To
The Members,
Your Directors are pleased to present the 7th (seventh) Directors Report together with the Audited Standalone and Consolidated
Financial Statements for the financial year (FY) ended March 31, 2026.
1. OVERVIEW
Jubilant Ingrevia Limited (the Company or Jubilant Ingrevia) is a leading player in Specialty Chemicals & Custom Development and Manufacturing business (CDMO) globally, serving Pharmaceutical, Nutrition, Agrochemical, Consumer, Semiconductor and Industrial customers. It offers customised solutions that are innovative, cost-effective and conform to global quality standards and has a broad portfolio of 130+ products.
It has over 45 years of legacy in the chemicals industry and is amongst the top players globally in Pyridine & Picolines, Pyridine derivatives, Acetic Anhydride, Vitamin-B3 and many other products. Jubilant Ingrevia has a fast-growing CDMO serving pharmaceuticals, agrochemicals and semiconductor sectors. The Company serves customers in US, EU, Japan, Middle East, Southeast Asia and other geographies, in addition to domestic market from its 50 plants across 5 manufacturing facilities in India with a workforce of over 2,198 employees. Its three R&D centres employ 150 scientists working on cutting-edge research and innovation.
Jubilant Ingrevia is a Responsible Care certified company and ranked highly in global ESG indices such as Ecovadis and Dow Jones Sustainability Index. In 2024, Jubilant Ingrevia Limited was also recognised by the World Economic Forum (WEF) and entered its prestigious Global Lighthouse Network (GLN) for deployment of 4IR technologies.
2. RESULTS OF OPERATIONS AND STATE OF COMPANYS AFFAIRS
The financial performance of the Company for FY 26 is summarised below:
| Standalone | Consolidated | |||
Particulars |
For the year ended March 31 | For the year ended March 31 | ||
| 2026 | 2025 | 2026 | 2025 | |
| Revenue from operations | 41,385 | 39,412 | 43,881 | 41,776 |
| Total operating expenditure | 36,661 | 34,665 | 38,210 | 36,585 |
Earnings before Interest, Taxes, Depreciation |
4,724 | 4,747 | 5,671 | 5,191 |
Amortisation expense (EBITDA) (before other income) |
||||
| Other income | 997 | 810 | 405 | 378 |
EBITDA |
5,721 | 5,557 | 6,076 | 5,569 |
| Depreciation and amortisation expense | 1,612 | 1,473 | 1,755 | 1,576 |
| Finance costs | 566 | 651 | 491 | 556 |
| Exceptional items | 122 | - | 130 | - |
| Share of profit/(loss) of an associate | - | - | 2 | - |
Profit before tax |
3,421 | 3,433 | 3,698 | 3,436 |
| Total tax expense | 741 | 799 | 919 | 924 |
Profit after Tax (PAT) |
2,680 | 2,634 | 2,779 | 2,512 |
| Attributable to: | ||||
| - Owners of the company | 2,680 | 2,634 | 2,779 | 2,512 |
| - Non-controlling interests | - | - | - | - |
| Other comprehensive income | 1 | -21 | 203 | 18 |
Total comprehensive income for the year |
2,681 | 2,613 | 2,982 | 2,530 |
Balance in Retained earnings at the beginning of the year |
10,982 | 9,121 | 14,324 | 12,607 |
| Standalone | Consolidated | |||
Particulars |
For the year ended March 31 | For the year ended March 31 | ||
| 2026 | 2025 | 2026 | 2025 | |
| Profit for the year (attributable to owners of the Company) | 2,680 | 2,634 | 2,779 | 2,512 |
| Re-measurement of defined benefit obligations | 1 | -21 | -1 | -22 |
| Dividend | -796 | -796 | -797 | -799 |
| Issue of equity shares by Trust on exercise of stock options | 33 | 44 | 8 | 26 |
Balance in Retained earnings at the end of the year |
12,900 | 10,982 | 16,313 | 14,324 |
(i) Standalone Financials
In FY 26, on a standalone basis, your Company recorded total revenue from operations Rs. 41,385 million as against
Rs. 39,412 million in FY 25. EBITDA stood at Rs. 5,721 million with EBITDA margins at 14% in FY 26 as against EBITDA of Rs. 5,557 million with EBITDA margins at 14 % in FY 25 and PAT was Rs. 2,680 million in FY 26 as against Rs. 2,634 million in FY 25.
(ii) Consolidated Financials
The Consolidated Financial Statements, prepared in accordance with the provisions of the Companies Act,
2013, (the Act), the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (the Listing Regulations) and Indian Accounting Standards (Ind-AS) as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of the Act form part of the Annual Report.
On a consolidated basis, your Company reported revenue from operations Rs. 43,881.million in FY 26 as against Rs. 41,776 million in FY 25, EBITDA was Rs. 6,076 million in FY 26 as against Rs. 5,569 million in FY 25 and PAT was Rs. 2,779 million in FY 26 as against Rs. 2,512 million in FY 25.
(iii) Performance Review
During FY 26, the segment revenue from the Specialty Chemicals was Rs. 19,365 million as against Rs. 18,180 million in FY 25, Nutrition and Health Solutions was Rs.7,897 million in FY 26 as against Rs. 7,473 million in FY 25 and Chemicals Intermediates revenue was Rs. 16,619 million in FY 26 as against Rs. 16,123 million in FY 25. The overall EBITDA in FY 26 was Rs. 6,076 million as against Rs. 5,569 million in FY 25 translating to EBITDA margin of 14 % in FY 26 as against 13 % in FY 25.
The net profit attributable to the owners of the Company was Rs. 2,779 million in FY 26 as against Rs. 2,512 million in FY 25 and the basic EPS stood at Rs. 17.58 (Diluted Rs. 17.51) in FY 26 as against Rs. 15.89 (Diluted Rs. 15.84) in FY 25.
A detailed note on Performance Review is given under Management Discussion and Analysis Report.
