Bharat Parenterals Ltd Directors Report

The Companys nancial performance for the year under review along with previous years gures is given here under:

OPERATIONAL PERFORMANCE. Standalone

During the Financial Year ended 31st March, 2026, your Company has achieved on Standalone basis an operaonal turnover of INR. 24656.71Lakhs as compared to INR. 31868.20 Lakhs in the previous Financial Year and the Loss aIer Tax is INR. 1601.90 Lakhs as compared to Pro t of INR.2645.36 Lakhs in the previous Financial Year.

Consolidated

On a Consolidated basis, your Company has achieved an operaonal turnover of INR. 35497.62 Lakhs as compared to INR. 35200.07 Lakhs in the previous Financial Year and Loss Aer Tax of INR. (2730.56) as compared to Loss of INR. (4367.53 ) Lakhs in the previous Financial Year.

There is no amount proposed to be transferred to the reserves in consideraon of the implementaon of expansion and strategic planning.

During the year under review, your Company has not accepted any deposits from public or member of the Company under Chapter V of the Companies Act, 2013 and Companies (Acceptance of Deposits) Rules, 2014. Thus, no amount on account of principal or interest on deposits from public was outstanding as on March 31, 2026.

SHARES:

There was no change in the share capital structure of your Company during the year under review. As on March 31, 2026, the Authorized Share Capital of your Company stood at Rs. 8,00,00,000/- represenng 80,00,000 Equity Sha res of face value of Rs. 10/- each and the paid-up share capital stood at Rs. 6,89,19,630 represenng 68,91,963 Equity Shares of face value of Rs.10/- each. During the year under review, your Company has not issued any shares with di erenal vong rights o r any sweat shares or any shares under Employees Stock Opon Scheme and hence no informaon for the same has been furnished. a) BUY BACK OF SECURITIES

The Company has not bought back any of its securies during the year under review. b) SWEAT EQUITY

c) BONUS SHARES

No Bonus Shares were issued during the year under review. d) EMPLOYEES STOCK OPTION PLAN

During the year company has not alloed any Employee Stock opon.

During the period under review, your company was felicitated with an award for exceponal contribu on and dedicaon in the category of "Manufacturing SME of the Year in the Health & Pharma." Your company was also felicitated with the "Resilent Award by Southern Gujarat Chamber of Commerce & Industry, in associaon with the Gujarat Polluon Control Boa rd (GPCB), in the month of June 2025.

The Board has recommended payment of nal dividend of Rs. 1.00 (Rupees One Only) per Equity Share of Rs. 10/- each (fully paid-up) for the nancial year ended March 31, 2026. The Dividend amount is payable aIer declaraon by the Shareholders at the ensuing Annual General Meeng (AGM).

As per the prevailing provisions of the Income Tax Act, 1961, the dividend, if declared, will be taxable in the hands of the shareholders at the applicable rates. For details, shareholders are requested to refer to the Noce of Annual General Meeng.

The dividend pay-out is in accordance with the Companys Dividend Distribuon Policy, which is available on the website of the company at hps://www.bplindia.in/investor-stock-informaon.html A) Unpaid/Unclaimed Dividend.

The details of total amount lying in the Unpaid Dividend Account of the company as on March 31, 2026 are as under:

The Statement containing the names, last known addresses, amount of dividend to be paid to the members, due date of transfer to the fund and the details of Nodal O cer as per IEPF Rules are available on the website of the company at hps://www.bplindia.in/investor-stock-informaon.html The Shareholders are therefore encouraged to verify their records and claim their dividends, if not claimed.

B) Transfer of unclaimed dividend to Investor Educaon and Protecon Fund.

In accordance with provisions of sub-secon (5) and (6) of secon 124 of the Companies Act, 2013 ( "the Act"), any money transferred to the Unpaid Dividend Account of a company and all shares in respect of which dividend has not been paid or claimed for seven consecuve years or more shall be transferred by the company to Investor Educaon and Protecon Fund ("IEPF") along with a statement containing such details as may be prescribed. Since the statutory period of seven years has yet not been completed for transfer of unclaimed and unpaid dividend, the provision of Secon 125 of the Act is not applicable to your company and hence the details required under that Secon have not been provided.

