|
To,
The Members,
INDIAN EMULSIFIERS LIMITED
The Board of Directors of the Company have great pleasure in presenting the 6th Board's
Report of the Company together with Audited Financial Results for the year ended March
31,2026. This report states compliance as per the requirements of the Companies Act, 2013
("the Act), the Secretarial Standards, the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (" SEBI
Listing Regulations) and other rules and regulations as applicable to the Company.
1. FINANCIAL PERFORMANCE:
The highlights of the financial performance of the Company for the year ended March 31,
2026 are summarized as follows:
(Rs. in lakhs)
Particulars |
Standalone |
Consolidated |
|
FY 2025-26 |
FY 2024-25 |
FY 2025-26 |
FY 2024-25 |
| Revenue from Operations |
15,986.90 |
10,122.62 |
15,982.41 |
10,122.62 |
| Other Income |
36.20 |
142.89 |
36.20 |
142.89 |
Total Income |
16,023.10 |
10,265.51 |
16,018.61 |
10,265.51 |
| Employee Benefit Expenses |
182.15 |
123.94 |
182.15 |
123.94 |
| Financial Cost |
363.85 |
240.89 |
363.88 |
240.89 |
| Depreciation and amortisation expenses |
264.39 |
222.52 |
264.39 |
222.52 |
| Other Expenses |
13,226.31 |
8,036.80 |
13,214.86 |
8,036.79 |
Total Expenses |
14,036.70 |
8,624.16 |
14,025.28 |
8,624.16 |
| Profit/(Loss) before Tax |
1,986.40 |
1,641.35 |
1,993.33 |
1,641.35 |
| Less: Exceptional items |
- |
- |
- |
- |
Profit/(Loss) before Tax |
1,986.40 |
1,641.35 |
1,993.33 |
1,641.35 |
| Current Tax (including earlier year tax) |
333.41 |
310.50 |
334.50 |
299.26 |
| Deferred Tax |
32.72 |
0.95 |
-275.52 |
12.19 |
Profit/(Loss) after tax |
1,620.27 |
1,329.90 |
1,934.34 |
1,329.90 |
| Other Comprehensive income/ (cost) for the financial year |
-13.38 |
3.24 |
-13.38 |
3.24 |
Total Comprehensive income/(loss) for the financial year |
1,606.88 |
1,333.14 |
1,920.96 |
1,333.14 |
| Earnings per Equity Share |
|
|
|
|
| (1) Basic |
11.20 |
11.40 |
11.24 |
11.40 |
| (2) Diluted |
8.76 |
9.35 |
8.80 |
9.35 |
2. BUSINESS OVERVIEW
Our Company is engaged in the business of Manufacturing and Supplying of Specialty
Chemicals i.e., Esters, Amphoterics, Phosphate Esters, Imidazolines, Wax Emulsions, SMO
& PIBSA Emulsifiers.
FINANCIAL PERFORMANCE OVERVIEW
During the year under review, on standalone basis the Company has earned a total
revenue of Rs. 15, 986.90 Lakhs for the year ended March 31, 2026 as against Rs. 10,265.51
Lakhs in the previous financial year.
Whereas, on Consolidated basis the Company has earned a total revenue of Rs. 15,982.41
Lakhs for the year ended March 31, 2026 as against Rs. 10,122.62 Lakhs in the previous
financial year.
The Company has recorded a profit (PBT) of Rs. 1,986.40 Lakhs for the year ended March
31, 2026 as compared to Rs. 1,641.35 Lakhs in the previous financial year on standalone
basis.
Whereas, on Consolidated basis the Company has recorded a profit (PBT) of Rs. 1,993.33
Lakhs for the year ended March 31, 2026 as compared to Rs. 1,641.35 Lakhs in the previous
financial year.
