iifl-logo

Kiri Industries Ltd Management Discussions

Add as a Preferred Source on Google
₹544.4
(0.03%)
Oct 12, 2026|01:54:57 PM

Kiri Industries Ltd Share Price Management Discussions

Economic Overview

Global Economy

The global economy in 2025 was in a flux, shaped by prolonged geopolitical tensions, supply chain disruptions, energy price surges, and increasingly protectionist trade policies. Despite these challenges, global growth demonstrated resilience, supported by factors such as stockpiling of traded goods, supportive financial conditions, and increased investments in artificial intelligence (AI). Across regions, the overall growth remained decidedly uneven, reflecting the lagged effects of monetary tightening, shifting trade dynamics, and changing fiscal priorities. Emerging trade barriers and evolving global dynamics contributed to increased fragmentation and supply chain realignment, resulting in a more restrained global economic outlook.

According to the International Monetary Fund (IMF), the global GDP moderated from 3.3% in 2024 to 3.2% in 2025, with a further deceleration to 3.1% projected for 2026. The OECD attributed this slowdown to the compounding effects of the Middle East conflict which triggered energy price surge and commodity market disruption. Higher costs and lower demand due to persistent uncertainties offset the gains from technology-related investments and lower effective tariff rates. While the front-loading of merchandise trade ahead of anticipated tariff increases provided a temporary boost to economic activity in the first half of 2025, the effect is unwinding and labour markets are softening.

Globally, inflation continued its gradual descent, from an estimated 4.1% in 2025 and further to 3.8% in 2026. While much of the world experienced subdued price pressures, the United States remained a notable exception, with inflation persisting above target and risks tilted to the upside.

Even amidst protectionist policies and global unrest, trade exceeded expectations. In 2025, the World Trade Organisation (WTO) reported a trade growth volume of 4.6% as opposed to the forecast of 2.4%. A surging demand for AI-related goods, fuelled by a global investment boom in the sector offset the drag from higher tariffs and elevated trade policy uncertainty. Similarly, services trade held firm, growing 5.3% over the same period. US bilateral tariff rates declined from their 2025 peaks with significant reductions extended to several emerging-market economies, including Brazil, China, and India. Nonetheless,

the overall US effective tariff rate remains well above levels prevailing prior to 2025, sustaining an environment of elevated trade costs and persistent policy uncertainty.

The outlook for 2026 is considerably more subdued. The WTO projects merchandise trade volume growth to decelerate sharply to 1.9% in 2026 before partially recovering to 2.6% in 2027, while services trade is forecast to ease more modestly from 5.3% to 4.8% in 2026, recovering to 5.1% in 2027. The primary downside risk is the ongoing Middle East conflict. Sustained energy price pressures could shave 0.5 percentage points off merchandise trade growth in 2026. Threats to international transport and travel could subtract as much as 0.7 percentage points from services trade. AI-related goods contributed nearly half of merchandise trade growth in 2025 and remain a significant wildcard. Sustained momentum could potentially add 0.5 percentage points to 2026 merchandise trade growth. Overall, risks remain tilted to the downside.

Geopolitics remains among the dominant forces shaping global economic conditions. The ripple effects of the escalating conflict in the Middle East have been felt across international trade. A blockade on cargo vessels passing through the Strait of Hormuz. This disrupted the supply of energy and key commodities, generating volatility across financial markets. Despite this, financial conditions, while somewhat tighter, remained mildly accommodative in both advanced and emerging-market economies.

World merchandise trade volume growth, 2019-2027

Index, 2019=100 and annual % change

Sources:

https://www.imf.Org/-/media/files/publications/weo/2025/october/english/text.pdf

https://www.oecd.org/content/dam/oecd/en/publications/reports/2026/03/oecd-economic-outlook-interim-

report-march-2026_254a8d56/d4623013-en.pdf

https://www.wto.org/english/res_e/booksp_e/gtos0326_e.pdf

Indian Economy

Even amidst global uncertainties, Indias economy held up well in Financial Year 2025-26, reinforcing its position among the fastest-growing major economies. Although India was not immune to external shocks and acute effects from lowering global demand, rising trade frictions and Western policy overhauls, its focus on domestic demand and trade reforms cushioned the economy and laid the foundation for its future growth.

Indias growth story is anchored firmly in robust macroeconomic fundamentals. According to the Ministry of Statistics and Programme Implementation (MOSPI), Real GDP is provisionally estimated to grow by 7.4% in FY2025-26 against the growth rate of 6.5% in FY2024-25, remaining among the highest growth rates for major economies worldwide. Low inflation levels, tax and GST relief that lifted disposable incomes, and favourable climatic conditions powered domestic demand resilience despite headwinds such as higher US tariffs and global policy shifts.

India recorded one of the sharpest declines in headline inflation in 2025. As per the IMF, India recorded a headline inflation of 4.6% in calendar year 2024, which cooled to 2.8% in calender year 2025. This decline was driven primarily by easing food prices

due to boosted supply. In contrast, core inflation remained relatively stable, rising modestly from 3.8% in 2024 to 4.62% in 2025. 2026 may see a resurgence with inflation trending towards 4.7% as demand picks up. Nevertheless, figures remain within RBIs target range of 2% to 6%, reflecting a stable and accommodative monetary environment. On the other hand, declining foreign investments due to RBIs policy easing has contributed significantly to currency depreciation, with the Rs. 90 per dollar mark crossed in 2025. Persistent outflows may keep the rupee weaker in the near term; however, strong retail participation has helped stabilize market valuations.

Fiscal Policy in FY2025-26 focused on domestic demand stimulation. The Union Budget 20252026 announced direct tax-exemptions for the middle-income class, aiming to revive discretionary expenditures. In response to tariffs applied by the United States on select Indian goods, the government offset low export demand by rationalising domestic demand to aid informal sector recovery, strengthen tax compliance and increase consumer spending. These measures contributed to high public expenditure capital, which was 3.4% of the national GDP in the first half of FY2025-26. Domestic

demand was a key growth pillar, particularly in the infrastructure sector and green-transition projects such as renewable energy investments. The fiscal deficit was contained at 4.8% of the GDP in FY2024- 25 and targeted at 4.4% in FY2025-26, fulfilling the goal of reducing Union fiscal deficit by more than half of the pandemic peaks of 9.2% in FY2020-21.

Indias export landscape has remained stable amidst a challenging and volatile geopolitical environment. Total exports grew by about 5.5%, attributed to strong market diversification and resilience across key export sectors. In particular, there was a marked increase in merchandise exports due to the demand for engineering goods, electronics and pharmaceuticals. However, there may be a lag in the effects of tariffs, which could be revealed fully in the coming year.

As India transitions into 2026, the focus remains on navigating a more complex matrix of global and domestic risks. On the global front, three pressure points warrant close monitoring. The US tariff policies and the recurring delays in resolving the India-US trade deal continue to weigh on exporter sentiment and goods trade momentum. Chinas recovery and dominance in critical minerals, India exports for processing, is complicated by a tenuous relationship between the two countries. Geopolitical tensions risk disrupting commodity prices and key logistics corridors including the Strait of Hormuz and Red Sea route.

The domestic risks are equally consequential. These include poor transmission of policy rate cuts to credit growth, increasing inflation as a result of consumption, and the possible implications of lower tax revenues for fiscal consolidation. Nevertheless, strong domestic fundamentals, supported by robust consumption, a credible fiscal consolidation path and a self-reinforcing domestic economy, position India to sustain its trajectory as the worlds fastest- growing major economy.

Industry Overview

Global Chemical Industry

Much like the larger global economy, the global chemical economy in 2025 navigated an uncertain and volatile landscape characterised by weakened economic growth, geopolitical and trade tensions, and policy shifts which remain fragmented across geographies. With reduced demand and intensifying competition, the chemical industry continued to lag behind the broader market. This was attributed to sluggish demand, supply chain disruption and an indicator of a larger structural transformation within the industry.

According to BASF, the global chemical industry (excluding pharmaceuticals) is expected to grow by 1.8% in 2026 against a growth of 3.6% in 2025. Production will follow a similar pattern as 2025, declining in mature economies while slowing in emerging markets. Higher gas prices in Europe and lower ethane prices in the United States could influence investment decisions unevenly.

Going ahead, the chemicals industry may navigate various challenges. As per July 2026s World Economic Outlook, Deloitte predicts a persistent overcapacity in polyethylene, polypropylene, and other olefins and aromatics. Current geopolitical conflicts could lead to the disrupted supply of energy, raw materials and intermediates, with rerouting from the Red Sea adding 8 to 12 days to Gulf Asia voyages. U.S. tariff shifts may leave the sector highly sensitive; the United States is both an importer and exporter of chemical products. Countermeasures by stakeholders, along with potentially higher inflation rates caused by international tensions, may affect volumes, prices and trading dynamics.

