BEML Land Assets Ltd Directors Report

TO SHAREHOLDERS FOR FY 2025-26

Your Board of Directors have pleasure in presenting the 05th Annual Report of the Company together with the Audited Financial Statements for the finacial year ended

31.03.2026 as under:

FINANCIAL RESULTS

(inLakhs)

Particulars	2025-26	2024-25
Revenue from Operations	98	-
Value of Production	-	-
Profit / (Loss) before Depreciation, Interest and Tax	(205)	(291)
Finance costs	109	77
Depreciation and amortization expense	9	8
Profit / (Loss) Before Tax	(323)	(375)
Tax Expense (Deferred Tax )	324	-
Other Comprehensive Income	-	-
Total Comprehensive Income / (Loss) of the year	1	(375)
Net worth	112	111

REVENUE FROM OPERATIONS

Your Company has entered a MOU for leasing of properties at Bangalore and Mysore with BEML Limited and started earning rental income w.e.f. 01.01.2026 onwards Quarterly lease rent of Rs. 98.25 lakhs (per quarter) are received and accounted during the year.

TRANSFERTO GENERAL RESERVE

During the year under review, your Company has not transferred any amount to General Reserve.

DIVIDEND

During the year under review, no dividend is declared on the Equity Shares as the Company has incurred loss.

MATERIAL CHANGE/COMMITMENT AFFECTING THE FINANCIAL POSITION

No material change / commitment has occurred affecting the financial position of the Company subsequent to the financial year ended 31.03.2026 till the date of this report.

CAPITAL STRUCTURE

There was no change in the Authorized and Paid-up Share Capital of the Company during the year under review.

FINANCE

The day-to-day expenditure and statutory payments are met through inter-corporate loan taken from BEML Limited as per the approval by the Board of Directors of both the Companies.

INTERNAL FINANCIAL CONTROLS

There are adequate Internal Control Systems present in the Company. The adequacy of Internal Financial Controls over financial reporting is covered by the Statutory Auditors in their Independent Auditors Report.

FIXED DEPOSITS

The Company has not accepted any deposits during the year and there is no unpaid deposits and/or interest on deposits as on 31.03.2026.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

As per the provisions of Section 186 of the Companies Act, 2013, the details of Loans, Guarantees and Investments are given in the notes to financial statements.

DEMERGER OF IDENTIFIED SURPLUS ASSETS FROM BEML LIMITED TO BEML LAND ASSETS LIMITED

As part of proposed strategic disinvestment of BEML Limited (BEML), based on the advice of Inter-Ministerial Group, Government of India, BEML had appointed M/s Deloitte Haskins & Sells LLP, as consultants for advising, undertaking and implementing the Demerger of identified surplus/ non-core assets of the Company which are not part of BEML strategic disinvestment. For demerger, transfer and vesting of identified surplus/ non-core assets, BEML incorporated "BEML Land Assets Limited" (BLAL) on 15.07.2021.

Later on. Petition was filed with Ministry of Corporate Affairs (MCA) for approval of Scheme of Arrangement and on 28.07.2022, MCA had passed order approving the Scheme of Arrangement for demerger of "BEML Land Assets Limited" (Resulting Company). In terms of Scheme of Arrangement, the identified surplus/non-core assets of BEML had been transferred at its book value to BEML Land Assets Limited on the appointed day of demerger that is on 25.08.2022.

In compliance with MCA order, BEML Limited had fixed 09.09.2022 as record date for issuing shares of Resulting Company in the ratio of 1:1 to all shareholders of BEML Limited whose name were recorded in the Register of Members on the above said date. Further, the said shares were listed on both stock exchanges (BSE & NSE) and trading has started on 19.04.2023.

The President of India, through the Department of Defence Production, Ministry of Defence, currently holds a 54.03% equity stake in BLAL. The Company has been classified as a Schedule C CPSE as of 22.01.2024, in accordance with Department of Public Enterprises guidelines for categorizing CPSEs created for asset management postdisinvestment.

Companys properties are located in 12 Cities and 10 States across India. The title for transfer of the said properties are in progress. Central Government has amended section 8G of the Indian Stamp Act, 1899 granting exemption on payment of stamp duty for transfer of title deeds from one Government company to another Government company in the demerger process. Pursuant to the above, all State Governments have granted exemption from stamp duty except Government of Karnataka (GoK) which has granted 50% exemption and hence taken up with GoK once again for 100% stamp duty exemption. Notably, the title registration for properties in Bhopal (Madhya Pradesh) New Delhi , Chennai , Goa and Kochi have been completed successfully on 21.03.2025, 08.04.2025,21.05.2025,31.12.2025 and 28.04.2026 respectively.