The Profit/ (Loss) after Tax (PAT) for the year ended March 31, 2026 increased and
stood at Rs. 1,606.88 Lakhs as compared to Rs. 1,333.14 Lakhs in the previous financial
year, on standalone basis
Whereas, on Consolidated basis, the Profit/ (Loss) after Tax (PAT) for the year ended
March 31, 2026 increased and stood at Rs. 1,934.34 Lakhs as compared to Rs. 1,333.14 Lakhs
in the previous financial year
3. DIVIDEND/TRANSFER TO RESERVES:
The Dividend policy for the year under review has been formulated. In order to conserve
resources for future business expansion and support the growth of the Company, your
directors do not recommend any dividend on equity shares for the financial year ended
March 31, 2026. Consequently, no amount is proposed to be transferred to the reserves for
the year under review.
4. CHANGE IN THE NATURE OF BUSINESS:
There has been no change in the Business of the Company during the financial year ended
March 31, 2026.
5. MATERIAL CHANGES AND COMMITMENTS BETWEEN THE END OF THE FINANCIAL YEAR OF THE
COMPANY TO WHICH THE FINANCIAL STATEMENT RELATE AND THE DATE OF THIS REPORT:
Except as disclosed below, there have been no material changes and commitments
affecting the financial position of the Company which have occurred between the end of the
financial year of the Company to which the financial statements relate (March 31, 2026)
and the date of this Report:
On April 17, 2026, the Board approved fundraising of upto Rs. 20 Crore by issuance of
Non- Convertible Debentures (NCDs) on a Private Placement basis. The Company has
successfully received and allotted the first tranche of Rs. 10.00 Crores on April 17,
2026,
6. CAPITAL STRUCTURE:
AUTHORIZED SHARE CAPITAL:
The Authorized Share Capital of the Company as on March 31, 2026 is Rs. 20,00,00,000/-
(Rupees Twenty Crores) divided into 2,00,00,000 (Two Crore) Equity Shares of having face
value of Rs. 10/- each fully paid-up.
During the period under review and up to the date of this report, the Authorised Share
Capital of the Company was increased twice to support business expansion and funding
milestones as detailed below:
The members of the Company, at the Annual General Meeting held on September 30, 2025,
approved increase in the Authorised Share Capital from ^14,00,00,000/- (Rupees Fourteen
Crores) to ^20,00,00,000/- (Rupees Twenty Crores) by creating an additional 60,00,000
(Sixty Lakh) Equity Shares of Rs. 10/- each bypassing a Special Resolution.
Further, on May 1, 2026 , the members approved an increase in the Authorised Share
Capital from ^20,00,00,000/- (Rupees Twenty Crores) to ^32,00,00,000/- (Rupees Thirty-Two
Crores) by creating an additional 1,20,00,000 (One Crore Twenty Lakh) Equity Shares of Rs.
10/- each through a Postal Ballot..
ISSUED AND PAID-UP CAPITAL:
As on March 31, 2026 the paid-up Equity Share Capital was Rs. 1,83,332,220/- divided
into 1,83,33,222 Equity Shares of Rs. 10/- each.
During the financial year under review, the Company successfully raised funds through a
Rights Issue to its eligible equity shareholders. On November 24, 2025, approved the
allotment of 61,11,000 Rights Equity Shares of face value Rs.10/- each at a price of Rs.
80/- (including a Premium of Rs.70.00/- (Rupees Seventy Only) per Rights Equity Share;
The details of allotment are as follows:
Particulars |
Number of shares |
Equity Share Capital (Rs. 10/-) |
Securities Premium Amount (Rs. 70/-) |
Total Amount (Rs. 80/-) |
| Equity Shares of issued at Rs. 80/- per share |
61,11,000 |
Rs. 6,11,10,000 |
Rs. 42,77,70,000 |
Rs.48,88,80,000 |
Consequent to this allotment, the paid-up Equity Share Capital of the Company increased
from Rs. 12,22,22,220/- to Rs 18,33,32,220/- as on March 31, 2026.
