Prakash Industries Ltd Directors Report

Dear Shareholders,

Your Board of Directors has pleasure in presenting the 45 th Annual Report on the business & operations of the Company together with the Audited Statements of Financial Accounts for the year ended 31 st March, 2026.

FINANCIAL RESULTS

		( in Crores)
	For the year ended 31 st March, 2026	For the year ended 31 st March, 2025
Net Sales	3478.66	4014.35
Other Income	29.46	25.47
Total Income	3508.12	4039.82
EBITDA	542.75	544.99
Depreciation	167.93	142.70
Financial Expenses	44.08	46.34
Profit before exceptional items and tax	330.74	355.95
Exceptional Items	-	-
Provision for Taxes (earlier year) (2.40)		0.50
Profit after Tax	333.14	355.45
Other Comprehensive Income	(7.84)	(7.60)
Total Comprehensive Income	325.30	347.85

PERFORMANCE

During the year under review, the Company has achieved Net Sales of ?3478.66 crores as against ?4014.35 crores in the previous financial year. The EBITDA for the year was ? 542.75 crores as against ? 544.99 crores in the previous year. However, the EBITDA margin in FY2026 has increased to 15.6% from 13.6% in the previous year. After providing for interest, depreciation and tax, the Profit after Tax of the Company was ? 333.14 crores as against ?355.45 crores in the previous year resulting an EPS of ? 18.60.

During the year, the Company has achieved the targeted extraction of ~1 Mn tonnes of coal from its Bhaskarpara Coal Mine.

FUTURE PROSPECTS

After achieving the coal extraction target of 1 Mn tonnes in FY2026 from its Bhaskarpara Coal Mine, the Company is already in the process of enhancing the mining plan from 1 Mn tonnes per annum to 1.2 Mn tonnes per annum for FY2027.

DIVIDEND DISTRIBUTION POLICY

Pursuant to Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company has formulated and adopted a Dividend Distribution Policy.

In line with the applicable regulatory requirements and the Companys commitment to transparency and effective capital allocation, the Dividend Distribution Policy provides a structured framework governing the declaration, payment and distribution of dividends to shareholders. The Policy is intended to balance shareholder returns with the Companys long-term growth objectives and financial requirements. The Policy is available for review on the Companys website at .

DIVIDEND

Based on a comprehensive evaluation of the Companys financial performance for the financial year ended 31 st March, 2026, the Board of Directors has recommended a dividend of ?1.80 per Equity Share of face value ?10 each, subject to the approval of the shareholders at the ensuing Annual General Meeting. This recommendation reflects the Companys continued focus on delivering sustainable value to its shareholders while maintaining a prudent and balanced approach to capital management.

Based on the Equity Shares outstanding as on the date of this Report, the proposed dividend, if approved by the shareholders, will result in a cash outflow of approximately ?32.23 Crores.

In accordance with the provisions of the Income-tax Act, dividends paid or distributed by the Company are taxable in the hands of the shareholders. Consequently, the Company is mandated to deduct tax at source (TDS) on such dividend payments at the statutory rates prescribed under the applicable tax laws, as amended from time to time.

ENVIRONMENT

The Company is committed to environmental protection, fulfillment of legal statuary requirements, social responsibility and quality based production by implementing ISO- 14001 Environment Management System. Environmental Management System is a structured and systematic process for achieving continuous improvement in environmental performance to provide an effective Healthy Environment deriving the benefits of sustainable environment.

The Company is committed towards sustainable economic development ensuring the environmental protection along with the quality production. The company has integrated

PRAKASH INDUSTRIES LIMITED

the consideration of environmental concerns and impacts into all activities by promoting environmental awareness among the employees, contractors and the work force by encouraging them to work in an environmentally responsible manner & accordingly communicated the Companys environmental commitment to its clients, customers and all stakeholders. The Company strives to continually improve the environmental performance by minimizing the social impact and environmental damage of environment by periodically reviewing the environmental policy in light of Companys current and planned future activities.

The Company has implemented all measures for environmental, quality, safety and social concerns. The Company has striven to embed its environmental considerations in business decisions & continuous focus on Environmental Management System ISO:14001. The company has adopted multiple strategies and technologies to ensure clean and healthy environment in the plant and also has taken pro-active steps to maintain the environmental health.

