Dear Stakeholders,
Your Directors have pleasure in presenting 34th Annual Report of GROARC
INDUSTRIES INDIA LIMITED (The Company'), together with the Audited Financial
Statements (standalone) for the Financial Year ended March 31, 2026.
1. HIGHLIGHTS OF FINANCIAL PERFORMANCE:
The Standalone financial Statements highlights of the Company's
Operation are Summarized below:
(Rs. In Lakhs)
| Particulars |
2025-26 |
2024-25 |
| Revenue from Operations |
2,568.81 |
3,478.59 |
| Other Income |
115.91 |
61.37 |
| Total Income Revenue |
2,684.72 |
3,539.95 |
| Profit before Tax |
46.21 |
116.45 |
| Total Tax Expenses |
11.75 |
29.41 |
| Net Profit |
34.47 |
87.05 |
| Earnings Per Equity Share (in Rs.) |
|
|
| Basic |
0.17 |
0.43 |
| Diluted |
0.17 |
0.43 |
During the year under review, the Revenue from operations of the
Company for FY 2025-26 was Rs. 2,568.81 Lakhs as compared to Rs. 3,478.59 Lakhs for FY
2024-25 has been decreased by 26.15%. The Profit before tax for FY 2025-26 was Rs. 46.21
Lakhs as compared to previous year Rs. 116.45 lakhs for FY 2024-25.
Earnings per share was Rs. 0.17 (Basic) and (Diluted) stood at in FY
2025-26 as compared to Rs. 0.43 (Basic) and (Diluted) in FY 2024-25.
The company's Financial Statements have been prepared in
compliance with the Indian Accounting Standards (Ind-AS) as notified under the Companies
(Indian Accounting Standards) Rules, 2015, in accordance with Section 133 of the Companies
Act, 2013, and other applicable provisions of the Act. The annual accounts have been
prepared without any significant deviations from the prescribed accounting norms.
The company ensures timely adoption of new or amended Ind-AS as
applicable, and any material impact arising from such changes is appropriately disclosed
in the financial statements. The financial reporting process involves a thorough review by
the finance team and consultation with external auditors to ensure adherence to statutory
requirements.
2. TRANSFER TO RESERVES :-
During the year under review, no amount has been transferred to the
general reserve of the Company.
3. DIVIDEND:-
Your Directors did not recommend any dividend for the year.
4. INCREASE IN ISSUED, SUBSCRIBED AND PAID-UP EQUITY SHARE CAPITAL:
There has been no increase/decrease in the Authorized Share Capital of
your Company during the year under review.
5. LISTING OF EQUITY SHARES:
The Company's equity shares are listed on the following Stock
Exchange:
(i) BSE Limited, Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400
001, Maharashtra, India;
6. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURE COMPANIES:-
The Company does not have any Subsidiary, Associates and Joint Venture
companies. Hence, Clause is not applicable.
7. NATURE OF BUSINESS:-
During the Financial Year under review, there were no changes in nature
of business of the company.
8. CHANGE IN NAME OF THE COMPANY:
During the Financial Year under review, the Company has not changed its
name.
9. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)
Composition:
The Company recognizes that a diverse and well-balanced Board is
fundamental to its sustained success and effective governance. In alignment with the
provisions of Section 149 of the Companies Act, 2013 and Regulation 17 of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, the composition of the
Board reflects an optimal mix of Executive and Non-Executive Directors.
The Board comprises individuals with a wide spectrum of expertise,
including industry knowledge, financial acumen, legal insight, and operational experience.
The Directors also bring in diverse regional, cultural, and geographical perspectives,
which contribute meaningfully to informed decision-making and help maintain the
Company's strategic edge in a competitive environment.
As of March 31, 2026, the Board consisted of six (6) Directors,
including:
Two Executive Directors and
One Non-Executive Directors, Three Independent Director
including one Independent Woman Director.
Appointment/ Re-Appointment:
During the Financial Year 2025-26, there was re-appointment of Mr.
Chandran Ganesan, Whole Time Director for term of three financial years and Mr.
Tirukkurungudi Seshadri Srinivasan, Independent Director for second term of five financial
years.
Directors Retiring by Rotation:
Pursuant to the provisions of Section 152 of the Act read with the
relevant rules made thereunder, one- third of the Directors are liable to retire by
rotation every year and if eligible, offer themselves for re- appointment at the AGM.