7. DISCLOSURE WITH RESPECT TO ISSUE OF NON- CONVERTIBLE DEBENTURES ARE AS BELOW:
| (a) date of issue and allotment of the securities; |
17-04-2026 |
| (b) number of securities |
100 |
| (c) whether the issue of the securities was by way of preferential
allotment, private placement or public issue; |
Private Placement |
| (d) brief details of the debt restructuring pursuant to which the
securities are issued; |
The Board of Directors of the Company at its meeting held on April 17,
2026 has inter-alia, considered and approved the allotment of 100 (One Hundred)
Non-Convertible Debentures of Series A- 13.75 % Fixed Rated, Unlisted, Secured,
Unrated, Non-Convertible Debentures' of face value Rs. 10,00,000/- (Rupees Ten Lakh only)
each fully paid up at par ("NCDs) aggregating to Rs. 10,00,00,000/- (Rupees Ten
Crore only) through Private Placement basis to LC Venture Debt Fund. |
| (e) issue price; |
Rs. 10,00,000 Per Debenture |
| (f) coupon rate; |
13.75 % |
| (g) maturity date; |
17-10-2028 |
| (h) amount raised. |
Rs. 10,00,00,000 |
8. DISCLOSURES RELATING TO HOLDING, SUBSIDIARY, ASSOCIATE COMPANY, AND JOINT VENTURES:
As on March 31, 2026 the Company has following Holding, Subsidiaries, Associate
Company, and Joint Venture,:
Sr. No. |
Name of Company |
CIN/ any other registration number of subsidiary company |
Type |
%of Share Holding |
Applicable Section |
| 1 |
M/s. Southers Emulsifiers Solutions Pty Ltd |
ACN 677 826 603 |
Foreign Wholly Owned Subsidiary Company |
100% |
2(87) |
| 2 |
M/S Polaris Specialty Chemicals Inc * |
0451263724 |
Foreign Wholly Owned Subsidiary Company |
100% |
2(87) |
| 3 |
M/s Spartan Professional Products Private Limited# |
U46691PN2026PTC253705 |
Indian Wholly Owned Subsidiary Company |
100% |
2(87) |
* M/s. Polaris Specialty Chemicals Inc, a Foreign subsidiary company of the Company has
been incorporated on March 28, 2025 at United States of America (USA). The Company has
subscribed 1000 Ordinary shares of US$ 1.00 each. The main object of the incorporated
company is distribution of Specialty Chemicals.
# M/s Spartan Professional Products Private Limited, wholly owned Indian Subsidiary of
the company incorporated on March 24, 2026. The Company has subscribed 10,000 Equity
Shares of Face Value of Rs. 10/- each. The main object of the incorporated entity is to
manufacture Home and Personal Care Products.
Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of
Companies (Accounts) Rules, 2014 a statement containing salient features of the financial
statement of subsidiaries or associate companies or Joint ventures in Form AOC- 1 is
annexed and marked as Annexure-I.
9. DIRECTORS & KEY MANAGERIAL PERSONNEL:
The composition of Board of Directors and Key Managerial Personnel (KMP) of the Company
as on March 31, 2026 were as follows:
Sr. No |
Name of Director |
Designation |
| 1. |
Yash Tikekar |
Chairman and Managing Director |
| 2. |
Abhay Tikekar |
Whole-Time Director |
| 3. |
Rajesh Madhukar Joshi |
Non-Executive, Director |
| 4. |
Rajaram Gordhanlal Agarwal |
Non-Executive, Independent Director |
| 5. |
Vaishali Dipen Tarsariya |
Non-Executive, Independent Director |
| 6. |
Mandeep Brijkishore Pandey |
Chief Financial Officer |
| 7. |
Joshna John Olivera |
Company Secretary & Compliance Officer |
During the financial year under review, the following changes occurred in the Key
Managerial Personnel (KMP) of the Company:
Resignation: Mr. Ramraj Singh Thakur resigned from the position of Company
Secretary and Compliance Officer with effect from the close of business hours on February
02, 2026.
