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The Directors are pleased to present 4th Annual report and the Audited
Financial Statement for the year ended 31st March, 2026 together with the Auditor's Report
thereon.
1. Financial Summary:
(Amount in lakhs)
| Particulars |
2025-26 |
2024-25 |
| Total Income |
409.76 |
470.36 |
| Financial Costs |
2.60 |
6.62 |
| Depreciation and Amortization |
43.63 |
57.83 |
| Other Expenses |
5.51 |
16.89 |
| Profit before tax and exceptional items |
31.69 |
38.02 |
| Exceptional income |
-- |
-- |
| Profit after exceptional items before tax |
31.69 |
38.02 |
| Taxes(benefit) |
9.91 |
10.12 |
| Profit after tax |
21.78 |
27.90 |
| Other Comprehensive Income / (Loss) |
-- |
-- |
| Net Profit |
21.78 |
27.90 |
| Earnings per share (Basic) |
0.59 |
0.75 |
2. State of Company's Affairs:
The Company is engaged in the business of Logistics and Transportation. Your Company
has achieved a total income of Rs. 409.76 Lakhs during the year under review as against
Rs. 470.36 Lakhs in the previous financial year.
The net profit after tax of the Company for the year under review is Rs. 21.78 Lakhs as
compared to Rs. 27.90 Lakhs in the previous financial year. The net profit before tax of
the Company for the year under review is Rs. 31.69 Lakhs as compared to Rs. 38.02 Lakhs in
the previous financial year.
3. Dividend:
During the year under review, the Board of Directors of the Company has not recommended
any dividend for the financial year ended 31 March 2026.
4. Transfer To Reserves:
The Board of Directors has decided to retain the entire profit for FY 2025-26 in the
Statement of Profit and Loss
5. Changes in the nature of Business:
During the year under review the Company did not undergo any change in the nature of
its business.
6. Company's Performance:
During FY 202526, the Company recorded total income of Rs 409.76 lakh as compared
to Rs 470.36 lakh in the previous financial year. The Company recorded a Profit After Tax
of Rs 21.78 lakh as compared to Rs 27.90 lakh in FY 202425. The Company continued to
remain profitable during the year and focused on strengthening its operational efficiency,
improving business performance and pursuing sustainable growth.
7. Conservation of Energy, Technology Absorption and Foreign Exchange
Earnings /Outgo:
The particulars relating to conservation of energy, technology absorption and foreign
exchange earnings and outgo , as required under Section 134 (3) (m) of the Companies
Act,2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are as follows:
A. Conservation of Energy:
The Company is engaged in the business of logistics and supply chain management
services and is not involved in any manufacturing activity. Accordingly, the particulars
relating to conservation of energy, technology absorption and foreign exchange earnings
and outgo, as required under Section 134(3)(m) of the Companies Act, 2013 read with Rule
8(3) of the Companies (Accounts) Rules, 2014, are provided hereunder:
i. Steps taken or impact on conservation of energy
- Modernization of Fleet by adding latest environment friendly BSVI
vehicles
- Undertaking pro-active steps on Fuel Management System by implementing
advanced fuel monitoring systems to optimize fuel usage and regular maintenance of
vehicles to ensure they are running efficiently.
- Ensuring Driver Training programs on a regular basis by way of
conducting training to drivers in eco-friendly driving techniques to reduce fuel
consumption and encouraging practices such as reduced idling and optimal speed
maintenance.
ii. Steps taken by the Company for utilizing alternate sources of energy
- Increasing the number of vehicles in special segment.
iii. Capital investment on energy conservation equipment
- During the year, the company has not made any capital investment on
energy conservation equipment.
B. Technology Absorption:
i. Efforts made towards technology absorption : NIL
ii. Benefits derived like product improvement, cost reduction, product development or
import substitution : Not Applicable
iii. In case of imported technology (imported during the last three years reckoned from
beginning of the financial year) : Not Applicable
iv. Details of technology imported: Not Applicable
v. Year of import : Not Applicable
vi. Whether the technology has been fully absorbed : Not Applicable
vii. If not fully absorbed, areas where absorption has not taken place, and the reasons
thereof : Not Applicable
C. Foreign Exchange Earnings and Outgo:
Foreign currency transactions are recorded at the exchange rates prevailing on the date
of such transactions.
Monetary assets and liabilities as at the Balance Sheet date are translated at the
rates of exchange prevailing at the date of the Balance Sheet. Gain and losses arising on
account of differences in foreign exchange rates on settlement/ translation of monetary
assets and liabilities are recognized in the Profit and Loss Account.
