Krystal Integrated Services Ltd Directors Report

Dear Members,

Your Directors have pleasure in presenting the 25^th Annual Report and Audited Financial Statements (Consolidated and Standalone) of Krystal Integrated Services Limited (Earlier known as Krystal Integrated Services Private Limited) ("the Company") for the year ended March 31, 2026.

FINANCIAL PERFORMANCE

Key Highlights of the Companys financial performance for the Financial Year 2025-26 ("year under review") as compared to previous Financial Year 2024-25 ("previous year") is given below:

Particulars	Consolidated	Standalone
	As on March 31, 2026	As on March 31, 2025	As on March 31, 2026	As on March 31, 2025
Revenue from Operations	12,772.75	12,127.84	10,947.49	11,199.35
Other Income	192.66	164.92	209.27	172.93
Total Income	12,965.41	12,292.77	11,156.76	11,372.27
Operating Expenditure	11,937.41	11,350.72	10,224.62	10,470.07
Depreciation and Amortisation Expenses	118.27	86.35	111.97	80.41
Total Expenditure	12,055.68	11,437.07	10,336.58	10,550.48
Profit before Finance Cost & Tax	909.73	855.70	820.18	821.79
Finance Cost	160.47	100.38	152.29	99.40
Profit/(Loss) before Exceptional Items and Tax	749.26	755.32	667.89	722.39
Exceptional Items - Income/ (Expense)	-	-	-	-
Share in Profit and (Loss) of Associates /Joint Venture as per Equity method	1.60	1.84	-	-
Profit/ (Loss) before tax	750.86	757.15	667.89	722.39
Tax Expense	10735	132.00	84.55	120.22
Profit/(Loss) for the year	643.51	625.15	583.34	602.16
Other Comprehensive Income for the year, Net of Tax	(3.09)	1.77	(3.30)	1.40
Total Comprehensive Income for the year	640.41	626.93	580.05	603.57
Profit/ (Loss) Attributable to:
• Shareholders of the Company	643.51	625.15	583.34	602.16
Total Comprehensive Income attributable to:
• Shareholders of the Company	640.41	626.93	580.05	603.57
Opening Balance of Retained Earnings	2,584.06	1,975.97	2,525.52	1,940.42
Appropriations	643.51	625.15	583.34	602.16
Add: IND AS Adjustments	-	3.90	-	3.90
Less: Issue of Bonus shares (from retained earnings)	-	-	-	-
Dividend on Equity Shares	(20.96)	(20.96)	(20.96)	(20.96)
Closing Balance of Retained Earnings	3,206.60	2,584.06	3,08790	2,525.52

OPERATIONS REVIEW / PERFORMANCE OF THE COMPANY STANDALONE

Total income from continuing operations on a standalone basis for Financial Year 2025-26, decreased by 1.90% to 11,156.76 Million as compared to 11,372.27 Million in Financial Year 2024-25. Earnings before interest, taxes, depreciation and amortisation (EBITDA) for Financial Year 2025-26 on a standalone basis from continuing operations decreased by 0.88% to 722.87 Million as compared to 729.27 Million in Financial Year 2024-25. Net Profit for the year after exceptional items and taxes from continuing and discontinuing operations was 583.34 Million as compared to 602.16 Million in Financial Year 2024-25. Basic and Diluted Earnings per share from continuing and discontinuing operations was 41.75 for the year as compared to 43.10 per share during the previous year.

CONSOLIDATED

The Companys consolidated income increased by 5.47% to 12,965.41 Million in the Financial Year 2025-26 as compared to 12,292.77 Million in the Financial Year 2024-25. EBITDA for Financial Year 2025-26 on a consolidated basis from continuing operations increased by 724% to 835.34 Million as compared to 778.96 Million in Financial Year 2024-25. Net Profit for the year after exceptional items and taxes from continuing and discontinuing operations was 643.51 Million as compared to 625.15 Million in Financial Year 2024-25. Basic and Diluted Earnings per share from continuing and discontinuing operations was 46.06 for the year as compared to 44.61 per share during the previous year.

A detailed discussion on operations for the year ended March 31, 2026 is provided in the Management Discussion and Analysis Report, which is presented in a separate section forming part of this Annual Report.

TRANSFER TO RESERVES

During the year under review, the Company has transferred 583.34 Million to reserves and other equity.

DIVIDEND

The Board has recommended a Dividend of 1.50/- per share (15%) on 1,39,71,952 fully paid-up equity shares of 10/- each for the Financial Year ended March 31, 2026, subject to approval of the shareholders at the ensuing Annual General Meeting ("AGM") and deduction of tax at source, as required under the law.

The total Dividend on equity shares for 2025-26, if approved by the shareholders at the ensuing AGM, aggregates to 20.96 Million. The said Dividend will be paid out of the profits for the year.

The Dividend, subject to the approval of shareholders at the ensuing AGM will be paid to the Members whose names appear in the Register of Members as on the Record date fixed by the Company i.e. Friday, September 11, 2026.

DIVIDEND DISTRIBUTION POLICY

The dividend payment is based upon the parameters mentioned in the Dividend Distribution Policy approved by the Board of Directors of the Company pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"). The Policy is uploaded on the Companys website at https://krystal- group.com/policies/.

Dividend, if approved by the members, will be paid electronically pursuant to the amendment to Regulation 12 notified by the Securities and Exchange Board of India vide the SEBI (Listing Obligations and Disclosure Requirements) (Fifth Amendment) Regulations, 2025, effective from November 19, 2025. Accordingly, the Company would be unable to pay dividend through warrants and cheques.

UNPAID DIVIDEND & IEPF

The Company was not required to transfer any amount to the Investor Education & Protection Fund (IEPF).

UTILISATION OF INITIAL PUBLIC OFFER (IPO) PROCEEDS

The proceeds of funds raised under IPO by the Company are being utilised as per Objects of the Issue. The disclosure in compliance with Regulation 32 of SEBI Listing Regulations is as under:

Particulars	Projected utilisation of IPO proceeds as per the Objects of the Issue ( in Million)	Actual utilisation of IPO proceeds up to March 31, 2026 ( in Million)	Deviation, if any
1 Repayment/ prepayment, in full or part, of certain borrowings availed by the Company	100	100	-
2 Funding working capital requirements of the Company	1,000	1,000	-
3 Funding capital expenditure for purchase of new machinery	100	100	-
4 General Corporate Purposes (GCP)	433.69	433.69	-
Total	1,633.69	1,633.69

The Company appointed Crisil Ratings Limited as a Monitoring Agency in accordance with Regulation 41 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 for monitoring the use of proceeds of IPO of the Company. The entire proceeds raised from the IPO had been fully and appropriately utilised in strict conformity with the objects detailed in the offer document and no portion of the IPO funds remains unutilised. There has been no deviation in the utilisation of IPO proceeds by the Company as mentioned in the Prospectus and actuals.

As on June 30, 2026, the Company has utilised 193.20 Million out of the 199.47 Million earmarked for issue-related expenses, with the balance of 6.27 Million lying in the public issue account.

MATERIAL CHANGES AND COMMITMENTS, AFFECTING FINANCIAL POSITION OF THE COMPANY

During the Financial Year under review and till the date of this Report, the following material changes and commitments affecting the financial position of the Company have occurred:

a) Approval for Raising of Funds through Qualified Institutions Placement (QIP)

During the Financial Year under review, the Board of Directors, at its meeting held on January 22, 2026, approved, subject to the approval of the members and other regulatory/statutory approvals as may be required, the proposal for raising funds by way of issuance of equity shares through Qualified Institutions Placement ("QIP"), in accordance with the provisions of Chapter VI of the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 and other applicable laws, for an aggregate amount of up to 300 Crores (Rupees Three Hundred Crores only) in one or more tranches. Subsequently, the approval of the members of the Company was obtained by way of Special Resolution through Postal Ballot on March 01, 2026.