Nevertheless, the global chemical industry foresees many opportunities. As per Deloitte, chemicals demonstrate a softer demand in automotive, construction, and consumer goods; however, they make up to 9-14% of the bill of materials for electronic devices and semiconductor growth could boost demand for specific products. Speciality chemicals are displaying higher margins for their customised products and are able to avoid the extremely competitive commodity chemicals markets.

Themes of sustainability and innovation continue to shape the outlook for the industry. In 2025, regulatory frameworks such as the EUs Green Deal, reflected intensified efforts towards sourcing recyclable raw materials and developing products with a lower

carbon footprint. Looking ahead, sustainability is expected to be an important driver of capital investment as demand for chemical building blocks over the next three decades. As climactic concerns take the forefront, market opportunities include higher investments in feedstocks that make plastics easier to recycle, insulation materials, coolants and battery materials due to increased electromobility, and resource-conserving technologies.

Sources:

https://report.basf.com/2025/en/combined-managements-

report/forecast/economic-environment.html

https://www.deloitte.com/us/en/insights/industry/ chemicals-and-specialty-materials/chemical-industry- outlook.html

https://www.basf.com/global/en/investors/basf-at-a-glance/

outlook

Indian Chemical Industry

The Indian chemical sector remained a vital component of the countrys manufacturing ecosystem, providing key raw materials to critical industries such as agriculture, pharmaceuticals, textiles, automotive, and construction. It makes up about 7% of the national GDP, with the country ranking third in Asia and sixth globally among chemical producers. As per Niti Aayog, the domestic chemical market was valued at US $220 billion as of 2023. It is expected to grow to around US$400 billion by 2030, and an impressive US$1 trillion by 2040, highlighting robust growth potential in the years to come.

Indias chemicals faced significant challenges in 2025. Amid global volatility in this industry value creation declined, with base chemicals taking the brunt as compared to specialty chemicals. Subdued export markets and global overcapacity kept its participation in the global chemicals value chains limited. Insufficient feedstock, logistical inefficiencies and skill efficiencies impacted cost competitiveness.

To address these challenges, the Government of India has undertaken initiatives such as "Make in India", "Aatmanirbhar Bharat" and the Production- Linked Incentive (PLI) Scheme to boost domestic manufacturing and attract investments. The Union Budget 2026 has introduced several initiatives that direct and indirect support to the chemical industry:

• Establishing three dedicated Chemical Parks to support domestic chemical production and reduce dependency on international trade.

• Allocating INR 10,000 crores on Biopharma SHAKTI to establish India as a global biopharma manufacturing hub, translating into a positive impact for the specialty chemicals segment.

• Increased outlay of ^40,000 crore for the Electronics Components Manufacturing Scheme is expected to drive downstream demand for specialty chemicals used in electronics fabrication.

• Launching India Semiconductor Mission 2.0, to domestically produce materials and equipment, which creates significant growth opportunities for specialty chemical manufacturers.

• Creation of Mega Textile Parks, wherein production of technical textiles is expected to generate increased demand for textile chemicals and functional chemical inputs.

• Allocation of ^10,000 crore to build a globally competitive container industry opens new avenues for chemical coatings and material science applications.

• Infrastructure and technology upgradation of 200 existing clusters is expected to improve cost efficiency and competitiveness across chemical manufacturing hubs.

• Cargo initiatives include a dedicated Freight Corridor (Dakuni-Surat) improves connectivity for chemical cargo movement across key industrial belts and 20 New National Waterways, reducing logistics costs and transit times for bulk chemical shipments.

Together, these initiatives reinforce Indias strategic intent to position its chemical industry as a global hub for manufacturing and innovation in the coming decades.

Global Dyes Industry

The global dyes industry continued to evolve in 2025, driven by growing demand from key end-use sectors, including textiles, leather, paper, paints and coatings, and plastics. As per Fortune Business Insights, the market was valued at USD 46.84 billion in 2025. It is projected to grow to USD 49.13 billion in 2026, reaching USD 73.67 billion by 2034 and is fuelled by a rising middle-class population.

In 2025, Asia Pacific region contributed the largest market share of 42.20% in this sector. An increase in demand was a result of economic development and the vast textile and plastic production capacity in China, India, Bangladesh and Vietnam. The U.S. market, driven by textile industry growth, also saw significant growth and is projected to have an estimated value of USD 11.12 billion by 2034. In Europe, the leather industry boosted demand for dyes in the automotive, footwear, and furniture sectors. In Latin America, demand was driven by growing apparel and chemical sectors, especially in Brazil.

The global dye industry navigated a critical structural transition as a result of regulatory headwinds and volatile raw material prices. Stringent environmental mandates in Europe and North America and rising consumer demand for ethically produced goods made sustainability a key market driver. In response, major players intensified R&D to develop low- VOC, waterless dyeing technologies and bio-based pigments. By pivoting toward eco-friendly and

biodegradable solutions, the industry continued ensuring long-term viability in an increasingly carbon-conscious global market.

Several converging trends are expected to sustain the global dyes industry through 2026. The rapid expansion of e-commerce has intensified demand for printing inks. In the paints and coatings segment, higher per capita incomes and rising vehicle ownership in developing economies is expected to be a primary demand catalyst. Reactive dyes dominate within the dyes segment, holding an expected share of 66.68% in 2026. This is driven by their versatility across wool and nylon applications, and the broader consumer shift toward sustainable textile solutions. The vat dyes sub-segment is expected to register rapid expansion owing to its extensive application in cellulose fibre processing.

Source:

https://www.fortunebusinessinsights.com/dyes-

pigments-market-102333

Indian Dyes Industry

The Indian dyes and pigments industry remains a key segment of the nations chemical sector, valued at USD 1.3 billion in 2025. The market is projected to reach USD 1.8 billion by 2034 with a CAGR of 3.13%, propelled by robust domestic demand across the construction, plastics, and packaging segments. On the international front, India accounts for approximately 16-18% of global production, with export footprints across Asia, Europe and Latin America. This growth trajectory is further reinforced by supportive government initiatives aimed at enhancing self-reliance and expansion into foreign markets.

India Dyes and Pigments Market Forecast

Size, By Product Type, 2025-2034 (USD Billion)

Market growth is fueled by escalating demand for reactive and disperse dyes within the domestic textile and apparel sectors. The textile industry remains the primary driver, accounting for approximately 70% of total domestic consumption. Alongside this, the industry also sees a broadening application base in the high-growth automotive and packaging industries. The sector further serves diverse downstream industries including leather, paper, food and consumer goods. This domestic momentum is complemented by broader international shifts; India strengthens its position as a preferred global manufacturing hub for dyes, capitalizing on the China+1 strategy adopted by global brands seeking supply chain diversification.

The industry faced significant challenges from raw material volatility, as prices for petrochemical- derived intermediates such as benzene, toluene, and naphthalene remain tied to international crude oil fluctuations. Geopolitical tensions and Red Sea shipping delays caused supply chain disruptions, inflating freight costs and strained margins. To safeguard operational continuity, companies increasingly leveraged the "Make in India" initiative to localize sourcing, invest in robust inventory management, and build resilient domestic supply chains. Simultaneously, the sector navigated intense competition from China and Southeast Asia by pivoting toward high-quality, sustainable dyes to maintain its export edge.

The industry underwent a structural transformation in FY2025, driven by a rigorous regulatory push for low- impact dyes and alignment with global compliance frameworks like REACH and ZDHC. These pressures were compounded by the water-intensive nature of production and hazardous effluent management, particularly in Gujarat, the largest dye-producing hub. This prompted companies to adopt backward integration, waste recovery, and energy-efficient practices. Players continue to invest heavily in green chemistry and R&D for application-specific colorants in high-value sectors like food and personal care.

Sources:

https://www.imarcgroup.com/india-dyes-pigments-

market

https://www.indianchemicalnews.com/opinion/

colors-of-opportunity-indias-expanding-dye-and-

dyestuff-industry-27154

Global Specialty Chemical Industry

The global specialty chemicals market has maintained a steady growth trajectory, expanding at a projected 4.90% CAGR and forecasted at USD 796.84 Billion in 2026. Looking further ahead, the market is projected to reach USD 1,167.22 Billion by 2034, sustaining this growth trajectory across the decade. This momentum is underpinned by robust demand from end-use industries such as construction, personal care, and water treatment, particularly within the emerging economies of the APAC region.

Asia Pacific dominated the global specialty chemicals market with a 49.6% share in 2025, driven by increasing urbanisation and industrialisation. This leadership was sustained by large production bases, cost-effective labor, and robust infrastructure, and the region is projected to retain its dominant position through the forecast period as manufacturing concentration and expanding industrial output continue to anchor regional demand. China and India remained the regions primary engines, representing approximately 47% and 14% of the APAC market respectively. Growth was underpinned by rapid urbanization and surging demand across the agriculture, construction, and packaging sectors. Specifically, agrochemicals held the largest functional share at roughly 27% of the global market, and is also projected to be the fastest-growing segment through 2034, supported by rising food security needs and shrinking arable land per capita.

