Veritas India Ltd Directors Report

To the Members,

1. Your Directors are pleased to present the Forty-First Annual Report together with the Audited Financial Statements (Standalone and Consolidated) for the year ended March 31, 2026.

2. FINANCIAL SUMMARY:

	Standalone		Consolidated
Particulars	For the year ended on 31.03.2026	For the year ended on 31.03.2025*	For the year ended on 31.03.2026	For the year ended on 31.03.2025*
Profit / (Loss) before Interest & Depreciation	(64.18)	608.96	8,815.34	19,354.40
Less: Interest	4.66	120.06	2,719.15	4,020.92
: Depreciation	12.15	20.10	4,132.68	3,942.66
Profit / (Loss) before Tax	(81.35)	468.80	1,963.51	11,390.82
Less: Provision for Taxation	(6.64)	34.92	(6.64)	34.92
Net Profit / (Loss) for the year	(74.71)	433.88	1,970.15	11,355.90
Add: Other Comprehensive income for the year	(12.11)	12.99	12,819.07	2,942.89
Total Comprehensive Income	(86.82)	446.87	14,789.42	14,298.79
Attributable to shareholders of the Company	-	-	-	-
Non-controlling Interest	-	-	-	-
Amount of Profit & Loss Account brought forward	9,683.29	9,262.82	1,08,044.71	96,702.23

*Previous years figures have been regrouped/rearranged wherever necessary^..

On a standalone basis, revenue from operations for the financial year 2025-26 was 2,367.29 lakhs, as compared to 32,314.09 lakhs in the previous year. Earnings before interest, tax, depreciation and amortization (EBITDA) for the year was (64.18) lakhs, as compared to 608.96 lakhs in the previous year. Profit after Tax (PAT) for the year was (74.71) lakhs, as compared to 433.88 lakhs in the previous year. On a consolidated basis, revenue from operations for the financial year 2025-26 was 3,11,262.91 lakhs, as compared to 4,09,810.68 lakhs in the previous year. Earnings before interest, tax, depreciation and amortization (EBITDA) for the year was _ 8,815.34 lakhs, as compared to 19,354.40 lakhs in the previous year. Profit after Tax (PAT) for the year was _ 1,970.15 lakhs, as compared to 11,355.90 lakhs in the previous year.

3. STATE OF COMPANYS AFFAIRS:

Fiscal Year 2025-26 was characterised by heightened geopolitical uncertainties, evolving global energy trade flows, and continued volatility in crude oil and petroleum product prices. Developments in the Middle East, particularly around the Strait of Hormuz, together with evolving sanctions policies affecting major oil-producing nations and changing regional logistics dynamics, continued to influence global supply chains, freight costs, insurance premiums, and trading patterns.

Recognising these changing market dynamics, your Company adopted a prudent and proactive approach towards risk management by rationalising inventory levels, optimising working capital, and strengthening its trading operations through a more flexible and demand-driven business model in the UAE.

The UAE has taken a decision to develop ports on the east coast, which are outside the strait. While these discussions were ongoing for many months, the recent crisis and market commentary cement our view around the depleting value of the Verasco FZEs assets within the strait. During the year, your Company initiated strategic business restructuring through the proposed sale and transfer of certain assets and liabilities of

Verasco FZE, UAE, with the objective of de-risking capital investments, improving operational flexibility, and strengthening long-term business continuity amidst the evolving regional operating environment. Your Company remains committed to disciplined capital allocation, prudent risk management, and creating sustainable long-term value for all stakeholders.

4. DIVIDEND & RESERVES:

Despite the standalone loss incurred during the Financial Year 2025-26, the Board of Directors ("Board"), considering Companys accumulated free reserves, overall financial position and with a view to rewarding the shareholders, is pleased to recommend a dividend of 5% i.e., 0.05 per Equity Share of 1 each on 2,68,10,000 Equity Shares for the Financial Year ended March 31, 2026. The proposed dividend shall be paid out of the accumulated free reserves of the Company, in accordance with the applicable provisions of the Companies Act, 2013 and the rules made thereunder, and is subject to the approval of the Members at the ensuing 41^st Annual General Meeting. The same shall be subject to deduction of income tax at source. The dividend recommended is in accordance with the Companys Dividend Distribution Policy.