The proposed funds are intended to be utilised, inter alia, towards working capital requirements, investment in subsidiaries, repayment / prepayment of borrowings, strategic growth initiatives including acquisitions, and general corporate purposes, subject to applicable laws and the final terms of the issue as may be approved by the Board / duly authorised committee thereof.

In connection with the proposed QIP, the Board had constituted a QIP Committee on January 22, 2026 to oversee and implement the proposed issuance. As on the end of the Financial Year, no securities have been allotted pursuant to the aforesaid approval.

As on the date of this Report no allotment has been made pursuant to the aforesaid approval. The Company is in the process of evaluating the proposed issuance and undertaking due diligence and other preparatory actions in consultation with the Merchant Banker and other Advisors. The final timing, size and terms of the issue shall be determined by the Board of Directors/QIP committee thereof, subject to prevailing market conditions and applicable regulatory approvals.

b) Acquisition of Citelum India Private Limited

Subsequent to the close of the Financial Year, the Company, on May 07 2026, approved the acquisition of 100% equity share capital of Citelum India Private Limited pursuant to a Share Purchase Agreement entered into with the existing shareholders of the said company. Consequent to the acquisition, Citelum India Private Limited became a wholly owned subsidiary of the Company. The acquisition is expected to strengthen the Companys presence in the urban infrastructure and smart city segment and expand its infrastructure services portfolio.

c) Re-appointment of Managing Director and Wholetime Directors

After the close of the Financial Year, the Board of Directors, at its meeting held on May 07 2026, approved, subject to the approval of the members, the re-appointment of Mrs. Neeta Prasad Lad as Chairperson & Managing Director, Mr. Sanjay Suryakant Dighe as Chief Executive Officer & Whole-time Director and Mr. Pravin Ramesh Lad, Mr. Shubham Prasad Lad and Ms. Saily Prasad Lad as Whole-time Directors for a further period of three (3) years with effect from September 15, 2026.

Subsequently, the members of the Company, by way of Special Resolutions passed through Postal Ballot on June 21, 2026, approved the re-appointment of the aforesaid Executive Directors for the period from September 15, 2026 to September 14, 2029.

Further details relating to the re-appointment of Managing Director and Whole-time Directors are provided under the Directors and Key Managerial Personnel section of this Report.

NATURE OF BUSINESS / INFORMATION ON THE STATE OF AFFAIRS OF THE COMPANY

Your Company is engaged in providing Integrated Facility Management ("IFM") services across diverse sectors including healthcare, education, public administration, airports, railways, metro infrastructure, manufacturing, entertainment, commercial spaces and retail. The Company provides a comprehensive range of services including housekeeping, sanitation, landscaping and Mechanical, Electrical and Plumbing ("MEP") maintenance, waste management services, staffing and payroll management, private security and manned guarding services, event management services, and corporate food and beverage services through its centralised kitchen facility in Mumbai.

During the year under review, the Company continued to expand its operations across existing and new client segments. The Company also undertook initiatives towards rebalancing its business mix with a focus on margin-accretive opportunities, while continuing to participate in selected government contracts alongside increasing engagements with corporate and private sector clients. The Company further strengthened its positioning as a preferred integrated services provider to multinational corporations and leading Indian conglomerates. The Company continues to leverage its compliance framework, operational capabilities, and scalable delivery model to provide integrated facility management solutions across large assignments.

Subsequent to the year end, the Company entered into a Share Purchase Agreement ("SPA") dated May 12, 2026 for the acquisition of 100% equity shareholding of Citelum India Private Limited ("CIPL"). The proposed acquisition is expected to strengthen the Companys capabilities and expand its presence in infrastructure-linked areas. The Company also secured municipal solid waste management contracts from the Vasai-Virar City Municipal Corporation ("VVCMC"), marking its increased participation in urban sanitation and environmental services in accordance with applicable statutory requirements. These engagements are aligned with the Companys focus on expanding its presence in the municipal services segment.

During the year, the Company incorporated a Special Purpose Vehicle, Advait Krystal Solar Energy SPV Private Limited, for undertaking renewable energy projects including solar, wind, and other renewable energy initiatives. The SPV has been incorporated pursuant to a Letter dated January 16, 2026 received from the Directorate of Medical Education & Research ("DMER"), Maharashtra, for execution of rooftop solar projects across Government Hospitals and Medical Colleges, wherein the SPV shall act as the designated concessionaire entity.

As part of its ongoing evaluation of strategic diversification opportunities, the Company also incorporated wholly owned subsidiaries, namely Krystal Power Resources Private Limited and Krystal Ports and Harbour Private Limited, to explore potential opportunities in the energy and infrastructure-related sectors.

Further, the Company has incorporated wholly owned subsidiaries in the waste management and water resources segments namely Krystal Water Resources Private Limited and Krystal Waste Works Private Limited to support its expansion into environmental and infrastructure-related services. These developments reflect the Companys continued focus on strengthening its integrated service offerings and expanding its service portfolios across domains having a promising future.

CHANGE IN THE NATURE OF BUSINESS

During the year under review, there was no change in the nature of business of the Company.

HOLDING COMPANY, SUBSIDIARY COMPANIES, JOINT VENTURE OR ASSOCIATE COMPANIES

The Company is a subsidiary of Krystal Family Holdings Private Limited. As on the date of this report, the Company has eleven (11) wholly owned subsidiaries and one (1) associate Company which are as follow:

Wholly Owned Subsidiaries

Name

1 Krystal Gourmet Private Limited

2 Flame Facilities Private Limited

3 Taskmaster Private Limited

4 Krystal Power Resources Private Limited

5 Krystal Waste Works Private Limited

6 Krystal Water Resources Private Limited

7 Krystal Ports and Harbour Private Limited

8 Krystal Waste Work Prabhag C Private Limited

9 Krystal Waste Work Prabhag F Private Limited

10 Krystal Waste Work Prabhag G Private Limited

11 Citelum India Private Limited

 

Associate Company

Name

1 Advait Krystal Solar Energy SPV Private Limited

The Company has two Joint Ventures namely, Krystal Aquachem and Joint Venture of Nangia & Co LLP & Krystal Integrated Services Limited. However, Joint Venture of Nangia & Co LLP & Krystal Integrated Services Limited is yet to commence its business.

MATERIAL SUBSIDIARY

As on March 31, 2026, Krystal Gourmet Private Limited qualified as a Material Subsidiary of the Company in terms of Regulation 16(1)(c) of the SEBI Listing Regulations. Accordingly, the Company is undertaking necessary steps to ensure compliance with the governance requirements applicable to material subsidiaries under Regulation 24 of the SEBI Listing Regulations, including representation of an Independent Director of the Company on the Board of such Material Subsidiary, wherever applicable.

Further, the applicable secretarial audit report in respect of such Material Subsidiary forms part of the Annual Report in compliance with Regulation 24A of the SEBI Listing Regulations.

CHANGES IN SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

a) During the year under review, the Company incorporated seven wholly-owned subsidiary and one associate company in the State of Maharashtra, the details whereof are set out below:

Name of the wholly-owned subsidiary / Associate Company	Corporate Identity Number	Date of Incorporation
1 Krystal Power Resources Private Limited	U35100MH2025PTC454914	August 21, 2025
2 Krystal Waste Works Private Limited	U38210MH2025PTC455888	September 02, 2025
3 Krystal Water Resources Private Limited	U37003MH2025PT C456199	September 04, 2025
4 Krystal Ports and Harbour Private Limited	U42902MH2025PTC456370	September 06, 2025
5 Krystal Waste Work Prabhag F Private Limited	U37003MH2026PTC466197	January 20, 2026
6 Krystal Waste Work Prabhag G Private Limited	U37003MH2026PTC466214	January 20, 2026
7 Krystal Waste Work Prabhag C Private Limited	U37003MH2026PTC467705	February 07 2026
8 Advait Krystal Solar Energy SPV Private Limited	U35105MH2026PTC469579	March 18, 2026

b) Subsequent to the close of the Financial Year, the Company acquired 100% equity share capital of Citelum India Private Limited on June 29, 2026 pursuant to execution of a Share Purchase Agreement with the existing shareholders of the said company. Consequent to the acquisition, Citelum India Private Limited became a wholly owned subsidiary of the Company. The acquisition is expected to strengthen the Companys presence in the urban infrastructure and smart city segment and expand its infrastructure services portfolio.

