Your Directors hereby present the 53rd Annual Report on the performance together with the Audited Financial Statements of the Company for the year ended 31st March, 2026.
FINANCIAL RESULTS
(Rs. In Crores)
| DESCRIPTION | 2025-26 | 2024-25 |
| Total Income | 343.08 | 315.71 |
| Gross Profit after meeting all expenses, but before providing depreciation and interest | 67.73 | 68.70 |
| Interest | 6.62 | 5.28 |
| Depreciation for the year | 8.38 | 6.71 |
| Extraordinary items | - | 22.88 |
| Net Profit / (Loss) for the year | 52.72 | 79.59 |
| Accumulated Loss | (148.49) | (185.40) |
| Net worth before revaluation of land & buildings | (21.15) | (57.69) |
| Net worth after revaluation of land & buildings | 180.81 | 141.20 |
| Total Earnings | 36.61 | 62.18 |
| EPS & Diluted EPS | 3.00 | 5.10 |
The Revenue from operations for FY 2025-26 stood at Rs. 337.77 crores, Profit before tax for FY 2025-26 stood at Rs. 52.72 crores.
DIVIDEND
In view of accumulated losses, the Board of Directors are not in a position to recommend dividend for the Financial Year 2025-26.
SHARE CAPITAL
As of 31st March 2026, your Companys subscribed 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 2025-26.
COMPANY OVERVIEW
Your Company is engaged in the manufacture of basic chemicals including key alkali products, such as Soda Ash, Sodium Bicarbonate, and also produces Ammonium Chloride through the modified Solvay process. With a focus on operational efficiency, resource optimisation and sustainable manufacturing practices, your Company continues to strengthen its product capabilities while contributing to the development of environmentally responsible chemical solutions.
PERFORMANCE REVIEW & STATE OF COMPANYS AFFAIRS
During the year under review, your Company continued to focus on operational excellence, process optimisation energy management and improved plant reliability, resulting in a significant improvement in production performance. Soda Ash production reached 70,450 MT, the highest level achieved by the Company since FY 2011-12. The improved operational performance was complemented by healthy growth in sales across key product categories.
The production and sales during the year ended 31st March, 2026 compared to the previous year, are as given below;
| Product | Production | Sales (Includes internal Consumption) | ||
| 2025-26 | 2024-25 | 2025-26 | 2024-25 | |
| Soda Ash (Light) | 70,450 | 62,280 | 68,341 | 63,530 |
| Ammonium Chloride | 60,740 | 54,550 | 58,433 | 49,096 |
Manufacturing excellence remained the foundation of the Companys operational strategy during FY 2025-26. Through disciplined plant operations, continuous process optimization and enhanced asset utilization, the Company delivered one of its strongest manufacturing performances in recent years.
Your Company has achieved its highest Soda Ash production since FY 2011-12, recording 70,450 MT, while achieving 90.3% of its planned annual production. These achievements reflect your Companys continued focus on operational stability, manufacturing efficiency and reliable customer supply. These accomplishments reinforce your Companys commitment to operational excellence while creating a strong foundation for sustainable growth.
Driving Operational Excellence
Operational excellence continued to strengthen manufacturing performance across the organization. Continuous improvements in process reliability, production planning and resource optimization enhanced manufacturing efficiency while improving responsiveness to market demand.
During the year, Soda Ash production recorded 13.1% growth over the previous year, supported by improved plant reliability and disciplined operational practices.
PRODUCT WISE PERFORMANCE
During the financial year 2025-26, your Company recorded an overall improvement in production and sales volumes across its key products, supported by enhanced plant performance, process optimisation and improved operational efficiency. However, market conditions remained challenging, particularly due to increased global supply and competitive pricing pressures.
Soda Ash:
Soda Ash continued to be the Companys key product and witnessed a significant improvement in operational performance during FY 2025-26. Production increased to 70,450 MT, the highest level achieved since FY 2011-12, registering a 13.1% increase over the previous years production of 62,280 MT. Soda Ash sales also increased by 9.3% during the year, reflecting improved market demand and the Companys ability to meet customer requirements. However, realisations remained under pressure due to a decline in market prices, primarily attributable to increased global supply and competitive pricing pressures.