In 2025, synthetic specialty chemicals faced increasing scrutiny due to their toxic impact on flora and fauna. Environmental authorities imposed stringent restrictions on their use, creating significant headwinds for market growth. These tightening emission norms compelled a fundamental industry transformation. Companies increasingly integrated digital technologies into their operations to navigate compliance and mitigate environmental risks. This shift toward high-tech, regulated manufacturing continued to redefine the sectors operational landscape over the forecast period, with continued portfolio migration toward higher-margin, technically differentiated chemistries such as specialty polymers, electronic chemicals, functional ingredients, and water treatment technologies expected to define competitive positioning through 2034.

Sources:

https://www.fortunebusinessinsights.com/specialty-

chemicals-market-105517

https://www.deloitte.com/us/en/insights/industry/

chemicals-and-specialty-materials/chemical-

industry-outlook.html

Indian Specialty Chemical Industry

The Indian specialty chemicals market is poised for steady growth, with IMARC projecting a 3.65% CAGR through 2034. According to IMARC Group, the domestic sector reached a valuation of USD 67.0 billion in 2025 and is projected to reach USD 93.4 billion by 2034, driven chiefly by rising demand across agriculture, construction, and automotive. This momentum will be fueled by rapid urbanization, rising disposable incomes, and innovation in product formulations, establishing the sector as a pivotal segment for economic development.

India Specialty Chemicals Market Forecast

Size, 2025-2034 (USD Billion)

3.65% Market CAGR (2026-2034) 93.4

India emerged as a favored manufacturing destination for global businesses, leveraging low- cost production, specialized process engineering expertise, and a steady workforce supply. The governments beneficial policies and heightened overseas investment continue to boost domestic production capacities, while an inclination toward eco-friendly and sustainable chemicals is opening new avenues for market expansion. Electronic manufacturing in India is anticipated to double over the next five years to nearly USD 250 billion, further widening the addressable base for electronic chemicals used in printed circuit boards and semiconductors.

The Indian specialty chemicals industry continues to navigate challenges including stringent environmental adherence and regulatory protocols. Nonetheless, these challenges provide ample opportunity for enterprises to adopt sustainable methodologies and innovate, and companies that can efficiently tackle these demands by utilizing technology and emphasizing sustainable methods are anticipated to attain a competitive advantage going ahead.

Several key trends are expected to shape the sectors

trajectory through 2034:

• Sustainable and Green Chemistry: Major

companies are heavily investing in eco-friendly techniques to develop chemicals with low toxicity and high biodegradability, aligning with global environmental policies and evolving customer preferences, particularly in pharmaceuticals, personal care, and agriculture.

• Rising Demand Across End-Use Sectors:

Construction, pharmaceuticals, and automotive continue to drive product demand, supported by an upsurge in drug formulation and R&D activity, along with growing need for advanced lubricants, coatings, sealants, and adhesives.

• Research and Development: Companies are apportioning substantial resources toward new product development and strategic partnerships with academic and research institutions, strengthening innovation and differentiating players in a competitive landscape.

• Regional Manufacturing Strength: West and Central India, anchored by Maharashtra and Gujarat, remain major contributors given advanced manufacturing infrastructure and strong export capabilities, with Gujarat particularly significant in petrochemicals and dyes.

Source:

https://www.imarcgroup.com/india-specialty-

chemicals-market

Global Textile Industry

In 2025, the global textile industry entered a period of steady growth, marked by an accelerating demand for natural fibers. The market was valued at USD 2,123.72 billion in 2025, projected to reach USD 2,281.51 billion in 2026 and scale to approximately USD 4,016.50 billion by 2034. This trajectory represents a healthy CAGR of 7.35% over the forecast period. The sector operated within a dynamic landscape shaped by persistent macroeconomic challenges, urgent sustainability imperatives, and rapid technological innovation.

Textile Market Size 2025 to 2034 (USD Billion)

Market growth was bolstered by the rising demand for silk across clothing, home furnishings, and specialized surgical procedures. Similarly, a surge in demand for woolen items provided significant momentum to the industry. The construction sector also emerged as a key driver, increasing the requirement for protective clothing. Beyond apparel, the rising use of synthetic and cellulose fibers for industrial applications accelerated market expansion. Research and development activities focused on fabric manufacturing advances yielded positive impacts. Social media and e-commerce platforms transformed online buying and selling trends. Looking ahead, an increasing number of government initiatives will foster the development of the textile sector and further market growth during the forecast period.

The industry contended with high production costs as rising prices for raw materials, including natural and synthetic fibers, yarns, and fabrics, negatively impacted market margins. Additionally, elevated labor costs and the increasing expense of specialized machinery presented significant hurdles for players seeking to maintain operational sustainability. To protect profitability, companies frequently increased the prices of finished goods. These rising costs are

expected to restrain the overall growth of the textile market during the forecast period.

Various market trends emerged in 2025 and reshaped the industry. The advent of smart clothing, often referred to as e-textiles, created a specialized niche. The adoption of these fabrics enhanced with GPS and AI technology became an ongoing trend within the sports, entertainment, and mining industries. This could be a key growth opportunity for market players in the years ahead.

As awareness regarding global environmental issues grew, buyers and regulatory bodies called for sustainable practices in textile production. Governments in key markets, including the USA, China, and India, announced strict regulations and standards to encourage clean production techniques and reduced chemical usage. This led the industry to focus on recycling, digital tracking, and traceability. Research efforts intensified to reduce carbon footprints through the integration of alternative feedstocks. These initiatives utilized recycled plastics, captured CO2, biomass, and industrial waste to work towards a circular economy. Moving forward, these developments in eco-friendly materials are expected to drive growth and build environmental resilience.

Indian Textile Industry

As one of the countrys oldest and most diverse industries, Indias textile extensively catered to both domestic and international markets. With an estimated size of USD 179 billion, the Indian textile and apparel industry contributed approximately 2% to the countrys GDP. It also accounted for roughly 11% of manufacturing gross value added (GVA) and 8.63% of total exports. These figures underscored the sectors critical role in Indias broader economic landscape during the recent fiscal periods.

On the export front, India maintained its position as the 6th largest global exporter of Textiles and Apparel, holding a world export share of approximately 4%. The year 2025 marked a period of significant market diversification across both emerging and traditional regions, including the UAE, Egypt, Poland, Japan, and several African nations. Growth also remained steady across key European markets, such as France, Germany, and the UK. Despite a subdued global trade environment, Indias export of textiles and apparel (including handicrafts) increased to USD 37.75 billion in FY25, up from USD 35.87 billion in FY24. These trends reinforced Indias competitive advantage and adaptability amidst fluctuating global demand.

Nevertheless, the Indian textile industry contended with several structural challenges during the period. High energy and logistics costs continued to weigh on overall competitiveness. Intense global competition necessitated constant innovation and sustained efficiency improvements. Additionally,

the workforce required continuous upskilling to keep pace with rapid technological advancements. Adhering to stringent environmental and regulatory standards emerged as a critical requirement for sustaining growth in international markets. These factors collectively pressured operational margins.

Conversely, government support and initiatives continued to serve as the primary catalysts for the sectors expansion:

• Integrated Infrastructure: The Government

announced the establishment of Mega Textile Parks designed to provide integrated infrastructure and scale efficiencies. These hubs are expected to drive value addition and bolster the high-potential technical textiles segment.

• Export Policy Liberalization: To enhance

international trade, the Budget extended the export obligation period from six months to twelve months for manufacturers utilizing duty-free imported inputs.

• Production Linked Incentives (PLI): The PLI

Scheme for Textiles, operational through FY 2030, targets the production of MMF apparel, fabrics, and technical textiles to help the industry achieve global competitiveness and scale.

• Tax Rationalization: The GST rationalization implemented in 2025 resulted in lower consumer prices and provided significant relief for manufacturers, which bolstered both employment and export volumes.

Several trends characterised the Indian textile landscape in 2025. Technical textiles gained popularity among the automotive, aerospace, healthcare, and construction sectors. Ranked as the fifth largest in the world, this sub-segment is projected to reach USD 45 billion by 2026. Simultaneously, sustainability became a defining factor for the industrys future. In response to increasing demand from global buyers for eco-friendly products, manufacturers adopted water-efficient technologies and worked to reduce carbon emissions. Circular practices such as fiber recycling gained significant importance.

Furthermore, technology became a central force in transforming production landscapes. The adoption of automation, artificial intelligence, and data analytics enabled companies to improve operational efficiency and significantly reduce waste. Smart manufacturing systems allowed for the real-time monitoring of

production processes, which led to enhanced decision-making and minimized downtime. As labor costs rise and global competition intensifies, these technological advancements will play a crucial role in maintaining the industrys competitiveness beyond 2026.

Indias textile sector stands at a pivotal moment, bolstered by robust production fundamentals, accelerating export momentum, and sustained policy backing.

