To,

The Members,

SJ Corporation Limited

Your directors take pleasure in presenting the Forty-Fifth (45 th ) Board's Report on the business and operations of your Company (the 'Company' or 'SJ Corporation Ltd.'), along with the audited financial statements for the Financial Year ('FY') ended March 31, 2026.

Financial Results:

The summarized financial performance of the Company for the FY 2025-26 and FY 2024-25 are given below:

(Rs. in Lakhs]

Fishfa Rubbers Limited ('FRL') (Unlisted public company) became subsidiary on 24 th March, 2026, hence financial figures for financial year 2024-25 is not applicable.

Review of Operations

During the year under review, the Company has posted total standalone revenue of Rs. 2103.65 lakhs as against Rs. 1531.09 lakhs for the corresponding previous year. Further, the Company has incurred Standalone Profit of Rs. 71.21 lakhs (before comprehensive income) as against loss of Rs. 20.18 lakhs for the corresponding previous year. During the year under review, the Consolidated Revenue was Rs. 2450.06 lakhs and Consolidated loss was Rs. 23.89 lakhs.

Consolidated Financial Statements

The Consolidated Financial Statements are prepared in accordance with Indian Accounting Standards (Ind AS) as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Companies Act, 2013 and other relevant provisions of the Companies Act, 2013, the Consolidated Audited Financial Statements forms part of the Annual Report. As per the provisions of Section 136 of the Companies Act, 2013 and Regulation 46 (2) of SEBI LODR, the Company has placed separate audited accounts of its Subsidiary on the Company's website: www.sjcorp.in .

Dividend

In order to conserve resources, your director's have not recommended any dividend on equity shares of the Company.

Pursuant to Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended ('Listing Regulations'), the Board has approved and adopted a Dividend Distribution Policy. The policy details various considerations based on which the Board may recommend or declare Dividend, your Company's dividend track record, usage of retained earnings for corporate actions, etc. The Dividend Distribution policy is available on the Company's website at https://sjcorp.in/policies.html. Your Company is in compliance with its Dividend Distribution Policy as approved by the Board.

A Shareholder can waive/forgo the right to receive the dividend to which he/she/they is/are entitled, on some or all the Equity Shares held by him/her/them in the Company as on the Record Date/Book-Closure Date fixed for determining the names of Members entitled for such dividend. The Dividend Waiver Policy is available on the Website of the Company as https://www.sjcorp.in/policies.html Transfer to Reserves For the financial year ended 31st March, 2026, the Board has not proposed to transfer any amount to Reserves.

Public Deposits

Your Company has not accepted any deposits within the meaning of Section 73 of the Companies Act, 2013 and the Companies (Acceptance of Deposits) Rules, 2014 during the year ended on 31st March, 2026.

