Dear Members,
The Directors of the Company have pleasure in presenting this 48th Annual Report on the working of the Company together with the Audited Financial Statements for the year ended March 31, 2026.
FINANCIAL PERFORMANCE
Rs. Crore
Particulars |
2025-26 | 2024-25 |
Total Income (Net) |
18690.90 | 17098.46 |
Total Operating Cost |
17539.34 | 16258.89 |
| Operational Profit | 1151.56 | 839.57 |
| Depreciation/Impairment | 291.71 | 262.76 |
| Finance Cost | 293.19 | 253.68 |
Profit before exceptional |
566.66 | 323.13 |
items |
||
| Net Exceptional Items (income) | (45.10) | (4.37) |
| / Expense | ||
Profit before Tax |
611.76 | 327.50 |
| Provision for Tax (including | 181.95 | 85.87 |
| deferred Tax liability/ Asset) | ||
Net Profit |
429.81 | 241.63 |
Retained Earnings |
||
| Add / (less): Re-measurement | 43.78 | (35.76) |
| of Defined Benefit Plan | ||
| Less: Dividend Paid | (127.99) | (68.41) |
| (Previous Financial Year) | ||
| Balance Transferred to / (from) | 345.60 | 137.46 |
| General Reserve |
During the year, the major factors improving the
Companys profitability before tax are as under: a. Better margins of Complex Fertilizers contributed profitability. b. Better realizations in traded fertilizers (other than
DAP & TSP) operations coupled with better product mix and additional compensation offered by GOI as per operational guidelines for DAP & TSP largely contributed to higher profitability. c. Despite higher Finance costs and increased depreciation owing to higher Capitalization, overall profitability improved as compared to Previous Year.
MEMORANDUM OF UNDERSTANDING WITH GOVERNMENT OF INDIA
The Company has been entering into a Memorandum of Understanding (MoU) with the Ministry of Chemicals &
Fertilizers, Government of India, setting the performance parameters and targets every year. The Company has secured "Very Good" rating for the year 2024-25.
The performance rating for 2025-26 MoU is yet to be finalised by the Government and the Company expects to achieve "Good" ratings this year.
DIVIDEND
Although the Company has lined up a number of capex programmes which will entail substantial expenditure, considering the consistent profits being made by the
Company and based on the Companys performance, your Directors are pleased to recommend a final Dividend of Rs. 1.34 per equity share of Rs. 10/- each for the financial year 2025-26, and would involve a total cash outflow of Rs. 73.93 Crore, in addition to Interim Dividend paid of
Rs. 1.00 per share amounting Rs. 55.17 Crore paid in month of March 2026) Rs. 72.82 Crore as Final Dividend in the previous year). The final dividend pay-out is subject to the approval of members at the ensuing Annual General Meeting.
APPROPRIATION TO GENERAL RESERVES
The Company earned a net Profit after Tax of
Rs. 429.81 Crore (Rs. 241.63 Crore in the previous year). Remeasurement of defined benefit plans resulted in gain of Rs. 43.78 crore (previous year Loss of Rs. 35.76 crore).
The dividend pay-out pertaining to financial year 2024-
25 was Rs. 72.82 Crore and Interim Dividend of FY 2025-26 amounting Rs. 55.17 crore. (Rs. 68.41 Crore pertaining to financial year 2023-24 and interim dividend pertaining to financial year 2023-24 was Rs. Nil Crore).The balance amount of Rs. 345.60 Crore (Rs. 137.46 Crore in the previous year 2024-25) was transferred to General Reserves.
AWARDS WON
As in the past, the Company has won many Awards during the year 2025-26, some of which are as under:
"Best IT Implementation Project Digital
Transformation Excellence Award" at the 10th PSU
IT Forum and Awards organized by Governance Now for implementation of "iFMS RO Module Integration and Dealer APP".
- CII National Water Award 2025 for Excellence in
Water Management 2025 in "Beyond the Fence" to
Trombay Unit.
- "ASSOCHAM NATIONAL WATER AWARD 2025" for excellence in Urban Water & Wastewater Management category to Trombay Unit.
- "24th Global Environment & Sustainability Award-2025" from Greentech Foundation for outstanding achievement in Environment Protection for Trombay Unit.
"Certificate of Merit" for the year 2024 in Annual
Safety Awards by the National Safety Council, Maharashtra Chapter to Trombay Unit.
- Platinum award by Green Enviro foundation - OHS Award 2025 for outstanding achievement in OHS Management to Trombay Unit.
- CHAMPION (OUTSTANDING) award to Trombay Unit and "Legend Emerging Award" to Thal Unit during "20th EXCEED OHS & Security Award 2025", for outstanding performance in OH&S category in Chemical & Fertilizer" Sector by "Sustainable
Development Initiatives" (A unit of Ek Kaam Desh Ke Naam).
"Gold Award" in the fertilizer sector of Grow Care
India Award under the category of "Environmental Management Award-2025 for Trombay Unit
- Excellence Award in Innovation for Governance during 12th PSU Award for Research and Development Department
- Green Enviro Gold Award 2025 in recognition of its excellence in environmental management, pollution prevention, and sustainable development initiatives to Thal unit
- Grow Care India Gold Award 2025 for its outstanding contribution towards environmental protection, resource conservation, and implementation of sustainable industrial practices to Trombay Unit.
"IBC AGNI Suraksha PURASKAR 2026" to Thal unit for safe and secure Manufacturing facility, for Chemicals organisations Category.
Thal Unit secured first place in the ‘Horticulture
Exhibition Competition in the vegetables category organized by the Municipal Corporation of Greater
Mumbai.
OPERATIONAL RESULTS
Thal Unit
During the year, the unit produced 17.30 lakh MT of Urea compared to 17.74 lakh MT produced during the previous year. In terms of nutrients in the fertilisers, the unit produced 7.96 lakh MT of N during the year, compared to 8.16 lakh MT during previous year.
Trombay Unit
The Trombay Unit produced 3.81 lakh MT of Urea & 6.35 lakh MT of Suphala during the year compared to 2.90 lakh MT of Urea & 6.04 lakh MT of Suphala produced respectively during the previous year. During the year, the unit produced 0.10 lakh MT of Sulphur Coated Urea compared to 0.26 lakh MT produced during the previous year. In terms of Nutrient values, the unit produced 2.70 lakh MT of N, 0.95 lakh MT of P2O5 and 0.95 lakh MT
of K2O during the year compared to 2.24 lakh MT of N, 0.91 lakh MT of P2O5 and 0.91 lakh MT of K2O respectively
during the previous year.
INDUSTRIAL PRODUCTS
The Company produces Industrial Chemicals at its both units. During the year, the Company sold approx.4.13 lakh MT of various major industrial chemical products as against approx. 4.53 lakh MT during the previous year. The Company produces, Ammonium Nitrate
Melt, Ammonia, Ammonium Bicarbonate, Dilute Nitric
Acid 58%, Conc. Nitric Acid 98%, Strong Nitric Acid, (72% & 68%), Strong Sulphuric Acid, Weak Supluric Acid, Phosphoric Acid 27%, Mono-Methyl Amine, Di-Methyl Amine, Tri-Methyl Amine, Argon, Nitrogen, Refrigerant Grade Ammonia, Gypsum etc. New 100 MTPD liquid CO2 plant at Trombay has started. Sale of high-volume products like Ammonia, Ammonium Nitrate (Melt) will facilitate improvement in turnover as well as profitability.
The Company is also exploring the possibility to procure
Nitric Acid from open market for maximizing Ammonium Nitrate production. Maximizing sale of CNA98%, SNA 72% & 68% will also support in improving Profitability.
MARKETING PERFORMANCE
FERTILIZER DIVISION
The Company achieved sales volume of 38.12 lakh MT during the year 2025-26 as compared to 37.12 lakh MT during the previous year. The Company sold 21.25 lakh MT of Urea, 6.53 lakh MT of Suphala 15:15:15, 0.48 lakh MT of City Compost/PDM/PROM/FOM and 9.27 lakh MT of other bought out products i.e. DAP, MOP, Imp NPK etc. As compared to 20.72 lakh MT of Urea, 6.39 lakh MT of Suphala 15:15:15, 0.35 lakh MT of City Compost/ PDM/PROM/FOM and 9.20 lakh MT of other bought out products i.e. DAP, MOP, Imp. NPK etc. during the previous year. The Total sale of manufactured fertilizers (Urea &
NPK) during 2025-26 is 27.78 lakh MT as against 27.11 lakh MT during the previous year. Sales of fertilizer products registered increase of 2.47% over previous year. The Company sold 9.27 LMT Imported products i.e. DAP, MOP and Imp NPK etc. as compared to 9.20 LMT during previous year. Sales of imported fertilizers registered growth of 0.8% over previous year.
Sujala sale was 5,290 MTs during the year as against 5,994 MTs in the previous year. Microla sale was 443 KL during the year as against 455 KL in the previous year.
The sale of Biola was 123 KL during the year similar to previous years. Other products such as Shubhada, & Silica also registered healthy volumes during the year.
During the year, the Company has achieved the following milestones:- -Achieved highest ever total fertiliser sale of 37.60 LMT (excl. Imp. Urea), registering growth of 2.3% over last year.
- Suphala 15:15:15 recorded highest ever sale of 6.53 LMT, increased by 2% over last year.
- Ever highest NPK (Ind+Imp) sales of 10.50 LMT achieved, registering increase of 27% over last year.- Ever highest Imp. TSP sales of 1.33 LMT achieved, registering increase of 1.08 LMT (439%) over last year.
- Ever highest Imp. 20:20:0:13 sales of 2.59 LMT achieved, registering increase of 1.78 LMT (220%) over last year.
- Ever highest Imported products sale of 9.27 LMT achieved, maintaining upward trend over last year (9.20 LMT).
- Urea sales reached to 21.25 LMT, increased by 3% (0.53 LMT) over last year.
- Achieved all-time high PDM sale of 40,550 MT, nearly doubling over last year (94% growth).
- First time sold RCF manufactured Nano Urea of 80.5 KL.
INDUSTRIAL PRODUCTS DIVISION
In the face of intense market competition & falling international prices, Industrial Products Division has achieved the net sales turnover of Rs. 1625.94 Crore as against Rs. 1654.77 Crore during the previous year. During the year, the Company has achieved the following:
- Highest yearly sale of Liquid CO2 of 10,831 MT.
- Highest yearly sale of Phosphoric Acid of 7,450 MT.- Highest yearly sale of STP Water of 28,54,096 M3.- Highest yearly sale of Refrigerant Ammonia of 1,525 MT.
Taking into consideration the requirement of coal industry, in addition to existing production capacity of AN Melt of 1.90 Lakhs MT per annum, a new AN Melt plant with capacity of 1.40 Lakhs MT per annum has already started in 2024-25. IPD is also planning to enter in Agrochemical business which is a booming industry.
EXPORTS
Considering the indigenous demand, the scope for export is very limited. However, the Company successfully popularized its Ammonium Bicarbonate (ABC) in the overseas market through third party export. During financial year 2025-26, the Company has done third party export of 96 MT Ammonium Bicarbonate (ABC) under
"MRUDULA" brand to the tune of Rs. 18.28 lakh Further, during the year, the Company exported 1476 MT of Liquid Argon to the tune of Rs. 299 lakh.
IMPORT OF UREA ON GOVERNMENT ACCOUNT
- The Company is designated as State Trading Enterprise (STE) since October, 2019 for Import of Urea on Government Account. Based on the instructions of Department of Fertilizers (DoF), the
Company has imported approx. 30 lakh MT quantity of Urea through issue of total three (3) Global tenders during the year 2025-26.
- The Company had also assigned the responsibility for execution of Urea imports under Long term Agreement (LTA) between M/s. OQ Trading & Govt. of India (DOF) w.e.f. February 2022 onwards for a period of 3 years (until January 2025), for a Quantity of 10 lakh MT (+/- 10%) per annum on FOB basis. Accordingly, five (5) Urea shipments have been shipped from OQ Trading Ltd. under this LTA, with a total quantity of approx. 2 Lakh MT during FY 2025-26.
- An MOU was signed between Govt. of India & Govt. of Nepal on 28.02.2022, wherein it has been decided that Govt. of India will supply Urea & DAP
(Fertilizers) to Nepal for next five years period under the G2G Agreement. Further the Company has been nominated as the State Trading Enterprise (STE) by DoF for execution of this MOU on behalf of Govt. of India and accordingly based on this MOU a separate financial Agreement was signed on 18.07.2022 by the Company & M/s. Krishi Samagri Company Limited (KSCL)-Nepal who is the nominated agency by Govt. of Nepal. Under this agreement and as per the requirement provided by M/s. KSCL-Nepal,
60,000 MT Bagged Urea have been delivered to three designated warehouses in Nepal during FY-2025-26.
