Your Directors have pleasure in presenting the 17th Directors' Report on the business and operations ofAAYUSH ART AND BULLION LIMITED (The Company) together with the Audited FinancialStatements of Accounts of the Company for the Financial Year ended March 31, 2026
1. Financial Result:
(Amount in Lakhs)
Particular
FY 2025-26
FY 2024-25
Total Income
21,636.70
7,378.30
Total Expenditure
20,565.40
7,137.05
Profit / (Loss) Before Tax
1,071.31
241.23
Less: Tax Expense
Current Tax
275.07
61.45
Tax of Earlier Period Provided/ Written back
5.76
-
Deferred Tax
1.31
(0.88)
Profit / (Loss) After Tax
789.17
180.66
Earning per Equity Share (Face Value Rs. 10)Basic
5.15
1.29
Diluted
2. STATE OF COMPANY AFFAIRS AND REVIEW OF OPERATIONS:
During the financial year ended 31st March, 2026, the Company recorded a total revenue of INR 21,636.70lakhs (Rupees Twenty-One Thousand Six Hundred Thirty-Six Lakhs and Seventy Thousand only) ascompared to INR 7,378.30 lakhs (Rupees Seven Thousand Three Hundred Seventy-Eight Lakhs and ThirtyThousand only) in the previous financial year.
Further, during the year under review, the Company earned a Net Profit of INR 789.17 lakhs (RupeesSeven Hundred Eighty-Nine Lakhs and Seventeen Thousand only) as against a Net Profit of INR 180.66lakhs (Rupees One Hundred Eighty Lakhs and Sixty-Six Thousand only) in the previous financial year,reflecting a significant improvement in the Company's financial performance.
3. SHARE CAPITAL STRUCTURE OF THE COMPANY:AUTHORIZED CAPITAL:
During the year under review, the Authorized Share Capital from is Rs. INR 17,00,00,000 (Indian RupeesSeventeen Crore only) divided into 1,70,00,000 (One Crore Seventy Lakh Only) Equity Shares of Rs. 10each.
PAID UP CAPITAL AND CHANGES THEREON, IF ANY:
The Issued, Subscribed and Paid-up capital is Rs. 15,31,21,750 /- (Rupees Fifteen Crore Thirty-One LakhTwenty-One Thousand Seven Hundred Fifty only) divided into 1,53,12,175 (One Crore Fifty-Three LakhTwelve Thousand One Hundred Seventy-Five) equity shares of Rs. 10/- (Rupees Ten only) each.
4. DEPOSITS:
During the reporting period, your Company has not accepted any deposits, falling within the meaning ofSection 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014
5. DIVIDEND
The Board of Directors did not recommend any dividend for the year.
6. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTIONFUND:
The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was no dividenddeclared and paid last year.
7. AMOUNTS, IF ANY, WHICH IT PROPOSES TO CARRY TO ANY RESERVES:
During the financial year ended 31st March, 2026, the Company has transferred its entire profit of INR789.17 lakhs (Rupees Seven Hundred Eighty-Nine Lakhs and Seventeen Thousand only) to the RetainedEarnings of the Company.
8. CHANGE IN THE NATURE OF BUSINESS. IF ANY:
During the financial year under review, there was no change in the nature of the business of the Company.
9. REVISION OF FINANCIAL STATEMENT. IF ANY:
There was no revision in the financial statements of the Company.
10. DIRECTORS & KEY MANAGERIAL PERSONNEL:
The Board of the Company was duly constituted in accordance with the provisions of the Companies Act,2013. As on the date of the report, your company has the following Directors and Key ManagerialPersonnel:
S.
No.
Name of Director
Designation
DIN/ PAN
Date ofAppointment
Date ofCessation
1
Mr. Maulik RajendrabhaiShah
Managing Director
10297944
13/03/2024
23/07/26
2
Mr. Mehal BipinchandraRaval
Additional Director
10797136
23/07/2026
3
Mr. Piyush Parmar
Director
09634827
4
Ms. BhavnabenPrahaladbhai Trivedi
11048317
21/05/2025
5
Mr. Afsar Khan Ismail
Independent Director
11189994
16/07/2025
6
Mr. Dharmesh PravinbhaiSanghvi
04/09/2025
7
Ms. BhagyashriShyambihari Agrawal
CFO
AURPA9823A
07/07/2025
8
Mr. Pankaj Kumar Rawat
Company Secretary &Compliance Officer
AVMPR0513N
24/01/2024
15/04/2026
During the year under review, following changes were made in the composition Board of Directorsand KMP of the Company.
