Denta Water & Infra Solutions Ltd Directors Report

Dear Members,

The Board of Directors hereby submits the Report on the business and operations of Denta Water and Infra Solutions Limited
("the Company" or "DWISL"), together with the audited standalone and consolidated financial statements, for the financial year
ended March 31, 2026 ("FY 2025-26" or "FY 2026"). The consolidated performance of the Company has been referred to wherever
applicable.

1. RESULTS OF OPERATIONS AND STATE OF AFFAIRS

The Companys standalone and consolidated financial performance for the year under review is presented below:

Particulars	Standalone		Consolidated
	Financial Year 2025-26(FY2026)	Financial Year 2024-25(FY2025)	Financial Year 2025-26(FY2026)	Financial Year 2024-25(FY2025)
Revenue from operations	2,503.79	2,032.85	2503.79	2,032.85
Other income	91.94	47.45	91.94	47.45
Total income	2,595.73	2,080.30	2,595.73	2,080.30
Expenses
- Cost of material and services	1621.55	1,226.09	1621.55	1,226.09
consumed
- EmployeeBenefitsexpenses	71.36	56.59	71.36	56.59
- Finance Cost	8.80	3.59	8.80	3.59
- Depreciation and amortisation	5.48	5.18	5.48	5.18
expenses
- Other expenses	67.95	73.29	67.95	73.29
Total Expenses	1775.14	1,364.74	1775.14	1,364.74
Profit/(Loss) Before Tax	820.59	715.56	820.59	715.56
Current tax	205.45	186.66	205.45	186.66
Deferred tax	6.14	0.05	6.14	0.05
Prof it/(Loss) After T ax	609.00	528.85	609.00	528.85
EPS Basic and Diluted	22.81	25.83	22.81	25.83

The above figures are extracted from the audited standalone and consolidated financial statements of the Company prepared
in accordance with the applicable Indian Accounting Standards (Ind AS).

2. COMPANYS PERFORMANCE

The Board is pleased to present the operational
performance of the Company for the financial year ended
March 31, 2026. During the year, the Company recorded
revenue from operations of 2,503.79 million and profit
after tax of 609.00 million. The Company continued
to focus on water infrastructure, water revitalisation,
groundwater recharging and related infrastructure
activities.

The Companys business involves end-to-end solutions
in water revitalisation, groundwater recharging
and infrastructure development, including water
infrastructure management, recycled-water recharge and
civil engineering projects. The Companys mission and
business positioning emphasise sustainable engineering
practices and responsible use and replenishment of
natural resources.

The Management Discussion and Analysis forming part
of this Annual Report provides further discussion on the
industry, business performance, risks, opportunities and
outlook.

2A. BUSINESS OVERVIEW AND INDUSTRY POSITION

DentaWaterandInfraSolutionsLimitedisacivilengineering
contractor focused on water revitalisation, groundwater
recharging and related infrastructure development. The
Company undertakes design, installation, commissioning
and, where applicable, operation and maintenance of
water management infrastructure. Its areas of expertise
include groundwater recharge using recycled water, water
infrastructure management, lift irrigation and related civil
engineering activities, along with selected projects in
railways and highways. The Companys business model
is project-driven and requires disciplined execution,

engineering capability, procurement management,
quality control and compliance with contractual and
statutory requirements.

2B. OPERATIONAL FOCUS AND BUSINESS
OUTLOOK

During FY 2025-26, the Company continued to focus
on timely execution of its water infrastructure and civil
engineering projects, efficient deployment of resources,
working-capital discipline and strengthening of its
project execution capabilities. The Company believes
that continued focus on water security, groundwater
recharge, reuse of treated water, irrigation efficiency
and supporting infrastructure provides opportunities for
specialised engineering and infrastructure companies.
The Company intends to pursue opportunities
selectively, with emphasis on project viability, execution
capability, financial discipline, quality and long-term
stakeholder value.

3. DIVIDEND

The Board of Directors has recommended a final
dividend of 2.50 per equity share of face value of 10
each, fully paid-up, for FY 2025-26. The recommendation
is subject to approval of the Members at the ensuing
Annual General Meeting.

