Tuticorin Alkali Chemicals & Fertilizers Ltd Directors Report

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MANAGEMENT DISCUSSION & ANALYSIS

Your Directors hereby present the 52nd Annual Report on the performance together with the Audited Financial Statements of the Company for the year ended 31st March, 2025.

FINANCIAL RESULTS

(Rs. in Crores)

DESCRIPTION	2024-25	2023-24
Total Income	316.11	322.69
Gross Profit after meeting all expenses, but	68.70	77.81
before providing depreciation and interest
Interest	5.28	3.10
Depreciation	6.71	4.11
Extraordinary items	22.88	(3.98)
Net Profit for the year	79.59	66.62
Deferred Tax (charge) / benefit	(17.40)	3.00
Total Earnings	62.19	69.61
Accumulated Loss	(185.40)	(247.59)
Networth before revaluation of land & buildings	(57.69)	(119.72)
Networth after revaluation of land & buildings	141.20	79.17
Basic & Diluted EPS	5.10	5.70

The Revenue from operations for FY 2024-25 stood at Rs. 309.48 crores, Profit before tax for FY 2024-25 stood at Rs. 79.59 crores.

DIVIDEND

Your Directors decided to conserve resources for business operations and hence not recommended any dividend.

SHARE CAPITAL

As of 31st March 2025, your Companys paid-up equity share capital stood at Rs. 121,83,58,300. There were no alterations in share capital during the year.

TRANSFER TO RESERVES

In accordance with Sections 123 and 134(3)(j) of the Companies Act, 2013, no transfers were made to the General Reserves for the year under review.

CHANGE IN BUSINESS NATURE

There has been no changes in the nature of the Companys business operations during FY 2024–25.

COMPANY OVERVIEW

Your company specializes in sustainable chemistry solutions and operates primarily only through a segment which operates in basic chemistry, which includes alkali chemicals such as Soda Ash and Sodium Bicarbonate. Your company also manufactures Ammonium chloride through improved Solvay process.

PERFORMANCE REVIEW & STATE OF COMPANYS AFFAIRS

During the year under review, your Company demonstrated consistent growth in production across all quarters, achieving several key operational milestones. This culminated in a record annual output of approximately 62,000 metric tonnes (MT) — the highest since 2011 and the best performance in the past 15 years.

The daily average production also showed a marked improvement, reflecting enhanced operational efficiency. Looking ahead, your

Company remains optimistic about further increasing production capacity in the current financial year, subject to market conditions.

The production and sales during the year ended 31st March, 2025 compared to the previous financial year, are as given below:

(Qty. in MTs)

			Sales
Product	Production	(Includes internal
			Consumption)
	2024-25	2023-24	2024-25 2023-24
Soda Ash (Light)	62,280	58,320	63,530* 55,270*
Ammonium Chloride	54,550	55,690	49,096 50,009

* Includes captive consumption

PRODUCT WISE PERFORMANCE

During the financialyear 2024–25, Your Company recorded a relative increase in the production and sales volume of Soda Ash compared to the previous year. However, realisations were lower due to a decline in market prices, primarily driven by increased global supply and competitive pricing pressures.

Ammonium Chloride (ACL) production remained consistent with the previous year. The market for ACL is expected to recover gradually from 2025 onwards. The product gained wider acceptance among users during the year and is anticipated to diversify in its application and output forms in the coming period.

Despite intermittent local rainfall, the prices of salt remained stable. Your Company successfully maintained its captive salt production capacity at 11,375 MT, ensuring operational self-reliance and continuity. Ammonia prices softened in the latter part of the year compared to previous periods, contributing to cost efficiency.

Your Company continues to meet majority of the Light Soda Ash requirements for detergent-based FMCG products in Southern India, reinforcing its strategic importance in the region.

Your Companys logistics infrastructure is built around a multimodal transportation framework comprising rail, shipping, and road, offering flexibility and cost efficiency. Strategic expansion into remote locations has further strengthened last-mile connectivity, enhancing market accessibility and service reliability.

SUSTAINABILITY

Your Company remains committed to producing low carbon footprint products, with continuous focus on sustainable practices. A major milestone during the year was the complete transition to biomass-based fuel, successfully executed by the Inhouse project team.