NAMES OF COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES, JOINT VENTURES OR ASSOCIATE COMPANIES DURING THE YEAR

During the year under review, following companies became Wholly Owned Subsidiaries of the Company pursuant to incorporation:

i. Krystal Ports and Harbour Private Limited;

ii. Krystal Power Resources Private Limited;

iii. Krystal Waste Works Private Limited;

iv. Krystal Water Resources Private Limited;

v. Krystal Waste Work Prabhag C Private Limited;

vi. Krystal Waste Work Prabhag F Private Limited; and

vii. Krystal Waste Work Prabhag G Private Limited.

During the year under review, Advait Krystal Solar Energy SPV Private Limited became the Associate Company of the Company.

Further, during the year under review, no company ceased to be a subsidiary of the Company and no company became or ceased to be a joint venture or associate company of the Company.

Subsequent to the Financial Year, Citelum India Private Limited became a wholly owned subsidiary of the Company.

FINANCIAL DETAILS OF SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 ("the Act") read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial statements of the Companys subsidiaries, joint venture and associate companies in Form AOC-1 forms part of the financial statements.

Pursuant to the provisions of Section 136 of the Act, the audited financial statements of the subsidiaries are available on the website of the Company at https://krystal- group.com/annual-financials-of-subsidiaries/. The same shall also be sent electronically to the Members upon receipt of a request from their registered e-mail address at companv.secretarv@krvstal-group.com.

Further, in terms of SEBI Listing Regulations, the Company has formulated a Policy for Determining Material Subsidiaries, which is available on the website of the Company at https://krystal-group.com/policies/.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the provisions of Section 129(3) of the Act read with the applicable provisions of SEBI Listing Regulations, the Consolidated Financial Statements of the Company and its subsidiaries form part of this Annual Report. The Consolidated Financial Statements have been prepared in accordance with the accounting standards notified under Section 133 of the Act.

As on March 31, 2026, Krystal Gourmet Private Limited qualified as a Material Subsidiary of the Company in terms of Regulation 16(1)(c) of the SEBI Listing Regulations.

The operational highlights of the wholly-owned subsidiaries of the Company for the Financial Year ended March 31, 2026 are set out below:

WHOLLY OWNED SUBSIDIARIES

a) Krystal Gourmet Private Limited (Material Subsidiary)

The total income for the Financial Year 2025-26 was 1,619.05 Million. Profit before interest, depreciation and tax for the year was 127.67 Million. Krystal Gourmet Private Limited reported a net profit of 69.31 Million for the year.

b) Flame Facilities Private Limited

The total income for Financial Year 2025-26 was 254.59 Million. Profit before interest, depreciation and tax for the year was 3763 Million. Flame Facilities Private Limited reported a net loss of 2.99 Million for the year.

c) Taskmaster Private Limited

The total income for Financial Year 2025-26 was 4.60 Million. Loss before interest, depreciation and tax for the year was 714 Million. Taskmaster Private Limited reported a net loss of 714 Million for the year.

d) Krystal Ports and Harbour Private Limited

The total income for the period beginning from September 06, 2025 to March 31, 2026 (Financial Period) was Nil. Krystal Ports and Harbour Private Limited reported a net loss of 0.09 Million during the Financial Period.

e) Krystal Power Resources Private Limited

The total income for the period beginning from August 21, 2025 to March 31, 2026 (Financial Period) was Nil. Krystal Power Resources Private Limited reported a net loss of 0.09 Million during the Financial Period.

f) Krystal Waste Works Private Limited

The total income for the period beginning from September 02, 2025 to March 31, 2026 (Financial Period) was Nil. Krystal Waste Works Private Limited reported a net loss of 0.09 Million during the Financial Period.

g) Krystal Water Resources Private Limited

The total income for the period beginning from September 04, 2025 to March 31, 2026 (Financial Period) was Nil. Krystal Water Resources Private Limited reported a net loss of 0.09 Million during the Financial Period.

h) Krystal Waste Work Prabhag C Private Limited

The total income for the period beginning from February 07 2026 to March 31, 2026 (Financial Period) was Nil. Krystal Waste Work Prabhag C Private Limited reported a net loss of 0.08 Million during the Financial Period.

i) Krystal Waste Work Prabhag F Private Limited

The total income for the period beginning from January 20, 2026 to March 31, 2026 (Financial Period) was Nil. Krystal Waste Work Prabhag F Private Limited reported a net loss of 0.08 Million during the Financial Period.

j) Krystal Waste Work Prabhag G Private Limited

The total income for the period beginning from January 20, 2026 to March 31, 2026 (Financial Period) was Nil. Krystal Waste Work Prabhag G Private Limited reported a net loss of 0.08 Million during the Financial Period.

JOINT VENTURES

a) Krystal Aquachem

Krystal Aquachem recorded total income of 24.85 Million for Financial Year 2025-26. The profit before depreciation, interest and tax for the year stood at 1.61 Million. The joint venture reported a net profit of 1.65 Million for the year.

b) Nangia & Co LLP & Krystal Integrated Services Limited

The joint venture between Nangia & Co LLP and Krystal Integrated Services Limited is yet to commence business operations.

ASSOCIATES

Advait Krystal Solar Energy SPV Private Limited

Advait Krystal Solar Energy SPV Private Limited is yet to commence business operations.

SHARE CAPITAL

During the Financial Year under review, the authorised share capital of the Company was increased, pursuant to approval of the members obtained through Postal Ballot on March 01, 2026, from 15,00,00,000/- (Rupees Fifteen Crores only) divided into 1,50,00,000 equity shares of face value of 10/- each to 19,00,00,000/- (Rupees Nineteen Crores only) divided into 1,90,00,000 equity shares of face value of 10/- each, ranking pari passu in all respects with the existing equity shares of the Company. Consequent to the said approval, the Capital Clause of the Memorandum of Association of the Company was suitably amended.

There was no change in the issued, subscribed and paid-up equity share capital of the Company during the Financial Year under review.

Accordingly, as on March 31, 2026, the authorised share capital of the Company stood at 19,00,00,000/- (Rupees Nineteen Crores only) divided into 1,90,00,000 equity shares of face value of 10/- each.

As on March 31, 2026, the issued, subscribed and paid-up equity share capital of the Company stood at 13,97,19,520/- (Rupees Thirteen Crores Ninety-Seven Lakh Nineteen Thousand Five Hundred Twenty only) divided into 1,39,71,952 equity shares of face value of 10/- each.

NON-CONVERTIBLE DEBENTURES

During the year under review, the Company has not issued and allotted any Non-Convertible Debentures.

CREDIT RATING

As on the date of this report, Rating Agencies issued ratings to the Company, as under:

Rating Agency	Rating	Nature of Securities
Crisil Ratings Limited	Crisil BBB+/ Negative	Long Term
Crisil Ratings Limited	Crisil A2	Short Term

Rational for downward revision in rating

The downgrade reflects moderation in the groups business risk profile on account of stretch in debtors leading to increased working capital cycle. Stickiness in realisation from debtors, coupled with increasing loans and advances given to group companies has led to a moderation of liquidity position of the group with increased utilisation of working capital limits and subsequent delays in payments of statutory dues.