Ammonium Chloride:
Ammonium Chloride (ACL), a key co-product of the Companys Solvay process, continued to remain an important part of its product portfolio. Production remained broadly consistent with the previous year, while sales increased by 18.6% during FY 2025-26. The product witnessed wider acceptance among customers during the year and is expected to benefit from further diversification in applications and product forms. The market for ACL is expected to recover gradually, supported by increasing customer acceptance and broader end-use opportunities. Your Company successfully maintained its captive salt production capacity at 16,353 MT, supporting operational self-reliance and ensuring continuity of the Soda Ash manufacturing process. The Company continued to enhance the utilisation of recovered carbon dioxide as part of its resource-efficiency and sustainability initiatives, contributing to improved resource utilisation and supporting its commitment to sustainable manufacturing practices.
SUSTAINABILITY
Building on its sustainability initiatives, your Company has accelerated the transition towards cleaner manufacturing. The successful achievement of 100% biomass utilization together with the increase in green power share from 28% to 53% significantly reduced dependence on fossil fuels and strengthened the Companys decarbonization journey. The carbon emission intensity for Soda Ash has been reduced substantially capture and green power and the overall product with adoption of CO2 carbon footprint reduced to near zero tCO2e per tonne. While alternative technologies like the Solvay process aim for a 30% reduction in carbon footprint by 2030, your Company has taken a pioneering role in establishing low-carbon Green Soda ash. Renewable energy adoption, biomass utilization and continuous operational improvements resulted in a significant reduction in greenhouse gas emissions.
MARKET SCENARIO
Indias chemical and fertilizer sector continues to remain an important contributor to the countrys industrial and agricultural growth, supported by strong domestic demand, infrastructure development, expanding manufacturing activity and increasing focus on self-reliance. Indias competitive manufacturing capabilities, skilled workforce, cost advantages and strategic position in global supply-chain diversification continue to attract investments and create opportunities for the chemical industry. The growing demand from agriculture, FMCG and industrial sectors, along with increasing emphasis on sustainable and environmentally responsible manufacturing, is expected to support the sectors long-term growth. However, volatility in raw material prices, global trade uncertainties, geopolitical developments and competitive imports remain key factors influencing the industry outlook for FY 2026-27.
FUTURE OUTLOOK
Building on its operational achievements, your Company is committed to shaping a future driven by innovation, sustainability and manufacturing excellence. The strategic expansion of Soda Ash production capacity from 75 KTPA to 275 KTPA, together with the development of value-added products, will strengthen the Companys manufacturing capabilities and support long-term business growth. Your Company is actively progressing the development of Dense Soda Ash, Fertilizer Grade Granular Ammonium Chloride, Micronutrient-enriched Ammonium Chloride, and 99.5% purity Ammonium Chloride.
These initiatives will diversify the product portfolio, enhance customer value and reinforce the Companys commitment to innovation, sustainability and operational excellence.
As sustainability becomes a key purchasing criterion globally, particularly within the European Union, Your company intends to expand its presence in export markets. With its low-carbon manufacturing process and verified Product Carbon Footprint (PCF), your company is well positioned to supply environmentally sustainable soda ash to European customers. This expansion is expected to diversify revenue streams while improving export earnings and global market presence. capture plant Your company currently operates a 174 MTPD CO2 in integrated with biomass flue gas, enabling the use of biogenic CO2 soda ash manufacturing. As part of its expansion strategy, your company is also planning to install a 75 MT/hr biomass boiler to further strengthen renewable energy integration.
OPPORTUNITIES AND THREATS
Your Company has initiated a long-term growth strategy in collaboration with its customers, with a focus on capacity expansion, modernisation and the implementation of a structured pricing policy. Engineering activities are underway to revamp and upgrade the production facilities, supported by the adoption of AI-driven process optimisation to improve operational efficiency and productivity.
