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Refex Renewables & Infrastructure Ltd Management Discussions

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Oct 1, 2025|12:00:00 AM

Refex Renewables & Infrastructure Ltd Share Price Management Discussions

GLOBAL ECONOMY

The global economy demonstrated moderate resilience in 2024, expanding by approximately 3.3%, despite elevated interest rates, geopolitical uncertainties, and weakened global trade.

Global real GDP Growth (%)
Actual Projection
Global Economy 2024 2025 2026
3.3 2.8 3

The IMFs April 2025 outlook projects global growth at 2.8% in 2025 and 3.0% in 2026, slowed by rising tariff rates and trade-related uncertainty. To balance the economy, countries must promote open and rules-based trade, strengthen supply chain resilience, and boost domestic demand through targeted fiscal support. Coordinated monetary-fiscal policies, investment in green and digital infrastructure, and enhanced support for emerging markets are also essential. Additionally, easing geopolitical tensions and fostering global cooperation can help restore stability and confidence in global markets.

(Source: IMF, World Bank, OECD, WTO, IEA)

INDIAN ECONOMY OVERVIEW

As of early 2025, India has become the worlds 4th largest economy, surpassing Japan. The Country has maintained a strong postpandemic recovery trajectory. In real terms, after adjusting for inflation, Indias GDP is expected to grow by 6.8% to 7.0%, supported by robust domestic consumption, revival in private investment, and strong public capital expenditure. Key growth contributors include construction, manufacturing, services, and digital infrastructure, alongside rising demand in rural and semi-urban markets. Between January and March, 2025, Indias merchandise exports totalled USD 123.4 billion, showing moderate year-on- year growth.

The top-performing export segments remain Engineering Goods (24.6%), Petroleum Products (18.3%), and Organic and Inorganic Chemicals (7.4%), according to the Ministry of Commerce. The upward trend is also reinforced by rising employment levels and increasing private consumption, driven by improved consumer confidence and easing inflation. These factors are expected to further fuel Indias economic growth in the coming quarters.

(Sources: IBEF, Ministry of Commerce & Industry, COP28 Final Decision Text, UNFCCC)

Indian Power Sector Overview

Indias power sector is a dynamic mix of conventional and renewable sources, with a strong emphasis on increasing capacity and transitioning towards a more sustainable future. The country is the third-largest producer and consumer of electricity, with a total installed capacity of 472.47 GW as of April 2025. While coal still dominates the energy mix, renewable energy sources, particularly solar and wind, are experiencing rapid growth. As of April 2025, Indias non-fossil fuel installed power capacity has seen a remarkable growth of over 430% in the last 9 years, now standing at approximately 232.41 GW, which includes large hydro and nuclear power. This accounts for 49.19% of the countrys total installed power capacity of 472.47 GW. The installed solar energy capacity has witnessed a dramatic surge-growing over 33 times in the past decade-and now stands at 107.95 GW, reflecting Indias strong emphasis on solar expansion.

The average daily electricity supply in rural areas has increased from 12.5 hours in 2014 to 22.6 hours in 2025. Urban areas now receive an average of 23.4 hours of electricity supply daily.

On the supply side, Indias total electricity generation reached 1,829 billion units (BU) in the fiscal year 2024-25, up from 1,739 billion units in 2023-24, a year on year increase of approximately 5.2%. Simultaneously, the nation nearly eliminated its supply deficit, reducing the energy shortfall to a mere 0.1% in FY 2024-25, while meeting a record peak demand of 250 GW, with only about 0.1 GW unmet. Over the longer term, power supply has grown at an average of 6% CAGR from 2009 to 2024, outpacing demand growth of roughly 5% annually.

Yet, despite rising generation, Indias per capita consumption remains relatively low 1,395 kWh in FY 2023-24, compared with an international average of around 3,358 kWh.

(Source: Energy Box, MNRE, NSEFI, CEA, Energy world, PIB, MoSPI, UNFCCC, Wikipedia, NDTV)

OUTLOOK OF RENEWABLE ENERGY

Indias energy sector is witnessing a transformative shift, with sustainability taking centre stage and renewables emerging as the key driver of future growth. As global priorities pivot toward cleaner energy, India is tapping into a new wave of opportunities in its renewable energy landscape.

Over the last decade, the Country has made notable progress in reshaping its energy mix, steadily moving away from a reliance on traditional fossil fuels. This momentum has positioned India as the fourth-largest producer of renewable power in the world, with an installed capacity of 232 GW as of April 2025, a threefold increase from 75.52 GW in March 2014.