Mr. Heerachand Jain (DIN: 01319086), who retires by rotation as a
director being longest in the office has been liable to retire by rotation at the ensuing
Annual General Meeting ("AGM") and being eligible,
has sought re-appointment. Based on recommendation of the Nomination
and Remuneration Committee, the Board of Directors has recommended their reappoint and the
matter is being placed for seeking approval of members at the ensuing Annual General
Meeting of the Company.
Pursuant to Regulation 36 of the SEBI Listing Regulations read with
Secretarial Standard-2 on General Meetings, necessary details of Mr. Heerachand Jain (DIN:
01319086), are provided as an Annexure to the Notice of the Annual General Meeting.
None of the Directors of the Company are disqualified for being
appointed as Directors as specified in Section 164(2) of the Companies Act, 2013 and Rule
14(1) of the Companies (Appointment and Qualification of Directors) Rules, 2014.
Key Managerial Personnel :
There was no change in the Key Managerial Personnel of the Company
during the year under review.
10. INDEPENDENT DIRECTORS:
The Company has three Independent Directors, namely Mr. Tirukkurungudi
Seshadri Srinivasan, Mr. Murali Chengalvarayan, Mrs. Rainy Ramesh Singhi. All the
Independent Directors has submitted the requisite declarations under Section 149(7) of the
Act, affirming that they meet the criteria of independence as outlined in Section 149(6)
of the Act and Regulation 16(1)(b) of the SEBI Listing Regulations.
In accordance with Regulation 25(8) of the SEBI Listing Regulations,
all Independent Directors have further confirmed that they are not aware of any
circumstances or situations that could impair their independence or affect their ability
to exercise objective judgment free from external influence.
The Board of Directors has reviewed and noted these declarations and
confirmations after conducting a thorough assessment of their accuracy. The Independent
Directors have also affirmed compliance with the provisions of Schedule IV of the Act
(Code for Independent Directors) and the Company's Code of Conduct. There has been no
change in the status or circumstances that would affect their designation as Independent
Directors during the reporting period.
Additionally, the Company has received confirmation from all
Independent Directors regarding their registration in the Independent Directors'
databank, maintained by the Indian Institute of Corporate Affairs, in accordance with Rule
6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.
The terms and conditions of appointment of the Independent Directors
are placed on the website of the Company at
www.telesys.in
Familiarization Programme for Independent Directors:
Your Company has adopted a formal Familiarisation Programme for
Independent Directors to support their effective participation on the Board. As part of
the familiarisation process, the Company provides detailed insights into its business
operations, industry dynamics, organizational structure, and group- level businesses.
Independent Directors are also informed about the regulatory and compliance obligations
under the Companies Act, 2013 and the SEBI Listing Regulations.
The details of Familiarization Programmes are placed on the website of
the company and the website of the company www.telesys.in
11. DIRECTORS' RESPONSIBILITY STATEMENT:
Pursuant to Section 134(5) of the Act, in relation to the audited
financial statements of the Company for the year ended 31st March 2026; the Board of
Directors hereby confirms that:
1. In the preparation of the annual accounts, the applicable accounting
standard had been followed along with proper explanation relating to material departures
2. the Directors have selected such accounting policies and applied
them consistently and made judgments and estimates that are reasonable and prudent so as
to give a true and fair view of the state of affairs of the company at the end of the
financial year and of the Profit or Loss of the Company for that period.
3. The Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the provision of this Act
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities.
4. The Directors have prepared the Annual accounts on a going concern
basis.
5. The directors had laid down internal financial controls to be
followed by the company and that such internal financial controls are adequate and were
operating effectively.
6. The directors had devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems were adequate and operating.
12. NUMBER OF MEETINGS OF THE BOARD:
During the financial year under review, the board has meet Five (5)
times in financial year, the details of which are given in the Corporate Governance Report
of the Company, which forms a part of the Annual Report and is annexed as Annexure-I. The
intervening gap between the meetings was within the prescribed period under the Act and
the SEBI Listing Regulations.
Independent Directors:
During the year under review, the Independent Directors of the Company
met 1 (one) time on 05 th February, 2026.