The dividend, if approved by the Members, will be
paid in accordance with applicable provisions of the
Companies Act, 2013 and the rules made thereunder.
The Board recommended the dividend at its meeting
held on August 13, 2026. The AGM is scheduled to be held
on September 24, 2026. The record date for the purpose
of thefinal dividend is September 16, 2026, and payment
shall be made within the statutory period.

The Dividend Distribution Policy adopted by the Company
pursuant to applicable SEBI Listing Regulations is
available on the Companys website.

4. TRANSFERTORESERVES

The Company does not propose to transfer any amount
to the General Reserve out of the profits for FY 2025-26.

5. MATERIAL CHANGES AND
COMMITMENTS

There were no material changes and commitments
affecting the financial position of the Company between
the end of FY 2025-26 and the date of this Report, other
than those disclosed elsewhere in this Annual Report.

6. CHANGES IN THE NATURE OF BUSINESS

There was no change in the nature of business of the
Company during FY 2025-26.

1. UTILISATION OF IPO PROCEEDS

The Company was listed on the stock exchanges in
January 2025. The utilisation of the proceeds of the fresh
issue as at March 31, 2026 was as follows:

Particulars	Original Allocation (Rs.crore)	Utilised (Rs.crore)
Working capital requirements	150.00	150.00
General corporate purposes	45.34	45.34
Issue expenses	25.16	25.16

The Company confirms that the IPO proceeds were
utilised for the objects stated in the offer document,
subject to the disclosures made in the Monitoring Agency
reports and stock exchange filings. Any deviation or
variation, if applicable, shall be disclosed in accordance
with applicable SEBI requirements.

8. SHARECAPITAL

During FY 2025-26, there was no change in the paid-up
equity share capital of the Company. The paid-up equity
share capital as at March 31, 2026 stood at 267,000,000
comprising 26,700,000 equity shares of 10 each, fully
paid-up.

9. ANNUAL RETURN

Pursuant to Section 92(3) of the Companies Act, 2013
read with the applicable rules, the Annual Return of the
Company for FY 2025-26 is placed on the website of the
Company and may be accessed at www.denta.co.in.

10. CORPORATE POLICIES

The Company has adopted and maintains various
policies and codes under the Companies Act, 2013 and
SEBI Listing Regulations, as applicable. The policies are
reviewed and updated from time to time by the Board
and its Committees. The Companys website currently
provides access to, inter alia, the Board Diversity Policy,
Code of Conduct Policy, CSR Policy, Materiality Policy,
POSH Policy, Succession Plan, Terms and Conditions of
Appointment of Independent Directors, Vigil Mechanism
Policy, Board Evaluation Policy, Code on Prevention of
Insider Trading, Familiarisation Programme, Preservation
of Records Policy, Archival Policy, Dividend Distribution
Policy, Material Related Party Transaction Policy, Policy
on Disclosure of Material Events and Information, and
Occupational Workplace Health & Safety Policy- https://
denta.co.in/policies/

11. SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURES

The Consolidated Financial Statements of the Company

for FY 2025-26 have been prepared in accordance with the
applicable provisions of the Companies Act, 2013 and Ind
AS and form part of this Annual Report.

- The particulars of subsidiaries, associates and joint
ventures, wherever applicable, are provided in the
prescribed Form A0C-1 annexed to this Report.

- No entity became or ceased to be a subsidiary,
associate or joint venture during the year.

- The highlights of the performance and contribution
of subsidiaries, associates and joint ventures to the
overall performance of the Company are provided in
Annexure2 and the relevant notes to the consolidated
financial statements.

12. RELATED PARTY TRANSACTIONS

All transactions entered into with Related Parties during
FY 2025-26 were undertaken in the ordinary course of
business and, where applicable, on an arms length basis
and in compliance with the Companies Act, 2013 and the
SEBI Listing Regulations.

The transactions were placed before the Audit Committee
and the Board in accordance with the applicable approval
framework. The Company has a Policy on Materiality of
Related Party Transactions and on dealing with Related
Party Transactions, which is available on its website.

The particulars of contracts or arrangements with related
parties referred to in Section 188(1) of the Act, in the
prescribed Form A0C-2, are annexed to this Report as
Annexure 3.

The details of related party transactions are also disclosed
in the notes to the financial statements.