This shift ensured our continuous march towards sustainability and reduction in carbon footprint. As a result, the captured carbon dioxide is biogenic in nature, contributing positively to the carbon cycle.

Your Company is actively conducting carbon footprint studies, which show a substantial reduction in emissions due to biomass usage. Further, investments are being made to convert indirect emissions from power consumption to green energy sources, including wind and solar power, expected to be operational in the coming year. By using the alternative technologies like the Solvay process, your Company has taken a pioneering role in establishing low-carbon products and is steadily progressing towards Net Zero emissions.

MARKET SCENARIO

Indias economy continues to demonstrate resilience and growth, driven by strong domestic demand, infrastructure development, and industrial expansion. Among the key contributors to this growth is the chemical manufacturing sector, which plays a pivotal role in supporting various industries such as agriculture, textiles, pharmaceuticals, and construction. The Indian chemical industry, valued at ~US$ 250 billion, is expected to grow by approximately

8 – 10% in FY2026. Indian companies are attracting investments from Japan, Korea and Thailand, who are seeking to diversify supply chains.

India is fourth largest producer of agrochemicals globally. India is rapidly emerging as major global manufacturing hub for agrochemicals, driven by low manufacturing cost, low labour cost, a technically skilled workforce and high production capacity.

FUTURE OUTLOOK

The Company remains committed to sustainable growth and environmental stewardship. During the transition to biomass-based

production, challenges related to carbon dioxide (CO2) capture were

effectively addressed, enabling a successful ramp-up in production.

With increasing market preference for low-carbon products, particularly in the soda ash segment, the Company is actively modernising its plant and machinery to enhance capacity and reduce its environmental footprint. These efforts are aligned with evolving industry standards and customer expectations.

Looking ahead, the forCompany ISO 9001:2015aims to progressively (Quality Managementreduce its carbon System) footprint through expanded adoption of renewable energy, increased biomass utilisation, and the integration of advanced energy-efficiency technologies. In addition, the Company is actively evaluating carbon capture solutions and green process innovations to support Indias net-zero ambitions.

These strategic initiatives are expected to strengthen environmental compliance, improve long-term cost competitiveness, and reinforce the Companys position as a responsible and sustainable chemical manufacturer.

OPPORTUNITIES AND THREATS

Your Company has initiated a long-term growth strategy in collaboration with its customers, focusing on capacity expansion, modernisation, and a structured pricing policy. Engineering works are underway to revamp production facilities, supported by AI-driven process optimisation to enhance efficiency. Recognizing the potential challenges in marketing higher volumes of Ammonium Chloride, the Company has developed firm long-term plans to strengthen its market presence. These efforts aim to ensure sustainable growth and meet rising demand, particularly from the FMCG and industrial sectors. Fluctuations in raw material costs and global trade dynamics may impact margins, particularly in the face of rising imports and competitive pricing.

INDUSTRY STRUCTURE AND DEVELOPMENTS

The Soda Ash industry in India is predominantly concentrated in Gujarat, owing to the abundant availability of key raw materials such as salt and lime. Soda Ash is primarily used in the manufacture of detergents and glass.

Your Company also produces Ammonium Chloride fertilizer as a co-product, utilizing an enhanced version of the Solvay process. As part of its commitment to sustainability, your Company captures carbon

) gas from boiler flue emissions to use as a raw material

dioxide (CO2

in the production process.

In a significant step towards green manufacturing, both boilers have been converted to operate on biomass fuel, enabling a more environmentally friendly production route. Notably, your Company has successfully conducted pilot operations to manufacture the worlds first Soda Ash and Green Ammonium Chloride, marking a pioneering achievement in sustainable chemical production.

MATERIAL DEVELOPMENTS IN HUMAN RESOURCES

Your Company maintains a recognized union that operates on democratic principles and engages regularly with the Human Resources department to foster a collaborative and transparent work environment.

As of 31st March 2025, the total employees on the rolls of your Company stood at 307 employees. In alignment with its strategic workforce development plan, the ongoing campus recruitment program has remained a cornerstone for sourcing and nurturing emerging talent, positioning them for future leadership roles.

