Ujaas Energy Ltd Directors Report

Dear Shareholders,

Your Directors hereby present Twenty Seventh Annual Report on the performance of your Company together with the Audited Standalone Financial Statements for the Financial year ended 31st March 2026.

1. COMPANY OVERVIEW

"Ujaas", in the local language, means "Light at the Dawn." Ujaas is one of the leading solution providers in the Indian solar power sector, focused on developing, operating, owning, and maintaining a diversified portfolio of solar power plants under its flagship brand UJAAS.

The Company is also active in the electric vehicle sector, offering efficient and cost-effective electric scooters designed for easy navigation. By combining advanced technology with affordability, Ujaas is committed to serving both its customers and the environment in the best possible way.

The Companys corporate headquarter is located in Indore, Madhya Pradesh.

2. FINANCIAL HIGHLIGHTS & COMPANYS STATE OF AFFAIRS

The Companys financial performance on Standalone Basis, for the year under review along with previous year figures are given hereunder:

(Rs.in lakh except for EPS)

PARTICULARS	STANDALONE
	2025-26	2024-25
Revenue from Operations	1663.85	2693.51
Other Income	938.35	742.01
Total Expenses	2119.61	2332.25
EBITDA*	546.12	1183.26
Depreciation	48.13	49.65
Interest and other borrowing cost	15.40	30.34
PBT (profit before tax)	482.59	1103.27
Tax expenses	166.33	218.23
PAT (profit after tax)	316.26	885.04
EPS (earning per share)	0.24	0.66

* Earning before finance cost, tax and depreciation and amortization expenses.

3. PERFORMANCE REVIEW OF UJAAS

On the Standalone basis, during F.Y. 2025-26 under review, your Companys Gross Revenue from operations stood at INR 1663.85 lakhs compared to INR 2693.51 lakhs in the previous year. The Net Profit of the Company stood at INR 316.26 lakh against INR 885.04 lakh reported in the previous year.

Segment-wise Revenue details are as under: -

REVENUE FROM DIFFERENT SEGMENTS	Yearly Revenue (INR in Lakh)
	2026	2025
Solar Power Plant Operation	1707.04	2723.68
Business
Manufacturing and sale of solar power system	573.45	402.81
EV	27.87	96.02
Un-allocable Income	293.84	213.01

In view of the inadequate profits earned by the Company during the financial year, the Board of Directors has not recommended any dividend to the shareholders of the Company for the financial year ended March 31, 2026.

The Board of Directors, at its meeting held on April 19, 2025, approved the allotment of bonus equity shares in the ratio of 17 (seventeen) fully paid-up equity shares of 1/- each for every 25 (twenty-five) fully paid-up equity shares held by the eligible public shareholders of the Company, for achieving compliance with the Minimum Public Shareholding (MPS) requirement. Further, at its meeting held on August 26, 2025, the Board approved the allotment of bonus equity shares in the ratio of 2 (two) fully paid-up equity shares of 1/- each for every 1 (one) fully paid-up equity share held by the eligible public shareholders of the Company, also for the purpose of complying with the Minimum Public Shareholding (MPS) requirement.

5.TRANSFER TO RESERVES

The Company has not transferred any amount to General Reserves for the financial year 2025-26.

6. TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND

During the year under review, the Company has not transferred any amount/shares to the Investor Education and Protection Fund (IEPF).