3. ACQUISITION OF SHARES OF FORUM I AVIATION PRIVATE LIMITED(FAPL)
During FY 26, Jubilant Infrastructure Limited (JIL), a wholly owned subsidiary of the Company acquired 83,26,523 equity shares of Rs. 10 each of FAPL at Rs. 13.79 per equity share on right basis.
As on March 31, 2026, JIL holds 15.79% equity shares of FAPL.
4. TRANSFER TO RESERVES
During the financial year, no amount was transferred to general reserves by the Company.
5. DIVIDEND
The Board of Directors is pleased to recommend a final dividend of Rs.2.50 (250%) per equity share of Rs. 1 each for FY 26. Subject to the approval of the Members at the ensuing Annual General Meeting ("AGM"), the final dividend will be paid to those equity shareholders whose names appear in the Register of Members and as beneficial owners in the records of National Securities Depository Limited ("NSDL") and Central Depository Services (India) Limited ("CDSL") as on the record date, i.e., Friday, July 24, 2026.
During the year, the Board had also declared an interim dividend of Rs. 2.50 (250%) per equity share at its meeting held on February 4, 2026. Accordingly, the total dividend for the year aggregates to Rs.5.00 (500%) per equity share, amounting to Rs.796 million (Rupees seven hundred and ninety-six million only).
The Company endeavours to maintain an appropriate balance between distribution of profits and retention of earnings to support future growth, fund potential acquisitions and address unforeseen contingencies. In accordance with Regulation 43A of the Listing Regulations, the Company has formulated a Dividend Distribution Policy, which sets out the guiding principles and parameters, including internal and external factors, to be considered by the Board while declaring dividends. The Policy is available on the Companys website at: https://jubilantingrevia.com/dividend-distribution-policy
Pursuant to the provisions of the Income-tax Act, 2025, dividend is taxable in the hands of shareholders. Accordingly, the Company shall deduct tax at source ("TDS") at applicable rates while making payment of the final dividend.
6. CHANGE IN NATURE OF BUSINESS
During FY 26, there was no change in the nature of Companys business.
7. CAPITAL STRUCTURE
During FY 26, there was no change in the authorised share capital of the Company. As on March 31, 2026, the issued, subscribed and paid-up share capital of the Company stood at Rs.159.28 million, comprising 159.28 million equity shares of Rs.1 each.
Further, the Company did not raise any funds through preferential allotment or qualified institutions placement (QIP) during the year.
8. EMPLOYEES STOCK OPTION PLAN AND GENERAL EMPLOYEE BENEFITS SCHEME
The Company has Jubilant Ingrevia Employees Stock Option Plan 2021 (ESOP-2021) and a General Employee Benefits Scheme namely Jubilant Ingrevia General Employee Benefits Scheme-2021 (JIGEBS-2021) (collectively referred as "Schemes) for the employees of the Company and its subsidiary companies. These Schemes aims to attract and retain talented employees, motivate them with incentives and rewards, achieve sustained growth and shareholder value by aligning employee interests with long-term wealth creation, and foster a sense of ownership and participation among employees.
ESOP-2021 and JIGEBS-2021, instituted by the Company, are in compliance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (SEBI ESOP Regulations). Disclosures in compliance with SEBI ESOP Regulations, are uploaded on the website of the Company at https://jubilantingrevia.com/ investors/financials/quarterly-results
The certificate from the Secretarial Auditor on the implementation of the ESOP-2021 and JIGEBS-2021 in accordance with Regulation 13 of the SEBI ESOP
Regulations, has been uploaded on the Companys website at https://jubilantingrevia.com/investors/ financials/quarterly-results. Furthermore, the Company has adhered to the applicable accounting standards in this regard.
During the year under review, the Company did not provide any loans to its employees for the purchase of Companys shares.
9. SUBSIDIARIES, ASSOCIATE AND JOINT VENTURE COMPANIES
Highlights of performance of subsidiaries & associate companies and their contribution to the overall performance of the Company during the period under report is provided in Note no. 46 to the consolidated financial statements. The Company does not have any joint venture. A separate statement containing the salient features of the financial statements of subsidiaries and Associates, in prescribed Form AOC-1, forms a part of consolidated financial statements, in compliance with Section 129(3) and other applicable provisions, if any, of the Act read with the rules issued thereunder.
Brief particulars of the subsidiaries and associate companies on a stand- alone basis are given below:
(i) Jubilant Infrastructure Limited
JIL, a wholly owned subsidiary of the Company, has developed a sector specific Special Economic Zone (SEZ) for chemicals in Gujarat with the best-in-class infrastructure facilities and utility Plants like boiler, effluent treatment, incinerator, roads and DM water. During the year, construction of Captive Power Plant of 10MW with 98TPH high pressure boiler has been completed and is in operation. This facility will meet out the requirement of steam & power of JIL, Jubilant Agro Sciences Limited (JASL) and Jubilant Ingrevia at optimized cost.
JIL has three units of Jubilant Ingrevia and one unit of JASL in SEZ.
Total income of JIL during FY 26 was Rs.2,258 million as against Rs. 2,158 million in FY 25.
(ii) Jubilant Agro Sciences Limited
JASL, a wholly owned subsidiary of the Company, has set up its Crop protection chemicals and Agro active/ intermediates manufacturing facilities in Bharuch.
The Company sees CDMO as a scalable growth engine, aligned with global outsourcing trends, the China+1 shift, and increasing demand for reliable manufacturing partners. During the year
JASL commissioned the multipurpose Agro CDMO facility and commenced dispatches of USD 300 million to a leading global agrochemical innovator.
Total income of JASL during FY 26 was Rs. 203 million as against Rs. 126 million in FY 25.
(iii) Jubilant Ingrevia (USA) Inc. (JI-USA)
JI-USA, incorporated in Delaware- USA, is a wholly owned subsidiary of the Company. The name of the company was changed from Jubilant Life Sciences (USA) Inc. to Jubilant Ingrevia (USA) Inc. effective from April 17, 2025. JI-USA undertakes sales, distribution and business transactions of the
Companys products in Americas.