In 2024 alone, the Country added a record 25 GW of renewable energy capacity, marking a 34.63% increase over the previous year. Solar energy leads this growth, with total installed capacity reaching 107.95 GW by April 2025. Wind energy installations have also expanded, with cumulative capacity now at 51.06 GW.

To meet the 500 GW target by 2030, India needs to add approximately 50 GW of renewable capacity annually over the next five years. Under the National Green Hydrogen Mission, India aims to produce 5 million tonnes of green hydrogen annually by 2030, supported by an additional 125 GW of renewable energy capacity. India has set a target of achieving 30 GW of offshore wind capacity by 2030.

Indias RE Capacity

Solar Power - 107.95 GW Wind Power - 107.95 GW Biomass/Cogeneration - 107.95 GW Small Hydro - 107.95 GW Large Hydro - 107.95 GW

Total Renewables - 231.81 GW

(Source: PIB, Times of India, Economic times, MNRE, CEA)

Budget allocation for Renewable Energy and Clean Technologies

The Union Budget for 2025-26 has allocated Rs.26,549 Crore to the Ministry of New and Renewable Energy (MNRE) to boost Indias green future a massive 53.48% jump from last years revised Rs.17,298 Crore.

This funding will accelerate the development of renewable energy projects, including solar, wind, and green hydrogen.

1. PM Surya Ghar Muft Bijli Yojana has received a significant boost, with Rs.20,000 crore allocated in Budget 2025-26, nearly double last years revised Rs.11,100 crore.

2. The PM-KUSUM Scheme, which aims to ensure energy security for farmers, has been allocated Rs.2,600 crore for 2025-26, a 3% increase from last years Rs.2,525 crore.

3. To position India as a global leader in green hydrogen production, the mission has been allocated Rs.600 crore, doubling the previous years allocation of Rs.300 crore.

4. Under Green Energy Corridor aimed at integrating renewable energy into the national grid, this project has received Rs.600 crore to expand intra-state transmission infrastructure up from the revised estimate of Rs.434 crore for FY23-24.

5. Allocated Rs.1,500 crore to the solar power grid segment to expand solar energy projects across the county.

6. Allocated the budget of Rs.500 Crore for the wind energy sector 37.5 per cent drop over the previous Rs.800 crore provided in the Expenditure Budget document for 2024-25.

These allocations underscore Indias strategic focus on accelerating its transition to clean energy, enhancing energy security, and fostering sustainable economic growth.

(Source: eqmagpro, ETEnergy World, CNBC TV 18, India budget)

Challenges in Indias Clean Energy Transition

Land Acquisition and Community Resistance: Projects frequently encounter opposition due to land conflicts, particularly in ecologically sensitive and tribal regions.

Grid Integration and Infrastructure Deficits: Intermittency of solar and wind power stresses the national grid, and storage and forecasting solutions remain nascent. Delays in building new transmission lines and upgrading existing ones create a bottleneck for connecting renewable projects to the grid.

Approval process: Local permissions like forest clearance, environmental NOCs, and right of way for evacuation infrastructure can delay project timelines by 6-12 months.

Import Dependence: Despite PLI schemes, India remains heavily reliant on imported wafers, cells, and raw materials from China.

Tender delays and retendering: RE projects facing up to 12-month delay in PPA signing or retender projects due to lack of DISCOM off-take.

Open Access Restrictions: In many states, solar open access faces high cross-subsidy surcharges and transmission charges, diluting cost benefits.

Overly Aggressive Bidding: Thin margins due to aggressive bidding in auctions increase the risk of non-completion or poor- quality execution.

BESS Integration Costs: Hybrid solar + storage projects are being promoted, but battery costs and lifecycle uncertainties make them less attractive.

Dependence on Imports for Critical Materials: India significantly depends on China and the DRC for lithium, cobalt, and rare earth elements, which creates vulnerabilities in the supply chain.

Lack of Recycling Framework: India does not have a robust e-waste policy for solar panels and batteries. By 2050, it will be the fourth-largest producer of solar panel waste.

(Source: PMF IAS, MNRE, PV Magazine, IEEFA, clean energy forum, indosolar, Energy central, Economic times energy world)

Waste Management in India

India is increasingly prioritizing waste management due to a combination of public health concerns, environmental sustainability goals, and economic considerations. Waste management in India is handled by the Ministry of Environment, Forest and Climate Change (MoEF&CC). Under Ministry of Housing and Urban Affairs (MoHUA), to manage the growing volume of waste, Municipal Corporation have adopted integrated solid waste management practices.