Recognising the potential challenges associated with marketing higher volumes of Ammonium Chloride, the Company has developed long-term strategies to strengthen its market presence and expand its customer base. These initiatives are aimed at supporting sustainable growth and meeting the anticipated increase in demand, particularly from the FMCG and industrial sectors. However, ongoing geopolitical conflicts and prevailing global economic conditions, fluctuations in raw material costs and changes in global trade dynamics may continue to exert pressure on margins, particularly amid rising imports and competitive market pricing.
INDUSTRY STRUCTURE AND DEVELOPMENTS
Soda Ash industry is concentrated in the state of Gujarat due to availability of salt and lime and your company is the only factory which is outside Gujarat. The product is mainly used in the manufacturing of detergents and glass. Your company also co-produces Ammonium Chloride fertilizers, unlike Gujarat based industries. Your company also capture raw material Co2 gas from boiler flue gas whereas others use lime kiln gas. Your company has converted both the boilers to utilize Biomass to make the product in Greener route.
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 2026, your Company have employed a total of 310 individuals, primarily comprising young and dynamic professionals. Recruitment efforts are focused on sourcing talent from nearby districts and villages, with the objective of training and retaining local workforce. New hires are inducted through structured training programs at both engineering and junior engineering levels. These trainees contribute significantly to the Companys operational energy and culture, forming a vital part of its growth and performance strategy.
ENVIRONMENT AND SAFETY
During the year, your Company successfully updated certifications for ISO 9001:2015 (Quality Management System) and ISO 14001:2015 (Environmental Management System) during the year, and is migrating towards ISO 45001:2018. Your Company is migrating towards reinforcing its commitment to occupational health and safety. Additionally, your Company has maintained BIS certification for product quality, ensuring zero deviations continuously over the years.
In recognition of its efforts towards sustainability and innovation, your Company was honored with the FICCI Award for Best Green Process Award in 2026 and has been recognized by Tuticorin Corporation for successful environmental initiative in eradication of Juli flora, reinforcing the companys commitment towards ecological sustainability during the financial year 2025-26.
Achievements:
Achieved a significant increase in biomass utilization, from 23% to 89% in FY 2024-25 and raised biomass consumption from 89% to 99% in FY 2025-26 Recovery Plant performance by enhancing Improved the CO2 permeability and stabilizing process parameters, resulting in increased recovery of biogenic CO2.
Safety Initiatives
Implemented an AI-based safety violation detection system across key plant areas to enable real-time monitoring, proactive identification of unsafe acts and conditions, and timely corrective actions.
Launched the Safety Steward Initiative to strengthen employee ownership, enhance frontline safety leadership, and foster a proactive safety culture across the organization. The initiative also recognizes and rewards the Best Safety Steward of the Month, encouraging sustained commitment to safe work practices Conducted inspection and statutory examination of all conveyor belts, safety valves, and safety belts through an in-house DISH-approved Competent Person, ensuring regulatory compliance, equipment integrity, and operational safety.
During FY 2025-26, National Safety Week and Road Safety Week were observed in our plant through safety awareness programmes, competitions, demonstrations and recognition initiatives. These activities promoted safe work practices, responsible driving and defensive driving, while strengthening employee and contractor engagement and reinforcing a proactive safety culture.
Our Process Safety and Risk Management (PSRM) frameworks, supported by HAZOP studies and structured risk assessments, help identify and mitigate process hazards while enhancing operational reliability. Occupational health initiatives, including periodic health assessments, exposure monitoring and trained First Aid Responders, safeguard employee well-being, while active workforce participation through safety committees, toolbox talks, hazard reporting and training strengthens a proactive safety culture.
WIND MILL
During the year 2025-26 705715 units were generated from Wind Turbine Power Generators at Gudimangalam, Tirupur District, as against 512117 units generated in the previous year. The aging windmills are being maintained annually for better results.
POWER PURCHASE
Your Company purchased 4,23,62,855units of electricity (green power units) under the Group Captive Scheme & IEX during the financial year starting from 1st April 2025 to 31st March 2026 from to reduce the cost of power.
CAPTIVE SALT PRODUCTION
16353 MTs of salt was produced and all the unused pans were also brought under production Unseasonal and unpredicted rainfall combining with has reduced the salt output last year, else the production could have been made further improvement. The availability of enrinched brine water from SWRO plant is also helping to enhance the salt productivity.