In support of employee well-being, your Company continues to offer maternity leave benefits to all eligible women employees, fully compliant with the Maternity Benefit Act, 1961.

ENVIRONMENT AND SAFETY

During the year, your Company successfully upgraded and obtained certifications and ISO 14001:2015 (Environmental Management System), reinforcing its commitment to quality and sustainability. Additionally, the Company has maintained BIS certification for product quality.

Your company has also obtained Award from BIS for ensuring zero deviations over the past 3 years.

In recognition of its efforts towards sustainability and innovation, your Company was honored with the FICCI Award for Resource

Efficiency and Circular Economy 2025, and the Unilever Home Care Clean Future Award 2024 during the financial year 2024 25.

WIND MILL

During the financial year 2024 25, power generation from the

Wind Turbine Generators located at Gudimangalam, Tirupur District remained stable, maintaining performance levels comparable to the previous year.

CAPTIVE SALT PRODUCTION

During the year, your Company achieved a salt production of 11,375 metric tonnes (MTs). All previously unused salt pans were brought into operation to optimize output. However, unseasonal and unexpected rainfall adversely affected production levels, which could have otherwise seen further improvement.

While the availability of enriched reject water from the SWRO (Seawater Reverse Osmosis) plant had the potential to enhance productivity, the aftermath of flooding also contributed significantly to the reduced salt output during the year.

DEPOSIT FROM PUBLIC

There was no outstanding deposit as at 31st March, 2025. The Company has neither accepted nor renewed any deposits during the year under review.

TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

Since there was no Dividend declared last year, the provisions of Section 125 of the Companies Act, 2013 do not apply.

DETAILS OF SIGNIFICANT CHANGES IN KEY FINANCIAL RATIOS

1. Current Ratio (times) of the Company has improved to 0.73 (FY 2023-24: 0.55) Increase in Current Assets on account of increase in trade receivables, Increase in Inventories on account of increased operation during the year resulted in increase in current ratio.

2. Debt Equity Ratio (times) of the Company has improved to 2.69 (FY 2023-24: 4.27) The ratio has decreased primarily due to increase in shareholders equity on account of current year profits, which resulted in a positive movement in the Other Equity

, because of the impact of past brought forward losses which had moderated, leading to an improvement in the equity base.

3. Debt Service Coverage Ratio (in times) of the Company has decreased to 15.07 (FY 2023-24: 21.49) Due to increase in Finance cost, current year ratio is lower.

4. Return on Capital employed (in %) of the Company has decreased to 0.23 (FY 2023-24: 0.26) Variance is on account of increase in borrowings and reduction in negative balance in retained earnings due to profits.

MATERIAL CHANGES AND COMMITMENT IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THIS FINANCIAL STATEMENT RELATES AND THE DATE OF THE REPORT

No material changes and commitments affecting the financial position of the Company occurred between the end of the financial which this financial statement relates on the date of this report.

STATEMENT CONCERNING DEVELOPMENT AND IMPLEMENTATION OF RISK MANAGEMENT POLICY OF THE COMPANY

The Statement showing the details regarding the development and implementation of Risk Management Policy of the Company is furnished in Annexure 1, which is attached to this report.

The risk management includes identifying types of risks and its assessment, risk handling and monitoring and reporting.

Your company risk has been drastically reduced and only risk associated to normal business operations persist, which is in regular monitoring and control of Risk Management committee of the company. Hence the Board does not envisage any other major risk.

DETAILS OF POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON ITS CORPORATE SOCIAL RESPONIBILITY INITIATIVES

The Company has not developed and implemented any Corporate Social Responsibility initiates as the said provisions are not yet applicable as on date in view of the accumulated losses of the Company.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

There were no loans, guarantees or investments made by the Company under Section 186 of the Companies Act, 2013 during the year under review and hence the said provision is not applicable.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES

The transactions entered into during the financial year with related party as defined under the Act were in the ordinary course of business and at arms length basis. There were no materially significant transactions during the financial year 2024-25, which were in conflict with the interests of the Company. Policy on materiality of related party transactions is placed on the Companys website viz., www. tacfert.in

COMPANYS POLICY RELATING TO DIRECTORS APPOINTMENT, PAYMENT OF REMUNERATION AND DISCHARGE OF THEIR DUTIES

The Companys Policy relating to appointment of Directors, payment of Managerial remuneration, qualifications,positive Directors attributes, independence of Directors and other related matters as provided under Section 178(3) of the Companies Act, 2013 is furnished in Annexure 2 and is attached to this report.