Integrated solid waste Management (ISWM) offers up to five different management options in controlling the volume of waste, which includes Source Segregation, Recycling, Composting, Waste to Energy and Landfilling waste.

In 2021, The Govt of India launched its flagship five-year Swachh Bharat (Clean India) Mission-Urban 2.0 (SBM-U 2.0), committing to making all cities “garbage-free cities by 2026 to treat solid/liquid waste. The Swachh Bharat Mission (SBM) incorporates the Galvanizing Organic Bio-Agros Resources Dhan (GOBARdhan) and Sustainable Alternative Towards Affordable Transportation (SATAT) initiatives to integrate the compressed biogas (CBG) sector into its broader goal of creating a cleaner, healthier India.

Waste to Energy: Compressed Bio Gas

India is the worlds third-largest energy consumer, with its energy demand projected to grow substantially over the next 15 to 20 years. Currently, around 50% of the countrys natural gas needs are met through imports. CBG is an excellent alternate to support energy requirements met by natural gas and crude oil (transport fuel). Acknowledging its role to reduce import dependence, the Indian government announced a budget Rs.10,000 crore, for GOBARdhan scheme.

This scheme aims to install 500 new bio-CNG plants that will generate compressed biogas from organic waste. And SATAT scheme, aims to establish 5,000 CBG plants, with 108 already commissioned and there is on active LOIs of 1094 in FY 25-26 almost 13379 tons of CBG sold, targeting 15MMTPA of CBG production.

These efforts are intended to offset around 40% of the countrys current CNG consumption, which stands at approximately 44 MMTPA.

To create a structured demand for CBG and promote energy security, Govt of India introduced Mandatory blending obligation (MBO) for CBG. Oil and gas companies will be required to blend 1% of CBG into the overall consumption of Compressed Natural Gas (CNG) and Piped Natural Gas (PNG) in the transportation and domestic sectors. This obligation will gradually scale up to 5% by FY 2028-29, aligning with Indias broader decarbonization and import reduction goals. CBG is also gaining traction in transportation due to its clean-burning nature and calorific value comparable to CNG, aligning with global carbon reduction targets.

The global CBG market is projected to grow at a CAGR of 11.96%, from USD 7.32 billion in 2023 to USD 18.07 billion by 2031. This growth is driven by stringent emissions regulations, government subsidies, and national energy strategies in countries like Germany, Sweden, the U.S., and India.

CBG is emerging as a key clean energy source, offering benefits like reduced greenhouse gas emissions, improved waste management, and enhanced energy security by lowering fossil fuel imports. With rising global focus on sustainability and climate commitments under the Paris Agreement, it is gaining strong policy and investment support. Its serves as a clean fuel alternative in transportation, replacing conventional fuels such as CNG. It is also used for electricity generation and as a cooking fuel. Beyond energy benefits, CBG production aids in effective waste management, lowers greenhouse gas emissions, reduces fossil fuel dependence, and supports sustainable livelihoods for farmers and waste workers.

(Source: Markets and Data, MNRE, PIB, IOCL, Powerline)

Feedstock availability in India

In Indias CBG potential is estimated around 60MMT for the year 2024-2025, which includes various feed stock with the bio manure generation capacity of 370MMT.

India has a wide range of feedstocks available, the most used feedstocks include agricultural residue, municipal solid waste (MSW)/ sewage sludge and animal waste. With significant biomass quantity and better yields, Agri residue contributes more than 1/3rd of the total CBG potential in India. However, the supply is seasonal and varies region to region based on crop cultivation patterns. Rice and wheat crops have higher contribution to Agri residue.

In the sugar sector, India is the worlds second-largest sugar producer and the largest consumer. During the 2022-23 season, sugarcane production reached 32.74 MMT, which could generate approximately 11.4 MMT of press mud, a valuable by-product for CBG production.

MSW is another key feedstock for biogas generation, however, to achieve higher yields segregation is done properly. Indias MSW generation of ~55 million tonnes in 2023 are projected to increase three times to 165 million tonnes by 2030 and potentially to 436 million tonnes by 2050. Additionally, over 250 million tonnes of untreated legacy waste remain across 2300 dumpsites. Less than 30% of waste is properly segregated, limiting recycling and composting efficiency. A large portion of MSW still ends up in unscientific landfills, causing pollution and land use issues. Only about 25-30% of total waste is scientifically processed through composting, recycling, or bio-methanation. Most dumpsites are unmanaged, leading to severe air, water, and soil contamination.

