JSW Energy Ltd Directors Report

Based on the principles and parameters
enunciated in the above Policy, the Board of
Directors has recommended a dividend of Rs. 2.00
(20%) per eguity share for the financial year
2025-26 [previous year Rs. 2.00 (20%) per eguity
share], for the approval by the Members at the
forthcoming 32^ncl Annual General Meeting ("AGM").

The performance and financial position of each
of the subsidiaries, associates and joint venture
companies for the financial year 2025-26, in the
prescribed format AOC-1, is attached as Annexure
A to the Consolidated Financial Statements of
the Company and forms a part of this Integrated
Annual Report.

As on 31^st March 2026, the Company had 223
subsidiaries (including 4 LLPs), 1 joint venture
company and 1 associate company.

During the financial year 2025-26, the following
companies were incorporated as subsidiaries /
step-down subsidiaries of the Company:

Conseguent to the acguisition of 02 Power Midco
Holdings Pte. Limited and 02 Energy SG Pte.
Limited and their subsidiaries ("02 Entities") on
9^th April 2025, by 1SW Neo Energy Limited, a wholly
owned subsidiary of the Company, the following
Companies have become step-down subsidiaries
of the Company during the financial year 2025-26:

The National Company Law Tribunal, Hyderabad
Bench had, vide its order dated 23^rcl July 2025,
allowed the withdrawal of the application for the
Corporate Insolvency Resolution Process (CIRP)
of KWIPL under Section 12A of the Insolvency
and Bankruptcy Code, 2016 (IBC) pursuant to the
Settlement Plan submitted by the Company for
the settlement of debt of creditors of KWIPL. The
Company has implemented the Settlement Plan
on 4^th August 2025 and consequently acquired
majority shareholding of KWIPL.

KWIPL owns and operates a dedicated water
intake and transportation infrastructure that
supplies raw water to JSW Mahanadi Power
Company Limited ("JMPCL"), a subsidiary company
which owns a 3,600 MW (600MW x 6 units) thermal
power plant located in Chhattisgarh. Of the total
capacity, 1,800 MW is operational while the
remaining is under development. The acquisition
of a majority stake in KWIPL will enable operational
control and efficiency in managing water supply
to the JMPCL Thermal Plant for the entire 3,600
MW capacity, enhancing reliability and reducing
dependency risks for this critical input.

As a part of the settlement plan, the Company
has paid the settlement amount of Rs. 962 crores
to the lenders of KWIPL. Post-acquisition,
the Company holds a 51% equity stake in KWIPL,
while the remaining 49% is held by JMPCL.

On 29^th January 2026, JSW Neo Energy Limited,
a wholly owned subsidiary of the Company,
acquired 100% equity shares of Tidong Power
from Statkraft IH Holding AS at an enterprise value
of Rs. 1,728 crores excluding net current assets
and other adjustments under the share purchase
agreement. Tidong Power is constructing a
150 MW run-of-river hydro-electric power plant
in Tidong valley situated in Kinnaur district of
Himachal Pradesh. The plant has a long term
Power Purchase Agreement with Uttar Pradesh
Power Corporation Limited to procure 75 MW
power during the months of May to October at
a tariff of Rs.5.57/KWh. The remaining capacity of
75 MW is currently untied and can be sold on the
merchant market.

Tidong Power is the Companys fourth hydro asset
in Himachal Pradesh and a strategic addition to its
hydro portfolio, further reinforcing its position as
Indias largest private hydropower player. With
the project in advanced stages of completion, it
is expected to be value accretive in the near term
and enhancethe Companys EBITDA in the financial
year 2026-27, supported by its remunerative tariff.
In addition, its proximity to the Karcham Wangtoo
plant will enable significant operational synergies.

Post acquisition in January 2026, Tidong Unit-1
and Unit III have been commissioned in a record
turnaround time, underscoring the Companys
strong execution capabilities and ability to
seamlessly integrate acquired assets. The
balance unit of the Tidong Hydro Plant is expected
to be commissioned by June 2026.

On 26^th March 2026, the Company completed
the acquisition of RCRIPL under the Corporate
Insolvency Resolution Process pursuant to the
Insolvency and Bankruptcy Code, 2016 in terms
of the Resolution Plan approved by the Honble
National Company Law Tribunal, Hyderabad
Bench, vide its order dated 21^st January 2026 for a
resolution amount of Rs. 700.10 crores. Accordingly,
the Company holds 100% of the equity capital of
RCRIPL as per the terms of the Resolution Plan.

RCRIPL provides railway infrastructure services to
JSW Mahanadi Power Company Limited ("JMPCL")
which owns a 3,600 MW (6 X 600 MW) thermal
power plant located in Chhattisgarh. Out of the

total capacity, 1,800 MW is operational while the
remaining is under construction.

The acquisition of RCRIPL enables operational
control and efficiency in managing railway
infrastructure services to the 1MPCL plant for the
entire 3,600 MW capacity, enhancing reliability and
reducing dependency risks for this critical input.

With this acquisition, along with the previously
consummated acquisition of KSK Water
Infrastructures Private Limited, 1MPCL has secured
critical resources for its entire 3,600 MW capacity.

The Board of Directors, at its meeting held on
18^th September 2025, had approved the Demerger
by way of transfer as a going concern on an as
is where is basis and vesting of the Demerged
Undertaking from GE Power India Limited
("Demerged Company") to the Company. The
transfer and vesting of the Demerged Undertaking
from the Demerged Company to the Company
pursuant to this Scheme of Arrangement will
provide an opportunity to the Company for vertical
integration by securing a ready to use dedicated
boiler parts manufacturing facility and reducing
dependency on third-party suppliers; creating
significant operational synergies, leading to
economies of scale, enhancing cost efficiencies,
and improving control over critical component
requirements of thermal power asset enabling
increased production capacity to support future
thermal projects of the Company aligned with
the long-term vision of expanding into energy
portfolio and thereby creating value for all its
stakeholders.

On receipt of "no adverse observations" from the
Stock Exchanges on 1^st April 2026, an application
has been filed with the National Company Law
Tribunal (NCLT), Mumbai on 2^ncl April 2026 seeking
approval of NCLT for convening a meeting of the
shareholders, secured and unsecured creditors of
the Company (as may be applicable) for approving
the Scheme of Arrangement.

