Alicon Castalloy Ltd Directors Report

Dear Members,

Your Directors are pleased to present the 36th Annual Report on business and operations of your Company along with the audited statements of accounts for the financial year ended March 31, 2026.

FINANCIAL RESULTS:

(? in Lakhs)

Particulars	Standalone 2025-26	Standalone 2024-25	Consolidated 2025-26	Consolidated 2024-25
Revenue from operations (Net)	166,073.91	153,079.02	177,573.34	172,036.23
Other Income	865.71	493.57	873.55	342.61
Total Income	166,939.62	153,572.59	178,446.89	172,378.84
EBITDA	19,439.26	18,399.41	20,329.15	19,789.89
Less: Depreciation and amortization expense	10,079.01	8,644.58	10,582.87	9,127.10
Earnings before interest and tax (EBIT)	9,360.25	9,754.83	9,746.28	10,662.79
Less: Finance costs	4,099.87	4,659.66	4,276.53	4,451.50
Profit/ (loss) before tax (PBT)	5,260.38	5,095.17	5,469.75	6,211.29
Exceptional Items	756.72	-	756.72	-
Profit After Exceptional Items	4,503.66	5,095.17	4,713.03	6,211.29
Less: Tax expense	1,216.94	1,300.97	1,269.28	1,605.21
Profit/ (loss) after tax (PAT)	3,286.72	3,794.20	3,443.75	4,606.08
Other comprehensive income/ (loss), Net of tax	(243.36)	(92.59)	778.98	(31.65)
Total comprehensive income/(loss), Net of tax	3,043.36	3,701.61	4,222.73	4,574.43
Earnings per share (In ?) - Basic	20.12	23.36	21.09	28.36
Earnings per share (In ?) - Diluted	20.03	23.17	21.01	28.12

PERFORMANCE OF THE COMPANY

Standalone

On standalone basis, the total income for the financial year ended 2025-2026 was ?1,66,939.62 Lakhs as against ?1,53,572.59 Lakhs for the financial year 2024-25, showing an increase of 8.70%. EBITDA for the year under review stood at ?19,439.26 Lakhs as against ?18,399.41 for the previous year, showing an increase of 5.65%. Profit before Tax was ?5,260.38 Lakhs as against ?5,095.17 Lakhs a year ago, an increase of 3.24%. Net worth of the Company improved from ?54,869.34 Lakhs at the end of the financial year 2024-25 to ?57,192.55 Lakhs as on March 31, 2026.

Consolidated

On a consolidated basis, your Company recorded higher total income of ?1,78,446.89 Lakhs as against ?1,72,378.84 Lakhs in the last year, an increase by 3.52%. EBITDA for the year under review stood higher at ?20,329.15 Lakhs as against EBITDA of ?19,789.89 Lakhs for FY 2024-25. Profit before tax was ?5,469.75 Lakhs as against ?6,211.29 Lakhs a year ago, a decline of 11.94%. Decline was mainly on account of higher provisions for depreciation. However, net worth increased to ?62,829.86 Lakhs as at the end of the financial year from ?59,327.39 Lakhs at the end of the previous financial year.

Transfer of General Reserves

The Company has not transferred any amount from profit and loss to general reserve.

DIVIDEND:

Your Directors in its meeting held on May 12, 2026 had declared an interim dividend of ?2/- per share (40%) for the financial year 2025-26. The said dividend has already been paid. Your Directors are pleased to recommend a final dividend of ?3/- per share (60%). The final dividend for the year ended March 31, 2026 is subject to approval of the Members at the forthcoming 36th Annual General Meeting to be held on September 28, 2026.

Final dividend, if declared by the Members in their 36th Annual General Meeting, the total dividend for the financial year 2025-26 will be ?5/- per share i.e. (100%).