Managing this growth of MSW sustainably and efficiently, requires redoubling efforts towards waste minimization, segregation, scientific processing and recycling, while creating capacities for safe, efficient utilization of RDF and disposal of processing rejects from legacy waste remediation projects at the landfill sites. ULBs will need to play a pivotal role in this regard. As land scarcity intensifies and waste characteristics change, ULBs must adopt more advanced processing technologies, such as Waste-to-Electricity, Bio-methanation, and Material Recovery Facilities (MRFs), to maximize resource recovery from MSW and minimize waste diversion to dumpsites or landfills.

Over the next 5-10 years, Indias CBG industry is expected to transition from a pilot phase to a commercially vibrant clean energy sector. With supportive policy mechanisms, private sector participation, and infrastructure scaling, India is well-positioned to become a global leader in CBG production and utilization turning its waste challenge into a green energy opportunity.

(Source: Ministry of Housing and Urban Affairs, MNRE, ui.ads, IEA bio-Energy)

KEY GOVERNMENT INITIATIVES SUPPORTING WASTE MANAGEMENT AND CBG IN INDIA

1. Revised Waste Management Rules (2016):

The Government updated the Solid Waste Management Rules, introducing new frameworks for managing plastic waste and construction & demolition (C&D) waste.

2. Swachh Bharat Mission (Urban) 2.0 (2021-2026):

The second phase of SBM-U aims to make all Indian cities garbage-free, emphasizing scientific waste processing and city beautification.

3. Swachh Survekshan Survey:

Conducted annually by an Independent Verification Agency under MoHUA, this nationwide survey evaluates urban local bodies (ULBs) on various sanitation and waste management parameters.

POLICY SUPPORTS IN CBG

1. The Government of India launched the Sustainable Alternative Towards Affordable Transportation (SATAT) initiative in 2018, aiming to establish 5,000 CBG plants by 2025.

2. The government has launched Scheme for Development of Pipeline Infrastructure (DPI) with an outlay of Rs.994.5 crore (FY 2023-24 to 2025-26) to support pipeline infrastructure for injecting Compressed Bio-Gas (CBG) into the City Gas Distribution (CGD) network. It will help connect 100 CBG plants to the grid, reducing logistics costs and ensuring easier offtake.

3. The Ministry of New and Renewable Energy (MNRE) has notified Central Financial Assistance (CFA) of Rs.4 crores per 4,800 kg of CBG per day generated from 12,000 cubic meters of biogas per day, with a maximum of Rs.10 crore per project.

4. The Government of India launched a scheme in 2016 to promote city compost, offering Rs.1,500 per tonne as Market Development Assistance (MDA) to fertilizer companies and compost producers. To further support CBG-based manure, Fermented Organic Manure and Bio-slurry have also been included under the Fertilizer Control Order (FCO) 1985.

5. Ministry of Petroleum and Natural Gas (MoPNG) offer financial assistance of up to 50% of the procurement cost of biomass aggregation machinery, or a maximum of Rs.90 lakh per set, whichever is less. The scheme is valid for the period FY 2023-24 to FY 2026-27 with a total outlay of J564.75 crore

6. State like Punjab, Maharashtra, Haryana and Uttar Pradesh offer additional incentives such as Land availability on lease, Electricity duty waiver and additional subsidies for Agri residue-based plants.

7. UP govt provides subsidy of Rs.75 lakhs per tones production to the maximum limit of 20 Crore.

8. Andhra Pradesh govt provides 20% capital subsidy on Fixed capital investment, up to Rs.1 Crore/TPD, for CBG plants (min. 10 TPD), disbursed over 5 years post-COD. Limited to the first 1,000 plants.

9. Bihar provides a capital subsidy of 15% of the cost of plant and machinery, capped at Rs.5 crore.

KEY FOCUS AREA OF THE COMPANY

The Company is strategically positioned to capitalize on Indias accelerating transition toward clean energy and sustainable waste management solutions.

We are actively expanding our footprint in the renewable energy sector, with a primary focus on Utility-Scale Solar and Battery Energy Storage Systems (BESS). This aligns with the national ambition of achieving 500 GW of non-fossil fuel-based power capacity by 2030.

As part of our growth roadmap for FY 2025-2026, the Company is targeting participation in Solar and BESS tenders through leading public sector agencies in India. In parallel, the Company is pursuing the development of a 100 MW Open Access solar project, aimed at serving the growing demand from the Commercial and Industrial (C&I) segment.