Total income of JI-USA during FY 26 was Rs. 3,024 million as against Rs. 3,124 million reported for FY 25.
(iv) Jubilant Ingrevia International Pte. Limited (JIIL)
JIIL, incorporated in Singapore, is a wholly owned subsidiary of the Company. The name of the company was changed from Jubilant Life Science International Pte. Ltd. to Jubilant effective from IngreviaInternationalPte.Limited November 10, 2025.
Total income of JIIL during FY 26 was Rs. 56 million as against Rs. 70 million reported for FY 25.
(v) Jubilant Life Sciences (Shanghai) Limited (JLS-Shanghai)
JLS-Shanghai, incorporated in China, is a wholly owned subsidiary of JIIL. It undertakes sales, distribution and business transactions of the
Companys products in China.
Total income of JLS-Shanghai during FY 26 was Rs. 1,702 million as against Rs. 945 million reported for FY 25.
(vi) Jubilant Life Sciences NV (JLS NV)
JLS NV is a wholly owned subsidiary of the Company. It undertakes sales, distribution and business transactions of the Companys products in the European markets. Total income of JLS NV during FY 26 was Rs. 4,769 million as against Rs. 5,798 million reported for FY 25. JLS NV is material subsidiary as per the parameters laid down under the Listing Regulations, as amended.
The Companys policy on material subsidiaries can be accessed at https://jubilantingrevia.com/policy-for-determining-material-subsidiaries.
Details of material subsidiary including the date and place of incorporation and the name and date of appointment of the statutory auditors of JLS NV are stated below:
Name |
Date of Incorporation | Place of Incorporation | Name of Statutory Auditors | Date of Appointment of Statutory Auditor |
| Jubilant Life Sciences NV | July 12, 2013 | Belgium | VRC Bedrijfsrevisoren | Since incorporation |
(vii) Remidex Pharma Private Limited (Remidex)
During FY 26, the Company acquired 100% stake in Remidex. After acquisition Remidex has become wholly owned subsidiary of the Company.
At present Remidex is in the business of manufacturing tablets, capsules and liquid orals in various therapeutic segments such as Antipyretic, Anti-diabetic, Antiviral, Analgesic, Anti-Fungal, Cardiac, Multivitamin/Multi-mineral etc.
Remidex is a pioneer in manufacturing multivitamin/ mineral premixes. These products are currently being used in health/nutritional drinks, biscuits, noodles, bread, tea, juices etc. Acquisition of 100% stake in Remidex by the Company will enable
Jubilant Ingrevia to move forward in the value chain towards Premixes in Human Nutrition Space building upon its leadership position in Vitamins (Vitamin B3 & B4).
Associate companies
(i) MISTER Veg Foods Private Limited (MVFPL)
The Company holds 37.98% of equity share capital of MVFPL. MVFPL is engaged in the development and manufacturing of plant-based meat analogues and soya chaap products (in raw, marinated and gravy formats) and mainly markets its products in India. This is a growing segment in the domestic market with potential for scale up. MVFPL offers 30+ ready-to-cook, soya-based high protein products, serving both the HoReCa industry and consumer segments, and also delivers ready meals through its restaurant brand partners King of Kulcha and Son of Swaad.
(ii) AMP Energy Green Fifteen Private Limited (AMP Energy)
The Company holds 26% of equity share capital of AMP Energy. The Company has entered into a Power Purchase Agreement (PPA) with AMP Energy to procure 100% of the output of solar energy. During the year the Company sourced the Power as per the PPA.
(iii) O2 Renewable Energy XVIII Private Limited
The Company entered into a strategic partnership with O2 Renewable Energy XVIII Private Limited, a leading renewable energy developer, for the acquisition of up to 28% equity stake to enable procurement of renewable power generated from a captive generating plant.
This partnership represents a significant milestone in the Companys transition towards sustainable energy, facilitating access to renewable power through a hybrid open-access model leveraging both solar and wind energy sources. The arrangement is expected to support the Companys growing requirement for green energy and meet a substantial portion of the power needs of its manufacturing facilities at Gajraula, Uttar Pradesh and Savli, Gujarat. The initiative underscores the Companys commitment to sustainability by enhancing the share of renewable energy in its energy mix, reducing dependence on conventional energy sources, and lowering its overall carbon footprint.
As on March 31, 2026, the Company had acquired a 26.43% equity stake in O2 Renewable Energy XVIII
Private Limited.
Further, the Company, through its wholly owned subsidiary JIL, entered into a strategic partnership with O2 Renewable Energy III Private Limited to support the renewable energy requirements of its manufacturing facility located in the Special Economic Zone (SEZ) at Bharuch, Gujarat. This initiative further strengthens the Companys clean energy portfolio and complements its existing renewable energy initiatives at Savli and Gajraula manufacturing sites.
The collaboration with O2 Power reflects the Companys continued commitment to sustainable growth and responsible business practices. Under this arrangement, approximately 50% of the Bharuch facilitys total power requirement is proposed to be sourced from renewable energy and integrated into its operations.
With the implementation of these initiatives, more than 35% of the Companys aggregate energy requirements across its manufacturing locations are expected to be met through renewable energy sources. This transition not only advances the Companys decarbonization objectives and supports the reduction of its environmental footprint, but also contributes to Indias broader clean energy agenda while creating long-term value for stakeholders.
10. STATUTORY AUDITORS
In terms of provisions of Section 139 of the Companies Act, 2013, M/s. Walker Chandiok & Co LLP, Chartered Accountants (Firm Registration No. 001076N/N500013), were re-appointed as Statutory Auditors of the Company, for a second term of 5 (five) years, till the conclusion of the 11th AGM of the Company to be held in the year 2030.
The Report given by the Statutory Auditors on the financial statements of the Company is part of this Annual Report. The said Report was issued by the Statutory Auditors with an unmodified opinion and does not contain any qualification, reservation, adverse remark or disclaimer. During the year under review, the Auditors have not reported any instances of fraud under Section 143(12) of the Companies Act, 2013 and therefore disclosure of details under Section 134(3)(ca) of the Companies Act, 2013 is not applicable.