The ratings continue to reflect established market position of the group in facilities management industry, supported by healthy relationships with its customers and above average capital structure and debt protection metrics.

These strengths are partially offset by working capital intensive nature of operations, increasing loans and advances to group companies and intense competition in the industry.

DETAILS RELATING TO DEPOSITS

During the year under review, the Company has not accepted any public deposits falling within the ambit of Section 73 of the Act and the Rules framed thereunder. The requisite return for FY 2025-26 with respect to amount(s) not considered as deposits has been filed. The Company does not have any unclaimed deposits as of date.

DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

DIRECTORS

During the Financial Year under review, there was no change in the composition of the Board of Directors of the Company.

Subsequent to the close of the Financial Year and up to the date of this Report, pursuant to the recommendations of the Nomination, Remuneration & Compensation Committee, the Board of Directors, at its meeting held on May 07 2026 approved the re-appointment of Mrs. Neeta Prasad Lad as Chairperson & Managing Director of the Company for a further period of three (3) years with effect from September 15, 2026 to September 14, 2029. Further the Board also approved re-appointment of Mr. Sanjay Suryakant Dighe, Mr. Pravin Ramesh Lad, Mr. Shubham Prasad Lad and Ms. Saily Prasad Lad as Whole-time Directors of the Company, for a further period of three (3) years with effect from September 15, 2026 to September 14, 2029. The aforesaid re-appointments were subsequently approved by the members of the Company by way of special resolutions through Postal Ballot on June 21, 2026.

Accordingly, as on the date of this Report, the composition of the Board of Directors of the Company is as under:

Name	Designation
1. Mrs. Neeta Prasad Lad	Chairperson & Managing Director
2. Ms. Saily Prasad Lad	Whole-time Director
3. Mr. Shubham Prasad Lad	Whole-time Director
4. Mr. Pravin Ramesh Lad	Whole-time Director
5. Mr. Sanjay Suryakant Dighe	CEO & Whole-time Director
6. Professor Sunder Ram Govind Raghavan Korivi	Independent Director
7. Dr. Dhanya Pattathil	Independent Director
8. Dr. Yajyoti Digvijay Singh	Independent Director
9. Lieutenant Colonel Kaninika Thakur	Independent Director
10. Mr. Mahesh Vinayak Redkar	Independent Director

Retirement by Rotation

In terms of the provisions of Section 152(6) of the Act and the Articles of Association of the Company, Mr. Sanjay Suryakant Dighe, CEO & Whole-time Director (DIN: 02042603), is liable to retire by rotation at the ensuing Annual General Meeting and, being eligible, has offered himself for re-appointment.

The Board of Directors, on the recommendation of the Nomination, Remuneration and Compensation Committee, recommends his re-appointment for the consideration of the Members at the ensuing Annual General Meeting.

In terms of the provisions of the Act and SEBI Listing Regulations, the Nomination, Remuneration and Compensation Committee, after reviewing and evaluating the composition of the Board, including the skills, knowledge and experience of the Directors, has recommended the aforesaid re-appointment to the Board.

Necessary resolutions, seeking approval of the members, in respect of the above appointments/re-appointments have been included in the Notice of the ensuing Annual General Meeting, and the Board recommends the same for approval by the members with the requisite majority.

KEY MANAGERIAL PERSONNEL

During the Financial Year under review, Ms. Stuti Maru (ACS A45257) resigned from the position of Company Secretary & Compliance Officer with effect from January 02, 2026 due to personal reasons. The Board places on record its appreciation for the valuable services rendered by her during her tenure with the Company.

Further, Mr. Manishkumar Sangani (ACS A24871) was appointed as the Company Secretary & Compliance Officer of the Company with effect from January 03, 2026.

Pursuant to the provisions of Section 2(51) and Section 203 of the Act read with the rules made thereunder, the following persons are the Key Managerial Personnel (including Directors) of the Company as on March 31, 2026:

Name	Designation
1. Mrs. Neeta Prasad Lad	Chairperson & Managing Director
2. Ms. Saily Prasad Lad	Whole-time Director
3. Mr. Shubham Prasad Lad	Whole-time Director
4. Mr. Pravin Ramesh Lad	Whole-time Director
5. Mr. Sanjay Suryakant Dighe	CEO & Whole-time Director
6. Mr. Barun Dey	Chief Financial Officer
7. Mr. Manishkumar Sangani	Company Secretary & Compliance Officer

DECLARATION OF INDEPENDENCE

The terms and conditions of appointment of the Independent Directors are in compliance with the provisions of the Act and SEBI Listing Regulations and are placed on the website of the Company at https://krystal-group.com/ wp-content/uploads/2025/06/Terms-and-conditions-of- appointment-of-independent-directors-1.pdf.

The Company has received declaration of Independence as stipulated under Section 149(7) of the Act and Regulation 25(8) of SEBI Listing Regulations, from the Independent Directors confirming that he/she is not disqualified from being appointed/re-appointed/ continue as an Independent Director of the Company as per the criteria laid down in Section 149(6) of the Act and Regulation 16(1) (b) of SEBI Listing Regulations. The same are hosted on the website of the Company at https://krystal-group.com/ declaration-received-from-independent-director/.

The Independent Directors have further confirmed that there has been no change in the circumstances affecting their status as Independent Directors of the Company and that they have complied with the Code for Independent Directors prescribed under Schedule IV to the Act.

Further, the Independent Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees and reimbursement of expenses, if any, incurred by them for the purpose of attending meetings of the Board and Committee(s) of the Company.

In the opinion of the Board, all the Independent Directors are persons of integrity and possess the requisite qualifications, experience, expertise and proficiency required under the Act, SEBI Listing Regulations and the policies of the Company.

The Independent Directors of the Company have registered themselves with the databank maintained by the Indian Institute of Corporate Affairs (IICA). In terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, all the Independent Directors have confirmed that they have either passed the online proficiency self-assessment test conducted by IICA or are exempt from undertaking the same.

A matrix setting out the skills, expertise and competencies of the Directors, including the Independent Directors, forms part of the Report on Corporate Governance forming part of this Annual Report.

BOARD EVALUATION

The Nomination, Remuneration & Compensation Committee (NRC) and the Board have laid down the manner in which formal annual evaluation of the performance of the Board, Committees, Individual Directors and the Chairperson & Managing Director has to be made.

Pursuant to the provisions of the Act and SEBI Listing Regulations, an annual evaluation of the performance of the Board, its Committees and Individual Directors were undertaken during the Financial Year.

The Company has implemented a system for evaluation of the performance of the Board of Directors, its Committees and the Non-Executive Directors (including Independent Directors) on the basis of a structured questionnaire, which comprises evaluation criteria taking into consideration various aspects of the Boards functioning, such as composition of the Board and Committees, experience and competencies, performance of specific duties and obligations, contribution at the meetings and otherwise, exercise of independent judgment, governance issues and other relevant parameters. The performance of the Executive Directors is evaluated on the basis of the achievement of their Key Result Areas. The Chairperson of NRC analyses the responses to the questionnaire and also considers the feedback obtained through in person discussion, to arrive at an unbiased assessment and the identified actionable areas and are discussed and acted upon.

All Directors responded through a structured questionnaire giving feedback about the performance of the Board, its Committees, Individual Directors and the Chairperson & Managing Director.

Two separate meetings of the Independent Directors were held on November 07 2025 and February 24, 2026, chaired by Professor Sunder Ram Govind Raghavan Korivi, Lead Independent Director, to review the performance of the Chairperson, Non-Independent Directors and the Board as a whole, as mandated under Schedule IV to the Act and the SEBI Listing Regulations. The Independent Directors also reviewed the quality, quantity and timeliness of the flow of information between the management of the Company and the Board, which is necessary for the Board to effectively and reasonably perform its duties.