1SWENRML is a wholly owned subsidiary of
the Company incorporated in April 2010 in
Mauritius, for overseas acquisition of coal
assets. It has a downstream investment
of Rs. 56.40 crores in 100% equity in and

has advanced Rs. 461.37 crores as a loan to,
1SW Energy Natural Resources South Africa
(PTY) Limited as on 31^st March 2026.

1SWENRSAL is a wholly owned subsidiary
of JSWENRML. As on 31^st March 2026,
JSWENRSAL has invested Rs. 28.40 crores in
acquiring 100% equity of Royal Bafokeng
Capital (Proprietary) Limited and Rs. 8.69
crores in acquiring 100% equity of Mainsail
Trading 55 Proprietary Limited. Further,
JSWENRSAL has invested Rs. 38.22 crores in
acquiring 36.95% equity of South African
Coal Mining Holdings Limited (SACMH) and
advanced Rs. 496.42 crores as loan to SACMH
and its subsidiaries as on 31^st March 2026.

The Company has an effective shareholding
of 95.45% in SACMH as on 31^st March 2026.
SACMH, together with its subsidiaries,
owns a coal mine with more than 32 million
tonnes of resources, along with supporting
infrastructure like coal washery, railway
siding and equity investment based capacity
allocation of 0.5 mtpa at Richards Bay Coal
Terminal. While the mine is presently under
care and maintenance pending receipt of
requisite licences, SACMH uses its logistical
and infrastructural assets to generate rental
income to defray the costs incurred.

Toshiba JSW is a joint venture with the
Toshiba Group, Japan, engaged in the
business of designing, manufacturing,
marketing and maintenance services of
mid to large-size (500 MW to 1,000 MW)
Supercritical Steam Turbines and Generators.
As on 31^st March 2026, Toshiba Group, Japan
holds 95.36% and JSW Group holds 4.64%
in Toshiba JSW. The Company has invested
Rs. 100.23 crores in Toshiba JSW. The Company
has been providing for its share of the losses
of Toshiba JSW in its consolidated books of
account. The cumulative share of losses
of the Company has exceeded the value of
its investment in Toshiba JSW. Toshiba JSW

plans to continue its business by expanding
the service businesses and increasing
collaboration jobs for various projects of
Toshiba, Japan. The Company has placed an
order on Toshiba JSW for 2 X 800 MW Turbine
sets for Salboni Project - Phase I.

The Company had invested Rs. 1.25 crores
in PXIL, a company promoted by National
Stock Exchange of India Limited and National
Commodities S Derivatives Exchange
Limited. As on 31^st March 2026 the entire
investment of Rs. 1.25 crores has been
impaired. PXIL provides the platform for
trading in electricity and Renewable Energy
Certificates. JSW Power Trading Company
Limited, a wholly owned subsidiary of the
Company is a member of PXIL.

The paid-up eguity share capital of the Company
as on 31^st March 2026 is Rs. 1757,29,22,600.

During the financial year under review, the
Company issued and allotted:

(i) 95,23,809 eguity shares having a face value
of Rs. 10 each ("Eguity Shares") to JTPM Metal
Traders Limited ("JTPM") a member of the
promoter group of the Company, at a price of
Rs. 525 (including premium ofRs. 515) per Eguity
Share, on receipt of the subscription amount
of Rs. 499,99,99,725.

(ii) 4,76,19,047 convertible warrants
("Warrants") to JTPM, each carrying a
right exercisable by the Warrant holder to
subscribe to 1 eguity share per Warrant, at
a price of Rs. 525 (including premium of Rs. 515)
per Warrant, on receipt of the subscription
amount of Rs. 624,99,99,919 (rounded-
off), egual to 25% of the issue price of
the Warrants

on a preferential basis, by way of a private
placement pursuant to Chapter V of Securities
and Exchange Board of India (Issue of Capital
and Disclosure Reguirements) Regulations, 2018.
There was no deviation or variation for use of
proceeds from the objects stated in the offer
document or explanatory statement to the notice
for the general meeting at which the Members
approved the preferential issue.

Pursuant to the aforesaid preferential issue of
Eguity Shares, the paid-up Eguity Share Capital

of the Company as on 31^st March 2026 stands at
Rs. 1757,29,22,600 comprising of 175,72,92,260
Eguity Shares of Rs. 10 each.

Pursuant to the aforesaid preferential issue of
Warrants and considering the conversion ratio
of 1:1, the Eguity Share Capital of the Company
as on 31^st March 2026 on a fully diluted basis is
Rs. 1804,91,13,070 comprising of 180,49,11,307
Eguity Shares of Rs. 10 each.

During the financial year under review, the
Company has not issued any:

a. Shares with differential rights

b. Sweat eguity shares.

During the financial year under review, the
Company allotted 50,000 Unsecured, Rated,
Listed, Redeemable, Non-Convertible Debentures
of face value of Rs. 1,00,000 each aggregating to
Rs. 500 crores on a private placement basis as per
the following details:

During the financial year under review, the
Company has redeemed 27,500 Unsecured, Rated,
Listed, Redeemable, Non-Convertible Debentures
amounting to Rs. 500 crores.

The Company has debentures of Rs. 2,500 crores
outstanding as on 31^st March 2026, which are
listed on BSE Limited.

The details of the loans, guarantees and
investments are provided as a part of the Notes to
the Financial Statements of the Company.

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

The Company extensively practices delegation
of authority across its functions, which creates
effective checks and balances within the system

to arrest all possible gaps. The internal audit team
has access to all information in the organisation
- this is largely facilitated by ERP implementation
across the organisation.

At the start of the year, Internal Audit function
prepares an annual audit plan after considering
business and process risks. The freguency of the
audit is decided by risk ratings of areas/functions.
The audit plan is carried out by the Internal Audit
team and reviewed periodically to include areas
that have assumed significant importance in
line with the emerging industry trends and the
aggressive growth of the Company. In addition,
the Company uses services of external expert
firms including reputed accounting firms to
conduct audit of critical areas.

The Companys Policy on Materiality of Related
Party Transactions as also Dealing with Related
Party Transactions, was reviewed by the Board
in the financial year 2025-26 and is available on
the website of the Company at the link: https://
iswin.s3.ap-south-l.amazonaws.com/iswenerav/
uploads/2026/01/Policv-on-Materialitv-of-
Related-Partv-Transactions-as-also-dealing-
with-Related-Partv-Transactions.pdf

During the financial year under review, all
transactions with Related Parties were in the
ordinary course of business and on an arms
length basis. Related Party Transactions, of
repetitive nature, which are in the ordinary course
of business and on an arms length basis, and
proposed to be entered into during the financial
year are placed before the Audit Committee
for omnibus approval. The details of all Related
Party Transactions, as approved, are placed on
a guarterly basis before the Audit Committee for
its review. During the year under review, all the
recommendations made by the Audit Committee
were accepted by the Board.