Your Company has adopted a Dividend Distribution Policy, which details certain parameters inter alia exigencies of fund for need based working capital, budgeted capital expenditure, contingencies etc. based on which the Board of Directors declares interim dividend and recommends final dividend. The said Dividend Distribution Policy is available on website of the Company at https://www.alicongroup.co.in/wp-content/uploads/2021/06/Dividend-Distribution-Policy.pdf.

CAPITAL EXPENDITURE

As at March 31, 2026, gross value of property, plant and equipment, investment property and other intangible assets including leased assets was ?1,14,088.54 Lakhs and the net value of property, plant and equipment, investment property and other intangible assets including leased assets was ?57,003.45 Lakhs. Capital expenditure during the FY 2025-26 was ?14,089.52 Lakhs.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

A detailed analysis on the working of the Company and various challenges faced by the Company during the year under review and current scenario is given separately under the Management Discussion and Analysis, which forms parts of this report.

ALICON GROUP/SUBSIDIARY COMPANIES

As on March 31, 2026, your Company had three overseas subsidiary companies, namely Alicon Holding GmbH, Illichmann Castalloy GmbH and Illichmann Castalloy S.R.O. and one associate company namely, Clean Max Uno Private Limited. Your Company does not have any Indian subsidiary company and joint venture.

A statement containing the performance and financial position of each of the subsidiaries and associates for the financial year ended March 31, 2026 in prescribed format AOC-1 is annexed as Annexure I and forms part of this integrated annual report.

In accordance with the Regulation 16(1)(c) of the SEBI (LODR) Regulations, your Company has one material subsidiary namely, Illichmann Castalloy s.r.o., Slovakia. Your Company has adopted a policy on the determination of material subsidiaries in line with Listing Regulations. The Policy aims to provide a governance framework for such material subsidiary(ies).

The Policy may be accessed at Policy_on_determination_of_Material_Subsidiary.pdf (alicongroup.co.in).

The audited Financial Statements including the Consolidated Financial Statements and the related information of the Company as well as the separate financial statements of each of the subsidiaries and associates, are available on the website of the Company at https://www.alicongroup.co.in/financial-results/

The financial performance of these overseas subsidiaries for the financial year 2025-26 is provided below:

1. Illichmann Castalloy GmbH

The Company recorded a total income of ?2,681.44 Lakhs for the year ended on March 31, 2026 as against ?3,409.31 Lakhs in the previous year and earned a pre-tax profit ?135.65 Lakhs for the year as against ?88.93 Lakhs a year ago.

2. Illichmann Castalloy S.R.O

The Company had recorded a total income of ?12,222.05 Lakhs for the year ended on March 31, 2026 as against ?18,647.23 Lakhs in the previous year. The Company earned a pre-tax profit ?73.71 Lakhs for the year as against ?1,044.70 Lakhs a year ago.

3. Alicon Holding GmbH

During the year under review, the Company did not earn any income.

SHARE CAPITAL

The Board of Directors of the Company in its meeting held on April 17, 2026 had allotted 75,000 Equity shares of ?5/- each to its employees, who exercised their rights under Alicon Castalloy Employees Stock Options Scheme - 2022. This has resulted in an increase in issued, subscribed and paid-up share capital to ?8,20,59,200/- divided into 1,64,11,840 Equity Shares of ?5/- each.

The Company has not issued any shares with differential voting rights.

Investment in Captive Power

Your Company is holding 26% of the issued, subscribed and paid-up capital of Radiance MH Sunrise Three Private Limited, a special purpose vehicle incorporated by Radiance Renewables Private Limited, a leading global alternative asset manager with one of the largest renewable power platform. This associate of your Company supplies solar power upto 12 MW to Shikrapur and Chinchwad plants in Maharashtra.

This has resulted in substantial savings in energy cost as also reduction in carbon.

DEPOSITS

During the year under review, the Company has not accepted any Deposit under Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

LOANS, GUARANTEES AND INVESTMENTS

The particulars of loans, guarantee, securities and investments made as required under the provisions of section 186 of Companies Act, 2013 read with Regulation 34 (3) and Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are given in the notes forming part of the financial statements.