The Board performance evaluation inputs, including areas of improvement for the Directors, Board processes and related issues for enhanced Board effectiveness were discussed in the meeting of the Independent Directors, Nomination, Remuneration & Compensation Committee and the Board of Directors held in their respective meeting.

The feedback arising from the aforesaid meetings was shared by the Lead Independent Director with the Board of the Company. The action areas identified pursuant to the evaluation process were discussed and are being implemented. The Independent Directors expressed satisfaction with the overall functioning of the Board, its various Committees and the performance of the Executive and Non-Executive Directors. The Board of Directors has also expressed its satisfaction with the evaluation process.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

Pursuant to the provisions of Regulation 25(7) of SEBI Listing Regulations, the Company has in place a familiarisation programme for its Independent Directors to familiarise them with the Company, their roles, rights and responsibilities in the Company, the nature of the industry in which the Company operates, its business model and other relevant matters.

During the Financial Year under review, familiarisation programmes and presentations were conducted for the Independent Directors as part of the agenda of various meetings of the Board, covering, inter alia, business and operational updates, industry developments, the applicable legal and regulatory framework, corporate governance practices, risk management, and their roles, rights and responsibilities as Directors of the Company.

The details of the familiarisation programmes imparted to the Independent Directors, including the web link thereto, are available on the website of the Company at: https://krvstal-qroup.com/wp-content/uploads/2026/08/ Board-Familiarisation-Programme-1.pdf.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS ("BOARD")

During the Financial Year under review, the Board of Directors of the Company met 7 (seven) times, on April 30, 2025, July 31, 2025, November 07 2025, January 02, 2026, January 22, 2026, February 24, 2026 and March 24, 2026.

The details of the meetings of the Board, including attendance of the Directors, are provided in the Corporate Governance Report, which forms part of this Annual Report.

COMMITTEES OF THE BOARD

The Board has constituted an Audit Committee, Nomination, Remuneration and Compensation Committee, Corporate Social Responsibility Committee,

Risk Management Committee, Stakeholders Relationship Committee in terms of the requirements of the Act read with the Rules made thereunder and Regulation 18, 19, 20 and 21 of the SEBI Listing Regulations. The Board also has operational committees such as Tender Committee, Finance Committee, QIP Committee and Capex Committee.

The Company Secretary is the Secretary of all the Committees. The Board of Directors and Committees also take decisions by resolutions passed through circulation which are noted by the Board/respective Committees of the Board at their next meetings. The Minutes of meetings of all Committees of the Board are circulated to the Board of Directors for noting. During the year under review, all recommendations received from its committees were accepted by the Board.

Audit Committee

During the Financial Year under review, the Audit Committee met 7 (seven) times on April 30, 2025, July 31, 2025, November 07 2025, January 02, 2026, January 22, 2026, March 02, 2026 and March 24, 2026.

During the year under review, there was no change in the composition of the Audit Committee. The composition of the Audit Committee as on the date of this Report is as under:

Name of the Member	Designation	Status
1. Professor Sunder Ram Govind Raghavan Korivi	Chairperson	Non- Executive, Independent Director
2. Mr. Sanjay Suryakant Dighe	Member	Executive, CEO & Whole-time Director
3. Dr. Yajyoti Digvijay Singh	Member	Non- Executive, Independent Director
4. Mr. Mahesh Vinayak Redkar	Member	Non- Executive, Independent Director

The details of the meetings held, attendance thereat and the terms of reference of the Committee are provided in the Corporate Governance Report, which forms part of this Annual Report.

During the Financial Year under review, all the recommendations made by the Audit Committee were accepted by the Board of Directors.

Pursuant to the NFRA Circular dated January 07 2026 on "Effective Communication Between Statutory Auditors and Those Charged with Governance, including Audit Committees", the said circular was placed before the Audit Committee and the Board of Directors of the Company for noting and appropriate action. In compliance with the aforesaid circular and the applicable Standards on Auditing, the Audit Committee held a specific meeting with the Statutory Auditors on March 24, 2026 and May 07, 2026, respectively to discuss the audit approach, key risk areas, scope of audit, materiality thresholds, internal financial controls, significant accounting matters and other matters relevant to the audit of the financial statements. The Statutory Auditor informed that significant estimates, judgments, and policies adopted by Management were appropriate and compliant with the applicable financial reporting framework. No material issues or reportable matters were identified during the year.

The Board and the Audit Committee remain committed to ensuring continuous and meaningful two-way communication with the Statutory Auditors in line with the requirements of the Companies Act, 2013, applicable Standards on Auditing and the aforesaid NFRA circular.

Vigil Mechanism / Whistle Blower Policy for Directors and Employees

The Company has in place a Whistle Blower Policy and Vigil Mechanism, as envisaged under the provisions of Section 177(9) of the Act, the rules made thereunder and Regulation 22 of SEBI Listing Regulations, for the Directors, employees and external stakeholders (including customers, vendors, suppliers and outsourcing partners) to report genuine concerns, instances of unethical behaviour, actual or suspected fraud, violations of the Companys Code of Conduct or any other misconduct, without fear of retaliation.

The Policy provides for adequate safeguards against victimisation of persons who avail of such mechanism and ensures protection of confidentiality of the complainant as well as the evidence submitted.

The Policy also provides direct access to the Chairperson of the Audit Committee for reporting concerns and grievances. The details of the Vigil Mechanism / Whistle Blower Policy are available on the website of the Company at: https://krystal-group.com/policies/.

During the Financial Year under review, no person was denied access to the Chairperson of the Audit Committee.

Corporate Social Responsibility

In accordance with the provisions of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended from time to time, the Board of Directors of the Company has constituted a Corporate Social Responsibility ("CSR") Committee.

The CSR Policy of the Company, in line with the provisions of the Act and the rules made thereunder, has been approved by the Board and is available on the website of the Company at: https://krystal-group.com/csr/.

During the Financial Year under review, the Company has undertaken CSR activities in accordance with the approved CSR Policy and the annual action plan approved by the Board on the recommendation of the CSR Committee.

The initiatives taken by the Company on CSR activities during the Financial Year is available on the Companys website https://krystal-group.com/csr/.

During the Financial Year 2024-25, the Company had incurred CSR expenditure aggregating to 45,72,811/- in excess of the minimum CSR obligation prescribed under Section 135 of the Companies Act, 2013. In accordance with Rule 7(3) of the Companies (Corporate Social Responsibility Policy) Rules, 2014, the excess amount so spent is eligible to be set-off against the CSR obligations of the Company for the three immediately succeeding Financial Years, subject to compliance with the conditions specified therein.

Accordingly, while approving the CSR plan and budget for the Financial Year 2025-26, the Board took into account the aforesaid excess CSR expenditure available for set-off.

After giving effect to the permissible set-off of 45,72,811/-, the net CSR obligation of the Company for the Financial Year 2025-26 stood at 65,64,981/-. The Company has incurred CSR expenditure of 65,64,981/- during the year and has, therefore, fully complied with its CSR obligation for the Financial Year 2025-26.

The Chief Financial Officer of the Company has certified that CSR funds so disbursed for the projects have been utilised for the purposes and in the manner as approved by the Board.

The Annual Report on CSR activities, as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014, forms part of this Annual Report as Annexure 1 and is also available on the website of the Company at: https:// krystal-qroup.com/csr/.

Composition of CSR Committee

During the Financial Year under review, there was no change in the composition of the CSR Committee. The composition of the CSR Committee is as under:

Name of the Member	Designation	Status
1. Mrs. Neeta Prasad Lad	Chairperson	Executive, Chairperson & Managing Director
2. Dr. Yajyoti Digvijay Singh	Member	Non- Executive, Independent Director
3. Mr. Sanjay Suryakant Dighe	Member	Executive, CEO & Whole-time Director

During the Financial Year under review, the CSR Committee met 4 (four) times on April 30, 2025, July 31, 2025, November 07 2025 and January 22, 2026.