There is no change in control and nature of business acvies during the period under review.

There is no transfer of business during the period under review.

During the year under review, the company generated Gross Income of INR. 24,656.71 lakhs, earned Gross Pro t of INR. 2,184.27 lakhs and Net Pro t of INR. 1601.90 lakhs as against Gross Income of Rs. 31,868.20 lakhs, earned Gross Pro t of Rs. 3631.52 lakhs and Net Pro t of Rs. 2645.36 lakhs of previous year.

10. STATE OF COMPANYS AFFAIRS:

During the Year under review, the turnover of the company has been decline by 23% and EBITDA to Revenue from operaons percentage for Financial Year ended on 31st March, 2026 is 9%.

11. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE

OCCURRED FROM THE END OF THE FINANCIAL YEAR TILL THE DATE OF THE REPORT:

During the Year your Company has acquired 2,55,00,000 No of Equity shares of Rs. 10.00/-per share of face value of Rs. 10/- Through Right Issue of Varenyam Biolifesciences Private Limited a Wholly owned Subsidiary of the Company.

12. MANAGEMENT BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL:

The constuon of the Board of Directors of the Company is in compliance with the provisions of Com panies Act, 2013 and Rules thereto and the SEBI (Lisng Obligaons and Disclosure Requirements) Regulaons, 2015. In accordance with the Arcles of Associaon of the Company and pursuant to the provisions of Secon 152 of the Companies Act, 2013 an d the applicable rules made thereof, Mr. Hemang J. Shah, Execuve Director of the Company rere by rotaon at the ensuing 33rd A nnual General Meeng and being eligible have o ered himself for re-appointment. Details of the proposal for re-appointment of Mr. Hemang J. Shah along with his brief resume is menoned in the Explanatory Statement under Secon 102 of the Act and disclosure under Regulaon 36(3) of the Lisng Regulaons as annexed to the Noce of the 33rd Annual General Meeng. The Board recommends re-appointment / appointment of the above Director. KEY MANAGERIAL PERSONNEL ("KMP")

As on 31 March 2026, the following persons are Key Managerial Personnel of the Company pursuant toSecon 2(51) read with Secon 203 of the Act, read with the Rules framed thereunder:-

13. CHANGE IN DIRECTORS / KEY MANAGERIAL PERSONNEL DURING THE YEAR:

During the year under review, no change in Change in directors / key managerial personnel during the period under review.

14. ANNUAL RETURN:

Pursuant to Secon 92(3) read with Secon 134(3) (a) of the Companies Act, 2013, the Annual Return as on March 31, 2026 is available on the website of the company at hps://www.bplindia.in/investor-annual-returns.html

15. COMMITTEES OF THE BOARD

As required under the Act and the SEBI Lisng Regulaons, your Company has constuted various statu tory commiees along with other governance Commiees and sub-commiees to review speci c business operaons and governance maL ers including any speci c items that the Board may decide to delegate. As on March 31, 2026, the Board has constuted the following commiees / sub-commiees.

Statutory Commiees:

??Audit Commiee;

??Nominaon and Remuneraon Commiee;? Stakeholder Relaonship Commiee;??Corporate Social Responsibility Commiee;??Independent Directors Commiee (IDC)

Details of terms of reference of the Commiees, Commiee membership, changes and aLendance of membe rs at meengs of the Commiees are included in the Corporate Governance Report, which forms part of this Annual Report.

16. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO:

The informaon pertaining to conservaon of energy, technology absorpon, Foreign exchange Earnings and outgo as required under Secon 134 (3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are applicable to the company and annexed as Annexure 1 which forms part of this Annual Report.