13. ANNUAL BOARD EVALUATION:-
The Company has established a comprehensive framework for evaluating
the performance of the Board of Directors, its Committees, and individual Directors, in
line with the requirements of Sections 134 and 178 of the Companies Act 2013 and the
Regulation 17(10) of the SEBI Listing Regulations, and the Company's Nomination and
Remuneration Policy.
As part of this evaluation process, structured and confidential
questionnaires were circulated to all Directors to obtain feedback on various aspects of
the Board's functioning, the effectiveness of its Committees, and the performance of
each Director. The observations and responses received were compiled, analysed, and
subsequently presented to the Chairman of the Board for review and discussion.
The evaluation of Directors covered several aspects, including their
attendance and participation in meetings, understanding of the Company's operations
and business environment, application of knowledge and expertise, quality of contributions
to discussions, maintenance of confidentiality, integrity, and independent judgment.
Directors were also evaluated on their alignment with the Company's core values,
commitment to iduciary responsibilities, and adherence to the Code of Conduct.
The Board's performance was assessed based on criteria such as the
effectiveness of its oversight on compliance and governance matters, clarity in the roles
of the Chairman and Executive/Non Executive Directors, the diversity and mix of skills and
expertise, strategic involvement, and overall guidance in areas such as risk management,
financial reporting, ethics, and succession planning. Particular emphasis was placed on
the Board's ability to provide strategic foresight and review the implementation of
key initiatives and policies.
The evaluation of Committees considered their structure, independence,
frequency of meetings, adherence to defined procedures, effectiveness in fulfilling their
responsibilities, and the extent of their contribution to Board decisions. The Committees
were also assessed on their ability to engage meaningfully with internal and external
auditors, and their role in supporting oversight functions.
Based on the outcome, the Board concluded that the overall performance
of the Board, its Committees, and individual Directors, including Independent Directors,
was found to be satisfactory.
14. COMMITTEES OF THE BOARD:
As on March 31, 2026, the Board has constituted the following
committees:
- Audit Committee
- Nomination and Remuneration Committee
- Stakeholder's Relationship Committee
During the year, all recommendations made by the committees were
approved by the Board.
Details of all the Committees such as terms of reference, composition
and meetings held during the year under review are disclosed in the Corporate Governance
Report, which forms part of this Annual Report.
15. CORPORATE SOCIAL RESPONSIBILITY:
During the year under review, the Company does not falls under the
limit of Section 135 of the Companies Act 2013 and rules made thereunder. Hence, Clause is
not applicable.
16. PERFORMANCE OF THE BOARD AND COMMITTEES:
During the year under review, the performance of the Board &
Committees and Individual Director(s) based on the parameters below was satisfactory:
(i) All Directors had attended the Board meetings;
(ii) The remunerations paid to Executive Directors are strictly as per
the Company and industry policy.
(iii) The Independent Directors only received sitting fees.
(iv) The Independent Directors contributed significantly in the Board
and committee deliberation and business and operations of the Company and subsidiaries
based on their experience and knowledge and independent views.
(v) The compliances were reviewed periodically;
(vi) Risk Management Policy was implemented at all critical levels and
monitored by the Internal Audit team who placed report with the Board and Audit committee.
17. MATERIAL CHANGES AND COMMITMENT IF ANY AFFECTING THE FINANCIAL
POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS
FINANCIAL STATEMENT RELATE AND THE DATE OF THE REPORT :
There has been no material changes and commitment that can affect the
financial position of the Company occurred between the end of the Financial Year to which
this financial statement relate and the date of report.
18. NOMINATION AND REMUNERATION COMMITTEE AND STAKEHOLDERS RELATIONSHIP
COMMITTEE:
The Company has established a comprehensive Policy on Director
Appointment and Remuneration, which also encompasses Key Managerial Personnel and other
employees. This policy serves as a framework for the Nomination and Remuneration Committee
to identify and recommend individuals who possess the necessary qualifications, skills,
and experience to serve as Directors. It also lays down clear criteria for assessing the
independence of Directors in accordance with regulatory requirements and the
Company's governance standards.
Furthermore, the policy ensures that the Company's remuneration
strategy is aligned with its overarching business objectives. Remuneration packages are
designed to reward individual contributions as well as overall organizational performance,
while remaining competitive and in line with industry benchmarks. This approach not only
motivates Directors and employees to deliver sustainable value but also supports the
retention of high-caliber talent.