Details of material changes from the end of the financial year

(a) Change of Management and Control of the Company

The Existing Promoters of the Company i.e. Savjibhai Patel, Ushaben Savjibhai Patel, and Pintu Kanjibhai Kalavadia ('Acquirer No. 1'), and Prashant Kanjibhai Kalavadia ('Acquirer No. 2'), Umang Kantilal Savani ('Acquirer No.3'), Kalpesh Patel ('Acquirer No. 4'), have entered into a Share Purchase Agreement dated January 30, 2026 ('Promoter's SPA') for the acquisition of 49,20,000 (Forty-Nine Lakhs Twenty Thousand) equity shares of the Target Company, representing 58.89% (Fifty-Eight point Eighty-Nine Percent) of the present total paid-up equity share capital of the Target Company as on 30 th January, 2026 along the management rights and control of the Target Company. The shares will be acquired from the Sellers by the Acquirers for a consideration of INR 12.00/- (Indian Rupees Twelve Only) per equity share, aggregating to INR 5,90,40,000 (Indian Rupees Five Crore Ninety Lakhs Forty Thousand Only), in terms of SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ('SEBI SAST Regulations'). As on date of this report, the Acquirers have not acquired any shares against the abovementioned details. Further that Company has changed its Board on 30 th May, 2026, pursuant to Regulation 22(2A) of the SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 ('SEBI SAST Regulations'), the Acquirers/Proposed Promoters are permitted to complete the underlying triggering transaction and effect change in management and control of the Company after expiry of 21 working days from the date of the Detailed Public Statement, subject to compliance with the procedural requirements prescribed under the SEBI SAST Regulations, including deposit of 100% of the consideration payable under the Open Offer into the escrow account, without waiting for completion of the Open Offer process. Further in relations to open offer Merchant Banker Diggi Corporate Advisors Private Limited, has received the SEBI observation letter dt. 24 th June, 2026 for acquisition of up to 1,12,72,300 Equity Shares, representing 26% of the Voting Share Capital of SJ Corporation Limited, at an offer price of Rs. 12/- (Rupees Twelve Only) per Equity Share, to the Public Shareholders of the Target Company. The Open offer opened on 13 th July, 2026 and closed on 24 th July, 2026 and 16,54,359 equity shares were tendered in the Open Offer which was fully accepted on 3 rd August, 2026. The Open offer was successfully completed on 3 rd August, 2026. During the year under review, the Company has issued and allotted 3,50,00,000 equity shares of face value of 1/- (Indian Rupee One only) each fully paid up for cash, at an issue price of 12/- (Rupees Twelve only) including premium of 11/-per equity share on preferential basis to proposed promoters and non-promoters of the Company. After the Open Offer and Preferential issue of the Company, paid-up capital of the Company as on the date of this report is 4,33,55,000 Equity Share of Re.1/- each amounting to Rs. 4,33,55,000 and promoters holding is 2,33,54,359 equity shares representing 53.87% of the paid-up capital of the Company as on date of this report.

(b) Acquisition of 99.99% equity shares of M/s. Fishfa Rubbers Limited

The Company has acquired 99.99% equity shares of M/s. Fishfa Rubbers Limited ('FRL') (Unlisted public company), from the existing shareholders of M/s. Fishfa Rubbers Limited, pursuant to this M/s. Fishfa Rubbers Limited has become wholly owned subsidiary company of SJ Corporation Limited, The Company has taken the shareholder's approval in Extra-Ordinary General Meeting held on 02nd March, 2026, However the Consolidated Financial was applicable to Company from March 2026. FRL is engaged in the manufacturing of Rubbers for Butyl reclaim rubber, Whole tyre reclaim rubber, Natural tube rubber and EPDM reclaim rubber, and dealing in tyre scrap (shredded, bales, or cut), steel and industrial chemicals and pigments including red oxide, sustainable fuels including pyrolysis oil, sustainable aviation fuel (SAF), sustainable marine fuel, and sustainable diesel fuel, Pyro/Raw char and recovered carbon black (rCB) derived from waste materials, along with the management and commercialization of all related by-products and waste-to-energy solutions.

(c) Change in the nature of Business, If Any

During the year under review, the new management proposes to carry out the business activities of rubber business. Hence, the Company has altered its main object of the Memorandum of Association of the Company by replacing the entire object clauses of the Memorandum of Association (the 'MOA') of the Company by Clause III (A) and Deletion of Existing clause and by replacing the entire new Clause III(B) of the Memorandum of Association (the 'MOA') of the Company, through postal ballot last dated 07th March, 2026.

(d) Shifting of Registered office

The Company has changed its Registered office from the State of Gujarat to State of Maharashtra outside the jurisdiction of existing ROC, Ahmedabad to the ROC Mumbai and such alteration having been by an order of Regional Director bearing the date 03th May, 2025 and Certificate for change of state has been issued by ROC Mumbai on 18 th July, 2025.

The Company has changed its Registered office from '336, Laxmi Enclave, Gajera School Road, Katargam, Surat - 395004, Gujarat, India' to be situated at the new address at '201, Shyam Bungalow, Plot No. 199/200, Pushpa Colony, Fatimadevi School Lane, Manchubhai Road, Malad (E), Mumbai - 400097, Maharashtra, India in its Board Meeting held on 30 th May, 2025.