13. VIGILMECHANISM/WHISTLEBLOWER
POLICY

The Company has established a Vigil Mechanism/Whistle
Blower Policy pursuant to the applicable provisions of the
Companies Act, 2013 and SEBI Listing Regulations. The
mechanism provides a secure and confidential channel
for Directors, employees, business associates and
other stakeholders to raise genuine concerns regarding
unethical conduct, suspected fraud or violations of the
Companys Code of Conduct, without fear of retaliation.

The Vigil Mechanism is overseen by the Audit Committee.
The policy provides, in exceptional cases, for access to
the Chairperson of the Audit Committee. The policy is
available on the Companys website.

14. PREVENTION OF SEXUAL HARASSMENT
ATWORKPLACE

The Company has adopted and implemented a Policy

on Prevention of Sexual Harassment at Workplace in
accordance with the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act,
2013 and the rules made thereunder. The Company has
constituted an Internal Complaints Committee as required
under applicable law.

Particulars	FY 2025-26 H
Number of complaints of sexual harassment received	Nil
Number of complaints disposed of during the year	Nil
Number of complaints pending for more than 90 days	Nil

The Company remains committed to maintaining a safe,
inclusive and respectful workplace.

15. MATERNITY BENEFIT ACT, 1961

Pursuant to the applicable requirements of the Companies
(Accounts) Rules, 2014, the Company confirms that it has
complied with the provisions of the Maternity Benefit
Act, 1961, to the extent applicable to the Company and its
eligible employees during FY 2025-26.

16. RISKMANAGEMENT

The Company undertakes complex water infrastructure
projects, including lifting and pumping of secondary
treated water from available sources to designated ridge
points for replenishment of tanks, together with operation
and maintenance of such projects, including lift irrigation
systems. These projects contribute to groundwater
replenishment and agricultural productivity. Risk
management is therefore an integral part of enterprise
governance.

The Companys risk management framework is designed
to identify, assess, prioritise and mitigate risks that may
affect the achievement of its objectives. The framework
is integrated with finance, strategy, internal controls,
procurement, business continuity, human resources and
compliance functions and is overseen at Board level.

The Companys key business risks include project
execution and schedule risk, cost escalation, working-
capital requirements, regulatory and statutory approval
risk, environmental and safety risks, contractor/
subcontractor performance, client and counterparty risk,
weather-related disruption and contractual/performance
guarantee obligations. These risks are particularly
relevant to the Companys water infrastructure,
groundwater recharge, lift irrigation, water conveyance
and related civil infrastructure projects. The Company
seeks to mitigate these risks through project controls,
contractual safeguards, internal controls, monitoring

mechanisms and periodic review by management and the
Board/its committees, as applicable.

The Company has a Risk Management Policy, which is
reviewed and updated from time to time.

PROJECT QUALITY, HEALTH AND SAFETY

Quality and safety remain important aspects of the
Companys project execution activities. The Company
seeks to execute projects in accordance with contractual
specifications, technical standards, statutory
requirements and project-specific safety procedures.
Project teams monitor quality, construction practices,
material specifications, engineering requirements
and safety parameters, while the Company promotes
safe working practices and compliance with applicable
occupational health and safety requirements.

SUSTAINABLE WATER INFRASTRUCTURE

Sustainability is closely connected with the Companys
principal business activities. Its focus on water
revitalisation, groundwater recharge and utilisation of
treated/recycled water supports more efficient use and
replenishment of water resources. The Company seeks to
incorporate appropriate engineering practices, resource
efficiency and environmental compliance into project
execution while balancing project requirements, cost,
quality and long-term operational considerations.

17. CORPORATE GOVERNANCE

The Companys corporate governance philosophy is based
on integrity, transparency, accountability and responsible
conduct. The Corporate Governance Report for FY 2025-
26 forms part of this Annual Report and contains the
disclosures required under the applicable SEBI Listing
Regulations.

18. BOARD OF DIRECTORS

As at March 31, 2026, the Board comprised eight Directors,
including four Executive Directors and four Non-Executive
Independent Directors, including a Woman Director.