The Company has not transferred any amount to the General Reserve during the Financial Year 2025-26. The Register of Members and Share Transfer Books of the Company will be closed from Saturday, August 29, 2026, to Thursday, September 03, 2026 (both days inclusive) for the purpose of 41^st AGM and determining the entitlement of shareholders to receive the dividend for the Financial Year ended on March 31, 2026. According to the Finance Act, 2020, dividend income will be taxable in the hands of the Members w.e.f.

April 01, 2020 and the Company is required to deduct tax at source from the dividend paid to the Members at the prescribed rates as per the Income Tax Act, 2025.

5. RECORD DATE:

The Company has fixed Friday, August 28, 2026, as the "Record Date" for the purpose of determining the eligibility of Members to receive dividend for the Financial Year 2025-26.

6. HOLDING, SUBSIDIARIES, ASSOCIATE AND JOINT VENTURES COMPANIES:

As on March 31, 2026, Swan Corp Limited (formerly Swan Energy Limited) is the Holding Company of the Company. The Company does not have any Joint Ventures or Associate Companies.

A statement in Form AOC-1, pursuant to Section 129(3) of the Companies Act, 2013 ("the Act"), giving details of the subsidiary companies of the Company is attached to the Accounts. The financial statements and related documents of the subsidiary companies shall be kept open for inspection at the registered office of the Company.

The audited Financial Statements including the consolidated Financial Statements of the Company and all other documents required to be attached thereto are available on the Companys website and can be accessed at https://veritasindia.net/admin/reportpdf/Annual%20Report%202025-26.pdf. The financial statements of the subsidiaries are available on the Companys website and can be accessed at https://veritasindia.net/admin/ reportpdf/Accounts%20of%20Subsidiaries%202025-26.pdf. The Policy for determining Material Subsidiaries is available on the Companys website and can be accessed at https://www.veritasindia.net/admin/reportpdf/ VIL-Material_Subsidiary_wPolicy-New.pdf. During the year under review, Veritas Agro Ventures Private Limited, Veritas Polychem Private Limited, Verasco FZE and Veritas International FZE were material subsidiaries of the Company as per the SEBI

(Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations").

7. SHARE CAPITAL:

During the Financial Year under review, there was no Change in the Authorised Share Capital of the Company. As on March 31, 2026, the issued, subscribed and paid-up Equity Share Capital of the Company stood at

2,68,10,000/- (Rupees Two Crore Sixty-Eight Lakhs Ten Thousand only) comprising 2,68,10,000 fully paid-up equity shares of _ 1/- each. There was no change in the issued, subscribed and paid-up equity share capital of the Company during the Financial Year under review.

8. STATUTORY DISCLOSURES:

8.1. Management Discussion and Analysis:

In terms of Regulation 34(2)(e) of the SEBI Listing Regulations, a Report on Management Discussion and Analysis forms part of this Annual Report and is annexed to this Report as Annexure A.

8.2. Corporate Governance:

In terms of Regulation 34(3) read with Schedule V(C) of the SEBI Listing Regulations, the Corporate Governance Report, together with the certificate issued by the Secretarial Auditor confirming compliance with the conditions of Corporate Governance, forms part of this Annual Report and is annexed to this report as Annexure B.

Further, in terms of Regulation 17(5) of the SEBI Listing Regulations, your Company has adopted a ‘Code of Conduct and Ethics for its Directors and Senior Management Personnel.

8.3. Business Responsibility & Sustainability Report (BRSR):

In accordance with the SEBI Listing Regulations, the BRSR describes the performance of the Company on environmental, social and governance aspects. The Report on BRSR is annexed to this Report as Annexure C and is available on website of the Company at www.veritasindia.net.

8.4. Annual Return:

In terms of Sections 134 and 92 of the Act, the Annual Return of the Company as on March 31, 2026 is available on the Companys website and can be accessed at https://www.veritasindia.net/annual-reports

8.5. Familiarization Programme for Independent Directors:

The familiarization programme is to update the Directors on the roles, responsibilities, rights and duties under the Act and other statutes and about the overall functioning and performance of the Company. The policy and details of Familiarization Programme are available on the Companys website and can be accessed at https://www.veritasindia.net/admin/reportpdf/Familiarisation-Programme-for-Independent-Director.pdf.

8.6. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo:

The Particulars relating to conservation of energy, technology absorption and foreign exchange earnings and outgo, as required under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, are not applicable to the Company, having regard to the nature of its business. However, your Directors have taken appropriate care to conserve the energy during the year under review.