During the financial year under review, the
material Related Party Transactions pursuant
to the provisions of Regulation 23 of the Listing
Regulations were duly approved by the Members
at the AGM held on 11^th July 2025.

Pursuant to the Listing Regulations, resolutions
seeking approval of the Members on the proposed
material Related Party Transactions form a part of
the Notice of the 32^ncl AGM.

The Company has developed a framework for
the purpose of identification and monitoring
of Related Party Transactions. The details of
transactions / contracts / arrangements entered
into by the Company with the Related Parties
during the financial year under review are set
out in the Notes to the Financial Statements. The
disclosure in Form AOC-2 is attached as Annexure
A to this Report.

During the year under review, there was no
material related party transaction, with respect
to brand usage/royalty, reguiring approval of
the Members.

Related Party Transactions entered during the
financial year 2025-26 were in compliance
with the Act and the Listing Regulations, details
whereof are disclosed in the Notes to the Financial
Statements forming a part of this Integrated
Annual Report.

Pursuant to Regulation 23(9) of the Listing
Regulations, the Company has filed the necessary
reports on Related Party Transactions with the
Stock Exchanges within the statutory timelines.

Employee Stock Options ("ESOPs") represent a
reward system based on performance that helps
companies attract, retain, and motivate top talent
while providing an opportunity to employees to
participate in the Companys growth and create
long-term wealth.

The Company has formulated the 1SWEL
Employees Stock Ownership Plan - 2016 ("ESOP
2016"), implemented through the 1SW Energy
Employees ESOP Trust and also the 1SW Energy
Employees Stock Ownership Scheme - 2021
("ESOS 2021") consisting of Shri. 0. P. lindal
Employees Stock Ownership Plan (1SWEL) - 2021
and 1SWEL Shri 0. P. lindal Samruddhi Plan - 2021,
administered through the 1SW Energy Employees
Welfare Trust.

Voting rights on the shares, if any, as may be
issued to employees under the Plans, are to
be exercised by them directly or through their
appointed proxy. Hence, the disclosure stipulated
under Section 67(3) of the Act is not applicable.

Members, at the previous AGM held on 11^th July
2025, approved amendments to the Shri O.P. Jindal
Employee Stock Ownership Plan (JSWEL) - 2021,
inter alia, extension of the termination date of the
Plan from 7^th August 2031 to 7^th August 2040 and
increase in number of stock options that can be
granted under the scheme.

ES0P 2016 and ES0S 2021 Schemes are in
compliance with the SEBI Regulations, as
amended from time to time. The certificate from
the Secretarial Auditor of the Company, that the
aforesaid Schemes have been implemented in
accordance with the SEBI Regulations and with
the resolution passed by the Members, would be
available for electronic inspection by the Members
at the forthcoming 32^ncl AGM.

The Companys ES0P plans, including the ES0S
2021, have been crucial in aligning employee
efforts with organizational outcomes. These
schemes have effectively incentivized senior
management, high performers, and future
talent, enhancing talent retention and fostering
an ownership mind set and has also been
instrumental in attracting new hires, especially for
leadership roles.

The details of the credit ratings of the Company
during the financial year 2025-26 are as follows:

A keen focus on optimum utilisation of resources,
efficient operations, occupational safety and
minimising environmental impact, provide the

Company with due recognitions each year. During
the year, the Company has received several
awards. For details of awards please refer to the
"Awards and Accolades" section of the Integrated
Annual Report.

The Company has adopted a Nomination Policy
to identify persons who are gualified to become
Directors on the Board of the Company and who
may be appointed in senior management positions
in accordance with the criteria laid down, and
recommend their appointment and removal
and also for the appointment of Key Managerial
Personnel ("KMP") of the Company, who have the
capacity and ability to lead the Company towards
achieving sustainable development. Nomination
Policy was last reviewed by the Board in the
financial year 2024-25.

In terms thereof, the size and composition of the
Board should have:

- an optimum mix of gualifications, skills, gender
and experience as identified by the Board from
time to time;

- an optimum mix of Executive, Non-Executive
and Independent Directors;

- minimum six number of Directors or such
minimum number as may be reguired by the
Listing Regulations and / or by the Act or as
per Articles;

- maximum number of Directors as may be
permitted by the Listing Regulations and / or by
the Act or as per Articles; and

- at least one Independent Woman Director.

While recommending a candidate for appointment,
the Compensation and Nomination S Remuneration
Committee shall assess the appointee against
a range of criteria including gualifications, age,
experience, positive attributes, independence,
relationship, gender diversity, background,
professional skills and personal gualities reguired
to operate successfully in the position and has
discretion to decide the adeguacy of such criteria
for the concerned position. All candidates shall
be assessed on the basis of merit, skills and
competencies without any discrimination on the
basis of religion, caste, creed or gender.

The Company considers its employees to be
its most valuable and strategic asset. It is
committed to fostering a high-performance work
culture by implementing a fair and transparent
compensation structure that aligns both with
individual and organizational performance.
Compensation is determined based on the nature
of the role, as well as the skills, experience, and
knowledge reguired to fulfill it effectively, thereby
supporting the achievement of the Companys
overall objectives.

In line with this philosophy, the Company has
formulated a comprehensive policy on the
remuneration of Directors, KMPs, and senior
management. The policy is guided by the following
broad objectives:

i. Remuneration is reasonable and sufficient to
attract, retain and motivate Directors;

ii. Remuneration is reasonable and sufficient
to motivate senior management, KMPs and
other employees and to stimulate excellence
in their performance;

iii. Remuneration is linked to performance.

The Remuneration Policy balances fixed
and variable pay and short and long-term
performance objectives.

The Board of Directors of the Company has adopted
a Corporate Social Responsibility ("CSR") Policy on
the recommendation of the CSR Committee. CSR
activities are undertaken in accordance with the
said Policy.

The Company undertakes CSR activities through
JSW Foundation, and is committed to allocating
at least 2% of the average net profit of the last
3 years. The Company gives preference to the
local areas in which it operates for taking up
CSR initiatives.

In line with the Companys CSR Policy and strategy,
the Company supports interventions, inter alia,
in the fields of health and nutrition, education,
water, environment S sanitation, agri-livelihoods,
livelihoods and other initiatives.