We entered in CBG domain on 2024 and currently operating a 30 TPD CBG plant, utilizing MSW as primary feedstock through the stepdown subsidiary of the company. In April 2025, Refex Green Power Limited (RGPL) a wholly owned subsidiary of the company has secured three projects with Urban Local Bodies (ULBs) in Tamil Nadu, aggregating to 700 TPD of CBG project, entirely based on MSW feedstock. These projects are aimed not only to generate clean fuel but also to promote sustainable waste utilization and circular economy principles by reducing landfill dependence and improving organic waste utilization.

Looking ahead, the Company is ambitiously targeting a pipeline of 10,000 TPD CBG project across India, through a combination of government tenders, private projects, and Acquisitions. These projects will be based on diversified feedstocks including MSW, press mud and Agri-residues.

Through this integrated clean energy and waste-to-resource approach, Company is not only aligning with national priorities but also positioning itself as a key enabler of Indias green growth and energy transition.

OPERATIONS & MAINTANANCE (O&M)

The Operations & Maintanance (O&M) team oversees assets totalling over 127.5 MW, with includes Utility scale solar projects and Commercial & industrial projects.

In the year 24-25 RGPL secured the order of 100MW with NTPC limited, currently the projects under early stage of the connectivity approvals.

These total 127.5MW are distributed across 89 sites in 11 states. All sites are remotely monitored through an asset monitoring platform. Our highly trained personnel ensure minimal plant downtime and increased power generation by meticulously following predictive and preventive maintenance plans in line with solar industry standards.

Solar Projects under O & M

Financial Year No. of sites Capacity- MWp
2018-2019 13 20.96
2019-2020 41 30.36
2020-2021 55 37.76
2021-2022 83 59.81
2022-2023 87 61.03
2023-2024 88 124.9
2024-2025 88 127.5

DISCUSSION ON FINANCIAL PERFORMANCE WITH RESPECT TO OPERATIONAL PERFORMANCE

The key financial highlights for the financial year 2024-25 (“FY25”) is summarized below:

Particulars Standalone Consolidated
2024-25 2023-24 2024-25 2023-24
Revenue from Operations (Net) 1,87,567 2,06,037 6,79,853 7,60,920
Other Income 17,679 10,118 59,832 67,844
Total Income 2,05,247 2,16,155 7,39,685 8,28,764
Expenditure (other than Tax) 2,96,726 2,87,404 9,75,696 10,24,374
Exceptional Items - - 9,062 1,12,399
Profit / (Loss) before Tax (91,479) (71,250) (2,26,850) (83,211)
Provision for Income Tax - (1,012) 5,532 9,067
Provision for Deferred Tax 362 - 1,31,502 2,51,880
Profit / (Loss) after Tax (91,841) (70,237) (3,63,884) (3,44,158)
Earnings Per Share (Rs.) (Basic & Diluted) (20.74) (15.52) (81.26) (76.42)
Net Fixed Assets 8,204 8,698 41,09,495 41,63,119
EBITDA Margins (%) (23.78) (13.48) 57 52
PAT Margins (%) (48.96) (34.09) (54) (45)
D/E Ratio (In times) (1.16) (0.97) (10) 55

Refex Renewables & Infrastructure Limited

Standalone financial performance of your Company

During the year under review, the Company has achieved a standalone turnover of Rs.1,875.67 lakh in the financial year 2024-25 compared to Rs.2,060.37 lakh during corresponding previous year registering a decline of ~9%.

The Company has reported a loss of J918.41 lakh as against a loss of J702.37 lakh during corresponding previous year with a decrease in loss of J216.04 lakh over the previous year on standalone basis.

Consolidated financial performance of your Company

The Com pany has achieved a consolidated turnover of Rs.6,798.53 lakh in the financial year 2024-25 compared to Rs.7,609.20 lakh during corresponding previous year registering a decline of ~10%.

The Company has reported a loss of Rs.3,638.84 lakh as against a loss of Rs.3,441.58 lakh during corresponding previous year with an increase in loss of J197.26 lakh over the previous year, on consolidated basis.

SEGMENT-WISE OR PRODUCT WISE PERFORMANCE

S.No Particulars Segment revenue (consolidated basis)
FY25 (Rs. in lakhs) FY24 (Rs. in lakhs)
1. Rural 212 701
2. Commercial & Industrial 6,462 6,596
3. Compressed Bio-Gas (CBG) 02 -
4. Others 123 312
Total revenue from operations 6,799 7,609

The rural segment comprises the supply, installation, commissioning, and maintenance of solar water pumps and home systems. Commercial and Industrial comprise supply, installation, commissioning and maintenance of ground mount solar power plants and rooftop and sale of electricity.

