandco191@gmail.com Contact: +91 98690 83044 R. J. Shah & Company Limited | Annual Report 2025-2026 | Page 2 NOTES: 1. An Explanatory Statement pursuant to Section 102 (1) of the Companies Act, 2013 read with Rule 22 of the Companies (Management and Administration) Rules, 2014 (“the Rules”), as amended, setting out the material facts in respect of the Special Business as per Item No. 4 herein above is annexed hereto and forms part of this Notice. 2. Pursuant to the requirements under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") including Regulation 36(3) and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, the details and a Statement containing brief resume of Director seeking re-appointment/appointment together with the details of shares held by him/her, if any, is annexed hereto. 3. Pursuant to the requirements under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations") including Regulation 36(3) and Secretarial Standard on General Meetings issued by the Institute of Company Secretaries of India, the details and a Statement containing brief resume of Director seeking re-appointment/appointment together with the details of shares held by him/her, if any, is annexed hereto. 4. Pursuant to Circular No. 14/2020 dated 8th April 2020, Circular No. 17/2020 dated 13th April 2020, General Circular No. 09/2023 dated September 25, 2023 read with other relevant circulars, including General Circular No. 09/2024 dated September 19, 2024 ("MCA Circulars") issued by the Ministry of Corporate Affairs (MCA) and SEBI vide its circular no. SEBI/HO/CFD/CFD-PoD-2/P/CIR/2024/133 and SEBI/HO/CFD/CFD-POD-2/P/CIR/2023/167 dated October 3, 2024 and October 7, 2023 respectively read with SEBI Master circular no. SEBI/HO/CFD/PoD2/ CIR/P/0155 dated November 11, 2024 and Circular No. 03/2025 dated September 22, 2025 in relation to “Clarification on holding of Annual General Meeting (“AGM”) through Video Conferencing (“VC”) or Other Audio Visual Means (“OAVM”)” (collectively, the “said Circulars”), companies are allowed to hold Annual General Meeting ("AGM") through VC/OAVM, without the physical presence of members at a common venue. Hence, in compliance with the Circulars, the AGM of the Company is being held through VC/OAVM. Hence, in c [Showing first 8,000 characters — download PDF for full document]