8.7. Particulars of Employees:

In terms of Section 136(1) of the Act and as advised, the statement containing particulars of employees under Section 197(12) of the Act, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed herewith as Annexure D.

Details of employee remuneration as required under the provisions of Section 197 of the Act and Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, as amended form part of this Report. As per the provisions of Section 136 of the Act, the Report and Financial Statements are being sent to the Members of your Company and others entitled thereto, excluding the statement on particulars of employees. Copies of said statement are available at the Registered Office of the Company during the designated working hours from 21 days before the Annual General Meeting till date of the Annual General Meeting. Any member interested in obtaining such details may also write to the Corporate Secretarial Department at the Registered Office of the Company.

8.8. Number of Board & Committee Meetings:

During the Financial Year under review, 5 (Five) Meetings of the Board of Directors were convened and held. The details of the meetings of the Board and its Committees are provided in the Corporate Governance Report, which forms part of this Annual Report.

8.9. Statement on declaration given by Independent Directors:

The Independent Directors of the Company have submitted their Declaration of Independence, confirming that they meet the criteria of independence as provided in Section 149(6) of the Act and SEBI Listing Regulations and they have registered their names in the Independent Directors Databank. The Board is of the opinion that all the Independent Directors possess integrity, have relevant expertise, experience and fulfil the conditions specified under the Act, and the SEBI Listing Regulations.

8.10. Disclosure regarding Companys Policies under the Act:

i. Nomination and Remuneration Policy:

The Board has framed a Policy on directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a director and other matters provided under Section 178 (3) of the Act for the Directors, Key Managerial Personnel and other employees of the Company. The Policy is available on the Companys website at https://www. veritasindia.net/admin/reportpdf/Nomination%20and%20Remuneration%20Policy.pdf.

ii. Corporate Social Responsibility (CSR) Policy:

The CSR Policy is available on the Companys website and can be accessed at https://www. veritasindia.net/admin/reportpdf/1.%20Corporate%20Social%20Responsibility.pdf. During the year under review, the Company has spent 10.82 lakhs (2% of the average net profits of the immediately preceding three financial years) towards identified and approved CSR initiatives covered under Schedule VII to the Act, directly/through implementing agencies.

The Report on CSR is annexed to this Report as Annexure

E. iii. Vigil Mechanism/Whistle-blower Policy:

The Company has established a Vigil Mechanism/Whistle Blower Policy in accordance with the provisions of the Act and the SEBI Listing Regulations to enable directors, employees and other stakeholders to report genuine concerns, unethical behaviour, actual or suspected fraud or violation of the Companys Code of Conduct. The Policy is available on the Companys website and can be accessed at https://www.veritasindia.net/admin/reportpdf/7.%20Vigil%20Mechanism%20and%20 Whistleblower%20Policy.pdf.

During the reporting period, no person has been denied access to the Chairman of the Audit Committee.

iv. Risk Management Policy:

The Company has in place a structured Risk Management Policy. The Risk Management process is designed to safeguard the organization from various risks through adequate and timely actions. It is designed to anticipate, evaluate and mitigate risks in order to minimize its impact on the business. The potential risks are integrated with the management process such that they receive the necessary consideration during decision making. The Policy is available on the Companys website and can be accessed at https://www.veritasindia.net/admin/reportpdf/Risk%20 Management%20Policy.pdf.

v. Dividend Distribution Policy (DDP): In terms of Regulation 43A of SEBI Listing Regulations, the Company has adopted a DDP. The Policy is available on the Companys website and can be accessed at https://www.veritasindia.net/ admin/reportpdf/10.%20Dividend%20Distribution%20Policy.pdf

vi. Related Party Transactions (RPTs): The Company has a well-defined process for the identification of related parties and related party transactions, its approval and periodic review. The disclosures relating to RPTs and the Policy on Materiality of Related Party Transactions and Dealing with Related Party Transactions is available on the Companys website and can be accessed at https://veritasindia.net/admin/reportpdf/5.%20 Policy%20on%20Related%20Party%20Transactions.pdf

All the Related Party Transactions entered into during the Financial Year under review were in the ordinary course of business and on an arms length basis. The RPTs entered into by the Company during the Financial Year, which attracted provisions of Section 188 of the Act and as defined under Regulation 23 of SEBI Listing Regulations, are disclosed in the Notes to the Financial Statements. There were no transactions requiring disclosure under Section 134(3)(h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014. Accordingly, Form No. AOC-2 does not form part of this Report.