ATMANIRBHAR BHARAT
Under ‘Atmanirbhar Bharat Abhiyan, following initiatives are taken by the Company:
- Sulphur Coated Urea (Urea Gold)
The Company has developed the technology for producing Urea Gold indigenously and this will help to produce affordable Sulphur carrying fertilizers so as to reduce import dependency. The Company has been granted the Indian patent titled ‘A System and a Process for Coating a Fertilizer. ‘Urea Gold is a sulphur coated urea, a slow release fertilizer. It has Nitrogen 37% and Sulphur 17%. It supplies the much required sulphur secondary nutrient, along with Nitrogen from Urea. Sulphur is an important secondary nutrient for enhancing crop yield and crop quality which is more so for oil seeds and pulses. During the year, the unit produced 0.10 lakh MT of Sulpur Coated Urea compared to 0.26 lakh MT produced during the previous year.
Briquette Fired Boiler in Chemical Group of Plants
(CGP) at RCF Thal
The Company has set-up Briquette Fired Boiler at
RCF Thal. The low cost steam helps in reducing the variable cost of chemicals. Briquette (Bio-Mass) or
‘White Coal is made-up from agriculture and forest natural waste.
- PROM : Phosphate Rich Organic Manure
RCF PROM is an important alternative to nutrients for organic and conventional farming, which is prepared by processing a balanced mixture of organic residues, rock phosphate, oil cake, amino acids, humic acids and beneficial micro-organisms. It contains
8-10% phosphorus (P2O5) and organic carbon. The phosphorus PROM is an organic alternative to expensive synthetic phosphatic fertilizers, which enriches the soil with phosphorus and other nutrients and keeps it soft for a long time. During the financial year 2025-26 , a quantity of 732.75 MT was sold to the farming community.
- Setting up new NPK Fertilizer plant at Thal:
The Company is planning to set up a captive Phosphoric Acid Plant of 300 MTPD capacity at its Thal Unit, at an estimated project cost of Rs. 865.25 crore, including taxes. Phosphoric acid is a key raw material for the production of NPK fertilisers. The project is aimed at reducing dependence on imported phosphoric acid, strengthening the Companys raw material supply chain and enhancing the long-term sustainability and competitiveness of its NPK fertiliser operations.
Production of Phosphoric Acid Plant, Trombay
The Company produced the Phosphoric Acid Plant at Trombay & supplied to Fertilizers and Chemicals
Travancore Limited (FACT) supporting increased domestic fertiliser production, thereby enabling better utilisation of the Companys manufacturing facilities.
Optimizing production of Industrial Chemicals:
The Company is manufacturing various Industrial Chemical products having high brand values. Plants manufacturing industrial chemical products like
Ammonium Nitrate, Ammonium Bicarbonate, Nitric
Acid, Concentrated Nitric acid and Sulphuric acid are operated at optimum level to meet the market demand.
AGRICULTURE EXTENSION ACTIVITIES
The Company has undertaken several agriculture extension activities so as to educate the farmers on efficient use of agro-inputs and provided know-how on improved and scientific methods of cultivation contributing to increase in their farm yield. Some of the services so undertaken during the year are as under:- Soil Sample Analysis: 30,892 number of NPK and 6052 number of Micro-nutrient analysis have been done and Soil Health Cards distributed.
- Farmer Training Centres are operational at Thal and Nagpur for imparting residential training to farmers.
A total of 18 programs were undertaken benefitting
450 farmers during the year.
- RCF Kisan Care Toll Free service 1800-22-3044 was operated for imparting Agricultural information to the farming community. 971 queries were addressed via this service.
- RCF Customer Care No. 022 25523044 is operational for guiding & resolving queries regarding Products. 99 queries were addressed via this number.
- RCF Sheti Patrika: 7.20 lakh copies of RCF Sheti Patrika (Marathi edition) covering the relevant subjects pertaining to Agriculture and allied fields were printed (60,000 per month) & distributed to farmers.
- e-magazine of RCF Sheti Patika (Hindi edition) is published quarterly. 4 editions were published in FY 2025-26- Social Media: Information regarding all the agriculture extension activities carried out by RCF Ltd is shared through social media (WhatsApp, Facebook, X, Instagram and YouTube) with handle @ rcfkisanmanch. More than 560 posts were shared via these platforms.
- Agricultural Extension Services: 221 Field Demonstrations, 134 Soil Testing Days, 568 Farmers Meetings, 14 Krishi Melas, 14 Veterinary Camp/ Rural Sports, 16 Exhibitions (at National, State and
District-level), etc. were organized for the benefit of the farmers.
- Adoption of Villages for Promotion of City Compost/ Biofertilizer/ FOM / PDM / PROM / Nano Urea, etc:
10 villages from Maharashtra & Karnataka were selected for promotion of City Compost/ Biofertilizer/
PDM/PROM/Nano Urea, etc.
- Promotion of PROM, PDM, FOM, LFOM & other
Organic Fertilizer under PM-PRANAM Scheme: RCF has conducted 159 promotional activities like farmers training sessions, demonstrations etc to create awareness & educate farmers regarding benefits & usage of PROM, PDM, FOM, LFOM & other Organic
Fertilizers. 215 Farmers Training and Awareness sessions have been conducted at Granpanchayat-level as per guidelines of Department of Fertilizers
(DoF). In these training sessions, farmers are guided by Subject Matter Specialists and expert faculties such as Professors from Agriculture Universities, Scientists from Agriculture Research Institutes and
Scientific Officers working at KVKs etc.
- During the year 2025-26, the Company has undertaken refurbishment of 4057 Pradhan Mantri Kisan Samrudhi Kendra (PMKSK) on pan-India Basis, as per instructions of Department of Fertilizers (DoF).
Total 12936 PMKSKs have been established by RCF Ltd. These PMKSK are unique initiative to support the farmers as a one stop solution for all agricultural needs of farmers.
- NaMo Drone Didi (NDD) scheme: The Copany has handed over 67 Agri-Drones to women entrepreneurs associated with womensRs. Self-Help Groups from rural areas in the states of Maharashtra, Karnataka, Andhra Pradesh, Telangana and Uttar Pradesh and trained them as Remote Drone Pilots. As per current status, the Drone Didis of RCF Ltd have collectively earned more than 10.62 lakhs INR and have successfully conducted spraying activities on more than 2200 acres of crops.
- Drone Hubs: Selected PMKSKs situated nearest to Drone Didis have been converted into Drone Hubs to support Drone Didis and to provide one-stop-shop for all Drone-related queries and requirements. 30 Drone Hubs were developed in Maharashtra, Karnataka, Andhra Pradesh, Telangana & Uttar Pradesh. These Drone Hubs are functioning smoothly.
- The Company is sponsoring broadcasting of audio episodes regarding agriculture-related topics via 5 Community Radio Stations in Ahilyanagar, Amravati, Nandurbar, Pune and Washim districts of Maharashtra state since Dec-2023 for the purpose of information dissemination, education and communication. By means of Community Radio Programs, Department of Fertilizers intends to create awareness about various programs and scheme of
Department of Fertilizers viz. PM- PRANAM, balanced use of fertilizers, integrated nutrient management etc, amongst the farming community. So far, viz since Dec 2023 to March 2026, more than 1380
Community Radio programs (audio episodes) have been broadcast. Out of these, 480 programs have been broadcast in FY 2025-26.
MATERIAL CHANGES AND COMMITMENT AFFECTING FINANCIAL POSITION OF THE COMPANY
There are no material changes and commitments affecting the financial position of the Company between the end of the financial year 2025-26 and to the date of this report.
RISK MANAGEMENT
Pursuant to Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015, the Company has framed a Risk Management Policy for risk assessment and minimization procedures. The
Risk Management Policy developed with the objective of having a balanced approach towards business plan and mitigating the associated risks, is in place. The system identifies better management practices to ensure greater degree of confidence amongst various stakeholders and facilitates good Corporate Governance practice. All risks associated with Operations, Environment,
Finance, Marketing, Human Resource, Legal, Information Technology Security, Projects etc., are continuously monitored. The degree of impact of the perceived risks is further graded into high, medium and low and the probability of the occurrence of each risk is also classified into Unlikely and Likely. In order to mitigate losses arising out of such perceived risks, appropriate procedures are being adopted to contain the risks. Also the practices adopted during emergencies, including the communication system and mode of disseminating information are periodically reviewed and updated to minimize the impact on the Company. Quarterly report in respect of the same is presented to the Board. The Board of Directors had constituted Risk Management Committee to identify elements of risk in different areas of operations and to develop policy for actions associated to mitigate the risks. The Committee on timely basis informs the Board of Directors about risk assessment and minimization procedures which in the opinion of the
Committee may threaten the existence of the Company. The details of Risk Management Committee are included in the Corporate Governance Report.
MAJOR EXPANSION AND DIVERSIFICATIONS
The status of major projects undertaken by the Company is as under
PROJECTS IMPLEMENTED
The Company has successfully commissioned Briquette Fired Boiler in Chemical Group of Plants (CGP) at RCF Thal in May 2025.
PROJECTS UNDER IMPLEMENTATION Setting up new NPK Fertilizer plant at Thal
India is largely dependent upon Imported NPK nutrients to meet its domestic requirements. As an "Atmanirbhar
Bharat" initiative, the Company is setting up NPK Fertilizer plant having capacity of 1200 MTPD (DAP basis) at Thal. The plant would be capable of producing various grades of NPK fertilizer as per market requirements. The work order for execution of the project on LSTK basis is awarded to M/s Larsen & Toubro Limited in October 2024. The estimated Project Cost of the project is Rs. 1494 Crore including taxes. Project is expected to be completed by March 2027.
Ammonia Plant revamp (Topsoe scheme) at Thal
The Company is implementing energy schemes suggested by M/s Topsoe A/S Technology supplier of Ammonia plant at Thal. Estimated Project Capital Cost is about
Rs. 1308 Crore including taxes. The expected energy saving is 0.40 Gcal/MT of Ammonia at existing Ammonia production level and expected to be completed by June 2029.
ETP up-gradation at Thal:
The Company is upgrading the existing Effluent Treatment Plant at Thal for treating 10,000 M3/day effluent to ensure the quality of treated effluent not only for meeting the statutory norms but also suitable for recycling the treated effluent as raw water. Benefit of the project will be better environment management on sustained basis through recycling of treated effluent as a raw water. The project has been partially commissioned on January 19, 2025 and around 4000 M3 per day treated water is generated.
PROJECTS UNDER CONSIDERATION
Phosphoric Acid Plant at Thal Unit:
Phosphoric acid is one of the key raw materials for the NPK plant. The Company is planning to set up a captive 300 MTPD capacity Phosphoric Acid Plant at Thal unit. The estimated project cost is Rs. 865.25 Crore including taxes.
JOINT VENTURE PROJECTS
Coal Based Fertilizer Plant at Talcher:
The Company, along with Coal India Limited (CIL), GAIL
(India) Limited (GAIL) and Fertilizer Corporation of India Limited (FCIL), is setting-up a Coal Gasification based fertilizer complex, comprising of 2200 MTPD Ammonia plant and 3850 MTPD Urea plant, at FCIL, Talcher, Odisha. Land and certain facilities needed for the project are provided by FCIL. The project will utilize state-of-the-art Coal Gasification Technology from M/s Air Liquid Products
(erstwhile M/s Shell Eastern). A joint venture company
‘Talcher Fertilizers Limited has been incorporated for setting-up and operating Coal Gasification based Fertilizer complex.
The project is of strategic importance for the country as it aims to make breakthrough for an alternative source of feedstock in the form of abundantly available coal from domestic sources in place of natural gas. Success of this project is expected to be a game changer and shall pave a way forward to the production of chemicals and fertilizers from coal leading to lesser Regasified Liquefied
Natural Gas (RLNG) imports. It will also help in meeting much needed Urea production capacity for the eastern part of the Country.
The estimated Project capital cost is approx. Rs.19,062.22 Crore (RCF equity share is Rs.2,169.67 Crore). M/s Wuhuan Engineering Co. Ltd. from China has been engaged through competitive bidding as LSTK contractor for Coal
Gasification and Ammonia/Urea packages of the project
The various site activities are in progress. The project is expected to be commissioned by December 2027.
Joint Venture - Russia Project:
The Company along with NFL and IPL are exploring possibility of setting-up Urea plant in Russia. RCF, NFL and IPL have signed a Memorandum of Understanding (MoU) with Russian Company M/s JSC Uralchem in December
2025 for setting up a Joint Venture Urea plant in Russia. The feasibility study for the project is currently underway.
Proposed Joint Venture Urea Project at Vidarbha,
Maharashtra:
The Company along with GAIL (India) Limited (GAIL) have signed a Memorandum of Understanding (MoU) to jointly establish a gas-based fertilizer project in the state of
Maharashtra through a Special Purpose Vehicle (SPV). The proposed Urea production facility, with a planned capacity of 1.27 Million Metric Tonnes Per Annum (MMTPA), is envisaged to be established in the Vidarbha region of Maharashtra along GAILs Mumbai Nagpur
Jharsuguda Natural Gas Pipeline (MNJPL).
SUBSIDIARY AND OTHER JOINT VENTURE COMPANIES
A separate statement containing the salient features of financial statements of all the joint ventures of the Company forms part of consolidated financial statements in compliance with Section 129 and other applicable provisions, if any, of the Companies Act,
2013. The financial statements of the joint ventures and related information are available for inspection by the members electronically up to the date of the Annual General Meeting (AGM) as required under Section 136 of the Companies Act, 2013. Any member seeking to inspect such documents are requested to write to the Company at investorcommunications@rcfltd.com . The financial statements including the consolidated financial statements and all other documents required to be attached to this report have been uploaded on the website of the Company (www.rcfltd.com ).