During FY25, the total revenue from the operations declined to Rs.6,799/- lakh from Rs.7,609.20/- lakh during FY24, which is slight downside by ~10%.

In the Commercial & Industrial segment, revenue from the operations decreased by ~2% from Rs.6,596 lakh during FY24 to Rs.6,462 lakh during FY25.

Further, the Company has added CBG as a new segment during the current year and generated a revenue of Rs.2 lakh.

OTHER KEY DEVELOPMENTS

The key developments during FY 2024-25 include:

Incorporations

During the year under review, Refex Sustainability Solutions Limited (“RSSL”), a wholly-owned subsidiary of the Company, has incorporated a new company, namely, Refex Green Fuel Private Limited (“RGFPL”), as its subsidiary (76%), consequent to which, RGFPL has become a step-down subsidiary of your Company.

During the year under review, Refex Renewables SL (Private) Limited (incorporated w.e.f. August 27, 2024) was incorporated as a wholly-owned subsidiary of Refex Green Power Limited (“RGPL”), for exploring and entering into overseas business in Sri Lanka.

RGPL has won a tender for setting-up of a 100-MW Solar Power Project, awarded by NTPC Limited (CIN: L40101DL1975GOI007966), a Maharatna company.

NTPC shall enter into a Power Purchase Agreement (PPA) with the successful Bidders selected based on the RfS No: NTPC/RE- CS/2024-25/Solar-01 dated 24-06-2024, for purchase of power for a period of 25 years. RGPL or through any of its subsidiary (SPV) will sign a PPA with NTPC within 90-days after the issue of Letter of Award (LoA).

The Scheduled Commissioning Date (SCD) for commissioning of the full capacity of the Project shall be the date as on 24 months from the Effective Date of the PPA.

For this purpose, RGPL has incorporated a new SPV company, namely, Refex Solar SPV Five Limited on December 04, 2024, as a wholly-owned subsidiary.

Compressed Bio-Gas (CBG)

During the year under review, the Company, through acquisitions and its subsidiary, has forayed into Compressed Boi-Gas business. The Company has acquired controlling stake in Vyzag Bio-Energy Fuel Private Limited (“Vyzag-Bio”).

Vyzag Bio operates a CBG plant producing biogas from segregated municipal waste, which involves processing organic material derived from municipal solid waste. The plant is designed with a capacity to output 850 kg of CBG per day, making it a significant contributor to green fuel production.

Acquisition of Vyzag Bio is a step forward towards strategic expansion and entering into CBG business. This acquisition would facilitate the Company, as a whole, to diversify its portfolio in the renewables sector and enter into new markets in CBG segment. In the thrust towards ESG, this business is eco-friendly and would result in reduction in carbon footprint.

Refex Green Power Limited, a wholly-owned subsidiary of the Company, has been awarded 03 tenders for establishment of Municipal Solid Waste based Bio-CNG plant at Salem (200 TPD), Coimbatore (250 TPD) and Madurai (250 TPD), under PPP mode on Design, Build, Finance, Operate and Transfer (“DBFOT”) Basis for a period of 20 years.

For this purpose, 03 (three) new companies have been incorporated as subsidiaries by Refex Green Power Limited, thereby becoming step-down subsidiaries of your Company. The details are as follows:

1) Refex CBG SPV (Coimbatore) Limited (incorporated w.e.f. May 03, 2025)

2) Refex CBG SPV (Salem) Limited (incorporated w.e.f. May 03, 2025)

3) Refex CBG SPV (Madurai) Limited (incorporated w.e.f. May 07, 2025)

Refex Sustainability Solutions Limited (“RSSL”), a wholly-owned subsidiary company, on February 11, 2025, has entered into and executed a Share Purchase Agreement for acquisition of controlling stake up to 100% of the total voting powers, from the texisting promoters of Spectrum Renewable Energy Private Limited (“Spectrum” or “SREPL”), thereby, proposes to make this entity, a wholly- owned subsidiary of RSSL and step-down subsidiary of the Company.

SREPL operates into the business of generation of Compressed Bio Gas (‘CBG) and organic manure from press-mud and other biodegradable wastes at Warananagar, Kolhapur.

Acquisition of SREPL is a step forward towards strategic expansion and entering into CBG and Organic manures business.

The acquisition of full control of SREPL is expected to be completed in the financial year 2025-26.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

Internal checks and controls covering operations of the Company are in place and are constantly being improved upon. Adequate systems exist to safeguard Companys assets through insurance on reinstatement basis and maintenance of proper records. The Company has well-defined procedures to execute financial transactions.