DIRECTORS & KEY MANAGERIAL PERSONNEL

Your Company being a listed CPSE, the President of India is vested with the power to appoint / extend the term of appointment of the Directors of the Company from time to time and also shall determine the terms of office of such Directors. Accordingly, the term of appointment of the following Directors has been extended, appointed and ceased to be a Director on the Board of your Company as per the directives of the President of India:

(A)Extension of Chairman and Managing Director:

(i) Shri Shantanu Roy (DIN: 10053283): “

Initially, The term of appointment has been extended as Chairman & Managing Director (CMD) on the Board of BEML Land Assets Limited (BLAL) w.e.f. 01.02.2025 fora period of oneyearand accordingly the tenure has ended on 31.01.2026.

Later on. The Ministry of Defence (MoD) vide letter No. 8(2)/2019 -D(BEML)/(M8iP) dated 07.05.2026, communicated the extension of the additional charge of Shri Shantanu Roy (DIN-10053283) CMD of BEML limited as Chairman & Managing Director (CMD) on the Board of BEML Land Assets Limited (BLAL) for a period of one year to be reckoned w.e.f. 01.02.2026 to 31.01.2027

(ii) Shri Anil Jerath (DIN: 09543904):

Initially, the term of appointment has been extended as Non-Executive Director of the Board of BEML Land Assets Limited (BLAL) w.e.f. 01.02.2025 for a period of one year and accordingly the tenure has ended on 31.01.2026.

Later on,The Ministry of Defence (MoD) vide letter No.8(2)/2019-D(BEML) dt. 16.02.2026, communicated the extension of additional charge of the post of Director, BLAL to Shri Anil Jerath, Director (Finance), BEML Limited w.e.f. 01.02.2026 to 31.08.2026

(iii) Appointment of Rolley Mahendra Varma (DIN: 09579478)

Vide The President of India vide letter No.8(32)/2019-D/(Coord/DDP) dated

27.04.2026 Smt Rolley M. Varma (DIN: 09579478) appointed w.e.f 27.04.2026 in place of Shri Rakesh Kumar (DIN:10503071) Government Nominee Director whose term expired on 31.01.2026.

(iv) Dr. M.V. Natesan (DIN: 09408491), Independent Director

Dr. M.V. Natesan (DIN: 09408491) has been Appointed as Independent Director of the Company and assumed the charge w.e.f. 17.04.2025 and his tenure has ended on 17th April, 2026.

The aforesaid appointments would be placed before the shareholders in the ensuing AGM for approval. Further, no Director shall retire by rotation during the period under review.

(v) KMP - Appointment and Cessation :

Appointment of Smt. Bharti Ramchandani as Company Secretary and Compliance Officer on 21.04.2026 in place of Mr. Ravisekhar Rao S V whose Tenure completed on

20.04.2026 as Company Secretary and Compliance officer.

NUMBER OF MEETINGS OF BOARD

During the year, four meetings were held on 30.04.2025, 30.07.2025, 03.11.2025 and

23.01.2026 respectively. Requirements on number and frequency of meetings, in terms of Section 173(1) of the Companies Act, 2013, Regulation 17(2) of the Listing Regulations and Para 3.3.1 oftheDPE Guidelines, were complied with in full.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) and 134(5) of the Companies Act, 2013, your Directors state that,

a) in the preparation of the annual accounts for the year ended 31.03.2026, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) the directors had 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 2025-26 and of the profit and loss of the Company for that period;

c) the directors had taken proper and sufficient care for the maintenance of 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 had prepared the annual accounts on a going concern basis;

e) the directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively;

f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

CONSTITUTION OF BOARD COMMITTEES

In view of the appointment of Dr. M.V. Natesan as an Independent Director on the Board of the Company w.e.f. 17.04.2025, your Company has constituted mandatory Board Committees viz., Audit Committee, Nomination & Remuneration Committee and Stakeholders Relationship Committee during April 2025.The independent Director was ceased to be a Director of the Company w.e.f. 17.04.2026 and hence the said committees become inoperative.

ENTERPRISE RISK MANAGEMENT

Your company has formulated Risk Management policy and the same is placed on the website of the Company at https://www.blal.in/wp-content/uploads/2023/01/08.Risk- Management-Policy-final.pdf.

RELATED PARTY TRANSACTIONS

Pursuant to Regulation 23 of the Listing Regulations, your Company has formulated a "Policy on Related Party Transactions", to regulate transactions entered into between the Company and its related parties. The said policy is placed on the web-site of the Company at https://www.blal.in/wp-content/uploads/2023/01/06.BLAL_RPT.pdf.

Information as required under section 188 in Form AOC-2, pursuant to Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014, is attached to this report as Annexure-I.

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

The details on conservation of energy and technology absorption are not applicable since the Company business is to lease out its properties as on date. The foreign exchange earnings and outgo is nil during the FY 2025-26.

MANPOWER

The number of employees of the Company as on 31.03.2026 stood at 3. Out of 3 employees, one employee is posted on deputation basis from BEML and two employees are appointed on contract basis.