Sources:

https://www.ibef.org/industry/textiles

https://theindustrialreview.com/2026/03/27/textile-

manufacturing-in-india/

https://static.pib.gov.in/WriteReadData/specificdocs/

documents/2026/feb/doc202624778601.pdf

Details of Key Financial Ratios

In compliance with the listing regulations requirements, the key financial ratios were examined, and the ratios with significant changes of 25% or more compared to the immediately preceding financial year are provided below, along with an explanation for any changes.

Key Financial Ratios FY 2025-26 FY 2024-25 Reasons for significant change, if any
Debtors Turnover Ratio (times) 7.32 7.9 The ratio marginally declined primarily due to a relatively higher increase in average trade receivables during the year compared to the growth in revenue.
Inventory Turnover Ratio (times) 3.77 3.14 The ratio improved as revenue growth outpaced the increase in average inventory held during the year, indicating improved inventory utilization.
Interest Coverage Ratio (times) 1,904.35 1 The ratio improved significantly owing to substantially higher earnings before interest and taxes, primarily driven by exceptional receipt during the year, coupled with lower finance costs.
Current Ratio (times) 9.36 1.31 The ratio improved mainly due to a significant increase in current assets during the year, resulting in a stronger liquidity position.
Debt Equity Ratio (times) 0 0.21 The Debt-Equity Ratio improved primarily due to the strengthening of the Companys net worth on account of recognition of exceptional receipt and infusion of additional equity capital during the year, coupled with a reduction in borrowings.
Operating Profit Margin -18.24% -13.54% The operating profit margin (Excluding the exceptional item) declined mainly due to an increase in raw material and input costs, while selling prices remained largely unchanged during the year.
Net Profit Margin 717.33% 0.59% The ratio increased significantly primarily on account of exceptional receipt recognized during the year, resulting in a substantial increase in profit after tax.
Return on Net Worth 87.46% 0.53% Return on Net Worth improved significantly due to the substantial increase in profit after tax, primarily attributable to exceptional receipt recognized during the year.

Internal

Control Systems

The Company maintains robust internal control systems designed to ensure the efficient use of resources, the protection of assets, and strict adherence to internal policies and financial standards. These controls were scaled to match the nature of operations and included regular reviews of audit procedures to safeguard corporate interests. To ensure objectivity, external auditors conducted internal audits in line with established standards, assessing the effectiveness of risk management and recommending process improvements. The Audit Committee provided oversight by periodically evaluating the audit framework and monitoring the implementation of recommendations to strengthen risk policies. These systems remain dynamic, with continual updates and refinements to adapt to evolving business requirements.

Material Development in Human Resources

The Companys human resource development strategy is anchored in the principles of relevance, continuity, and equity. It continues to invest in its people and talent management practices. It has implemented focused initiatives to engage employees, particularly younger talent, to align individual aspirations with organisational goals. The HR function integrates strategic priorities with daily operations through a forward-looking approach, with the objective of creating sustained value for both the Company and its stakeholders. This approach contributes significantly to enhancing overall business performance. Throughout the year, the Company placed continued emphasis on training and skill development to equip its workforce for success in an increasingly dynamic professional environment.

Management Outlook

The Companys future growth is significantly anchored in its diversification into the copper and fertilizer value chain, through its subsidiaries Indo Asia Copper Limited (IACL) and IndoAsia Agrotech Fertilizers Limited (IAFL), which are developing an integrated copper smelting and fertilizer complex at Jafrabad, Gujarat. The location offers distinct strategic advantages, with proximity to Pipavav Port supporting efficient raw material logistics and product dispatch, alongside strong energy infrastructure to support large-scale operations. The complex envisages a copper smelting unit with a capacity of 5,00,000 MTPA, producing copper cathodes, copper wire rods, copper foil, and copper tubes, with the added benefit of recovering precious metals such as gold, silver, and selenium during the refining process. The sulfuric acid generated as a by-product of copper smelting will be channeled into a 3,50,000 MT phosphoric acid plant, feeding into a 10,50,000 MT NP/NPK fertilizer bagging unit equipped to package and dispatch fertilizers via rail and road. This integrated structure allows the Company to capture value across metals and agri-inputs from a common resource base, enhancing overall project economics and positioning the Company to benefit from Indias rising copper demand amid accelerating electrification.

Execution of the project has continued to gain momentum, supported by a strengthened financial position following the receipt of DyStar proceeds, which has enabled accelerated capital deployment across critical project activities. Engineering work for the Copper Tube Plant and Copper Rod Plant has progressed in line with schedule, while detailed engineering for the Copper Refinery continues under the supervision of External Engineering Team. Parallel progress has been achieved across supporting utilities, including the oxygen plant, sulphuric acid plant, desalination plant, renewable energy integration, jetty infrastructure, and conveyor-based raw material logistics systems. Key procurement milestones have been completed for critical refinery and utility packages, alongside continued technical finalization of long-lead equipment.

On the construction front, activities have gained pace across piling, sub-structure and superstructure work, industrial buildings, and internal infrastructure, supported by ongoing development of water management systems and electrical utilities. The Company has also strengthened strategic engagements with global trading houses

and mining companies to secure long-term raw material linkages, laying the groundwork for a well- integrated, resource-efficient platform that diversifies the Companys earnings base beyond its core dyes and chemicals business.

Risks and Concerns

The Company has established a comprehensive risk management framework tailored to the requirements of its diverse business portfolio. The framework is designed with due consideration to both the scale and nature of inherent risks, and the regulatory environment applicable to each business segment and operational unit. In the context of ongoing global and domestic uncertainties, the Company places heightened emphasis on monitoring external developments that may impact its operations. Vigilance forms a core aspect of its risk management approach.

The Board oversees a structured risk management process supported by robust internal controls. These are aimed at safeguarding strategic objectives and minimising potential disruptions. This integrated approach enhances organisational resilience and reinforces the central role of risk management in the Companys overall philosophy and strategic direction. To further strengthen this framework, a dedicated Risk Management Committee has been established to continuously monitor, assess, and address the risks faced by the Company.

Cautionary

Statement

Certain statements made in this Report relating to the Companys outlook, estimates, predictions, etc., may constitute "forward-looking statements" within the meaning of applicable laws and regulations. Actual results may differ from such estimates, whether expressed or implied. Several factors that could impact the Companys operations include climatic or economic conditions affecting demand and supply, changes in government regulations and tax regimes, natural disasters, and other external factors over which the Company has no direct control.

NOTICE is hereby given that the 28th Annual General Meeting ("ACM") of the members of KIRI INDUSTRIES LIMITED ("the Company") will be held on Tuesday, September 29, 2026 at 11.00 A.M. through Video Conference ("VC"), to transact the following businesses:

ORDINARY BUSINESSES:

1. To receive, consider and adopt the Audited (Standalone and Consolidated) Financial Statements for the year ended on March 31, 2026, together with the reports of the Directors and Auditors thereon.

2. To re-appoint a Director in place of Mr. Manish Kiri (DIN:00198284), who retires by rotation and being eligible, offers himself for re-appointment.

SPECIAL BUSINESSES:

3. To ratify the remuneration of Cost Auditors of the Company for the FY 2026-27.

To consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 148 of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force), consent of the members be and is hereby accorded for payment of remuneration of 2,50,000/- (Rupees Two Lakhs Fifty Thousand Only) plus applicable tax and out of pocket expenses to M/s. V. H. Savaliya & Associates, Cost Accountants, who have been appointed by the Board of Directors of the Company (the "Board") at its meeting held on August 12, 2026, for audit of cost records for the Financial Year 2026-27 and the same be and is hereby ratified and confirmed by the members of the Company.

RESOLVED FURTHER THAT the Board of the Company be and is hereby authorized to do all acts, things, deeds and take all such steps as may be necessary, proper or expedient to give effect to this resolution."

4. To issue warrants, convertible into equity shares on preferential basis to the Promoters and Members of the Promoter Croup of the Company.