The brief terms of reference, particulars of meetings held and attendance thereat are provided in the Corporate Governance Report, which forms part of this Annual Report.

Risk Management Committee and Framework

Pursuant to Regulation 21 of SEBI Listing Regulations, the Board has constituted a Risk Management Committee ("RMC") to frame, implement and monitor the risk management plan of the Company.

The Board has adopted a Risk Management Policy and related guidelines to identify, assess and mitigate foreseeable risks and to avoid events, situations or circumstances that may have an adverse impact on the business, operations or financial performance of the Company.

The major risks identified by the Company are systematically addressed through appropriate mitigating actions on a continual basis. Risk evaluation and mitigation is an ongoing and continuous process, and the risk management framework is periodically reviewed and updated before the Board.

The RMC has been entrusted with the responsibility of assisting the Board in overseeing and approving the Companys enterprise-wide risk management framework.

A detailed analysis of the business risks and opportunities forms part of the Management Discussion and Analysis Report, which is included in this Annual Report.

During the Financial Year under review, there was no change in the composition of the RMC.

The composition of the RMC is as under:

Name of the Member	Designation	Status
1. Lieutenant Colonel Kaninika Thakur	Chairperson	Non- Executive, Independent Director
2. Dr. Yajyoti Digvijay Singh	Member	Non- Executive, Independent Director
3. Mr. Sanjay Suryakant Dighe	Member	Executive, CEO & Whole-time Director

During the Financial Year under review, the Committee met 2 (two) times on July 31, 2025 and January 22, 2026.

The Committee is vested with the necessary powers in accordance with its terms of reference as approved by the Board. Further details relating to the RMC, including meetings held and attendance thereat, are provided in the Report on Corporate Governance, which forms part of this Annual Report.

Nomination, Remuneration and Compensation Committee

The composition of the Nomination, Remuneration and Compensation Committee ("NRC Committee") is in conformity with the provisions of Section 178 of the Act and Regulation 19 of SEBI Listing Regulations.

During the Financial Year under review, there was no change in the composition of the NRC Committee.

The composition of the NRC Committee is as under:

Name of the Member	Designation	Status
1. Lieutenant Colonel Kaninika Thakur	Chairperson	Non- Executive, Independent Director
2. Dr. Dhanya Pattathil	Member	Non- Executive, Independent Director
3. Dr. Yajyoti Digvijay Singh	Member	Non- Executive, Independent Director
4. Mr. Mahesh Vinayak Redkar	Member	Non- Executive, Independent Director

During the Financial Year under review, the Committee met 4 (four) times on April 30, 2025, July 31, 2025, January 02, 2026 and March 24, 2026.

The terms of reference of the NRC Committee and the particulars of meetings held and attendance thereat are provided in the Corporate Governance Report, which forms part of this Annual Report.

Companys Policy on Appointment and Remuneration of Directors, Key Managerial Personnel and Senior Management Personnel

The Board of Directors has adopted a Nomination and Remuneration Policy in terms of the provisions of Section 178(3) of the Act and the SEBI Listing Regulations dealing with the appointment and remuneration of Directors, Key Managerial Personnel and Senior Management Personnel.

The Policy lays down the criteria for determining qualifications, positive attributes, independence and remuneration of Directors, Key Managerial Personnel and Senior Management Personnel.

The Nomination and Remuneration Policy is disclosed on the Companys website at https://krystal-group.com/policies/ and forms part of this Report as Annexure 2.

Stakeholders Relationship Committee

Pursuant to the provisions of Section 178 of the Act and Regulation 20 of SEBI Listing Regulations, the Stakeholders Relationship Committee ("SRC") has been constituted by the Board of Directors.

During the Financial Year under review, there was no change in the composition of the SRC.

The composition of the SRC is as under:

Name of the Member	Designation	Status
1. Professor Sunder Ram Govind Raghavan Korivi	Chairperson	Non - Executive, Independent Director
2. Dr. Dhanya Pattathil	Member	Non - Executive, Independent Director
3. Mr. Sanjay Suryakant Dighe	Member	Executive, CEO & Whole-time Director
4. Mr. Mahesh Vinayak Redkar	Member	Non - Executive, Independent Director

During the Financial Year under review, the Committee met 1 (one) time on July 31, 2025.

The brief terms of reference of the SRC and the particulars of meetings held and attendance thereat are provided in the Corporate Governance Report, which forms part of this Annual Report.

Name and Designation of the Compliance Officer

During the Financial Year under review, Ms. Stuti Maru resigned as the Company Secretary & Compliance Officer with effect from January 02, 2026.

Subsequently, Mr. Manishkumar Sangani was appointed as the Company Secretary & Compliance Officer / Investor Relations Officer of the Company with effect from January 03, 2026, who deals with matters pertaining to shareholders grievances and investor relations.

Tender Committee

The Board of Directors of the Company constituted a Tender Committee and the details of composition of the Committee are given herein below:

Name of the Member	Designation	Status
1. Mr. Pravin Ramesh Lad	Chairperson	Executive, Whole-time Director
2. Mr. Sanjay Suryakant Dighe	Member	Executive, CEO & Whole-time Director
3. Mr. Shubham Prasad Lad	Member	Executive, Whole-time Director

During the year under review, the Committee met 2 (two) times on April 15, 2025 and November 25, 2025.

The Committee is vested with necessary powers, as per its terms of reference duly approved by the Board. Further details on the Tender Committee are provided in the Report on Corporate Governance forming part of this Annual Report.

Finance Committee

The Board of Directors of the Company constituted a Finance Committee and the details of composition of the Committee are given herein below:

Name of the Member	Designation	Status
1. Mr. Pravin Ramesh Lad	Chairperson	Executive, Whole-time Director
2. Mr. Sanjay Suryakant Dighe	Member	Executive, CEO & Whole-time Director
3. Mr. Shubham Prasad Lad	Member	Executive, Whole-time Director

During the year under review, the Committee met 16 (sixteen) times on April 15, 2025, June 05, 2025, June 16, 2025, June 26, 2026, July 21, 2025, August 06, 2025, August 28, 2025, September 15, 2025, October 17 2025, November 03, 2025, November 20, 2025, December 17 2025, December 20, 2025, February 03, 2026, February 20, 2026 and March 11, 2026.

The Committee is vested with necessary powers, as per its terms of reference duly approved by the Board. Further details on the Finance Committee are provided in the Report on Corporate Governance forming part of this Annual Report.

QIP Committee

During the Financial Year under review, the Board of Directors, at its meeting held on January 22, 2026, considered and approved the constitution of a Qualified Institutions Placement Committee ("QIP Committee") in connection with the proposed raising of capital by way of Qualified Institutions Placement.

The QIP Committee was constituted comprising the following members:

Name of the Member	Designation	Status
1. Mr. Mahesh Vinayak Redkar	Chairperson	Non - Executive, Independent Director
2. Mr. Sanjay Suryakant Dighe	Member	Executive, CEO & Whole-time Director
3. Professor Sunder Ram Govind Raghavan Korivi	Member	Non - Executive, Independent Director

The QIP Committee has been authorised by the Board to take all necessary decisions and to approve, negotiate, finalise and carry out all activities in relation to the proposed Qualified Institutions Placement, including determining the terms of the issue, appointment of intermediaries and advisors, finalisation of offer documents and such other matters as may be necessary for giving effect to the proposed issue, in accordance with applicable laws.

During the year under review, no meeting of the QIP Committee was held.

Capex Committee

During the Financial Year under review, the Board of Directors, at its meeting held on January 22, 2026, considered and approved the constitution of Capex Committee for ensuring effective planning, monitoring, and control over the capital expenditure of the Company, and to strengthen governance and oversight mechanisms, improve efficiency in decisionmaking and enable timely evaluation and approval of capital expenditure proposals.