NUMBER OF BOARD MEETINGS CONDUCTED DURING THE YEAR UNDER REVIEW

The Company had five Board meetings during the financial year under review. Full details are given in the Corporate Governance Report.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of the Companies Act, 2013 the Board hereby submits its responsibility Statement:-

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; b) 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 theyear to state of affairs of the Company at the end of the financial and of the profit and loss of the Company for that period; c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) the directors had prepared the annual accounts on a going concern basis; and e) 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. Internal financial control means the policies and procedures adopted by the Company for ensuring the orderly and efficient conduct of its business including adherence to Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial information. f) 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.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES

The Company does not have any Subsidiary, Joint venture or Associate Company.

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

The Company has complied with the provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

No case of sexual harassment was reported during the year.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Boards composition is in compliance to the provisions of the Companies Act, 2013, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, including criteria related to Independent Directors, Woman Director and directorship limits across listed entities.

The Companys Board comprises the following directors as on 31st March, 2025: Mr. Ashwin C Muthiah, Ms. Devaki Muthiah Chardon, Mrs. Rita Chandrasekar, Ms. Sashikala Srikanth, Mr. T. K. Arun, Mr. G.D. Sharma, Mr. K. R. Anandan and Mr. E Rajeshkumar.

Appointments

Mr. Ashwin C Muthiah (Appointed as Chairman and Non executive Non Independent director wef 14th August 2024)

Ms. Sashikala Srikanth (Appointed as Independent director wef

14th August 2024)

Mr. T. K. Arun (Appointed as Independent director wef 14th August 2024)

Mr. G. D Sharma (Appointed as Independent director wef 14th

August 2024)

Ms. Latha Ramanathan (Appointed as Additional director under the category of Independent - Non executive wef 31st July 2025)

Completion of term

Mr. B. Narendran (Completed second term five year as

Independent director wef 13th August, 2024)

Mr. S. Asokan (Completed second term fiveyear as Independent director wef 13th August, 2024)

Ms. Rita Chandrasekar (Completed her second term five year as

Independent director wef 30th July, 2025)

Other KMP:

Mr.S.Nandakumar is the Chief Financial Officerof the company.

Ms. C.S. Vijayalakshmi is the Company Secretary of the company.

Mr. D Prem Babu was appointed as the Chief Financial Officer of the company wef 12th May, 2025.

Mr. S. Nandakumar resigned from the post of Chief Financial officer of the company wef 11 th May, 2025.

The Board expresses its sincere gratitude to Mr. B. Narendran, Mr. S. Asokan, Ms. Rita Chandrasekar and Mr. S. Nandakumar for their valuable contributions during their tenure.

COMMITTEES OF THE BOARD

There are five committees of the Board namely, Audit Committee,

Nomination & Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee and Borrowing committee. The details of composition of committees are furnished in the Corporate Governance report, which is annexed to this report.

DECLARATION OF INDEPENDENT DIRECTORS

The Independent Directors have submitted their disclosures to the

Board that they fulfill all the requirements as stipulated in Section

149(6) of the Companies Act, 2013 so as to qualify themselves for the continuance / appointment as independent directors under the provisions of the Companies Act, 2013 and in accordance with applicable SEBI Regulations

The Independent Directors have also affirmed that they have completed requisite steps towards the inclusion of their names in the data bank of Independent Directors maintained with the Indian Institute of Corporate Affairs in terms of Section 150 of the Act, read with Rule 6 Qualificationof the Companies (Appointment and

Directors) Rules, 2014.

BOARD EVALUATION

In accordance with the provisions of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has undertaken an annual evaluation of its own performance, that of individual Directors, and the functioning of its various Committees.