WHOLLY OWNED SUBSIDIARY
The Board of Directors at its meeting held on April 3,
2025 has accorded in-principle approval for formation of a Wholly Owned Subsidiary (WoS) in India, subject to approval of its administrative Ministry i.e. Ministry of Chemicals and Fertilizers, Department of Fertilizers,
DIPAM, NITI Aayog, CCEA and/or other statutory authorities as may be required to operate in the domain of Organic and Innovative Inorganic Fertilizers.
JOINT VENTURE COMPANY
FACT-RCF Building Products Ltd. (FRBL), Kochi
The Company has formed a Joint Venture Company with
Fertilizers and Chemicals Travancore Limited (FACT) by incorporating FACT-RCF Building Products Ltd. to set up a
. Rapidwall project at Kochi. Both the Company and FACT have 50:50 equity holding in the Company. Production has been suspended owing to expected takeover of the Plant & Machinery by the ARC.
National Company Law Tribunal (NCLT) proceedings were initiated against FACT-RCF Building Products Limited (FRBL), vide order dated January 11, 2024. Pursuant to the
Corporate Insolvency Resolution Process (CIRP) initiated against FRBL under the Insolvency and Bankruptcy Code, 2016, the Honble NCLT, Kochi Bench, vide order dated
September 26, 2025, approved the Resolution Plan.
As per the approved Resolution Plan, the claims submitted by the Company as unsecured financial and operational creditor amounting to Rs. 37.87 crore were not considered for settlement and accordingly stand extinguished. Further, under the Resolution Plan, the Company was allotted 2,50,000 equity shares of Rs. 10 each aggregating to Rs. 25 lakh, resulting in a revised shareholding of 2.5% in the restructured share capital of FRBL.
The Company had already made full provision for its investment of Rs. 35.23 crore and advances of Rs. 37.87 crore, aggregating to Rs. 73.10 crore, in earlier years.
Accordingly, during the year, the Company has written off investment and advances aggregating to Rs. 72.85 crore (net of 2,50,000 equity shares of Rs. 10 each aggregating to
Rs. 25 lakh received under the approved Resolution Plan) pertaining to FRBL and recognized the aforesaid equity shares in its books of account as at March 31, 2026. Consequent to the restructuring, the Company holds 2.5% equity in the revised share capital of FRBL. As Promoter
Companies have lost the powers to exercise control of the
Joint Venture and accordingly, the financials of FRBL is not consolidated in accordance with Ind AS 110.
Urvarak Videsh Limited (UVL)
Urvarak Videsh Limited (UVL) was incorporated on July 18, 2008 as Special Purpose Vehicle (SPV) with equity participation of Rashtriya Chemicals and Fertilizers Limited(RCF), National Fertilizers Limited (NFL) and Krishak Bharti Co-operative Limited (KRIBHCO) with the object of setting up joint venture in India and abroad for manufacturing, mining, long term tie ups for Nitrogenous,
Phosphatic and Potassic Fertilizers and fertilizer raw materials including exploring the possibility of making investments and rendering Consultancy services, etc. The company explored many alternatives to take up various projects but the same did not fructify due to want of funds as UVL business objective requires heavy capital investment. As the company could not take up any business, the Board of UVL has decided to declare the company as a Dormant company for the time being in terms of the provision of section 455 of the Companies Act, 2013 as keeping the status of the company as active was not serving any purpose.
The Audited financial statements of UVL as at March
31, 2026 reported loss of Rs. 67245/-, thus resulting in accumulated loss of Rs. 0.51 Crore.
Talcher Fertilizers Limited (TFL)
The Company has formed a Joint Venture company, with Coal India Limited (CIL), GAIL (India) Limited (GAIL) and Fertilizer Corporation of India Limited (FCIL), with the name Talcher Fertilizers Limited for revival of FCILs fertilizer unit at Talcher by establishing and operating coal gasification based fertilizer complex. The company is yet to start its operations.
The consolidated financial statements have been prepared considering the equity contribution made by the Company amounting to Rs. 1,102.15 crore, as against
Rs. 2,169.67 crore each contributed by the other joint venture partners, GAIL (India) Limited and Coal India
Limited, in Talcher Fertilizers Limited as at March 31,
2026. Consequently, the Companys shareholding in the joint venture stands at 20.25%.
During the year, the Company has infused Rs. 200 Crore in TFL in FY 2025-26.
The audited financial statements of the said Company as at March, 31 2026 reported a loss of Rs. 11.67 Crore, thus resulting in accumulated loss to Rs. 41.19 Crore.
Consolidated Financial Statement
The Consolidated Financial Statement of the Company has been prepared by taking into consideration Joint Venture Companies i.e. Urvarak Videsh Limited and
Talcher Fertilizers Limited.
Financial Statements of Joint Venture entity FACT-RCF
Building Products Limited (FRBL) is not consolidated with the financial statements of the Company, consequent to approval of resolution plan by NCLT under the Insolvency and Bankruptcy Code, 2016.
The Consolidated financial statements have been prepared under equity method along with Companys standalone financial statements.
SUMMARY OF FINANCIAL PERFORMANCE
Rs. Crore
Particulars |
2025-26 | 2024-25 |
Total Income (Net) |
18690.90 | 17098.46 |
Total Operating Expenses |
17539.34 | 16258.89 |
| Operational Profit | 1151.56 | 839.57 |
| Depreciation/Impairment | 291.71 | 262.76 |
| Finance Cost | 293.19 | 253.68 |
| Share /(loss) of Associates/JVs | (2.36) | 0.82 |
Profit/ (Loss) before |
564.30 | 323.95 |
Exceptional Item |
||
| Exceptional Item (income) / | (45.10) | (4.37) |
| Expense | ||
Profit/ (Loss) before Tax |
609.40 | 328.32 |
| Provision for Tax (including | 181.95 | 85.87 |
| deferred Tax liability/ Asset) | ||
Net Profit / (loss) after tax |
427.45 | 242.45 |
RESEARCH AND DEVELOPMENT
The Company has taken up several Research and Development (R & D) projects, some of which are for commercial scale design and engineering. The R&D Division undertook laboratory research, pilot-scale production, field trials, and product commercialization activities during the year. The focus remained on development of innovative fertilizer solutions for improving crop productivity, nutrient efficiency, health. They are as under:
(i) More from Less : Nano Fertilizers
More from less" refers to the core principle of nano-fertilizers: utilizing minuscule, nanoscale particles (1-
100 nm) to achieve higher crop yields while drastically reducing the volume of agricultural inputs. a) Nano DAP
The Nano DAP formulation developed under the project has successfully progressed from laboratory and field validation stage to the pilot-scale stage. The product has been registered in the FCO, gazette dated 16th March 2026. The product is scheduled to be launched in the market during the year 2026-27. b) Other Nano fertilizer status
Internal and external agricultural field trials on
Nano NPK and Nano Urea have been completed along with Toxicological studies at CSIR- Indian Institute of Toxicological Research, Lucknow.
Toxicological studies have confirmed that the product is safe for use.
(ii) Granulated Micronutrient Fertilizer
Granular micronutrient fertilizers supply essential trace elements like zinc, iron, boron, and manganese in slow-release, solid forms. Because plants need them in tiny amounts, these granules are typically coated onto carriers for even, broadcasted soil application
Micronutrient fertilizer (Shubhada) in granular form has been successfully formulated, produced and marketed.
(iii) Precision agriculture:
Precision agriculture with liquid fertilizer optimizes crop yields and minimizes waste by applying exact nutrient amounts exactly where and when plants need them. a) Urea Ammonium Sulphate
Urea Ammonium Sulphate (Liquid) grade was successfully developed at laboratory scale as well as on pilot scale. The product is presently under consideration for market introduction.
(iv) Suspension fertilizers
Suspension fertilizers are high-concentration liquid plant foods where insoluble or partially soluble nutrient salts are evenly suspended using specialized agents. They offer the nutrient density of solid fertilizers with the easy handling of liquids, reducing leaching and volatilization while providing a prolonged release of micronutrients
The Zinc Oxide Suspension Fertilizer formulation was successfully developed at laboratory scale and evaluated for key quality parameters.
(v) Sulphur-Based Fertilizers
Sulfur fertilizer is a crucial nutrient supplement essential for protein synthesis, chlorophyll efficiency development,andmaximizingnitrogenuse in crops. It is highly recommended for oilseed crops like mustard and canola, where it significantly boosts oil content and overall yield Development and evaluation work was carried out on Sulphur Coated Urea, Granular Sulphur (90% S), Elemental Sulphur with Zinc, and Zincated Bentonite Sulphur.
(vi) Waste to wealth : Gypsum-Based Fertilizer Products
Gypsum-based formulations including Ca:Mg:S (6:2:4), Urea Calcium Sulphate (27:0:0 + Ca + S), Granulated Gypsum were successfully developed and evaluated. These products demonstrated their potential as secondary nutrient sources and soil conditioners.
(vii) Water stewardship : Water-Soluble Fertilizers
Water-soluble fertilizers such as NPK 8:8:8 was developed and evaluated under controlled and field conditions. The products showed good solubility, stability, and improved nutrient uptake efficiency, resulting in enhanced crop performance.
(viii) Seeing is believing: Promotional Field Trials
Promotional field trials of Urea Gold were conducted across multiple locations in Maharashtra including Nashik, Pune, Aurangabad, Jalgaon, Gadchiroli, and Gondia on major crops such as onion, chilli, wheat, maize, and sugarcane to create awareness amongst the farming community w.r.t. balanced fertilization.
(ix) Bridging the Scale Gap : Establishment of Pilot plant
A pilot plant is an intermediate-scale production system used to translate laboratory-scale formulas and processes into viable commercial-scale manufacturing. It serves as a bridge, allowing the R
& D to test feasibility, optimize operating conditions, and mitigate risks before committing to large-scale, costly commercial investments.
Fertilizer Additive Pilot Plant, Spray Dryer Plant,
Dispersion Unit have been established at the R&D
Centre for pilot scale studies of various fertilizer products.
(x) Protect the intangible creations: Patent
An Indian patent has been received on 16th Jan 2026 for "A system and a process for coating a fertilizer".
Patent number 578371 dated 19/3/2024 .
(xi) Collaboration and MoU a) MoA with DoF and ICAR, New Delhi
Tripartite Memorandum of Agreement (MoA) with DoF and M/s Indian Council of Agricultural
Research (ICAR), New Delhi and financial contribution for contract research on "Evaluation of Nano Urea on crop productivity and nitrogen
Zones use of India" done by RCF during 2025. b) MoU with Mahatma Phule Krishi Vidhyapeeth,
Rahuri Ahmednagar
In view to take the R and D activities to the next higher level, collaborative research has been given importance. With this thought and to have seamless core research, a MOU has been signed with Mahatma Phule Krishi Vidyapeeth, Rahuri, Maharashtra. c) With other Agricultural Institutes/Universities
Collaboration has been done with various ICAR institutes for testing of new formulations.
ENVIRONMENT MANAGEMENT AND POLLUTION CONTROL
The Company is committed to ensuring clean environment, beyond satisfying all stipulated requirements laid down by the statutory authorities, meeting the expectation of stake holders around its operating units. Your Company maintains a strong focus on achieving sustained energy-efficient operations across its manufacturing units while ensuring a pollution-free environment through robust pollution control measures and efficient resource management.
The Company has established ISO 14001 compliant Environment Management System (EMS) along with occupational health & Safety Management System (ISO 45001), Quality Management System (ISO 9001), and
Energy Management System (ISO 50001). Certification for IFA Protect & Sustain Product Stewardship System of international standard for Safety, environment and product security at its both the manufacturing units. The Management Systems are constantly upgraded, periodic audits and Management Review conducted to ensure compliance and continual improvement.
Two internal audits of ISO 9001:2015, ISO 14001:2015 and ISO 45001:2018 (Under Integrated Management System IMS) were carried out in FY 2025-26 in both the units. For RCF Trombay Unit , internal audites were conducted From 25th to 27th June 2025 & from 25th to 27th Nov 2025.For RCF Thal Unit, internal audites were conducted From 11th to 14th June 2025 & from 25th to 28th Nov 2025.
Further, one external audit of ISO 9001:2015, ISO 14001:2015 and ISO 45001:2018 (Under, Integrated
Management System) was successfully conducted in both units. For RCF Trombay Unit, external audit was conducted from 23rd to 26th March 2026 and for Thal Unit from 14th to 16th July 2025 To ensure compliance with environmental standards, all units are having online monitoring systems for effluent and emission discharges. Apart from Stack monitors, which continuously monitor the emissions, four fixed ambient air quality monitoring stations are in place, at both Trombay and Thal, to monitor ammonia, NOx, SO2, Particulate matter (PM10 & PM2.5) & metrological parameters. These monitoring units are connected to
MPCB and CPCB servers for continuous monitoring online data of air quality, effluent parameters. At both unit, third party monitoring for stack, ambient air quality
(Dust, Ammonia, NOx, SO2) and ETP overflow (as per consent parameters) is being done by MoEFCC approved laboratory once in a month. Both the units uses clean fuel to reduce the Green House Gas emission.
