Your Directors have the pleasure in presenting the 43rd Annual Report together with the Audited Accounts of theCompany for the Year ended March 31, 2026.
The summary of the Company’s financial results for the financial year ended March 31, 2026 is furnished below:
(Rs. Lakhs)
Particulars
March 31, 2026
March 31, 2025
Gross Sales
2,97,656.51
2,50,369.24
Less: State Excise, VAT & TCS
2,22,871.70
1,86,712.10
Net Sales
74,784.81
63,657.14
Other Income
3,023.54
4,810.18
Total
77,808.35
68,467.32
Profit before depreciation , Exceptional item & taxation
21,062.98
16,514.75
Less: Depreciation
519.00
518.44
Less: Provision for taxation
4,860.59
3,092.43
Profit after taxation
15,683.39
12,903.88
During the year, the revenue from operations (net of Excise Duty, VAT & TCS ) stood at Rs.74,784.81 (in Lakhs)as compared to Rs. 63,657.14 (in Lakhs) financial year ended March 31, 2025.
An amount of Rs.15,683.39 Lakhs is proposed to be retained in the statement of Profit & Loss.
Gross revenues increased to Rs. 2,97,656.51 Lakhs, against Rs.2,50,369.24 Lakhs in the previous year. Profit beforedepreciation, exceptional item and taxation was Rs. 21,062.98 Lakhs against Rs. 16,514.75 Lakhs in the previousyear. After providing for depreciation and taxation of Rs. 519.00 Lakhs and Rs. 4,860.59 Lakhs respectively, the netprofit of the Company for the year under review was placed at Rs. 15,683.39 Lakhs as against Rs.12,903.88 Lakhsin the previous year.
The Board has recommended final dividend at the rate 90% for the year ended March 31, 2026 i.e. Rs.9/- per equityshares of Rs.10/-each fully paid up equity shares out of net profits for the year. (Last year Rs. 7.5/- Per equity sharesof Rs.10 each). The Dividend of 90 %, if approved at the forth coming Annual General Meeting, will result in theout flow of Rs. 2,056.22 Lakhs to the company compared to Rs.1,713.52 lakhs for the year ended March 31, 2025.
The Board does not propose to transfer any amount to General Reserve.
In terms of the regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015,the Board approved and adopted Dividend Distribution Policy of the Company. The policy is annexed to this reportas Annexure 1 and can also be accessed at www.gmbreweries.com/company-policies.html
As on March 31, 2026, the Company has authorized share capital of Rs. 7,000 Lakhs consisting of Rs.6,000 LakhsEquity Share Capital comprising 6,00,00,000 equity shares of Rs.10/- each and Rs.1,000 Lakh Unclassified sharescomprising 1,00,00,000 shares of Rs.10/- each.
The Issued, Subscribed and Paid up Share Capital of the Company is Rs.2,284.69 Lakh dividing into comprising2,28,46,923 fully paid up Equity Share of Rs.10/- each.
The Company has incorporated a wholly owned subsidiary with the name Buildfort Infradev Private Limited toventure in the real estate business. The subsidiary is yet to start business.
The company does not have any Joint Ventures /Associate Companies during the year under review. Hence, detailsfor the same are not required to be mentioned.
Pursuant to Section 134(3) of the Act, the annual return of the company has been placed on the website of thecompany and can be accessed at https://www.gmbreweries.com/general-disclosure.htm
As of the date of this report, the Board of Directors of the Company comprises of 6 (Six) members with 3 (three)Executive Director and 3 (Three) Non Executive Independent Directors.
Independent Director Mr. Shantilal Haria resigned during the current year due to his preoccupation. The Boardof Directors of the company would like to put on record its sincere thanks to Mr. Shantilal Haria for contributingimmensely in running the company’s operations smoothly.
Mr. Hardik Shah has been appointed as independent Director from November 11, 2025.
In accordance with the provision of Section 152 of the Act read with rules made there under and the Articlesof Association of the Company, Mrs. Jyoti Almeida Kashyap (DIN:00112031) and Mr. Kiran Parashare (DIN:06587810) are liable to retire by rotation at the ensuing Annual General Meeting. Both these Directors being eligibleoffer themselves for re-appointment at the ensuing Annual General Meeting.
Brief profiles of aforesaid directors are given in the Annual Report.
Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on the dateof this Report are
Sl.No.