RELATED PARTY TRANSACTIONS AND POLICY

All contracts/arrangements/transactions with Related Parties during the FY. 2025-2026 were in ordinary course of the business and on an arms length basis. All transactions with related parties, which were repetitive in nature, in an ordinary course of business and at an arms length basis, were placed before the Audit committee for omnibus approval. The details of all related party transactions, as approved, are placed on a quarterly basis before the Audit Committee for its review and noting.

The details of the Related Party Transactions as per IND AS-24 are set out in Notes to the Financial Statements of the Company. Since all the transactions with related parties entered by the Company were in ordinary course of the business and on an arms-length basis, Form AOC-2 is not applicable to the Company.

During the year under review, there was no material related party transaction with Promoters, Directors or Key Managerial Personnel or their relatives.

The Related Party Transactions Policy is hosted on the Companys website at www.alicongroup.co.in/wp-content/uploads/2024/01/Related-Party-Policy.pdf

MATERIAL CHANGES AND COMMITMENT

No material change and commitment, which could affect your Companys financial position, has occurred between the end of the financial year 2025-26 and the date of this report.

CHANGE IN THE NATURE OF BUSINESS

There was no change in business of the Company during the financial year ended March 31, 2026.

INTERNAL FINANCIAL CONTROLS AND ADEQUACY

Your Company has a comprehensive and well established adequate internal financial controls with reference to the financial statements. These have been designed to provide reasonable assurance with regard to recording and providing reliable financial information; complying with applicable statutes; safeguarding assets from unauthorized use; ensuring the transactions are carried-out with adequate authorization and complying with corporate policies and processes. Such controls have been assessed during the year, after taking into consideration the essential components of internal controls stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India. Based on the result of such assessment carried-out by the management, no reportable material weakness or significant deficiency in the design or operation of internal financial controls was observed.

The monitoring and reporting of financial transactions is supported by a web-based system SAP, which helps in obtaining accurate and complete accounting records and timely preparation of reliable financial disclosures at all levels of the organization.

The details in respect of internal controls and internal financial controls and their adequacy are included in the Management Discussion and Analysis, which forms a part of this Integrated Annual Report.

CREDIT RATING

Your Company has been rated by CRISIL Limited ("CRISIL") for its Banking facilities. Your Directors are pleased to inform that CRISIL has reaffirmed its rating to CRISIL A/ positive for long-term facilities and CRISIL A1 for short-term credit facilities.

RISK MANAGEMENT

The Board has constituted the Risk Management Committee. Mr. Alfred Heinrich Knecht, Chairman, Mr. Ajay Nanavati, Mr. Ajay S. Patil, Mr. Jitendra Panjabi and Ms. Sujatha Narayan, were the Members of the Committee as on March 31, 2026.

The Company has established a comprehensive Risk Management Policy and implemented a robust mechanism to ensure regular monitoring and mitigation of risks. The framework provides for regular updates on risk assessment, mitigation strategies and governance practices at various organizational levels. This ensures that executive management effectively manages risks through a well-structured and proactive approach. The Risk Management Committee periodically reviews the framework including cyber security, high risk items and mitigation. There are no risks which, in the opinion of the Board of Directors, threaten the existence of the Company.

All the assets of the Company are adequately insured.

CYBER SECURITY

The Company has established cyber security and crisis management policies to prevent cyber threats and manage incidents pertaining to cyber security and data privacy effectively. It also tracks emerging practices and technologies to enhance the security of IT systems and infrastructure on a continuous basis.