17. DETAILS UNDER SECTION 67(3) OF THE COMPANIES ACT, 2013 (HERE IN AFTER REFFERED TO AS( THE ACT) INRESPECT OF ANY SCHEME OF PROVISIONS OF MONEY FOR PURCHASE OF OWN SHARES BY EMPLOYEES OR BY TRUSTEES FOR THE

BENEFIT OF EMPLOYEES:

There were no such instances during the year under review.

18. STRATEGIC ACQUISITIONS/DIVESTMENT.

During the Year your Company has acquired 2,55,00,000 No of Equity shares of Rs. 10.00/-per share of face value of the Varenyam Biolifesciences Private Limited, A wholly Owned Subsidiary of Bharat Parenterals Limited through Right Issue basis.

19. INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR ADEQUACY:

The Company has adequate internal nancial control system including suitable monitoring procedures commensurate with the size and nature of business. The internal control system provides all documented policies, guidelines, and authorizaon and approval procedure. The company has internal auditors which carries out extensive audits throughout the year and across all funconal areas and submits its report to the Audit Commiee of the Board of Director. The statutory auditors while conducng the statutory audit reviewed and evaluated the internal controls and their observaons are discussed by the audit commi ee of the board.

20. STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY:

The Company is not required to constute risk management commiee as provided in the SEBI (Lisng O bligaons & Disclosure Requirements) Regulaons, 2015. However, the Company has in place an internal Risk Management Policy to monitor the risk plans of the Company and ensure its e ecveness. The Audit Commiee and the Board of Directors has addional oversight in the area of n ancial risks.

21. DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONSIBILITY (CSR) INITIATIVES:

The CSR Commiee constuted by the Board of Directors in terms of the provisions of Secon 135(1) o f the Companies Act, 2013 (the Act) reviews and restates the Companys CSR Policy in order to make it more comprehensive and aligned in line with the acvies speci ed in Schedule VII of the Act. The Company constantly strive to posively impact the health of people throughout the country. In India, we have strived to serve our community by seng the standard for quality, safety and value in the discovery, development, manufacture and delivery of medicines. Your Company through its Corporate Social Responsibility ("CSR") Policy encourages stronger commitment from the organizaon and employees towards the society to address the healthcare challenges of the country. The Policy applies to all CSR programs/projects of the Company and has been prepared keeping own core competence and priories in mind. The policy also aims to align your Companys CSR intervenons with the healthcare priories of the Gover nment of India and other stakeholders working with similar mandates. In doing so, it would be the endeavor of your Company to synergize its CSR iniaves undertaken by various funcons/divisions within one uni ed strategic umbrella. The CSR Commiee acts in an advisory capacity to the Board and Management with respect to policies and strategies that a ect your Companys role as a socially responsible organizaon. The CSR Commiee ensures that the implementao n, monitoring and impact assessment of the projects is in compliance with the CSR Objecves and Policy of your Company. The d etails of CSR expenditures made during the Financial Year 2025-26 are provided in Annexure 2 to this report. The Company as per Sec_on 135(4) has adopted the CSR Policy and placed it on the Companys website: hps://www.bplindia.in/sustainability.html Composion of CSR Commiee is given in the Corporate Governance Report hence not reproduced here fo r the sake of brevity.

22. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

During the year under review, the company has provided loans, Guarantees or investments in compliance with the provision of secon 186 of the Companies Act, 2013. The details relang to loans, Investments or Guarantees made by the company are disclosed by the auditor in the Notes to nancial results of the Company.

23. COMPANYS POLICY ON NOMINATION AND REMUNERATOIN OF DIRECTORS APPOINTMENT AND PAYMENT OF

REMUNERATION:

The Company has constuted nominaon and remuneraon commiee and adopted revised Policy relang to appointment of Directors, payment of Managerial remuneraon, KMP and oth er employees, Directors quali caons, posi_ve aributes, independence of Directors, and other related maLers as provided under Secon 178(3) of the Companies Act, 2013 as speci ed in Corporate Governance Report which forms part of this report.