Pursuant to change in control and management of the Company and the new management is based in Rajkot, Gujarat, the Board of directors in its meeting held on 30 th May, 2026 has approved the shifting of the Registered Office of the Company from State of Maharashtra to State of Gujarat and shareholder's approval has been granted through postal ballot dated 03 rd July, 2026, subject to Regulatory bodies' approval/s.

(e) Pursuant to change in control and management of the Company the Board of Directors in its meeting held on 30 th May, 2026 has approved that the Books of Accounts, Statutory registers and other Secretarial and legal documents, papers, agreements etc. by whatsoever name it may be called shall be kept and maintained at the Corporate Office of the company situated at Plot NO. G-1357/58/59/60, Lodhika GIDC, Metoda, Rajkot 360021, Gujarat wherein KMP, Directors and other Designated Persons, Department head will be operating and functioning, as the new management are based at Rajkot.

Alteration of the Articles of Association:

Subject to approval of members in the ensuing General Meeting, the Board of directors at their meeting held on 27 th August, 2026 has approved the matter related to alteration of the Articles of Association of the company by insertion new clause related to authority to waive the rights to obtain dividend from the Company.

Share Capital

The Particulars of share capital of the Company are as follows:

During the year under review, the Company has issued and allotted 3,50,00,000 equity shares of face value of 1/- (Indian Rupee One only) each fully paid up for cash, at an issue price of 12/- (Rupees Twelve only) including premium of 11/-per equity share on preferential basis to proposed promoters and non-promoters of the Company.

Utilization of Proceeds

Pursuant to Regulation 32 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), the Statement of Deviation or Variation was reviewed by the Audit Committee as below. Status of Utilization of Rights Issue Proceeds are mentioned in the below table: (Amount (Rs.) in Lakhs)

There has been no Variation or deviation in the utilization of the funds raised by the Company as stated in the notice of EGM was held on 02 nd March, 2026.

Subsidiary, Associate and Joint Venture Companies

Your Company has a wholly owned subsidiary at Rajkot, Gujarat i.e., Fishfa Rubbers Limited ('FRL') (Unlisted public company) as at 31st March, 2026. During the year under review there is no Associate and Joint Venture Companies. The Company has attached the Balance Sheet, statement of profit & loss and other related documents of its subsidiary. As per the provisions of Section 129(3) read with Section 136 of the Companies Act, 2013, a statement containing brief financial details of the subsidiary for the Financial Year ended 31st March, 2026 in Form AOC 1 is included in the annual report and shall form part of this report as Annexure I.

The Company is in compliance with the provisions governing material subsidiaries. Copy of the Secretarial Audit Reports of Fishfa Rubbers Limited forms part of this report. The Secretarial Audit Reports of these material subsidiaries do not contain any qualification, reservation, adverse remark or disclaimer.

Further, pursuant to provisions of Section 136 of the Act, the financial statements, including Consolidated Financial Statements of the Company along with relevant documents and separate audited accounts in respect of subsidiary is available on the website of the Company and the detailed policy for determining material subsidiaries as approved by the Board is uploaded on the Company's website and can be accessed at the

Weblink: https://www.sjcorp.in/policies.html.

Related Party Transactions

As no related party transaction was entered into by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons pursuant the provisions of Section 188(1) of the Companies Act, 2013 during the financial year 2025-26.

Management Discussion and Analysis Report

The Management Discussion and Analysis as required in terms of the Listing Regulations is annexed to the report as Annexure II and is incorporated herein by reference and forms an integral part of this report.

Directors and Key Managerial Personnel

In accordance with section 152(6) of the Companies Act, 2013 and in terms of Articles of Association of the Company Mr. Deepak Bhikhalal Upadhyay (DIN 02270389), Executive Director of the Company, retires by rotation and being eligible; offers herself for re-appointment at the forthcoming 45 th Annual General Meeting.

The Board recommends the said reappointment for shareholders' approval.

The Company in its meeting held on 13 th August, 2026 has appointed Mr. Umang Kantilal Savani (DIN: 02952950) as chairman and Additional Non-Executive Non-Independent Director, who shall be liable to retire by rotation, Mr. Ronak Vallabhbhai Kalathiya (DIN: 07679394) as Additional Non-Executive Independent Director and Mrs. Mayuri Priyankkumar Savani (DIN: 07653293) as Additional Non-Executive Independent Woman Director. The Board recommends the said regularization for shareholders' approval.

