To,
The Members,
Manglam Global Corporations Limited
(Formerly known as Kshitij Investments Limited)
Your Directors are pleased to present their 47th Annual Report on the state of affairs
of the Company together with the Audited Financial Statement (Standalone) of Accounts and
the Auditors’ Report of Manglam Global Corporations Limited (Formerly known as
Kshitij Investments Limited) ["the Company’’] for the year ended 31st
March, 2026.
1. FINANCIAL RESULTS
The Company Financial Performance (Standalone) for the financial year ended on 31st
March, 2026 under review is given hereunder:
|
|
(Amount in Thousands) |
| PARTICULARS |
Standalone Financial Statements |
|
2025-2026 |
2024-2025 |
| Net Sales /Income from Business Operations |
193,375.61 |
38842.21 |
| Other Income |
232.11 |
378.78 |
Total Income |
193,607.72 |
39220.99 |
| Less: Total Expenses |
190,796.52 |
38789.99 |
| Profit/(Loss) before Exceptional Item and tax |
2,811.20 |
431 |
| Less: Exceptional Item |
168.87 |
- |
Profit/(Loss) before tax |
2,642.33 |
431 |
| Less: Current Income Tax |
58.42 |
- |
| Less: Deferred Tax |
(771.80) |
- |
Net Profit/(Loss) after Tax |
3,355.71 |
431 |
| Earnings per share (Basic) |
0.34 |
0.14 |
| Earnings per Share (Diluted) |
0.34 |
0.14 |
2. REVIEW OF OPERATIONS
During the year under review, the Standalone total Income was Rs. 193,607.72 (thousand)
against Rs. 39220.99 (thousand) for the corresponding previous year.
Total Comprehensive profit for the period was Rs. 3,355.71 (thousand) as
against the profit of Rs. 431 (thousand) in the corresponding previous year.
The Company is deploying its resources in the best possible way to increase business
volumes and plans to achieve increased business.
3. DIVIDENDS
In order to conserve resources for future growth and expansion, the Directors do not
recommend any dividend on equity share capital of the Company for the Financial Year ended
on 31st March, 2026.
4. TRANSFER TO RESERVES
As no transfer to any reserve is proposed, the entire balance available in the
statement of profit and loss is retained in it.
5. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCTION AND PROTECTION FUND
The provisions of Section 125(2) of the Companies Act, 2013 do not apply as there was
no dividend declared and paid last year.
6. CHANGE IN THE NATURE OF THE BUSINESS
No change in the nature of business activities during the year.
7. MANAGEMENT DISCUSSION AND ANALYSIS
The Management Discussion and Analysis as required in terms of the Listing Regulations
is annexed to the report as Annexure I and is incorporated herein by
reference and forms an integral part of this report.
8. BUSINESS OUTLOOK
The Company is engaged in the business of trading, marketing, processing, import and
export of agricultural and non-agricultural commodities, food products and Fast-Moving
Consumer Goods (FMCG), including grains, pulses, spices, vegetables, herbs and other
products derived from agricultural and farming activities. The Company continues to
strengthen its presence in these segments through efficient sourcing, robust supply chain
management and the expansion of its customer and supplier network.
The outlook for the agri-commodities, food products and FMCG sectors remains positive,
supported by increasing domestic consumption, evolving consumer preferences, growing
demand for quality and value-added products, expansion of organized retail and e-commerce
channels, and emerging opportunities in both domestic and international markets. These
trends are expected to contribute to the sustained growth of the sector over the medium
and long term.
During the year under review, the Company continued to explore and capitalize on
opportunities across various agricultural and food product categories. The Company remains
committed to enhancing its operational capabilities, broadening its market reach and
strengthening its distribution network. It also continues to evaluate opportunities in
allied and value-added product segments with a view to diversifying its business portfolio
and enhancing revenue streams.
The Company remains focused on achieving sustainable growth through disciplined
business practices, efficient working capital management, prudent financial and
operational planning and strict adherence to applicable regulatory requirements. The
management continues to identify and evaluate opportunities that are aligned with the
Company's strategic objectives and capable of generating long-term value for its
shareholders and other stakeholders.
Going forward, the Company will continue to focus on strengthening its core business
operations, expanding its market presence and improving operational efficiencies. The
Board is confident that the Company's strategic initiatives, business fundamentals and
growth-oriented approach will support sustainable growth and create enduring value for all
stakeholders.
9. SHARE CAPITAL
As on 31st March, 2026, the Authorised share capital of the Company is Rs.