Name
Designation
1
Mr. Jimmy Almeida Kashyap
Chairman & Managing Director
2
Mrs. Jyoti Almeida Kashyap
Whole Time Director
3
Mr. Kiran Parashare
4
Mr. S.Swaminathan
Chief Financial Officer
5
Mr. Sandeep Kutchhi
Vice President Finance & Company Secretary
All Independent Directors have furnished requisite declaration stating that they meet the criteria of Independenceas laid down under Section 149(6) of the Act and Regulation 16(1)(b) of the Listing Regulations. The IndependentDirectors have also confirmed that they have complied with the Company’s Code of Business Conduct and Ethics.
In terms of Section 134 (5) of the Companies Act, 2013, the directors would like to state that:
i) In the preparation of the annual accounts for the financial year ended March 31, 2026, the applicable accountingstandards have been followed.
V y
ii) The directors have selected such accounting policies and applied them consistently and made judgments andestimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of theCompany as at March 31, 2026 and of the profit or loss of the Company for the year ended on that date.
iii) The directors have taken proper and sufficient care for the maintenance of adequate accounting records inaccordance with the provisions of this Act for safeguarding the assets of the Company and for preventing anddetecting fraud and other irregularities.
iv) The directors have prepared the annual accounts for the financial year ended March 31, 2026 on a goingconcern basis.
v) The directors had laid down internal financial controls to be followed by the company and that such internalfinancial controls are adequate and were operating effectively.
vi) The directors had devised proper system to ensure compliance with the provisions of all applicable laws andthat such system were adequate and operating effectively.
During the FY 2025-26, FIVE (5) Meetings of the Board of Directors of the Company were convened and held. Theparticulars of Meetings held and attended by each Director are detailed in the Corporate Governance Report thatform part of this Annual Report as Annexure 6.
The intervening gap between the Meetings was within the period prescribed under the Companies Act, 2013 andListing Regulations and relevant relaxations granted from time to time.
In accordance with the provisions of the Act and the Listing Regulations, the Company has conducted the AnnualPerformance Evaluation process, evaluating the performance of the Board, the Committees of Board and theindividual directors including Chairman.
The Board of Directors has evaluated the performance of Independent Directors during the year 2025-26 andexpressed their satisfaction with the evaluation process.
Independent Directors, in their separate meeting reviewed the performance of the Non-Independent Directors andthe Board as a whole and also reviewed the performance of the Chairman after taking into account the views of allthe Directors. The outcome of this performance evaluation was placed before the meetings of the Nomination andRemuneration Committee and Independent Directors for the consideration of the members. The committee expressedoverall satisfaction on the performance of the Independent Directors, Non-Independent Directors, Chairman and theBoard as a whole.
In accordance with the provisions of Section 177(8), the Company has duly constituted an Audit Committee whichperforms the roles and functions as mandated under the Act, SEBI Listing Regulations and such other matters asprescribed by the Board from time to time. Details of the composition, attendance at its meetings and other detailshave been furnished as a part of the Corporate Governance Report. There have not been any instances during theyear under review, where the recommendations of the Committee were not accepted by the Board.
The Nomination Remuneration Committee (NRC) of the Board is in place and the composition of NRC, attendanceat its meeting and other details have been provided as part of the Corporate Governance.
In terms of provision of Section 178(3) of the Act read with rules framed there under and the SEBI Listing Regulations,the Board has adopted the Nomination, Remuneration and Evaluation Policy based on the recommendations madeby the NRC. The salient features of this policy are outlined in the Corporate Governance Report and the policy ismade available on the Company’s website at www.gmbreweries.com/company-policies.html
The details of the remuneration received by the Directors from the Company have been disclosed in the CorporateGovernance Report.
13. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS :
The company has not given any loans or guarantees covered under the provisions of section 186 of the CompaniesAct, 2013.
The details of the investments made by company are given in the notes to the financial statements.
14. RELATED PARTY TRANSACTIONS :
All transactions with related parties, including agreement/contracts entered into during FY 2025-2026 were at arm’slength basis and in the ordinary course of business and in accordance with the provisions of the Act and rules madethere under, the SEBI Listing Regulations and the Company’s Policy on Related Party Transactions.
There are no particulars to be furnished in Form AOC-2 as required under Section 134(3)(h) of the Act read withRule framed there under in respect of the related party transactions falling under the preview of Section 188(1) ofthe Act during the year under review. Refer Note No. 31 of the Financial Statement for disclosure on related partytransactions.