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standard of Corporate Governance and adhere to Corporate Governance guidelines as prescribed in the SEBI Listing Regulations. A separate report on Corporate Governance along with a Certificate from DDB and Company, Secretarial Auditors of the Company, certifying the compliance as required under SEBI Listing Regulations, is annexed to this Report as Annexure II.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

As stipulated under Regulation 34 of the SEBI Listing Regulations, the Business Responsibility Report describing the initiatives taken by the Company from the environmental, social and governance perspective is annexed to this Report as Annexure III and forms part of this integrated report. This report is also available on the Companys website at www.alicongroup.co.in.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Information regarding Conservation of Energy, Research and Development, Technology Absorption and Foreign Exchange Earning and Outgo etc. under Section 134(3) (m) of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, is annexed separately as an Annexure - IV.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Change in Directorate

On recommendation of the Nomination and Remuneration Committee, the Board of Directors at its meeting held on April 17, 2026 had appointed Mr. Ishaan Rai (DIN: 06802018) as an Additional Non-Executive Director effective from May 12, 2026. His appointment as Director was approved by the shareholders by passing an ordinary resolution through postal ballot on June 20, 2026.

Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors at its meeting held on August 13, 2026 had appointed Mr. Anantakrishnan Krishna (DIN: 07003940) as an Additional Independent Director for a period of 5 (five) consecutive years with effect from August 13, 2026. He will vacate the office at the ensuing 36th Annual General Meeting and his appointment is proposed to be made by members of the Company.

Cessation

Ms. Pamela Rai, Director, resigned from the Board of Directors of the Company with effect from May 12, 2026. She was associated with your Company for more than twelve years. She was dedicated to CSR activities of the Company. The Board places on record its sincere appreciation for her leadership and invaluable contribution during her tenure on the Board.

Mr. Ajay S. Patil, Independent Director, and Chairman of the Audit Committee, stepped down as Director of the Company with effect from the closing of the business hours on August 13, 2026. Mr. Patil was appointed as Director and the Chairman of the Audit Committee on October 14, 2024. The Board places on record its sincere appreciation for his invaluable guidance to the Board and management of the Company during his tenure as Director and Chairman of the Audit Committee.

Re-appointment of Director retiring by rotation

To comply with the requirement of the Companies Act, 2013 and Articles of Association of the Company, Mr. Jitendra Panjabi, Director (DIN: 01259252) shall retire by rotation at the ensuing Annual General Meeting and being eligible, has offered himself for re-appointment.

Key Managerial Personnel

In accordance with the provisions of Section 203 of the Companies Act, 2013 following are the details of Key Managerial Personnel (KMP) of the Company:

• Mr. S. Rai (DIN: 00050950) - Managing Director
• Mr. Rajeev Sikand - Chief Executive Officer (Upto March 31, 2026)
• Mr. Sumit Bhatnagar was appointed as Chief Executive - Designate on September 05, 2025 and Chief Executive Officer with effect from April 01, 2026.
• Mr. Vimal Gupta - Chief Financial Officer
• Miss Sneha Shukla - Company Secretary with effect from November 10, 2025.

COMMITTEES

As required under the Companies Act, 2013 and SEBI (LODR) Regulations, 2015, the Company has constituted various statutory committees. As on March 31, 2026, the Board had constituted the following committees:

• Audit Committee
• Nomination and Remuneration Committee
• Corporate Social Responsibility Committee
• Risk Management Committee
• Stakeholders Relationship Committee

The details on composition of the Board and its Committees, governance of committees including its terms of reference, number of committee meetings held during the financial year under review and attendance of its members, are provided in the report on Corporate Governance, which forms part of this Directors Report.

INDEPENDENT DIRECTORS

Mr. Alfred Heinrich Knecht, Mr. Ajay S. Patil, Ms. Bijal T. Ajinkya and Ms. Sujatha Narayan are the Independent Directors of the Company. Mr. Ajay Nanavati was an Independent Director till April 29, 2025 and was appointed as Non-Executive Non-Independent Director effective from April 30, 2025.