A copy of the policy is uploaded on the Companys website at hLps://www.bplindia.in/img/investor-page/Policies%20and%20Code%20of%20Conduct/remuneraon%20Policy-1.pdf We con rm that the remuneraon paid to Directors, Key Managerial Personnel, and Senior Management Personnel complies with the Companys policy. This policy has been revised and recommended by the board for shareholder approval to update it in accordance with market research.

The statement of Disclosure of Remuneraon under Secon 197 of Companies Act, 2013 and Rule 5(1) of Companies (Appointment and Remuneraon of Managerial Personnel) Rules, 2014 is menoned in Annexure 5. None of the Execuve Directors of the Company were in receipt of any commission from the Company or any remuneraon from the subsidiaries of the Company.

24. NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW:

Total 10 (Ten) Board Meengs were held during the nancial year ended on 31st March, 2026.

The details of the Board and Commiee Meengs held and aLendance of each of the directors thereat h ave been set out in the report on corporate governance.

25. DIRECTOR RESPOSNSIBILITY STATEMENT AS REQUIRED UNDER SECTION 134(3)( c )OF THE COMPANIES ACT, 2013:

Pursuant to Secon 134(3)( c ) and 134(5) of the Companies Act, 2013, in relaon to nancial statem ents of the Company for the year ended 31st March 2026, the Board of Directors to the best of their knowledge and ability, con rm that: a) In the preparaon of the annual accounts for the nancial year ended March 31st, 2026 the applic able accounng standards have been followed along with proper explanaon relang to material departures, if any. b) The directors have selected such accounng policies and applied them consistently and made judgments and esmates that are reasonable and prudent so as to give a true and fair view of the state of a airs of the Company at the end of the nancial year and of the pro t of the Company for that period. c) The directors had taken proper and su cient care towards the maintenance of adequate accounng records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for prevenng and detecng frauds and other irregularies. d) The directors have prepared the annual accounts on a going concern basis. e) The directors have laid down internal nancial controls, which are adequate and are operang e ecvely. f) The directors have devised proper system to ensure compliance with the provision of all applicable laws and such systems are adequate and operang e ecvely.

26. DECLARATION BY INDEPENDENT DIRECTOR(S):

The Company has received necessary declaraon from each Independent Directors under Secon 149(7) o f the Companies Act, 2013, that he meets the criteria of independence laid down in Secon 149(6) of the Companies Act, 2013 and Regulaon 16(b) of the Securies and Exchange Board of India (Lisng Obligaons and Disclosure Requirements) Regulaons, 20 15. In accordance with the provisions of the Companies Act, 2013, none of the Independent Directors are liable to rere by rota on.

According to Rule 6 of the Companies (Appointment and Quali caon of Directors) Rules, 2014, as amended, the names of all the Independent Directors of the Company have been included in the data bank maintained by the Indian Instute of Corporate A airs. The Independent director on meeng was scheduled on May 12, 2025 and January 30, 2026 to undertake review and performance of all the directors of the company and Familiarizaon Programme was scheduled on May 12, 2025 at being of the Financial year. 27. BOARD AND ITS COMMITTEE EVALUATION:

The Board of Directors has carried out an annual performance evaluaon of its own performance, Commiees of the Board and Individual Directors pursuant to the provisions of the Companies Act, 2013 and as per the SEBI Lisn g (Obligaons and Disclosure Requirements) Regulaons, 2015.

The performance of Board was evaluated aIer seeking inputs from all Directors on basis such as Knowledge and Skills, Professional Conduct, Dues, Role & Funcon, E ecveness, etc. The Nominaon & Remuneraon Commiee further evalu ated performance of individual directors on criteria such as preparedness on the agenda to be discussed, contribuon to the discussion, etc. In a separate meeng of Independent Director, the performance of non-independent directors and the board as a whole was evaluated. Further Board opined that the Independent Directors of company appointed during the year has requisite integrity, experse and experience (including the pro ciency).