During the financial year under review, the
Company has spent through the 1SW Foundation
the entire mandated amount of Rs. 18.83 crores. A
sum of Rs. 6.88 crores which remained to be spent
on the ongoing projects during the financial year
2024 -25 and duly transferred by the Company to
"Unspent Corporate Social Responsibility Account
2024-25" has been spent by the Company on
Education and Rural Infrastructure in compliance
with the provisions of the Act.

Please refer to the Management Discussion and
Analysis section of this Report for further details.
The Annual Report on CSR activities is annexed
as Annexure B and forms a part of this Integrated
Annual Report.

The Whistle Blower Policy and Vigil Mechanism
was last reviewed by the Board in the financial
year 2024-25.

The Company has adopted a comprehensive
Risk Management Policy and implemented a
robust mechanism to ensure regular monitoring
and mitigation of risks. The framework provides
for guarterly updates to the Board of Directors
and the Audit Committee on risk assessment,
mitigation strategies, and governance practices
at various organizational levels. This ensures that
the executive management effectively manages
risks through a well-structured and proactive
approach. A detailed overview is provided in the
"ESG-based Enterprise Risk Management" section
forming part of this Integrated Annual Report.
Risk Management Policy was last reviewed by the
Board in 2025.

The annual evaluation of the performance of
the Directors, Committees and the Board for the
financial year 2025-26 was carried out in the
manner as laid down in the Board Evaluation
Policy of the Company through a structured
questionnaire. The evaluation also covers specific
criteria and the grounds on which all Directors
in their individual capacity were evaluated
including fulfilment of the independence criteria
for Independent Directors as laid in the Act
and the Listing Regulations. The evaluation of
the performance of the Board, its Committees,
Chairman and Directors. Suggestions emanating
out of the performance evaluation exercise, if any,
are reviewed by the Board.

The Board evaluation outcome showcasing the
strengths of the Board and areas of improvement
in the processes and related issues for enhancing
Board effectiveness were discussed by the Board.
Overall, the Board expressed its satisfaction on
the performance evaluation process as well as
performance of all Directors, Committees and
Board as a whole.

Individual members of the Board were also
evaluated against the various skills / expertise
/ competencies, identified and approved by the
Board of Directors as are required in the context
of Companys business.

The evaluation indicates that the Board has an
optimal mix of skills and expertise to function
effectively. The mapping of the Board skills and
expertise vis-a-vis individual Directors is outlined
in the Corporate Governance Report forming a part
of this Integrated Annual Report.

Pursuant to the provisions of Regulation 16(1 )(c)
of the Listing Regulations, the Company has
adopted a Policy for determining Material
Subsidiaries laying down the criteria for identifying
material subsidiaries of the Company. The Material
Subsidiary Policy was last reviewed and modified
by the Board in the financial year 2024-25.

Accordingly, JSW Hydro Energy Limited, JSW
Energy (Barmer) Limited, JSW Neo Energy Limited
and JSW Mahanadi Power Company Limited have
been determined as material subsidiaries of the
Company during the financial year 2025-26. The
Policy may be accessed on the website of the

Pursuant to Regulation 43A of the Listing
Regulations, the Board has adopted a Dividend
Distribution Policy which provides:

i. the circumstances under which shareholders
may or may not expect dividend;

ii. the financial parameters that shall be
considered while declaring dividend;

iii. the internal and external factors that shall be
considered for declaration of dividend;

iv. manner as to how the retained earnings shall
be utilized.

The Company has complied with the requirements
of Corporate Governance as stipulated under the
Listing Regulations, and accordingly, the Corporate
Governance Report and the requisite Certificate
from Deloitte Haskins S Sells LLP, the Statutory
Auditor of the Company, regarding compliance
with the conditions of Corporate Governance
forms a part of this Integrated Annual Report.

The details of the Board and Committee
composition, tenure of Directors, and other
details are available in the Corporate Governance
Report, which forms a part of this Integrated
Annual Report.

In terms of the requirement of the Listing
Regulations, the Board has identified core skills,
expertise, and competencies of the Directors
in the context of the Companys business for
effective functioning. The key skills, expertise
and core competencies of the Board of Directors
are detailed in the Corporate Governance Report,
which forms a part of this Integrated Annual Report.
The Company has received declarations from all
the Independent Directors confirming that they
meet the criteria of independence as prescribed
under Section 149(6) of the Act and Regulation
16(1 )(b) of the Listing Regulations and there has
been no change in the circumstances which may
affect their status as an Independent Director.

The Independent Directors have complied with
the Code for Independent Directors prescribed
under Schedule IV to the Act and under the Listing
Regulations. The Board is of the opinion that the
Independent Directors of the Company possess
reguisite gualifications, experience and expertise,
proficiency and they hold highest standards
of integrity.

During the financial year under review, no
Independent Director resigned before the expiry
of her / his tenure.

Mr. Pritesh Vinay, Director (Finance) and a Key
Managerial Person, resigned with effect from
1^st lanuary 2026. The Board of Directors places
on record appreciation for Mr. Pritesh Vinays
contribution towards the growth and success of
the Company.

Based on the recommendation of the
Compensation and Nomination S Remuneration
Committee ("CNRC"), Mr. Chandrasekaran
Prabhakaran was appointed by the Board as the

Chief Financial Officer and a Key Managerial Person
of the Company with effect from 1^st lanuary 2026.

The first term of Mr. Munesh Khanna
(DIN:00202521), who was appointed as an
Independent Director for a term of 5 years with
effect from 26^th March 2021, ended on 25^th March
2026. The Board, based on the recommendation
of the CNRC, approved and recommended to the
Members the re-appointment of Mr. Khanna as an
Independent Director of the Company for a second
term of 5 consecutive years with effect from
26^th March 2026. The re-appointment of
Mr. Khanna was approved by the Members by
passing a special resolution through postal ballot
on 25^th March 2026.

The first term of Mr. Rajiv Chaudhri (DIN: 10134162),
who was appointed as an Independent Director for
a term of 3 years with effect from 14^th July 2023, will
be ending on 13^th July 2026. The Board, considering
that Mr. Chaudhri is eligible for re-appointment and
meets the criteria for independence, based on the
recommendation of the CNRC and considering the
outcome of the performance evaluation process
carried out during the financial year 2025-26 and
also taking into account Mr. Chaudhris expertise
and contribution, approved and recommended to
the Members the re-appointment of Mr. Chaudhri
as an Independent Director of the Company for a
second term of 5 consecutive years with effect
from 14^th July 2026. The resolution for the re-
appointment of Mr. Chaudhri has been included
in the Notice of the forthcoming 32^ncl AGM of the
Company. The Directors recommend the same for
approval by the Members.