• Ms. Bhavnaben Prahaladbhai Trivedi (DIN: 11048317) appointed as Non-Executive Director of theCompany with effect from May 21, 2025.
• Ms. Punam Anil Mohod (DIN 10692712) resigned from the post of Director with effect from May 21,
2025.
• Ms. Bhagyashri Shyambihari Agrawal appointed as Chief Financial Officer (CFO) of the Company witheffect from July 07, 2025.
• Mr. Afsar Ismail Khan (DIN: 11189994) appointed as Non-Executive Independent Director of theCompany with effect from July 16, 2026.
• Mr. Pradipbhai Rathod (DIN: 10429763) resigned from the post Director with effect from July 16, 2025.
• Mr. Dharmesh Pravinbhai Sanghvi (DIN: 10297944) appointed as Non-Executive Independent Director ofthe Company with effect from September 04, 2025.
Further, after the closure of the Financial Year, following changes were made in the composition ofBoard of Directors and KMP of the Company:
• Mr. Pankaj Kumar Rawat terminated from the post of Company Secretary & Compliance Officer witheffect from April 15, 2026.
• Mr. Maulik Rajendrabhai Shah resigned from the office of Managing Director with effect from July 23,
2026.
• Mr. Mehal Bipinchandra Raval was appointed as an Additional Executive Director in the category ofManaging Director with effect from July 23, 2026. The Board recommends his regularization as theManaging Director of the Company for approval by the Members at this Annual General Meeting.
Retirement by Rotation
In terms of provisions of Section 152 of the Companies Act, 2013, Ms. Bhavnaben Prahaladbhai Trivedi(DIN: 11048317), Non-Executive Director is liable to retire by rotation and, being eligible, has offeredherself for re-appointment in this AGM of the Company.
11. NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS
During the Financial Year under review 08 (Eight) meetings of the Board of Directors were held. Thedates on which the said meetings were held:
• 21.05.2025
• 30.05.2025
• 07.07.2025
• 16.07.2025
• 04.09.2025
• 13.11.2025
• 13.01.2026
• 09.02.2026
The intervening gap between any two Meetings was within the period prescribed under the SEBI (LODR)Regulations, 2015 and Companies Act, 2013.
12. BOARD COMMITTEES:
At present, the Board has following Three (3) Committees:
• Audit Committee
• Nomination & Remuneration Committee
• Stakeholder Remuneration Committee.
The Composition of these Committees and relative compliances are in line with the applicable provisionsof the Companies Act, 2013 read with the Rules and applicable provisions of the Listing Regulations.
The terms of reference of these Committees are determined by the Board and their relevance reviewedfrom time to time. Meetings of each of these Committees are convened by the respective Chairperson ofthe Committee. The Board supervises the execution of its responsibilities by the Committees and isresponsible for their action. The minutes and proceedings of the meetings of all Committees are placedbefore the Board for review from time to time. The Minutes of the Committee Meetings are sent to allmembers of the Committee individually and are placed before the Board for review from time to time.
AUDIT COMMITTEE:
The Audit Committee of the Board is responsible for oversight of the Company’s financial reportingprocess and the disclosure of its financial information to ensure that the financial statements are correct,adequate and credible; and for reviewing the annual financial statements before submission to the Board.The Committee periodically reviews the adequacy of internal control systems.
During the year under review, Three (3) meetings of the Audit Committee were convened and held on thedates mentioned below:
• May 30, 2025
• November 13, 2025
• February 09, 2026
The maximum interval between any two meetings did not exceed 120 days.