During the Financial Year 2025-26, pursuant to Section 177 of the Act and Regulation 23 of SEBI Listing Regulations, all RPTs were placed before the Audit Committee for its approval. Members are requested to refer Note No. 38 forming part of the Annual Audited Financial Statements. The Policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and its Related Parties. This Policy specifically deals with the review and approval of Material Related Party Transactions, taking into account the potential or actual conflicts of interest that may arise from such transactions. All the RPTs entered in the ordinary course of business and on an arms length basis were reviewed and approved by the Audit Committee. Further, all RPTs are placed before the Audit Committee for its review on a quarterly basis.

8.11. Particulars of Loans, Guarantees or Investments by the Company:

Details required to be disclosed pursuant to the provisions of Section 186 of the Act are disclosed in the Note No. 38 (B) to the Financial Statements and forms a part of this Annual Report.

9. AUDITORS AND AUDITORS REPORTS

9.1 Statutory Auditor:

In terms of the provisions of Section 139 of the Act and the rules made thereunder, M/s. Shabbir & Rita Associates LLP, Chartered Accountants, Firm Registration No. 109420W, were appointed as the Statutory Auditors of the Company, for a second term of 5 (five) consecutive years starting from the conclusion of 37^th AGM held on September 30, 2022, till the conclusion of 42^nd AGM to be held in the year 2027. The Auditors have confirmed that they are not disqualified from continuing as the Statutory Auditors of the Company.

As per the amended Section 139 of the Act, the appointment of Statutory Auditors is not required to be ratified at every AGM.

The Report given by M/s. Shabbir & Rita Associates LLP, Chartered Accountants, on the financial statements of the Company is a part of the Annual Report. The notes on the financial statements referred to in the Auditors Report are self-explanatory and do not call for any further comments. There has been no qualification, reservation or adverse remark or disclaimer in their Report.

9.2 Cost Auditor:

Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Act, are not applicable to the Company, having regard to the nature of its business.

9.3. Secretarial Auditor:

M/s. SKJP & Associates, Practicing Company Secretaries (Peer Review Certificate No. 6740/2025) were appointed as the Secretarial Auditors of the Company at the 40^th AGM held on September 26, 2025, for a first term of 5 (five) consecutive financial years, commencing from the financial year 2025-26 till the financial year 2029-30.

The Secretarial Audit Report for the financial year ended March 31, 2026, is annexed herewith as Annexure F and forms part of this Report. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer.

Further in terms of Regulation 24A of SEBI Listing Regulations, the Secretarial Audit Reports of the Indian material unlisted subsidiaries viz. Veritas Agro Ventures Private Limited and Veritas Polychem Private Limited, also annexed.

10. COMPLIANCE OF SECRETARIAL STANDARDS OF ICSI:

In terms of Section 118 (10) of the Act, the Company states that the applicable Secretarial Standards i.e., SS-1 and SS-2, issued by the Institute of Company Secretaries of India, relating to Meetings of Board of Directors and General Meetings respectively, have been duly complied with.

11. FINANCE:

Your Company has been regular in meeting its obligations towards the repayment of principal and payment of interest to banks and other financial institutions.

12. RISK MANAGEMENT AND INTERNAL FINANCIAL CONTROLS:

The Board of Directors of the Company has constituted a Risk Management Committee to frame, implement and monitor the Risk Management Policy and framework of the Company. The Committee is responsible for monitoring and reviewing the risk management framework and ensuring its effectiveness. The Audit Committee has additional oversight in the area of financial risks and internal controls. The major risks identified across the businesses and functions are systematically addressed through appropriate mitigation on a continuing basis. The development and implementation of risk management policy has been covered in the report on Management Discussion and Analysis which forms a part of the Annual Report. The Risk Management process ensures that all material Strategic and Commercial risks including Cybersecurity, Safety and Operations, Compliance, Control and Financial risks have been identified and assessed; and that all adequate risk mitigation measures are in place to address these risks. Further details on the risk management activities including the implementation of risk identification and mitigation are covered in Management Discussion and Analysis Report, which forms part of this Annual Report.