In addition to fixed and variable pay components, the policy emphasizes
transparency, fairness, and alignment with shareholder interests. The Committee regularly
reviews the policy to adapt to changing regulatory landscapes and evolving best practices
in corporate governance. This enables the Company to maintain a balanced and
performance-driven reward system that fosters long term growth and accountability.
19. BOARD POLICIES:
The Company has the following policies which are applicable as per the
Companies Act, 2013 and SEBI (LODR) Regulations, 2015 which are placed on the website of
the Company www.telesys.in
a) Risk Management Policy
b) Code of Conduct for Directors and Senior Management Personeel
c) Nomination and Remuneration Policy
d) Familarization Programme for Independent Directors
e) Terms and Conditions for Appointment of Independent Director
f) Code of Conduct for Non Executive Director
g) Policy on Disclosure of Material Events
h) Policy for determining Material Subsidiaries
i) CSR Policy
j) Policy on preservation of Documents
k) Policy on archival of data
l) Whistle Blower Policy and Vigil Mechanism
m) Policy on Related Party Transactions
n) Dividend Distribution Policy
o) Human Rights Policy
20. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:
The establishment of an effective corporate governance and internal
control system is essential for sustainable growth and long-term improvements in corporate
value, and accordingly Groarc Industries India Limited works to strengthen such
structures. We believe that a strong internal control framework is an important pillar of
Corporate Governance.
Your Company has put in place adequate internal financial controls
commensurate with the size and complexity of its operations. The internal controls ensure
the reliability of data and financial information to maintain accountability of assets.
The Company has an effective internal control and risk-mitigation
system, which is constantly assessed and strengthened with new/revised standard operating
procedures. These controls ensure safeguarding of assets, reduction and detection of fraud
and error, adequacy and completeness of the accounting records and timely preparation of
reliable financial information. Critical functions are rigorously reviewed and the reports
are shared with the Management for timely corrective actions, if any. Business risks and
mitigation plans are reviewed and the internal audit processes include evaluation of all
critical and high-risk areas.
The internal audit is entrusted to Mr. Umang R Shah (Membership No.
230172), Internal Auditor of the Company.
The main focus of internal audit is to review business risks, test and
review controls, assess business processes besides benchmarking controls with best
practices in the industry. Significant audit observations and follow-up actions thereon
are reported to the Audit Committee. For ensuring independence of audits, internal
auditors report directly to the Audit Committee. any. Business risks and mitigation plans
are reviewed and the internal audit processes include evaluation of all critical and high-
risk areas.
21. STATUTORY AUDITORS:
M/s. Venkat & Rangaa, LLP, Chartered Accountants (FRN: 0004597S)
were appointed as Statutory Auditors of the Company for a period of five consecutive years
at the Annual General Meeting (AGM) of the Members held on 29th September, 2022 for the
term of 5 years upto financial year 2026-27.
Statutory Auditors Report:
The Auditors have not made any qualification to the financial
statement. Their reports on relevant notes on accounts are self-explanatory and do not
call for any comments under section 134 of the companies Act, 2013.
Secretarial Auditors Report:
Mr. Ramesh Chandra Mishra (Membership No- 5477) of M/s Ramesh Chandra
Mishra and Associates, has been appointed to conduct the Secretarial audit of the Company
for the term of five financial year 2025-26 to 2029-30, as required under Section 204 of
the Companies Act, 2013 and Rules thereunder. The Secretarial Audit Report for F.Y.
2025-26 is Annexure-I to this Board's Report.
22. RELATED PARTY TRANSACTIONS/CONTRACTS:
The Company has not entered with related party transactions under
section 188 of the Companies Act 2013. Hence, Clause is not applicable.
23. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS:
The Company has given any Loans, provided any Guarantees or security
and made any Investments as per section 186 of the Companies Act, 2013. Hence, Clause is
not applicable.
24. DEPOSITS:
During the financial year, The Company has not accepted any deposits
within the meaning of Section 73 and 76 of the Companies Act, 2013 of the Act, read with
the Rules made thereunder, and therefore, no amount of principal or interest on deposit
was outstanding as of the Balance Sheet date. The Company does not have any deposits which
are not in compliance with the requirements of Chapter V of the Act.