To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 23(1)(b), 42, 62(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 (the "Act"), the Companies (Prospectus and Allotment of Securities) Rules, 2014, the Companies (Share Capital and Debentures) Rules, 2014 and other applicable rules made thereunder, relevant provisions of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (the "SEBI ICDR Regulations"), the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the " SEBI Listing Regulations"), (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and subject to any other rules, regulations, guidelines, notifications, circulars and clarifications issued thereunder from time to time by the Ministry of Corporate Affairs, the Securities and Exchange Board of India ("SEBI") and/or any other statutory or regulatory authorities, including the BSE Limited and National Stock Exchange of India Limited (collectively, the "Stock Exchanges") on which the equity shares of the Company having face value of 10/- (Rupees Ten) each ("Equity Shares") are listed (collectively, "Concerned Authorities"), from time to time to the extent applicable, and subject to such approval(s), consent(s) and permission(s) as may be necessary or required, from Concerned Authorities and subject to such terms, conditions and modifications as may be imposed or prescribed by any of them while granting such approvals, consents and permissions, which may be agreed by the Board of Directors of the Company (the "Board", which term shall be deemed to mean and include one or more committee(s) constituted or to be constituted by the Board to exercise its powers including the powers conferred by this resolution and key managerial personnel of the Company)

and pursuant to the approval of the Board , the consent of the members of the Company be and is hereby accorded to create, offer, issue and allot on a preferential basis, in one or more tranches, up to 60,82,600 (Sixty Lakh Eighty- two Thousand and Six Hundred) warrants, each convertible into, or exchangeable for, 1 (one) fully paid-up equity share of the Company of face value of INR 10/- each ("Warrants") at an issue price of INR 475/- (Rupees Four Hundred and Seventy-Five Only) per Warrant, including a premium of INR 465/- (Rupees Four Hundred and Sixty-Five Only) per Warrant, payable in cash ("Warrants Issue Price"), aggregating up

to INR 288,92,35,000/- (Rupees Two Hundred Eighty-Eight Crore Ninety-Two Lakh Thirty-Five Thousand Only), which may be converted or exercised in one or more tranches during the period commencing from the date of allotment of the Warrants until expiry of 18 (Eighteen) months, to the following Promoters and Members of the Promoter Group ("Proposed Allottees/ Warrant Holders"), in such manner and on such terms and conditions as set out herein and in the explanatory statement attached hereto and as may be determined by the Act, Chapter V of the SEBI ICDR Regulations and other applicable laws ("the Preferential issue").

Sr. Name of Proposed Allottees/ No. Warrant Holders Category Number of Warrants proposed to be issued
1 Manishkumar P Kiri Promoter 20,27,600
2 Anupama Manishkumar Kiri Promoter Group 10,27,500
3 Hemil Manishkumar Kiri Promoter Group 30,27,500
Total 60,82,600

RESOLVED FURTHER THAT in terms of the provisions of Chapter V of the SEBI ICDR Regulations, the "Relevant Date" for the purpose of determination of the issue price of the Warrants is Friday, August 28, 2026, the day preceding to the date i.e. August 30, 2026, 30 days prior to the date of this Annual General Meeting.

RESOLVED FURTHER THAT the Preferential issue of the Warrants and Equity Shares to be allotted upon exercise of rights attached to the Warrant(s) shall be subject to the following terms and conditions, apart from others as outlined in the explanatory statement annexed hereto and as prescribed under applicable laws:

i. the Warrant Holders shall, subject to the SEBI ICDR Regulations and other applicable rules and regulations, be entitled to apply for and be allotted 1 (one) equity share against each Warrant.

ii. the Warrant Holders shall, on or before the date of allotment of Warrants, pay an amount equivalent to at least 25% of the issue price in terms of the SEBI ICDR Regulations and the balance 75% at the time of exercise of the right attached to the Warrant(s) to convert the Warrant(s) and subscribe to the Equity Shares(s) of the Company;

iii. the consideration for allotment of Warrants and/or Equity Shares arising out of exercising

the right attached to the Warrant(s) shall be paid to the Company from the Bank account of the Warrant Holders;

iv. the Warrants shall be issued and allotted by the Company in Dematerialized form within a period of 15 (fifteen) days from the date of passing of a Special Resolution by the Members of the Company, provided that where the allotment of said Warrants is pending on account of pendency of any approval or permissions from any Concerned Authorities, the allotment shall be completed within the period of 15 days from the date of receipt of last of such approval or within such further period/s as may be prescribed or allowed by the Concerned Authorities;

v. the right attached to the Warrants may be exercised by the Warrant holders, in one or more tranches, at any time on or before the expiry of 18 (eighteen) months from the date of allotment of Warrants by issuing a written notice ("Conversion Notice") to the Company by specifying the number of Warrants proposed to be converted and the date for the same. The company shall accordingly, without any further approval from the Members, issue and allot the corresponding number of Equity shares in dematerialised form to the Warrant Holders;

vi. in case the Warrant Holders fails to exercise its right against the outstanding Warrants to convert the same into Equity Shares of the Company within the said 18 (eighteen) months from the date of allotment of the Warrants, the entitlement of the Warrant holders to apply for equity shares of the Company along with the rights attached thereto shall expire and any amount paid by the Warrant holders on such Warrants shall stand forfeited by the Company;

vii. the Equity Shares to be allotted on exercise of the rights attached to the Warrants shall be fully paid-up and rank pari-passu with the existing equity shares of the Company in all respects (including with respect to dividend and voting powers) from the date of allotment thereof and be subject to the requirements of all applicable laws and the provisions of the Memorandum and Articles of Association of the Company;

viii. the Equity Shares to be allotted on exercise of the rights attached to the Warrants will be listed and traded on the Stock Exchange(s), where the existing equity shares of the Company are listed, subject to the receipt of necessary regulatory permission(s) and approval(s), as the case may be;

ix. the entire pre-preferential equity shareholding of the Proposed Allottees, if any, shall be subject to lock-in as per the provisions of Chapter V of the SEBI ICDR Regulations;

x. the Warrants allotted in terms of this resolution and the equity shares arising on exercise of rights attached to such Warrants shall be subject to lock-in as per the provisions of Chapter V of SEBI ICDR Regulations;

xi. the Warrants by itself until converted into Equity Shares, does not give to the Warrant Holder any rights (including any dividend and voting rights) in the Company in respect of such Warrants.

RESOLVED FURTHER THAT subject to the receipt of such approvals as may be required under applicable laws, consent of the members of the Company be and is hereby accorded to record the name and details of the Proposed Allottees in Form PAS-5, and issue a private placement offer letter in Form PAS-4 along with application form, to the Proposed Allottees inviting them to

subscribe to the Warrants in accordance with the provisions of the Act.

RESOLVED FURTHER THAT for the purpose of giving effect to this resolution, the Board, and the Key Managerial Personnel, be and is hereby severally authorized on behalf of the Company to do all such acts, deeds, matters and things as the Board may, in its absolute discretion, deem necessary, desirable or expedient to the issue and allotment of the Warrants/ Equity Shares arising on exercise of rights attached to such Warrants, without being required to seek any further consent or approval of the members of the Company, including but not limited to the following:

i. to issue and allot the Warrants and such number of equity shares upon exercise of the rights attached to the Warrants;

ii. to negotiate, finalize and execute all necessary agreements/ documents/ form filings/ applications to effect the above resolutions, including to make applications to Concerned Authorities, like applications to the Stock Exchanges for obtaining in-principle approval for the Warrants to be allotted pursuant to the Preferential Issue, and for obtaining listing and trading approval for the equity shares to be allotted upon exercise of the rights attached to the Warrants;

iii. to vary, modify or alter any of the relevant terms and conditions, attached to the Warrants to be allotted to the Warrant holders, and to effect any modifications, changes, variations, alterations, additions and/or deletions to the relevant terms and conditions with respect to the issue and allotment of Warrants and/ or resultant equity shares, as may be required by any Concerned Authorities involved in or concerned with;

iv. to resolve and settle any matter, question, difficulty or doubt that may arise in regard to the issuance and allotment of Warrants and the equity shares to be allotted upon exercise of the rights attached to the Warrants and to authorize all such persons as may be deemed necessary, in connection therewith and incidental thereto as the Board in its absolute discretion shall deem fit;

v. to issue clarifications on the offer, issue and allotment of the equity shares to be allotted upon exercise of the rights attached to the Warrants and listing of such equity shares on the Stock Exchanges, without

limitation, as per the terms and conditions of the SEBI ICDR Regulations, the SEBI Listing Regulations, and other applicable guidelines, rules and regulations;

vi. to execute the necessary documents and enter into contracts, arrangements, agreements, documents (including appointment of agencies, intermediaries, monitoring agency and advisors for the Preferential Issue of the Warrants and the equity shares to be allotted upon exercise of the rights attached to the Warrants on a preferential basis);

vii. to undertake all such actions and compliances as may be necessary, desirable or expedient for the purpose of giving effect to this resolution in accordance with applicable law including the Act, the SEBI ICDR Regulations and the SEBI Listing Regulations and to take all other steps which may be incidental, consequential, relevant or ancillary in this connection and to effect any modification to the foregoing, and the decision of the Board shall be final and conclusive.

RESOLVED FURTHER THAT the Board be and is hereby authorized to delegate all or any of its powers conferred upon it by this resolution, as it may deem fit in its absolute discretion, to any Director(s), or Committee of Director or Company Secretary or any officer(s) of the Company to give effect to the aforesaid resolution, including execution of any documents on behalf of the Company and to represent the Company before any Concerned Authorities and to appoint any professional advisors, bankers, consultants and advocates to give effect to this resolution and further to take all other steps which may be incidental, consequential, relevant or ancillary in this regard.

RESOLVED FURTHER THAT all actions taken by the Board or committee(s) duly constituted for this purpose in connection with any matter(s) referred to or contemplated in the foregoing resolution be and are hereby approved, ratified and confirmed in all respects."