15,00,00,000/- (Rupees Fifteen Crore only) divided into 1,50,00,000 (Rupees One Crore and
Fifty Lakhs Only) Equity Shares of Rs 10/- (Rupees Ten only) each; and Issued, Subscribed
and Paid-up share capital of the Company is Rs. 10,00,00,000/- (Rupees Ten Crores Only)
divided into 1,00,00,000 (One Crore Only) Equity Shares of Rs.
10/- (Rupees Ten only) each. The Company has only one class of equity shares having at
par value of Rs. 10/- per share. Each holder of equity shares entitled to one vote per
share.
During the financial year 2025-26, the Company made Preferential Allotment of 68,47,600
Equity Shares of Rs. 10/- each aggregating to Rs. 6,84,76,000/- (Rupees Six Crores
Eighty-Four Lakhs Seventy-Six Thousand Only) in accordance with the applicable provisions
of the Companies Act, 2013 and rules made thereunder. Consequent to the said allotment,
the paid-up share capital of the Company increased accordingly.
10. DIRECTORS AND KEY MANAGERIAL PERSONNEL
a) Changes in Directors:
Directors as on 31st March, 2026
| S. No. Name of Director |
DIN |
Designation |
1 Mr. Rohit Agrawal |
06531456 |
Chairman, Executive Director |
2 Mr. Rahul Agrawal |
06532413 |
Managing Director |
3 Ms. Suvarna Ramchandra Shinde |
09751614 |
Independent Director |
4 Ms. Krati Maheshwari |
09611183 |
Independent Director |
5 Ms. Anshika Goyal |
10635687 |
Independent Director |
b) Key Managerial Personnel:
Pursuant to Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the
Company as on 31st March, 2026:
| S.No Name of KMP |
Designation |
| 1 Mr. Aman Agrawal |
Chief Financial Officer |
| 2 Ms. Nalini Kankani |
Company Secretary and Compliance officer |
c) Declaration by Independent Director(s):
The company has received the necessary declaration from each Independent Directors in
accordance with Section 149 (7) of the Companies Apt 2013, that they meet the criteria of
independence as laid out in sub-section (6) of Section 149 of the Companies Act 2013 and
Regulation 16(1) (b) of the SEBI Listing Regulations.
All Independent Directors of the Company have affirmed compliance with the Schedule IV
of the Act and Company's Code of Conduct for Directors and Senior Management.
All the Independent Directors of the Company have complied with the requirement of
inclusion of their names in the data bank of Independent Directors maintained by Indian
Institute of Corporate Affairs and they meet the requirements of proficiency
self-assessment test.
d) Formal Annual Evaluation:
Pursuant to the provisions of the Companies Act, 2013 and the Listing Agreement/ SEBI
(LODR) Regulations, 2015, the Board has carried out an annual performance evaluation of
its own performance, the directors individually as well as the evaluation of the working
of its committees. The Directors expressed satisfaction with the evaluation process.
11. MEETINGS OF THE BOARD
During the year, 7 (Seven) Board Meetings were convened and held, the details of which
are given below. The intervening gap between the two consecutive meetings was within the
period prescribed under the Companies Act, 2013, Secretarial Standards and the SEBI (LODR)
Regulations, 2015.
The Meetings that were held in the financial year 2025-2026:
| S. No. Meeting |
Date |
| 1. Board Meeting |
29/05/2025 |
| 2. Board Meeting |
10/07/2025 |
| 3. Board Meeting |
14/08/2025 |
| 4. Board Meeting |
13/11/2025 |
| 5. Board Meeting |
05/01/2026 |
| 6. Board Meeting |
11/02/2026 |
| 7. Board Meeting |
25/03/2026 |
12. MEETINGS OF THE INDEPENDENT DIRECTORS
During the Financial Year 2025-2026, 1 (One) Meetings of Independent Directors was held
on 11/02/2026 without the attendance of Non-Independent Directors and members of the
Management to discuss and to review the performance of Non-Independent Directors and the
Board as a whole and assessed the quality, quantity and timeliness of flow of information
between the Company Management and the Board that is necessary for the Board to
effectively and reasonably perform its duties.
13. MEETINGS OF THE COMMITTEES
There are currently three committees of the Board, as following:
a. Audit Committee
The Audit Committee of the Company reviews the reports to be submitted with the Board
of Directors with respect of auditing and accounting matters. It also supervises the
Company’s financial reporting process.