The Capex Committee was constituted comprising the following members:

Name of the Member	Designation	Status
1. Mr. Sanjay Suryakant Dighe	Chairperson	Executive, CEO & Whole-time Director
2. Mr. Mahesh Vinayak Redkar	Member	Non - Executive, Independent Director
3. Professor Sunder Ram Govind Raghavan Korivi	Member	Non - Executive, Independent Director

The Capex Committee has been authorised by the Board to take all necessary decisions and to approve, negotiate, finalise and carry out all activities in relation to the Capital Expenditure, including review proposals and deviations within the limits delegated by the Board, monitor utilisation of approved capital expenditure of the Company, and facilitate timely decisionmaking in line with the Companys strategic and financial objectives.

During the year under review, no meeting of the Capex Committee was held.

IPO Committee and Committee of Independent Director

The IPO Committee and the Committee of Independent Directors had been constituted specifically for the purposes of the Initial Public Offering (IPO) and matters incidental and ancillary thereto. Pursuant to the successful completion of the IPO process, listing of the equity shares of the Company on the recognised Stock Exchanges and conclusion of all matters entrusted to the aforesaid committees, the IPO Committee and the Committee of Independent Directors were dissolved with effect from July 31, 2025.

AUDITORS

Statutory Audit & Statutory Auditors

M/s. Maheshwari & Co., Chartered Accountants (Firm Registration No. 105834W), were appointed as the Statutory Auditors of the Company at the 23^rd Annual General Meeting held on September 16, 2024, to hold office for a term of five consecutive years, from the conclusion of the 23^rd Annual General Meeting until the conclusion of the 28^th Annual General Meeting.

Accordingly, M/s. Maheshwari & Co., Chartered Accountants, continue as the Statutory Auditors of the Company for the Financial Year 2025-26.

The Statutory Auditors have confirmed that they have subjected themselves to the peer review process of Institute of Chartered Accountants of India (ICAI) and hold valid certificate issued by the Peer Review Board of the ICAI. The Audit Committee reviews the independence and objectivity of the Auditors and the effectiveness of the Audit process.

The Independent Auditors Report on the standalone and consolidated financial statements of the Company for the Financial Year ended March 31, 2026, issued by M/s. Maheshwari & Co., Chartered Accountants, forms part of this Annual Report.

The Auditors have issued an unmodified opinion on the standalone and consolidated financial statements for the Financial Year ended March 31, 2026.

There are no qualifications, reservations, adverse remarks or disclaimers made by the Statutory Auditors in their Report.

The Notes to the standalone and consolidated financial statements referred to in the Auditors Report are self explanatory and therefore do not call for any further comments by the Board under Section 134(3)(f) of the Act.

Internal Auditor

Based on the recommendation of the Audit Committee, the Board of Directors at its meeting held on April 30, 2025 approved the appointment of M/s. J F Jain & Co., Chartered Accountants (Firm Registration No. 112599W) as the Internal Auditors of the Company for the Financial Year 2025-26. The annual internal audit plan is prepared based on discussions between the Internal Auditors and the Audit Committee. The Audit Committee periodically reviews the audit plan and modifies the same, wherever considered necessary.

The Internal Auditors independently conduct an objective assessment of the Companys financial and operational processes, risk management practices, regulatory compliances and the effectiveness of internal financial controls. The internal audit reports, together with the management responses and action plans thereon, are reviewed by the Audit Committee on a quarterly basis.

Further, based on the recommendation of the Audit Committee, the Board of Directors at its meeting held on May 07 2026 approved the re-appointment of M/s. J F Jain & Co., Chartered Accountants (Firm Registration No. 112599W) as the Internal Auditors of the Company for the Financial Year 2026-27

Secretarial Auditor and Secretarial Audit Report

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and Regulation 24A of the SEBI Listing Regulations, Vaibhav Shah & Co., Practicing Company Secretaries (Firm Registration No. S2010MH138600), were appointed as the Secretarial Auditors of the Company for a term of five consecutive Financial Years from 2025-26 to 2029-30, pursuant to the approval of the members at the 24^th Annual General Meeting held on September 16, 2025. The Secretarial Auditors have confirmed that they have subjected themselves to the peer review process of Institute of Company Secretaries of India (ICSI) and hold valid certificate issued by the Peer Review Board of the ICSI.

The Secretarial Audit Report of the Company for the Financial Year ended March 31, 2026, issued by Vaibhav Shah & Co., forms part of this Annual Report as Annexure 3.

Further, in compliance with Regulation 24A of the SEBI Listing Regulations, the Secretarial Audit Report of Krystal Gourmet Private Limited, being a material unlisted subsidiary of the Company, issued by Jigar Darji & Associates, Practicing Company Secretaries (Firm Registration No S2019MH666400) for the Financial Year ended March 31, 2026, also forms part of this Annual Report as Annexure 4.

The Secretarial Audit Reports of the Company and its aforesaid material subsidiary do not contain any qualification, reservation, adverse remark or disclaimer and, accordingly, do not call for any explanation or comments from the Board under Section 134(3) of the Act.

FRAUDS

There have not been any frauds reported by the Auditors of the Company under Section 143(12) of the Act.

ANNUAL SECRETARIAL COMPLIANCE REPORT

The Company has undertaken an audit for FY 2025-26 pursuant to Regulation 24A of SEBI Listing Regulations. The Annual Secretarial Compliance Report has been submitted to the Stock Exchanges on May 22, 2026 which is within 60 days of the end of the Financial Year ended March 31, 2026.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Sections 134(3)(c) and 134(5) of the Act and based on the information provided by the management, the Board of Directors of the Company, to the best of their knowledge and belief, confirm that:

a) in the preparation of the annual accounts for the period commencing from April 01, 2025 to March 31, 2026, the applicable accounting standards had been followed along with proper explanation relating to material departures, if any;

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

c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the Directors have prepared the annual accounts on a going concern basis;

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

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

DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The Company has designed and implemented a process driven framework for Internal Financial Controls ("IFC") within the meaning of the explanation to Section 134(5) (e) of the Companies Act, 2013. For the year ended March 31, 2026, the Board considers that the Company has sound IFC commensurate with the nature and size of its business operations and operating effectively and there is no material weakness. The Company has a process in place to monitor the same and identify gaps, if any, and implement new and/or improved controls wherever the effect of such gaps could have a material effect on the Companys operations.

INFORMATION TECHNOLOGY AND CYBER SECURITY

The Company has implemented an information security and cyber resilience framework commensurate with the size and nature of its operations. The framework includes appropriate policies, processes, controls and monitoring mechanisms for protection of systems, applications, data and digital infrastructure. The Company periodically reviews its cyber security preparedness and strengthens its controls through risk assessments, vulnerability management, user access governance and employee awareness initiatives. During the year under review, no material cyber security incident or breach affecting the operations or business continuity of the Company was reported.

PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN, OR SECURITY PROVIDED BY THE COMPANY

The Company has disclosed the particulars of the loans given, investments made or guarantees given or security provided during the year, as required under Section 186 of the Act, Regulation 34(3) and Schedule V of the SEBI Listing Regulations in Notes forming part of the financial statements.

LOANS FROM DIRECTORS OR DIRECTORS RELATIVES

During the year, the Company had not obtained any loan from any of the Directors or their relatives.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All related party transactions entered into by the Company during the Financial Year under review were in the ordinary course of business and on an arms length basis, and were in compliance with the applicable provisions of the Act and SEBI Listing Regulations.

Pursuant to Section 188 of the Act read with the rules made thereunder and Regulation 23 of the SEBI Listing Regulations, all material related party transactions ("material RPTs") require prior approval of the shareholders of the Company by way of an Ordinary Resolution. In this regard, the members of the Company had, in January 11, 2024, accorded approval for material related party transaction(s) between the Company and Volksara Techno Solutions Private Limited and Navagunjara Finance Private Limited, which approval remained valid and operative upto March 31, 2026. The material related party transactions entered into during the Financial Year under review were undertaken pursuant to the aforesaid shareholders approval.