The company stands way ahead for conserving natural resources, effective energy management, carbon emissions reduction, conservation of water resources, biodiversity and waste management and is committed to provide a quality service in a manner that ensures a safe and healthy workplace for its employees and minimizing the potential impact on the environment.

The Company operates in compliance with all relevant environmental legislation and strives to conservation of natural resources by adopting required measures in various processes and also adopted best environmental practices.

In addition to complying with all applicable environmental laws and regulation, Company has taken following important measures for environmental protection :

• Optimum use of the natural Resources and Minerals by increased efficiency and implementing the energy conservation and cost reduction projects for Energy and Water Saving.

• Installed efficient emission & effluent control devices for environmental protection.

• Implementation of water conservation scheme through Effluent & Sewage treatment, Rain and Roof water harvesting. The treated water is re-circulated and reused in various operations.

• To avoid resource depletion & to conserve natural resources. Waste Heat Recovery Boilers are installed. The generated coal char from Sponge Iron Plant is recycled and used as fuel in Captive Power Plant. Metal recovered from waste slag in Steel Melting shop is also reused in Steel making.

• Effective management of Hazardous waste, Solid waste, Bio-medical waste & E-waste, Adoption of cleaner technologies has further reduced the consumption of fuel and water requirement for plant Operation.

• Provided Online Continuous Emission & Effluent Monitoring Systems for monitoring the emission on regular basis & also corrective action is being taken as required.

• Adoption of cleaner technologies to reduce the consumption of fuel and water for plant Operations and to Ensure Zero Liquid Discharge (ZLD) Status.

• Extensive Green belt development program is implemented in the plant premises as well as in the nearby areas.

• Regular compliance of Environmental & Safety Rules & Regulation.

• Well equipped Environmental Laboratory is set up to check the air & water quality on regular basis.

• Communication with all customers, employees, Government agencies, media and the public about various measures taken by the Company for Energy Conservation, Safety and Environmental sustainability.

SAFETY:

The company is committed to ensure the safety of all employees, contractors, work force involved in various operations and various stake holders through effective implementation of all applicable rules and procedures pertaining to safety in all operations. The Company strongly believes that providing safe working environment is not only the mandatory statutory requirement but also its moral responsibility.

The company has taken effective measures for controlling the number of on-site injuries with its strong emphasis on improved health and safety practices and thus reduced the safety risks through people engagement, capability building, and by strengthening of the health and safety management systems.

The Company has a structured system of periodically review of policies, objectives and targets for continual improvements through corrective and preventive actions to provide and maintain the safe and healthy working environment by Implementing Zero Accident policy. For employees to achieve, ensure & prevention of injuries, regular health and safety program are conducted. All employees, contractors, work force & visitors are provided necessary personnel protective equipments to maintain highest standard of safety.

The Company has developed best Safety Standards, SOPs and Safety Manual systems & procedures in accordance to

ISO-45001 Safety Management System which addresses Employees Safety, Occupational Health, Process Safety and Emergency Preparedness. The company always emphasised on inculcating safety in the lives of its employees. Employees and contractors are provided safety training & awareness programme are being conducted regularly. Events such as Safety slogan competitions, Quiz and Safety poster competitions etc. are also organized which helps in creating awareness among employees & contractors.

Safety display communication, Safety induction to new entrants, Maintaining Record of incidents & its observations, on-the-job training, learning from the lessons of the Near- miss incidents, providing Training on standard operating procedures, conducting accident investigation, Toolbox Talks, organizing Inter-departmental safety competition, Work permit system, Medical health surveillance, Safety Audits and Inspections are the major safety measures taken up by the Company.

Objectives:

The objectives of taking up the effective measures towards safety in all processes are :-

• To provide and maintain the safe and healthy working environment for all employees, contractors & work force, to implement Zero Accident policy and to ensure prevention of injuries during various operations.

• Periodically review of the policies, objectives and targets for continual improvements through corrective and preventive actions.

• To provide safety & protection equipments & tools to control and reduce the incident by fire fighting & fire hydrant system, Group risk assessment of activities. Training awareness program etc.

• To undertake various programs to spread health & safety awareness amongst employees, contractors & visitors.