In accordance with the provisions of Section
152 of the Act, read with Rules made thereunder
and the Articles of Association of the Company,
Mr. Sharad Mahendra (DIN: 02100401) is liable to
retire by rotation at the ensuing AGM and, being
eligible, offers himself for re-appointment. The
Directors recommend the same for approval by
the Members. As per the terms of appointment
of Mr. Sharad Mahendra as a Whole-time Director,
his re-appointment as a Director on retirement
by rotation at the forthcoming 32^ncl AGM, would
not constitute break in his term as a Whole-
time Director.

A brief profile of the aforesaid Directors as reguired
under Regulation 36(3) of the Listing Regulations
and Clause 1.2.5 of the Secretarial Standard - 2, is
given in the Notice of the 32^ncl AGM.

Pursuant to the requirement under Section 134(5)
of the Act it is hereby confirmed that:

(a) in the preparation of the annual accounts,
the applicable accounting standards have
been followed along with proper explanation
relating to material departures;

(b) the Directors have selected such accounting
policies and applied them consistently and
made judgments and estimates that are
reasonable and prudent so as to give a true
and fair view of the state of affairs of the
Company at the end of the financial year
and of the profit of the Company for the year
under review;

(c) the Directors have taken proper and sufficient
care for the maintenance of adeguate
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 Directors have prepared the annual
accounts for the year under review, on a
going concern basis;

(e) the Directors have laid down internal
financial controls to be followed by the
Company and that such internal financial
controls are adeguate and were operating
effectively, and

(f) the Directors have devised proper systems
to ensure compliance with the provisions of
all applicable laws and that such systems
were adeguate and operating effectively.

The Company has constituted various Committees
of the Board as reguired under the Act and the
Listing Regulations. In addition, the Company
has constituted certain committees to facilitate
operations. For details like composition, number
of meetings held, attendance of members, etc. of
such Committees, please refer to the Corporate
Governance Report which forms a part of this
Integrated Annual Report.

During the financial year under review, the
Board of Directors met 9 times. For details of
the meetings of the Board, please refer to the

Corporate Governance Report which forms a part

of this Integrated Annual Report.

As recommended by the Audit Committee and
the Board of Directors of the Company and in
accordance with Section 139 of the Act and
the Rules made thereunder, Deloitte Haskins
S Sells LLP (Firm Registration No. 117366W/
W100018), Chartered Accountants, Mumbai,
were re-appointed as the Statutory Auditor
of the Company by the Members of the
Company at the Annual General Meeting held
on 14^th lune 2022, for the second term of five
years from the conclusion of the 28^th Annual
General Meeting till the conclusion of the 33^rcl
Annual General Meeting.

The Statutory Auditor has issued Audit
Reports with unmodified opinion on the
Standalone and Consolidated Financial
Statements of the Company for the financial
year ended 31^st March 2026. The Notes on the
Financial Statements referred to in the Audit
Report are self-explanatory and therefore,
do not call for any further explanation or
comments from the Board under Section
134(3)(f) of the Act.

The Company has maintained cost accounts
and records as specified by the Central
Government under Section 148(1) of the
Act. For the financial year 2025-26, ABK S
Associates (Firm Registration No. 000036)
Cost Accountants, conducted the audit of
the cost records of the Company.

Pursuant to the provisions of Section 148
of the Act read with Notifications / Circulars
issued by the Ministry of Corporate Affairs,
from time to time, the Board has re-appointed
ABK S Associates, Cost Accountants, as the
Cost Auditor to audit the cost records of the
Company for the financial year 2026-27.

The remuneration payable to the Cost
Auditor is subject to ratification by the
Members at the AGM. Accordingly, the
necessary resolution for ratification of the
remuneration payable to ABK S Associates,
Cost Accountants, for the audit of cost
records of the Company for the financial year

2026-27, has been included in the Notice of
the forthcoming 32^ncl AGM of the Company.
The Directors recommend the same for
approval by the Members.

The Members at the AGM held on 11^th July
2025 approved the appointment of Purwar S
Purwar Associates LLP, Company Secretaries
(Firm Registration No. L2023MH013700),
as the Secretarial Auditor for a term of five
consecutive years, from the financial year
2025-26 till the financial year 2029-30.

The Secretarial Audit Report issued by
Purwar S Purwar Associates LLP, Company
Secretaries, for the financial year 2025-26
confirms that the Company has complied
with the provisions of the applicable laws
and does not contain any observation
or gualification reguiring explanation or
comments from the Board under Section
134(3) of the Act. The report in Form MR-3
is annexed as Annexure C to this Integrated
Annual Report.

As per Regulation 24(A)(1) of the Listing
Regulations, the material subsidiaries of
the Company are reguired to undertake
secretarial audit. 1SW Hydro Energy Limited
(1SWHEL), 1SW Energy (Barmer) Limited
(1SWEBL), 1SW Neo Energy Limited (1SWNEL)
and 1SW Mahanadi Power Company Limited
(1MPCL) are material subsidiaries of the
Company pursuant to the Regulation 16(1 )(c)
of the Listing Regulations.

Accordingly, Mr. P. S. Ramnath, Practising
Company Secretary, carried out the
secretarial audit for 1SWHEL, 1SWEBL, 1SWNEL
and Balraj Vanwari S Associates, Company
Secretaries, carried out the secretarial
audit for 1MPCL for the financial year 2025-
26. These Secretarial Audit Reports do not
contain any observation or gualification.

The reports in Form MR-3 are annexed as
Annexure Cl, C2, C3 and C4 respectively to
this Integrated Annual Report.

During the financial year under review, the
Company has complied with the Secretarial
Standards 1 and 2, issued by the Institute of
Company Secretaries of India.

In terms of Section 134(3)(l) of the Act except
as disclosed in this Integrated Annual Report,
no material changes and commitments which
could affect the Companys financial position
have occurred between the end of the financial
year of the Company and date of this Integrated
Annual Report.