The terms and condi_ons of appointment of the Independent Directors are available on the website of the company hps://www.bplindia.in/img/investor-page/4/Terms%20&%20Condions,%20Appointment%20of%20IDs.pdf None of the Directors of your Company are disquali ed under the provisions of Secon 164(2)(a) and (b) of the Companies Act, 2013. None of the Managing Director, Whole-me Director/Execuve Director of the Company receive any remu neraon or commission from any of its subsidiaries.

28. SUBSIDIARIES, ASSOCIATE COMPANY AND JOINT VENTURE:

Your company has Two Wholly owned subsidiary Company viz, Varenyam Healthcare Private Limited and Varenyam Biolifesciences Private Limited and one material Subsidiary Company Namely Innoxel Lifescineces Private Limited as on March 31, 2026. There is no associate company that falls within the meaning of Secon 2(6) of the Companies Act, 2013. There has been no material change in the nature of the business of the subsidiaries and Associate under review.

The informaon, pursuant to rst proviso to Secon 129(3) and rule 5 of Companies (Accounts) Rules, 2014, relang to the nancial statement of subsidiary/associate company / joint ventures forms part of this report in the prescribed format AOC-1 and is given by way of "Annexure- 3".

Further, pursuant to provisions of Secon 136 of the Act, the nancial statements, including Consolidated Financial Statements of the Company along with relevant documents and separate audited accounts in respect of Subsidiaries and Associate, are available on the website of the Company at hps://www.bplindia.in/investor-subsidiary-performance.html

29. DEPOSIT:

The Company has neither accepted nor renewed any deposits within the meaning of Secon 73 and 74 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014 during the year under review and hence there were no outstanding deposits and no amount remaining unclaimed with the Company as on March 31, 2026.

30. DETAILS OF LOANS AVAILED FROM DIRECTORS OR THEIR RELATIVES:

As required under Clause (viii) of Rule 2 of Companies (Acceptance of Deposits) Rules, 2014, during the year under review, no loans have been availed by the Company from its Directors and/or from their relaves.

31. PARTICULARS OF CONTRACTS OR RELATED ARRANGEMENTS MADE WITH RELATED PARTIES:

Your Company has formulated a policy on materiality of related party transacons which is available on the website of the company at hLps://www.bplindia.in/img/investor-page/Policies%20and%20Code%20of%20Conduct/Determina_on %20of%20Materiality%20policies.pdf All Related Party Transacons that were entered into during the nancial year 2025-26 were on an arms length basis and were in the ordinary course of business and in accordance with the provisions of the Companies Act, 2013 read with the Rules issued thereunder and as per Lisng Regulaons. All Related Party Transacons with related pares were reviewed and approved by the Audit Commiee and the Board. Policy on Transacons with Related Pares as approved by the Board is uploaded on the Companys website. Furth er the approvals have been taken from the shareholders for material related party transacons.

Pursuant to Regulaon 23(9) of the SEBI (LODR) Regulaons, 2015, the disclosure of Related Party Tr ansacons, in the format speci ed in the accounng standards for the half year ended 30th September, 2025 and 31st March, 2026 has been uploaded on the Exchange and the website of the company.

The Related Party Transacons, wherever necessary are carried out by company as per this policy. During the year the policy has not been changed and uploaded on the Companys website at hps://www.bplindia.in/img/investor-page/Policies%20and%20Code%20of%20Conduct/RPT_Policy.pdf

32. SECRETARIAL AUDITORS & SECRETARIAL AUDIT REPORT:

Pursuant to amended Regulaon 24A of SEBI Lisng Regulaons, the Board at their meeng held on May 12, 2025 appointed M/s. Jigar Trivedi & Associates, Company Secretaries in Pracce, (Company Secretaries ICSI Membership No. 46488 and COP No. 18483), as the Secretarial Auditors of your Company for a period of ve consecuve nancial years from 2025-26 to 2029-30 and the same was approved by the Members of your Company at the 32nd AGM of your Company held on September 26, 2025. M/s Jigar Trivedi & Co., have con rmed that they are not disquali ed to be appointed as a Secretarial Auditors and are eligible to hold o ce as Secretarial Auditors of your Company.