8. Extract of Annual Return:
Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as
on 31st March, 2026 is available on the Company's website at
https://www.gconnectlogitech.com/ .
9. Management Discussion and Analysis:
In terms of the provisions of Regulation 34 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("the Listing Regulations"), the
Management's discussion and analysis is set out as Annexure I forming part of this Annual
Report.
10. Subsidiary Company:
The Company does not have any Subsidiary, Joint Venture or Associate Company.
11. Related Party Transactions:
During the year 2025-26 the Contracts Arrangements entered into by the Company with
related parties were approved by the Audit Committee pursuant to it should be Section
177(4) of Companies Act, 2013 and by the Board of Directors pursuant to Section 188(1) of
Companies Act, 2013.
There are no materially significant related party transactions made by the Company with
Promoters, Directors, Key Managerial Personnel or other designated persons which may have
a potential conflict with the interest of the Company at large and thus, a disclosure in
the prescribed Form AOC-2 in terms of Section 134 of the Act is not required.
12. 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 fixing
their remuneration.
Remuneration policy of the Company is designed to create a high-performance culture. It
enables the Company to attract, retain and motivate employees to achieve results. The
business model promotes customer centricity and requires employee mobility to address
project needs.
13. Human Resources:
Your Company considers people as one of the most valuable resources. It believes in the
theme that success of any organization depends upon the engagement and motivation level of
employees. All employees are committed to their work and proactively participate in their
area of operations. The Company's HR philosophy is to motivate and create an efficient
work force as manpower is a vital resource contributing towards development and
achievement of organisational excellence.
14. Deposits:
The Company has not accepted any deposits from public and as such, no amount on account
of principal or interest on deposits from public was outstanding as on the date of the
balance sheet within the meaning of Section 73 of the Companies Act, 2013 read with the
Companies (Acceptance of Deposits) Rules, 2014. There were no unpaid or unclaimed deposits
as on 31st March, 2026.
15. Corporate Social Responsibility:
The company is not required to constitute a Corporate Social Responsibility Committee
as it does not fall within purview of Section 135 of the Companies Act, 2013 and hence it
is not required to formulate policy on corporate social responsibility.
16. Directors:
a) Directors And Key Managerial Personnel:
As on 31st March, 2026, the Company has Six Directors with an optimum combination of
Executive and Non-Executive Directors including One women director. The Board comprises of
Three Non-Executive Directors, out of which all three are Independent Directors.
b) Declaration by Independent Directors:
All the Independent Directors have given their declaration to the Company stating their
independence pursuant to Section 149(7) and Regulation 16(1) (b) of SEBI (Listing
Obligations & Disclosure Requirements), Regulations, 2015. They have further declared
that they are not debarred or disqualified from being appointed or continuing as directors
of companies by the SEBI /Ministry of Corporate Affairs or any such statutory authority.
In the opinion of Board, all the Independent Directors are persons of integrity and
possess relevant expertise and experience including the proficiency.
c) Board Evaluation:
The Board has carried out an annual performance evaluation of its own performance, the
Directors individually and of its Committees pursuant to the provisions of the Act and the
SEBI Listing Regulations.
The Board evaluation was conducted through a structured questionnaire designed, based
on the criteria for evaluation laid down by the Nomination, Remuneration and Compensation
Committee. A meeting of Independent Directors was held to review the performance of the
Chairman, Non-Independent Director(s) of the Company and the performance of the Board as a
whole as mandated by Schedule IV of the Act and relevant provision of SEBI Listing
Regulations. The Independent Directors also discussed the quality, quantity and timeliness
of flow of information between the Company management and the Board, which is necessary
for the Board to effectively and reasonably perform their duties. The action areas
identified out of evaluation process have been discussed and are being implemented.
17. Familiarisation 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.
The details of the training and familiarization program are provided in the Corporate
governance report. 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.
18. Meetings of the Board:
The Board of Directors met Five (5) times during the year. The Board of Directors meet
on 29th May, 2025, 05th September, 2025, 14th November, 2025 ,02nd March, 2026, and 23rd
March, 2026 during the Financial Year 2025-26. The intervening gap between the Meetings
was within the period prescribed under the Companies Act, 2013 and Regulation 17 of the
Listing Regulations.
19. Directors Responsibility Statement:
Pursuant to Section 134 (3) (C) of the Companies Act, 2013 your Directors state that:
(a) In the preparation of Annual Accounts for the year ended on 31st March, 2026, the
applicable accounting standards have been followed and there are not material departures
from the same.
(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 on 31st
March, 2026 and the profit and loss of the Company for that period.