The Company has in place adequate internal financial controls with reference to the Financial Statements, commensurate with the size, scale and complexity of its operations. These controls have been identified by the Management and are evaluated for operating effectiveness across various locations and functions by the management and tested by the Auditors on a sample basis. The internal financial controls are reviewed by the management periodically and deviations, if any, are reported to the Audit Committee.

During the financial year under review, such controls were tested and no material weaknesses in the design or operating effectiveness of such controls were observed.

13. DIRECTORS AND KEY MANAGERIAL PERSONNEL :

All appointment and re-appointment of Directors are carried out in accordance with the applicable provisions of the Act, the Rules made thereunder, the SEBI Listing Regulations and Articles of Association of the Company.

Retirement by Rotation:

At the ensuing 41^st AGM, Mr. Paresh V. Merchant (DIN: 00660027) retires by rotation and being eligible, has offered himself for re-appointment.

Re-appointment of Managing Director:

Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors, at its Meeting held on May 28, 2026, approved the re-appointment of Mr. Paresh V. Merchant (DIN: 00660027) as the Managing Director of the Company for a further term of 3 (three) consecutive years with effect from December 28, 2026, subject to the approval of the Members at the ensuing 41^st Annual General Meeting. The relevant resolution, together with the explanatory statement setting out the requisite details, forms part of the Notice convening the 41^st Annual General Meeting.

Appointments and Cessation of Directors and KMP: During the Financial Year under review: i. Mr. Deepak Mane (DIN: 02368492) was appointed as an Additional Director in the category of Non-Executive Independent Director with effect from May 29, 2025 and resigned from the Directorship of the Company with effect from August 13, 2025.

ii. Mrs. Bhagyashri Dixit (DIN:10952866) was appointed as an Additional Director in the category of Non-Executive Independent Women Director for a first term of 5 (five) consecutive years with effect from August 13, 2025. Her appointment was approved by the shareholders at their 40^th Annual General Meeting held on September 26, 2025.

iii. Mr. Sunil Sehgal (DIN: 02561520) was appointed as an Additional Director in the category of Non-Executive, Non-Independent Director with effect from November 13, 2025. His appointment was approved by the shareholders by way of Postal Ballot on January 05, 2026.

iv. Mr. Virat Dantwala (DIN: 10750573), Executive Director, resigned from the Directorship of the Company with effect from November 13, 2025.

v. Mr. Jayaramakrishnan Kannan (DIN: 06551104) was appointed as an Additional Director in the category of Non-Executive Independent Director for a first term of 5 (five) consecutive years with effect from February 05, 2026. His appointment was approved by the shareholders by way of Postal Ballot on April 13, 2026.

vi. Mr. Vijay Shah (DIN: 03502649), Independent Director, resigned from the Directorship of the Company with effect from February 05, 2026.

vii. Mr. Rajaram Shanbhag, Chief Financial Officer of the Company, resigned with effect from May 31, 2025.

viii. Mr. Rakesh Bharucha was appointed as the Chief Financial Officer of the Company with effect from August 13, 2025, and resigned with effect from November 17, 2025.

ix. Mr. Narendra Vala was appointed as the Chief Financial Officer of the Company with effect from February 05, 2026.

x. Mr. Arun S. Agarwal, Director and Company Secretary of the Company, resigned as the Company Secretary of the Company with effect from November 13, 2025.

xi. Mr. Amit A. Chavan was appointed as the Company Secretary and Compliance Officer of the Company with effect from November 13, 2025.

During the Financial Year under review, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company, other than the payment of sitting fees, commission and reimbursement of expenses, wherever applicable.

None of the Directors of the Company is disqualified in accordance with Section 164 of the Act. The Company has received the necessary declarations and confirmations from all the Directors as required under the Act and the SEBI Listing Regulations.

Further, in terms of the SEBI Listing Regulations, a Certificate from M/s. SKJP & Associates, Practicing Company Secretaries, confirming that none of the Directors on the Board has been debarred or disqualified from being appointed or continuing as a Director by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any such other statutory authority, forms part of the Corporate Governance Report. Key Managerial Personnel The following personnel have been designated as the Key Managerial Personnel ("KMP") of the Company as on March 31, 2026, pursuant to Section 2(51) and 203 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014:

Designation	Name
Managing Director	Mr. Paresh V. Merchant
Chief Financial Officer	Mr. Narendra D. Vala
Company Secretary	Mr. Amit A. Chavan

14. GENERAL DISCLOSURES: -

During the Financial Year under review:

A. Performance evaluation of the Board, its Committees and Individual Directors:

Pursuant to the Section 134 of the Act and SEBI Listing Regulations, the Board has carried out an annual evaluation of its own performance, all the committees and Individual Directors including Chairman of the Board. The Board Evaluation Policy which had been framed by the Company for the purpose of establishing, inter-alia, qualifications, positive attributes, independence of Directors and determination of criteria based on which such evaluation is required to be carried out includes matters stated in guidance notes issued by the Securities and Exchange Board of India is available at the website of the Company at https://veritasindia.net/admin/reportpdf/Board%20Evaluation%20Policy.pdf.