5. To approve increase in Borrowing Powers of the Company in compliance of the provisions of Section 180 (1)(c) of the Companies Act, 2013.

To consider and if thought fit to pass with or without modifications, the following resolution as a Special Resolution:

"RESOLVED THAT in supersession of all earlier resolution(s) passed, pursuant to the provisions of Section 180(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 (the "Act"), and relevant rules made thereunder including any statutory modification or reenactment thereof and applicable provisions of the Foreign Exchange Management Act, 1999 ("FEMA Act") read with rules, regulations, directions made thereunder (including any statutory modification or re-enactment thereof for the time being in force) and in accordance with the Memorandum of Association and the Articles of Association of the Company and pursuant to the approval of the Board of Directors (the "Board"), the consent of the members be and is hereby accorded to the Board for borrowing such sum(s) of monies (in foreign currency or Indian rupee), including but not limited to by way of loans, financial facility, through the issuance of debentures, commercial paper or such other form, upon such terms and conditions as to interest, repayment, or otherwise, as it may consider fit for the existing and future business activities of the Company / its subsidiaries / associates / joint ventures, from time to time with or without security on such terms and conditions as it may deem fit and expedient in the interests of the Company / its subsidiaries / associates / joint ventures, notwithstanding that the monies to be borrowed together with the monies already borrowed by the Company (apart from temporary loans obtained from the Companys bankers in the ordinary course of business) may exceed the aggregate of the paid-up share capital of the Company, its free reserves (that is to say, reserves not set apart for any specific purpose) and securities premium provided that the total amount so borrowed (apart from temporary loans obtained from the Companys bankers in the ordinary course of business) and outstanding at any point in time shall not exceed the sum of 10,000 Crores (Rupees Ten Thousand Crores Only), over and above the aggregate, of the paid-up share capital and free reserves of the Company.

RESOLVED FURTHER THAT the Board which term shall be deemed to include any committee(s) constituted/to be constituted by the Board from time to time to exercise its powers including powers conferred by this

resolution and key managerial personnel of the Company, be and is hereby authorized severally on behalf of the Company to undertake all such acts, deeds, matters and things (including subdelegating its powers to such other authorized representatives) to finalize and execute all such deeds, documents and writings as may be deemed necessary, proper, desirable and expedient in its absolute discretion to enable this resolution, and to settle any question, difficulty or doubt that may arise in this regard without being required to seek any further consent or approval of the members or otherwise to the end and intent that the members shall be deemed to have given their approval thereto expressly by the authority of this resolution."

6. To approve creation of Pledge/ Charge/ Mortgage/ Hypothecation/Assignment on the Assets of the Company under Section 180 (1)(a) of the Companies Act, 2013.

To consider and if thought fit to pass with or without modifications, the following resolution as a Special Resolution:

"RESOLVED THAT in supersession of all earlier resolution(s) passed, pursuant to the provisions of Section 180(1)(a) and other applicable provisions, if any, of the Companies Act, 2013 (the "Act"), and relevant rules made thereunder and applicable provisions of the Foreign Exchange Management Act, 1999 ("FEMA Act") read with rules, regulations, directions made thereunder (including any statutory modification or reenactment thereof for the time being in force), and in accordance with the provisions of the Memorandum of Association and the Articles of Association of the Company and pursuant to the approval of the Board of Directors ( the "Board"), the consent of the members be and is hereby accorded to the Board to pledge, mortgage, hypothecate, assign, charge (by way of first, second or other subservient charge) and / or create security interest of every nature and kind whatsoever as may be necessary, in addition to the existing pledge, mortgages, hypothecation, assignment, charges and / or security interest created by the Company, on all or any movable or immovable, or tangible or intangible assets / properties or investments of the Company, both present and future, including pertaining to any one or more of the Companys units and/or the whole or part of any undertaking

of the Company where so ever situated (the "Undertaking"), to or in favour of any financial institutions/ banks/ security trustees or other lending institutions / funds or overseas lenders or any other bodies corporate, to secure their respective rupee/ foreign currency loans and/ or the issues of debentures, bonds or other financial instruments or any other financial assistance extended or as may be extended (the "Borrowing") by them to the Company and/ or its subsidiaries / associate companies from time to time, provided that the total amount of borrowings excluding interest thereon at the respective agreed rates, compound or additional interest, premium on pre-payment or on redemption, charges, costs, expenses and all other monies payable by the Company and/or its subsidiaries / associate companies to the aforesaid parties or any of them under the agreements entered into/ to be entered into by the Company and/or its subsidiaries / associate companies in respect of the said Borrowings, shall not exceed 10,000 Crores (Rupees Ten Thousand Crores Only) in the aggregate.

RESOLVED FURTHER THAT the Board which term shall be deemed to include any committee(s) constituted/to be constituted by the Board from time to time to exercise its powers including powers conferred by this resolution and key managerial personnel, be and is hereby authorized severally on behalf of the Company to undertake all such acts, deeds, matters and things (including sub-delegating its powers to such other authorized representatives) and to finalize and execute all such deeds, documents and writings as may be deemed necessary, proper, desirable and expedient in its absolute discretion to enable this resolution, and to settle any question, difficulty or doubt that may arise in this regard without being required to seek any further consent or approval of the members or otherwise to the end and intent that the members shall be deemed to have given their approval thereto expressly by the authority of this resolution."

7. To approve increase in the limits for giving loans, guarantee and to provide security under Section 185 of the Companies Act, 2013.

To consider and if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution:

"RESOLVED THAT in supersession of all earlier resolution(s) passed and pursuant to the provisions of Section 185 and all other applicable provisions, if any of the Companies Act, 2013 (the "Act") and Rules made thereunder, and applicable provisions of the Foreign Exchange Management Act, 1999 ( "FEMA") read with rules, regulations, directions made thereunder (including any statutory modification(s) thereto or re-enactment(s) thereof, for the time being in force), and subject to such other consents, permissions, approvals, as may be required in that behalf, and in accordance with the Memorandum of Association and the Articles of Association of the Company and pursuant to the approval of the Board of Directors (the "Board"), the consent of the members be and is hereby accorded to the Board to advance any loan including any loan represented by a book debt, or give any guarantee or provide any security in connection with any loan taken by any entity which is a subsidiaries or associates of the Company or any other person/entity in whom any of the Directors of the Company is interested/deemed to be interested, up to a limit not exceeding 15,000 Crores (Rupees Fifteen Thousand Crores Only) in the aggregate from time to time, in one or more tranches in their absolute discretion as may be deemed beneficial and in the interest of the Company, on such terms and conditions as the Board may consider fit and proper.

RESOLVED FURTHER THAT the Board which term shall be deemed to include any committee(s) constituted/to be constituted by the Board from time to time to exercise its powers including powers conferred by this resolution and key managerial personnel of the Company, be and is hereby authorized severally on behalf of the Company to undertake all such acts, deeds, matters and things (including subdelegating its powers to such other authorized representatives) and to finalize and execute all such deeds, documents and writings as may be deemed necessary, proper, desirable and expedient in its absolute discretion to enable this resolution, and to settle any question, difficulty or doubt that may arise in this regard without being required to seek any further consent or approval of the members or otherwise to the end and intent that the Members shall be deemed to have given their

approval thereto expressly by the authority of this resolution."

8. To approve increase in the limits of giving loans and guarantee, provide security and make investment under section 186 of the Companies Act, 2013.

To consider and if thought fit to pass with or without modifications, the following resolution as a Special Resolution:

"RESOLVED THAT in supersession of all earlier resolution(s) passed and pursuant to the provisions of Section 186 and all other applicable provisions, if any, of the Companies Act, 2013 (the "Act") read with the Companies (Meetings of Board and its Powers) Rules, 2014, and applicable provisions of the Foreign Exchange Management Act, 1999 ( "FEMA") read with rules, regulations, directions made thereunder (including any statutory modification(s) thereto or re-enactment(s) thereof, for the time being in force), and subject to such other consents, permissions, approvals, as may be required in that behalf, in accordance with the Memorandum of Association and the Articles of Association of the Company and pursuant to approval of Board of Directors (the " Board"), the consent of the members be and is hereby accorded to the Board:

(a) to give any loan(s), and/or give any guarantee(s) and/or provide any security in connection with any loan(s) made to any person or other body corporates, whether in India or outside India; as they may in their absolute discretion deem beneficial and in the interest of the Company, subject to the aggregate of the loans and the amount for which guarantees or securities have so far been provided to all persons or bodies corporate along with the additional loans, guarantees or securities proposed to be given or provided by the Company, from time to time, in future, shall not exceed a sum of 25,000 Crores (Rupees Twenty-Five Thousand Crores) over and above the limit of 60% of the paid-up share capital, free reserves and securities premium account of the Company or 100% of free reserves and securities premium account of the Company, whichever is more, as prescribed under Section 186 of the Companies Act, 2013; and

(b) to invest/ acquire by way of subscription, purchase, conversion or otherwise, the securities of any other body corporate, whether in India or outside India, as they may in their absolute discretion deem beneficial and in the interest of the Company, subject to the aggregate of the investments so far made in all bodies corporate along with the additional investments made in all bodies corporate, from time to time, in future, shall not exceed a sum of 25,000 Crores (Rupees Twenty- Five Thousand Crores) over and above the limit of 60% of the paid-up share capital, free reserves and securities premium account of the Company or 100% of free reserves and securities premium account of the Company, whichever is more, as prescribed under Section 186 of the Companies Act, 2013.