The integrated Effluent Treatment Plant in both Units ensures that the effluent discharged from the factory meets the statutory requirements laid down by the State
Pollution Control Board.
As a proactive measure, RCF Trombay unit has installed two nos. of Sewage treatment Plants to treat sewage of
Mumbai city & use the purified water after treatment for industrial purpose, thereby saving equivalent quantity of potable water for consumption by Mumbaikars.
At Trombay unit, 3- R strategy (Reduce, Reuse and Recycle) is employed by way of recycling the sludge generated in
Effluent Treatment Plant( ETP), Sulphur sludge generated in Sulphuric Acid Plant is used in Suphala (NPK) plant for recovery of nutrients. waste streams of effluents from complex fertilizer plants are recycled back in the processes.
At Thal Unit, the ETP Up gradation Project (Non-Ammonical section) PGTR was successfully completed on 19.01.2025. After the completion of PGTR for the Non-Ammonical section in the ETP Upgradation project, the recycling of industrial effluent as raw water, using state-of-the-art technology, started. Since after the PGTR of Non Ammonical Section till March-2026, plant was able to produce 15.09 Lakhs M3 of RO permeate water. This RO permeate water is recycled as raw water to the WTP and Urea plant. It reduced daily freshwater resource consumption and also reduced boiler blowdown in ammonia plant due to reduced silica content in DM water.
The Briquette boiler is in operation, it uses briquettes a carbon-neutral fuel for boiler. Consent to Operate (CTO) for the Briquette Boiler was granted on 11.04.2025, and the Briquette Boiler has been in operation since then. Plastic Waste: RCF is registered as Brand Owners as per the Plastic Waste Management Rule 2016 .
Plastic Waste are being recycled by both the Units as per the MoEFCC norms. RCF has engaged M/s Rekart as its Waste Management Agency for compliance with Extended Producer Responsibility (EPR) obligations under the Plastic Waste Management (PWM) Rules.
To fulfill organization EPR (Extended Producer
Responsibility) obligation under Plastic Waste Management Rule, 2016, total 12,958 MT (Thal (5458 MT) +Trombay (7500 MT) Qty) of plastic waste is collected and either recycled or properly disposed of through authorized waste management agencies.
Awareness programs: For increasing awareness regarding environment and safety, public awareness campaign programmes are arranged by Trombay and Thal units by providing demonstrations to local youth, college and school students, housing societis, Panchayat offices, ladies club members and household members in the adjoining localities.
Resource Management: In the year 2025-26,RCF Thal Unit installed, additional 0.65 MW capacity solar facilities (0.5 MW ground mounted and 0.15 Roof mounted) and Trombay Unit installed , additional 0.40 MW Ground mounted solar plant. These additional solar facilities contribute in providing greener power along with reduction in the units carbon footprint.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
As part of its initiatives under "Corporate Social Responsibility, the Company has undertaken several projects in the areas of promoting health care, Nutrition, rural development, Women empowerment, Skill
Development and education aimed for the benefit of needy and for general good of the society. These projects are in accordance with Schedule VII of the Companies Act, 2013 and the Companys CSR Policy.The report on CSR activities as required under the Companies (Corporate Social Responsibility Policy) Rules, 2014, is annexed as Annexure I, and forms an integral part of this report. During the year, the Company has spent Rs. 12.15 Crore on CSR activities. The activities, in brief, are as under:
Supply of Drinking Water to Nearby Villages:
For over 25 years, RCF has been providing free drinking water to villages surrounding its Thal unit through pipelines connected to the units water reservoir. This long-standing initiative continues to benefit over 20,000 residents across villages including Thal, Navgaon, Vaishet,
Tudal, Boris-Gunjis, and Bhal under the jurisdiction of the RCF Thal factory. The water charges billed by MIDC are fully borne by the Company, ensuring uninterrupted supply to nearly 20,000 families in and around Alibag, Raigad.
Supply of Seeds and Saplings to Local Farmers:
Under RCFs CSR initiatives, RCF supports sustainable agriculture by supplying seeds and saplings to farmers in the nearby rural areas of Alibag, Raigad. This initiative aims to promote environmentally friendly farming practices, enhance crop productivity, and improve the livelihoods of local farmers. By providing quality agricultural inputs, RCF contributes to food security and the economic well-being of farming communities around the Thal unit.
Mid-Day Meal to Schools at Chembur:
RCF has continued its Midday Meal scheme for non-aided and underprivileged schools in and around the Chembur area, Mumbai, through Annamrita Foundation. This initiative addresses the nutritional needs of school children and ensures that students receive at least one wholesome meal per day. The Midday Meal program has been one of RCFs flagship CSR activities since 2012-13, and its continuation in FY 2025-26 underscores RCFs sustained commitment to child nutrition and education.
Mobile Medical Van at Thal and Trombay:
Under this initiative, RCF continues to provide free health check-ups and distribution of free medicines to patients in the vicinity of Chembur and Thal area through Akshansh Consultancy Services. Mobile Medical Units are deployed one in Chembur and the two in Thal to bring healthcare services directly to the doorstep of underserved communities. This initiative benefits thousands of residents in Alibag, Raigad and Chembur, Mumbai who may have limited access to regular medical facilities.
Rural Sports for Adivasi community :
As part of RCFs CSR initiatives promoting sports and youth development, RCF arranged rural sprots such as kabaddi competition for Adivasi Youth at Alibag Dist. Raigad. This initiative aims to nurture sporting talent, encourage physical fitness, and motivate to youth of tribal communities from all over district for this activity. The competition provides a platform for young tribal players to showcase their skills and fosters a spirit of teamwork and community bonding.
Scholarship for SC/ST Students at Thal Villages:
As part of RCFs CSR initiatives promoting education among underprivileged communities, RCF distributed scholarships to students belonging to Scheduled Castes (SC) and Scheduled Tribes (ST) in the villages surrounding its Thal unit, Alibag, Raigad. This initiative aims to ease the financial burden on deserving students and encourage them to pursue their academic goals. By supporting young learners from marginalized communities, RCF reaffirms its commitment to inclusive education and social upliftment.
Prime Minister Apprentice Scheme (PM Internship Scheme Pilot Project):
As part of RCFs proactive participation in national skill development, RCF implemented the Prime Minister Internship Scheme as a Pilot Project at its Trombay unit. This initiative provides young professionals and graduates with hands-on industry exposure and vocational training within RCFs operations. By participating in this government-backed scheme, RCF contributes to building a skilled and employment-ready workforce, supporting national goals of youth empowerment and economic development.
Construction of Rehabilitation Centre for Cured Mentally Ill Persons at Kanyakumari, Tamil Nadu:
AspartofRCFsCSRinitiativesintheareaofhealthcareand social welfare, RCF provided financial assistance to Centre for Human Resource and Development Programmes (CHARDEP) for the construction of a rehabilitation centre for cured mentally ill persons at Achankulam, Potrayadi, Kanyakumari District, Tamil Nadu. This facility provides a safe and supportive environment for reintegration, recovery, and skill development, helping beneficiaries lead a dignified and independent life.
Renovation and Repair of Schools of Mhasla Nagar Panchayat, Raigad:
As part of RCFs CSR initiatives aimed at improving educational infrastructure, RCF extended financial assistance to Child Dreams Social Foundation for renovation and repair work of schools under Mhasla Nagar Panchayat, Dist. Raigad. This initiative aims to provide students with better physical learning environments and upgraded school facilities, thereby improving overall educational outcomes in the region.
Promotion of Healthcare through conducting Medical Camps nearby Chembur:
As part of RCFs CSR initiatives focused on promoting healthcare, RCF provided financial assistance to
Panchratna Mitra Mandal for conducting free medical camps at two locations near Chembur, Mumbai. These camps provide essential healthcare consultations, diagnostics, and medical services to the local community, especially those who are economically disadvantaged and lack access to quality medical facilities.
Support for Paediatric Cancer Patients:
As part of RCFs CSR initiatives in the healthcare domain, RCF provided financial assistance to Access Life
Assistance Foundation for the operational expenditure of its Chembur Centre, which works towards supporting paediatric cancer patients. The Foundation offers critical medical, emotional, and logistical support to children battling cancer and their families. RCFs contribution helps sustain the Centres day-to-day operations and ensures continued care for these vulnerable patients.
Free OPD and Medicine Distribution:
As part of RCFs CSR initiatives in the healthcare sector,
RCF extended financial assistance to Sushrut Hospital and Research Centre, Chembur, for providing free OPD consultations and distributing medicines to the general public. This initiative ensures that residents of the Chembur area, particularly those from low-income groups, have access to quality medical care and essential medicines without financial barriers.
Cancer Detection, Medical and Blood Donation Camps at Chembur and Thal:
As part of RCFs CSR initiatives focused on healthcare and community outreach, RCF extended financial assistance through Chandra Sundra Trust for conducting Cancer,
Medical, and Blood Donation Camps near both RCFs
Trombay unit in Chembur and the Thal unit in Alibag, Raigad. These camps promote early detection of cancer, raise health awareness, and contribute to blood bank reserves, ensuring better health outcomes for underserved populations in both regions.
Sanitation facilities to rural School at Kolhapur:
As part of RCFs CSR initiatives aimed at improving sanitation and educational infrastructure, RCF provided financial assistance through Chandra Sundra Trust for sanitation improvements at Bal Vikas Shikshan
Sanstha School and Community Development Centre at Kolhapur, Maharashtra. This initiative ensures a hygienic environment for students and community members, supporting their health, dignity, and well-being.
Construction of Toilet Block for school students at
Kolhapur:
As part of RCFs CSR initiatives promoting sanitation and education, RCF provided financial assistance to
Adarsh Apanga Kalyan Shikshan Sanstha, Kolhapur, for the construction of a toilet block at Shri Laxmi Vidyalaya Junior College, Hasur Khurd, Tal. Kagal, Dist. Kolhapur. This initiative aims to provide better sanitation facilities to students and staff, with particular focus on the dignity and safety of girl students.
Construction of Toilet Block for Ladies Hostel, Sindhudurg:
As part of RCFs CSR initiatives focused on sanitation and education infrastructure, RCF provided financial assistance to Shankar Mahadev Sawant Gram Vikas Sanstha for the construction of a toilet block at the ladies hostel of Shankar Mahadev Vidyalaya and Gurukul Kumbhavade Hostel, Tal. Kankavli, Dist. Sindhudurg. This initiative promotes hygiene and ensures a safe, dignified environment for female students residing in the hostel.
Financial Assistance to Orphanage at Alibaug, Raigad:
As part of RCFs CSR initiatives in healthcare and child welfare, RCF provided financial assistance to Shri
Samarth Krupa Vrudhsham, Parhur, Tal. Alibaug, Dist. Raigad, to support the operations and welfare of an orphanage. This contribution aims to improve the living conditions, nutrition, and overall well-being of orphaned and destitute children cared for by the institution.
Construction of Toilet Block , Murud Janjira, Raigad:
As part of RCFs CSR initiatives to promote sanitation and hygiene, RCF provided financial assistance to Mehboob
Educational Trust English Medium High School for the construction of a toilet block at Murud Janjira, Tal. Murud, Dist. Raigad. This initiative ensures students have access to proper sanitation facilities, creating a healthier and more conducive learning environment.
Toilet Blocks and Safe Drinking Water at Alibag Tehsil Office:
As part of RCFs CSR initiatives focused on sanitation and public health, RCF extended financial assistance to
Happiness Forever for the construction of toilet blocks and installation of safe drinking water facilities at the Alibag
Tehsil Office, Raigad. This initiative aims to ensure sanitation and hygienic drinking water for government the Tehsiloffice
Construction of Toilet Blocks at Nerul, Navi Mumbai:
As part of RCFs CSR initiatives aimed at improving sanitation infrastructure, RCF provided financial assistance to Samrat Foundation for the construction of toilet blocks in Nerul, Navi Mumbai. This initiative promotes hygiene and ensures access to proper sanitation facilities for the residents of the area.
Installation of Open Gym at Chembur Area:
As part of RCFs CSR initiatives promoting health and fitness, RCF provided financial assistance to Saarth
Pratishthan for the installation of open gym equipment in a public space near the Chembur area, Mumbai. This initiative encourages residents, especially youth and senior citizens, to engage in regular physical exercise, promoting a healthier lifestyle and community well-being.
Solar Rooftop Installation at school building:
As part of RCFs CSR initiatives promoting renewable energy and environmental sustainability, RCF provided financial assistance to Nalanda Educational Foundation for the installation of a solar rooftop system at their premises in Chembur, Mumbai. This initiative reduces dependence on conventional electricity, lowers energy costs for the institution, and promotes the use of clean, green energy in the educational sector.
Stationery and Furniture for Schools from Chembur area:
As part of RCFs CSR initiatives promoting education,
RCF provided financial assistance to Panchratna Mitra
Mandal for the provision of stationery and furniture to schools near the Chembur area, Mumbai. This initiative aims to improve the quality of the learning environment, ensure students have access to essential academic materials, and enhance overall educational outcomes in underserved schools.