• To provided machinery, equipments and tools with full proof system of safety and safer methods of operations. Proper cable galleries and identification of the area of possibility of fire & to ensure effective automatic and manual fire fighting operations.

• To comply with all applicable regulatory regulations and legislation and to adopt excellent industrial practices to promote highest standards of safety, health & welfare in accordance with the requirements of relevant statutory provisions as well as approved codes of practices.

• To provide the information, instructions, training and supervision needed for safe working.

• To make each & every employee and worker aware of their individual responsibility and obligations towards achieving the safe and healthy working atmosphere.

• To provide a reliable fire detection system with proper zoning and interlocking for effective protection methods for conveyor system.

• To protect all work force including the visitors from possible hazards by developing safety awareness among all stake holders.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY

There have been no material changes or commitments affecting the financial position of the Company which have occurred between the end of the financial year to which the financial statements relate and the date of this report. No significant adjustments pertaining to the Companys assets, liabilities, or financial obligations have been observed or recorded during this interim period.

It is further confirmed that there has been no change in the nature of the Companys business during the period under review. This operational continuity underscores the stability of the Companys business model and its sustained commitment to providing long-term value to all stakeholders.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

No significant or material orders were issued by any regulatory authorities, courts or tribunals during the period under review that could impact the Companys going concern status or future operations. This underscores the stability of the regulatory environment in which the Company operates and supports a positive outlook for its continued business activities. The Company maintains its dedication to full regulatory compliance and the long-term sustainability of its commercial endeavors.

DETAILS OF SUBSIDIARY COMPANIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Companys policy for determining material subsidiaries is readily accessible for stakeholders and interested parties at .

AMOUNT CARRIED TO ANY RESERVE (IF ANY)

Consequent to the dispensation of the requirement to transfer a specific percentage of current year profits to reserves by the Ministry of Corporate Affairs (MCA), the Board has elected not to transfer any amount to the General Reserve for the financial year under review.

AMOUNT TRANSFERRED TO INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

In accordance with the relevant provisions of the Companies Act, 2013 (Act), read in conjunction with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (IEPF Rules), the Company has duly transferred a sum of ?14,83,816.47 to the Investor Education and Protection Fund (IEPF). This transfer pertains to the dividend amounts associated with 9,94,433 equity shares, which had previously been transferred to the IEPF.

CORPORATE SOCIAL RESPONSIBILITY AND GOVERNANCE

The Companys approach towards Corporate Social Responsibility (CSR) is to interweave the social responsibility into Companys mainstream business functions by translating our commitments into the well designed Companys policies. These policies are guidelines and yardstick to perform all operational and services function in the organization in a socially responsible manner. The Company lays special emphasis on bringing about a tangible change in the lives of people living in rural areas by engaging them in various jobs in the company by giving them the employment according to their skill to ensure the livelihood of the nearby rural communities. The Company endeavors to make a positive contribution especially to the underprivileged communities, by initiating a wide range of socio-economic, educational and health initiatives.

The CSR is the integral part of the Company policy and all CSR initiatives is being planned, executed and monitored by the dedicated CSR Teams. The Company regularly evaluates the performance and impact of its CSR programmes. The CSR Teams conducts assessments internally for strengthening of the CSR interventions. The CSR programmes and intervention are aligned with Govt. mandate of Local and State Level and as per the specific needs of the Community in the field of Health, Education, Infrastructure Development and other Social Needs. The CSR projects are directly intended for improving the quality of life of nearby community with well designed strategies for Better Health, Education and Sustainability.

The company is following the Corporate Social Responsibility Policy guidelines & Rules, 2014 made for the Companies. Corporate Social Responsibility (CSR) has been an integral part of Companys vision and policy. The companys initiatives towards fulfilling its philosophy of Corporate Social Responsibility includes promoting education facilities, setting up primary health centers, hospitals, sports hub and places of worship, providing employment opportunity to the local people, creating recreation facilities and emphasising on Plantation. The CSR interventions are carried out in tandem with local Government bodies to meet the social mandate

for the earmarked communities by effective implementation through its respective CSR activities.

The Company is closely working with nearby communities through various CSR Programs for their active engagements and involvement and also to ensure the transparency in our processes across board. This is undertaken by initiating effective ground level participation with Government bodies/ Local bodies / Institutions to support and augment interventions in implementation of various CSR activities.