During the Financial Year 2025-2026, 5 (five) Meetings were held on 29/05/2025,
14/08/2025, 13/11/2025, 11/02/2026, 25/03/2026. The time gap between any two meetings was
not more than 4 months and the Company has complied with all the requirements as mentioned
under the Listing Agreement/SEBI (LODR) Regulations, 2015 and the Companies Act, 2013.
The composition of the Audit Committee is as under:
| S. No. Name |
Category |
Designation |
1. Suvarna Ramchandra Shinde |
Independent Director |
Chairman |
2. Krati Maheshwari |
Independent Director |
Member |
3. Anshika Goyal |
Independent Director |
Member |
b. Nomination and Remuneration Committee
The Committee’s constitution and terms of reference are in compliance with
provisions of section 178 of the Companies Act, 2013, Regulation 19 of Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015, as amended from time to time.
During the Financial Year 2025-2026, 1 (One) Meeting was held on 14/08/2025.
The composition of Nomination and Remuneration Committee constituted as under:
| S. No. Name |
Category |
Designation |
1. Suvarna Ramchandra Shinde |
Independent Director |
Chairman |
2. Krati Maheshwari |
Independent Director |
Member |
3. Anshika Goyal |
Independent Director |
Member |
c. Stakeholders Relationship Committee
The terms of reference are in line with Section 178 of the Companies Act, 2013 and
Regulation 20 of Securities and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015. The Committee reviews Shareholder’s/
Investor’s complaints like non-receipt of
Annual Report, physical transfer/ transmission/transposition, split/ consolidation of
share certificates, issue of duplicate share certificates etc. This Committee is also
empowered to consider and resolve the grievance of other stakeholders of the Company
including security holders.
During the Financial Year 2025-2026, 1 (One) Meeting was held on 11/02/2026.
The composition of the Committee constituted as under:
| S. No. Name |
Category |
Designation |
1. Suvarna Ramchandra Shinde |
Independent Director |
Chairman |
2. Krati Maheshwari |
Independent Director |
Member |
3. Anshika Goyal |
Independent Director |
Member |
14. REMUNERATION POLICY
The Board has, on the recommendation of the Nomination & Remuneration Committee
framed a policy for selection and appointment of Directors, Senior Management and their
remuneration.
15. PARTICULARS OF EMPLOYEES
The provisions of Section 197 read with rule 5(2) & (3) of the Companies
(Appointment & Remuneration of Managerial Personnel) Rules, 2014 requiring particulars
of the employees to be disclosed in the Report of Board of Directors are not applicable to
the Company as none of the employees was in receipt of remuneration in excess of Rs.1.20
Crore per year during the financial year 2025-26. Details regarding rule 5(1) of the
Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014 are
disclosed in the Annexure III attached herewith this report.
16. DIRECTORS’ RESPONSIBILITY STATEMENT
Pursuant to Section 134(3) (c) & 134(5) of the Companies Act, 2013, the Board of
Directors of the Company hereby confirms that:
(a) In the preparation of the annual accounts, the applicable accounting standards have
been followed along with proper explanation relating to material departures;
(b) 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 and loss of the company for that period;
(c) The directors have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of this Act for safeguarding the
assets of the company and for preventing and detecting fraud and other irregularities;
(d) The directors have prepared the annual accounts on a going concern basis; and
(e) The directors have laid down internal financial controls to be followed by the
company and that such internal financial controls are adequate and were operating
effectively.
(f) The directors have devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating effectively.
17. DETAILS OF SUBSIDIARY/JOINT VENTURES/ASSOCIATE COMPANIES
During the Financial Year under review, Shri Krishnam Industries Private Limited became
a Wholly Owned Subsidiary of the Company pursuant to the approval accorded by the Board of
Directors at its meeting held on 25th March, 2026 and the approval of the shareholders
obtained at the Extra-Ordinary General Meeting held on 27th April, 2026. Consequent upon
the acquisition of 100% of the equity share capital of Shri Krishnam Industries Private
Limited by the Company, it became a Wholly Owned Subsidiary of the Company.
Further, the Board of Directors at its meeting held on 25th March, 2026 and the
shareholders at the ExtraOrdinary General Meeting held on 27th April, 2026 approved the
proposal for acquisition of 100% of the equity share capital of Manglam Food Products
Private Limited with a view to making it a Wholly Owned Subsidiary of the Company.
However, the acquisition of the said shareholding and completion of the related
transaction formalities are still under process. Accordingly, as on the date of this
Report, Manglam Food Products Private Limited has not become a Wholly Owned Subsidiary of
the Company.