In accordance with Regulation 25(8) of the SEBI (LODR) Regulations, 2015, all Independent Directors have confirmed that they are not aware of any circumstances or situation, which exist or may reasonably be anticipated to impair or impact their ability to discharge their duties. Based on the declarations received from the Independent Directors, the Board of Directors has confirmed that they meet the criteria of independence as mentioned under Section 149(6) of the Companies Act, 2013 and Regulation16(1)(b) of the SEBI (LODR) Regulations, 2015, and that they are independent of the management. In the opinion of the Board, there has been no change in the circumstances, which may affect their status as an Independent Directors of the Company and the Board is satisfied of the integrity, expertise and experience of all Independent Directors on the Board. List of key skills, expertise and core competencies of the Board including the Independent Directors, forms a part of Corporate Governance Report of this Annual Report.

BOARD EVALUATION

The performance evaluation of non-Independent Directors, the Board as a whole and the Chairman of the Board was carried out by the Independent Directors at their separate meeting held on March 27, 2026. The Board of Directors reviewed the reports of evaluation received from the Nomination and Remuneration Committee and Independent Directors and also the functioning of the Committees of the Board and carried-out evaluation of the Board as a whole, the Committees of the Board and each Director and found the performance of the Board, the Committees and all the individual Directors to be satisfactory.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

All Independent Directors are familiarized with the operations and functioning of the Company at the time of their appointment and on an ongoing basis.

NOMINATION AND REMUNERATION POLICY AND BOARD DIVERSITY

In terms of the provisions of Section 178(3) of the Companies Act, 2013 and Regulation 19 read with Part D of Schedule II to SEBI (LODR) Regulations, 2015, the Nomination and Remuneration Committee (NRC) is responsible for determining the qualifications, positive attributes and independence of a Director. In line with this requirement, the Board has adopted a policy on nomination, remuneration and Board diversity, which sets out the criteria for determining qualifications, positive attributes and independence of a director. The policy is available on website of the Company at www.alicongroup.com.

NUMBER OF BOARD MEETINGS

The Board of Directors met six (6) times during the Financial Year ended March 31, 2026 namely on May 12, 2025, August 07, 2025, September 05, 2025, November 06, 2025, February 13, 2026 and March 19, 2026. A separate meeting of Independent Directors was also held on March 27, 2026. The details on attendance of Directors in each Board Meetings and other Committee Meetings of Board of Directors are provided in Corporate Governance Report, which forms part of this Directors Report.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 of the Companies Act, 2013, the Board of Directors, to the best of their knowledge, confirms that

a) in the preparation of the accounts the applicable accounting standards have been followed along with proper explanations relating to material departure;

b) appropriate accounting policies have been selected and applied consistently and have 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 of the Company for that period;

c) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the annual accounts have been prepared on a going concern basis;

e) they 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) they 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

Information pertaining to remuneration and other details as required under Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed as Annexure V and forms an integral part of this Report.

Information under Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in a separate annexure forming part of this Report. However, as per first proviso to Section 136(1) of the Act and second proviso of Rule 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Report and Financial Statements are being sent to the Members of the Company excluding the said statement. The said annexure is available for inspection by the shareholders at the Registered Office of the Company during business hours on the working days of the Company and any Member interested in obtaining a copy of the said statement may write to the Company Secretary at the Registered Office of the Company. The said information is also available on the Companys website at www.alicongroup.co.in.

EMPLOYEES STOCK OPTION SCHEME (ESOS)

The shareholders of the Company at their 32nd AGM held on September 27, 2022 had approved the Alicon Castalloy Limited - Employee Stock Option Scheme-2022 (ESOS-2022). Under the said Scheme the Board is authorised to offer, issue and provide up to 3,00,000 stock options to the eligible employees of the Company. The said Scheme stands expired with effect from April 17, 2026 being the date on which all the Options issued against this ESOS-2022 stand exercised by the Option Grantees and shares allotted.