Company has taken up effective CSR initiatives in following areas -

• Water sustainability initiatives : provided drinking water facilities, construction & maintenance of drainage lines, construction of bathing places and community hall, renovation of ponds etc.

• Promotion of education in nearby villages -

Conducted training & awareness programme to school children, extended support to children from earmarked marginalized communities for their education in the schools & colleges, provided educational facilities to schools, provided required educational materials & items to the students to increase their skills and to groom them as employable and to give them jobs as per their skill. Apart from this, Company has done infrastructure development, extended support to school programme, rural development programmes etc.

• Health care & medical camps - We advanced our commitment to community welfare by providing ambulance services and essential medical aid to nearby villages, alongside donating ventilators to strengthen the District Hospitals critical care capabilities. We also conducted regular health awareness programs and on-site vaccination drives to ensure 100% immunization coverage across our entire plant workforce.

• Environmental awareness, plantation and water conservation - Green belt development programme in the plant premises, extended support to Government agencies for Green belt development programme, ensuring environmental sustainability, ecological balance, protection of flora & fauna, animal welfare, agro forestry, conservation of natural resources and maintaining quality of soil, air and water.

• Womans empowerment - Women empowerment through promoting the women based groups and focused initiatives including enlargement of their skills to help in their livelihood, extended support to widows by way of pensions & also helped to senior citizens through various means.

• Contribution for sports & social causes - Extending support in National, State & rural level sports

programme, contribution to poor families for marriage, cultural programme, local festival, contribution for disaster management to Government agencies etc.

To ensure effective governance and oversight, the Company has constituted a dedicated Board-level Corporate Social Responsibility (CSR) Committee. This Committee is entrusted with formulating, monitoring, and guiding the execution of CSR strategies in line with applicable statutory provisions and the Companys broader sustainability vision. Comprehensive details regarding the composition of this Committee, along with records of its meetings, are provided in the Corporate Governance Report, which forms an integral part of this Annual Report.

In addition, the Companys CSR Policy-detailing its objectives, focus areas, and implementation framework is publicly available on the Companys website at , ensuring transparency and account ability.

A detailed account of the Companys CSR activities, outcomes and financial contributions is presented in Annexure I of this Report, offering stakeholders a clear and holistic view of the impact and reach of the Companys social initiatives.

Board Evaluation

In accordance with the statutory mandates of the Companies Act, 2013, the underlying Rules, and the corporate governance standards prescribed under Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company conducted a formal and structured performance evaluation of the Board, its Committees and individual Directors during the financial year under review. This evaluation was executed in alignment with the principles and best practices delineated in the SEBI Guidance Note on Board Evaluation and relevant regulatory circulars.

As a constituent of this evaluative framework, the Independent Directors held exclusive meetings to rigorously assess the performance of Non-Independent Directors, the Board as a collective entity, and the operational efficacy of its various Committees. Furthermore, an independent appraisal of the Chairmans performance was conducted, integrating qualitative feedback provided by the Executive Directors.

The appraisal focused on critical performance indicators, including strategic leadership, board dynamics, the caliber of deliberations, fulfillment of fiduciary responsibilities, and the robustness of governance oversight. This comprehensive and transparent review process underscores the Companys institutional commitment to enhancing board effectiveness, fostering a culture of continuous organizational improvement, and upholding the most stringent standards of corporate governance.

NUMBER OF MEETINGS OF THE BOARD AND COMMITTEES THEREOF

A meticulous record of the various Board and Committee meetings convened during the 2025-26 financial year, including specific dates and director attendance, has been formally maintained. Detailed disclosures regarding these proceedings are systematically presented within the Corporate Governance Report, which is an integral part of this Annual Report. These records reflect the Boards steadfast dedication to its fiduciary duties and robust oversight responsibilities.

The Corporate Governance Report provides stakeholders with comprehensive insights into the operational framework and governance practices of the Board and its respective Committees. It delineates critical aspects of board dynamics, including agenda-setting, quorum requirements, the quality of deliberations, and the rigorous decisionmaking processes employed to discharge governance obligations throughout the period under review.

By maintaining transparency in meeting details and participation records, the Company reinforces its institutional commitment to accountability and responsible leadership. Such disclosures highlight the active engagement of the Board in strategic oversight and risk management, ensuring the sustained protection of stakeholder interests through the highest standards of corporate conduct.