The detail of the composition of the Audit Committee along with their meetings held/attended is as follows:
Name of the Director
Category
No. of Meetingeligible to Attend
No. of MeetingAttended
*Afsar Khan Ismail
Chairman (Non-ExecutiveIndependent Director)
02
**Dharmesh PravinbhaiSanghvi
Member (Non-ExecutiveIndependent Director)
Piyush Parmar
Member (Non-ExecutiveDirector)
03
*Mr. Afsar Khan Ismail appointed as a Member and Chairman of the committee with effect from July 16,2026.
**Mr. Dharmesh Pravinbhai Sanghvi appointed as a Member of the Committee with effectfrom September04, 2026.
NOMINATION AND REMUNERATION COMMITTEE:
Pursuant to Section 178(3) of the Companies Act, 2013, the Board duly constituted Nomination andRemuneration Committee and have laid down the following criteria:
1. Criteria for nomination as Director, Key Managerial Personnel and Independence of a Director:
2. Criteria for determining Remuneration of Directors, Key Managerial Personnel and Senior Managementand Other Employees of the Company.
3. Evaluation of the performance of members of the Board of Directors and Key Managerial Personnel.
During the year under review, Four (4) meeting of the Nomination and Remuneration Committee wereconvened and held on the dates mentioned below:
• May 21, 2025
• July 07, 2025
• July 16, 2025
• September 04, 2025
The detail of the composition of the Nomination and Remuneration Committee along with their meetingsheld/attended is as follows:
No. of Meetingeligible toAttend
01
00
04
STAKEHOLDER RELATIONSHIP COMMITTEE:
Pursuant to Section 178(5) of the Companies Act, 2013, the Board duly constituted StakeholderRelationship Committee to look into the redressal of complaints of investors such as transfer or credit ofshares, non-receipt of dividend/notices/annual reports, etc.
During the year under review, One (1) meeting of the Stakeholder Relationship Committee was convenedand held on February 09, 2026.
The detail of the composition of the Stakeholders Relationship Committee along with their meetingsheld/attended is as follows:
Name of theDirector
Afsar Khan Ismail
Chairman (Non-Executive IndependentDirector)
DharmeshPravinbhai Sanghvi
Member (Non-Executive IndependentDirector)
Member (Non-Executive Director)
*Mr. Afsar Khan Ismail appointed as a chairman of the committee with effect from July 16, 2026.
13. MATERIAL CHANGES AND COMMITMENTS AFFECTING FINANCIAL POSITION OF THECOMPANY:
There were no material changes and commitments accrued from the end of financial year up to this report
14. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE U/S 186 OF THECOMPANIES ACT, 2013:
Particulars of loan given, investment made, guarantees given and security provided under Section 186 ofthe Companies Act, 2013, if any, are provided in the notes of financial statement.
15. INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR ADEQUACY:
According to Section 134(5) (e) of the Companies Act, 2013, the term “Internal Financial Control (IFC)”means the policies and procedures adopted by the Company for ensuring the orderly and efficient conductof its business, including adherence to the company’s policies, safeguarding of its assets, prevention anddetection of frauds and errors, accuracy and completeness of the accounting records and timely preparationof reliable financial information. The company has a well-placed, proper and adequate Internal FinancialControl System which ensures that all the assets are safeguarded and protected and that the transactionsare authorized recorded and reported correctly. To further strengthen the internal control process, thecompany has developed the very comprehensive compliance management tool to drill down theresponsibility of the compliance from the top management to executive level.
The compliance relating to Internal Financial controls have been duly certified by the statutory auditors.
16. SEPARATE MEETING OF INDEPENDENT DIRECTOR
The Company’s Independent Directors meet at least once in every financial year without the presence ofExecutive Directors or management personnel to review the performance of Non-Independent Directorsand the Board as a whole, to review the performance of the Chairperson of the company, taking intoaccount the views of Executive Directors and Non-Executive Directors and to assess the quality, quantityand timeliness of flow of information between the company management and the Board that is necessaryfor the Board to effectively and reasonably perform their duties.
During the year under review, one Meeting of the Independent Directors was held on February 03, 2026for the Financial Year 2025-26.