Educational Enhancement and Development of SC/ST Students at Ahilyanagar:
As part of RCFs CSR initiatives focused on educational empowerment of marginalized communities, RCF provided financial assistance to Integrated Rural
Development Centre (IRDC), Ahilyanagar, for educational enhancement and development programs for SC/ST students. This initiative aims to improve access to quality education, provide academic resources, and create skill development opportunities, ensuring a brighter future for students from scheduled communities.
Scientific Stray Dog Management at Chembur:
As part of RCFs CSR initiatives in the area of animal protection and community safety, RCF provided financial assistance to Utkarsh Global Foundation for providing scientific solutions to stray dog management in the local area of Chembur, Mumbai. This initiative aims to address public health and safety concerns related to stray dog populations while ensuring humane treatment of animals in urban spaces.
Solar Panel Installation in Villages at Raigad (Thal):
As part of RCFs CSR initiatives promoting environmental protection and renewable energy, RCF undertook the installation of solar panels at multiple villages including Navedar-Navgaon, Shiravali, Kurul, Machimmar Society, Zirad, Mule, Veshvi, Thal, Kihim, and Kankeshwar Devasthan in Dist. Raigad. This initiative aims to provide clean, sustainable energy to rural communities, reduce dependence on the conventional power grid, and promote environmentally friendly development in the coastal villages surrounding the RCF Thal unit.
Digital Camera and Computers to District Information Office at Raigad District:
As part of RCFs CSR initiatives promoting education and digital empowerment, RCF provided a digital camera and two computers to the District Information Office,
Dist. Raigad. This contribution aims to enhance the technological infrastructure of the government office, facilitate better documentation and dissemination of information, and support the digital capabilities of local administration.
Financial Assistance for National Maritime Heritage Complex (NMHC) at Lothal, Gujarat:
As part of RCFs CSR initiatives for the protection of heritage, art, and culture, RCF extended financial assistance towards the development of the National Maritime Heritage Complex (NMHC) at Lothal, Gujarat. The NMHC is a prestigious national project aimed at celebrating Indias rich maritime history and civilizational heritage. RCFs contribution supports the preservation and promotion of this historically significant future generations.
Nutritional Support to Tribal Children at Alibag Taluka,
Raigad:
As part of RCFs CSR initiatives promoting healthcare and nutrition for underprivileged communities, RCF provided financial assistance to Shree Ramkrishna Vivekananda
Seva Samiti for providing nutritional support to tribal children in Alibag Taluka, Dist. Raigad. This initiative aims to address malnutrition among tribal children, improve their health outcomes, and ensure adequate dietary intake for their growth and development.
Mental Health and De-Addiction Capacity Building Programme at Dadar, Mumbai:
As part of RCFs CSR initiatives focused on mental health and social welfare, RCF provided financial assistance to
Stree Mukti Sanghatana for conducting capacity building programs, mental health awareness sessions, and de-addiction campaigns in Dadar, Mumbai. This initiative aims to sensitize communities about mental health issues, reduce stigma, and provide support and resources for individuals struggling with addiction and mental health challenges.
Procurement of Ambulance at Chembur Area:
As part of RCFs CSR initiatives in the area of healthcare and community welfare, RCF extended financial assistance to Asmita Mahila Mandal for the purchase of an ambulance to provide medical services to the local community in the Chembur area, Mumbai. This initiative aims to ensure timely emergency medical response and healthcare access, particularly for vulnerable residents of the area.
Construction and Renovation of Nagar Palika School at Shriwardhan, Raigad:
As part of RCFs CSR initiatives promoting education infrastructure, RCF provided financial assistance to
Relive Consulting Corporation for the construction and renovation of a Nagar Palika school building at Shriwardhan, Dist. Raigad. This initiative aims to upgrade school facilities, provide students with a better learning environment, and ensure that government school buildings meet adequate standards of safety and hygiene.
Sanitary Pad Vending Machines cum Destroyers in Schools at Chembur:
As part of RCFs CSR initiatives focused on menstrual hygiene and womens health, RCF undertook the installation of sanitary pad vending machines cum destroyers in schools at Chembur. This initiative ensures that female students have easy, dignified access to sanitary products and a safe method for their disposal, promoting menstrual hygiene management and reducing school absenteeism among girls.
Menstrual Hygiene Awareness Programme at Palghar
District:
As part of RCFs CSR initiatives promoting womens health and hygiene, RCF provided financial assistance to
Pakshalika Mahila Samajik Seva Sanstha for conducting a Menstrual Hygiene Awareness Programme in Palghar District. This initiative aims to educate women and girls in rural and tribal areas about menstrual hygiene practices, reduce stigma and misinformation, and promote access to hygienic sanitary products, contributing to the overall well-being and dignity of women in the community.
Installation of Open Gym Equipment in Mumbai Constituency:
As part of RCFs CSR initiatives promoting public health and fitness, RCF extended financial assistance to Saarth
Pratishthan for the installation of open gym equipment across the Mumbai constituency. This initiative provides residents withaccessiblefitnessfacilities in public spaces, promoting physical activity, a healthy lifestyle, and community wellness for all age groups.
Procurement of Hemodialysis Equipment at Alibag,
Raigad:
As part of RCFs CSR initiatives in the healthcare sector,
RCF provided financial assistance to Sahyog Gopalan
Va Gosanvardhan Mandal for the procurement of haemodialysis equipment for patients in the vicinity of Alibag, Raigad. This initiative aims to enhance dialysis services and ensure that patients with kidney-related ailments in the region have access to critical and lifesaving medical treatment.
Construction of School Building with Sanitation Facilities:
As part of RCFs CSR initiatives focused on educational infrastructure and sanitation, RCF provided financial assistance to Gurukul Education and Research Foundation for the construction of a school building equipped with sanitation facilities. This initiative aims to provide students with a safe, hygienic, and conducive learning environment, supporting quality education in the community.
Free OPD Consultations and Distribution of Medicines in
Sushrut Hospital:
As part of RCFs continued CSR initiatives in the healthcare domain, RCF extended further financial assistance to Sushrut Hospital and Research Centre, Chembur, for providing free OPD consultations and distributing medicines to the general public. This ongoing support ensures that residents of the Chembur area, particularly those from economically weaker sections, continue to receive quality medical care and essential medicines at no cost.
Sarva Mangalam Project for Rehabilitated Families at
Kerala:
As part of RCFs CSR initiatives in the area of social welfare and community rehabilitation, RCF provided financial assistance to Dr. Mangalam Swaminathan Foundation for the implementation of the Sarva Mangalam Project for rehabilitated families in Kerala. This initiative aims to provide comprehensive support — including livelihood assistance, housing, and social integration — to families that have been rehabilitated, ensuring their sustained well-being and dignified living.
Procurement of School Furniture for Schools near RCF
Thal Unit:
As part of RCFs CSR initiatives promoting education,
RCF provided financial assistance for the procurement of school furniture for schools located in the vicinity of RCFs Thal unit, Alibag, Raigad. This initiative aims to improve classroom infrastructure and ensure that students have access to proper seating and functional furniture, contributing to a more effective and comfortable learning environment.
Installation of Solar System in School at Chembur:
As part of RCFs CSR initiatives promoting renewable energy and educational development, RCF extended financial assistance to Nalanda Educational Foundation for the installation of a solar energy system in their school building in Chembur. This initiative ensures uninterrupted power supply to the school, reduces electricity costs, and promotes environmental sustainability, creating a better learning environment for students.
Establishment of E-Learning Infrastructure in Schools at
Shirgaon Village:
As part of RCFs CSR initiatives promoting digital education, RCF provided financial assistance to Friends of Wadala East for establishing e-learning infrastructure in schools of Shirgaon Village. This initiative aims to integrate technology into the education system, providing students in rural areas access to digital learning tools, resources, and platforms that enhance the quality and reach of education.
Mobile Sugarcane Crop Health Clinic for Mahatma Phule Krishi Vidyapeeth (MPKV):
As part of RCFs CSR initiatives in the area of rural and agricultural development, RCF provided financial assistance for the procurement of a Scorpio vehicle along with equipment for a Mobile Sugarcane Crop Health Clinic at Mahatma Phule Krishi Vidyapeeth (MPKV). Additionally, equipment was procured through Mitcon Forum for Social Development for the same facility. This mobile clinic is designed to bring crop health advisory services, pest and disease management support, and agronomic guidance directly to sugarcane farmers, thereby enhancing agricultural productivity and farmer livelihoods.
Tribal Community Empowerment Project at Lahanti,
Jharkhand:
As part of RCFs CSR initiatives in the areas of healthcare and education, RCF provided financial assistance to
Lahanti for a Tribal Community Empowerment Project in Jharkhand. This initiative aims to improve healthcare access, promote education, and empower tribal communities through targeted interventions, contributing to the holistic development and well-being of marginalized tribal populations in the region.
Construction of Toilet Block for Differently-Abled Students Osmanabad (Aspirational District)
As part of RCFs CSR initiatives promoting inclusive education and sanitation, RCF extended financial assistance to Vishvabharati Bahuuddeshiya Shikshan
Sanstha, Ruibhar, Osmanabad, for the construction of a toilet block at a proposed 24-hour residential study centre for differently-abled students preparing for competitive examinations. This initiative empowers differently-abled youth by ensuring accessible and dignified sanitation facilities at their study centre, supporting their aspirations and academic efforts.
Integrated Sickle Cell Anaemia and Nutrition Programme
Gadchiroli (Aspirational District)
As part of RCFs CSR initiatives focused on healthcare and nutrition in aspirational districts, RCF provided financial assistance to Josh Foundation for the Integrated Sickle Cell Anaemia and Nutrition Programme in Jimalgatta-Aheri, Gadchiroli District. This initiative aims to improve the diagnosis, management, and awareness of sickle cell anaemia among tribal and vulnerable populations in this remote region. The programme also addresses nutritional deficiencies, contributing to better health outcomes and quality of life for affected communities.
EFFECTIVEIMPLEMENTATIONOFPUBLICPROCUREMENT POLICY FOR MICRO AND SMALL ENTERPRISES (MSEs)
Government of India, Ministry of Micro, Small and Medium
Enterprises, vide order dated March 23, 2012, notified the public procurement policy in respect of procurement of goods and services produced and provided by Micro, Small and Medium Enterprises and further amended it vide Govt. of lndia Gazette Notification S.O. 5670(E) dated
November 9, 2018.
With amendment in Public procurement policy for Micro
& Small Enterprises (MSEs) Order, 2012 vide GoI Gazette Notification S.O. 5670(E) dated November 9, 2018, the percentage target of procurement of goods and services by Govt. Departments/CPSEs from MSEs is increased from 20% to at least 25% along with the provision of minimum 3% reservation for Women owned MSEs and 4 % reservation for SC/ST owned MSEs, within this 25% reservation. This amendment is made applicable from November 9, 2018.
Further, in the meeting held on June 22, 2021 under the Chairmanship of Additional Secretary & Development Commissioner (MSME), the committee considered the proposal for exemption for the items which are beyond the scope of MSEs with minimum target of 40% from MSEs for all non-exempted items from FY 2021-22 onwards.
During the fiscal year 2025-26, the percentage of goods and services procured from Micro and Small Enterprises (MSEs) is 40.37% (Rs. 862 Crore) of the total procurement cost of Rs. 2135.29 Crore, against target of 40%. This excludes expenses for raw materials, gas, water, electricity, and catalysts etc. For procurements from women-owned MSEs, the percentage achieved is 3.15% (Rs. 67.28 Crore) of the total procurement against target of 3%. Procurements from MSEs owned by SC/ST entrepreneurs is 0.48% (Rs. 10.28 Crore) of the total procurement against the target of 4%. While the overall procurement target from MSEs has been pursued diligently, the achievement of sub-targets for procurement from SC/ST-owned MSEs remains contingent on their level of participation in tenders, fulfilment of prequalification and adherence to tender terms and conditions. These factors have posed challenges in fully meeting the sub-targets despite best efforts by the Company.
SUSTAINABLE DEVELOPMENT
The Company has taken up several Sustainable development activities including the following:
New Sewage Treatment plant
The Company is running Two Sewage Treatment Plants (STPs) at Trombay Unit with each plant having capacity to treat around 22.75 Million Litres per Day (MLD) of sewage received from Municipal Corporation of Greater Mumbai (MCGM) which otherwise would have been drained in to the sea after preliminary treatment. The STP plants treat waste sewage generated in the city and convert it into treated water. Both plants together generate about 30
MLD of treated water which is being used in our plants as process water.
A portion of treated water generated (about 8 MLD) is supplied to M/s Bharat Petroleum Corporation Limited (BPCL). Both STP plants of the Company are of great value to residents of Mumbai and Society at large besides improving reliability of operations of RCF Trombay Unit. During the year 2025-26, about 8474 Million litres of treated water was generated at both STP plants.
Solar Power Plant
As part of achieving ecologically sustainable growth, the Company has forayed into solar power generation. The Company has set up rooftop as well as ground mounted Solar power generation facilities at Thal and Trombay Unit with an aggregate capacity of 5.21 MWp. The power generated is used for captive consumption, thereby reducing the Companys power import to the equivalent extent.