25. VIGIL MECHANISM / WHISTLE BLOWER POLICY:
Your Company is committed to fostering a work environment that upholds
the highest standards of safety, ethics, and legal compliance across all levels of its
operations. To this end, a structured Vigil Mechanism and Whistle blower Policy have been
implemented in line with the provisions of the Companies Act, 2013 and the SEBI Listing
Regulations.
These mechanisms are designed to enable employees and other
stakeholders to confidentially report concerns regarding actual or suspected misconduct,
including unethical behaviour, violations of legal or regulatory requirements, and
breaches of the Company's Code of Conduct. The system ensures that disclosures are
handled in a fair, transparent, and secure manner, without fear of retaliation.
Comprehensive information on the Company's Vigil Mechanism and Whistle blower Policy
is provided in the Corporate Governance Report, which forms an integral part of this
Integrated Annual Report. The Policy is also available on the Company's official
website at www.telesys.in
During the year under review, the status of Complaints received for the
financial year ended March 31, 2026 is as follow:
| Sr. No. Particulars |
Number of Complaints |
| 1 Number of Complaints Received |
Nil |
| 2 Number of Complaints Auto Assigned to entity |
Nil |
| 3 Number of Complaints disposed |
Nil |
| 4 Number of Complaints remaining unresolved |
Nil |
26. HUMAN RESOURCES MANAGEMENT:
We take this opportunity to thank employees at all levels for their
dedicated service and contribution made towards the growth of the company. The
relationship with the workers of the Company's manufacturing units and other staff has
continued to be cordial. To ensure good human resources management at the company, we
focus on all aspects of the employee lifecycle. During their tenure at the Company,
employees are motivated through various skill-development, engagement and volunteering
programs.
In terms of Section 197(12) of the Companies Act, 2013, read with Rule
5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014, no employee(s) drawing remuneration in excess of limits set out in said rules
forms part of the annual report.
Considering the first proviso to Section 136(1) of the Companies Act,
2013, the Annual Report is being sent to the members of the Company and others entitled
thereto. The said information is available for inspection at the registered office of the
Company during business hours from 11 ;00 a.m. to 5 p.m. on working days of the Company up
to the date of the ensuing Annual General Meeting. Any shareholder interested in obtaining
a copy thereof, may write to the Company Secretary in this regard.
27. COST AUDIT & MAINTAINANCE OF COST RECORDS:
During the year under review, The Company does not fall under the
provision of Section 148 and rules made thereunder. Hence, Cost Audit and maintenance of
cost records is not applicable to the Company's products/business of the Company for FY
2025-26.
28. PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION
AND FOREIGN EXCHANGE EARNINGS AND OUTGO:
The details of conservation of Energy, Technology Absorption are not
applicable in the case of the company. However, the company took adequate steps to
conserve the Energy and used the latest technology.
29. FOREIGN EXCHANGE INFLOW/OUTFLOW:
During the year under review there was neither inflow nor outflow of
foreign Exchange Earnings.
30. REPORTING OF FRAUDS BY AUDITORS:
During the year under review, neither the Statutory Auditors nor the
Secretarial Auditor has reported to the Audit Committee under Section 143 (12) of the
Companies Act, 2013, any instances of fraud committed against the Company by its officers
or employees, the details of which would need to be mentioned in the Board's Report.
31. ACCOUNTING STANDARDS :
The Company has followed Indian Accounting Standards (Ind AS) issued by
the Ministry of Corporate Affairs in the preparation of its financial statements.
32. ANNUAL RETURN :
In accordance with the provisions of Section 92(3) of the Companies
Act, 2013 and Rule 12 of the Companies (Management and Administration) Rules, 2014, the
Annual Return of the Company has been made available on the Company's official
website www.telesys.in
33. CORPORATE GOVERNANCE:
The Company remains steadfast in its commitment to upholding the
highest standards of Corporate Governance, emphasizing transparency, accountability, and
ethical business practices in all aspects of its operations. In accordance with Regulation
34 read with Schedule V of the SEBI Listing Regulations, a separate report on Corporate
Governance has been included as part of this Integrated Annual Report as Annexure-II.
Additionally, a certificate issued by Mr. Ramesh Chandra Mishra,
Practicing Company Secretaries, Secretarial Auditor of the Company, confirming compliance
with the Corporate Governance requirements as prescribed under the Listing Regulations is
annexed as Annexure- I.