For a holistic view of the Boards performance and the Companys ongoing efforts to enhance its governance architecture, stakeholders are encouraged to review the dedicated Corporate Governance Report included herein.

DECLARATION BY INDEPENDENT DIRECTORS

Pursuant to the mandates stipulated under Section 149(7) of the Companies Act, 2013, in conjunction with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, and Regulation 25(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has secured formal declarations and confirmations from all Independent Directors. These instruments categorically affirm that each Independent Director consistently adheres to the criteria of independence as prescribed by the relevant statutory and regulatory frameworks.

These affirmations further attest to the Directors integrity, objectivity and unwavering commitment to the highest echelons of ethical conduct and corporate governance. Beyond mere statutory compliance, such declarations exemplify the Companys proactive measures to maintain a balanced and impartial Board composition, fully consonant with the evolving expectations of shareholders and stakeholders alike.

The Board has formally reviewed and recorded these disclosures as an integral part of its continuous monitoring protocol, ensuring that the independence and operational efficacy of the Independent Directors remain uncompromised. This process reinforces the Companys institutional dedication to transparency, fiduciary accountability and strict adherence to globally recognized governance benchmarks.

FAMILIARISATION PROGRAMME FOR THE INDEPENDENT DIRECTORS

In accordance with the provisions of Regulation 25(7) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has implemented a comprehensive Familiarization Programme for its Independent Directors. This initiative is designed to provide detailed insights into the Companys operational framework, governance structure and the prevailing industry landscape.

The primary objective of this programme is to ensure that Independent Directors possess a thorough understanding of their roles, rights and fiduciary responsibilities. It further facilitates their acquaintance with the specific regulatory environment, incorporating significant updates from the Companies Act, 2013, and relevant SEBI regulations.

The curriculum of the programme encompasses critical business segments, including coal mining operations and steel plant activities, alongside the evolving requirements of corporate governance norms. These sessions are strategically focused on enhancing the Directors comprehension of operational strategies and sectoral trends, thereby empowering them to provide effective oversight and informed strategic guidance.

By providing extensive exposure to the operational nuances of the coal and steel industries, the programme ensures that Independent Directors are appropriately equipped to contribute meaningfully to the Companys governance processes. This initiative underscores the Companys steadfast commitment to maintaining high standards of governance and ensuring that the Board remains abreast of regulatory and industry-specific dynamics.

Comprehensive details regarding the familiarization sessions conducted during the year are accessible to stakeholders on the Companys official website at . This ongoing commitment ensures that the Independent Directors are well-versed in both operational intricacies and statutory requirements, thereby strengthening their capacity for robust oversight.

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

In accordance with the mandates of Section 203 of the Companies Act, 2013, the following individuals are

designated as the Key Managerial Personnel (KMP) of the Company:

i) Shri Vikram Agarwal, Managing Director

ii) Shri Prashant Gupta, Chief Financial Officer

iii) Shri Arvind Mahla, Company Secretary

Pursuant to the provisions of the Companies Act, 2013, and the Articles of Association of the Company, Shri Kanha Agarwal (DIN : 06885529) is scheduled to retire by rotation at the forthcoming Annual General Meeting, being eligible, he has offered himself for reappointment.

During the financial year 2025-26, Shri Deepak Mishra tendered his resignation from the position of Chief Financial Officer and Shri Prashant Gupta has been appointed as Chief Financial Officer of the Company.

BOARD COMMITTEES

The Committees of the Board of Directors have been formally established in strict compliance with the statutory provisions of the Companies Act, 2013, and the relevant rules promulgated thereunder. Furthermore, the composition and operational frameworks of these Committees are in full alignment with the regulatory requirements mandated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended. Each Committee functions within a specifically defined scope and terms of reference sanctioned by the Board, thereby providing rigorous oversight and robust governance across critical functional domains, including audit, nomination and remuneration, risk management, corporate social responsibility and stakeholders relationship. These Committees convene regular meetings to deliberate upon matters within their respective jurisdictions, with their subsequent recommendations being formally submitted to the Board for comprehensive review and requisite approval.