All the directors of the Company have confirmed that they satisfy the fit and proper criteria as prescribed under the applicable regulations and that they are not disqualified from being appointed as directors in terms of Section 164(2) of the Companies Act,2013.

Further, Pursuant to Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the Company are:

Board of Directors of the Company During the period 1 st April, 2025 till the date of this report;

Board Meetings

Dates for Board Meetings are well decided in advance and communicated to the Board and the intervening gap between the meetings was within the period prescribed under the Companies Act, 2013 and the Listing Agreement. The information as required under Regulation 17(7) read with Schedule II Part A of the LODR is made available to the Board. The agenda and explanatory notes are sent to the Board in advance. The Board periodically reviews compliance reports of all laws applicable to the Company. The Board meets at least once a quarter to review the quarterly financial results and other items on the agenda and also on the occasion of the Annual General Meeting ('AGM') of the Shareholders. Additional meetings are held, when necessary.

Further, Committees of the Board usually meet on the same day of formal Board Meeting, or whenever the need arises for transacting business. The recommendations of the Committees are placed before the Board for necessary approval and noting. During the year 8 (Eight) Board Meetings were held during the year ended 31st March, 2026, and the dates are 30 th May, 2025, 07 th August, 2025, 14 th August, 2025, 13 th November, 2025, 01 st January, 2026, 30 th January, 2026, 10 th February, 2026 and 13 th March, 2026. The gap between any two Board meetings during this period did not exceed one hundred and twenty days.

Attendance details of Directors for the year ended March 31, 2026 are given below:

Discussions with Independent Directors

The Board's policy is to regularly have separate meetings with Independent Directors which was held on 27 th March, 2026, to update them on all business-related issues, new initiatives and changes in the industry specific market scenario. At such meetings, the Executive Directors and other Members of the Management make presentations on relevant issues. The Independent Directors meeting was held on 30 th January, 2026 has recommended for the proposed issue of 3,50,00,000 Equity shares by way of Preferential issue of the Target Company under Regulation 166A (2) of SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018, to proposed promoters/Acquirer and non-promoters of the Company, and the same was approved by the Board in its meeting held on 30 th January, 2026.

Board 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.

Corporate Governance Report

The provisions of the Corporate Governance are not applicable to the Company pursuant to regulation 15(2)(a) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Composition of Audit Committee

Your Company has formed an Audit Committee as per the Companies Act, 2013 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. All members of the Audit Committee possess strong knowledge of accounting and financial management.

During the year 05 (Five) Nomination and Remuneration Committee Meetings were held during the year ended 31st March, 2026, and the dates are 30 th May, 2025, 07 th August, 2025, 14 th August, 2025, 13 th November, 2025 and 10 th February, 2026.

Details of the composition of the Committee and attendance during the year are as under:

Details of the composition of the Audit Committee of the Company as on the date of this report;

The primary objective of the Audit Committee is to monitor and provide an effective supervision of the Management's financial reporting process, to ensure accurate and timely disclosures, with the highest levels of transparency, integrity and quality of financial reporting. The Committee oversees the work carried out in the financial reporting process by the Management, the statutory auditor and notes the processes and safeguards employed by each of them.

Further, the Audit Committee is also functional as per the provision of Section 177 of Companies Act, 2013 and Rules made thereunder and as per Regulation 18 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Composition of Nomination & Remuneration Committee

Your Company has formed a Nomination & Remuneration Committee to lay down norms for determination of remuneration of the executive as well as non-executive directors and executives at all levels of the Company. The Nomination & Remuneration committee has been assigned to approve and settle the remuneration package with optimum blending of monetary and non-monetary outlay. During the year 05 (Five) Nomination and Remuneration Committee Meetings were held during the year ended 31st March, 2026, and the dates are 30 th May, 2025, 07 th August, 2025, 14 th August, 2025, 13 th November, 2025 and 01 st January, 2026. Details of the composition of the Committee and attendance during the year are as under:

Details of the composition of the Nomination & Remuneration Committee of the Company as on the date of this report;

Nomination and Remuneration Policy

The Board of Directors has framed a which lays down a framework in relation to remuneration of Directors. This policy also lays down criteria for selection and appointment of Board Members. The Board of Directors is authorized to decide Remuneration to Executive Directors. The Remuneration structure comprises of Salary and Perquisites. Salary is paid to Executive Directors within the Salary grade approved by the Members. The Nomination & Remuneration committee has been assigned to approve and settle the remuneration package with optimum blending of monetary and non-monetary outlay.