The Independent Directors, at their separate meeting held without the participation of Non-Independent Directors and Key Managerial Personnel, evaluated the performance of the Board as a whole and that of the Non-Independent Directors. They also reviewed the quality, quantity, and timeliness of information flow between the Companys

Management and the Board, which is essential for effective decision-making and governance.

This structured evaluation process is aimed at enhancing the overall effectiveness of the Board and ensuring that its composition and functioning remain aligned with the Companys strategic objectives and regulatory expectations.

STATUTORY AUDITORS

M/s. MSKA & Associates, Chartered Accountants, Chennai, (Registration No.105047W) have been appointed as Statutory Auditors of the Company in 44th Annual General meeting and after completion of a five years period, the term was further extended by another 5 years, till the AGM to be held in 2027, in the AGM held on 21.09.2022.

SECRETARIAL AUDITOR

Under Section 204 of the Companies Act, 2013 and Regulation 24A of SEBI Listing Regulations, the Company appointed Ms. KRA & Associates, Practicing Company Secretary, Chennai, as Secretarial Auditor for FY 2024–25. The Company complied with applicable Secretarial Standards issued by the Institute of Company Secretaries of India and approved by the Central Government. The Secretarial Audit Report for FY 2024–25 is annexed and contains no qualifications, reservations, adverse remarks or disclaimers.

In accordance with the amended Regulation 24A, effective from FY 2025–26, shareholders may approve the appointment or reappointment of Secretarial Audit firms for a maximum of two five-year terms. M/s. KRA & Associates, Chennai, has given their consent and eligibility certificate for appointment. The Board, at its meeting on

03rd February 2025, has recommended their appointment for a term of 5 years covering FY 2025–26 to FY 2029–30, subject to Members approval at the ensuing AGM.

COST AUDITOR

M/s. B Y & Associates, Cost Accountants (Firm Registration No. 003498), were appointed to conduct the cost audit of the Company for FY 2024–25. The Company has duly maintained its cost records in compliance with Section 148(1) of the Companies Act, 2013, as prescribed by the Central Government. The Cost Audit Report for the previous fiscal year ended 31st March 2024 was filed within the stipulated timeframe as required under the Act.

In continuation of regulatory compliance, cost accounts and records for FY 2024–25 have also been maintained. Based on the Audit Committees recommendation, the Board at its meeting held on 03rd February 2025 re-appointed M/s. B Y & Associates as Cost Auditors for FY 2025–26, at a remuneration of Rs. 90,000/- plus actual out-of-pocket expenses. The payment of remuneration is subject to Members approval/ratification at the forthcoming 52 nd Annual General Meeting.

DISCLOSURE OF COMPOSITION OF AUDIT COMMITTEE AND PROVIDING VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Audit Committee consists of Ms. Sashikala Srikanth, Mr. K.R. Anandan and Mrs. Rita Chandrasekar.

The Company has established a vigil mechanism and oversees through a committee, the genuine concerns expressed by the employees and other Directors. The Company has also provided adequate safeguards against victimization of employees and Directors who express their concerns. The Company has also provided direct access to the chairman of the Audit Committee on reporting issues concerning the interests of co-employees and the Company. Policy is given in Annexure 3 and is placed on the Companys website viz., www.tacfert.in.

SHARES

The Company has not bought back any of its shares during the year under review.

The Company has not issued any "Sweat Equity" Shares during the year under review.

No Bonus Shares were issued during the year under review.

The Company has not provided any Stock Option Scheme to the employees.

ANNUAL RETURN

In compliance with Section 92 of the Companies Act, 2013, the Annual Return in Form MGT-7 for FY 2023–24 has been uploaded on the Companys website. The Annual Return for FY 2024–25 will be duly filed with the Registrar of Companies within the statutory timeline, following the conclusion of the 52nd Annual General Meeting, scheduled for 29th September 2025. Once filed, it will be accessible at: https://tacfert.in/investors/annual-reports/

REPORTING OF FRAUDS BY AUDITORS

During FY 2024–25, there were no instances of frauds reported by the Statutory Auditors, Cost Auditors and Secretarial Auditors under Section 143(12) of the Companies Act, 2013

INTERNAL FINANCIAL CONTROLS AND RISK MANAGEMENT

Your Company has instituted a comprehensive framework of internal financial controls designed to oversee operational workflows, ensure precision in financialreporting and maintain compliance with applicable Regulations. These controls undergo regular evaluations by both Internal and Statutory Auditors, with their findings reviewed by the Audit Committee. Any identified gaps are promptly addressed through structured corrective actions and defined timelines. The

Committee also assesses the Internal Auditors reports covering key business processes and accounting practices.