7. SUBSIDIARIES, ASSOCIATES, JOINT VENTURES AND CONSOLIDATED FINANCIAL STATEMENTS

The Company does not have any Subsidiary, Associates Company & joint ventures as on 31st March 2026. As there is no Subsidiary Company as on 31st March 2026 disclosure in AOC-1 is not required

8. SHARE CAPITAL a) Authorised share capital:

During the year under review, the authorised share capital of the Company was increased from Rs. 45,00,00,000/- (Rupees Forty-Five crores only) divided into 45,00,00,000 (Forty-Five crore) equity shares of Rs. 1/- (Rupees one only) each to Rs. 52,00,00,000/- (Rupees Fifty Two Crores only) divided into 52,00,00,000 (Fifty Two Crore) equity shares of Rs. 1/- (Rupees one only) each b) Paid-up share capital:

During the year under review, the paid-up share capital of the Company was changed from

10,66,26,581 (Rupees Ten Crore Sixty-Six Lakh

Twenty-Six Thousand Five Hundred Eighty-One only), divided into 10,66,26,581 (Ten Crore Sixty-Six Lakh Twenty-Six Thousand

Five Hundred Eighty-One) equity shares of 1/- (Rupee One only) each, to 13,33,97,814 (Rupees

Thirteen Crore Thirty-Three Lakh Ninety-Seven Thousand Eight Hundred Fourteen only), divided into 13,33,97,814 (Thirteen Crore Thirty-Three Lakh Ninety-Seven Thousand Eight Hundred Fourteen) equity shares of 1/- (Rupee One only) each.

The paid-up equity share capital of the Company as on March 31, 2026, stood at 13,33,97,814

(Rupees Thirteen Crore Thirty-Three Lakh Ninety-Seven Thousand Eight Hundred Fourteen only), divided into 13,33,97,814 (Thirteen Crore Thirty-Three Lakh Ninety-Seven Thousand Eight

Hundred Fourteen) equity shares of 1/- (Rupee One only) each.

The Board of Directors, at its meeting held on April 19, 2025, approved the allotment of bonus equity shares in the ratio of 17 (seventeen) fully paid-up equity shares of 1/- each for every 25 (twenty-five) fully paid-up equity shares held by the eligible public shareholders of the Company, for achieving compliance with the Minimum Public Shareholding (MPS) requirement.

Further, at its meeting held on August 26, 2025, the Board approved the allotment of bonus equity shares in the ratio of 2 (two) fully paid-up equity shares of 1/- each for every 1 (one) fully paid-up equity share held by the eligible public shareholders of the Company, also for the purpose of complying with the Minimum Public Shareholding (MPS) requirement.

The Company has issued 12,75,70,000 equity shares on a preferential basis to persons other than the promoters and promoter group.

Further, the Company has also issued 24,00,00,000 equity shares on a preferential basis to the promoter, in accordance with the Resolution Plan approved by the Honble National Company Law Tribunal (NCLT) vide order dated October 13, 2023. Both the aforesaid issuances were approved by the Board of Directors at its meeting held on November 03, 2025 and subsequently approved by the members of the Company at the general meeting held on December 01, 2025. The Company has filed in-principle applications with the stock exchanges, and the approvals are currently pending.

As per the approved Resolution Plan dated October 13, 2023, the Company is required to issue 34,00,00,000 equity shares to the Resolution Applicant. Out of the same, the Company has already issued and allotted 10,00,00,000 equity shares by way of conversion of loan into equity on the effective date of the Resolution Plan, i.e., October 20, 2023.

The remaining amount of 24,00,00,000 has been received as a convertible loan from the Resolution Applicant, which remains outstanding and is pending conversion into equity shares. The Company has also confirmed to the stock exchanges that it shall maintain compliance with the Minimum Public Shareholding (MPS) requirements in accordance with the Honble NCLT order dated October 13, 2023 and the Securities Contracts (Regulation) Rules, 1957 at the time of conversion of the said convertible loan into equity shares.

As on March 31, 2026, none of the Directors of the Company hold any instruments convertible into equity shares of the Company.

9. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF

THE COMPANY

The Board of Directors, at its meeting held on April 19, 2025, approved the allotment of bonus equity shares in the ratio of 17 (seventeen) fully paid-up equity shares of 1/- each for every 25 (twenty-five) fully paid-up equity shares held by the eligible public shareholders of the Company, for achieving compliance with the Minimum Public Shareholding (MPS) requirement.