The green power generated by solar plants replaces the conventional power generated through burning of fossil fuels leading to reduction in overall Greenhouse gas emissions.
At RCF, during the year 2025-26, 5014 MWh of solar power was generated.
VIGILANCE
Dr. Rahul S. Jagtap of the Indian Statistical Service has been serving as the Chief Vigilance Officer (CVO) of the Company since March 30, 2024. The Vigilance
Department, comprising officers drawn internally from various operating areas/ departments, functions from the
Corporate Office, Mumbai and the Thal Unit,
The Department is committed to promoting transparency, integrity, ethical practice and accountability across all organizational processes in accordance with the guidelines of the Central Vigilance Commission (CVC). With a strong focus on preventive vigilance, it keeps watch on sensitive areas/ activities relating to finance, personnel, operations, criteria,competitivenessofquotedprices, marketing, materials management, contracts, and other critical functions across the Corporate Office, Trombay Unit, Thal Unit, and Marketing Offices.
During 2025-26, the Vigilance Department processed
29 complaints and, based on investigation/ findings, recommended about 35 systemic improvements/ advisories/ corrective measures to strengthen internal controls and enhance organizational effectiveness.
The areas primarily covered included transparency in HR practices, procurement and contract management, manpower administration, contract labour management, operational controls, and governance mechanisms. The Department continued to leverage digital platforms for enhancing transparency and efficiency. The Online
Vigilance Clearance System (OVCS) enabled expeditious processing of vigilance clearances related to promotions, superannuation, foreign visits, resignations, employment applications etc. while the Online Vigilance Complaints
Management System (VCMS) facilitated effective receipt of vigilance complaints. An inhouse developed Online e-QPR CTE system was put in place for collection and compilation of data on contracts. An in-house portal for monitoring disciplinary proceedings was also implemented to maintain centralized records and improve tracking and reporting.
As part of preventive vigilance initiatives, the Department promoted/ liaised for digitization and process automation across the Company. Key measures included implementation of e-Office, integration of SAP ERP with the Integrated Fertiliser Management System (iFMS) for enhanced supply-chain transparency, GPS-based tracking of urea transportation, Vendor Invoice Management
System (VIMS), e-Measurement Book (e-MB), Customer
Receipt Management System (CRMS), e-Chikitsa Medical Reimbursement Portal, expansion of CCTV surveillance system, strengthening of cybersecurity through AI/ML-enabled solutions, and enhancement of the RCF Dealer Parivar Mobile App for improved stakeholder engagement. On constant persuasion by the Vigilance Department, RCF Ltd undertook revision and updations of various policies, manuals and procedures during 2025-26, incorporating directives and amendments issued by various authorities.
Important revisions included the Manual for Procurement of Goods (MPG 2.0), Human Resource Planning Policy, Promotion Policy, and Policy on Appointment of Ex-Employees of RCF as Advisors.
In compliancewithCVC directives,athree-month precursor campaign on preventive vigilance was conducted from 18th August to 17th November, 2025. The campaign focused on disposal of complaints/ pending cases, asset management, capacity building, awareness-building, and strengthening preventive vigilance systems. Master
Trainers were developed in specialized vigilance domains and also extensive awareness and training programmes were conducted covering some 2,108 participants, including employees, contractors, vendors, workers and other stakeholders. During the campaign, employees completed 665 online training certifications on topics such as ethics, integrity, conduct rules, cyber hygiene, public procurement etc. through the iGOT Karmayogi platform. Specialized workshop was also organized on vigilance investigation, public procurement, digital fraud detection, and examination of digital trails.
Vigilance Awareness Week 2025 was observed on the theme "Vigilance: Our Shared Responsibility" from
27th October to 2nd November, 2025 across all Units and
Marketing Offices in accordance with CVC guidelines.
A wide range of outreach and awareness activities, including Awareness Gram Sabha, Dealers Meets-cum-Grievance Redressal Camp, training programmes, panel discussions, and competitions such as essay writing, poster making, slogan writing, quizzes, and elocution contests, were organized for employees, dealers, farmers, students, and other stakeholders. The programmes received enthusiastic participation and reinforced the collective responsibility of all stakeholders in promoting ethical conduct, transparency, and integrity. Vigilance awareness was also integrated with Walkathon and
Cyclothon events organized under the Fit India Movement for employees and their family members.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis report for the year under regulations 34(2)(e) of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, highlighting the industry structure and developments, opportunities and threats, future outlook, risk and concerns etc. is annexed as Annexure II and form an integral part of this report.
PUBLIC DEPOSIT
The Company has not accepted any deposits, within the meaning of section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014.
OFFICIAL LANGUAGE POLICY AND INITIATIVES
The Company has fully endeavoured to implement the provisions of Official Language Act, 1963 and the policy of the Government. Publicity material and literature for employees and farmers are made available in Hindi and other regional languages.
With a view to promote Hindi in office work and as per the direction of the Ministry of Chemicals and Fertilizers, Department of Fertilizers, Hindi Pakhwada was celebrated from 14th to 28th September, 2025. On this occasion, various competitions and kavi sammelan were organized for the employees. ‘Marathi Bhasha Samvardhan Pandharvada was celebrated from 14th to 28th January, 2026. During this period, various Marathi lectures, cultural programs and Marathi competitions were organized.
RCF received second award for best implementation of official language in the year 2025-26 by Municipal
Rajbhasha Karyanwayan Samiti Mumbai.
RCF Trombay Unit was awarded the Best Implementation
Award for the year 2025-2026 by Ashirwad Literary Institute, Mumbai for the best implementation of Rajbhasha.
RCF Deputy General Manager (Hon. No.)-E Shri Vinayak Patil ji was presented Rajbhasha Gaurav Award for outstanding implementation of Rajbhasha by Mumbai-based Ashirwad Literary Institute.
AUDITORS a. STATUTORY AUDITORS AND THEIR REPORT
The Comptroller and Auditor General of India (CAG) has appointed, M/s K. Gopal Rao & Co. (Firm Registration Number 000956S) and M/s Raju & Prasad (Firm Registration Number 003475S) as Joint
Statutory Auditors of the Company for the financial year 2025-26. The Auditors would be retiring at the conclusion of the Forty Eight Annual General Meeting.
There are no qualifications, reservations or adverse remarks made by Statutory Auditors, in their report.
The Statutory Auditors for the financial year 2026-
27 will be appointed by the CAG. However, their remuneration is required to be fixed at the AGM by the members. b. COST AUDITORS AND THEIR REPORT
Your Directors, on the recommendation of Audit Committee, has appointed M/s Diwanji & Co, Cost Accountants (FRN No.000339), as Cost Auditor to audit the cost accounts of the Company for the year 2026-27 on a remuneration of
Rs. 2.80 lakh excluding applicable taxes. As required under the Companies Act, 2013, the remuneration payable to cost Auditor is required to be placed before the members in a general meeting for their ratification. Accordingly, a resolution seeking
Members approval for the remuneration payable
M/s Diwanji & Co, Cost Auditor forms part of the notice convening the Annual General Meeting for their ratification.
The Companies (Cost Records and Audit) Rules, 2014 and amendments thereof, the Company is required to maintain cost accounting records in respect of certain specified products and accordingly such accounts and records are made and maintained in the prescribed manner. Further, the cost accounting records maintained by the Company are required to be audited.
During the year, the Company filed the Cost Audit Report for the financial year 2025-26 with the Ministry of Corporate Affairs within the prescribed time limit. c. SECRETARIAL AUDITOR AND THEIR REPORT
Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed
M/s. Bhandari and Associates, a firm of Company
Secretaries in Practice (C.P. No. 366) to undertake the Secretarial Audit of the Company. The Secretarial Audit Report is annexed as Annexure III and forms an integral part of this Report.
Observations made by Secretarial Auditor
M/s. Bhandari and Associates, Practising Company
Secretaries, Secretarial Auditor of the Company has made the following observations in their Secretarial Audit Report: a) i. As per Regulation 17(1)(a) and second proviso to Regulation 17(1E) of the Listing Regulations and DPE Guidelines, the board of directors shall have an optimum combination of executive and non-executive directors with at least one woman director and not less than fifty percent of the board of directors shall comprise of non-executive directors. The Company did not have requisite number of non- executive directors for the period from April 01, 2025 to May 08, 2025. ii. As per the proviso of Regulation 17(1)(a) and second proviso to Regulation 17(1E) of the Listing Regulations, the board of directors of top 1000 listed entities shall have at least one independent woman director. The Company was in top 1000 listed entities on the basis of market capitalisation as at March 31, 2025 and the Company did not have an independent woman director on its Board for the period from April 01,
2025 to May 08, 2025. iii. As per Regulation 17(1)(b) and second proviso to Regulation 17(1E) of the Listing Regulations and DPE Guidelines, the Chairman being an Executive
Director, at least half of the Board of Directors should be comprised of Independent Directors and as per section 149(4) of the Act at least one-third of the total number of Directors shall be
Independent Directors. The Board of Directors comprised of six Directors, constituting of four Executive Directors (including the Chairman & Managing Director) and two Nominee Directors (non-executive) and therefore, the Company did not have requisite number of Independent Directors for the period from April 01, 2025 to March 31, 2026. iv. As per Regulation 17(2A) of the Listing Regulations, the quorum for every meeting of the board of directors of the top 2000 listed entities shall be one-third of its total strength or three directors, whichever is higher, including at least one Independent Director. There was no Independent Director present in the Board meetings held on April 03, 2025 and April 25, 2025 and hence, requisite quorum was not present in the said Board meetings. b) i. As per Regulation 18(1)(b) of the Listing Regulations and DPE Guidelines, at least two-thirds of the directors shall be Independent Directors and as per section 177 of the Act, the Audit Committee shall consist of a minimum of three directors with Independent Directors forming a majority. The Audit Committee did not comprise of requisite number of Independent Directors from April 01, 2025 to May 18, 2025. ii. As per Regulation 18(1)(d) of the Listing Regulations and DPE Guidelines, the chairperson of the audit committee shall be an Independent Director. The Audit Committee did not have an Independent Director as the Chairperson for the period from April 01, 2025 to May 18, 2025. iii. As per Regulation 18(2)(b) of the Listing Regulations and DPE Guidelines, the quorum for Audit Committee meeting shall either be two members or one third of the members of the audit committee, whichever is greater, with at least two Independent Directors. The requisite quorum was not present in the Audit Committee meetings held on April 03, 2025 and April 25, 2025. c) i. As per Regulation 19(1)(b) of the Listing Regulations and DPE Guidelines and as per section 178 of the Act, all the directors of the Nomination and Remuneration Committee shall be non-executive directors. The Nomination and Remuneration Committee comprised of Whole Time Directors from April 01, 2025 to May 18, 2025. ii. As per Regulation 19(1)(c) of the Listing Regulations, at least two-thirds of the directors shall be Independent Directors and as per section 178 of the Act, not less than one-half of the directors shall be Independent Director. The Nomination and Remuneration Committee did not have requisite number of Independent Directors for the period from April 01, 2025 to May 18, 2025. iii. As per Regulation 19(2) of the Listing Regulations and DPE Guidelines the Chairperson of the Nomination and Remuneration Committee shall be an Independent Director. The Nomination and Remuneration Committee of the Company did not comprise of an Independent Director as the Chairperson for the period from April 01, 2025 to May 18, 2025. d) As per Regulation 20(2A) of the Listing Regulations, the Stakeholder Relationship committee shall have at least three directors, with at least one being an Independent Director. The Stakeholders and Relationship Committee did not comprise of an Independent Director for the period from April 01, 2025 to May 18, 2025. e) As per Regulation 21(2) of the Listing Regulations, the Risk Management Committee shall have minimum three members with majority of them being members of the board of directors, including at least one Independent Director. The Risk Management Committee did not comprise of an Independent Director for the period from April 01, 2025 to May 18, 2025. f) As per Section 135(1) of the Act, the Corporate Social Responsibility committee shall consist of three or more directors, out of which at least one director shall be an Independent Director. The Corporate Social Responsibility committee of the Company did not comprise of an Independent Director for the period from April 01, 2025 to May 18, 2025.
Companys response on observations made by Secretarial
Auditors
The Companys response on observations made by
Secretarial Auditors are as under: a (i) & (ii) Being a Government Company under the administrative control of the Ministry of Chemicals and Fertilizers, Department of Fertilizers, Government of India, the Directors of the Company are appointed by the Government of India.
The Company appointed three Independent Directors, including one Woman Independent Director, on May 9, 2025. Accordingly, the Company complied with the said Regulation with the requirement of fifty percent of Board of Directors comprising of Non Executive
Directors and appointment of Woman Independent
Director with effect from May 9, 2025.
(iii) Being a Government Company under the administrative control of the Ministry of Chemicals and Fertilizers, Department of Fertilizers, Government of India, the Directors of the Company are appointed by the Government of India.
The Company appointed three Independent Directors, including one Woman Independent Director, on May 9, 2025, and one Independent Director on September 11, 2025. The Company has been continuously following up with the Government of India for the appointment of the remaining Independent Directors.