Name	Designation
Mr. C Mruthyunjaya Swamy	Chairman and Executive Director
Ms. H. M. Hema	Executive Director
Mr. Manish Jayasheel Shetty	Managing Director
Mr. Sujit Rajashekar Tumkur	Whole-time Director
Mr. Rudraiah Narendra Babu	Independent Director
Mr. Gopalakrishna Kumaraswamy	Independent Director
Mr. Pradeep Nanjunde Gowda	Independent Director
Mr. G. T. Suresh	Independent Director

The Company confirms that the composition of the
Board is in accordance with the applicable provisions of
the Companies Act, 2013 and SEBI Listing Regulations,
subject to the disclosures contained in the Corporate
Governance Report.

19. CHANGESINDIRECTORSANDKEY
MANAGERIAL PERSONNEL DURING THE
YEAR

During FY 2025-26, Ms. Nista U. Shetty, Non-Executive
Director and member of the CSR Committee, resigned
from the Board with effect from May 28, 2025 due to
her other commitments. Consequent to the change, the
CSR Committee was reconstituted and Ms. H. M. Hema,
Executive Director, was inducted as a member. The other
appointments, resignations and changes in designation
of Directors and Key Managerial Personnel during the year
are reflected in the statutory records, Board minutes and
applicable disclosures made by the Company.

20. KEY MANAGERIAL PERSONNEL

The Key Managerial Personnel of the Company for FY 2025-
26, as applicable under Section 203 of the Companies Act,
2013, are:

Name	Designation
Mr. C Mruthyunjaya Swamy	Chairman and Executive Director
Ms. H. M. Hema	Executive Director
Mr. Manish Jayasheel Shetty	Managing Director
Mr. Sujit Rajashekar Tumkur	Whole-time Director and CFO
Ms. Sujatha G.	Company Secretary and Compliance Officer

21. COMMITTEESOFTHEBOARD

As at March 31, 2026, the Company had the following
Committees of the Board:

- Audit Committee

- Corporate Social Responsibility Committee

- Nomination and Remuneration Committee

- Stakeholders Relationship Committee

The detailed composition, meetings and terms of
reference of the Committees are provided in the Corporate
Governance Report forming part of this Annual Report.

22. DECLARATION BY INDEPENDENT
DIRECTORS

All Independent Directors of the Company have confirmed

that they meet the criteria of independence prescribed
under Section 149(6) of the Companies Act, 2013 and the
applicable SEBI Listing Regulations and have furnished
the requisite declarations and disclosures to the Company.

The Independent Directors have also confirmed that
they are not aware of any circumstance or situation
which exists or may reasonably be anticipated to impair
or impact their ability to discharge their duties with an
objective and independent judgment.

The Company has received the necessary declarations
regarding eligibility and proficiency in accordance with
applicable law.

23. BOARDMEETINGS

During FY 2025-26, 6 (Six) Board Meetings were held. The
intervening gap between two consecutive meetings was
within the prescribed statutory limit. The details of the
meetings and attendance of Directors are provided in the
Corporate Governance Report.

A separate meeting of the Independent Directors was
held on February 12, 2026, without the presence of Non-
Independent Directors and members of management, to
review the performance of Non-Independent Directors
and the Board as a whole and to assess the quality,
quantity and timeliness of the flow of information between
management and the Board.

24. BOARDS OPINION ON INTEGRITY,
EXPERTISE AND EXPERIENCE OF
INDEPENDENT DIRECTORS

During FY 2025-26, one Independent Director was
appointed to the Board. The Board considered the
declarations furnished by the Independent Directors
regarding eligibility, integrity, expertise, experience
and proficiency in accordance with the Companies Act,
2013 and applicable rules. Where applicable, proficiency
requirements were considered with reference to the
online self-assessment test administered by the Indian
Institute of Corporate Affairs.

25. BOARD EVALUATION

Pursuant to Section 134(3)(p) of the Companies Act, 2013,
Rule 8 of the Companies (Accounts) Rules, 2014 and the
applicable SEBI Listing Regulations, the Board carried out
an annual performance evaluation of the Board as a whole,
its Committees, individual Directors and the Independent
Directors.

The evaluation covered, among other matters, the
composition and diversity of the Board, quality of
deliberations, effectiveness of decision-making,
preparedness and participation of Directors, discharge

of responsibilities, effectiveness of Committees and the
quality, quantity and timeliness of information provided to
the Board.