In terms of requirements prescribed under Section 178(3) of the Companies Act, 2013, the Nomination and Remuneration Policy inter-alia providing the terms for appointment and payment of remuneration to Directors and Key Managerial Personnel.

During the year, there have been no changes to the Policy. The same is available on our website www.sjcorp.in.

Details of remuneration paid to Directors and Key Managerial Personnel are as under:

Composition of Stakeholders Relationship Committee

Your Board has constituted a Stakeholders Relationship Committee to specifically look into the mechanism of redressal of grievances of shareholders etc. 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.

The Company has not received any complaints from the investors during the financial year under review.

During the year 04 (Four) Committee Meetings were held during the year ended 31st March, 2026, and the dates are 30 th May, 2025, 07 th August, 2025, 14 th August, 2025, and 13 th November, 2025.

Details of the composition of the Committee and attendance during the year are as under:

Details of the composition of the Stakeholder Relations Committee of the Company as on the date of this report;

Directors' Responsibility Statement

Pursuant to Section 134(3)(c) & 134(5) of the Companies Act, 2013, the Board of Directors of the Company hereby confirm 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;

(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.

Particulars of Employees and Related Disclosures

The information required pursuant to Section 197 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Amendment Rules, 2016 in respect of employees of the Company is enclosed as Annexure III and forms an integral part of this report.

Further, as per the provisions specified in Chapter XIII of Companies (Appointment & Remuneration of Managerial Personnel) Amendment Rules, 2016, none of the employees of the Company are in receipt of remuneration exceeding Rs. 1,02,00,000/- per annum, if employed for whole of the year or Rs. 8,50,000/- per month if employed for part of the year.

Further, the names of top ten employees in terms of remuneration drawn are disclosed in Annexure IV and form an integral part of this report.

Statutory Auditors and Auditors' Report

At the 40th Annual General Meeting held on 31st August, 2021, M/s. SDBA & Co., Chartered Accountants, were appointed as Statutory Auditors of the Company to hold office till the conclusion of the 45th Annual General Meeting to be held in financial year 2026 and they have resigned vide their letter dated 14 th August, 2016 and effective date was 14 th August, 2026 as their second term ended during 2026.

Auditors Report as issued by M/s. SDBA & Co., Chartered Accountants, Auditors of the Company is self- explanatory and need not call for any explanation by your Board.

SDBA & Co would be completing their second term as the Statutory Auditors of the Company at this Annual General Meeting. Upon recommendation of the Audit Committee, the Board of Directors of the Company at their Meeting held on August 13, 2026, have recommended, the appointment of M/s Finava and Associates, Chartered Accountants (Firm Registration No. 117362W), as the Statutory Auditors of the Company, w.e.f 14 th August, 2026. M/s Finava and Associates who have confirmed their eligibility for appointment under Section 139 read with Section 141 of the Companies Act, 2013. M/s Finava and Associates will hold office for a period of 5 (five) consecutive years from the conclusion of 45th Annual General Meeting of the Company till the conclusion of the 50 th Annual General Meeting subject to the approval by the Shareholders at the ensuing Annual General Meeting.

Secretarial Auditor and Secretarial Audit Report

In the Board meeting held on 15 th May, 2026, has accepted the resignation of M/s. K. PRASHANT & CO, Company Secretaries (FRN: L2019MH005300) from the Secretarial Auditor of the company with effect from May 12, 2026 and Appointed M/s. Pooja Gala & Associate, (ACS NO. 69393), Peer Reviewed Practicing Company Secretary (Peer review No. 7968/2026), as new Secretarial Auditor of the Company for Financial year 2025-2026 till the conclusion of this annual general meeting. In terms of Section 204 of the Act and Rules made there under, M/s. Pooja Gala & Associate, (ACS NO. 69393), Peer Reviewed Practicing Company Secretary (Peer review No. 5760/2024), have been appointed Secretarial Auditors of the Company. The Secretarial Audit Report is enclosed as Annexure VI to this report.