DEPOSITS

During the period under review, the Company has neither invited nor accepted any deposits.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013, the Board of Directors, to the best of its knowledge and belief, hereby confirms the following:

i. That in the preparation of the annual accounts, the applicable accounting standards have been followed, and no material departures have been identified therefrom.

ii. That the Directors have selected such accounting policies and applied them consistently, and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial

year and of the profit and loss of the Company for that period.

iii. That 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.

iv. That the Directors have prepared the annual accounts on a going concern basis.

v. That 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.

vi. That 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.

STANDALONE ACCOUNTS

The Standalone financial statements for the financial year ended 31 st March, 2026 have been prepared in rigorous conformity with the Indian Accounting Standards (Ind AS), as delineated under the Companies (Indian Accounting Standards) Rules, 2015. These financial disclosures present a comprehensive analysis of the current reporting period, supplemented by comparative financial data for the preceding year ended 31 st March, 2025. This methodological approach ensures reporting consistency and provides stakeholders with the necessary framework to perform an objective evaluation of the Companys financial trajectory and overall fiscal status.

AUDITORS & AUDITORS REPORTS

i) STATUTORY AUDITORS

The Board of Directors has duly appointed M/s Chaturvedi & Co. LLP, Chartered Accountants, (FRN:302137E/E300286) as the Statutory Auditors of the Company for a tenure of five years, commencing from the 40 th Annual General Meeting of the Company, up to the conclusion of this 45 th Annual General Meeting of the Company.

The Auditors in their Report to the members, have given one qualification and the explanation of Board with respect to it in pursuant to section 134(3) (f) of Companies Act, 2013 are as follows:

QUALIFICATION

Note 34 to the financial statements, wherein the deferred tax liability of ? 2872 lakhs for the year ended on March 31, 2026, has been adjusted against the Securities Premium Account in terms of a court order. Had the deferred tax been accounted for pursuant to

Annual Report 2025-26 9

Subsequent to the recommendation of the Audit Committee and in strict alignment with established governance protocols, the Board of Directors, at its meeting held on 22 nd May 2026, has approved the appointment of M/s. Rakshit & Associates, Cost & Management Accountants (Firm Registration No. 101951), as the Cost Auditors. This appointment is for the financial year 2026-27 to perform a comprehensive audit of the Companys cost records.

In accordance with the provisions of Section 148(3) of the Companies Act, 2013, a formal resolution seeking ratification of the remuneration for the Cost Auditors has been included in the Notice of the 45 th Annual General Meeting. This disclosure is intended to ensure transparency and facilitate informed participation by the shareholders within our institutional governance framework.

CHANGES IN CAPITAL STRUCTURE

Throughout the financial year 2025-26, the Company observed absolute consistency in its capital framework, with no modifications recorded in either the authorized or paid-up share capital.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

In accordance with the mandates of Section 186 of the Companies Act, 2013, the Company has provided detailed disclosures regarding loans advanced, guarantees executed and investments or securities pledged during the financial year. These particulars are systematically integrated within the notes to the financial statements, ensuring full transparency and strict adherence to the relevant statutory and regulatory frameworks.

RELATED PARTY TRANSACTIONS [RPT]

Throughout the financial year 2025-26, all transactions entered into by the Company with related parties were in the ordinary course of business and executed strictly on an arms length basis, ensuring full compliance with the provisions of the Companies Act, 2013, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Consistent with our established governance protocols, every such transaction was subjected to a rigorous review process and received prior approval from the Audit Committee and, where applicable, the Board of Directors. For transactions of a repetitive nature, omnibus approvals were secured in alignment with the Listing Regulations, supported by exhaustive quarterly reports submitted to the Audit Committee. Notably, during the year, the Company availed a loan from a same promoter group company. As this transaction was not material as per the thresholds defined under the SEBI (Listing Obligations and Disclosure

Requirements) Regulations, 2015, it was executed pursuant to the explicit approval of the Audit Committee and the Board of Directors. The Company has successfully repaid the entire loan amount during the financial year itself. The specific financial details of this transaction along with other transactions have been duly disclosed in the Notes to the Financial Statements.

It is further affirmed that, apart from the normal business engagements, the Company did not enter into any materially significant transactions with Promoters, Directors, Key Managerial Personnel, or other related entities that could potentially manifest a conflict with the paramount interests of the Company or its stakeholders.