All related party transactions are placed before the Audit Committee for its review and prior approval. Prior omnibus approval of the Audit Committee is obtained at the beginning of each Financial Year for transactions which are planned, foreseeable and repetitive in nature. The transactions entered into pursuant to such omnibus approval, together with a statement containing the details of all related party transactions, are placed before the Audit Committee for its review on a periodic basis.

Specific approval of the Audit Committee is obtained for any new related party transaction or any material modification to an existing approved transaction during the year.

Details of contracts/ arrangements/ transactions with related parties, as required to be disclosed in Form No. AOC-2 pursuant to Section 134(3)(h) read with Section 188 of the Act and 8(2) of the Companies (Accounts) Rules, 2014, is appended as Annexure 5 to this Annual Report and are uploaded on the Companys website at https://krystal- group.com/investor-relations/.

The details of related party transactions as required under Indian Accounting Standard ("Ind AS") 24 have been disclosed in Note No. 37 to the Standalone and Consolidated Financial Statements forming part of this Annual Report.

The Company has formulated a Policy on Related Party Transactions, which is available on the website of the Company at: https://krvstal-group.com/policies/.

The transactions entered into by the Company during the Financial Year under review were in conformity with the said policy. Further, pursuant to the SEBI Listing Regulations, the Company has filed half-yearly reports on related party transactions with BSE Limited and the National Stock Exchange of India Limited.

PARTICULARS OF EMPLOYEES

In terms of the requirements of Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended from time to time, the disclosures pertaining to the remuneration and other details, are annexed to this Report as Annexure 6.

The statement containing names and other details of the employees as required under Section 197(12) of the Act read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, forms part of the Annual Report. In terms of Section 136(1) of the Act, the Annual Report is being sent to the members and others entitled thereto, excluding the aforesaid information. The said information is open for inspection and any member interested in obtaining a copy of the same may write to the Company.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company is committed to providing and promoting a safe and healthy work environment for all its employees. A Prevention of Sexual Harassment Policy, which is in line with the statutory requirements, along with a structured reporting and redressal mechanism, including the constitution of Internal Complaints Committee in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("the POSH Act"), is in place.

The details of number of complaints received and disposed of during the year ending March 31, 2026 is given below:

Number of complaints of sexual harassment received in the year	Nil
Number of complaints disposed off during the year	NA
Number of cases pending for more than ninety days	Nil

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,

FOREIGN EXCHANGE EARNINGS AND OUTGO

a) The provisions of Section 134(3)(m) of the Act and the Rules made there under relating to conservation of energy and technology absorption do not apply to your Company as it is not a manufacturing Company.

b) Foreign Exchange Earnings during the year under review was Nil as against previous year Nil and Foreign Exchange Outgo during the year under review was Nil as against previous year 722 Million.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANYS OPERATIONS IN FUTURE

During the year under review, there were no significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and the Companys operations in the future. Further, no penalties have been levied by any regulator during the year under review.

ANNUAL RETURN

As required under the provisions of Sections 134(3) (a) and Section 92(3) of the Act and the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company in prescribed form MGT- 7 has been placed on the website of the Company at https://krvstal-group.com/ annual-return/.

MANAGING DIRECTOR AND CHIEF FINANCIAL OFFICER CERTIFICATE

In terms of SEBI Listing Regulations, the certificate, as prescribed in Part B of Schedule II of SEBI Listing Regulations, has been obtained from Chief Executive Officer and Chief Financial Officer of the Company, for the Financial Year 2025-26 with regard to the Financial Statements and other matters.

SECRETARIAL STANDARDS AND COMPLIANCE

During the year under review, the Company has complied with the applicable provisions of Secretarial Standards issued by The Institute of Company Secretaries of India on Board Meetings and General Meetings.

MATERNITY BENEFIT ACT, 1961

The Company complies with the provisions of the Maternity Benefit Act, 1961, and provides maternity benefits to eligible women employees. Adequate facilities and support are provided in line with statutory requirements.

CORPORATE GOVERNANCE REPORT

The Company is committed to maintaining the highest standards of corporate governance and continues to be compliant with the requirements of corporate governance as enshrined in SEBI Listing Regulations. Pursuant to Regulation 34 read with Schedule V of the SEBI Listing Regulations, a Report on Corporate Governance and a certificate obtained from the Practising Company Secretary confirming compliance with Corporate Governance requirements provided in the aforesaid Regulations, forms part of this Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report for FY 2025-26, as stipulated under SEBI Listing Regulations forms part of the Annual Report.

INSIDER TRADING REGULATIONS

Pursuant to the provisions of the SEBI (Prohibition of Insider Trading) Regulations, 2015, as amended from time to time, the Company has adopted a Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information and a Code of Conduct to Regulate, Monitor and Report Trading by Designated Persons and their Immediate Relatives (collectively, the "Insider Trading Code").

The Company has also put in place a Structured Digital Database in compliance with Regulation 3(5) of the SEBI (Prohibition of Insider Trading) Regulations, 2015.

The Insider Trading Code is available on the website of the Company at: https://krystal-group.com/policies/.

During the Financial Year under review, the Company has complied with the applicable provisions of the aforesaid regulations.

OTHER DISCLOSURES

The Directors state that no disclosures or reporting are required in respect of the following items, as the same are either not applicable to the Company or the relevant transactions / events did not take place during the Financial Year under review:

a) The Company has not issued any equity shares with differential rights as to dividend, voting or otherwise.

b) The Company has not issued any shares, including sweat equity shares, to employees under any scheme during the Financial Year under review.

c) The Company has not issued any equity shares under the Krystal Integrated Services Limited Employee Stock Option Plan, 2023 during the Financial Year under review and accordingly, no disclosure is required under Section 62(1)(b) of the Act.

d) There was no revision of the financial statements or the Boards Report during the Financial Year under review.

e) The Company does not have any scheme or provision of money for purchase of its own shares by employees or by trustees for the benefit of employees.

f) The Managing Director of the Company did not receive any remuneration or commission from any of its subsidiaries.

g) MSME: The Company has registered itself on the Trade Receivables Discounting System (TReDS) platform through the service provider Mynd Solutions Private Limited ("M1xchange"). The Company complies with the requirement of filing the prescribed half-yearly return with the Ministry of Corporate Affairs within the stipulated timelines.

h) The Company does not fall within the definition of a Large Corporate for FY 2025-26.

i) There were no proceedings initiated or pending against the Company under the Insolvency and Bankruptcy Code, 2016, as at the end of the Financial Year ended March 31, 2026.

j) There were no instances of one-time settlement with any bank or financial institution during the Financial Year under review.

k) The Company is not required to maintain cost records under Section 148 of the Act.

l) As of the date of this Report, M/s. Advait Krystal Solar Energy SPV Private Limited ("AKSESPL"), an associate company of the Company, has entered into a Power

Purchase Agreement, being one required to be disclosed under Clause 5A of Paragraph A of Part A of Schedule III of the SEBI Listing Regulations, with the Directorate of Medical Education & Research, Mumbai and the Directorate of Ayush (M.S.) Medical Education & Drug Department, Mumbai, for implementation and maintenance of grid-connected rooftop solar PV systems on a Build-Own-Operate-Transfer (BOOT) model at various Government hospitals and medical colleges in Maharashtra.

m) In terms of the applicable provisions relating to beneficial interest in shares, the Company Secretary & Compliance Officer of the Company is the designated person responsible for furnishing information and extending co-operation to the Registrar of Companies ("ROC") in respect of beneficial interest in the shares of the Company.

Acknowledgements / Appreciations

We take this opportunity to thank the employees for their dedicated service and contribution to the Company. We also thank our banks, business associates, members and other stakeholders for their continued support to the Company.