Accordingly, as on the date of this Report, the Company has one Wholly Owned
Subsidiary. The Company does not have any joint venture or associate company.
During the Financial Year, no company ceased to be a subsidiary, joint venture or
associate company of the Company.
18. STATUTORY AUDITORS:
M/s. D M K H & Co., Chartered Accountants, were the Statutory Auditors of the
Company during the financial year ended March 31, 2026. Subsequently, they tendered their
resignation vide letter dated June 08, 2026, resulting in a casual vacancy in the office
of the Statutory Auditors of the Company.
Pursuant to the provisions of Section 139(8) of the Companies Act, 2013, and based on
the recommendation of the Audit Committee, the Board of Directors at its Meeting held on
June 11, 2026, appointed M/s. A K B JAIN & CO., Chartered Accountants (Firm
Registration No. 003904C), as the Statutory Auditors of the Company to fill the casual
vacancy caused by the resignation of M/s. D M K H & Co., Chartered Accountants,
subject to the approval of the Members.
19. AUDITORS’ REPORT
Explanation on Statutory Auditors comments:
The comments made in Auditors Report read with notes on accounts are self-explanatory
and therefore, in the opinion of the Directors, do not call for any further explanation.
20. SECRETARIAL AUDIT
In terms of Section 204 of the Act and Rules made there under, M/s. Ravi Patidar and
Associates, Practicing Company Secretaries have been appointed Secretarial Auditors of the
Company. The Secretarial Audit Report forms part of Annual report as Annexure II.
21. INTERNAL FINANCIAL CONTROLS AND ADEQUECY
The Company has in place adequate internal financial controls with reference to the
financial statement. The Internal Audit of the Company is regularly carried out to review
the internal control systems and processes. The Audit Committee of the Board periodically
reviews the internal control systems with the management,
Internal Auditors and Statutory Auditors. Significant internal audit findings are
discussed and follow-ups are taken thereon.
Further, Mr. Agrawal Aayush and Associates, Firm Registration number: 032918C was
re-appointed as an Internal Auditor of the Company for the Financial Year 2026-27.
22. EMPLOYEES’ STOCK OPTION PLAN
The Company has not provided stock options to any employee.
23. VIGIL MECHANISM
The company has formulated a Whistle Blower Policy to provide Vigil Mechanism for
employees of the company to report genuine concerns. The provisions of this policy are in
line with the provisions of the Section 177 (9) of the Act and the Listing Regulations.
24. RISK MANAGEMENT POLICY
The Company's principal financial liabilities include trade and other payables. The
Company's principal financial assets include cash and cash equivalents and others. The
Company is exposed to liquidity risk and market risk. The Company’s senior management
oversees the management of these risks. The Company's senior management provides assurance
that the Company’s financial risk activities are governed by appropriate policies and
procedures and that financial risks are identified, measured and managed in accordance
with the Company's policies and risk objectives. Risk management policy of the company has
been placed on the Company website https://manglamglobal.in Presently, Regulation 21 of
the SEBI LODR with respect to Risk Management Committee is not applicable to your Company.
25. CORPORATE GOVERNANCE
As stipulated vide regulation 15(2) of the SEBI (LODR) Regulations, 2015, the
requirement of furnishing report on corporate governance is not applicable to your Company
as its paid-up capital and net-worth is below the threshold limit prescribed for the
purpose.
26. DEPOSITS
The Company has not accepted any deposits from public and as such, no amount on account
of principal or interest on public deposits was outstanding as on the date of the Balance
Sheet.
27. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186
Details of loans, guarantees, investments and securities covered under the provisions
of Section 186 of the Companies Act, 2013 form part of the notes to the Financial
Statements.
During the financial year under review, the Company granted a loan aggregating to
4,70,00,000 to M/s. Manglam Food Products Private Limited. The Company has not provided
any guarantee or security, nor made any investment covered under the provisions of Section
186 of the Companies Act, 2013 during the year.
28. RELATED PARTY TRANSACTIONS
All Related Party transactions that were entered into during the financial year under
reference were on the arm’s length basis and were in ordinary course of business and
in compliance with the applicable provisions of the Companies Act, 2013 and the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015. There are no
materially significant related party transactions between the Company and the Promoters,
Directors, Key Managerial Personnel, Subsidiaries, relatives or other designated persons,
which may have a potential conflict with the interest of the Company at large.