Appointment: Ms. Joshna John Olivera was appointed as the Company Secretary and
Compliance Officer of the Company with effect from February 04, 2026, pursuant to the
provisions of Section 203 of the Companies Act, 2013.
10. DECLARATION GIVEN BY INDEPENDENT DIRECTORS:
Pursuant to the provisions of sub-section (7) of Section 149 of the Companies Act,
2013, the Company has received individual declarations from all the Independent Directors
confirming that they fulfil the criteria of Independence as specified in Section 149(6) of
the Companies Act, 2013.
The Independent Director have complied with the Code of Conduct for Independent
Directors prescribed in Schedule IV of the Act. In view of the available time limit, those
Independent Director who are required to undertake the online proficiency self-assessment
test as contemplated under Rule 6(4) of the Companies (Appointment and Qualification of
Directors) Rules, 2014, had committed to perform the test within time limit stipulated
under the act.
11. BOARD, COMMITTEE AND SHAREHOLDERS MEETINGS:
A. NUMBER OF BOARD MEETINGS
Duringthe financial year ended March 31, 2026 the Board of Directors met 13 times (on
April 29, 2025, May 10, 2025, May 16, 2025, May 27, 2025, August 29, 2025, September 22,
2025, October 18, 2025, November 08, 2025, December 12. 2025, February 04, 2026, February
25, 2026, March 18, 2026 and on March 30, 2026) in accordance with the provisions of the
Companies Act, 2013 and rules made there under. The intervening gap between two Board
Meeting was within the period prescribed under the Companies Act, 2013 and as per
Secretarial Standard-1. The prescribed quorum were present for all the Meetings. Directors
of the Company actively participated in the meetings and contributed valuable inputs on
the matters brought before them from time to time.
B. COMMITTEES OF THE BOARD:
The Company has four committees viz; Audit Committee, Nomination and Remuneration
Committee, Stakeholders Relationship Committee and Corporate Social Responsibility
Committee which has been established as a part of the better Corporate Governance
practices and is in compliance with the requirements of the relevant provisions of
applicable laws and statutes.
I. Audit Committee:
The Audit Committee of the Company is constituted under the provisions of section 177
of the Companies Act, 2013. Composition of the Committee is as follows:
Sr. No. |
Name |
Designation |
| 1. |
Rajaram Gordhanlal Agarwal |
Chairman |
| 2. |
Vaishali Dipen Tarsariya |
Member |
| 3. |
Yash Tikekar |
Member |
All the recommendation made by the Audit Committee in the financial year 2025-26 was
approved by the Board.
The Audit Committee members met 4 times during the year on May 16, 2025, August 29,
2025, November 08, 2025 and February 04, 2026 for conducting the Meeting.
II. Nomination & Remuneration Committee:
The Nomination & Remuneration Committee of the Company is constituted under the
provisions of section 177 of the Companies Act, 2013.
Composition of the Committee is as follows:
Sr. No. |
Name |
Designation |
| 1. |
Rajaram Gordhanlal Agarwal |
Chairman |
| 2. |
Vaishali Dipen Tarsariya |
Member |
| 3. |
Rajesh Madhukar Joshi |
Member |
The Nomination & Remuneration Committee members met 3 times during the year on
August 29, 2025, November 08, 2025 and February 04, 2026 for conducting the Meeting.
III. Stakeholder Relationship Committee
The Stakeholder Relationship Committee of the Company is constituted under the
provisions of section 177 of the Companies Act, 2013.
Composition of the Committee is as follow:
Sr. No. |
Name |
Designation |
| 1. |
Vaishali Dipen Tarsariya |
Chairperson |
| 2. |
Yash Tikekar |
Member |
| 3. |
Rajaram Gordhanlal Agarwal |
Member |
The Stakeholder Relationship Committee members met twice during the year on May 16,
2025 and November 08, 2025 for conducting the Meeting.