34. MANAGEMENT DISCUSSION AND ANALYSIS REPORT :
The Management Discussion and Analysis Report for the year under
review, as stipulated under the Regulation 34 read with Schedule V of SEBI Listing
Regulations, forms part of this Annual Report and is annexed as Annexure-III.
The state of the affairs of the business along with the financial and
operational developments have been discussed in detail in the Management Discussion and
Analysis Report.
35. DISCLOSURE UNDER SEXUAL HARRASMENT OF WOMEN AT WORKPLACE
(PREVENTION. PROHIBITION AND REDRESSAL) ACT, 2013:
The Company has adopted a policy on prevention, prohibition and
redressal of sexual harassment at the workplace in line with the provisions of the Sexual
Harassment of Women at workplace (Prevention, Prohibition and Redressal) Act, 2013 and the
Rules there under for prevention and redressal of complaints of sexual harassment at
workplace. The policy is uploaded and can be viewed on the Company's website www.telesys.in.
The details of Number of complaints of Sexual Harassment received,
Number of complaints disposed off and Number of cases pending for more than ninety days in
the Financial Year 2025-26 as stated below:
| SL No. Particulars |
Comments |
| 1 Number of complaints of sexual harassment received in the
year |
NIL |
| 2 Number of complaints disposed off during the year |
NIL |
| 3 Number of cases pending for more than ninety days |
NIL |
36. SECRETARIAL STANDARDS COMPLIANCES:
Your Company has complied with the Secretarial Standards issued by the
Institute of Company Secretaries of India on Meetings of the Board of Directors (SS-1) and
General Meetings (SS-2).
37. DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE
TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL
INSTITUTIONS ALONG WITH THE REASONS THEREOF:
The Company has not made any one-time settlement for loans taken from
the Banks or Financial Institutions, and hence the details of difference between amount of
the valuation done at the time of one-time settlement and the valuation done while taking
loans from the Banks or Financial Institutions along with the reasons thereof is not
applicable.
38. COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961:
The Company affirms that it has duly complied with all provisions of
the Maternity Benefit Act, 1961, and has extended all statutory benefits to eligible women
employees during the year.
39. LISTING WITH STOCK EXCHANGES:
Shares of the Company are listed on BSE Limited, and the Company
confirms that it has paid the annual Listing Fees for the year 2025-26.
40. CODE OF CONDUCT FOR DIRECTORS AND SENIOR MANAGEMENT:
The Board of Directors has adopted a policy and procedure on Code of
Conduct for the Board Members and employees of the Company in accordance with the SEBI
(Prohibition of Insiders Trading) Regulations, 2015. This Code helps the Company to
maintain the Standard of Business Ethics and ensure compliance with the legal requirements
of the Company.
The Code is aimed at preventing any wrongdoing and promoting ethical
conduct at the Board and by employees. The Compliance Officer is responsible to ensure
adherence to the Code by all concerned. The Code lays down the standard of Conduct which
is expected to be followed by the Directors and the designated employees in their business
dealings and in particular on matters relating to integrity in the workplace, in business
practices and in dealing with stakeholders.
All the Board Members and the Senior Management Personnel have
confirmed Compliance with the Code. Declaration of Code of Conduct is annexed as
Annexure-VIII.
41. DISCLOSURE REQUIREMENTS:
The Company has devised proper systems to ensure compliance with the
provisions of all applicable Secretarial Standards issued by the Institute of Company
Secretaries of India and is of the view that such systems are adequate and operating
effectively.
42. ACKNOWLEDGEMENTS:
The Directors acknowledge and sincerely appreciate the dedication,
perseverance, and hard work demonstrated by all employees across the Company. They also
extend their heartfelt thanks to the shareholders, government bodies, regulatory
authorities, banks, stock exchanges, depositories, auditors, customers, vendors, business
associates, suppliers, distributors, and the communities surrounding the Company's
operations. The Directors are grateful for their continued support, trust, and confidence
in the Company's Management.
|
For GROARC INDUSTRIES INDIA LIMITED |
| (Formerly knowns as Telesys Info- Infra (I)
Limited) |
|
sd/- |
sd/- |
| RAJENDHIRAN JAYARAM |
CHANDRAN GANESAN |
| Whole Time Director |
Whole Time Director |
| DIN: 01784664 |
DIN: 08166461 |
| Date: 20th June 2026 |
|
|
| Place: Chennai |
|