Risk management remains a core component of the Companys governance structure. In alignment with SEBI Listing Regulations, a dedicated Risk Management Committee has been constituted and a detailed Risk Management Policy has been adopted. This policy facilitates systematic identification of business risks and prescribes appropriate mitigation strategies. The Board reviews the Risk Management Report at periodic intervals to monitor emerging risks and the effectiveness of ongoing mitigation efforts.

LOANS, GUARANTEES OR INVESTMENTS

No loans or guarantees under Section 186 of the Act were extended by the Company during the year under review.

During the year, the Board of Directors of the Company at their Meeting held on 15th May 2024, had approved the proposal to invest in the Equity Shares of M/s Green Infra Renewable Energy Generation Private Limited (GIREGPL), M/s Green Infra Renewable Energy Projects Limited (GIREPL) and M/s Green Infra Wind Energy Generation Limited (GIWEGL) ("SEMBCORP Group"), for value not exceeding Rs. 15,67,95,000/- in order to qualify as captive user of power under Electricity Rules, 2005. Pursuant to this arrangement, your Company entered into a Share Subscription cum Shareholders Agreement dated 24th September 2024. As on the date of this report, pursuant to the Agreement, your Company invested 23,58,212 equity shares of Rs.10 each at par in GIREGPL offered on rights basis on 19th February 2025. 1,05,51,000 equity shares of Rs. 10 each at par in GIREPL based on various offers and 26,97,988 equity shares of Rs. 10 each at par in GIWEGL offered on Private Placement basis on 13th June 2025.

SIGNIFICANT LEGAL ORDERS

No significant or material orders were passed by any regulatory authority, court or tribunal that could adversely impact the Companys going concern status or its future operations.

INSOLVENCY AND BANKRUPTCY PROCEEDINGS

As of 31st March 2025 and through the date of this report, there have been no applications filed or proceedings initiated against the

Company under the Insolvency and Bankruptcy Code, 2016.

ONE-TIME SETTLEMENT AND LOAN VALUATION DISCLOSURE

No one-time settlements or loan valuations differing in amount were undertaken during the year. Hence, no disclosures are required under this clause.

CORPORATE GOVERNANCE

In accordance with the requirements of Schedule V and Regulation 34(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a detailed report on Corporate Governance for the year ended 31st March,2025 forms an integral part of this Annual Report.

A certificate from M/s KRA & Associates, Secretaries, confirming compliance with the prescribed Corporate

Governance norms has been annexed to this Report.

FAMILIARIZATION PROGRAMME

Upon induction to the Board, Independent Directors participate in a structured Familiarization Programme designed to provide insights into the Companys operations, governance framework, and regulatory environment. Details of this programme are disclosed in the Corporate Governance Report and are also available on the Companys website at https://www.tacfert.in.

In addition to the initial programme, individual site visits and detailed discussions are conducted periodically to ensure continuous engagement. Directors are regularly updated on legal and regulatory developments, enabling them to effectively discharge their responsibilities and contribute meaningfully to Board deliberations.

DISCLOSURE ON COMPLIANCE WITH SECRETARIAL STANDARDS

Your Directors confirm that the Secretarial Standards issued by the

Institute of Company Secretaries of India, have been complied with.

PARTICULARS OF EMPLOYEES

The Company has no Employees, whose salary exceeds the limits as prescribed under Rule (5)(2) of Companies (Appointment and Remuneration of Key Managerial Personnel) Rules, 2014.

Pursuant to the provisions of Section 136 of the Companies Act, 2013 and Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company shall provide the details to any shareholder upon specific written request, made before the date of the Annual General Meeting. The Company shall furnish such details within three days of receiving the request. If the request is received after the AGM, the details shall be provided within seven days of receipt of such request.