M/s ASDS & Co., Chartered Accountants, Internal Auditor, monitors and evaluates the efficiency and adequacy of internal control systems in the organization, its compliance and its effectiveness with operating systems, accounting procedures and policies of the Company.

Further, A B C D & Co. LLP, the statutory auditors, have audited the financial statements included in this Integrated Annual Report and have issued an attestation report on the Companys internal control over financial reporting (as defined in Section 143 of the Companies Act, 2013).

The Companys internal controls are commensurate with its size and the nature of its operations. These have been designed to provide reasonable assurance with regard to recording and providing reliable financial and operational information, complying with applicable statutes, safeguarding assets from unauthorized use, executing transactions with proper authorization and ensuring compliance with corporate policies. Based on the observations of the internal auditor, the process owners undertake the corrective actions and improvements in their respective areas. Significant audit observations and corrective actions thereupon are presented to the Audit Committee. The Partners of both, Statutory Auditor and Internal Auditor attend the Audit Committee meetings, as and when invited and considered necessary by the Audit Committee.

A process has been set up for periodically apprising the senior management and the Audit Committee of the Board about internal audit observations of the Company with respect to internal controls and status of statutory compliances. Business heads and support function heads are responsible for establishing effective internal controls within their respective functions.

These have been established across the levels and are designed to ensure compliance with internal control requirements, regulatory compliance and appropriate recording of financial and operational information. The internal audit team periodically conducts audits across the organization, which include review of operating effectiveness of internal controls.

The Audit Committee also meets the Companys statutory auditors to ascertain, inter alia, their views on the adequacy of internal control systems and keeps the Board of Directors informed of its major observations periodically.

Based on its evaluation, as defined in Section 177 of the Companies Act, 2013, the Audit Committee noted that, as of March 31, 2025, the Companys internal financial controls were adequate and operating effectively and no material weakness exists during FY25.

MATERIAL DEVELOPMENT IN HUMAN RESOURCES, INDUSTRIAL RELATIONS AND NUMBER OF PEOPLE EMPLOYED

Great Place to Work? Trust Index™ Certification

This year, Refex Group once again participated in the Great Place to Work? Trust Index™ Certification and proudly emerged, for the third consecutive time, as a certified great workplace.

This milestone is a testament not only to the maturity and strength of our people practices and employee experience, but also to our commitment to continuous improvement. The certification process serves as a valuable opportunity to hear directly from our employee - offering meaningful insights into what were doing well and where we can do better. We view this feedback as a powerful catalyst, helping us co-create a workplace that is not only high-performing but also fulfilling, inclusive, and joyful for every member of Team Refex.

Your Company believes that its employees are its core strength and accordingly development of people and providing a best-in-class work environment is a key priority for the organization to drive business objectives and goals. Robust HR processes and policies along with Digital HR tools are in place, which enables building a stronger performance culture and at the same time developing current and future leaders.

For the last few years, we have had peaceful and healthy industrial relations at all our work places. A key area of focus for your Company is to create a performance driven workforce while ensuring the health and well-being of employees and their families. Many policies and benefits were implemented to maximize employee engagement and welfare. Your Company also continues to endeavor to create a work environment which is collaborative and learning and growth oriented to enable employees to perform at their full potential.

Further, our Human Resources function has ensured that employees well-being remains the topmost priority in business sustenance. All safety protocols were strictly followed. Your Company is confident that its employees are the best differentiators in providing the best-in-class services and products to the customers.

The number of permanent employees on the rolls of the Company as on March 31, 2025 were 70 (Seventy).

Employee Stock Option Plan (ESOP)

In a landmark move towards inclusive growth and recognition, Refex offered participation in its Employee Stock Option Plan (ESOP) to all eligible employees - ranging from drivers to general managers. This initiative, led by our Group Chairman, Mr. Anil Jain, was executed with fairness, transparency, and a commitment to rewarding performance while boosting employee retention. Unlike traditional models that reserve ESOPs for certain senior roles, Refexs inclusive approach underscores our deep-rooted belief that every Refexian adds value to the organizations growth story.

This initiative is designed to recognize the dedication and hard work of every employee, regardless of their title or position. Unlike many organizations that restrict Employee Stock Ownership Plans (ESOPs) to senior levels, this approach includes all employees - from drivers to general managers - underscoring the Companys commitment to inclusive growth. It reflects a deep appreciation for the contributions of every individual and reinforces the organizations belief in shared success and collective progress.