The details of Stock Options granted under the ESOS-2022 and disclosures in compliance with the SEBI (Share Based Employee Benefit and Sweat Equity) Regulations, 2021 are set out in Annexure-VI and are available in the Companys website www.alicongroup.co.in.

The members of the Company by special resolution passed through postal ballot on March 27, 2026 had also approved the Alicon Castalloy Limited - Employees Stock Option Scheme-2026 (ESOS-2026), authorising the Board of Directors to offer, issue and provide up to 3,00,000 stock Options to the eligible employees of the Company and its subsidiaries.

The Board has not offered or issued any stock options under the ESOS-2026 since in-principle approval from the BSE Limited and National Stock Exchange of India Limited (NSE) is awaited.

Your Companys Secretarial Auditor has certified that the ESOS-2022 of the Company has been implemented in accordance with the SEBI Regulations and the resolutions passed by the Members in this regard.

INDUSTRIAL RELATIONS

Industrial relations across all the manufacturing locations of your Company were cordial and very positive throughout the year under review.

In order to develop skills and foster togetherness at the work place, your Company rolled out multiple training and engagement programs covering a wide range of topics such as stress management, attitude, creativity, team spirit, quality, skill building, safety and environment, customer focus, etc.

STATUTORY AUDITORS REPORT

According to Board of Directors, there is no adverse remark or emphasis made by Statutory Auditors in their report. Notes to the accounts are self-explanatory to comments/observation made by the auditors in their report. Hence, no separate explanation is given.

Further, no fraud was reported by the auditors of the Company under Section 143(12) of the Companies Act, 2013.

STATUTORY AUDITOR

M/s. Kirtane and Pandit LLP, Chartered Accountants (ICAI Registration No. 105215W/W100057), were appointed as the Statutory Auditors of the Company for a term of five(5) years to hold office from the conclusion of the 32nd annual general meeting till the conclusion of 37th Annual General Meeting to be held in the financial year 2026-27.

INTERNAL AUDITORS

M/s. P.G. Bhagwati LLP, Chartered Accountants (Firm Registration No. 101118W/W100682), were the Internal Auditors of the Company for financial year 2025-26. The Internal Auditors report directly to the Audit Committee.

SECRETARIAL AUDIT REPORT

Secretarial Audit was carried out by Mr. Dhruvalkumar Baldha, DDB and Co., Practicing Company Secretaries (FCS: 10562, COP 14265, Peer Review No: 6180/2024) for the financial year 2025-26. The report on the Secretarial Audit is appended as an Annexure VII to this report. According to the Board of Directors the report does not have any adverse remark.

In accordance with the Regulation 24A of the SEBI (LODR) Regulations, 2015, as amended in 2024, listed entities are required to appoint a peer reviewed Secretarial Auditor for a term of five consecutive years. Such an appointment shall be based on the recommendation of the Audit Committee and approval of the Board of Directors and shall be subject to the approval of members at the Annual General Meeting.

M/s. DDB and Co. Practicing Company Secretaries, were appointed with your approval as the Secretarial Auditors of the Company for a period of five years to hold the office till FY.2029-30.

COST RECORDS

Maintenance of cost records as specified by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013, is not required by the Company.

CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING

The Company has adopted a comprehensive Code of Conduct. The said Code, inter alia, prohibits trading in the securities of the Company by the Directors and employees, while in possession of the unpublished price sensitive information in relation to the Company.

CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY AND INITIATIVES

Your Company has embraced the social cause with great fervor. The management of your Company do believe that sustainability is its collective responsibility. Therefore, your Company is closely engaged in various endeavors to serve the communities. The key focus remains on education and community development.

In compliance with the provisions of Section 135 of the Companies Act, 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 the Company has a CSR Committee. As on March 31, 2026, the Committee comprised of Ms. Bijal T. Ajinkya, Chairperson, Ms. Pamela Rai and Ms. Sujatha Narayan as Members. The Board had reconstituted the said Committee on May 12, 2026 which now comprises of Ms. Bijal T. Ajinkya, Chairperson, Mr. Ishaan Rai and Ms. Sujatha Narayan as Members.