The performance evaluation of the Independent Directors
was undertaken by the Board without participation of the
respective Director being evaluated. The Independent
Directors, in their separate meeting, reviewed the
performance of Non-Independent Directors, the
Chairperson and the Board as a whole and assessed
the quality, quantity and timeliness of information flow
between management and the Board.

The Board is satisfied with the outcome of the evaluation
process and the effectiveness of the Board and its
Committees.

26. FAMILIARISATION PROGRAMME

The Company conducts familiarisation programmes for
Directors to keep them informed about the Companys
business, industry developments, regulatory changes,
governance practices, risk management, operational
matters and financial performance. Newly appointed
Directors are provided with information regarding
their roles, responsibilities and duties and are given
opportunities to interact with Key Managerial Personnel
and senior management.

The details of the familiarisation programme are available
on the Companys website.

27. DIRECTOR RETIRING BY ROTATION

In accordance with the provisions of the Companies Act,
2013 and the Articles of Association of the Company,
Mr. Manish Jayasheel Shetty (DIN: 09075221), Managing
Director of the Company, retires by rotation at the
ensuing Annual General Meeting and, being eligible, has
offered himself for re-appointment. The proposal for
his re-appointment forms part of the Notice convening
the Annual General Meeting scheduled to be held on
September 24, 2026.

28. INTERNAL FINANCIAL CONTROLS AND
INTERNAL AUDIT

The Company has in place an adequate internal financial
control system commensurate with its size, scale and
complexity of operations. The controls are designed to
provide reasonable assurance regarding the orderly and
efficient conduct of business, safeguarding of assets,
prevention and detection of frauds and errors, accuracy
and completeness of accounting records, and timely
preparation of reliable financial information.

The Audit Committee periodically reviews the internal
audit plan, significant findings and implementation of
corrective actions. The internal audit function, supported

by in-house resources and external expertise, conducts
independent reviews of processes, systems and controls.
During FY 2025-26, the internal controls were tested
and no material weakness was reported. The Company
continues to strengthen its controls through automation
and process improvements.

29. DIRECTORSRs.RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, the
Directors confirm that:

- in the preparation of the annual accounts for FY
2025-26, the applicable accounting standards have
been followed and there are no material departures
therefrom;

- the accounting policies selected have been applied
consistently and the judgments and estimates made
are reasonable and prudent so as to give a true and
fair view of the state of affairs of the Company and of
the profit and cash flows for the year;

- 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;

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

- proper internal financial controls were laid down and
such internal financial controls are adequate and
were operating effectively; and

- proper systems have been devised to ensure
compliance with the provisions of all applicable laws
and such systems were adequate and operating
effectively.

30. CORPORATE SOCIAL RESPONSIBILITY

The Company has constituted a Corporate Social
Responsibility Committee in accordance with Section 135
of the Companies Act, 2013. As at March 31, 2026, the CSR
Committee comprised Mr. R. Narendra Babu, Brigadier
(Retd.) Gopalakrishna Kumaraswamy and Ms. H. M. Hema.

Following the resignation of Ms. Nista Shetty, Director and
member of the CSR Committee, with effect from May 28,
2025, the Board reconstituted the CSR Committee and
inducted Ms. H. M. Hema as a member.

The Companys CSR initiatives primarily focus on
education and community development. During FY 2025-
26, the Company implemented the project "Providing
Infrastructure Facilities, Refurbishing, Restoration &
Renovation of Government Pre-Graduation College (High

School Division), Santhebachahalli, K.R. Pete Taluk,
Mandya District". The initiative was undertaken with the
objective of improving educational infrastructure and
creating a safer and more conducive learning environment
for students.

The Company allocated an amount equivalent to 2% of the
average net profits of the three immediately preceding
financial years, calculated in accordance with Section 198
of the Act, for CSR activities in accordance with its CSR
Policy and Annual Action Plan.

There was no unspent CSR amount requiring transfer
under Section 135(6) of the Companies Act, 2013 for FY
2025-26.

The Annual Report on CSR Activities is annexed to this
Report as Annexure 5.

31. AUDITORS

31.1 StatutoryAuditors

M/s Maheshwari & Co., Chartered Accountants, the
Statutory Auditors of the Company, have submitted the
Independent AuditorsRs.Reports on the standalone and
consolidated financial statements for FY 2025-26, which
form part of this Annual Report.