DEPOSIT FROM PUBLIC
There was no outstanding deposit as at 31st March, 2026. 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) has decreased to 0.45 (FY 2024-25 : 0.73) mainly due to Additional Borrowings during the year & Capex creditors for ongoing projects as well as reduction in Trade Receivables.
2. Debt Equity Ratio (times) has improved to 0.66 (FY 2024-25 : 0.69) because of increase in Share holders equity due to increase in profit
3. Debt Service Coverage Ratio (times) has decreased to 10.22 (FY 2024-25 : 13.01) Due to additional Borrowings & related Finance cost
4. Return on Capital employed (%) has decreased marginally to 0.15 (FY 2024-25 : 0.17) due to increase in Share holders Equity.
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 year to 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 voluntarily constituted a Corporate Social Responsibility (CSR) Committee, which has recommended a CSR Policy to the Board. The CSR Policy was subsequently approved and adopted by the Board and is being implemented by the Company. The CSR Policy is available on the Companys website and can be accessed at the Web-link: https://tacfert.in/wp-content/uploads/2026/04/CSR-policy.pdf.
Although the Company is not subject to any mandatory CSR expenditure requirement based on the applicable profit criteria under Section 198 of the Companies Act, 2013, it has voluntarily undertaken CSR initiatives with a view to contributing to the welfare and development of the communities in which it operates.
During FY 2025-26, your Company undertook voluntary CSR initiatives focused on promoting the health and well-being of communities in the rural and peri-urban areas of Tuticorin District. Two health-focused programmes, namely a General Medical Camp and an Eye Camp, were organised in association with reputed healthcare organisations. The General Medical Camp benefited 135 persons, comprising 64 males and 71 females, through general medical consultations, health screening, basic treatment, free medicines and health awareness sessions.
The Eye Camp benefited 164 persons, comprising 49 males and 115 females, through eye screening, vision and refraction tests, health screening and awareness on eye care. Free spectacles are proposed to be provided to 50 eligible beneficiaries identified during the camp. The expenditure incurred on these voluntary CSR initiatives was placed before and reviewed by the CSR Committee against the approved budgets. Through these initiatives, your Company continues to demonstrate its commitment to community welfare, preventive healthcare and inclusive social development.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013
No loans or guarantees under Section 186 of the Act were extended by the Company during the year under review.
As at 31st March 2026, the Company held equity shares of Rs. 10 each in the following green power entities forming part of the SEMBCORP Group: Green Infra Renewable Energy Generation Private Limited (GIREGPL) : 47,16,424 equity shares Green Infra Renewable Energy Projects Limited (GIREPL) : 53,95,976 equity shares Green Infra Wind Energy Generation Limited (GIWEGL) : 54,94,800 equity shares Pursuant to the decision of the Board of Directors at its meeting held on 11th March 2026, the Company agreed to transfer a portion of its shareholding in the above entities to Greenstar Fertilizers Limited, a related party, subject to obtaining the requisite approvals from all parties to the contract.
The share transfer was completed on 14th May 2026. Following the completion of the transaction, the Companys residual shareholding in the respective entities is as follows:
Green Infra Renewable Energy Generation Private Limited (GIREGPL): 24,89,398 equity shares Green Infra Renewable Energy Projects Limited (GIREPL): 28,48,075 equity shares Green Infra Wind Energy Generation Limited (GIWEGL): 29,00,236 equity shares
PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES
Your Company has in place a robust process for approval of Related Party Transactions and on dealing with Related Parties. As per the process, necessary details for each of the Related Party Transactions as applicable along with the justification are provided to the Audit Committee in terms of the Companys Policy on Materiality of and Dealing with Related Party Transactions and as required under SEBI Master Circular dated 30th January 2026 for compliance with the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulations). The Material Related Party Transactions approved by the Members of the Company are also reviewed and recommended by the Audit Committee to the Members. On quarterly basis, the Audit Committee of the Company also reviews the actual transactions for which Omnibus approval has been granted as per Regulation 23 of the SEBI LODR Regulations and section 177 of the Companies Act, 2013 (the Act).