The Secretarial Auditors' Report for FY 2025-26 does not contain any qualification, reservation or adverse remark. During the FY 2025-26, the statutory auditors and secretarial auditor have not reported any instances of frauds committed in the Company by its Officers or Employees to the Audit Committee under section 143(12) of the Companies Act.

Internal Audit & Controls

The Company has in place adequate internal financial controls with reference to the financial statement. The Audit Committee of the Board periodically reviews the internal control systems with the management, and Statutory Auditors.

Further, M/S K R Pala & Associates (Firm registration number: 146113W), Chartered Accountant, was appointed as Internal Auditor of the Company for the financial year 2026-2027.

Employees' Stock Option Plan

The Company has not provided stock options to any employee.

Vigil Mechanism

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded on the website of the Company at www.sjcorp.in. The employees of the Company are made aware of the said policy at the time of joining the Company.

Risk Management Policy

The Company has laid down the procedure to inform the Board about the risk assessment and minimization procedures. These procedures are reviewed by the Board annually to ensure that there are timely identification and assessment of risks, measures to mitigate them, and mechanisms for their proper and timely monitoring and reporting.

The Company does not fall under the ambit of top 100 listed entities, determined on the basis of market capitalization as at the end of the immediately preceding financial year. Hence, compliance under Regulation 21 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is not applicable.

Loans & Guarantees

During the year under review, the Company has not provided any loan, guarantee, security or made any investment covered under the provisions of Section 186 of the Companies Act, 2013, to any person or other body corporate.

Loans by the Company

During the year under review, the Company has taken unsecured loan. More Details are given in the notes to the financial statements forming part of this Annual Report.

Conservation of Energy, Research and Development, Technology Absorption and Foreign Exchange

The details of conservation of energy, technology absorption, foreign exchange earnings and outgo are as follows:

(a) Conservation of Energy:

Even though its operations are not energy-intensive, significant measures are taken to reduce energy consumption by using energy-efficient equipment. The Company regularly reviews power consumption patterns across all locations and implement requisite improvements/changes in the process in order to optimize energy/ power consumption and thereby achieve cost savings. Energy costs comprise a very small part of the Company's total cost of operations. However, as a part of the Company's conservation of energy program, the management has appealed to all the employees/workers to conserve energy.

(b) Absorption of Technology:

I. The efforts made towards technology absorption:

The Company values innovation and applies it to every facet of its business. This drives development of distinctive new products, ever improving quality standards and more efficient processes. The Company has augmented its revenues and per unit price realization by deploying innovative marketing strategies and offering exciting new products. The depth of designing capabilities was the core to our success over the years. The Company uses the service of in-house designers as well as those of free-lancers in developing product designs as per the emerging market trends. The Company uses innovation in design as well as in technology to develop new products.

II. Benefits derived as a result of the above efforts:

As a result of the above, the following benefits have been achieved: a) Better efficiency in operations, b) Reduced dependence on external sources for technology for developing new products and upgrading existing products,

c) Expansion of product range and cost reduction, d) Greater precision, e) Retention of existing customers and expansion of customer base,

f) Lower inventory stocks resulting in low carrying costs.

III. The Company has not imported any technology during the year under review;

IV. The Company has not expended any expenditure towards Research and Development during the year under review.

(c) Foreign Exchange Earnings and Out go: (Rs. in Lakhs)

Transfer of Amounts to Investor Education and Protection Fund

Pursuant to the provisions of the Companies Act, 2013 read with The Investor Education and Protection Fund

Authority (Accounting, Audit, Transfer and Refund) Rules, 2016, as amended, ('Rules'), the dividends, unclaimed for a consecutive period of seven years from the date of transfer to the Unpaid Dividend Account of the Company are liable to be transferred to IEPF. Further, the shares (excluding the disputed cases having specific orders of the Court, Tribunal or any Statutory Authority restraining such transfer) pertaining to which dividend remains unclaimed for a period of continuous seven years from the date of transfer of the dividend to the unpaid dividend account are also mandatorily required to be transferred to the IEPF established by the Central Government. Accordingly, the Company has transferred eligible Shares to IEPF Demat Account maintained by the IEPF authority within statutory timelines.