Further, at its meeting held on August 26, 2025, the Board approved the allotment of bonus equity shares in the ratio of 2 (two) fully paid-up equity shares of 1/- each for every 1 (one) fully paid-up equity share held by the eligible public shareholders of the Company, also for the purpose of complying with the Minimum Public Shareholding (MPS) requirement. .

10. DIRECTORS AND KEY MANAGERIAL PERSONNEL

The following Directors, Independent & Non-Independent, serve on the Board of the Company. In compliance with the provisions of Sections 149, 152 read with Schedule IV and all other applicable provisions of the Companies Act, 2013 and the Companies (Appointment and Qualification of Directors) Rules, 2014 (including any statutory modification(s) or re-enactment thereof for the time being in force) and SEBI (LODR) Regulation 2015, the composition of Board of Directors and Key Managerial Personnel are as follows:

DIRECTORS

NAME	DESIGNATION	DIN
1. Mr. Shyamsunder Mundra*	Managing Director & Chairman	00113199
2. Mr. Anurag Mundra	Director & CFO	00113172
3. Mr. Vikalp Mundra	Director	00113145
4. Mr. Nilesh Rathi	Non-Executive Independent Director	03329897
5. Mr. Girish Kataria	Non-Executive Independent Director	06778397
6. Ms. Surabhi Agrawal	Non-Executive Independent Director	08672180

* Mrs. Geeta Mundra was appointed as Chairperson and

Non-Executive Director of the Company with effect from April 15, 2026, consequent to the cessation of Mr. Shyamsunder Mundra as Managing Director and Chairman of the Company upon his demise on February 1, 2026.

In accordance with the provisions of Section 152 of the Companies Act, 2013 and the Companys Article of Association, Mr. Vikalp Mundra (DIN: 00113145), Director of the Company will retire by rotation at the ensuing Annual General Meeting and being eligible has offered himself for re-appointment.

The Board recommends the re-appointment of Mr. Vikalp Mundra for the consideration of the members of the Company at the ensuing Annual General Meeting. The brief resume of the Director and other related information has been provided in the notes to the Notice convening 27th Annual General Meeting (AGM) of the Company. In accordance with Provisions of section 196, 197,198 and 203 read with Schedule V and other applicable provisions of Companies Act, 2013, read with Companies (Appointment and Remuneration of Managerial personnel) Rules, 2014, (including any statutory modifications or re-enactments thereof for the time being in force).

Further, as per declaration received from the Director of the Company pursuant to Section 164 of the Companies Act, 2013, the Board apprised the same and found that directors are not disqualified from holding office as director.

KEY MANAGERIAL PERSONNEL

In terms of Section 203 of the Companies Act, 2013 & section 2(51) of the Companies Amendment Act, 2017, the following are designated as Key Managerial Personnel of your Company by the Board:

Name	Designation
1. Mr. Shyamsunder Mundra*	Chairman & Managing Director
2. Mr. Anurag Mundra	WTD & CFO
3. Mr. Sarvesh Diwan	Company Secretary & Compliance Officer

During the year under review, the following changes took place in the composition of the Companys KMP: 1.) *Cessation of Mr. Shyamsunder Mundra as Managing Director and Chairman of the Company upon his demise on February 01, 2026.

11. NUMBER OF MEETINGS OF THE BOARD AND INDEPENDENT DIRECTORS

During the year under review the Board of Directors met Twelve (12) times on:

Quarter 1	Quarter 2	Quarter 3	Quarter 4
19th April 2025	12th August 2025	13th October 2025	20th January 2026
28th May 2025	26th August 2025	03rd November 2025	21st February 2026
02nd June 2025		12th November 2025
		25th November 2025
		27th November 2025

Pursuant to the requirements of Schedule IV to the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate meeting of the Independent Directors of the Company was also held on 24th March 2026 without the presence of non-independent directors and members of the management, to review the performance of non-independent directors and the Board as a whole, the performance of the Chairman of the Company and also to access the quality, quantity and timeliness of the flow of information between the Company management and the Board.