All Related Party Transactions entered during the year were in the ordinary course of business and on arms length basis. During the year, your Company entered into Material Related Party Transactions as previously approved by the Members under Regulation 23 of the SEBI LODR Regulations. The Company also intends to enter into Material Related Party Transactions for which the approval of Members is being sought at the ensuing Annual General Meeting of the Company. Further, there were no material contracts or arrangements or transactions for the year ended 31st March 2026 as per the provisions of the Act. The Policy on Materiality of and Dealing with Related Party Transactions as approved by the Board is uploaded on the Companys website and can be accessed at the Web-link: https://tacfert.in/wp-content/uploads/ 2026/04/Policy-on-related-party-transactions.pdf
DISCLOSURE UNDER SECTION 134(3)(L) OF THE COMPANIES ACT, 2013
There are no material changes and commitments which could affect the Companys financial position have occurred between the end of the financial year of the Company and date of this report.
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, Directors qualifications, positive 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 the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;
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.
REPORTING OF FRAUDS BY AUDITORS
During the year under review, the Statutory Auditors, Cost Auditors and Secretarial Auditor have not reported any instances of frauds committed in the Company by its Officers or Employees to the Audit Committee under section 143(12) of the Companies Act, 2013.
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 Companys Board comprises the following directors as on 31st March 2026: Mr. Ashwin C Muthiah, Ms. Devaki Muthiah Chardon, Ms. Sashikala Srikanth, Ms. Latha Ramanathan, Mr. T. K. Arun, Mr. G. D Sharma, Mr. K. R. Anandan and Mr. E Rajeshkumar
Appointments
Ms. Latha Ramanathan (Appointed as Independent director wef 31st July,2025).
Upon completion of his term as Whole time director from 8th July,2023 to 7th July,2026, Mr. E Rajeshkumar (DIN:102027780) was appointed as Wholetime director of the company for a term of three years from 8th July 2026 to 7th July,2029 through postal ballot approved on 31st July,2026.
Completion of term
Ms. Rita Chandrasekar (Completed second term five year as Independent director wef 30th July,2025)
Other Key Managerial Personnel of the company
Mr. D Prembabu is the Chief Financial Officer of the company. Ms. C. S. Vijayalakshmi is the Company Secretary of the company.
COMMITTEES OF THE BOARD
There are six committees of the Board namely, Audit Committee, Nomination & Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee, Corporate Social Responsibility 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 the relevant rules. 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 of the Companies (Appointment and Qualification of 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 on 20th March,2026 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. M S K A & Associates LLP, Chartered Accountants, Chennai, (Registration No.105047W / W101187) have been appointed as Statutory Auditors of the Company in c 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 21st September, 2022.
SECRETARIAL AUDITOR
M/s. KRA & Associates, Practicing Company Secretaries have been appointed as the Secretarial Auditors of the company by the Shareholders in the 52nd Annual General Meeting held on 29th September,2025 for a term of 5 consecutive years from the Financial year 2025-26 till the Financial Year 2029-30. Secretarial Auditors Report is annexed, which forms part of this report.
COST AUDITOR
As per the Government of Indias directive, the Companys Cost Reports in respect of Fertilizer -Ammonium Chloride and Chemical - Soda Ash for the year ended 31st March 2026 are being audited by the Cost Auditor M/s. B Y & ASSOCIATES, (Firm Reg No. 003498), who was appointed by the Board. The Company is required to maintain Cost Records as specified by the Central Government under Section 148 (1) of the Act and that accordingly such accounts and records are made and maintained. The Cost Audit Report for the year ended 31st March 2026 was filed within the time stipulated under the Act.
EXPLANATIONS OR COMMENTS ON QUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR REPORTS
There was no qualification, reservations or adverse remarks made by the Statutory Auditors, M/s. MSKA & Associates and Secretarial Auditor, KRA & Associates, Practicing Company Secretaries in their reports. The Statutory Auditors Report for the financial year ended, 31st March 2026 is annexed.
INTERNAL FINANCIAL CONTROL
The Board has adopted comprehensive policies and procedures to ensure the orderly and efficient conduct of the Companys operations, commensurate with the size, scale and complexity of its operations. These policies and procedures, supported by appropriate internal controls, are designed to provide reasonable assurance regarding the reliability of financial reporting, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial information.