(iv) Being a Government Company under the administrative control of the Ministry of Chemicals and Fertilizers, Department of Fertilizers, Government of India, the Directors of the Company are appointed by the Government of India.
The Company appointed three Independent Directors, including one Woman Independent Director, on May 9, 2025. Accordingly, the Company complied with the said Regulation with effect from May 9, 2025. (b) (i) & (ii) Being a Government Company under the administrative control of the Ministry of Chemicals and Fertilizers, Department of Fertilizers, Government of India, the Directors of the Company are appointed by the Government of India.
The Company appointed three Independent Directors on May 9, 2025, and the Audit Committee was reconstituted on May 19, 2025, by inducting two-thirds of the members as Independent Directors and appointing an Independent Director as the Chairperson of the Audit Committee, in compliance with Regulation 18(1)(b) and 18(1)(d) of the Listing Regulations.
(iii) Being a Government Company under the administrative control of the Department of
Fertilizers, Ministry of Chemicals and Fertilizers,
Government of India, the Directors of the Company are appointed by the Government of India.
The Company did not have any Independent Directors during the period from April 1, 2025 to May 8, 2025. Pursuant to the appointment of three Independent
Directors on the Board with effect from May 9, 2025, the Audit Committee was reconstituted on May 19, 2025. Accordingly, the Company has complied with the said Regulation with effect from May 19, 2025.
(c) (i) & (ii) Being a Government Company under the administrative control of the Ministry of Chemicals and Fertilizers, Department of Fertilizers, Government of India, the Directors of the Company are appointed by the Government of India.
The Company appointed three Independent Directors on May 9, 2025, and the Nomination and
Remuneration Committee was reconstituted on May 19, 2025, by appointing all members as Non-Executive Directors and ensuring that at least two-thirds of the members are Independent Directors, in compliance with Regulation 19(1)(b) and 19(1)(c) of Listing Regulations.
(iii) Being a Government Company under the administrative control of the Ministry of Chemicals and Fertilizers, Department of Fertilizers, Government of India, the Directors of the Company are appointed by the Government of India.
Further, the Company appointed three Independent Directors on May 9, 2025, and the Nomination and Remuneration Committee was reconstituted on May 19, 2025, by appointing an Independent Director as the Chairperson of the Committee, in compliance with Regulation 19(2) of the Listing Regulations.
(d) Being a Government Company under the administrative control of the Ministry of Chemicals and Fertilizers, Department of Fertilizers, Government of India, the Directors of the Company are appointed by the Government of India.
The Company appointed three Independent Directors on May 9, 2025, and the Stakeholders Relationship Committee was reconstituted on May 19, 2025, by appointing three Directors as members of the Committee, with at least one member being an Independent Director and the Chairperson being a Non-Executive Director, in compliance with Regulation 20(2) and 20(2A) of the Listing Regulations.
(e) Being a Government Company under the administrative control of the Ministry of Chemicals and Fertilizers, Department of Fertilizers, Government of India, the Directors of the Company are appointed by the Government of India.
The Company appointed three Independent Directors on May 9, 2025, and the Risk Management Committee was reconstituted on May 19, 2025, by appointing at least one Independent Director as a member of the Committee, in compliance with Regulation 21(2) of the Listing Regulations. f. Being a Government Company under the administrative control of the Ministry of Chemicals and Fertilizers, Department of Fertilizers, Government of India, the Directors of the Company are appointed by the Government of India.
The Company appointed three Independent Directors on May 9, 2025, and the CSR Committee was reconstituted on May 19, 2025, by appointing at least one Independent Director as a member of the Committee, in compliance with Regulation 135(1) of the Companies Act, 2013 d. SECRETARIAL STANDARDS
During the year 2025-26, the Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS
There have been no material changes and commitments, affecting the financial position of the Company between the end of the financial year and date of this report. There has been no change in the nature of the business of the Company.
REPORTING OF FRAUDS
No material fraud by the Company or on the Company has been noticed or reported during the year. Further, the Auditors in their report for the year have not reported any instance of fraud committed by the officers/employees of the Company.
INSOLVENCY AND BANKRUPTCY CODE
There are no applications made or any proceedings pending under the Insolvency and Bankruptcy Code, 2016
(31 of 2016) during the year.
ONETIME SETTLEMENT WITH ANY BANK OR FINANCIAL INSTITUTION
As no settlement has taken place with any of the Bank or Financial Institution during the financialyear, therefore, no disclosure or reporting is required in respect of the details of difference between amount of the valuation done at the time of one time settlement and the valuation done while taking loan from the Banks or Financial Institutions.
BANKS AND FINANCIAL INSTITUTIONS
The Company is prompt in making the payment of interest and repayment of loans to the financial institutions / banks. Banks and Financial Institutions continue their unstinted support in all aspects and the Board records its appreciation for the same.
DIRECTORS RESPONSIBILITY STATEMENT
To the best of knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statement in terms of section 134(3) (c) of the Companies Act, 2013: i] that in the preparation of the annual accounts for the year ended March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any; ii] the Directors had 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 the Company as at March 31, 2026 and of the profit of the Company for the year ended on that date; sufficient iii] thattheDirectorshavetakenproperand care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; iv] the annual accounts have been prepared on a going concern basis; v] that the Directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and vi] that the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
CORPORATE GOVERNANCE
As per SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, a separate section on Corporate Governance practices followed by the
Company, together with a certificate the Practising Company Secretary forms an integral part of this report.
COMPLIANCE OF CORPORATE GOVERNANCE GUIDELINES ISSUED BY DEPARTMENT OF PUBLIC ENTERPRISES
DPE, Government of India, has laid down certain parameters for the purpose of grading the CPSEs on the basis of their compliance with guidelines on Corporate Governance and this report needs to be submitted to the Government on quarterly/annual basis. The Company has been complying with the Guidelines on Corporate Governance for CPSEs laid down by DPE and regularly submits reports to the Government. The Company expects
‘Excellent Rating to the Company for the year 2025-26.
INTERNAL FINANCIAL CONTROL OVER FINANCIAL REPORTING
The Companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. The Companys internal financial control over financial reporting includes those policies and procedures that: (1) pertains to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company;
(2) of provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of Management and
Directors of the Company; and
(3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the companys assets that could have a material effect on the financial statements.
KEY MANAGERIAL PERSONNEL
The following are Key Managerial Personnel of the Company as on March 31, 2026:
1. Shri Shivakumar Subramaniam [DIN 10784187] Chairman & Managing Director (from 13.02.2026)
2. Shri S. C. Mudgerikar [DIN 03498837], Chairman & Managing Director (upto 31.12.2025)
3. Ms Nazhat J. Shaikh [DIN 07348075], Director
(Finance) & CFO
4. Ms Ritu Goswami [DIN 10463372], Director (Technical)
5. Shri Niranjan S. Sonak [DIN 10926090 ], Director (Marketing) of Compliance from
6. Shri Jai Bhagwan Sharma [FCS 5030], Company
Secretary
CHANGES IN THE BOARD OF DIRECTORS
Shri S. C. Mudgerikar [ DIN 03498837] ceased as Chairman
& Managing Director on the Board of the Company w.e.f.
January 1, 2026.
Shri Shivakumar Subramaniam [DIN 10784187] appointed as Chairman & Managing Director on the Board of the
Company w.e.f. February 13, 2026.
Ms Nazhat J. Shaikh [DIN 07348075], Director (Finance) has entrusted additional charge of Chairman & Managing Director from January 1, 2026 to February 12, 2026. Dr. Krishna Kant Pathak (DIN 08328847) appointed as Government Nominee Director on the Board of the
Company w.e.f. April 21, 2026.
Ms Aneeta C. Meshram (DIN 09781436) ceased as
Government Nominee Director on the Board of the
Company w.e.f. April 17, 2026.
Shri Gopinathan Nair Anilkumar [DIN 09447818] ceased as an Independent Director w.e.f. May 9, 2026 after completion of his term.
Prof Anjula Murmu [DIN 09565841] ceased as an
Independent Director on the Board of the Company w.e.f.
May 9, 2026 after completion of his term.
Shri Partha Sarathi Ghosh [DIN 09517108] ceased as an
Independent Director on the Board of the Company w.e.f.
May 9, 2026 after completion of his term.
Shri Rajnikant Bhulabhai Tandel [DIN 11916422] appointed as an Independent Director on the Board of the Company w.e.f. August 31, 2026.
The Board has placed on record their appreciation of the Directors who have ceased to be members of the Board for the valuable contribution made and the guidance / suggestion provided by them which has greatly benefited the company.
As per Section 152 of the Companies Act, 2013, Mr. Niranjan S. Sonak [DIN:10926090] and Ms Aparna S. Sharma [DIN: 07798544] Directors retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment.
FAMILIARISATION PROGRAMMES FOR INDEPENDENT DIRECTORS
The Companys independent directors are eminent professionals with several decades of experience in banking and financial services, technology, finance, governance and management areas and are fully conversant and familiar with the business of the Company. The Company has an ongoing familiarisation programmes for all Independent directors with regard to their roles, duties, rights, responsibilities in the Company, nature of the industry in which the Company operates, the business model of the Company, etc.
All the Independent Directors of the Company have registered their names in the Independent Directors Databank as required under the Act and the Rules referred therein. The Independent Directors are also required to take up an online proficiency two years from the date of inclusion of their name in the Independent Directors databank, unless exempted from such requirement, under the Act and the Rules referred therein.
Board opined that Independent Directors of the Company has made significant commitment, effective deployment of knowledge and expertise, integrity and maintenance of confidentiality and independence of behaviour and judgement.
INDEPENDENT DIRECTORS DECLARATION
The Company has received the Certificate from the Independent Directors confirming that they meet the criteria prescribed for Independent Directors under the provisions of the Companies Act, 2013 and
SEBI (LODR). The Independent Directors have confirmed that they are registered with the database maintained by the Indian Institute of Corporate Affairs (IICA) under the Ministry of Corporate Affairs.
The Company being a Government Company, the power to appoint Directors (including Independent Directors) vests with the Government of India. The Directors are appointed by following a process as per laid down guidelines. In the opinion of the Board, the Independent
Directors possess the desired expertise, experience and integrity. Two (2) separate meetings of Independent Directors was held on August 7, 2025 & January 24, 2026 without attendance of the non-independent directors and members of management.
COMMITTEES OF THE BOARD
The Companys Board has the following committees: i. Audit Committee ii. Stakeholders Relationship Committee iii. Share Transfer Committee iv. Nomination and Remuneration Committee v. Corporate Social Responsibility and Sustainable Development Committee (CSR & SD) vi. Empowered Committee for Procurement. vii. Risk Management Committee viii. Empowered Committee for Procurement of Urea on Govt. Account ix. Debenture Allotment Committee The details of the committees along with their composition, number of meetings held and attendance of each Director at the meetings are provided in the Corporate Governance Report.
POLICY FOR SELECTION AND APPOINTMENT OF DIRECTORS AND THEIR REMUNERATION
As per notification dated June 5, 2015 issued by Ministry selfassessment testwithin of Corporate Affairs, provision of section 134(3) (e) of the
Companies Act, 2013 regarding disclosure of its policy on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matter provided under sub- section (3) of section 178 of the Companies Act, 2013 are not applicable to a Government company. participation and contribution, The Company being a Government company, the above provisions are not applicable to it. Similarly, section 197 of the Companies Act, 2013 requiring disclosure of ratio of the remuneration of each director to the median employees remuneration and other suchofIndependence details including the name and other particulars of every employee of the company, who if employed throughout/ part of the financial year, was in receipt of remuneration in excess of the limits set out in the rules, are not provided in terms of section 197(12) read with rule 5(1) (2) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules, 2014, being not applicable to a Government company as per notification dated June 5, 2015 issued by Ministry of Corporate Affairs.
MEETINGS OF THE BOARD
Thirteen (13) Board Meetings were held during the year. The details of the Board Meetings held during the financial year 2025-26 are provided in the Corporate Governance Report.
BOARD EVALUATION
Section 134(3) (p) of the Companies Act, 2013 requires the Company to disclose the manner in which formal annual evaluation has been made by the Board of its own performance and that of its committees and individual
Directors. As per notification dated June 5, 2015 issued by Ministry of Corporate Affairs, provision of section
134(3) (p) of the Companies Act, 2013 shall not apply in case Directors are evaluated by the Ministry which is administratively in charge of the Company, as per its own evaluation methodology. The Company, being a Government Company, the performance evaluation is carried out by the Administrative Ministry (Department of
Fertilizers, Ministry of Chemicals & Fertilizers), Government of India, as per applicable Government Guidelines. The Company has evaluated the performance of the Independent Directors for the year 2025-26 as per regulation 17(1) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
PARTICULARS OF LOANS GIVEN, INVESTMENT MADE, GUARANTEES GIVEN AND SECURITIES
PROVIDED
Particulars of Loans given, Investments made, Guarantees given and Securities provided along with the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient are provided in the notes to the financial statements
CREDIT RATINGS
The Credit rating assigned by Rating Agencies for the various instruments of the Company is provided in the Corporate Governance Report.