(c) The Directors have taken proper and sufficient care for the maintenance of the
adequate accounting records in accordance with the provisions of the Companies Act, 2013
for safeguarding the assets of the Company and for preventing and detecting fraud and
other irregularities,
(d) The Directors have prepared Accounts on going concern basis.
(e) The Directors have laid down internal financial controls to be
followed by the Company and that such financial controls are adequate and are operating
effectively.
(f) The Directors have devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems are adequate and operating effectively.
20. Nomination And Remuneration Committee:
The Board had constituted Nomination and Remuneration Committee pursuant to the
provisions of sub section (1) of Section 178 of Companies Act, 2013. Pursuant to
subsection (3) of Section 178 of Companies Act, 2013 the Nomination and Remuneration
Committee has formulated the criteria for determining qualifications, positive attributes
and independence of a Director and recommended to the Board the policy, relating to the
remuneration of directors, key managerial personnel and other employees.
21. Particulars of Loans, Guarantees or Investments:
There were no loans, guarantee or investments made by the Company under section 186 of
the Companies Act, 2013 during the year under review and hence the said provisions are not
applicable.
22. Material Changes and Commitments affecting the Financial Position of
the Company:
During the year under review, there have been no material changes or commitments
affecting the financial position of the Company between the end of the financial year
2025-26 and the date of this Report.
23. Auditors:
A. Statutory Auditor:
M/S NGST & Associates , Chartered Accountants, (having FRN 135159W) were appointed
as a Statutory Auditor of the Company to hold office until the Conclusion of the of Annual
General Meeting to be held in the Financial Year 2026.
There were no qualifications, reservations, adverse remarks or disclaimers made by the
Statutory Auditors in their report, which is self-explanatory and does not call for any
further explanation or information by the Board.
B. Secretarial Auditor:
During the year under review, the Members approved the appointment of Ms. Komal
Birmiwala, Practising Company Secretaries (Firm Registration No. 5849/2024) as the
Secretarial Auditor of the Company, to hold office until the Conclusion of the of Annual
General Meeting to be held in the Financial Year 2026.
The Secretarial Audit Report confirms that the Company has complied with the provisions
of the Act, Rules, Regulations and Guidelines and that there were no deviations or
non-compliances. The Secretarial Audit Report is provided as Annexure-II to this Report.
The Secretarial Audit Report does not contain any qualifications, reservations or adverse
remarks or disclaimers.
The above proposal and related information forms part of the Notice of the AGM and is
placed for your approval.
24. Reporting of Fraud by Auditors:
There have been no instances of fraud reported by the Auditors u/s 143 (12) of the
Companies Act, 2013 and rules framed thereunder either to the Company or to the Central
Government.
25. Listing with Stock Exchanges:
Your Company is listed with the BSE Limited and the Company has paid the listing fees
to Bombay Stock Exchange.
26. Internal Control Systems and their Adequacy:
The Company has adequate system of internal control to safeguard and protect from loss,
unauthorized use or disposition of its assets. All the transactions are properly
authorized, recorded and reported to the Management. The Company is following all the
applicable Accounting Standards for properly maintaining the books of accounts and
reporting financial statements.
The internal auditor of the Company checks and verifies the internal control and
monitors them in accordance with policy adopted by the Company. Even through this
non-production period the Company continues to ensure proper and adequate systems and
procedures commensurate with its size and nature of its business.
27. Maternity Benefits:
Your Company is committed to upholding the rights and welfare of its women employees.
During the year under review, the Company continued to comply with the provisions of the
Maternity Benefit Act, 1961, as amended from time to time.
The Company provides maternity benefits to eligible female employees, including paid
maternity leave, nursing breaks, and other necessary facilities, in accordance with the
law. The Company also supports a conducive and inclusive workplace environment to ensure
the health, safety, and dignity of women employees during and after maternity.
28. Meetings of Committees of the Board:
The Board has constituted necessary Committees pursuant to the provisions of Companies
Act, 2013, rules framed thereunder and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 with Stock Exchanges. The Committees of the Board held by
company are Audit Committee, Stakeholders' Relationship Committee, Nomination and
Remuneration Committee. The details about Committee Meetings are given below:
| Sr. No. |
Particulars |
No. of Meetings held |
| 1. |
Audit Committee |
4 |
| 2. |
Stakeholder's Relationship Committee |
1 |
| 3. |
Nomination & Remuneration Committee |
1 |
29. COMPOSITION OF COMMITTEE OF BOARD OF DIRECTORS:
Audit Committee
| Vinod Venial Sheth Chairman |
| Non Executive Independent Director |
| Ketar Shah Member |
| Non Executive Independent Director |
| Khushbu Jignesh Shah Member |
| Non Executive Independent Director |
Nomination & Remuneration Committee
| Vinod Venial Sheth Chairman |
| Non Executive Independent Director |
| Khushbu Jignesh Shah Member |
| Non Executive Independent Director |
| Ketar Shah Member |
| Non Executive Independent Director |
Stakeholders Relationship Committee
| Jigar Vinodhbhai Sheth Member |
| Managing Director |
| Khushbu Jignesh Shah Member |
| Non Executive Independent Director |
| Ketar Shah Member |
| Non Executive Independent Director |
30. Particulars of Employees:
The disclosures required under Section 197(12) of the Act read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are attached
as Annexure III and form an integral part of this report.