PARTICULARS OF EMPLOYEES

There were no employees of the Company who received remuneration in excess of the limits prescribed under Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

PROHIBITION OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE

There were no complaints received under the Sexual Harassment of Women at Workplace (Prevention, Prohibition, and Redressal) Act, 2013 during the year 2025-26. Internal Complaints Committee (ICC) has not been constituted as required under Section 4(1) of the said Act, as there were only 3 employees in the Company during theyear.

WHISTLE BLOWER POLICY

Your Company has formulated "Vigil Mechanism/Whistle Blower Policy" for directors and employees to report genuine concerns in terms of the provisions of Section 177 of the Companies Act, 2013, Regulation 22 of the Listing Regulations and Chapter 4 of the DPE Guidelines, The said policy is placed on the Companys website https://www.blal.in/wp- content/uploads/2023/01/05.-Vigil-Mechanism-AND-WHISTLE-BLQWER-Policy.pdf.

COMPLIANCE OF APPLICABLE SECRETARIAL STANDARDS

Your Company has complied with the provisions of applicable secretarial standards with respect to Meetings of Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India in terms of Section 118(10) of the Companies Act, 2013. Further, as stipulated in Standard 9 of SS-1, a statement on compliances of applicable Secretarial Standards is included in the Boards Report.

CORPORATE GOVERNANCE REPORT

A Report on Corporate Governance (CG) compliance is included in the Boards Report in terms of Regulation 34 of the Listing Regulations and Chapter 8 of the DPE Guidelines. M/s MMA and partners, Practicing Company Secretaries has issued a Compliance Certificate on the same. The aforesaid report on Corporate Governance along with Compliance Certificate is placed at Annexure-ll.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

A Report on Management Discussion and Analysis Report in terms of Regulation 34 of Listing Regulations and Chapter 7 of the DPE Guidelines is placed at Annexure-lll.

BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT (BRSR)

As per SEBI Circular, top 1,000 companies by market capitalization at the end of the calendar year i.e., 31 st December,2025 to publish BRSR in the annual report in terms of Regulation 34 of the Listing Regulations. Since the Company ranked at 1,695 as per BSE and 1,695 as per NSE based on average market capitalization as on 31.12.2025, the said Report is not published in the Annual Report.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

Since the Company is yet to earn profit, the Corporate Social Responsibility Committee is not constituted as required under the provisions of Section 135 of the Companies Act, 2013.

STATUTORY AUDITORS

M/s N. Tatia and Associates, Chartered Accountants were appointed by Comptroller & Auditor General of India as Statutory Auditors for the year 2025-26.

COST AUDITORS

Provisions of Section 148 of the Companies Act, 2013 are not applicable to the Company for the financial year ended 31.03.2026. Hence, the Company has notappointed any cost auditor.

SECRETARIAL AUDITORS

Your Company had appointed M/s. MMA and partners, Lucknow, (PCS) to undertake the Secretarial Audit of the Company for the year 2025-26 in terms of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

The Secretarial Audit Report issued by the PCS and the replies to the observations made in the said Report are annexed to the Boards Report as Annexure-IV In addition, an Annual Secretarial Compliance Report issued by the PCS has been filed with the stock exchanges within the due date for the financial year 2025-26.

C&AG AUDIT

The Comments of the Comptroller & Auditor General of India under Section 143(6)(b) of the Companies Act, 2013 on the financial statements of the Company are appended at Page No. 83 and 85 to the annual report.

FRAUDS REPORTED BY AUDITORS

No frauds are reported by the auditors which fall under the purview of sub-section 12 of section 143 of the Companies Act, 2013.

GENERAL DISCLOSURE

Your Directors confirm that no disclosure or reporting is required in respect of the following items as there was no transaction on these items during the year under review:

i. No Significant and Material order was passed by any regulators or courts or tribunals that may impact the going concern status and companys operations in future.

ii. No application made or any proceeding pending under Insolvency and Bankruptcy Code, 2016 as at the end of the Financial Year 2025-26.

iii. Details of difference between the amount of valuation at the time of one-time settlement and valuation done while taking loan from banks or financial institutions are not applicable to the company.

EXTRACT OF ANNUAL RETURN

An extract of the Annual Return in prescribed form in terms of Section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management and Administration) Rules, 2014 is placed on Companys website at www.blal.in.

ACKNOWLEDGEMENTS

Your Directors express their sincere thanks to the Government of India, Administrative Ministry, the Ministry of Defence, DIPAM, BEML Limited, State Government of Karnataka, Chhattisgarh, Goa, Jharkhand, Kerala, Madhya Pradesh, Maharashtra, New Delhi, Tamil Nadu, West Bengal and for their valued support and guidance.

Your Directors wish to thank the Comptroller and Auditor General of India, the Principal Director of Commercial Audit, Statutory Auditors, Secretarial Auditors, Bankers, Shareholders and Employees fortheirvalued supportand co-operation.

Forand on behalf of the Board

Sd/-

Chairman and Managing Director

Bengaluru

Date: 18.05.2026