15. INTERNAL CONTROL SYSTEMS AND INTERNAL AUDIT :
The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations.The scope and authority of the Internal Audit function is defined in the Internal Audit Manual. To maintain itsobjectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of theBoard.
The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal control system in theCompany, its compliance with operating systems, accounting procedures and policies at all locations of the Company.Based on the report of internal audit function, process owners undertake corrective action in their respective areasand thereby strengthen the controls. Significant audit observations and recommendations along with correctiveactions thereon are presented to the Audit Committee of the Board.
16. AUDITORS AND AUDITORS’ REPORTSTATUTORY AUDITORS
The Members of the Company at the Annual General Meeting held on May 24, 2022 approved the appointment ofM/s. V. P Mehta & Company, Chartered Accountants (FRN: 106326W) as the Statutory Auditors of the Companyfor a period of five years commencing from the conclusion of the 39 th AGM until the conclusion of the 44th AGMto be held in 2027.
No frauds have been reported by the Statutory Auditors during the Financial Year 2025-2026 pursuant to theprovisions of Section 143(12) of the Act.
The Reports given by M/s. V. P Mehta & Company, Chartered Accountants on the Financial Statements of theCompany for FY 2025-26 does not contain any qualification, reservation or adverse remarks and forms part of theAnnual Report.
The details relating to fees paid to the Statutory Auditors are given in the Note No. 35 of the Financial Statements.SECRETARIAL AUDITOR AND SECRETARIAL AUDIT REPORT
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment andRemuneration of Managerial Personnel) Rules, 2014, the Board of Directors had appointed Ms. Kala Agarwal,Practicing Company Secretaries to undertake the Secretarial Audit of the Company for the Financial Year 2025-26to 2029-30.
The Report of Secretarial Audit in form MR-3 in accordance to Section 204 of Companies Act, 2013 and SecretarialCompliance Report in accordance with Regulation 24A of SEBI (Listing Obligations and Disclosure Requirements)Regulations, 2015 for the financial year ended March 31, 2026 is annexed herewith and marked as “Annexure-2”to this Report.
There are no audit qualifications, reservations or any adverse remark in the said Secretarial Audit Report.
There were no outstanding deposits within the meaning of Section 73 & 74 of the Act read with Rules framed thereunder, at the end of FY 2025-2026 or the previous financial year.
During the year under review, the Company has not accepted or renewed any deposits from the public.
The information on conversation of energy, technology absorption and foreign exchange earnings & outgo asstipulated under section 134(3)(m) of the Act, read with Companies (Accounts) Rules, 2014 are set out in Annexure3 to this report.
The Company in accordance with the provisions of the Act has adopted a Risk Management Policy. The Companyhas identified the risks impacting the business and formulated policies for mitigation of risks.
The Company has constituted a business risk management committee under the Companies Act, 2013 and Regulation21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The details of the Committeeand its terms of reference are set out in the Corporate Governance Report forming part of this report.
For the key business risks identified by the Company, please refer to the Management Discussion and Analysisannexed to this Report.
The Company has a vigil mechanism named Fraud and Risk Management Policy to deal with instances of fraud andmismanagement, if any.
In staying true to our values of Strength, Performance and Passion and in line with our vision of being one of themost respected companies in India, the Company is committed to the high standards of Corporate Governance andstakeholder responsibility.
The Company has a Fraud Risk and Management Policy to deal with instances of fraud and mismanagement, ifany. The FRM Policy ensures that strict confidentiality is maintained whilst dealing with concerns and also that nodiscrimination will be meted out to any person for a genuinely raised concern.
A high level Committee has been constituted which looks into the complaints raised. The Committee reports to theAudit Committee and the Board.
Disclosures with respect to the remuneration of Directors and employees as required under Section 197(12) of theAct read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 isannexed to this Annual Report as “Annexure 4”.
Details of employee remuneration as required under provisions of Section 197 of the Act, and Rule 5(2) &5(3) ofCompanies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of this report. As perthe provisions of Section 136 of the Act, the reports and Financial Statements are being sent to share holders of the
Company and other stakeholders entitled thereto, excluding the Statement containing Particulars of Employees. Anyshareholder interested in obtaining such details may write to the Company Secretary of the Company.