Employee Development

In the scenario of changing technologies and rapid enhancement of processes, your company improvised its investment in solidifying the abilities of employees.

The approach is structured and based on career oriented and career development plans. The Company is evolving its attitude by introducing a competency-based management system and various assessment centers. The Company gives a learning platform providing self-nominated and manager-nominated learning programs through a hybrid model, which includes online classes and on-the-job trainings.

Life Insurance

Refex places utmost importance on the security and well-being of its employees. A comprehensive life insurance scheme has been introduced for all employees regardless of position, background, pay status, or age. The coverage offers a high sum assured - up to Rs.5 Crores - with minimal employee contribution and substantial support from the organization. We are also exploring ways to extend this benefit beyond an employees tenure with us.

Health Insurance

To strengthen our commitment to employee well-being, the company has doubled the health insurance coverage limit for all employees. Additionally, the Company-wide physical health check-ups have been organized to promote proactive health management.

Personal Accident Insurance

All Refex employees are covered under Personal Accident Insurance. This policy ensures financial security in case of accidents resulting in partial, total, or permanent disabilities, or unfortunate loss of life.

Health Camp

For the holistic well-being of employees, company-wide health screenings, including extensive blood tests and calcium monitoring, were conducted. Webinars by medical experts further educated employees on maintaining good health.

The KMP (Key Managerial Personnel) Workshop

The KMP Workshop is a high-impact orientation designed exclusively for Refexs leadership team. Structured as a masterclass, this program equips our key managerial personnel with a comprehensive understanding of the strategic, cultural, legal, and ethical dimensions of leadership at Refex. This immersive experience serves as a foundational platform to ensure that Refex leaders are well-versed in governance, risk, culture, and performance. It empowers them to lead with purpose, align with regulatory expectations, and contribute to sustainable, responsible growth.

Key Financial Ratios

As required under Regulation 34(3) read with Part B of Schedule V to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the details of key financial ratio are mentioned hereunder:

Ratio Analysis
FY 2024-25 FY 2023-24
S.No Ratios Formula Amount (Rs) Ratio Amount (Rs) Ratio Variance
a) Current Ratio Current Asset 1,92,984 76,240 The increase is on account of short term loans made during the year.
Current Liability 1,96,316 0.98 1,73,625 0.44 124%
b) Debt-Equity Ratio Total Debt 6,14,856 4,31,979 The decrease is on account of increase in borrowings during the year.
Shareholders Equity (5,29,418) (1.16) (4,43,468) (0.97) (19%)
c) Debt Service Coverage Ratio EBITDA (44,603) (27,783) The variance is on account of increase in negative EBITDA and borrowings.
Principal + Interest 1,25,707 (0.35) 87,602 (0.32) (12%)
d) Inventory Turnover Ratio Sales 1,87,567 2,06,037 The increase is on account of lower closing inventory in the current year.
Average Inventory 121 1,554.57 24,188 8.52 18150%
e) Trade Receivables Turnover Ratio Sales 1,87,567 2,06,037 The increase is on account of improvement in collection of receivables
Average Trade Receivables 3,713 50.52 1,18,720 1.74 2811%
f) Trade Payables Turnover Ratio Net Credit Purchase 1,27,151 71,209 The increase is on account of higher purchases and reduction of trade payables.
Average Trade Payables 31,641 4.02 44,937 1.58 154%
g) Net Capital Turnover Ratio Sales 1,87,567 2,06,037 The variance is on account of negative working capital.
Working Capital (3,332) (56.30) (97,385) (2.12) 2561%
h) Net Profit Ratio Net Profit (91,479) (49%) (71,250) (35%) 41% The decrease is on account of increase in Net Losses.
Turnover 1,87,567 2,06,037
i) Return on Investment EBIT (46,472) (17%) (30,445) (21%) 16% The increase is on account of reduction of total assets.
Total Assets 2,67,633 1,47,438

* Return on equity & return on capital employed not shown due to negative net worth/capital employed.

Managements Responsibility Statement

The Management is responsible for making the Companys standalone and consolidated financial statements and related information mentioned in this Annual Report.

It believes that these financial statements fairly reflect the form and substance of transactions, and reasonably represent the companys financial condition and results of operations in conformity with Indian Generally Accepted Accounting Principles/ Indian Accounting Standards.

For and on behalf of the Board of Directors of
Refex Renewables & Infrastructure Limited
Kalpesh Kumar Anil Jain
Managing Director Director
DIN: 07966090 DIN: 00181960
Place: Madurai Place: Chennai
Date: August 07, 2025 Date: August 07, 2025

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