The Ministry of Environment, Forest and Climate
Change (MoEF S CC) had, in December 2015,
revised the environment emission norms
prescribing more stringent emission limits for
operating as well as under development power
plants in the country with respect to particulate
matter, sulphur dioxide (S02) S nitrogen dioxide
(N02). Emissions and Stack height guidelines
have also been issued in July 2025. As applicable
the above emission norms are complied / being
complied with, as applicable.

As a responsible corporate and to maintain
the best environmental operating standards,
the Company has deployed state-of-the-art
technology to prevent / minimize pollution levels at
all its power plants. The Companys Ratnagiri Units
1 to 4 of 300 MW capacity each, are in compliance
with all revised emission norms prescribed by
MoEF S CC. High efficiency ESP S Low N0X burners
have been installed since inception. Also Flue Gas
Desulphurization units have been installed as per
directives from MoEFCC.

1SW Energy (Barmer) Limiteds Units 1 to 8 of
135 MW capacity, are CFBC based and all are in

compliance with S02 emission norms prescribed
by MoEF S CC. The N02 emissions also remain
within compliance limits in the CFBC based
boiler operations. The Suspended Particulate
Matter emission norms are also in compliance,
as modifications in the Electrostatic Precipitator
(ESP) have been completed in all the Units 1 to 8
well within the stipulated time frame.

The Companys Toranagallu Units 2 X 130 MW, are
already in compliance with all revised emission
norms. In the other units of 2 x 300 MW, the
parameters of Particulate Matter and N02 have
been complied within the stipulated timeline of
31^st December, 2024. As per the latest government
notification in 2025 the plant falls under category
C and is exempted for S02 emission standard.
However, as part of continuous improvement,
boiler modification for allowing waste gas as
fuel is in progress which will further reduce the
S02 emissions.

1SW Energy (Utkal) Limited operates Units 1 S
2 of 350 MW capacity each are in compliance
with stack height guidelines as per July 2025
notification by MoEF S CC w.r.t S02 emission
norms. ESP upgradation is proposed in financial
year 2026-27 with addition of bag filters in hybrid
mode in order to achieve prescribed Particulate
Matter emission norms. Low NOx burners have
been provided in both the units for control of
NOx emissions.

1SW Mahanadi Power Company Limited operates
Units 2, 3, and 4, each having a capacity of
600 MW. All units comply with the prescribed
stack height reguirements as per the MoEFSCC
notification issued in July 2025 with respect to
S02 emission norms. Further, all operating units
are complying with the stipulated Particulate
Matter (PM) emission standards. Low NOx burners
and 0FA have also been installed in all units for
effective control of NOx emissions.

The particulars, as reguired under the provisions
of Section 134(3)(m) of the Act read with Rule
8 of the Companies (Accounts) Rules, 2014, in
respect of conservation of energy, technology
absorption, foreign exchange earnings and outgo
are as under:

(i) The Company has undertaken the following

initiatives to optimize energy consumption:

1. Condenser cleaning activity carried out at
SBU1U1 reduced Differential Pressure (DP)
and lowered Circulating Water (CW) pump
power consumption from 1,478 kWh to 1,360
kWh, resulting in annual energy savings
of 659 MWh. The initiative also achieved
coal savings of 249.23 tons, translating
to a monetary benefit of Rs. 23.58 Lakh and
reduced CO2 emissions by 591.234 tons;

2. Installation of Seal Air Fan Variable Freguency
Drive (VFD) at SBU1 U1 optimized energy
usage, reducing power consumption from
35 kWh to 26 kWh and achieving annual
energy savings of 38.33 MWh, translating to
a monetary benefit of Rs. 1.72 Lakh along with
CO2 emission reduction of 34.387 tons;

3. Installation and continuous operation of the
deaerator level control station bypass Motor
Operated Valve (MOV) at SBU2 U2 reduced
power consumption from 395 kWh to 365
kWh, resulting in annual energy savings of
97.18 MWh, translating to a monetary benefit
of Rs.4.37 Lakh and CO2 emission reduction of
70.311 tons.

Vacuum improvement achieved at SBU1
U1 through condenser cleaning and CW
inlet pipe cleaning enhanced operational
efficiency, resulting in energy savings of
121.96 MWh. The initiative also led to coal
savings of 15391.54 tons, translating to a
monetary benefit of Rs. 14.56 crores and CO2
emission reduction of 36513.169 tons.

1. De-staging of Boiler Feed Pumps (BFPs): De-
staging of BFP-2B resulted in auxiliary power
savings of 96 kWh at full load;

2. Station Auxiliary Power Consumption (APC)
Reduction: In lanuary 2026, Station APC
reduced to 7.54% with previous best 7.65%,
by stopping High Tension (HT) eguipment
like one CW Pump (3 pump operation for
two units), one BFP S one Sea water intake
pump during part-load also by stopping

vacuum pump S CT fans by monitoring
condenser vacuum;

3. Heat Rate Improvement;

- U#3 AOH results Heat Rate improvement
of 37.40 kCal/kWh;

- U#4 AOH results Heat Rate improvement
of 32.87 kCal/Kwh;

(ii) The steps taken by the Company for utilizing
alternate sources of energy:

1. Utilizing waste gases from blast furnace and
steel processes in both SBU-1 and SBU-2 has
displaced 4.88 Lakh MT of coal, which has
saved Rs. 461.72 crores in coal cost.

2. Flexibilization to accommodate 225 MW of
solar power and 600 MW of wind power has
reduced C0₂ emissions by 14,14,641 tC0₂e.

Commissioning of water reservoir with a capacity
of 35,000 m³ to conserve rainwater, ensuring
water availability during the summer months and
reducing dependency on external water sources.
3.6 lakh m³ rain water was harvested which is the
highest till date.