The Audit Committee periodically assesses the independence of the Statutory Auditors, reviews the non-audit services provided/to be provided by the Statutory Auditors and evaluate the internal controls and safeguards designed to mitigate potential conflicts of interest. During the year, the Audit Committee met with the Statutory Auditors without the presence of Management.
11. COST AUDIT
In terms of Section 134 of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, the cost accounts and records are prepared and maintained by the Company pursuant to the provisions of Section 148(1) of the Companies Act, 2013.
Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit)
Rules, 2014, the Central Government has prescribed audit of cost records for certain products. Accordingly, the Company carries out cost audit of its products. The Cost Audit Report for FY 25 was filed with Ministry of Corporate Affairs. Based on the recommendations of the Audit Committee, the Board of Directors have reappointed M/s J. K. Kabra & Co., Cost Accountants, as Cost Auditors of the Company to conduct cost audit for FY 27. M/s J. K. Kabra & Co., being eligible, have consented to act as the Cost Auditors of the
Company for FY 27. They have confirmed that they are not disqualified from being appointed as the Cost Auditors of the Company and satisfy the prescribed eligibility criteria.
The Board of Directors on the recommendation of the
Audit Committee have approved the remuneration payable to Cost Auditors. In terms of Section 148 of the Companies Act, 2013 and rules made thereunder. Members are requested to consider the ratification of remuneration payable to M/s J.K. Kabra & Co., Cost Accountants for FY 27.
The Cost Audit Report issued for FY 26, does not contain any qualification, reservation, or adverse remark. During the year under review, the Cost Auditors have not reported any instances of fraud under Section 143(12) of the Companies Act, 2013 and therefore disclosure of details under Section 134(3)(ca) of the Companies Act, 2013 is not applicable.
For further details on the proposed ratification of remuneration payable to the Cost Auditors, please refer the Notice of the 7th AGM.
12. SECRETARIAL AUDIT
In terms of provisions of Section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and
Listing Regulations, the Shareholders, at their meeting held on August 29, 2025, based on the recommendation of the Board, approved the appointment of M/s. DMK Associates, Company Secretaries (Firm Registration No.: P2006DE003100), as Secretarial Auditors of the Company for a term of 5 (five) consecutive years from FY 26 to FY 30.
M/s. DMK Associates have confirmed that they are not disqualified from being appointed as the Secretarial Auditors of the Company and satisfy the prescribed eligibility criteria.
The Secretarial Audit Report and Secretarial
Compliance Report for FY 26 does not contain any qualification, reservation, or adverse remark. During the financial year, the Secretarial Auditors have not reported any instances of fraud under Section 143(12) of the Companies Act, 2013 and therefore disclosure of details under Section 134(3)(ca) of the Companies Act, 2013 is not applicable.
The Secretarial Audit Report for FY 26 is annexed to this report as Annexure-1.
13. COMPLIANCE WITH SECRETARIAL STANDARDS
The Company has complied with all the applicable provisions of Secretarial Standard on Meetings of Board of Directors (SS-1) and Secretarial Standard on General Meetings (SS-2), respectively issued by Institute of Company Secretaries of India.
14. BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Board views governance as more than a regulatory mandate; it is a fundamental enabler of long-term value creation, linking the Companys enduring legacy with its future ambitions. By consistently upholding standards that exceed statutory expectations, the Board ensures that operational excellence is underpinned by transparency, accountability, and alignment with global best practices.
As on the date of this Annual Report, the Board comprises a diverse mix of Executive and Non-Executive Directors including Independent Directors.
In the opinion of the Board, the Independent Directors of the Company are persons of high repute, integrity and possesses the relevant expertise and experience in the respective fields. They fulfil the conditions in the Companies Act, 2013, Rules made thereunder and Listing Regulations and are independent of the management.
In compliance with Section 150 of the Companies Act, 2013, read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, the details of all the Independent Directors have been registered with the databank maintained by the Indian Institute of Corporate Affairs (IICA). Further, all the Independent Directors have passed the online proficiency self-assessment test conducted by IICA except those who have been exempted by the Companies Act, 2013.
None of the Directors on the Board of the Company has been debarred or disqualified from being appointed or continuing as directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any other statutory authority.
Change in Directorate
Mr. Arjun Shanker Bhartia (DIN: 3019690) resigned as Director on the Board of the Company effective from July 31, 2025. The Board places on record its sincere appreciation for his contribution towards the success of the Company during his tenure as Director of the Company.
During FY 26, Mrs. Aashti Bhartia (DIN 02840983) was appointed as Director of the Companyeffectivefrom financial year.
August 1, 2025. Her appointment has been approved by the shareholders of the Company.
Further, the shareholders of the Company approved re-appointment of Mrs. Sudha Pillai (DIN: 02263950), Mr. Sushil Kumar Roongta (DIN: 00309302), Mr. Arun Seth (DIN: 00204434), Mr. Pradeep Banerjee (DIN: 02985965), Mr. Siraj Azmat Chaudhry (DIN: 00161853) and Mrs. Ameeta Chatterjee (DIN: 3010772), as Non-Executive Independent Directors of the Company for second term of 5 (five) consecutive years in terms of applicable provisions of the Listing Regulations, Sections 149, 150 and 152, Schedule IV and other applicable provisions, if any, of the Companies Act, 2013 read with the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory amendment(s) or modification(s) thereto or enactment(s) or re-enactment(s) thereof for the time being in force).
Retirement by rotation and subsequent re-appointment
In accordance with the provisions of Section 152 of the Companies Act, 2013 read with the Rules made thereunder and the Articles of Association of the
Company, Mr. Shyam S Bhartia (DIN: 00010484) and
Mr. Priyavrat Bhartia (DIN: 00020603), are liable to retire by rotation at the ensuing AGM and being eligible have offered their candidature for re-appointment. At meeting held on May 26, 2026, based on the recommendation of the Nomination and Remuneration Committee, the Board approved the re-appointments, subject to approval of the Shareholders at the ensuing AGM.