Further, a statement showing the names and other particulars of employees drawing
remuneration in excess of the limits as set out in the Rule 5(2) and 5(3) of the aforesaid
rules, is maintained and forms part of this report. However, in terms of first proviso to
Section 136(1) of the Act, the Annual Report and Accounts are being sent to the members
and others entitled thereto, excluding the aforesaid information. The aforesaid
information is available for inspection by the members. Any member interested in obtaining
a copy thereof, may write to the Company Secretary at https://www.gconnectlogitech.com/
31. Whistle Blower:
The Company has a Whistle Blower Policy and has established the necessary vigil
mechanism for directors and employees in conformation with Section 177(9) of the Act and
Regulation 22 of SEBI Listing Regulations, to report concerns about unethical behaviour.
This Policy is available on the Company's website https://www.gconnectlogitech.com/ .
32. Corporate Governance:
The Company has complied with the Corporate Governance requirements under the Companies
Act, 2013 and as stipulated under the Listing Regulations, 2015. A separate section on
Corporate Governance under the Listing Regulations, 2015 along with a certificate from the
auditors confirming the compliance, is annexed in this Annual Report.
33. Share Capital:
During the year under review the Authorized Share Capital is Rs. 4,00,00,000 ( Rupees
Four Crores Only) divided into 40,00,000 (Forty Lakhs) Equity Shares of Rs. 10/. ( Rupees
Ten Only).
The Issued, Subscribed and Paid-up capital of the Company is Rs. 3,71,95,470/- ( Rupees
Three Crores Seventy-One Lakhs Ninety-Five Thousand Four Hundred and Seventy Only) divided
into 37,19,547 (Thirty-Seven Lakhs Nineteen Thousand Five Hundred and Forty-Seven) Equity
Shares of Rs. 10/- (Rupees Ten) each.
34. Business Responsibility Report:
Pursuant to Regulation 34 of the Listing Regulations, 2015, Business Responsibility
Report is not applicable to our Company.
35. Compliance with Secretarial Standards:
The Company has been in compliance with the applicable Secretarial Standards during the
Financial Year 2025 - 2026.
36. Disclosure under Sexual Harassment Act:
As required by the Sexual Harassment of Women at Workplace (Prevention, Prohibition
& Redressal) Act, 2013, the Company has formulated and implemented a policy on
prevention of sexual harassment at work place with a mechanism of lodging complaints,
Redressal for the benefits of its employees. Your Company is committed to create and
provide an environment free from discrimination and harassment including Sexual Harassment
for all its employees.
The following is a summary of sexual harassment complaints received and conclusively
handled during the year 2025-26:
| Particulars |
No of Complaints |
| Number of complaints received |
NIL |
| Number of complaints disposed of |
NIL |
| Number of complaints pending as on end of the financial year |
NIL |
37. Risk Management Policy:
The Board has been vested with specific responsibilities in assessing of risk
management policy, process and system. The Board has evaluated the risks which may arise
from the external factors such as economic conditions, regulatory framework, competition
etc. The Executive management has embedded risk management and critical support functions
and the necessary steps are taken to reduce the impact of risks. The Independent Directors
expressed their satisfaction that the systems of risk management are defensible.
38. Equity Shares in the Suspense Account:
During the year under review, and in accordance with the requirement of Regulation
34(3) and Part F of Schedule V to the Listing Regulations, there were no shares
transferred to suspense account.
39. Acknowledgement:
Your Company wishes to sincerely thank all the customers, commercial banks, financial
institution, Creditors etc. for their continuing support and co-operation.
| For And on Behalf of The Board of Directors |
| Gconnect Logitech and Supply Chain Limited |
| Sd/- |
| Mr. Jigar Vinodhbhai Sheth |
| Managing Director |
| DIN: 09679044 |
| Sd/- |
| Rajiv Chandulal Darji |
| Director |
| DIN: 02088219 |
| Place: Bhavnagar |
| Date: 03.10.2026 |
|