To ensure institutional transparency, the Policy on Materiality of Related Party Transactions is available for stakeholder review on the Companys official website at . Furthermore, the mandatory disclosures concerning Related Party Transactions, as stipulated under Section 134(3)(h) of the Companies Act, 2013, read with Rule 8(2) of the Companies (Accounts) Rules, 2014, are systematically presented in Annexure 3 of this Report.

VIGIL MECHANISM AND WHISTLE BLOWER POLICY

Consistent with the statutory mandates delineated under Sections 177(9) and 177(10) of the Companies Act, 2013, along with Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has established a comprehensive Vigil Mechanism and a robust Whistle Blower Policy. This governance framework is designed to provide a secure and confidential channel for Directors and employees to report genuine concerns pertaining to unethical behaviour, actual or suspected fraud or violations of the Companys code of conduct.

The mechanism ensures adequate safeguards against victimization of persons who use such a system and provides for direct access to the Chairperson of the Audit Committee in exceptional cases. The Company is committed to maintaining the highest standards of ethical, moral and legal conduct in its business operations, fostering an environment of transparency and fiduciary accountability where stakeholders feel empowered to disclose irregularities without fear of retaliation or discriminatory treatment.

In alignment with our commitment to institutional transparency, the details of the Vigil Mechanism and Whistle Blower Policy are accessible for review on the Companys official website at . These policies are periodically reviewed to ensure their continued efficacy and alignment with evolving regulatory requirements.

NOMINATION AND REMUNERATION POLICY

Consistent with the statutory mandates of the Companies Act, 2013, and the regulatory standards prescribed under

the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has established a robust Nomination and Remuneration Committee. In our pursuit of institutional objectivity, the composition of this Committee consists strictly of Non-Executive and Independent Directors to ensure impartial oversight.

During the financial year 2025-26, the Committee met to discharge its governance obligations concerning the selection, compensation and appraisal of Directors, Key Managerial Personnel and senior leadership. Meticulous records regarding the specific dates and participation levels for these sessions are systematically presented within the Corporate Governance Report, which forms an integral part of this Annual Report.

The Board has formally sanctioned a Nomination and Remuneration Policy that delineates the framework for evaluating executive performance and determining equitable returns. This policy, which reinforces the Companys institutional commitment to transparent leadership, is available for stakeholder review on the Companys official website at .

PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

Consistent with the statutory mandates delineated under Section 197(12) of the Companies Act, 2013, read in conjunction with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the requisite disclosures pertaining to the remuneration / salary of Directors, Key Managerial Personnel and employees are formally integrated within Annexure 4 of this Report.

Moreover, as stipulated under the provisions of Section 197(12) of the Act, read with Rules 5(2) and 5(3) of the aforementioned Rules, an exhaustive statement comprising the names and specific particulars of employees whose remuneration exceeded the established statutory thresholds for the financial year is annexed as Annexure 4A to this Annual Report.

RISK MANAGEMENT AND ADEQUACY OF INTERNAL FINANCIAL CONTROLS

Consistent with the mandates of established governance protocols, the Company has constituted a dedicated Risk Management Committee entrusted with the identification, assessment and systematic mitigation of operational and strategic vulnerabilities. This Committee maintains a proactive stance in evaluating risks pertaining to plant operations, maintenance, financial exposures and regulatory compliance, alongside other critical organizational factors. Such risks are subjected to rigorous review and continuous monitoring to facilitate the implementation of timely and effective risk mitigation strategies.

The internal control architecture of the Company is meticulously designed to safeguard the integrity of financial reporting, optimize operational efficiency and ensure unwavering adherence to all applicable laws, regulations and internal policies. This framework incorporates comprehensive Internal Financial Controls, which undergo periodic reviews and enhancements to ensure continued alignment with the Companys expanding scale and the increasing complexity of its business operations.

Comprehensive details regarding the internal control environment, its operational efficacy and specific risk mitigation initiatives are systematically documented in the Management Discussion and Analysis Report, which forms an integral part of this Annual Report.