12. INDEPENDENT DIRECTORS

a) Declaration by Independent Directors: All the Independent Directors of the Company have submitted declarations confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

b) Familiarization Programme: Pursuant to Regulation 25(7) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the details of the Familiarization Programme imparted to the Independent Directors are set out in the Corporate Governance Report forming part of this Annual Report and are also available on the Companys website at www.ujaas.com.

c) Meeting of Independent Directors: Pursuant to the requirements of Schedule IV to the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate meeting of the Independent Directors of the Company was held on March 24, 2026. Further, details of the meeting of the Independent Directors are provided in the Corporate Governance Report forming part of this Annual Report.

13. BOARD EVALUATION

Pursuant to the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an annual evaluation of its own performance, the performance of its Directors individually, as well as the performance of its Committees.

The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors. The Board of Directors expressed satisfaction with the evaluation process. Further details in this regard are provided in the Corporate Governance Report forming part of this Annual Report.

14. AUDIT COMMITTEE

The Company has constituted an Audit Committee in accordance with the provisions of Section 177 of the Companies Act, 2013, read with the rules made thereunder, and Regulation 18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The details of the composition of the Audit Committee and other related information are provided in the Corporate Governance Report forming part of this Annual Report.

During the Financial Year 2025-26, there was no instance where the Board did not accept any recommendation of the Audit Committee.

Further, no fraud was reported during the year under review

15. OTHER COMMITTEES OF THE BOARD

As prescribed under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors of the Company has constituted the following mandatory Committees, in addition to the Audit Committee referred to in Point No. 14 of this Report:

1. Nomination and Remuneration Committee

2. Stakeholders Relationship Committee

3. Corporate Social Responsibility Committee

4. Management Committee

5. Risk Management Committee

The details of the Committees, including their composition, number of meetings held, and attendance of members at such meetings, are provided in the Corporate Governance Report, which forms an integral part of the Annual Report.

16. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)

Pursuant to Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Business Responsibility and Sustainability Report (BRSR) is applicable to the Company. The Business Responsibility and Sustainability Report for the financial year ended March 31, 2026, is presented in a separate section and forms an integral part of the Annual Report of the Company.

17. AUDITORS & THEIR REPORTS STATUTORY AUDITORS

Pursuant to the provisions of Sections 139 and other applicable provisions, if any, of the Companies Act, 2013, read with the rules made thereunder, M/s. Ashok Khasgiwala & Co. LLP, Chartered Accountants, Indore (Firm Registration No. C400037), were appointed as the Statutory Auditors of the Company for a term of five consecutive years, commencing from the conclusion of the 23rd Annual General Meeting until the conclusion of the 28th Annual General Meeting of the Company.

The Company has received a confirmation from the Statutory Auditors confirming that their appointment is within the limits prescribed under Sections 139 and 141 of the Companies Act, 2013. The Company has also received a valid Peer Review Certificate issued by the Peer Review Board of the Institute of Chartered Accountants of India (ICAI), as required under the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Auditors Report forms part of this Annual Report and is enclosed with the Financial Statements for the information of the members.

The qualifications, reservations, adverse remarks, or disclaimers, if any, contained in the Auditors Report for the financial year 2025-26 are as under:

Audit Qualification

a. We draw your attention to Note 38 (a) of the Financial Statements that the accrued interest of Rs. 17.49 Lakhs on Fixed Deposits with Axis Bank for year ended 31st March, 2026 has been accounted for by the company but Axis Bank has not credited the same. Consequently there exists an aggregate difference of Rs. 80.21 Lakhs between balance as per books of account and confirmation provided by bank to that extent.

b. We draw attention to Note No. 38 (b) of the Financial Statements, where in the Companys trade receivables as at March 31, 2026, aggregating to Rs. 2855.44 Lakhs, for which external confirmations have not been received from the respective parties. Accordingly, we are unable to comment on the possible adjustments required if any in the carrying amount of trade receivable and its impact is presently not quantifiable. During the year under review, no fraud was reported by the Statutory Auditors to the Audit Committee or the Board under Section 143(12) of the Companies Act, 2013. the Statement on Impact of Audit Qualifications is attached hereto as Annexure F.