IV. Corporate Social Responsibility Committee
The Corporate Social Responsibility Committee of the Company is constituted under the
as per the provisions of the Companies Act, 2013.
Composition of the Committee is as follows:
Sr. No. |
Name |
Designation |
| 1. |
Vaishali Dipen Tarsariya |
Chairperson |
| 2. |
Yash Tikekar |
Member |
| 3. |
Rajaram Gordhanlal Agarwal |
Member |
The Corporate Social Responsibility Committee members met 1 time on August 29, 2025
during the year for conducting the Meeting.
12. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL
RESPONSIBILITY INITIATIVES:
CSR provides an opportunity to the Companies to effectively align its values and
strategy for the benefits of the society, by contributing to the social, economic and
environmental development of the society at large.
Further the Board of directors has also approved the CSR policy formulated in
accordance with the Act (as amended from time to time), guides the Company to serve the
society which can be accessed on the website of the Company at link https:
//indianemulsifiers.com/
The disclosure as per provisions of Companies Act, 2013 on CSR activities forming part
of this Report is attached as Annexure- V
13. CORPORATE GOVERNANCE REPORT:
Since the Company is listed on SME platform of NSE Emerge., the provisions of Corporate
Governance are not applicable to the Company.
14. COMPANY'S POLICY RELATING TO APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF
THEIR DUTIES
The Company believes that building a diverse and inclusive culture is integral to its
success. A diverse Board, among others, will enhance the quality of decisions by utilizing
different skills, qualifications, professional experience and knowledge of the Board
members necessary for achieving sustainable and balanced development. In terms of SEBI
Listing Regulations and Act, the Company has in place Nomination & Remuneration
Policy.
The said policy of the Company, inter alia, provides that the Nomination and
Remuneration Committee shall formulate the criteria for appointment of Executive,
Non-Executive and Independent Directors on the Board of Directors of the Company and
persons in the Senior Management of the Company, their remuneration including
determination of qualifications, positive attributes, independence of directors and other
matters as provided under sub-section (3) of Section 178 of the Act (including any
statutory modification^) or re- enactments) thereof for the time being in force). The
Policy also lays down broad guidelines for evaluation of performance of Board as a whole,
Committees of the Board, individual directors including the chairperson and the
Independent Directors. The aforesaid Nomination and Remuneration Policy has been uploaded
on the website of your Company at www.indianemulsifiers.com
15. FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS:
The Board members are provided with necessary documents/ brochures, reports, and
internal policies to enable them to familiarize with the Company's procedures and
practices, the website link is www.indianemulsifiers.com
16. ANNUAL EVALUATION:
Pursuant to the provisions of the Companies Act and the SEBI Listing Regulations, a
structured questionnaire was prepared for evaluating the performance of Board, its
Committees and Individual Director including Independent Directors. The questionnaires
were prepared after taking into consideration the various facets related to working of
Board, its committee and roles and responsibilities of Director. The Board and the
Nomination and Remuneration Committee reviewed the performance of the Individual Directors
including Independent Directors on the basis of the criteria and framework adopted by the
Board. Further, the performance of Board as a whole and committees were evaluated by the
Board after seeking inputs from all the Directors on the basis of various criteria. The
Board of Directors expressed their satisfaction with the evaluation process. In a separate
meeting of Independent Directors, the performance of Non-Independent Directors,
performance of Board as a whole and performance of the Chairman was evaluated, taking into
account the views of the Executive Directors and Non-Executive Directors.
17. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:
(A) CONSERVATION OF ENERGY:
The Company has been continuously making efforts to reduce energy consumption. The
management is striving to achieve cost reduction by economical usage of energy.