Brief resume, nature of expertise, disclosure of relationship between Directors inter-se, details of directorships and committee membership held in other companies of the Directors proposed to be appointed/ re-appointed, along with their shareholding in the Company, as stipulated under Secretarial Standard 2 and Regulation 36 of the Listing Regulations, is appended as an Annexure to the Notice of the 7th AGM.
Key M Personnel anagerial
In terms of Section 203 of the Companies Act, 2013, the Key Managerial Personnel of the Company as on March 31, 2026 comprised Mr. Deepak Jain, CEO & Managing Director (DIN: 10255429), Mr. Vijay Kumar Srivastava, Chief Operations Officer & Whole-Director (DIN: 07381359), Mr. Varun Gupta, President & Chief Financial Officer (DIN: 10774805), and Mrs. Deepanjali Gulati, Company Secretary & Compliance Officer(FCS-5304).
Change in Key Managerial Personnel during the financial year
There was no change in Key Managerial Personnel duringthe
15. MEETINGS OF THE BOARD
During the financial year, 4 (four) meetings of the Board of Directors of the Company were held.
For details of these Board meetings, please refer to the section on Corporate Governance of this
Annual Report.
16. COMPOSITION OF AUDIT COMMITTEE
The Board has constituted an Audit Committee in compliance with the provisions of the Companies Act,
2013 and the Listing Regulations, which discharges the roles and responsibilities prescribed thereunder.
During the financial year, all recommendations made by the Audit Committee were duly accepted by the Board, and there were no instances of any such recommendations not being accepted.
In accordance with the circular dated January 7, 2026 issued by the National Financial Reporting Authority, the Board upon the recommendation of the Audit Committee and in consultation with the Statutory Auditors, approved the framework to ensure effective two-way communication between Those Charged with Governance and the Statutory Auditors.
Details regarding the composition of the Audit Committee, its terms of reference, and attendance of members at its meetings are provided in the Corporate Governance Report forming part of this Report.
17. DECLARATION FROM INDEPENDENT DIRECTORS
The Company has received the following declarations from all the Independent Directors, inter alia, confirming that:
(i) they meet the criteria of independence as prescribed under the provisions of the Companies
Act, 2013, read with the Rules made thereunder, and the Listing Regulations. There has been no change in the circumstances affecting their status as Independent Directors of the Company;
(ii) they have complied with the Code for Independent Directors prescribed under Schedule IV to the Companies Act, 2013; and
(iii) they have registered themselves with the Independent Directors Database maintained by the Indian Institute of Corporate Affairs.
The Independent Directors have confirmed that they are not aware of any circumstances or situations, existing or reasonably anticipated, that could impair or affect their ability to discharge their duties with objective and independent judgment, free from any external influence.
The Board has taken on record the declarations and confirmations submitted by the Independent Directors after undertaking due assessment of their veracity. In the opinion of the Board, all Independent Directors possess the requisite qualifications, experience, expertise and demonstrate high standards of integrity necessary to discharge their responsibilities with objective independent judgment and without external influence.
The list of key skills, expertise and core competencies of the Board, including those of the Independent Directors, forms part of the Corporate Governance Report of this Annual Report.
18. APPOINTMENT AND REMUNERATION POLICY
The Company has formulated and implemented an Appointment and Remuneration Policy in accordance with the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 read with Part D of Schedule II to the Listing Regulations. The salient features of the Policy, along with other requisite disclosures, are set out in the Corporate Governance Report forming part of this Report.
19. ANNUAL PERFORMANCE EVALUATION OF THE BOARD
The details of annual performance evaluation of the
Board, its committees and of individual Directors form part of the Corporate Governance Report attached to this Report.
20. DIRECTORS RESPONSIBILITY STATEMENT
Your Directors, based on the representation received from the management, confirm that:
(i) in the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures;
(ii) 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 as on March 31, 2026 and of the profits of the Company for the financial year ended March 31, 2026;
(iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the
Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;
(iv) the Directors have prepared the annual accounts on a going concern basis;
(v) the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively.
Based on the framework of internal financial controls including the Controls Manager for financial reporting and compliance systems established and maintained by the Company, work performed by the Internal, Statutory and Secretarial Auditors and the reviews performed by the management and the relevant Board committees, including the Audit Committee, the Board is of the opinion that the Companys internal financial controls were adequate and effective during FY 26; and
(vi) the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
21. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The particulars relating to conservation of energy, technology absorption, and foreign exchange earnings and outgo, as required under Section 134 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014, are provided in Annexure-2 and forms an integral part of this Report.
22. INFORMATION REGARDING EMPLOYEES, AND RELATED DISCLOSURES
Disclosures with respect to the remuneration of
Directors and employees as required under Section 197(12) of the Companies Act, 2013 and Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (Rules) have been appended as an Annexure-3 and forms an integral part of this Report.
The statement containing particulars of employee remuneration as required under provisions of Section
197(12) of the Companies Act, 2013 and Rule 5(2) and 5(3) of the Rules, forms part of this Report. In terms of Section 136(1) of the Companies Act, 2013, the Annual Report is being sent to the Shareholders, excluding the aforesaid statement. The statement is available for inspection by the shareholders at the Registered Office of the Company during working hours of the Company (i.e., from Monday to Friday between 11:00 am to 5:00 pm). Any shareholder interested in obtaining a copy of the said annexure may write to the Company Secretary of the Company or send an email at the following email address: investors.ingrevia@jubl.com.
23. RISK MANAGEMENT AND INTERNAL CONTROL SYSTEMS
Risk-taking is an inherent trait of any enterprise. However, if risks are not properly managed and controlled, they can affect the Companys ability to attain its objectives. The Board of Directors constituted a Risk Management Committee (RMC) to formulate a detailed risk management policy and oversee risk management processes & systems. The Risk Management Committee acts as a governing body to monitor the effectiveness of the risk management framework.