INTERNAL AUDITOR:

M/s. MMM & Co. (formerly known as S.K. Malani

& Co.), Chartered Accountants, Indore, has been appointed as the Internal Auditor of the Company for the Financial Year 2026-27 to conduct the internal audit of the Company, as required under Section 138 of the Companies Act, 2013, read with the Companies (Accounts) Rules, 2014.

The Company has an adequate Internal Control System commensurate with the size, scale, and complexity of its operations. The scope and authority of the Internal Audit function are well-defined. The Audit Committee of the Board of Directors periodically reviews the adequacy and effectiveness of the Internal Control System and recommends measures for its further strengthening.

To maintain objectivity and independence, the Internal Auditor reports directly to the Chairman of the Audit Committee. Based on the reports of the Internal Audit function, the Company undertakes corrective actions in the respective areas and thereby strengthens its internal controls. The recommendations of the Internal Auditor, along with the corrective actions taken thereon, are placed before the Audit Committee of the Board. The implementation status of such recommendations is regularly monitored by the Company.

SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed Mr. Ashish Karodia, Practicing Company Secretary (Membership No. F6549 and Certificate of Practice No. 6375), to undertake the Secretarial Audit of the Company for a term of five consecutive years, commencing from the financial year 2025-26 and continuing up to the financial year 2029-30.

The Secretarial Audit Report for the financial year 2025-26, in the prescribed Form MR-3, is annexed to this Boards Report as Annexure A.

18. CREDIT RATING

During the year under review, the Company did not avail any credit rating from any credit rating agency

19. REVISION IN FINANCIAL STATEMENTS OR BOARDS REPORT U/S 131(1) OF THE COMPANIES ACT, 2013

In terms of Section 131 of the Companies Act, 2013, the Financial Statements and Boards Report are in compliance with the provisions of Sections 129 and 134 of the Companies Act, 2013, and no revision has been made in any of the three preceding financial years.

20. RELATED PARTY TRANSACTIONS

Process and Approval Mechanism: Your Company has established a robust governance framework for the approval and monitoring of Related Party Transactions. A comprehensive process has been implemented for the identification of related parties, and a list of such related parties is maintained to ensure that no transaction with a related party is entered into without the prior approval of the Audit Committee.

In addition, all Related Party Transactions are reviewed by the Audit Committee and the Board of Directors on a quarterly basis. The Audit Committee may also obtain external certification, wherever considered necessary, to ensure that such transactions are conducted on an arms length basis and in the ordinary course of business.

The Audit Committee grants omnibus approval for transactions that are repetitive and routine in nature, in accordance with the criteria approved by the Board. Special or event-based transactions are approved separately by the Audit Committee in line with the Companys Policy on Related Party Transactions.

The Policy on Related Party Transactions, as approved by the Board of Directors, is available on the Companys website at: https://www.ujaas.com/wp-content/uploads/2017/07/5.-Related-Party-Transaction-Policy.pdf

During the year under review:

(i) no materially significant Related Party Transactions were entered into with the Promoters, Directors, Key Managerial Personnel, or other designated persons that may have had a potential conflict with the interests of the Company; (ii) all Related Party Transactions were carried out in the ordinary course of business and on an arms length basis; and (iii) no material Related Party Transactions were entered into during the year, as defined under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the Companys Policy on Related Party Transactions.

Accordingly, the disclosure of Related Party Transactions in Form AOC-2 is not applicable.

The shareholders may refer to Note No. 33 to the Financial Statements, which sets out the disclosures relating to Related Party Transactions.