The Company has a robust internal control system, supported by an independent external agency appointed as the Internal Auditor, which conducts regular audits across various operational areas and reports its findings to the Audit Committee and the Board, as applicable. Major decisions are subject to appropriate review and scrutiny at multiple levels and across relevant functions prior to implementation, thereby promoting transparency, accountability and sound governance. The Management periodically evaluates the adequacy and effectiveness of the internal controls, and necessary corrective actions are taken as appropriate
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 2026 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
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 Ms. Latha Ramanathan.
The Company has established a Whistle Blower Policy/Vigil Mechanism, overseen by the Whistle Blower Committee, to provide a structured mechanism for employees and other stakeholders to raise genuine concerns through physical or electronic modes, including email. The Company has put in place adequate safeguards against victimisation of employees and other stakeholders who report their concerns in good faith. Further, the Company has provided direct access to the Chairman of the Audit Committee for reporting matters concerning the interests of employees and the Company through a dedicated email ID. Policy is given in Annexure 3 and is placed on the Companys website and can be accessed at the Web-link: https://tacfert.in/wp-content/uploads/ 2026/04/Whistle-blower-policy.
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
The extracts of Annual Return pursuant to the provisions of Section 92 of the Companies Act, 2013 read with relevant Rules, is placed in the website of the Company in the link https://tacfert.in/investors/annual-reports/.
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 forms an integral part of this Annual Report.
A certificate from M/s KRA & Associates, Practicing Company 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.
COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961
The Company is compliant with the applicable provisions of The Maternity Benefit Act, 1961 and has policies, systems and processes in place to ensure ongoing compliance.
PARTICULARS OF EMPLOYEES Nomination and Remuneration Policy
Pursuant to Section 178(3) of the Companies Act and the Listing Regulations, the Nomination and Remuneration Policy is detailed in Annexure 2, of this Report.
Remuneration of Directors, KMP & Employees
A comprehensive statement of remuneration for Directors, Key Managerial Personnel (KMP), and other employees has been enclosed in Annexure 4, in accordance with Section 197(12) of the Companies Act, 2013 and Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.
AFFIRMATION THAT THE REMUNERATION IS AS PER THE REMUNERATION POLICY OF THE COMPANY
Company is adopting remuneration guidelines for fixing the remuneration as per the policies laid down by the Nomination and Remuneration Committee.
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
2. Energy Saving - ACL Dryer Heating Conversion from FO to Steam The ACL dryer heating system, which was previously operated using Furnace Oil (FO), has been converted to steam-based heating. This modification eliminates the direct consumption of Furnace Oil for dryer heating and utilizes available process steam as the heating medium. The conversion reduces overall energy consumption by replacing direct FO firing with steam heating. It also significantly reduces Furnace Oil consumption and associated fuel handling requirements, thereby improving the overall energy efficiency of the ACL drying process.
Due to installation of filter press in the recycle steam, added last year, the distiller steam consumption has reduced along with improved recovery efficiency.
3. 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 7498 MTs in a year and producing low carbon footprint product.
4. Capital investment in conservation energy
The Company has invested Rs. 1,324.90 lakhs during the year in equity shares of a third-party electricity generation entity towards procurement of green power generated through solar and wind sources. The Company commenced receiving power under the arrangement from September 2025.
B. Technology Absorption
Since commissioning, we have been utilizing technology from Hitachi Zosen. As part of the plant modernization project, we are now incorporating technology from Dalian Engineering. The old and new plant systems will be seamlessly integrated to ensure smooth and efficient operation
(b) Expenditure on Research & Development
| (i) Capital | Nil |
| (ii) Recurring | Nil |
| (iii) Total | Nil |
C. Foreign Exchange Earnings and outgo:
| (a) Foreign Exchange inflow: | NIL |
| (b) Foreign Exchange outflow: | Rs. 4,296.91 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 and material orders passed by the regulators 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
| Chennai | K.R. Anandan | E Rajeshkumar |
| 12th August,2026 | Director | Wholetime Director |
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