17. CORPORATE SOCIAL RESPONSIBILITY:
During the financial year under review, the provisions relating to Corporate Social Responsibility (“CSR”)under Section 135 of the Companies Act, 2013 were not applicable to the Company, as the Company didnot meet the prescribed thresholds during the immediately preceding financial year.
However, based on the net profit of the Company for the financial year ended 31st March, 2026, theCompany has become eligible for applicability of the provisions of Section 135(1) of the Companies Act,2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014.
Accordingly, the Company shall comply with the applicable provisions relating to Corporate SocialResponsibility, including constitution of the CSR Committee, formulation and adoption of the CSR Policy,and undertaking CSR activities in accordance with the provisions of the Companies Act, 2013 and therules made thereunder.
18. CORPORATE GOVERNANCE:
Provisions of Para C, D and E of Schedule V of the SEBI (Listing Obligations and DisclosuresRequirements) Regulations, 2015 are not applicable to the Company. Hence, report on CorporateGovernance is not annexed.
19. HUMAN RESOURCES:
The Management has a healthy relationship with the officers and the Employee.
20. BOARD EVALUATION:
The Board of Directors has carried out an annual evaluation of its own performance, Board committeesand individual directors pursuant to the provisions of the Act and the corporate governance requirementsas prescribed by Securities and Exchange Board of India (Listing Obligations and DisclosureRequirements) Regulations 2015 (“SEBI Listing Regulations”).
The performance of the Board was evaluated by the Board after seeking inputs from all the directors onthe basis of the criteria such as the board composition and structure, effectiveness of board processes,information and functioning, etc.
The performance of the committees was evaluated by the Board after seeking inputs from the committeemembers on the basis of the criteria such as the composition of committees, effectiveness of committeemeetings, etc.
The Board and the Nomination and Remuneration Committee reviewed the performance of the individualdirectors on the basis of the criteria such as the contribution of the individual Director to the Board andCommittee meetings like preparedness on the issues to be discussed, meaningful and constructivecontribution and inputs in meetings, etc. In addition, the chairman was also evaluated on the key aspectsof his role.
In a separate meeting of independent directors, performance of non-independent directors, performance ofthe board as a whole and performance of the chairman was evaluated, taking into account the views ofexecutive directors and non-executive directors. The same was discussed in the board meeting thatfollowed the meeting of the independent directors, at which the performance of the board, its committeesand individual directors was also discussed. Performance evaluation of independent directors was done bythe entire board, excluding the independent director being evaluated.
The Board evaluated the performance of Independent Directors and Individual Directors consideringvarious parameters such as their familiarity with the Company's vision, policies, values, code of conduct,their attendance at Board and Committee Meetings, whether they participate in the meetings constructivelyby providing inputs and provide suggestions to the Management/Board in areas of domain expertise,whether they seek clarifications by raising appropriate issues on the presentations made by theManagement/reports placed before the Board, practice confidentiality, etc. It was observed that theDirectors discharged their responsibilities in an effective manner. The Directors possess integrity, expertiseand experience in their respective fields.
21. STATEMENT SHOWING THE NAMES OF THE TOP TEN EMPLOYEES IN TERMS OFREMUNERATION DRAWN AND THE NAME OF EVERY EMPLOYEE AS PER RULE 5(2) &(3) OF THE COMPANIES (APPOINTMENT & REMUNERATION) RULES, 2014:
Disclosure pertaining to remuneration and other details as required under Section 197 of the CompaniesAct, 2013 read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel)Rules, 2014 is given in “Annexure-I” to this Report.
The Statement containing the particulars of employees as required under section 197(12) of the CompaniesAct, 2013 read with rule 5(2) and other applicable rules (if any) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules, 2014, is provided in a separate annexure forming part ofthis report.
22. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES:
During the year, there is no transaction entered with related parties referred to in Section 188(1) of theCompanies Act, 2013 read with Rule 8(2) of Companies (Accounts) Rules, 2014. Therefore, there is norequirement to attached Form AOC-2 in Annexure ‘II’ Related party transactions if any, are disclosed inthe notes to financial statements.