The Secretarial Audit Report for nancial year 2025-26 is annexed to this report as Annexure 4. The observaons/remarks, if any of the Secretarial Auditor in his report for the Financial Year ended March 31, 2026 are self-explanatory and does not require any further explanaon/comments of the Board.

33. STATUTORY AUDITORS:

M/s. Shah Mehta & Bakshi, Chartered Accountants, Vadodara (FRN: 103824W) were appointed as the Statutory Auditor of your company at the 32nd Annual General Meeng held on September 26, 2025 for a term of ve consecuve ye ars and they hold the o ce ll the conclusion of ensuing 37th Annual General Meeng.

The Statutory Auditor have con rmed that their appointment is within the limits as speci ed in sec on 141 of the Companies Act, 2013 and they are not disquali ed from connuing as Statutory Auditors of the Company unl end of their c urrent tenure. The report of the Joint Statutory Auditors along with Notes to Accounts forms part of this Annual Report. The observaons/remarks, if any of the Statutory Auditors of the company in their report for the n ancial year ended March 31, 2026 are self-explanatory and does not require any further explanaon/comments of the Board of directors.

34. COST AUDITOR:

In terms of Secon 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014 as amended from me to me, your Company is required to maintain cost records and accordingly, such accounts are being prepared and records have been maintained. M/s. CMA Chetan Gandhi, Cost Accountant, who are in whole Time Pracce as Cost Accountant, having Registraon No. 102341 carried out the Cost Audit for the nancial year 2025-26 as the Cost Auditors of the Company.

The Board of Directors of the Company on the recommendaon made by the Audit Commiee, has appointe d M/s. CMA Chetan Gandhi, Cost Accountant, who are in whole Time Pracce as Cost Accountant, having Registraon No. 10 2341 as Cost Auditor of the Company to carry out cost audit of Cost record of the Company for the FY 2026-27 on a remuneraon not exceeding of Rs.75,000/-. The remuneraon payable to the Cost Auditors is required to be ra ed by the members of the Company . Accordingly, a resoluon seeking members ra caon for the remuneraon payable to the Cost Auditor forms part of the Noce c onvening the ensuing 33rdAnnual General Meeng.

35. INTERNAL AUDITOR:

M/s. Dhruvik Parikh & Co, Chartered Accountants, Vadodara connued to be the Internal Auditors of the company as per the provisions of Secon 138 of the Companies Act, 2013 for conducng the internal audit of the company for the nancial year 2025-26. The Internal Audit Reports issued by M/s. Dhruvik arikh & Co, are submied to the Audit Commiee and Board of directors on quarterly basis.

Further, as per secon 138(1) read with Companies (Accounts) Rules, 2014, the board of directors of the Company have re-appointed of M/s. Dhruvik Parikh & Co., Chartered Accountants, Ahmedabad as the Internal Auditor of your Company for the nancial year 2026-27 and the Company has also received consent for their re-appointment as the Internal Auditors of the Company to that e ect.

36. MAINTENANCE OF COST RECORDS:

The Company is maintaining cost records as speci ed by Central Government under Secon 148(1) of the Companies Act, 2013.

37. EXPLANATION OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY

THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS:

No quali caons, reservaons or adverse remarks were made by the Statutory Auditor and the Secretar ial Auditor in their respecve reports.

38. CHANGE IN NATURE OF BUSINESS IF ANY:

There was no change in the nature of business of the company or in the nature of business carried by the Company during the year under review.

39. WHISTLE BLOWER / VIGIL MECHANISM:

Your Company has established a Whistle Blower/ Vigil Mechanism through which its Directors, Employees and Stakeholders can report their genuine concerns about unethical behavior, actual or suspected fraud or violaon of the Compan ys code of conduct or ethics policy. It is a rmed that no employee has been denied access to the Audit Commiee of the Company pu rsuant to this policy. The details of the whistle blower policy are provided in the report on Corporate Governance forming part of this report as well as its weblink are contained in the Corporate Governance Report and website of the Company hps://www.bplin dia.in/img/investor-page/Policies%20and%20Code%20of%20Conduct/Whistle-Blower-Policy-1.pdf

40. AUDIT COMMITTEE:

The Company has an Audit Commiee pursuant to the requirements of the Act read with the rules frame d thereunder and Lisng Regulaons. The details pertaining to composion of Audit Commiee are included in the Corporate Governance Rep ort, which forms part of this report.