A separate meeting of Independent Directors was held on February 05, 2026, wherein the required evaluation was carried out in terms of the modified policy thereof. More details on the same are given in the Corporate Governance Report.

B. Change in the nature of the business:

There was no change in the nature of business of the Company.

C. Deposits:

The Company has not accepted any deposits from the public.

D. Significant and Material Orders passed by the Regulators or Courts:

There were no significant and material orders passed by the Regulators or Courts or Tribunals impacting the going concern status and the Companys operations in future.

E. Prevention of Sexual Harassment of Women at Workplace:

The Company has constituted an Internal Committee in compliance of the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

During the year under review, no complaint pertaining to sexual harassment at workplace has been received by the Company. The status of complaints under the said Act during the financial year is as under:

• Number of complaints received: Nil

• Number of complaints disposed off: NA

• Number of complaints pending beyond 90 days: NA

F. Compliance with the Maternity Benefit Act, 1961:

The Company has complied with the applicable provisions of the Maternity Benefit Act, 1961, and rules framed thereunder as amended. The Company is committed to ensuring a safe, inclusive, and supportive workplace for women employees. All eligible women employees are provided with Maternity Benefits as prescribed under the said Act.

G. Proceedings under Insolvency and Bankruptcy Code, 2016 ("IBC"):

There were no applications made or any proceedings pending under IBC by or against the Company.

H. One-time Settlement with Banks or Financial Institutions:

There were no instances of one-time settlement with any Banks or Financial institutions.

I. Giving of loan for purchase of shares:

The Company has neither made any provision of money nor provided any loan to the employee of the Company for subscription to/purchase of shares of the Company, pursuant to Section 67 of the Act and the Rules made thereunder.

J. Fraud Reporting:

During the Financial Year under review, the Statutory and Secretarial Auditors have not reported any instances of fraud committed in the Company by its Officers or Employees to the Audit Committee under Section 143(12) of the Act.

K. Material Changes and Commitments:

There were no material changes and commitments affecting the financial position of the Company which occurred between the end of the financial year to which the Financial Statements relate and the date of this Report.

15. COMMITTEES OF THE BOARD:

The Board has constituted various Committees in accordance with the provisions of the Act and SEBI Listing Regulations, namely the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Corporate Social Responsibility Committee and Risk Management Committee. Brief details pertaining to composition, terms of reference, meetings held and attendance there at of these Committees during the year has been enumerated in Corporate Governance Report. The Audit Committee which comprises of Mr. Rohinton Shro_ as the Chairman, Mr. Jayaramakrishnan Kannan and Mr. Arun S. Agarwal. All the recommendations of the Audit Committee have been accepted by the Board of Directors.

16. DIRECTORS RESPONSIBILITY STATEMENT:

Pursuant to the provisions of Section 134(3)(c) read with Section 134(5) of the Act, your Directors confirm 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) appropriate accounting policies have been selected and applied them consistently, 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 as at March 31, 2026 and of the loss of the Company for the year ended on that date;

c) proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the 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) Internal financial controls have been laid down and followed by the Company and that such controls are adequate and are operating effectively;

f) proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.

17. INDUSTRIAL RELATIONS:

The relationship with all the concerned continued to remain harmonious and cordial throughout the year under review.

18. APPRECIATION:

The Directors place on record their sincere appreciation for the continued support and timely assistance from Financial Institutions, Banks, Government Authorities and above all, its Shareholders, who have extended their valuable support to the Company.

The Directors also wish to appreciate sincere and dedicated efforts and services by all the employees/staff.

	For and on Behalf of the Board of Directors
	Veritas (India) Limited
	Paresh V. Merchant
	Managing Director
	DIN: 00660027
Place: Mumbai
Date: May 28, 2026