21. LOANS, GUARANTEES AND INVESTMENTS

The details of loans, guarantees, and investments, if any, covered under Section 186 of the Companies Act, 2013, form part of the Notes to the Financial Statements included in this Annual Report.

22. PUBLIC DEPOSITS

Your Company has not accepted any deposits from the public falling within the ambit of Section 73 of the Companies Act, 2013, read with the Companies (Acceptance of Deposits) Rules, 2014. There were no unclaimed deposits outstanding as on 31 March 2026. Further, the Company has not accepted any deposits or loans in contravention of the provisions of Chapter V of the Companies Act, 2013, and the rules made thereunder.

The Company has filed Form DPT-3 in compliance with the applicable provisions of the Companies Act, 2013, and the Companies (Acceptance of Deposits) Rules, 2014, for the financial year ended 31 March 2026, in respect of amounts received by the Company that are not considered as deposits under the aforesaid provisions, as amended from time to time.

23. NOMINATION AND REMUNERATION POLICY

The Nomination and Remuneration Committee has formulated a Policy for the selection and appointment of Directors, including the criteria for determining qualifications, positive attributes, and independence of Directors, Key Managerial Personnel, and Senior Management Personnel, as well as their remuneration and other matters as provided under Section 178(3) of the Companies Act, 2013.

An extract of the Policy covering the aforesaid requirements is annexed to this Boards Report as Annexure B.

The Company affirms that the remuneration paid to its Directors is in accordance with the Nomination and Remuneration Policy of the Company. The Nomination and Remuneration Policy of the Company is available on the Companys website at: https://ujaas.com/wp-content/uploads/2015/09/ Nomination-Remuneration-Policy.pdf .24. DISCLOSURES ON CONSERVATION OF

ENERGY, TECHNOLOGY, ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The information pertaining to conservation of energy, technology absorption, and foreign exchange earnings and outgo, as required under Section 134(3)(m) of the Companies Act, 2013, read with Rule 8(3) of the Companies (Accounts) Rules, 2014, is furnished in Annexure C to this Boards Report.

25. DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134 of the Companies Act, 2013(including any statutory modification (s) or re-enactment(s) thereof for the time being in force), the Directors of the Company confirms that: -

a) In the preparation of the annual accounts for the year ended March 31, 2026, the applicable accounting standards read with requirements set out under Schedule III to the Act, have been followed and there are no material departures from the same;

b) The Directors have approved the accounting policies and have applied consistently and made judgment and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31,2026 and of the profit of the Company for the financial year ended on March 31, 2026;

c) Proper and sufficient care has been taken 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 annual accounts have been prepared on a ‘going concern basis;

e) Proper internal financial controls are followed by the Company and that such financial controls are adequate and are operating effectively; and

f) Proper systems to ensure compliance with the provisions of all applicable laws were in place and such systems are adequate and operating effectively.

26. PARTICULARS OF EMPLOYEES

Details pursuant to Section 197(12) of the Companies Act, 2013, read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, form part of this Report and are annexed hereto as Annexure D to this Boards Report.

There are no instances of employees who were in receipt of remuneration in excess of the limits prescribed under Section 197(12) of the Companies Act, 2013, read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and the rules made thereunder.

27. WHISTLE BLOWER POLICY/VIGIL MECHANISM

The Company has a Whistle Blower Policy to enable reporting of genuine concerns or grievances. The Whistle Blower Policy has been hosted on the Companys website at: https://www.ujaas.com/ wp-content/uploads/2017/07/4.-Vigil-Mechanism-Whistle-Blower-Policy.pdf.

The Policy is in line with the provisions of Section 177(9) of the Companies Act, 2013 and Regulation 22 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

.28. CORPORATE SOCIAL RESPONSIBILITY &

SUSTAINABILITY (CSR Initiatives)

The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in Annexure E to this Report in the format prescribed under the Companies (Corporate Social Responsibility Policy) Rules, 2014.