23. NO FRAUDS REPORTED BY STATUTORY AUDITORS
During the Financial Year 2025-26, the Auditors have not reported any matter under section 143(12) ofthe Companies Act, 2013, therefore no detail is required to be disclosed under section 134(3) (ca) of theCompanies Act, 2013.
24. SUBSIDIARIES. JOINT VENTURES AND ASSOCIATE COMPANIES:
During the financial year under review, the Company did not have any subsidiary, associate company orjoint venture. Accordingly, the provisions of Section 129(3) of the Companies Act, 2013 relating to thepreparation of consolidated financial statements were not applicable to the Company for the financial yearended 31st March, 2026.
However, the Company has initiated the process for incorporation of a subsidiary in Dubai, United ArabEmirates. The Company shall comply with the applicable provisions of the Companies Act, 2013 and the
rules made thereunder in respect of the proposed subsidiary, as and when applicable.
25. VIGIL MECHANISM / WHISTLE BLOWER POLICY:
Pursuant to Section 177(9) and (10) of the Companies Act, 2013, and Regulation 22 of the SEBI (ListingObligation and Disclosure Requirement) Regulation, 2015, the Company has formulated Whistle BlowerPolicy for vigil mechanism of Directors and employees to report to the management about the unethicalbehavior, fraud or violation of Company’s code of conduct. The mechanism provides for adequatesafeguards against victimization of employees and Directors who use such mechanism and makesprovision for direct access to the chairman of the Audit Committee in exceptional cases.
26. DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS ORCOURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY’SOPERATIONS IN FUTURE:
During the financial year under review, the Company shifted its Registered Office from C-110, G/F, BholaNath Nagar, Shahdara, Delhi East, Delhi - 110032, India to A-1207, Unicus Shyamal, Opp. IconicShyamal Cross Road, Vejalpur, Ahmedabad - 380051, Gujarat, India.
In this regard, the Regional Director, Noida, vide its order dated 2nd February, 2026, approved the shiftingof the Registered Office of the Company from the State of Delhi to the State of Gujarat.
The Company has taken the necessary steps to give effect to the said order and to comply with theapplicable provisions of the Companies Act, 2013 and the rules made thereunder.
27. DIRECTORS’ RESPONSIBILITY STATEMENT:
(a) Pursuant to the requirement under Section 134 (5) of the Companies Act, 2013, with respect toDirectors Responsibilities Statement, it is hereby confirmed:
(b) That in the preparation of the annual accounts for the financial year ended 31st March, 2026 theapplicable accounting standards had been followed along with proper explanation relating to materialdepartures;
(c) That the directors had selected such accounting policies and applied them consistently and madejudgments and estimates that were reasonable and prudent so as to give a true and fair view of thestate of affairs of the company at the end of the financial year and of the profit or loss of the companyfor the year review;
(d) That the directors had taken proper and sufficient care for the maintenance of adequate accountingrecords in accordance with the provisions of Companies Act, 2013 for safeguarding the assets of thecompany and for preventing and detecting fraud and other irregularities;
(e) That the directors had prepared the annual accounts for the financial year ended 31st March,2026 ona going concern basis;
(f) That the directors had laid down internal financial controls to be followed by the company and thatsuch internal financial controls are adequate and were operating effectively and
(g) That the directors had devised proper system to ensure compliance with the provisions of allapplicable laws and that such system were adequate and operating effectively.
28. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGEEARNINGS AND OUTGO:
The particulars as prescribed under sub-section (3)(m) of Section 134 of the Companies Act, 2014 readwith Rule 8(3) of Companies (Accounts) Rules, 2014 are annexed herewith at “Annexure-III”.
29. AUDITORS & AUDITOR’S REPORT:Statutory Auditor:
M/s Kapish Jain & Associates, Chartered Accountants (FRN 022743N), were appointed as the StatutoryAuditors of the Company for a term of five (5) consecutive years at the Annual General Meeting held onJune 29, 2024. Their tenure is effective from April 1, 2024, to March 31, 2029, at a remuneration plusapplicable taxes and out-of-pocket expenses as may be decided by the Board of Directors from time totime.
There are no qualifications, reservation or adverse remark or disclaimer made by the Statutory Auditors intheir Report.