The AuditorsRs.Reports do not contain any qualification,
reservation, adverse remark or disclaimer requiring
explanation or comments by the Board.

31.2Frauds Reported by Auditors

During FY 2025-26, there were no frauds reported by the
Statutory Auditors under Section 143(12) of the Companies
Act, 2013.

31.3Cost Auditor

Pursuant to Section 148 of the Companies Act, 2013, M/s
Girish G R & Associates, Practising Cost Accountants
(Membership No. 40207), were appointed as Cost Auditors
for conducting the audit of cost records for FY 2025-26, as
applicable. The cost audit report is being completed/filed
within the prescribed statutory timeline.

The remuneration of the Cost Auditor for FY 2026-27, if
subject to ratification by Members, will be placed before
the Members at the ensuing Annual General Meeting in
accordance with applicable law.

The Company maintains cost records as applicable under
Section 148(1) of the Companies Act, 2013.

31.4Secretarial Auditor

Pursuant to Section 204 of the Companies Act, 2013 and
Regulation 24A of the SEBI Listing Regulations, based on
the recommendation of the Audit Committee, the Board
of Directors at its meeting held on May 28, 2025 approved/

recommended the appointment of M/s R. N. Bhat and
Associates, Practising Company Secretaries, Bengaluru,
as Secretarial Auditor of the Company for a term of five
consecutive financial years from FY 2025-26 to FY 2029-
30, approval of the Members has been duly obtained at the
AGM held on August 22,2025, wherever applicable.

The Secretarial Audit Report in Form MR-3 for FY 2025-26
forms part of this Report as Annexure 6. The Secretarial
Audit Report does not contain any qualification,
reservation, adverse remark or disclaimer requiring
explanation or comments by the Board.

31.5lnternal Auditors

The Company has established an internal audit framework
comprising in-house resources through its Corporate
Assurance Department and external expertise from M/s S
P M L & Associates, Chartered Accountants. The Internal
Auditors report to the Audit Committee and present their
observations and recommendations periodically.

32. PARTICULARS OF EMPLOYEES AND
REMUNERATION DISCLOSURES

The disclosures required under Section 197 of the

Companies Act, 2013 read with Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014- there is no directors or employee who
receives one crore and two lakh rupees in the financial
year.

33. CONSERVATION OF ENERGY

Pursuant to Section 134(3)(m) of the Companies Act,
2013 read with Rule 8(3) of the Companies (Accounts)
Rules, 2014, the Company has undertaken measures
for conservation of energy in its project execution and
operational activities. These include the use of energy-
efficient pumps and pumping systems, monitoring and
control systems for efficient operation of equipment, and
appropriate operating and maintenance practices. The
Company also promotes awareness among employees
and project personnel regarding efficient use of energy,
optimum operation of equipment, preventive maintenance
and avoidance of unnecessary energy consumption.

Particular	FY 2025-26
Steps taken for utilising alternate sources of energy	Nil

 

Capital investment on energy	Nil
conservation equipment

 

Particular	FY 2025-26
Efforts made towards	Evaluation/adoption of
technology absorption	technologies relevant to water and wastewater treatment and groundwater recharge, including CAMUS, NEBR and SBR, based on project requirements and technical feasibility.
Benefits derived	Improved treatment efficiency, operational/ resource optimisation and, where applicable, reduced land, sludge and energy requirements.
Technology imported	Nil
during the preceding three years
Year of import	Not Applicable
Whether fully absorbed	Not Applicable
If not fully absorbed, areas	Not Applicable
where absorption has not taken place and reasons
Expenditure on Research	Nil
and Development

34. TECHNOLOGY ABSORPTION

The Company continues to evaluate and adopt
technologies relevant to water infrastructure, water and
wastewater treatment and groundwater recharge based
on project requirements, technical feasibility and lifecycle
efficiency. The Company has experience with CAMUS
(Continuous Advanced Mite Utilizing System), NEBR
(Natural Endogenous Bio Reactor) and SBR (Sequencing
Batch Reactor). These technologies support efficient
treatment and resource optimisation, with certain
technologies designed to reduce land requirements,
sludge generation and energy demand.