RESOLVED FURTHER THAT the Board which term shall be deemed to include any committee(s) constituted/to be constituted by the Board from time to time to exercise its powers including powers conferred by this resolution and key managerial personnel of the Company, be and is hereby authorized severally on behalf of the Company to undertake all such acts, deeds, matters and things (including subdelegating its powers to such other authorized representatives) and to finalize and execute all such deeds, documents and writings as may be deemed necessary, proper, desirable and expedient in its absolute discretion to enable this resolution, and to settle any question, difficulty or doubt that may arise in this regard without being required to seek any further consent or approval of the members or otherwise to the end and intent that the Members shall be deemed to have given their approval thereto expressly by the authority of this resolution."

9. To approve Material Related Party Transactions for investment in Indo Asia Copper Limited.

To consider and if thought fit to pass with or without modifications, the following resolution as an Ordinary Resolution:

"RESOLVED THAT in supersession of all earlier resolution(s) passed and in accordance with the provisions of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"),

the applicable provisions of the Companies Act, 2013 ("the Act") read with applicable Rules made thereunder and other applicable laws/ statutory provisions, if any, (including any amendments, modifications, variations or re-enactments thereof as may be applicable from time to time), in accordance with the provisions of the Memorandum of Association and the Articles of Association of the Company, the Companys Policy on Related Party Transactions ("the Policy") and pursuant to the approval of the Audit Committee and the Board of Directors ("the Board"), the consent of the members be and is hereby accorded to enter into and/or continue the related party transaction(s) / contract(s) / arrangement(s)/ agreement(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise) for investment in securities of Indo Asia Copper Limited ("IACL"), being a step-down subsidiary and related party for the value of transaction aggregating upto an amount of 4,000 Crores (Rupees Four Thousand Crores Only), in one or more tranches, on such terms and conditions as set forth in the Explanatory Statement and as may be agreed between the parties.

RESOLVED FURTHER THAT the Board, which term shall be deemed to include any Committee constituted / empowered / to be constituted by the Board from time to time to exercise its powers conferred by this resolution, be and is hereby authorized to do all such acts, deeds, matters and things in this connection and incidental thereto as the Board may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this resolution, for and on behalf of the Company, without being required to seek any further consent or approval of the members or otherwise to the end and intent that members shall be deemed to have been given approval thereto expressly by the authority of this resolution.

RESOLVED FURTHER THAT the Board, be and is hereby authorized to delegate all or any of the powers herein conferred to any Committee or

Director(s) or Chief Financial Officer or Company Secretary or any other Officer(s) / Authorized Representative(s) of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard and to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution."

10. To approve Material Related Party Transactions for providing Loans to Indo Asia Copper Limited.

To consider and if thought fit to pass with or without modifications, the following resolution as an Ordinary Resolution:

"RESOLVED THAT in accordance with the provisions of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the applicable provisions of the Companies Act, 2013 ("the Act") read with applicable Rules made thereunder and other applicable laws/ statutory provisions, if any, (including any amendments, modifications, variations or re-enactments thereof as may be applicable from time to time), in accordance with the provisions of the Memorandum of Association and the Articles of Association of the Company, the Companys Policy on Related Party Transactions ("the Policy") and pursuant to the approval of the Audit Committee and the Board of Directors ("the Board"), the consent of the members be and is hereby accorded to enter into and/or continue the related party transaction(s) / contract(s) / arrangement(s)/ agreement(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise) for giving of loans and advances (other than trade advances) or inter-corporate deposits to Indo Asia Copper Limited ("IACL"), being a step-down subsidiary and related party for the value of transaction aggregating upto an amount of 7,500 Crores (Rupees Seven Thousand and Five Hundred Crores Only) in one or more tranches, on such terms and conditions as set forth in the Explanatory Statement and as may be agreed between the parties.

RESOLVED FURTHER THAT the Board, which term shall be deemed to include any Committee constituted / empowered / to be

constituted by the Board from time to time to exercise its powers conferred by this resolution, be and is hereby authorized to do all such acts, deeds, matters and things in this connection and incidental thereto as the Board may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this resolution, for and on behalf of the Company, without being required to seek any further consent or approval of the members or otherwise to the end and intent that members shall be deemed to have been given approval thereto expressly by the authority of this resolution.

RESOLVED FURTHER THAT the Board, be and is hereby authorized to delegate all or any of the powers herein conferred to any Committee or Director(s) or Chief Financial Officer or Company Secretary or any other Officer(s) / Authorized Representative(s) of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard and to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution."

11. To approve Material Related Party Transactions for investment in Kiri Infrastructure Private Limited.

To consider and if thought fit to pass with or without modifications, the following resolution as an Ordinary Resolution:

"RESOLVED THAT in accordance with the provisions of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the applicable provisions of the Companies Act, 2013 ("the Act") read with applicable Rules made thereunder and other applicable laws/ statutory provisions, if any, (including any amendments, modifications, variations or reenactments thereof as may be applicable from time to time), in accordance with the provisions of the Memorandum of Association and the Articles of Association of the Company, the Companys Policy on Related Party Transactions ("the Policy") and pursuant to the approval of

the Audit Committee and the Board of Directors ("the Board"), the consent of the members be and is hereby accorded to enter into and/ or continue the related party transaction(s) / contract(s) / arrangement(s)/ agreement(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise) for investment in securities of Kiri Infrastructure Private Limited ("KIPL"), being an Associate Company and related party for the value of transaction aggregating upto an amount of 200 Crores (Rupees Two Hundred Crores Only), in one or more tranches, on such terms and conditions as set forth in the Explanatory Statement and as may be agreed between the parties.

RESOLVED FURTHER THAT the Board, which term shall be deemed to include any Committee constituted / empowered / to be constituted by the Board from time to time to exercise its powers conferred by this resolution, be and is hereby authorized to do all such acts, deeds, matters and things in this connection and incidental thereto as the Board may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this resolution, for and on behalf of the Company, without being required to seek any further consent or approval of the members or otherwise to the end and intent that members shall be deemed to have been given approval thereto expressly by the authority of this resolution.

RESOLVED FURTHER THAT the Board, be and is hereby authorized to delegate all or any of the powers herein conferred to any Committee or Director(s) or Chief Financial Officer or Company Secretary or any other Officer(s) / Authorized Representative(s) of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard and to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution."

12. To approve Material Related Party Transactions for providing Loans to Kiri Infrastructure Private Limited.

To consider and if thought fit to pass with or without modifications, the following resolution as an Ordinary Resolution:

"RESOLVED THAT in accordance with the provisions of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the applicable provisions of the Companies Act, 2013 ("the Act") read with applicable Rules made thereunder and other applicable laws/ statutory provisions, if any, (including any amendments, modifications, variations or reenactments thereof as may be applicable from time to time), in accordance with the provisions of the Memorandum of Association and the Articles of Association of the Company, the Companys Policy on Related Party Transactions ("the Policy") and pursuant to the approval of the Audit Committee and the Board of Directors ("the Board"), the consent of the members be and is hereby accorded to enter into and/ or continue the related party transaction(s) / contract(s) / arrangement(s)/ agreement(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise) for investment in securities of Kiri Infrastructure Private Limited ("KIPL"), being an Associate Company and related party for the value of transaction aggregating upto an amount of 500 Crores (Rupees Five Hundred Crores Only), in one or more tranches, on such terms and conditions as set forth in the Explanatory Statement and as may be agreed between the parties.

RESOLVED FURTHER THAT the Board, which term shall be deemed to include any Committee constituted / empowered / to be constituted by the Board from time to time to exercise its powers conferred by this resolution, be and is hereby authorized to do all such acts, deeds, matters and things in this connection and incidental thereto as the Board may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary

contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this resolution, for and on behalf of the Company, without being required to seek any further consent or approval of the members or otherwise to the end and intent that members shall be deemed to have been given approval thereto expressly by the authority of this resolution.

RESOLVED FURTHER THAT the Board, be and is hereby authorized to delegate all or any of the powers herein conferred to any Committee or Director(s) or Chief Financial Officer or Company Secretary or any other Officer(s) / Authorized Representative(s) of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard and to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution."

13. To approve Material Related Party Transactions for investment in securities of Kiri Infrastructure Private Limited by Indo Asia Copper Limited.