Your Company undertakes majority of its activities relating to corporate social responsibilities through Bansuri Foundation. It also works closely with other trusts and NGOs.

Brief outline on the Corporate Social Responsibility (CSR) Policy of the Company and the initiative undertaken by the Company on CSR activities during the year under review are set out in the format prescribed under the Companies (Corporate Social Responsibility Policy) Rules, 2014 and is annexed as Annexure VIII, which form part of this report. The CSR Policy is hosted on the Companys website https://www.alicongroup.co.in/wp-content/uploads/2020/07/CSR-Policy-Alicon.pdf.

OTHER STATUTORY DISCLOSURES

a) Receipt of Remuneration by Managing Director from Subsidiary Companies:

Mr. S. Rai, Managing Director of the Company, has not received any remuneration from any of its subsidiary companies.

b) Extract of Annual Return

In accordance with the provisions of Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies Management and Administration Rules, 2014, the Company has placed a copy of Annual Return in Form MGT-7 on its website www.alicongroup.co.in.

c) Vigil Mechanism

Your Company has established a "Vigil Mechanism" for its employees and Directors, enabling them to report any concern of unethical behaviors, suspected fraud or violation of the Companys Code of Conduct. To this effect, the Board has adopted a Whistle Blower Policy (WBP), which is overseen by the Audit Committee. The policy inter-alia provides safeguards against victimization of the Whistle Blower. Employees and other stakeholders have direct access to the Chairperson of the Audit Committee for lodging concerns, if any, for review.

The said policy has been uploaded on the website of the Company at URL https://www.alicongroup.co.in/wp-content/uploads/2018/10/Whistle_Blower_Policy.pdf.

d) Secretarial Standard

The applicable Secretarial Standards, namely, SS1 and SS2, relating to Meetings of the Board of Directors and General Meetings respectively, have been duly complied by your company.

e) Significant and Material Orders Passed by the Regulators or Courts

There was no significant and material order passed by the Regulators / Courts / Tribunals, which would impact the going-concern status of the Company and its future operations.

f) Sexual Harassment of Women at Workplace

In compliance with the provisions of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, your Company has duly constituted an internal complaint committee. The Committee has formulated policy to ensure protection to its female employees. During the financial year under review, no complaint was received with regard sexual harassment from any employee of the Company and necessary disclosure for the same has been submitted to the concerned Government departments of the respective locations.

g) Unclaimed Dividend

In terms of applicable provisions of the Companies Act, 2013 read with the Investors Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 unclaimed dividend was transferred by the Company to the Investors Education and Protection Fund. Further, the shares pertaining to unclaimed dividend for seven consecutive years or more were transferred to the Demat account of IEPF authority during the year under review.

h) No proceedings are made or pending under the Insolvency and Bankruptcy Code, 2016 and there is no instance of one-time settlement with any Institution.

COMPLIANCE MANAGEMENT

Your Company has in place a comprehensive and robust legal compliance management digital tool, which enables the management to ensure compliance with all applicable laws to the Company. Automated alerts are sent to compliance owners to ensure compliance within the stipulated timelines.

APPRECIATION AND ACKNOWLEDGEMENT

The Board of Directors places on record its sincere appreciation for the dedicated efforts and commitment of the Companys employees at all levels, whose continued contribution has been instrumental in the Companys performance. Your Directors also wish to record their appreciation for an unstinted support of Enkei Corporation, Japan, our technical collaborators.

Your Directors also thank the customers, supply chain partners, associates, banks and financial institutions, governments and regulatory authorities and shareholders for their steadfast support and cooperation.

On behalf of the Board of Directors,

AJAY NANAVATI

CHAIRMAN

DIN: 02370729

Place: Pune

Date: August 13, 2026