The Board, Audit Committee, Risk Management Committee and Senior Management play a critical role in fostering a strong risk culture of the Company by identifying the risks impacting the Companys business and documenting the process of identification, evaluation, prioritisation, mitigation, monitoring and communication of risk as a part of the risk management policy. The Companys commitment to sound governance extends beyond policy.
The Company has established a foundation of well-defined and communicated corporate values. Clear lines of accountability, appropriate delegation of authority, and a comprehensive set of processes and guidelines ensure transparency and responsible decision-making across the organization. The Companys growth strategy thrives on calculated risk-taking and to ensure long-term success, the Company prioritize the implementation of robust risk management practices and comprehensive internal financial controls. These frameworks serve as the foundation for Companys operations, guiding decision-making and safeguarding the ability to achieve established strategic objectives.
There exists a well-designed risk management framework and the same is reviewed by the Board on a periodic basis. Some of the key risks identified in various businesses of the Company are specified below:
i) Environment, Health and Safety (EHS) risk
ii) Geo-Economic, Geo-Political & Macroeconomic Instability risk (Emerging Risk)
iii) Margin pressure due to increased competition risk iv) Delay in growth projects / capex risk v) Inadequate Research & Development risk
vi) Human resource risk : Acquiring and retaining skilled talent
vii) Regulatory & compliance risk viii) Cyber threats risk ix) ESG & Sustainability risk x) Individual & Group activism risk xi) Lag in Digitalisation (Emerging Risk)
The Company promotes strong ethical values and high levels of integrity in all its activities, which in itself is a significant risk mitigator. With the growth strategy in place, risk management holds the key to the success of the Companys continued competitive advantage and achieving the Companys desired business objectives
Implementation of Internal Financial Controls
The Companys internal control systems are effective and robust, ensuring that there is efficient use and protection of resources and compliance with policies, procedures, financial reporting and statutory requirements. There are well- documented guidelines, procedures and processes, integral to the overall governance, laws and regulations.
To compete globally, stringent Corporate Governance financial control over operations is essential for the and
Company. To ensure a robust Internal Financial Controls framework, the Company has worked on three lines of defence strategy which is as under:
(i) Build internal controls into operating processes - To this end, the Company has ensured that detailed Delegation of Authority and Standard Operating Procedures (SOPs) for the processes are followed, financial decision making is done through Committees, IT controls are built into the processes, segregation of duties is done, strong budgetary control framework exists, the entity level controls including Code of Conduct and Ombudsperson Office, etc. are established. For better governance, these operational controls have been implemented through Enterprise Resource
Planning (ERP) and other IT applications.
(ii) Create an efficient review mechanism The
Company has created a review mechanism under which all the businesses are reviewed for performance once in a month and functions are reviewed on a monthly/quarterly basis by the CEO & Managing Director. Additionally, a robust quarterly controls self-assessment (CSA) process is in place. The Company has its own "I-Assurance" Software for this process. This tool empowers process owners to conduct self-assessments against the Risk and Control Matrices (RACM) on a quarterly basis. The CSA process plays a crucial role in enabling the Company to continuously monitor and enhance the adequacy and effectiveness of our internal control environment.
Further, statutory compliances are monitored through online tool Conformity. Amendments or new statutory requirements are also updated on a regular basis in the tool for effective tracking and adherence. This reinforces the Companys commitment to adopt best corporate governance practices.
(iii) Independent assurance The Company has appointed a Big Four firm as Internal Auditors to perform systematic independent audit of every aspect of the business to provide independent assurance on the effectiveness of the internal controls and highlight the gaps for continuous improvement. The Audit Committee reviews observations reported by Internal Auditors and implementation status of audit recommendations
& improvements.
Additionally, the Statutory Auditors audited financial statements of the Company included in this Annual
Report and have issued an Independent report on the Companys internal control over financial reporting (as defined in Section 143 of the Companies Act, 2013). The Audit Committee acts as a governing body to monitor the effectiveness of the Internal Financial Controls framework.
To improve the controls in operations, the Company has established, for each line of business, the concept of financial decision making through operational committees. The entire purchase, credit control and capital expenditure decisions are taken jointly in committees.
A detailed note on Internal Control Systems and Risk Management is given under Management Discussion and Analysis Report.
24. CERTIFICATIONS
Responsible Care & Integrated Management System
» The Company demonstrates its commitment towards Environment, Health, Safety and Security of its Employees, Work places, Surroundings including Communities by implementing Responsible Care RC 14001:2023 under American Chemistry Councils (ACC) Responsible CareR program. The Company is certified by DNV for RC 14001:2023 (Responsible CareR14001:2023) system at its Corporate Office in Noida and Manufacturing sites in Gajraula, Uttar Pradesh, Bharuch in Gujarat and Nira in Maharashtra.
» The Companys Corporate Office in Noida and Manufacturing facilities; Gajraula in Uttar Pradesh, Bharuch in Gujarat, Savli in Gujarat, Nira in Maharashtra, & Ambernath in Maharashtra have been awarded for Responsible Care Logo (RC Logo) by Indian Chemical Council (ICC).
» Responsible Care initiative encompasses comprehensive environmental management system, occupational health and safety, product safety & stewardship, security, community outreach and transportation safety and aims at achieving and sustaining high standards of performance.
» Our manufacturing facilities; Gajraula in Uttar Pradesh, Bharuch and Savli at Gujarat and Nira in Maharashtra are certified under Integrated Management System programme for ISO 9001:2015 (Quality Management System), ISO 14001:2015 (Environmental Management System) and ISO 45001:2018 (Occupational Health and Safety Management System).
» The Corporate Office in Noida and Branch offices Mumbai and Hyderabad are certified for Quality Management System ISO 9001:2015.