Disclosures under Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

The ratio of the remuneration	Mr. Ashwin Muthiah	0.58
of each director to the	Ms. Devaki Muthiah	0.70
median remuneration of the	Chardon
employees of the Company	Mr. T K Arun	0.58
for the financial year	Ms. Sasikala Srikanth	0.39
2024-25	Mr. G D Sharma	0.58
	Mr. B. Narendran	0.12
	Mr. S. Asokan	0.12
	Ms. Rita Chandrasekar	0.70
	Mr. K.R. Anandan	0.70
The percentage increase	Mr. E. Rajeshkumar	42.65
in remuneration of each	Wholetime Director
Director, Chief Financial
Officer and Company	Mr. S. Nandakumar,
Secretary in the financial	Chief Financial Officer	13.05
year – 2024- 25.
	Ms. C.S. Vijayalakshmi
Practicing Company	Company Secretary	25.72
The percentage increase in the median remuneration of
employees in the financial Year 2024-25.	45.82
The number of permanent employees on the rolls of
Company as on 31.03.2025		307
Average percentage increase	Average percentage	20.01
already made in the salaries	increase already made in
of employees other than	the salaries of employees
the managerial personnel in	other than the key
the last financial year and	managerial personnel in
its comparison with the	the FY 2024-25.
percentage increase in the	Average percentage	33.81
managerial remuneration	increase already made
and justification thereof	in the salaries of the key
	managerial personnel in
	the FY 2024-25.

PARTICULARS AS REQUIRED UNDER RULE 3 OF THE COMPANIES (ACCOUNTS) RULES, 2014

A. Conservation of Energy

1. Steps taken and impact on conservation of energy a. Induction turbine alternator to utilize the energy in the steam let down for process use, was commissioned and approximately 5000 units a day is being produced, which resulted in a saving of approximately Rs.1 crore per annum. b. Due to installation of filter press in the recycle stream, added last year, the distiller steam consumption has come down, resulting in a saving of steam, which will save about Rs.2 crores per annum.

2. Steps taken for utilizing alternative sources of energy Your Company has successfully implemented switch over of fuel from Coal to Biomass This has eliminated usage of coal of approximately 50,000 MTs in a year and producing low carbon footprint product.

Company is also investing in getting Green power through solar/wind and expected to get this power from next year.

3. Capital investment in conservation energy

Further investment of Rs.100 lakhs is being made to fire biomass into the boiler.

B. Technology Absorption

(a) The Company has fully utilized the imported Technology of Hitachi Zosen, Japan which was imported in the year 1980. Towards modernization of plant, the company is carrying out the engineering from Dalian Engineering.

(b) Expenditure on Research & Development

(i) Capital Nil (ii) Recurring Nil (iii) Total Nil

C. Foreign Exchange Earnings and outgo:

(a) Foreign Exchange inflow : Rs. 5000 lakhs (b) Foreign Exchange Rs. 4198.35 lakhs

GENERAL

No disclosure or reporting is required in respect of the following matters as there were no transactions on these items during the year: a. No significant or courts or tribunals impacting the going concern status and Companys operations in future b. There was no issue of Equity shares with differential voting rights

ACKNOWLEDGEMENTS

Your Directors place on record their sincere thanks to bankers, business associates, consultants, and various Government Authorities for their continued support extended to your Companys activities during the year under review. Your Directors also acknowledge gratefully the shareholders for their support and confidence reposed on your Company.

DISCLAIMER

Statements in the Management Discussion and Analysis describing the Companys objectives, estimates, projections, expectations may be "forward-looking statements" within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that would make a difference to the Companys operations include economic conditions affecting demand-supply and price conditions in the domestic and overseas markets in which the Company operates, raw material availability and its prices, changes in the Governmental regulations, labour negotiations, tax laws and other statutes and economic development within India.

	For and on behalf of the Board of Directors
Place : Chennai	E. RAJESHKUMAR	K.R. ANANDAN
Date : 13th August, 2025	WHOLE TIME DIRECTOR	DIRECTOR