35. FOREIGN EXCHANGE EARNINGS AND
OUTGO

During FY 2025-26, the Companys foreign exchange
earnings and outgo were as follows:

Particular	Amount
Foreign Exchange Earnings		Rs.Nil
Foreign Exchange Outgo		Rs.Nil

36. DEPOSITS

The Company has not accepted any deposits within the
meaning of Sections 73 and 74 of the Companies Act, 2013
read with the Companies (Acceptance of Deposits) Rules,
2014 during FY 2025-26.

Particulars	FY 2025-26
Deposits accepted during the year	Nil
Deposits remaining unpaid or unclaimed at the end of the year	Nil
Default in repayment of deposits / payment of interest	Nil
Number of such cases and amount involved	Nil
Details of deposits not complying with Chapter V of the Act	Nil

37. SECRETARIAL STANDARDS

The Company has complied with the applicable Secretarial
Standards issued by the Institute of Company Secretaries
of India and approved by the Central Government under
Section 118(10) of the Companies Act, 2013.

38. SIGNIFICANT AND MATERIAL ORDERS

There were no significant and material orders passed
by regulators, courts or tribunals impacting the going
concern status of the Company and its operations in
future during FY 2025-26.

There was no instance of one-time settlement with any
bank or financial institution during the year. Accordingly,
the disclosure relating to the difference between the
amount at the time of one-time settlement and the
valuation while obtaining loans from banks/financial
institutions is not applicable.

39. INSOLVENCY AND BANKRUPTCY CODE,
2016

During FY 2025-26, no application was made and no
proceeding was pending against the Company under the
Insolvency and Bankruptcy Code, 2016 as at March 31,
2026.

40. LOANS, GUARANTEES AND INVESTMENTS
UNDERSECTION 186

During FY 2025-26, the Company made loans/issued
guarantees and made investments subject to the

provisions of Section 186 of the Companies Act, 2013. The
principal transactions reported by the Company are set
out below:

Particulars	Amount
Loans / guarantees provided	Rs.10.00 crore
during the year
Investments in Debt Mutual Funds	Rs.53,48,21,779
and other Mutual Funds

The Company has complied with the applicable provisions
of Section 186 of the Companies Act, 2013, including
applicable approvals and limits. The relevant transactions
are disclosed in the financial statements and records of
the Company.

41. LOANS FROM DIRECTORS

The Company did not have any loan from Directors during
FY 2025-26.

42. DEMATERIALISATION / DEPOSITORY
SYSTEM

The equity shares of the Company are available for trading
in dematerialised form through the depository system. As
at March 31, 2026, the paid-up equity share capital was
held in dematerialised form through National Securities
Depository Limited (NSDL) and Central Depository
Services(lndia) Limited (CDSL), through the Registrar and
Transfer Agent.

43. REGISTRAR AND TRANSFER AGENT

The Company has appointed Integrated Registry
Management Services Private Limited, having its
registered office at No. 30, Ramana Residency, 4th Cross,
Sampige Road, Malleswaram, Bengaluru - 560003, as
its Registrar and Transfer Agent for handling investor-
related services including transfer, transmission,
dematerialisation, rematerialisation, dividend distribution
and other allied services.

Investor grievance e-mail: giri@integratedindia.in /
dentaipo@integratedindia.in. SEBI Registration No.:
INR000000544.

44. COMPLIANCE WITH APPLICABLE LAWS

The Company has systems and procedures in place to
monitor compliance with applicable laws, rules and
regulations. The Board and its Committees periodically
review significant compliance matters through the
governance and reporting framework of the Company.

45. OTHER DISCLOSURES

The Company has not issued any sweat equity shares

during FY 2025-26.

The Company has not issued any shares with differentia
rights during FY 2025-26.

The Company has not provided any employee stock optior
scheme during FY 2025-26.

There was no buy-back of securities during FY 2025-26.

There was no preferential issue / private placement /
rights issue during FY 2025-26 other than transactions
specificallydisclosed elsewhere in this Annual Report.

46. ACKNOWLEDGEMENT

The Board of Directors places on record its sincere
appreciation and gratitude to the Banks, Financial
Institutions, Lenders, Joint Venture Partners, Business
Associates, Customers, Government of India, State
Governments, regulatory and statutory authorities,
investors, shareholders, corporations, municipalities
and all other stakeholders for their continued support,
guidance and cooperation.

The Board also acknowledges and appreciates the