To consider and if thought fit to pass with or without modifications, the following resolution as an Ordinary Resolution:

"RESOLVED THAT in accordance with the provisions of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing

Regulations"), the applicable provisions of the Companies Act, 2013 ("the Act") read with applicable Rules made thereunder, the applicable provisions of the Foreign Exchange Management Act, 1999 ("FEMA Act") read with rules, regulations, directions and guidelines made thereunder and other applicable laws/ statutory provisions, if any, (including any amendments, modifications, variations or re-enactments thereof as may be applicable from time to time), the provisions of the Memorandum of Association and the Articles of Association, the Companys Policy on Related Party Transactions ("the Policy") and pursuant to the approval of the Audit Committee and the Board of Directors ("the

Board"), the consent of the members be and is hereby accorded to enter into and/or continue the related party transaction(s) / contract(s) / arrangement(s)/ agreement(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise) by Indo Asia Copper Limited - step down subsidiary with Kiri Infrastructure Private Limited, an Associate Company and both being related parties for the value of transaction aggregating up to 150 Crore (Rupee One Hundred and Fifty Crore Only) in one or more tranches, on such terms and conditions as set forth in the Explanatory Statement and as may be agreed between the parties.

RESOLVED FURTHER THAT the Board, which term shall be deemed to include any Committee constituted / empowered / to be constituted by the Board from time to time to exercise its powers conferred by this resolution, be and is hereby authorized to do all such acts, deeds, matters and things in this connection and incidental thereto as the Board may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this resolution, for and on behalf of the Company, without being required to seek any further consent or approval of the members or otherwise to the end and intent that members shall be deemed to have been given approval thereto expressly by the authority of this resolution.

RESOLVED FURTHER THAT the Board, be and is hereby authorized to delegate all or any of the powers herein conferred to any Committee or Director(s) or Chief Financial Officer or Company Secretary or any other Officer(s) / Authorized Representative(s) of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard and to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution."

14. To approve Material Related Party Transactions for investment in securities of Kiri Infrastructure Private Limited by Indoasia Agrotech Fertilizers Limited.

To consider and if thought fit to pass with or without modifications, the following resolution as an Ordinary Resolution:

"RESOLVED THAT in accordance with the provisions of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the applicable provisions of the Companies Act, 2013 ("the Act") read with applicable Rules made thereunder, the applicable provisions of the Foreign Exchange Management Act, 1999 ("FEMA Act") read with rules, regulations, directions and guidelines made thereunder and other applicable laws/ statutory provisions, if any, (including any amendments, modifications, variations or re-enactments thereof as may be applicable from time to time), the provisions of the Memorandum of Association and the Articles of Association, the Companys Policy on Related Party Transactions ("the Policy") and pursuant to the approval of the Audit Committee and the Board of Directors ("the Board"), the consent of the members be and is hereby accorded to enter into and/or continue the related party transaction(s) / contract(s) / arrangement(s)/ agreement(s) (whether by way of an individual transaction or transactions taken together or series of transactions or otherwise) by Indoasia Agrotech Fertilizers Limited - wholly-owned subsidiary with Kiri Infrastructure Private Limited, an Associate Company and both being related parties for the value of transaction aggregating up to 150 Crore (Rupee One Hundred and Fifty Crore Only) in one or more tranches, on such terms and conditions as set forth in the Explanatory Statement and as may be agreed between the parties.

RESOLVED FURTHER THAT the Board, which term shall be deemed to include any Committee constituted / empowered / to be constituted by the Board from time to time to exercise its powers conferred by this resolution, be and is hereby authorized to do all such acts, deeds, matters and things in this connection and incidental thereto as the Board may deem

fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this resolution, for and on behalf of the Company, without being required to seek any further consent or approval of the members or otherwise to the end and intent that members shall be deemed to have been given approval thereto expressly by the authority of this resolution.

RESOLVED FURTHER THAT the Board, be and is hereby authorized to delegate all or any of the powers herein conferred to any Committee or Director(s) or Chief Financial Officer or Company Secretary or any other Officer(s) / Authorized Representative(s) of the Company and to resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard and to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution."

15. To approve Material Related Party Transactions with Lonsen Kiri Chemical Industries Limited.

To consider and if thought fit to pass with or without modifications, the following resolution as an Ordinary Resolution:

"RESOLVED THAT in accordance with the provisions of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the applicable provisions of the Companies Act, 2013 ("the Act") read with applicable Rules made thereunder, the applicable provisions of the Foreign Exchange Management Act, 1999 ("FEMA Act") read with rules, regulations, directions and guidelines made thereunder and other applicable laws/ statutory provisions, if any, (including any amendments, modifications, variations or reenactments thereof as may be applicable from time to time), the provisions of the Memorandum of Association and the Articles of Association, the Companys Policy on Related Party Transactions ("the Policy") and pursuant to the approval of the Audit Committee and the Board of Directors ("the Board"), the consent of the members be and is hereby accorded to enter/continue to enter into Material Related Party Contracts/ Arrangements/Transactions (whether by way of

an individual transaction or transactions taken together or series of transactions or otherwise) with Lonsen Kiri Chemical Industries Limited being ‘Related Party within the meaning of the Act and the SEBI Listing Regulations, in the course of sale, purchase or supply of any goods or materials, Job Work and providing services ("Related Party Transactions"), on such material terms and conditions as detailed in the explanatory statement to this Resolution and as may be mutually agreed between related party and the Company, for each of the financial years from FY 2027-28 to FY 2031-32, such that the maximum value of transaction, in aggregate, does not exceed 1000 Crores (Rupees One Thousand Crores Only) per annum (which is expected to exceeds the materiality threshold as may be prescribed under the SEBI Listing Regulation or any other Act/law/ regulations including the amendments from time to time), provided that the said contract(s)/ arrangement(s)/ transaction(s) shall be carried out in the ordinary course of business of the Company and in respect of transactions with related party under Section 2(76) of the Act, are at arms length basis.

RESOLVED FURTHER THAT the Board, which term shall be deemed to include any Committee constituted / empowered / to be constituted by the Board from time to time to exercise its powers conferred by this resolution, be and is hereby authorized to do all such acts, deeds, matters and things in this connection and incidental thereto as the Board may deem fit in its absolute discretion and to take all such steps as may be required in this connection including finalizing and executing necessary contract(s), arrangement(s), agreement(s) and such other documents as may be required, seeking all necessary approvals to give effect to this resolution, for and on behalf of the Company, without being required to seek any further consent or approval of the members or otherwise to the end and intent that members shall be deemed to have been given approval thereto expressly by the authority of this resolution.

RESOLVED FURTHER THAT the Board, be and is hereby authorized to delegate all or any of the powers herein conferred to any Committee or Director(s) or Chief Financial Officer or Company Secretary or any other Officer(s) / Authorized Representative(s) of the Company and to

resolve all such issues, questions, difficulties or doubts whatsoever that may arise in this regard and to do all such acts and take such steps, as may be considered necessary or expedient, to give effect to the aforesaid resolution."

By order of the Board of Directors
For Kiri Industries Limited
Place: Ahmedabad Suresh Gondalia
Date: August 31, 2026 Company Secretary
M. No.: F7306
Registered Office:
7th Floor, Hasubhai Chambers, Opp. Townhall, Ellisbridge, Ahmedabad - 380 006.
CIN: L24231GJ1998PLC034094

Knowledge Center
Logo

Logo IIFL Customer Care Number
(Gold/NCD/NBFC/Insurance/NPS)
1860-267-3000 / 7039-050-000

Logo IIFL Capital Services Support WhatsApp Number
+91 9892691696

Download The App Now

appapp
Loading...

Follow us on

facebooktwitterrssyoutubeinstagramlinkedintelegram

2026, IIFL Capital Services Ltd. All Rights Reserved

ATTENTION INVESTORS

RISK DISCLOSURE ON DERIVATIVES

Copyright © IIFL Capital Services Limited (Formerly known as IIFL Securities Ltd). All rights Reserved.

IIFL Capital Services Limited - Stock Broker SEBI Regn. No: INZ000164132 (Member ID - NSE: 10975 BSE: 179 MCX: 55995 NCDEX: 01249), DP SEBI Reg. No. IN-DP-185-2016, IA SEBI Regn. No: INA000000623, Merchant Banker SEBI Regn. No. INM000010940, RA SEBI Regn. No: INH000000248, BSE Enlistment Number (RA): 5016, AMFI-Registered Mutual Fund Distributor & SIF Distributor
ARN NO : 47791 (Date of initial registration – 17/02/2007; Current validity of ARN – 08/02/2027), PFRDA Reg. No. PoP 20092018, IRDAI Corporate Agent (Composite) : CA1099

ISO certification icon
We are ISO/IEC 27001:2022 Certified.

This Certificate Demonstrates That IIFL As An Organization Has Defined And Put In Place Best-Practice Information Security Processes.