The Board has constituted a Corporate Social Responsibility (“CSR”) Committee in terms of the provisions ofSection 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility) Rules, 2014. Thecomposition and terms of reference of the CSR Committee is provided in the Corporate Governance Report formingpart of this report as Annexure 5. The Policy is available on the website of the Company at www.gmbreweries.com/company-policies.html
As part of its initiatives under “corporate social responsibility” (CSR), the company has contributed funds for theschemes of eradicating hunger and poverty and promotion of education. The contributions in this regard have beenmade to the registered trust which is undertaking these schemes. The company has also undertaken schemes ofdistributing food to the poor directly and other activities as part of the CSR initiative.
In terms of Section 197(14) of the Act and rules made there under, during the year under review, no director hasreceived any commission from the Company thus the said provision is not applicable to the Company.
The Company in order to prevent and redress complaints of Sexual Harassment at workplace, it has complied withthe provisions relating to the constitution of the Internal Complaints Committee under the Sexual Harassment ofWomen at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
No case was reported to the Committee during the year under review.
During the year under review, the Company has complied with the applicable provisions of the Secretarial Standardsissued by the Institute of Company Secretaries of India.
Management Discussion and Analysis Report on the operations of the Company, as required under the Regulation34(2) of the SEBI (LODR) Regulations,2015 is provided in a separate section and forms an integral part of AnnualReport.
Pursuant to Regulation 34 of the SEBI (LODR) Regulations, 2015, the Corporate Governance Report for the yearended March 31, 2026 along with a Certificate from the Statutory Auditors of the Company regarding compliancewith the conditions of Corporate Governance as stipulated under Schedule V of the SEBI (Listing Obligations andDisclosure Requirements) Regulations, 2015 forms part of the Annual Report as “Annexure -6”.
The Company has a Code of Conduct for regulating, Monitoring and Reporting of Trading by Insiders (“PITPolicy”) for connected persons, designated persons and the insiders (collectively the “Insiders”) as defined under theSEBI(Prohibition of Insider Trading) Regulations, 2015(“PIT Regulations”). The Policy provide adequate safeguardagainst victimization. The Audit Committee reviews the Institutional Mechanism for prevention of insider trading.
The aforementioned policy is available on the website of the Company at www.gmbreweries.com/company-policies.html
In respect of the dividend declared for the previous financial years Rs. 41,38,661/- remained unclaimed as on March31,2026. Further, pursuant to provisions of Section 124(5) of the Companies Act, 2013, dividend lying unclaimedin the unpaid dividend account for a period of 7 (Seven) years is required to be transferred by the Company to theInvestor Education & Protection Fund (“IEPF”). Accordingly, an amount of Rs.10,31,181/- (Rupees Ten Lakh ThityOne Thousand One Hundred and Eighty One Only) being dividend for the financial year 2017-18 lying unclaimedfor a period of 7 years was transferred by the Company during the financial year 2025-26 to the IEPF.
Details of the abovementioned unclaimed dividend/shares transferred to IEPF have been uploaded on the website ofthe Company, accessible at www.gmbreweries.com/investor-factsheet.html
Vide SEBI (Listing Obligations and Disclosure Requirements) (Second Amendment) Regulations, 2021 w.e.f.5.5.2021 has replaced filing of Business Responsibility Report with Business Responsibility and SustainabilityReport. The Company is pleased to present its 4th Business Responsibility and Sustainability Report (BRSR) forFY 2025-26 which is part of this Annual Report.
Cash and cash equivalents as at March 31, 2026 was Rs.156.63 lakhs. The company continues to focus on judiciousmanagement of its working capital. Receivables, inventories and other working capital parameters were kept understrict check through continuous monitoring.
During the year under review, there has been no Material change in the nature of business of the Company.
There are no significant or material changes and commitments affecting the financial position of the Company whichhas occurred between the end of the financial year of the Company i.e. March 31, 2026 and as on the date of thisBoard’s Report.
During the year under review, no significant / material orders were passed by the regulators or the Courts or theTribunals impacting the going concern status and the Company’s operations in future.
There are no proceedings, either filed by the Company or filed against the Company, pending under the Insolvencyand Bankruptcy Code, 2016 as amended, before the National Company Law Tribunal or other Courts as at the endof the Financial Year 2025-2026.
Your Company and its Directors wish to extend their sincerest thanks to the Members of the Company, Bankers, StateGovernment, Local Bodies, Customers, Suppliers, Executives, Staff and workers at all levels for their continuousco-operation and assistance.
For and on behalf of the Board of Directors
Mumbai Jimmy Almeida Kashyap
April 09, 2026 Chairman & Managing Director
DIN : 0011190