Any person whose unclaimed dividend and shares pertaining thereto, matured deposits, matured debentures, application money due for refund, or interest thereon, sale proceeds of fractional shares, redemption proceeds of preference shares, amongst others has been transferred to the IEPF Fund can claim their due amount from the IEPF Authority by making an electronic application in e-form IEPF-5. Upon submitting a duly completed form, Shareholders are required to take a print of the same and send physical copy duly signed along with requisite documents as specified in the form to the attention of the Nodal Officer, at the Registered Office of the Company. The e-form can be downloaded from the website of Ministry of Corporate Affairs www.iepf.gov.in. Company has not declared dividend since 2017-18 and there is no amount remaining/unpaid with the company.

Shareholders are requested to get in touch with the RTA for encashing the unclaimed dividend/interest/ principal amount, if any, standing to the credit of their account.

Corporate Social Responsibility

The Company does not meet the criteria of Section 135 of Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 so there is no requirement to constitute Corporate Social Responsibility Committee and frame a policy thereof.

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.

Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act, 2013:

The Company has complied with the applicable provisions of the POSH Act, and the rules framed thereunder. In terms of Schedule V read with Regulation 34(3) of SEBI (LODR) Regulation, 2015 and Companies (Accounts) Second Amendment Rules, 2025 disclosures relating to Sexual Harassment of Women at Work Place (Prevention, Prohibition and Redressal) Act, 2013 are given as below:

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.

Significant and Material Orders passed by the Regulators or Courts or Tribunals

The Company has changed its Registered office from the State of Gujarat to State of Maharashtra outside the jurisdiction of existing ROC, Ahmedabad to the ROC Mumbai and such alteration was duly approved by an order of Regional Director dated 03th May, 2025 and Certificate for change of state has been issued by ROC Mumbai on 18 th July, 2025.

Extract Of Annual Return

In terms of Section 92(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company is available on the website of the Company at https://sjcorp.in/compliances.html

Listing with Stock Exchange

The Equity Shares of the Company are listed on BSE Ltd. Further, the Company is regular in compliances of various clauses and regulations of the Listing Agreement and/or LODR.

Material Changes and Commitments Affecting the Financial Position of the Company:

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 and the date of the report, except as mentioned in the report earlier.

Familiarization Programme for Independent Directors:

In compliance with the requirements of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015, the Company has put in place a Familiarization Program for the Independent Directors to familiarize them with the Company, their roles, rights, responsibilities in the Company, nature of the industry in which the Company operates, business model etc. All new independent directors inducted into the Board attend an orientation program. Further, at the time of the appointment of an independent director, the Company issues a formal letter of appointment outlining his / her role, function, duties and responsibilities.

Prevention Of Insider Trading:

In January 2015, SEBI notified the SEBI (Prohibition of insider trading) Regulations, 2015 which came into effect from May 15, 2015. Pursuant thereto, the Company has formulated and adopted a new Code for Prevention of Insider Trading. The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading in securities by the Directors and 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 by the Directors and the designated employees while in possession of unpublished price sensitive information in relation to the Company and during the period when the Trading Window is closed. The Board is responsible for implementation of the Code. All Directors and the designated employees have confirmed compliance with the Code.

Policies:

The SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 mandated the formulation of certain policies for all listed companies. All the policies are available on our website https://sjcorp.in/policies.html.

Details of 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:

During the year under review the Company has no such 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.

Acknowledgement:

Your directors take this opportunity to express their deep and sincere gratitude to the Clients, Customers and Shareholders of the Company for their trust and patronage, as well as to the Bankers, Securities and Exchange Board of India, Bombay Stock Exchange, Government of India and other Regulatory Authorities for their continued cooperation, support and guidance.