PARTICULARS OF EMPLOYEES
During the year under review, none of employees of the Company had drawn remuneration in excess of the limits prescribed under section 134(3) (c) of the Companies Act, 2013 read with Companies (Appointment of Managerial Personnel) Rules, 2014.
VIGIL MECHANISM/WHISTLE BLOWER POLICY
The details of Vigil Mechanism/Whistle Blower Policy are provided in Corporate Governance Report.
RELATED PARTY TRANSACTIONS
All contracts/arrangement/transactions entered by the
Company during the financial year with related parties were in the ordinary course of business and on arms length basis. There are no materially significant related party transactions made by the Company with Promoters, Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large.
All Related Party Transactions are placed before the
Audit Committee and also before the Board for approval.
None of the Directors has any pecuniary relationships or transactions vis-?-vis the Company.
The details of the investment in equity made by the Company as on 31st March, 2026 is as under:
Rs. Crore
| Rs. Crore | |
| 1 FACT-RCF Building Products Limited# | - |
| 2 Urvarak Videsh Limited | 0.18 * |
| 3 Talchar Fertilizers Limited | 1102.15 |
Total |
1102.33 |
#
Pursuant to approval of the Resolution Plan by theHonble NCLT, Kochi Bench under the CIRP of FACT-RCF Building Products Limited (FRBL), the Companys claims stood extinguished and 2, 50,000 equity shares aggregating to Rs. 25 lakh were allotted to the Company.
Consequent to the write-off of investment and advances
(net of shares received), the Companys shareholding in
FRBL stands reduced to 2.5%, and FRBL has ceased to be a related party of the Company.
* Company has made full provision towards the value of investment.
The details of transactions with related parties are provided in the accompanying financial statements.
There are no transactions to be reported in Form AOC-2.
UNSECURED INTER CORPORATE LOAN
During the year, the Company has provided an unsecured
Inter-Corporate Loan to Talcher Fertilizers Limited (TFL), a joint venture company, amounting to Rs.233 crore at interest rate of 6-month SBI MCLR plus 0.65%, for a tenure not exceeding six months repayment option with a notice of 7 days. The said loan, along with applicable interest, has been fully repaid by TFL in accordance with the terms and conditions of the agreement.
ISSUE AND REDEMPTION OF OF NON CONVERTIBLE DEBENTURES (NCDS) BONDS ON PRIVATE PLACEMENT BASIS
The Company has allotted 30,000, Listed, Unsecured,
Rated, Redeemable, Taxable, Non-Convertible Bonds in the nature of Debentures (NCDs) of face value of
Rs. 1,00,000/- ((Rupees One Lakh only) each, aggregating to Rs. 300 crore (Rupees Three Hundred Crore only) on private placement basis for cash at par, in dematerialized form (ISIN: INE027A08036), through BSE Electronic Book Platform (EBP) on June 30, 2025.The NCDs are for a tenure of Three years, carrying interest @ 7.49% p.a. payable annually. NCDs are listed on National Stock
Exchange of India Limited (NSE) and BSE Limited (BSE), on the Whole Sale Debt Market (WDM) Segment. The
Company has appointed M/s SBICAP Trustee Company
Limited as Debenture Trustee for the said debt securities. The Company has allotted 39,500, Listed, Unsecured,
Rated, Redeemable, Taxable, Non-Convertible Bonds in the nature of Debentures (NCDs) of face value of
Rs. 1,00,000/- ((Rupees One Lakh only) each, aggregating to Rs. 395 crore (Rupees Three Hundred Ninety Five Crore only) on private placement basis for cash at par, in dematerialized form (ISIN: INE027A08044), through BSE Electronic Book Platform (EBP) on September 25, 2025.
The NCDs are for a tenure of Three years and ten months, carrying interest @ 7.60% p.a. payable annually. NCDs are listed on National Stock Exchange of India Limited
(NSE) and BSE Limited (BSE), on the Whole Sale Debt
Market (WDM) Segment. The Company has appointed
M/s SBICAP Trustee Company Limited as Debenture
Trustee for the said debt securities.
During the year, 5,000, Listed, Secured, Rated,
Redeemable, Taxable, Non-Convertible Bonds in the nature of Debentures (NCDs) of face value of
Rs. 10,00,000/- ((Rupees Ten Lakh only) each, aggregating to Rs. 500 crore (Rupees Five Hundred Crore only) on private placement, in dematerialized form (ISIN: INE027A07012), have been redeemed on August 5, 2025.
DETAILS OF DEBENTURES OUTSTANDING AS ON 31.03.2026
Series |
ISIN | Issue date | Maturity | Tenure | Rate of Interest | Issue Size (Rs. In Crore) |
Series I-2024 |
INE027A08028 | August 7, 2024 | August 7, 2027 | 3 years | 7.99 p.a. | 300 |
Series I-2025 |
INE027A08036 | June 30, 2025 | June 30, 2028 | 3 years | 7.49% p.a. | 300 |
Series II-2025 |
INE027A08044 | September 25, 2025 | July 25, 2029 | 3 years 10 months | 7.60% p.a. | 395 |
DISCLOSURE UNDER THE SEXUAL HARASSMENT
OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The Company has in place a Policy on Prevention, Prohibition and Redressal of Sexual Harassment of Women at Workplace in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013.The Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment.
During the financial year under review, no complaint pertaining to sexual harassment was received by the Internal Committee and no complaint was pending for disposal as ontheendofthefinancial . year
DPE MOU COMPLIANCE DISCLOSURES
In compliance with the requirements stipulated under Department of Public Enterprises (DPE) Circular No. M-03/0006/2024-DPE(MoU) dated March 24, 2026, the information relating to the key parameters of the Company is furnished hereunder:
A. Information about MoU parameters: a. Achievement against Physical Parameters (where prescribed in the MoU):
Production |
MoU | Actual |
Parameter |
Target | Achievement |
| Urea Production | 30.70 LMT | 21.110 LMT |
| Production | 8.62 LMT | 6.347 LMT |
| of Suphala | ||
| [15:15:15] | ||
| Production of AN | 2,55,108 MT | 2,05, 838.51 MT |
| Melt | ||
| Production of | 37, 037 MT | 10, 105 MT |
| Urea Gold | ||
| Production of | 6,000 MT | 294.55 MT |
| PROM |
b. Expenditure on R&D (including Innovation Initiatives):
The Company incurred expenditure towards Research & Development (R&D) and innovation initiatives aimed at operational efficiency, upgradation and process improvement.
Sl No. Particulars |
Amount Rs. in Crore) |
| 1. Capital | 2.90 |
| 2. Recurring | 6.31 |
| 3. Innovation Schemes | 29.14 |
| 4. Total | 38.35 |
| 5. Total R&D expenditure as a percentage | 0.21 |
| of total turnover | |
| 6 Total R&D expenditure as a percentage | 6.27 |
| of PBT |
At Thal Unit, expenditure incurred under innovative initiatives includes schemes like upgradation of DCS systems, installation of super cup trays in Urea reactor. At Trombay unit, expenditure incurred under innovative schemes/initiatives for adoption of schemes to improve reliability & safety, improve energy performance, for schemes implemented in New Sulphur Coated Urea plant etc.
c. Onboarding on TReDS Platforms:
The Company have undertaken onboarding on Trade Receivables Discounting System (TReDS) platforms to facilitate timely payments to MSMEs.
TReDS Platform |
Company |
| Onboarding Date | |
| RXIL | 14.05.2018 |
| Invoice Mart/A treds | 10.05.2018 |
| M1 xchange | 11.05.2018 |
| Kredx | 19.03.2026 |
| C2treds | 17.03.2026 |
d. Timely Payments to MSE Vendors (directly or through
TReDS) :
The Company remains committed to timely payment to Micro and Small Enterprises (MSEs) in accordance with the provisions of the MSMED Act, 2006. Details of procurement and payment performance during FY
2025 26 are as follows:
Particulars |
Amount (In Crore) | Percentage of delay to total invoices |
| Total Annual Procurement | 862.00 | - |
| Value | ||
| Total Number of Invoices | 28,485 | - |
| Total Number of Suppliers | 3047 | - |
| Amount Pending Beyond 45 | 1.77 | - |
| Days | ||
| Number of Delayed Invoices | 45 | 0.16% |
| Number of Suppliers | 35 | - |
| Involved |
e. Procurement through GeM:
The Company continued procurement through the Government e-Marketplace (GeM) platform in line with Government procurement policies.
Particulars |
Amount | Percentage |
| (In Crore) | ||
| Procurement through GeM | 1923.60 | 90.086% |
| Total Procurement | 2135.29 | 100% |
The Company has taken continuous measures to enhance procurement through digital procurement platforms.
B. Information pertaining to compliance parameters:
Information about procurement from MSEs is updated on monthly basis on the Sambandh Portal. Details of procurement is as below:
S.N Particulars |
Amount (Rs. in Crore) |
a Procurement from MSEs |
862.00 |
b Total Annual Procurement |
2135.29 |
c Break-up of Procurement from MSEs: |
|
| i) Procurement from MSEs owned by | 10.28 |
| SC/ST entrepreneurs | |
| ii) Procurement from MSEs owned by | 67.28 |
| women entrepreneurs. |
d. Shortfall in MSE Procurement Targets:
In the financial year 2025-26, procurement targets w.r.t procurement from MSEs and from MSEs owned by women entrepreneurs has been achieved.
However, the target w.r.t procurement from MSEs owned by SC/ST entrepreneurs could not be achieved due to their limited participation. After taking Board approval, RCF submitted exemption request to
Department of Fertilizers seeking exemption from compliance of procurements targets from SC/ST MSEs and requested to recommend the same to the Ministry of Micro, Small and Medium Enterprises for consideration. e. Health and Safety Initiatives for Human Resources:
Under Health and Safety initiatives for Human
Resources, Department of Fertilizer has given the target of conducting Internal audit (twice in a year) and external audit (Once in a year) of ISO 45001 Occupational Health and Safety Management system.
Accordingly, both units conducted two internal audits and one External audit of ISO 45001 Occupational Health and Safety Management system.
For RCF Trombay Unit, internal audits were conducted from 25th to 27th June 2025 & from 25th to 27th Nov 2025. For RCF Thal Unit, internal audits were conducted from 11th to 14th June 2025 & from 25th to 28th Nov 2025.
Further, for RCF Trombay Unit, external audit was conducted from 23rd to 26th March 2026 and for Thal Unit external audit was conducted from 14th to 16th July 2025..
Monetization of Non-Core Assets
In accordance with Government guidelines, the Company has prepared/implemented a monetization plan for surplus non-core assets including land and buildings, wherever applicable.
RIGHT TO INFORMATION (RTI)
In order to promote transparency and accountability, an appropriate mechanism has been set up across the Company in line with the provisions of the Right to Information Act, 2005. The Company has nominated
CPIO/ACPIOs/ Appellate Authorities at its units/offices across the Company to provide information to citizens under the provisions of the RTI Act.
During the year under review, the Company has received 315 RTI applications out of which 315 have been replied.
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, is annexed to this Report as Annexure IV and form an integral part of this report.
ANNUAL RETURN
Pursuant to Section 92(3) of the Companies Act, 2013 read with Section 134(3)(a) of the Companies Act, 2013, the Annual Return in Form MGT 7 as on March 31, 2026 is available on the Companys website on https://www. rcfltd.com/investerrelations/annual-return.
INVESTOR EDUCATION & PROTECTION FUND
(IEPF)
The details of unpaid / unclaimed dividend and shares transferred to the IEPF in compliance with the provisions of the Companies Act, 2013 has been provided in the Corporate Governance Report.
BUSINESS RESPONSIBILITY & SUSTAINABILITY
REPORT
Pursuant to Regulation 34 (2) (f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
Business Responsibility Report initiatives taken from an environmental, social and governance prospective in the prescribed format is available as a separate section of the
Annual Report and forms an integral part of this report.
Business Responsibility Report is also available on the
Companys website www.rcfltd.com.
ACKNOWLEDGMENT
The Board of Directors wish to gratefully acknowledge the valuable guidance and continued support extended by Government of India and in particular, the Department of Fertilizers and the Office of Fertilizer Industry Coordination Committee (FICC), Railways, DPE, Members of MOU Task force, and other Central Government Departments and Agencies.
The Board also wishes to acknowledge with sincere gratitude, the help and unstinted support from the Government of Maharashtra and other State
Governments, MSEB, MIDC, various Media, Municipal Authorities, Maharashtra Pollution Control Board, Factory Inspectorate and IBR, Bankers to the Company, Financial
Institutions, Dealers and Customers.
Your Board wishes to acknowledge gratefully, the confidence posed, unstinted support and suggestions made to the Board by the esteemed Share Owners of the Company. The Board also wishes to place on record the positive suggestions and guidance provided by the Statutory Auditors, Cost Auditors, the Office of the
Principal Director of Commercial Audit and Secretarial Auditor.
You Board wishes to acknowledge with sincere gratitude, the help and unstinted support from Trade Unions &
Officers Association for your unwavering support.
Last but not the least, your Directors take pleasure in placing on record their deep appreciation of the excellent contribution made by the employees of the Company at all levels, without which the Company would not have achieved such good performance.
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