(iii) Capital investment on energy conservation
eguipment:

1. SBU1 U1 Seal Air Fan VFD Installation:
Rs. 4.28 lacs

2. Installation of Bypass MOV for Deaerator
Level Control Station: Rs. 4.75 lacs

De-staging of Boiler Feed Pump (BFP)-2B:
Rs. 0.57 crores

(i) The efforts made towards technology absorption
are provided below -

1. Coal Feeder Controller of SBU1 U1SU2
upgraded control panels enabled better
regulation, improving combustion efficiency
and reducing energy losses;

2. At the 220kV Switchyard Auto/Manual mode
optimization improved energy efficiency and
operational flexibility by operating fans in
auto mode and pumps in manual mode as
per reguirement;

3. Installation of probes for CEP-1A, IB, 2A S
2B improved predictive maintenance and
reduced eguipment failures;

4. Transformer 3 and 4 in the 220 kV switchyard
was replaced with a rewound transformer,
extending the asset life;

5. In SBU2 U2, replacement of CEP MIV with
MOV minimized throttling losses, resulting in
a power saving of 41.6 kWh;

6. VFD installed on LD0 Pump- A optimized
pump operation, resulting in a power saving
of 7.95 kWh;

7. 6.6 kV breaker retrofitting across SBU-2 units
(CHP S AHP) improved protection reliability
and reduced failure risks;

8. Installation of loT tri-axial sensors in SBU-1
S SBU-2 eguipment enabled vibration data
collection and analysis, improving eguipment
reliability and enhancing the safety of
personnel involved in data collection;

9. Initiation of APH auto soot blowing during
unit start-ups helps prevent APH fires and
improves operational safety;

10. Upgradation of the SBU-1 U-l Ash Handling
System and SBU-1 DM Plant PLC system
mainly contributes to improve reliability,
safety, automation, and efficiency while
reducing breakdowns, maintenance cost,
downtime, and obsolescence risk;

11. Mill Bunker Strengthening: Crack rectification
and structural reinforcement completed
across all units, enhancing structural
integrity and extending asset life;

12. Low Temperature Superheater (LTSH) S
Economizer Inspection (SBU-2 Units):
Rectification of 1,952 tubes and installation
of SS mesh to prevent erosion, improving
boiler efficiency, extending eguipment life,
and reducing future failures;

13. Mill Siren Installation (SBU-2 Units): Sirens
installed to alert personnel prior to mill
startup, enhancing workplace safety and
improving risk mitigation;

1. Retrofitting of ESP Transformer Rectifier
(TR) Controllers: Retrofitting of Electrostatic
Precipitator (ESP) TR Controllers to enhance
the reliability and performance of the
emission control system;

2. Upgradation of DCS LVS: By replacing existing
traditional lamp-based projection technology
with advanced Laser based System;

3. Installation of Control Switching Device
(Point on Wave Switching Relay): Installed in
GT-1,3 S 4 Bays, by which switching "ON of
Generator Transformer will be done with CSD
relay. Closing of GTCB will be done with CSD
relay at POW at round max Voltage;

4. Conveyor guards for CHP system: Installation
of 360? protection for conveyor belt, pulley
guard. Installation of pull cord switched, wire
rope S LHS cable;

5. Centralized Fire Alarm System Upgradation:
Upgradation of the Fire Alarm System by
extending coverage to the Main Store
and Coal Handling Plant (CHP) areas,
thereby strengthening plant-wide fire
safety measures;

6. Installation of Triaxial Vibration Sensors:
To enhancing predictive maintenance
capabilities and enabling early detection
of potential eguipment issues to improve
reliability and reduce downtime;

7. Upgradation of VC to VCB(VD4): Existing

Vacuum Contactor system in U1 Medium
Voltage Switchgear (MVSWGR) was

unreliable due to freguent card failures and
reguired manual rack-in/rack-out, posing
safety risk. Installed VD4 Vacuum Circuit
Breaker in Unit-1 MV SWGR and implemented
automatic rack-in/rack-out mechanism for
Coal Mill F motor;

8. Upgrading existing Power Line Carrier

Communication (PLCC) by digital panel
supporting IEC104- Compliance: Modification
of 400 kV New Koyna Transmission Line PLCC
Panels (ETL40 to ETL600);

9. Variable Freguency Drive (VFD) for

Power Saving at Low Tension (LT)
Motors: Commissioned VFD for Vacuum
Pump S Seal Air Fan to reduce auxiliary
power consumption;

10. 2 nos of Electric Vehicle: Procurement
of two electric vehicles supports energy
conservation by reducing dependence on
fossil fuels and lowering overall greenhouse
gas emissions. It also reflects technology
absorption by adopting cleaner, more
efficient transportation aligned with modern
sustainable practices;

11. Installation of emission control device
to Diesel Generator (DG) sets: As per
Maharashtra Pollution Control Board
direction (Notification from CPCB) installed
RECD (Retrofit emission control device) in
two units DG.

12. Coal mill airport assembly: For reduction in
coal mill rejects;

13. Sewage Treatment Plant (STP): Installation of
commissioning of 50 KLD STP plant;

(ii) The benefits derived like product improvement,

cost reduction, product development or

import substitution:

1. Optimized steam blowing and flushing
practices through continuous operations,
resulting in reduced water and
energy consumption;

2. Preparation of startup dashboards for real-
time monitoring and startup optimization;

3. Development of Performance Guarantee (PG)
test dashboards for real-time monitoring and
comparison of PG test data;

4. Reverse Osmosis (R0) Plant: Reused 1,300
million liters for cooling, 423 million for
beneficiation, and 1,100 m³ rainwater,
improving chemical efficiency and boosting
Demineralized (DM) plant output;

5. SBU1 S SBU2: Recirculating 2,277 tons of
bottom ash optimizes fuel use, reduces
waste, and improves boiler efficiency,
resulting in cost savings;

6. Fly Ash: Recirculating 32,180 tons of
high L0I fly ash reduces Loss on Ignition
(L0I), enhances fuel efficiency, boosts
fly ash sales, and promotes sustainable
waste management;

a) Reduction in Station auxiliary power
consumption by 6076 MWh (Actual
APC7.92%) with budget 8%, resulted in
annual savings of approximately 6.076
MUs, translating to a monetary benefit
of Rs.2.73 crores;

b) By de-staging Boiler Feed Pump (BFP)-
2B, annual monetary benefit of Rs.12.54
lakhs after taking it in service;

c) After Unit-3 AOH, Heat rate improvement
of 37.40 kCal/kWh resulted in annual
savings of coal approximately 9246
MT, translating to a monetary benefit of
Rs.8.18 crores;

d) After Unit-4 Annual Overhaul (AOH),
Heat rate improvement of 32.87 kCal/
kWh resulted in annual savings of coal
approximately 8607 MT, translating to a
monetary benefit of Rs.7.4 crores;

a) Obtain the Fire NOC for the Plant;

b) U1 Electrostatic Precipitator (ESP) LT
Incomer Pass A/B, Tie Breaker S Bus
coupler breaker retrofitting completed;

c) Main Plant Battery Charger
modification;

d) Safety improvement (Upgradation of
fire alarm system, LHS cable at gallery,
Retrofitting of ESP breaker);

e) Virtual Reality based training module;

f) Life enhancement of firefighting
system at boiler and ESP area;

g) Bottom ash system improvement:
Replaced the U#2 Bottom Ash System
Post Cooler Belt;

h) Light Diesel Oil (LDO) system life
enhancement: LDO tank Fire Fighting
arrangement done;

i) Ambient Air Quality Monitoring System
station at fog Baugh new UPS S battery
installation and commissioning done;

j) Upgradation of Ash Handling Plant
(AHP), Coal Handling Plant (CHP)-1,2 S
Service Building UPS;

k) Total 14 Cooling Tower Motor
replaced;

(iii) In case of imported technology (imported during
the last three years reckoned from the beginning
of the financial year): No technology has been
imported during the last three financial years.