The Companys CSR Policy is available on the Companys website at: https://www.ujaas.com/wp-content/ uploads/2014/03/Policy-on-Corporate-Social-Responsibility.pdf

29. MANAGEMENT DISCUSSION& ANALYSIS REPORT

The Management Discussion and Analysis Report (MD&A) for the year under review, as stipulated under Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, is presented in a separate section and forms part of this Annual Report of the Company.

30. CORPORATE GOVERNANCE

Your Company believes in adopting the best practices of corporate governance, as they form the foundation upon which an organization is built. Keeping in view the above, the Company has implemented a robust corporate governance structure and policies which complement each other and continue to steer the Company through various challenges.

The Report on Corporate Governance and the certificate issued by the Secretarial Auditors of the Company regarding compliance with corporate governance requirements, as stipulated under Regulation 34 read with Part C of Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, are provided in a separate section and form part of this Annual Report.

31. RISK MANAGEMENT

In todays economic environment, risk management is an important aspect of business. The primary objective of risk management is to identify, monitor, and take precautionary measures in respect of events that may pose risks to the business.

(a) Risk Management Committee:

Pursuant to Regulation 21(5) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors has constituted a Risk Management Committee. As on the date of this Report, the Committee comprises Vikalp Mundra (Member), Mr. Anurag Mundra (Chairman), and Mr. Nilesh Rathi as its members. The Committee is responsible for formulating, implementing, and monitoring the risk management framework and plan of the Company.

(b) Risk Management Policy:

The Company has in place a Risk Management Policy in accordance with the requirements of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 134(3)(n) of the Companies Act, 2013, which requires the Company to lay down procedures for risk assessment and risk minimization.TheBoardofDirectors,AuditCommittee, and Senior Management of the Company periodically review the policy and monitor its implementation to ensure optimization of business performance, promote confidence among stakeholders in business processes, achieve strategic objectives, and identify, assess, and mitigate various risks associated with the Company. The Companys business is exposed to various risks arising from internal and external factors, including industry, competition, inputs, geography, financial, regulatory, operational, and information technology risks.

The Company has adopted a Risk Management Policy to identify and assess key risk areas and to monitor and report compliance and effectiveness of the policy and procedures. The Companys Risk Management Policy is available on its website at: https://www. ujaas.com/wp-content/uploads/2014/03/UJAAS-Risk-Management-Policy-1.pdf

32. INTERNAL FINANCIAL CONTROL SYSTEM

The Board of your Company has laid down Internal Financial Controls to be followed by the Company, and such Internal Financial Controls are adequate and operating effectively. Your Company has adopted policies and procedures to ensure the orderly and efficient conduct of its business, including adherence to the Companys policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial disclosures.

33. REGISTRAR AND SHARE TRANSFER AGENT

Your Companys shares are tradable compulsorily in electronic form, and the Company has connectivity with both the depositories, namely National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL). M/s. Bigshare Services Pvt. Ltd., Mumbai, is the Registrar and Transfer Agent of the Company for electronic connectivity with NSDL and CDSL.

34. LISTING STATUS

The Companys shares are listed on BSE Limited and the National Stock Exchange of India Limited. The Company has paid the annual listing fees for the Financial Year 2026–27 to both stock exchanges in a timely manner. There was no suspension of trading during the year under review.

35.HUMAN RESOURCES

Your Company is committed to creating opportunities for its employees that help attract, retain, and develop a diverse workforce. The Company places due importance on maintaining a conducive work culture for its employees. To reinforce the core values and beliefs of the Company, various policies for employee empowerment have been framed to enrich their professional, personal, and social lives. In addition, the Company has also laid down the Code of Conduct for Directors and Senior Management Personnel and a Whistle Blower Policy.

36. DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

The Company has in place an Anti-Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. All women employees (permanent, temporary, contractual, and trainees) are covered under this Policy. The Company regularly conducts awareness programmes in this regard. There was no case of sexual harassment reported during the year under review. The detailed disclosure in this regard is provided in the Corporate Governance Report forming part of the Annual Report. Details of complaints received and redressed during the financial year 2025–26 are as follows:

The number of sexual harassment complaints NIL received during the year.