(i) The steps taken or impact on conservation of energy:
The Company has been continuously making efforts to reduce energy consumption, and the
management is striving to achieve cost reduction by economical usage of energy.
(ii) The steps taken by the company for utilising alternate source of energy:
As the Company needs only minimum level of energy, it has not looked into an
alternative source of energy.
(iii) The capital investment on energy conservation equipment:
The Company has not made any capital investment as it is not required at this stage.
(B) TECHNOLOGY ABSORPTION:
The Company is not utilizing any alternate source of energy.
(C) FOREIGN EXCHANGE EARNINGS AND OUT GO:
During the period under review, the Company has total income of Nil and Nil expenditure
in the foreign currency
18. RISK MANAGEMENT:
The Board of the Company has evaluated a risk management to monitor the risk management
plan for the Company. The Audit Committee has additional oversight in the area of
financial risk and controls. Major risks identified by the businesses and functions are
systematically addressed through mitigating actions on continuing basis.
19. VIGIL MECHANISM FOR THE DIRECTORS AND EMPLOYEES:
The Company has established a vigil mechanism, through a Whistle Blower Policy, where
Directors and employees can voice their genuine concerns or grievances about any unethical
or unacceptable business practice. A whistle- blowing mechanism not only helps the Company
in detection of fraud, but is also used as a corporate governance tool leading to
prevention and deterrence of misconduct.
It provides direct excess to the employees of the Company to approach the Compliance
Officer or the Chairman of the Audit Committee, where necessary. The Company ensures that
genuine Whistle Blowers are accorded complete protection from any kind of unfair treatment
or victimization. The Whistle Blower Policy is disclosed on the website of the Company at
www.indianemulsifiers.com
20. PARTICULARS OF LOANS, GURANTEES OR INVESTMENTS UNDER SECTION 186:
The details of loans, guarantees or investments covered under Section 186 of the
Companies Act, 2013 are given in the Note No 10 to the Financial Statements.
21. PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES UNDER SECTION 188 OF
THE ACT:
All related party transactions that were entered into during the Period under review,
were on arm's length basis and in the ordinary course of business. No materially
significant related party transactions which required the approval of members, were
entered into by the Company during the Period under review. Further, all related party
transactions entered by the Company are placed before the Audit Committee for its
approval.
The particulars of the contracts or arrangements entered by the Company with related
parties as referred to in Section 134(3) (h) read with section 188(1) of the Act and rules
framed thereunder, in the Form No. AOC-2 are annexed and marked as Annexure-II.
22. AUDITORS
A. STATUTORY AUDITORS:
M/s. Dave & Dave., Chartered Accountants (Firm Registration No. 102163W) were
appointed as the Statutory Auditors of Company at the 4th Annual General Meeting for the
period of 5 years i.e., from F.Y. 2024-25 to 2028-29.
Further the Statutory Auditors have submitted their Report on the Financial Statements
for the financial year ended March 31, 2026, forming part of this Report and there are no
qualifications, reservations or adverse remarks made by the statutory auditor of Company
in their Audit Report for the year under review.
The notes on accounts referred to the Auditors' Report are self-explanatory and
therefore, do not call for any further explanation.
B. SECRETARIAL AUDITORS
M/s. Nikunj Kanabar & Associates, Company Secretaries, (Firm Registration Number:
S2024MH981100, Membership No. F12357 and CP No. 27358) were appointed as the Secretarial
Auditors of the Company for a period of five (5) consecutive years, commencing from April
1, 2025 to March 31, 2030.
The Secretarial Audit report received from the Secretarial Auditors is annexed to as Annexure
VI and forms part of this report.
C. INTERNAL AUDITORS
The Board of Directors of the Company at its meeting held on February 04, 2026 have
appointed Mr. Mandeep B. Pandey as Internal Auditor of the Company for F.Y. 2025-26.