During the year under review, the Board has accepted all recommendaons of the Audit Commiee and a ccordingly, no disclosure is required to be made in respect of non-acceptance of any recommendaon of the Audit Commiee by the B oard.

41. DISCLOSURE FOR OBSERVATION OF SECRETARIAL STANDARDS:

During the year under review, the Company has complied with the applicable Secretarial Standards issued by the Instute of Company Secretaries of India and approved by the Central Government under secon 118 (10) of the Companies Act, 2013.

42. ANNUAL SECRETARIAL COMPLIANCE REPORT:

The Company has undertaken an audit for the nancial year 2025-26 for all applicable compliances as per SEBI Regulaons and Circulars/Guidelines issued thereunder. The Annual Secretarial Compliance Report has been submied t o the stock exchanges within 60 days from the end of the nancial year under review.

43. MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

The Management Discussion and Analysis Report for the year under review as spulated under the SEBI (Lisng Obligaons and Disclosure Requirements) Regulaons, 2015 is presented in a separate secon, which forms part of thi s Annual Report.

44. SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS:

During the year no, signi cant material order has been passed by the Regulators or Tribunals or Courts which would impact the going concern status of the Company and its future operaons.

45. PARTICULARS OF EMPLOYEES AND REMUNERATION:

The informaon required pursuant to Secon 197(12) read with Rule 5(1) of The Companies (Appointmen t and Remuneraon of Managerial Personnel) Rules, 2014 in respect of employees of the Company, forms part of this report as Annexure-5.

46. DISCLOSURE PURSUANT TO SECTION 22 OF SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

At BPL, all employees are of equal value. There is no discriminaon between individuals at any point on the basis of race, color, gender, religion, polical opinion, naonal extracon, social origin, sexual orientaon or age. At BPL every individual is expected to treat his/her colleagues with respect and dignity. This is enshrined in values and in the Code of Ethics & Conduct of BPL. The Direct Touch (Whistle-Blower & Protecon Policy). Policy provides a plaXorm to all employees for reporng unethic al business pracces at workplace without the fear of reprisal and help in eliminang any kind of misconduct in the system. The Policy also includes misconduct with respect to discriminaon or sexual harassment The Company also has in place Prevenon of Sexual Harassment Policy. This An-Sexual Harassment P olicy of the Company is in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevenon, Prohibion & Re dressal) Act, 2013. All employees (permanent, contractual, temporary and trainees) are covered under this policy. An Internal Complaints Commiee (ICC) is in place to redress complaints received regarding sexual harassment. There were no complaints before the ICC during the nancial year 2025-26 as borne out by following table.

The company has complied with the provisions of The Maternity Bene t Act, 1961.

47. EARNING CONFERENCE CALLS AND PRESENTATIONS TO INSTITUTIONAL INVESTORS / ANALYSTS:

The Company organizes earnings conference call with analysts and investors aIer the announcement of half yearly nancial results. The audio recording and transcript of the earnings call are uploaded on the Companys website as well as led with the stock exchanges where the security of the Company is listed. Presentaons made to instuonal investors and nancial analysts are led with the stock exchanges and uploaded on the Companys website.

48. CODE OF CONDUCT:

Your Company has laid down a Code of Conduct ("Code") for all the Board Members and Senior Management Personnel of the Company. The Code is available on the website of the Company i.e., hps://www.bplindia.in/img/invest or-page/Policies%20and %20Code%20of%20Conduct/Code-of-Conduct-for-Board-of-Directors.pdf. All Directors and Senior Management Personnel of the Company have a rmed compliance with the Companys Code of Conduct for the nancial year ended March31, 2026.