Auditor’s Report
The Auditor’s Report for financial year ended March 31, 2026, does not contain any qualification,reservation or adverse remarks. All Observations made in the Independent Auditors’ Report and Notesforming part of the Financial Statements are self-explanatory and do not call for any further comments andalso, there is no incident of fraud requiring reporting by the auditors under section 143(12) of theCompanies Act, 2013 during the year. The Auditor’s report is enclosed with the financial statements inthis Auditor’s Report.
Secretarial Auditor:
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointmentand Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s VaibhavSharma & Associates, Practicing Company Secretaries, to undertake the secretarial audit of the Companyfor the Financial Year 2025-2026
Secretarial Audit Report
The Secretarial Audit Report for the financial year ended 31st March, 2026 does not contain anyqualification, reservation or adverse remark. A copy of the Secretarial Audit Report (Form MR-3) asprovided by the Secretarial Auditor has been annexed to the Report. (Annexure-IV). Secretarial AuditReport (Form MR-3) provided by secretarial auditor is self-explanatory
Cost auditors:
The Company has not appointed the Cost Auditor as pursuant to Section 148 of the Companies Act, 2013read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the cost audit is notapplicable to the Company.
Internal auditors
The Company has complied with the requirement of the section 138 of the Companies Act, 2013 read withrule 13 of the Companies (Accounts) Rules, 2014, and other applicable provisions of the Act.
The Company has appointed M/s Appa & Associate, Chartered Accountants (FRN: 141467W), toundertake the Internal audit of the Company for the Financial Year 2025-2026.
30. FAMILIARISATION PROGRAMMES
The Company familiarises its Independent Directors on their appointment as such on the Board with theCompany, their roles, rights, responsibilities in the Company, nature of the industry in which the Companyoperates, etc. through familiarizations programme. The Company also conducts orientation programmeupon induction of new Directors, as well as other initiatives to update the Directors on a continuing basis.The familiarization programme for Independent Director is disclosed on the Company’s websitewww.akmlace.com
31. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:
The Management’s Discussion and Analysis Report for the year under review, as stipulated underregulation 34 (3) and Part B of schedule V of the SEBI (Listing Obligation and Disclosure Requirement)Regulation, 2015 is annexed to this Annual Report as “Annexure - V”.
32. CODE OF CONDUCT:
Commitment to ethical professional conduct is a must for every employee, including Board Members andSenior Management Personnel of the Company. The Code is intended to serve as a basis for ethicaldecision-making in conduct of professional work. The Code of Conduct enjoins that each individual in theorganization must know and respect existing laws, accept and provide appropriate professional views, andbe upright in his conduct and observe corporate discipline. The duties of Directors including duties as anIndependent Director as laid down in the Companies Act, 2013 also forms part of the Code of Conduct.All Board Members and Senior Management Personnel affirm compliance with the Code of Conductannually.
33. DETAILS OF APPLICATION MADE OR ANY PROCEEDINGS PENDING UNDER THEINSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONGWITH THEIRSTATUS AS AT THE END OF THE FINANCIAL YEAR:
During the reporting period, no application made or any proceeding is pending under the Insolvency andBankruptcy Code, 2016 (31 of 2016).
34. DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THETIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOANFROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH REASONS THEREOF:
During the reporting period, no such valuation has been conducted in the financial year.
35. RISK MANAGEMENT POLICY
The Board of Directors of the Company are of the view that currently no significant risk factors are presentwhich may threaten the existence of the company. During the year, your Director’s have an adequate riskmanagement infrastructure in place capable of addressing those risks. The company manages monitors andreports on the principal risks and uncertainties that can impact its ability to achieve its strategic objectives.The Audit Committee and Board of Directors review these procedures periodically. The company’smanagement systems, organizational structures, processes, standards, code of conduct and behaviourtogether form a complete and effective Risk Management System (RMS).
36. INFORMATION REQUIRED UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION. PROHIBITION & REDRESSAL) ACT, 2013
The Company has zero tolerance towards sexual harassment at the workplace and towards this end, hasadopted a policy in line with the provisions of Sexual Harassment of Women at Workplace (Prevention,Prohibition and Redressal) Act, 2013 and the Rules there under. The Company has complied withprovisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment ofWomen at Workplace (Prevention, Prohibition and Redressal) Act, 2013 which redresses complaintsreceived on sexual harassment.