» The Corporate Office in Noida is certified for Information Security Management System ISO/ IEC 27001:2022
? Gajraula manufacturing facility has been certified for the American Chemistry Council Technical
Specification standard RC 14001:2023, Energy Management System (ISO 50001:2018), Food Safety System Certification Standard (FSSC 22000 Version 6), and the Certification Scheme for Food Safety Management System (ISO 22000:2018) for FSSAI products. Companys quality control laboratory has been accredited by National Accreditation Board for Testing and Calibration Laboratories (NABL) for chemical testing in accordance with the ISO/IEC 17025:2017. This manufacturing facility has Kosher and Halal certifications for several products.
? Bharuch manufacturing facility has been certified for the American Chemistry Council Technical Specification standard RC 14001:2023 and Energy Management System (ISO 50001:2018). Existing Niacinamide manufacturing facility and new Niacinamide/ Niacin- Cosmetic/Food Facility has been certified for WHO GMP, Food Safety Management System Certification Standard (FSSC 22000 Version 6) for the manufacturing and sale of Niacinamide for food application. The manufacturing site has also got GMP certification by SGS, GMP compliance with FAMI-QS code (version 6) for the production of relevant food/ feed ingredients and other ingredients. The sites quality control laboratory has been accredited by the National Accreditation Board for Testing and Calibration Laboratories (NABL) for chemical testing in accordance with the ISO/IEC 17025:2017. The facility is certified by Kosher, Halal- India, Halal-Indonesia, and FSSAI. The Manufacturing facility for Niacinamide is registered with US- FFR (Food facility registration) and audited /approved by the USFDA.
? Nira manufacturing facility has been certified for American Chemistry Council Technical Specification standard RC 14001:2023. This facility has been certified for Food Safety System Certification Standard (FSSC 22000 Version 6) and Certification Scheme for Food Safety Management System (ISO 22000:2018) for relevant food applications. This facility is certified by Kosher, Halal India, and FSSAI.
? Savli manufacturing facility has been certified for Feed Safety Management System including GMP in compliance with FAMI- QS code (version 6) to produce specialty feed ingredients.
? Ambernath manufacturing facility is ISO 9001:2015 certified for Quality Management Systems.
25. HUMAN RESOURCES
At Jubilant Ingrevia, people remain central to driving performance and long-term growth, supported by a strong culture of empowerment, accountability and continuous learning. The Company received external recognition, including Great Place to Work certification (second consecutive year) and ranking among the Top 50 Manufacturing Workplaces in India.
The organisation continues to foster a culture of care, with a strong focus on safety, well-being and inclusion. Initiatives such as WINGS, Ascend and Empow(H)er have supported improved gender diversity and leadership development, alongside structured wellness programmes.
Talent development remains a priority through strengthened performance management, succession planning and capability-building initiatives, supported by a digital-first learning ecosystem and focus on AI and future skills.
Employee engagement is driven through structured interactions, listening mechanisms and a robust rewards framework. The Company also reinforces its commitment to community and ESG through active employee participation in Corporate Social Responsibility and progress towards sustainability goals. Looking ahead, digitalisation and continued investments in people, leadership and capability building will support the Companys journey towards creating a future-ready, inclusive and high-performing organisation aligned with its PINNACLE 3-4-5 vision.
26. VIGIL MECHANISM
The Company has established a robust vigil mechanism for Directors and employees to report genuine concerns, as approved by the Board on the recommendation of the Audit Committee.
The Whistle Blower Policy of the Company has been duly formulated and is available on the Companys website at: https://jubilantingrevia.com/whistle-blower-policy
The Policy ensures adequate safeguards against victimisation of individuals who avail of the mechanism and provides for direct access to the Chairperson of the Audit Committee. It is hereby confirmed that no personnel of the Company have been denied access to the Audit Committee.
27. CORPORATE SOCIAL RESPONSIBILITY
(CSR)
Pursuant to the provisions of Section 135 of the Companies Act, 2013 read with Schedule VII thereto, the Company continues to undertake CSR initiatives aligned with its corporate philosophy and the United Nations Sustainable Development Goals (SDGs). The CSR Policy of the Company is available on its website.
The CSR activities of the Company are implemented through Jubilant Bhartia Foundation ("JBF"), the not-for-profit arm of the Jubilant Bhartia Group. Established in 2007, JBF undertakes structured CSR programmes through a Public Private People Partnership (4P) approach, with a focus on sustainable community development in areas surrounding the Companys manufacturing locations. During FY 26, the Companys CSR interventions were primarily focused on healthcare, education, livelihoods, women empowerment, agriculture, and social entrepreneurship, benefiting communities in the vicinity of its manufacturing units.
Key CSR initiatives undertaken during the year include:
Arogya Affordable & Preventive Healthcare:
Provision of basic and preventive healthcare services through mobile medical dispensaries in villages surrounding the Companys plants at Gajraula, Nira, Savli, and Bharuch, reaching approximately 4.3 lakh beneficiaries.
Muskaan Strengthening Rural Education:
Implemented across 100+ rural government schools, benefiting over 40,000 students and teachers. The initiative includes school digitisation and "Khushiyon Ki Pathshala", which promotes experiential and play-based learning methodologies.
Nayee Disha Sustainable Livelihoods & Women Empowerment: Focused on skill development, self-employment, and income enhancement through initiatives such as Skill Development Centres, Didi Ki Dukaan, JubiFarm, and the Samriddhi Women Entrepreneurship Initiative, including neem-based enterprises in Gujarat.
Bharat Impact Social Entrepreneurship: Facilitated incubation of 36 social entrepreneurs through the Jubilant Bhartia Centre for Social Entrepreneurship, with emphasis on incubation, education, and research to scale high-impact and sustainable solutions.
Annual Report on CSR for FY26 is attached as
Annexure-4.
28. POLICY ON PREVENTION OF SEXUAL HARASSMENT (POSH) AT WORKPLACE
The Company is committed to providing a safe, secure, and inclusive work environment that fosters dignity, respect, and equal opportunity for all employees. The Company has in place a comprehensive Policy on Prevention of Sexual Harassment (POSH) at Workplace, which is in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules made thereunder.