49. CORPORATE GOVERNANCE:

Your Company connue to imbibe and emulate the best corporate governance pracces aimed at building trust among all stakeholders - shareholders, employees, customers, suppliers and others. Your Company believes that fairness, transparency, responsibility and accountability are the four key elements of corporate governance. In compliance with Regulaons 17 to 22 and Regulaon 34 of the Lisng Regulaons, a separate report on Corporate Governance presented in a sepa rate secon forms an integral part of this Annual Report.

50. PROVISION OF VOTING BY ELECTRONIC MEANS THROUGH REMOTE E-VOTING AND E-VOTING AT THE AGM:

Your Company is providing E-vong facility as required under secon 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administraon) Amendment Rules, 2015. The ensuing AGM will be conducted through Video Conferencing/ OVAM and no physical meeng will be held and your company has made necessary arrangements with NSDL to provide facility for e-vong including remote e-vong. The details regarding e-vong facility are being give n with the noce of the Meeng.

51. CYBER SECURITY:

In view of increased cyberaLack scenarios, the cyber security maturity is reviewed periodically and the processes, technology controls are being enhanced in-line with the threat scenarios. Your Companys technology environment is enabled with real me security monitoring with requisite controls at various layers starng from end user machines to network, applicaon and the data. During the year under review, your Company did not face any incidents or breaches or loss of data breach in Cyber Security

52. PREVENTION OF INSIDER TRADING AND CODE OF CONDUCT FOR FAIR DISCLOSURE:

The Company has adopted a code of conduct for Regulang, Monitoring and Reporng trading by Ins iders in securies of the company. The code requires pre-clearance for dealing in the companys securies and prohibits the purchase or sale of securies of the company by the directors and the Directors while in possession of unpublished price sensive informaon in r elaon to the company and during the period when the trading window is closed. The company has also adopted a Code of Pracces and Procedures for Fair Disclosure and Conduct of Unpublished price Sensive informaon to formulate a stated framework and policy for prompt and fair disclosure of events and occurrences that could impact price discovery in the market for securies of the company. The policy is available on website of the Company.

53. BUSINESS RESPONSIBILITY REPORT:

The Business Responsibility Report under regulaon 34 of SEBI (Lisng Obligaon and Disclosure Requ irement) Regulaons, 2015 is not applicable to Company for the year under review ended 31st March, 2026. Therefore, there is no requirement to submit a separate report by the company.

54. DETAILS OF FRAUDS: -

During the year under review, the Auditors of the Company have not reported any fraud as speci ed under the second proviso of Secon 143 (12) of the Companies Act, 2013 (including any statutory modi caon(s) or re-enactment(s) thereof for the me being in force) and hence, there is nothing to report by the Board of Directors under Secon 134 (3) (ca) of the Companies Act, 2013.

55. PROCEEDINGS PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE:

No applicaon is made and no such proceedings or appeals pending under Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year and at the end of the nancial year.

56. THE 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: -

No such instance of One-me selement or valuaon was done while taking or discharging loan from th e Banks/ Financial instuons occurred during the year.

57. LISTING: -

The Equity shares of the Company connue to remain listed on BSE Limited and. The Company has paid Annual Lisng fees BSE within spulated me period.

58. CAUTION STATEMENT: -

The statements in the Directors Report and the Management Discussion and Analysis Report describing the Companys objecves, expectaons or predicons may be forward looking within the meaning of applicable securies laws and regulaons. Actual results may di er materially from those expressed in the statement. Crucial factors that could in uence your Companys operaons include supply condions a ecng selling prices, new capacity addions, availability of crical materials an d their cost, changes in government policies and tax laws, economic development of the country and other factors that are material to the business operaons of your Company.

59. APPRECIATIONS AND ACKNOWLEDGEMENTS:-

We thank our customers, vendors, dealers, investors, business partners and bankers for their conn ued support during the year which made the Company grow successfully. We also place on record our appreciaon of the contribuon made by our employees at all levels. Our consistent growth was made possible by their hard work, solidarity, cooperaon and support.