ANNUAL RETURN

In accordance with the statutory mandates delineated under Section 92(3) and Section 134(3)(a) of the Companies Act, 2013, the draft Annual Return of the Company has been systematically uploaded for stakeholder review. The aforementioned document is readily accessible on the Companys official website at . ensuring comprehensive institutional transparency and adherence to regulatory disclosure requirements.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

Consistent with the statutory mandates of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, the Company has established a robust institutional framework, including the adoption of a comprehensive policy and the constitution of an Internal Complaints Committee (ICC). The Company remains steadfast in its commitment to fostering a secure and respectful professional environment that upholds the dignity of every employee and promotes equal opportunity. The overarching policy governing these standards is accessible for stakeholder review on the Companys official website at . During the financial year 2025-26, the status of complaints filed under the Act is delineated as follows:

- Number of complaints received throughout the year: Nil

- Number of complaints resolved during the year: Nil

- Number of complaints outstanding at the end of the year: Nil

COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

During the financial year 2025-26, the Company has complied with all the applicable provisions related to the Maternity Benefit Act, 1961.

NEW LABOUR CODES

The Company has evaluated the applicability of the Code on Wages, 2019 , Industrial Relations Code, 2020 , Occupational Safety, Health and Working Conditions Code, 2020 , and Code on Social Security, 2020 (collectively referred to as the New Labour Codes). Based on the assessment carried out by the management during the year, the implementation of these Labour Codes does not have any material financial or operational impact on the Company. The Company has taken the necessary steps to ensure compliance with the applicable provisions of the New Labour Codes and will continue to monitor any future notifications, rules or amendments issued by the appropriate authorities.

DISCLOSURE REQUIREMENTS

Pursuant to the mandates of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the requisite Corporate Governance Report, the accompanying Certificate from the Practising Company Secretary affirming compliance with governance norms and the Management Discussion and Analysis Report are systematically appended to this Annual Report as Annexures 5, 5A, 5B, and 5C respectively.

Further, the Company has established, structured and implemented robust internal systems and processes, which are deemed adequate and operating effectively, to ensure stringent and continuous adherence to all applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI), thereby upholding the highest echelons of corporate governance, transparency and regulatory compliance throughout the organization.

MANAGEMENT DISCUSSION AND ANALYSIS

In term of Regulation 34(2)(e) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis forms of this Annual Report.

BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT

Pursuant to the mandatory stipulations of Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Business Responsibility and Sustainability Report (BRSR) forms an integral part of this Annual Report and is attached as Annexure 6. This comprehensive document provides stakeholders with a detailed overview of the Companys Environmental, Social and Governance (ESG) initiatives, unequivocally affirming its commitment to responsible and sustainable business practices.

Further, the BRSR reinforces the Companys institutional dedication to transparency, fiduciary accountability, and the

12 Annual Report 2025 - 26

strategic alignment of its operational framework with globally recognized ESG principles for long-term value creation.

CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

Pursuant to the stipulations of the Companies Act, 2013, the comprehensive particulars concerning the conservation of energy, technology absorption, research and development initiatives and the foreign exchange earnings and outgo are systematically documented and appended to this Report as Annexure 7. This mandatory disclosure underscores the Companys institutional commitment to sustainable methodologies, continuous technological innovation, and the effective enhancement of operational efficiency, complemented by the rigorous and prudent management of foreign exchange exposures in global commercial engagements.

ACKNOWLEDGMENTS

The Board of Directors takes this opportunity to convey its sincere gratitude to all stakeholders for their unwavering support and collaborative spirit throughout the financial year 2025-26. We particularly value the relentless commitment of our workforce, the cooperative engagement of our business partners, and the continued patronage of our financial institutions, all of whom have played a pivotal role in the Companys ability to overcome operational hurdles and advance toward sustainable development.

The Directors further wish to acknowledge the Companys shareholders for their enduring trust and the confidence placed in our leadership. This steadfast support provides a critical foundation for our continuous pursuit of strategic goals through technological advancement, operational brilliance, and the most stringent ethical standards.

The Board understands that such collective dedication remains essential for the Companys mission to enhance long-term shareholder value. We reiterate our commitment to maintaining the echelons of corporate governance, excellence in all operations, and fiduciary accountability as we work to achieve our strategic objectives for the future.

We appreciate your continued contribution to the Companys journey of growth and ongoing success.

By Order of the Board

Place : New Delhi	Sanjay Jain	Vikram Agarwal
Dated : 22 nd May, 2026	Whole-time Director DIN 00038557	Managing Director DIN:00054125