An Internal Committee has been constituted to redress complaints relating to sexual harassment and to ensure effective implementation of the Policy. The Company promotes awareness on the subject through regular induction and refresher programmes, sensitization initiatives, and training sessions for employees across its offices and manufacturing locations.
During the financial year under review, the Company received 2 (two) complaint(s) pertaining to sexual harassment, all were resolved/disposed of, and no complaint(s) remained pending as on March 31, 2026. The Company affirms that no case was pending for more than ninety days and that it continues to uphold a workplace culture founded on mutual respect, professionalism, and zero tolerance towards any form of sexual harassment. The Company affirms that the Annual Report, as required under the POSH Act, has been duly filed.
Further, the requisite disclosure in relation to the Sexual Harassment of Women at Workplace is provided in the
Corporate Governance Report, forming part of this Annual Report.
29. Extracts of Annual Return
Pursuant to the provisions of Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return for FY 26 has been uploaded on the Companys website and is accessible at the following link: https://jubilantingrevia.com/investors/financials/ quarterly-results
30. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
The details of loans, guarantees, securities and investments, together with the purposes for which the loans, guarantees or securities are proposed to be utilised by the recipients, have been disclosed in Notes 5 and 6 to the standalone financial statements.
31 CREDIT RATING
The Companys strong credit ratings, as assigned by reputed rating agencies, reflect its financial discipline and prudent management practices. Detailed information on the credit ratings is provided in the
Corporate Governance Report, forming part of this Annual Report.
32. PARTICULARS OF CONTR ACTS OR
ARRANGEMENTS WITH THE RELATED PARTIES
The Company has an established and well-governed framework for the approval and monitoring of Related Party Transactions (RPTs). In accordance with the Companies Act, 2013 and the Listing Regulations, the Board has adopted a comprehensive Policy on Materiality of Related Party Transactions and dealing with Related Party Transactions (RPT Policy), which sets out the principles, approval matrix and disclosure requirements applicable to all RPTs. The Policy is available on the Companys website at https:// jubilantingrevia.com/policy-on-rpt. As part of the annual planning cycle and prior to the commencement of each FY, the particulars of all proposed RPTs, including projected values, pricing methodology, commercial terms and other key parameters, are placed before the Audit Committee for its review and approval. Directors having any interest in a transaction abstain from participation in the discussions on that item. During FY 26, any new RPTs or modifications to the limits or terms of previously approved RPTs were similarly placed before the Audit Committee for prior approval. In addition, the Audit Committee undertakes a quarterly review of all RPTs. All RPTs are also subjected to an independent review by a reputed Chartered accountant firm to verify compliance with the provisions of the Companies Act, 2013 and the Listing Regulations, and to validate adherence to the arms length principle. All RPTs entered into during the year were in the ordinary course of business and on an arms length basis. The Company did not enter into any Material RPTs during the year. Accordingly, the disclosure of details under Section 134(3)(h) of the Companies Act, 2013 in Form AOC-2 is not applicable.
The attention of the Members is drawn to Note No. 37 of the standalone financial statements, which sets out the related party disclosures.
33. OTHER DISCLOSURES
During the year under review:
(i) no material change or commitment has occurred after the close of FY 26 till the date of this Report, which affects the financial position of the Company. (ii) no significant and material orders were passed by the regulators or courts or tribunals impacting the going concern status of the Company and or its operations in future.
(iii) Neither the Managing Director nor the Whole-time Director(s) of the Company received any remuneration or commission from any of its subsidiaries.
(iv) no proceedings are made or pending under the Insolvency and Bankruptcy Code, 2016 and there is no instance of one-time settlement with any Bank or Financial Institution.
(v) the requirement to disclose the details of the difference between the amount of the valuation done at the time of one-time settlement and the valuation done while taking a loan from the Banks or Financial Institutions along with the reasons thereof, is not applicable.
(vi) no shares with differential voting rights, sweat equity shares or bonus shares have been issued. The Company has only one class of equity shares with face value of Rs. 1 each, ranking pari-passu.
(vii) the Company has not accepted any deposits from the public during the year. The Company had no outstanding, overdue, unpaid or unclaimed deposits at the beginning and end of FY 26. (viii) the Company has been compliant with the provisions relating to the Maternity Benefit Act 1961.
34. CORPORATE GOVERNANCE
Conducting business with integrity and upholding the highest standards of governance have always been integral to the Companys corporate philosophy. As a responsible corporate citizen, the Company remains committed to maintaining exemplary standards of Corporate Governance and adhering to best practices prevalent globally.
A detailed Report on Corporate Governance is annexed herewith as Annexure-5 and forms an integral part of this Report. A certificate from a Practicing Company Secretary, confirming compliance with the conditions of Corporate Governance as stipulated under Clause E of Schedule V to the Listing Regulations, is annexed to the said Report.
35. MANAGEMENT DISCUSSION AND ANALYSIS REPORT
In compliance with the Listing Regulations, the Management Discussion and Analysis Report, containing a detailed review of the Companys operational and financial performance, is presented separately and forms an integral part of this Report.
36. APPRECIATION AND ACKNOWLEDGEMENTS
The Directors place on record their sincere appreciation for the dedication, commitment, and hard work of all employees, whose continued efforts have significantly contributed to the Companys performance and growth.
The Directors also express their gratitude to the Government and regulatory authorities for their valued cooperation and support. They acknowledge with appreciation the trust and confidence reposed in the Company by its shareholders, financial institutions, banks and other lenders, customers, vendors, business associates, and other stakeholders, and look forward to their continued support.
The Directors further acknowledge with gratitude the continued trust and confidence reposed in the Company by its Shareholders, Government and Regulatory Authorities, and the Stock Exchanges, and value their ongoing support.
For and on behalf of the Board
Shyam S. Bhartia
Chairman
(DIN: 00010484)
Hari S. Bhartia
(DIN: 00010499)
Co-Chairman & Whole Time Director
Place: Noida
Date: May 26, 2026
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