During the year under review, the details of complaints pertaining to sexual harassment received are asfollows:
No. of complaints of sexual harassment received in the year
NIL
No. of complaints disposed-off during the year
No. of cases pending for more than ninety days
37. PREVENTION OF INSIDER TRADING
The Company has a Code of Conduct for Prevention of Insider Trading with a view to regulate trading insecurities by the Directors and certain designated employees of the Company. The Code requires pre¬clearance for dealing in the Company’s shares and prohibits the purchase or sale of Company shares bythe Directors and designated employees while in possession of unpublished price sensitive information inrelation to the Company and during the period when the trading window is closed. The Board is responsiblefor implementation of the Code. All Board Directors and the designated employees have confirmed
compliance with the Code.
38. DISCLOSURE OF RELATIONSHIP BETWEEN DIRECTOR INTER -SE
None of the Directors are related to each other.
39. SECRETARIAL STANDARDS
Your Company complies with the Secretarial Standard on Meetings of Directors (SS-1) and SecretarialStandard on General Meetings (SS-2) whenever it has applicable. Your Company will comply with theother Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI) as and whenthey are made mandatory.
40. STATEMENT ON OTHER COMPLIANCES
Your Director’s state that no disclosure or reporting is required in respect of the following items as therewere no transactions on these items During the reporting period:
a. Details relating to deposits covered under Chapter V of the Act.
b. Issue of equity shares with differential voting rights as to dividend, voting or otherwise;
c. Issue of shares (including sweat equity shares) to employees of the Company.
d. Neither the Managing Director nor any of the Whole-time Directors of the Company receive anyremuneration or commission.;
41. WEBSITE OF THE COMPANY:
Your Company maintains a website www.akmlace.com where detailed information of the Company andspecified details in terms of the Companies Act, 2013 and SEBI (Listing Obligations & DisclosureRequirements) Regulations, 2015 have been provided.
42. ANNUAL RETURN
Pursuant to the provision of Section 92(3) of the Companies Act, 2013 read with Rule 12 (1) of theCompanies (Management and Administration) Rules, 2014, the annual return as on 31st March 2026 willbe available on the website of the Company i.e., at www.akmlace.com
43. SIGNIFICANT AND MATERIAL ORDER PASSED BY REGULATORS
There were no significant and material order passed by the regulators or Courts or Tribunal's impactingthe going concern status of your Company and its operation in future.
44. MATERNITY BENEFIT
The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, andhas extended all statutory benefits to eligible women employees during the year.
45. DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THEINSOLVENCY AND BANKRUPTCY CODE, 2016
As there is no application made or pending under Insolvency and Bankruptcy Code, 2016, so there is norequirement to give details of application made or any proceeding pending under the Insolvency andBankruptcy Code, 2016.
46. DECLARATION REGARDING SETTLEMENT WITH BANKS/ FINANCIAL INSTITUTIONS
During the year under review, the Company has not made any settlements with banks or financialinstitutions. As a result, no valuations were necessary.
47. ACKNOWLEDGEMENT:
The Directors wish to convey their appreciation to all of the Company’s employees for their contributiontowards the Company’s performance. The Directors would also like to thank the shareholders, employee,customers, dealers, suppliers, bankers, governments and all other business associates for their continuoussupport to the Company and their confidence in its management.
For and on behalf ofAAYUSH ART AND BULLION LIMITED(Formerly known as AKM Creations Limited)
Date: 14-08-2026 Sd/- Sd/-
Place: Ahmedabad Mehal Bipinchandra Raval Piyush Parmar
Additional Director Director
DIN: 10797136 DIN: 09634827
Registered Office:
A-1207, Unicus Shyamal, Opp. Iconic Shyamal Cross Road,
Vejalpur, Ahmedabad- 380051, Gujarat, IndiaCIN: L74110DL2009PLC196375,
Website: www.akmlace.com
Email: akmcreationlimited@gmail.com,