(iv) The expenditure incurred on Research and
Development: The Company did not carry out any
core R S D work during the financial year 2025-26.

(v) Future Plans:

1. Modification of SBU2 U1 S U2 boilers to
accommodate 300 Nm7hr of waste gas
from the steel plant for each unit, thereby
reducing coal consumption.

2. Installation of a VFD in the SBU2 U1 seal
air fan.

3. Replacement of Cooling Tower (CT) cell fills in
SBU1 U2

1. Distributed Control System (DCS)
Upgradation: Upgrading the Main Plant
Control System;

2. Cooling Tower S Air Preheater (APH)

Modification: U#1 CT Fills S APH

basket replacement;

3. Seawater R0 Plant Installation: To reduce
dependency on raw water sources;

4. Boiler Study: Evaluating Indian coal firing
options to optimize generation costs;

5. Switchgear Reliability Improvement:
Retrofitting circuit breakers in MV
Switchgear Panels;

6. Control Switching Device Installation: For
GT-2 bay;

7. Emission Control Devices: Installation on DG
sets in U#1S2;

8. Automatic Power Scheduling: To enhance
power management efficiency;

9. Main Plant AVR Upgradation: Upgradation of
the Main Plant Automatic Voltage Regulator
(AVR) to enhance generator voltage stability
and system reliability;

10. Bus Reactor-2 Revamping: Revamping of Bus
Reactor-2 to improve system performance,
enhance operational reliability, and extend
eguipment life;

11. SF_g Breaker Upgradation to VD4 Breaker:
Replacement of existing SF_G circuit breakers
with VD4 vacuum circuit breakers to improve
environmental compliance;

12. Automation of bagging: Currently lumbo
bagging is manual process, now modifying it
to Automated Bagging System. Will Speed up
the bagging activities;

The foreign exchange inflow of the Company
for the year under review amounted to Rs.13.35
crores and foreign exchange outflow amounted to
Rs. 803.88 crores.

The disclosure pertaining to remuneration and
other details as reguired under Section 197(12)
of the Act read with Rule 5(1) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014 is annexed as Annexure D
to this Report.

The disclosure 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
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.

As per the reguirements of the Sexual Harassment
of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013 ("the Prevention of
Sexual Harassment Act"), the Company has
formulated a Policy on Prevention of Sexual
Harassment at Workplace for prevention,
prohibition and redressal of sexual harassment

at workplace and Internal Complaints Committees
("ICC") has also been set up to redress any such
complaints received.

The Company is committed to providing a safe
and conducive work environment to all of its
employees and associates. Further, the Policy also
gives shelter to contract workers, probationers,
temporary employees, trainees, apprentices
of the Company and any person visiting the
Company at its office. The Company has zero
tolerance on sexual harassment at the workplace.
The employees are reguired to undergo mandatory
training/ certification on the Prevention of Sexual
Harassment Act to sensitize themselves and
deepen their awareness.

The Company has constituted ICCs across
all relevant locations of the Company in India
to consider and resolve sexual harassment
complaints reported pursuant to the provisions
of the Prevention of Sexual Harassment Act. The
role of ICCs is not restricted to mere redressal of
complaints but also encompasses prevention and
prohibition of sexual harassment. Over the years,
the Company has worked extensively on creating
awareness on relevance of sexual harassment
issues and innovative measures to help employees
understand the forms of sexual harassment.

The Company periodically conducts sessions
for employees across the organisation to build
awareness about the Policy and the provisions of
the Prevention of Sexual Harassment Act.

During the financial year 2025-26, the Company
received one complaint pertaining to sexual
harassment, and accordingly, the complaint
was disposed off. Further, there were no cases
pending for more than 90 days during the financial
year under review.

During the year under review, the Company is
in compliance with applicable provisions of the
Maternity Benefits Act, 1961 / the code on social
security, 2020 and no matters relating to non-
compliance were reported during the year.

The Company has adopted a Code of Conduct
to Regulate, Monitor and Report Trading by
Insiders ("Code") to regulate, monitor and report

In view of the increased cyberattack scenarios, the
cyber security maturity is reviewed periodically
and the processes, technology controls are
being enhanced in-line with the threat scenarios.
Companys technology environment is enabled
with real time security monitoring with reguisite
controls at various layers starting from end user
machines to network, application and the data.
During the financial year under review, no such
incidence was reported.

In the endeavour to enhance the guality of
disclosures, an Integrated Report encompassing
financial and non-financial information forms part
of the Integrated Annual Report.

Your Directors state that no disclosure or reporting
is reguired in respect of the following matters
as there were no transactions on these matters
during the financial year 2025-26:

- Details relating to deposits covered under
Chapter V of the Act as no amount were
accepted or renewed falling within the purview

of provisions of Section 73 of the Act read with
the Companies (Acceptance of Deposit) Rules,
2014, during the financial year under review.

- Neither the Managing Director nor the Whole-
time Directors of the Company receive
any salary or commission from any of the
subsidiaries of the Company.

- No significant or material orders were passed
by the Regulators or Courts or Tribunals
which impact the going concern status and
Companys operations in future.

- No fraud has been reported by the Auditors to
the Audit Committee or the Board.

- There has been no change in the nature of
business of the Company.

- There is no proceeding pending under the
Insolvency and Bankruptcy Code, 2016.

- There was no instance of one time settlement
with any Bank or Financial Institution.

Your Directors place on record their sincere
thanks to the shareholders, debenture holders,
customers, suppliers, vendors, investors, stock
exchanges, banks and other financial institutions
and all other stakeholders and anticipate their
continued support in future.

Your Directors also acknowledge the support and
co-operation from the Government of India, state
governments and overseas government(s), their
agencies and other regulatory authorities.

Your Directors also appreciate the commendable
efforts, teamwork and professionalism of the
employees of the Company.