D. COST AUDITOR
The Board of Directors of the Company at its meeting held on September 04, 2026 have
appointed M/s Narendra Peshne & Associates Cost Accountant having Firm Registration
No. 100269 with the Institute of Cost Accountants of India, as Cost Auditor of the Company
for conducting Cost Audit of the Company for the FY 2026-27.
23. EXTRACTS OF ANNUAL RETURN
In accordance with Section 92(3) and Section 134(3)(a) of the Companies Act, 2013 read
with Companies (Management and Administration) Rules, 2014, the Annual Return as on 31st
March 2026 is available on the Company's website https:
//indianemulsifiers.com/annual-return/
24. MANAGEMENT DISCUSSION & ANALYSIS REPORTS:
A detailed report on Management Discussion and Analysis (MDA) Report is included in
this Report as Annexure - III.
25. STATEMENT PURSUANT TO SECTION 197(12) OF THE COMPANIES ACT, 2013 READ WITH RULE 5
OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014:
Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is provided in this Report as Annexure IV which
forms part of this Report.
HUMAN RESOURCES
The relations with the employees and associates continued to remain cordial throughout
the year. The Directors of your Company wish to place on record their appreciation for the
excellent team spirit and dedication displayed by the employees of the Company.
26. DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
& REDRESSAL) ACT, 2013:
The Company is committed to provide a safe and conducive work environment to its
employees. There exist at the group level an Internal Complaint Committee (ICC')
constituted under The Sexual Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013. The group is strongly opposed to sexual harassment and employees are
made aware about the consequences of such acts and about the constitution of ICC. During
the year under review, no complaints were filed with the Committee under the provisions of
the said Act in relation to the workplace/s of the Company.
27. COMPLIANCE OF THE PROVISIONS RELATING TO THE MATERNITY BENEFIT ACT 1961.
The Company is committed to providing a supportive and inclusive workplace for all
employees. In line with the provisions of the Maternity Benefit Act, 1961. The Company
ensures that all eligible women employees are granted paid maternity leave and other
prescribed benefits.
During the year under review, no women employees availed maternity leave. The Company
also provides flexible working arrangements and nursing breaks to support employees in
balancing work and family responsibilities.
28. COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND ANNUAL GENERAL MEETINGS:
The Company has complied with Secretarial Standards issued by the Institute of Company
Secretaries of India on Board meetings and Annual General Meetings.
The Directors have devised proper systems to ensure compliance with the provisions of
all applicable Secretarial Standards and that such systems are adequate and operating
effectively.
29. MAINTENANCE OF COST RECORD:
As per Section 148 of the Act read with Companies (Cost Records and Audit) Rules, 2014,
the Board of Directors of the Company on recommendation of the Audit Committee had
appointed M/s. Narendra Peshne & Associates, Cost Accountants (Firm Registration No.:
100269) to audit the cost accounts of the Company for the Financial Year ended 31st March,
2027.
In terms of the provisions of Section 148(3) of the Act, read with Rule 14(a)(ii) of
the Companies (Audit and Auditors) Rules, 2014, the remuneration payable to the Cost
Auditor is required to be ratified by the Members, accordingly, a resolution seeking
ratification by the Members for the remuneration is listed in the AGM Notice as Special
Business.
The Cost Auditors have certified that their appointment is within the limits of Section
141(3)(g) of the Act and that they are not disqualified from appointment within the
meaning of the said Act. Maintenance of cost records as specified by the Central
Government under Sub-Section (1) of Section 148 of the Act, is required by the Company and
accordingly, such accounts and records are made and maintained.
30. DEPOSITS:
The Company has neither accepted nor renewed any deposits falling within the purview of
Section 73 of the Companies Act, 2013 read with Companies (Acceptance of Deposits) Rules
2014 as amended from time to time, during the year under review.
31. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO FINANCIAL STATEMENTS:
The Company has in place adequate Internal Financial Controls with reference to
financial statements. During the year under review, such controls were tested and no
reportable material weakness in the design or operation was observed.
32. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134 of the Companies Act, 2013 (the Act'), with respect to
Directors Responsibility Statement it is hereby confirmed:
a) The Financial Statements of the Company - comprising of the Balance Sheet as at
March 31, 2026 and the Statement of Profit & Loss for the year ended as on that date,
have been prepared on a going concern basis following applicable accounting standards and
that no material departures have been made from the same;
b) Accounting policies selected were applied consistently and the judgments and
estimates related to these financial statements have been made on a prudent and reasonable
basis, so as to give a true and fair view of the state of affairs of the Company as at
March 31, 2026, and, of the profits and loss of the Company for the year ended on that
date;
c) Proper and sufficient care has been taken for maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013, to safeguard the
assets of the Company and to prevent and detect fraud and other irregularities;
d) Requisite Internal Financial Controls to be followed by the Company were laid down
and that such internal financial controls are adequate and operating effectively; and
e) Proper systems have been devised to ensure compliance with the provisions of all
applicable laws and such systems are adequate and operating effectively.
33. GREEN INITIATIVES
In compliance with Regulation 36 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 Notice of the AGM along with the Annual Report is being
sent only through electronic mode to those Members whose email addresses are registered
with the Company/ Depositories. Members may note that the Notice and Annual Report 2025-26
will also be available on the Company's website
https://indianemulsifiers.com/annual-report/
34. INSOLVENCY AND BANKRUPTCY CODE 2016:
No application or proceeding was initiated in respect of the Company in terms of
Insolvency and Bankruptcy Code 2016.
35. DETAILS OF DIFFERENCE BETWEEN THE AMOUNT OF VALUATION DONE AT THE TIME OF ONETIME
SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS THEREOF
The requirement to disclose the details of difference between the amount of the
valuation done at the time of onetime settlement and the valuation done while taking loans
from the Banks or Financial is not applicable.
36. OTHER DISCLOSURES
In addition to the standalone financial statements of Indian Emulsifiers Limited, this
Annual Report also includes the audited consolidated financial statements of the company
and its subsidiaries, prepared in accordance with the applicable provisions of the
Companies Act, 2013, and Indian Accounting Standards (Ind AS)
Your directors state that no disclosure or reporting is required in respect of the
following items as there were no transaction on these items during the year under review.
1. Issue of equity shares with differential rights as to dividend, voting or otherwise.
2. Issue of equity shares (including sweat equity shares) and ESOS to employees of the
Company under any scheme.
3. No significant or material orders were passed by the Regulators or Courts or
Tribunals which impact the going concern status and Company's operations in future.
4. There was no instance of non-exercising of voting rights in respect of shares
purchased directly by the employees under a scheme pursuant to section 67(3) of the Act
read with Rule 16(4) of Companies (Share Capital and Debenture) Rules, 2014 and hence no
information has been furnished.
5. The provisions of Section 125(2) with regards to Transfer of Unclaimed Dividend to
Investor Education and Protection Fund of the Companies Act, 2013 do not apply as there
was no dividend declared and paid last year.
37. ACKNOWLEDGEMENTS:
Your directors would like to express their sincere appreciation for the continued
support and cooperation received from all stakeholders. The Board is grateful to the
Company's customers, suppliers, business partners, and shareholders for their trust and
confidence in the Company.
The Directors also place on record their appreciation for the guidance and support
received from various Government authorities, regulatory bodies, financial institutions,
and banks.
The Board expresses its deep sense of gratitude to the employees at all levels for
their dedication, commitment, and valuable contributions towards the growth and success of
the Company
For and on behalf of the Board of Directors of |
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Indian Emulsifiers Limited |
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Sd/- |
Sd/- |
Yash Tikekar |
Abhay Tikekar |
Chairman and Managing Director |
Whole Time Director |
DIN:02206485 |
DIN:10425123 |
Place: Mumbai |
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Date: 04th September, 2026 |
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