Accordingly, particulars of contracts or arrangements with related parties referred to in
Section 188(1) along with the justification for entering into such contract or arrangement
in form AOC-2 as Annexure IV in terms of Section 134 of the Act read with Rule 8 of
the Companies (Accounts) Rules, 2014 is applicable to the Company. Please refer Notes of
Significant accounting policies and Notes to accounts for related party transactions as
per IND AS-24 and Schedule V of the SEBI (LODR) 2015 as amended from time to time.
All Related Party Transactions were placed before the Audit Committee and have been
approved by the Board. Omnibus approval of Audit Committee is obtained for the
transactions that are foreseen and repetitive in nature.
Your Company has formulated a policy on related party transactions, which is also
available on Company’s website https://manglamglobal.in
29. CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE
a. Conservation of Energy, Technology Absorption
Company has limited scope for undertaking energy conservation exercises, but
nevertheless continues to emphasize work practices that result in conservation of energy.
At the offices of your Company, special emphasis is placed on installation of
energy-efficient lighting devices, use of natural light as best as possible, and adoption
of effective procedures for conservation of electricity, water, paper and other materials
that consume natural resources.
b. Technology absorption
The activities of the Company do not as such involve any technology absorption or
expenditure on research and development. Nonetheless, the Company's endeavours would be to
achieve what is best possible in its business.
c. Foreign Exchange Earning and Outflow
During the year under review, there was no earning or outgoing in foreign exchange.
30. COST AUDIT
As per the Cost Audit Orders and in terms of the provisions of Section 148 and all
other applicable provisions of the Companies Act, 2013, read with the Companies (Audit and
Auditors) Rules, 2014, Cost Audit is not applicable to our Company.
31. CORPORATE SOCIAL RESPONSIBILITIES (CSR)
Pursuant to Section 135 of the Companies Act, 2013, every company having net worth of
rupees five hundred crore or more, or turnover of rupees one thousand crore or more or a
net profit of rupees five crore or more during any financial year shall constitute a
Corporate Social Responsibility (CSR) Committee of the Board. Your Company does not fall
under the provisions of aforesaid Section; therefore, CSR Committee has not been
constituted.
32. OBLIGATION OF COMPANY UNDER THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
Your Company has always believed in providing a safe and harassment free workplace for
every individual working in Company’s premises through various interventions and
practices. The Company always endeavours to create and provide an environment that is free
from discrimination and harassment including sexual harassment.
During the year, pursuant to the legislation 'Prevention, Prohibition and Redressal of
Sexual Harassment of Women at Workplace Act, 2013' introduced by the Government of India,
which came into effect from 9 December 2013, the Company has framed a Policy on Prevention
of Sexual Harassment at Workplace. There was no case reported during the year under review
under the said Policy.
33. SECRETARIAL STANDARDS
The Company has in place proper systems to ensure compliance with the provisions of the
applicable secretarial standards issued by The Institute of Company Secretaries of India
and such systems are adequate and operating effectively.
34. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS
There are no significant and material orders passed by the Regulators / Courts /
Tribunals which would impact the going concern status of the Company and its future
operations.
35. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF
THE COMPANY:
No material changes and commitments, affecting the financial position of the Company
occurred between the end of the Financial Year of the Company i.e., 31st March, 2026 and
the date of this Directors’ Report i.e., 11th June, 2026 except as mentioned in this
Report.
36. WEBSITE
As per Regulation 46 of SEBI (Listing, Obligation and Disclosure Requirements)
Regulation, 2015, the
Company has maintained a functional website namely " https://manglamglobal.in
" containing basic information about the Company like: Details of business, financial
information, shareholding pattern, compliance, contact information of the designated
officials of the Company who are responsible for assisting and handling investor
grievances for the benefit of all stakeholders of the Company. The contents of the said
website are updated on regular basis.
37. ACKNOWLEDGEMENT
The Board of Directors would like to acknowledge all its stakeholders and is grateful
for the support received from suppliers and business associates.
Your directors take this opportunity to place on record their appreciation and sincere
gratitude to the Government of India, Government of Maharashtra and the Bankers to the
Company for their valuable support and look forward to their continued co-operation in the
years to come.
| For and On Behalf of the Board of Directors |
|
For Manglam Global Corporations Limited |
|
| (Formerly known as Kshitij Investments Limited) |
|
Sd/- |
Sd/- |
Rohit Agrawal |
Rahul Agrawal |
| Director |
Director |
| DIN: 06531456 |
DIN: 06532413 |
| Date: 11th June, 2026 |
|
| Place: Pipariya |
|
|