The number of such complaints disposed of NIL during the year.

The number of cases pending for a period NIL exceeding ninety days.

37. THE COMPLIANCE TO THE PROVISIONS RELATING TO THE MATERNITY BENEFITS ACT, 1961.

The Company affirms that it has duly complied with the provisions of the Maternity Benefit Act, 1961, including all amendments thereto. All applicable benefits, leave entitlements, and facilities mandated under the Act have been extended to eligible women employees during the financial year under review.

38. ENVIRONMENT AND SAFETY

The Company is conscious of the importance of environmentally clean and safe operations. The Companys policy requires the conduct of operations in such a manner as to ensure the safety of all concerned, compliance with environmental regulations, and the preservation of natural resources.

39. DETAILS OF SIGNIFI?CANT AND MATERIAL

ORDERS PASSED BY THE REGULATORS/ COURTS/TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND THE COMPANYS OPERATIONS IN FUTURE

No significant and/or material orders were passed by any regulators, courts, or tribunals during the year under review that may impact the going concern status of the Company.

40. ANNUAL RETURN

In compliance with the provisions of Section 92(3) and Section 134(3) of the Companies Act, 2013, the draft Annual Return of the Company for the financial year ended March 31, 2026, has been uploaded on the Companys website, and the web link for the same is https://www.ujaas.com/annual-return/.

41. INSURANCE

The Company has taken adequate insurance cover for all its movable and immovable assets against various types of risks.

42. PREVENTION OF INSIDER TRADING & CODE OF CONDUCT

The Company has adopted a Code of Conduct for Prevention of Insider Trading in accordance with the requirements of the SEBI (Prohibition of Insider Trading) Regulations, 2015, with a view to regulating trading in securities by the Directors and designated employees of the Company. The Code requires pre-clearance for dealing in the Companys shares and prohibits the purchase or sale of Company shares by Directors and designated employees while in possession of Unpublished Price Sensitive Information (UPSI) and during the period when the trading window is closed. The Board is responsible for the implementation of the Code. All Board members and designated employees have confirmed compliance with the Code.

The Insider Trading Policy of the Company, covering the Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information and the Code of Conduct for Prevention of Insider Trading, is available on the Companys website at https://www.ujaas.com.

43. SECRETARIAL STANDARDS ISSUED BY THE INSTITUTE OF COMPANY SECRETARIES OF INDIA (ICSI)

The Company complies with the Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI), one of the premier professional bodies in India.

44. CIRP

As on the date of this report, no Corporate Insolvency Resolution Process (CIRP) is pending or ongoing against the Company.

45. DIVIDEND DISTRIBUTION POLICY:

Pursuant to Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has approved and adopted the Dividend Distribution Policy. The details of the Dividend Distribution Policy have been uploaded on the Companys website at https:// www.ujaas.com/wp-content/uploads/2017/07/ Dividend-Distribution-Policy.pdf

46. CAUTIONARY STATEMENT

Statements in this Report and the Management Discussion and Analysis may be forward-looking within the meaning of applicable securities laws and regulations. Actual results may differ materially from those expressed in such statements. Certain factors that could affect the Companys operations include increases in the prices of inputs, changes in government regulations, tax laws, economic conditions, and other factors.

47. APPRECIATION

Your Directors wish to place on record their deep appreciation to our Shareholders, Customers, Business Partners, Vendors (both international and domestic), Bankers, Financial Institutions, and Academic Institutions.

Your Directors also thank the Government of India, the Governments of various States in India, and the concerned Government departments and agencies for their cooperation. We place on record our appreciation for the contribution made by our employees at all levels.

Place: Indore	UJAAS ENERGY LIMITED
Date: 22nd June, 2026	s/d
	Geeta Mundra
	Chairman & Non-Executive
	Director
	DIN:00113261