Your Directors are pleased to present the 16^th Annual Report on the business performance and operations of your Company together
with the Audited Financial Statements and the Auditor's Report for the financial year ended 31^st March, 2026. The consolidated
performance of the Company and its associates has been referred to whenever required.

1. FINANCIAL SUMMARY OR HIGHLIGHTS / PERFORMANCE OF THE COMPANY:

The summarized financial results of the company for the period ended 31^st March, 2026 are as follows:

2. NATURE OF BUSINESS:Advait Energy Transitions Limited

Advait Energy Transitions Limited, headquartered in
Ahmedabad, is a pioneering energy-transition company
providing power transmission and distribution-related
solutions, substation solutions, telecommunications
infrastructure development, new and renewable
energy solutions, emerging technology products
and solutions, and renewable asset development.
Established in 2010, the Company has built a strong
foundation in the power transmission and distribution
sector and, since 2023, has strategically expanded its
focus towards renewable energy, renewable assets and
emerging clean-energy technologies.

The Company has established expertise across a wide
range of power transmission and distribution products
and services, including the manufacturing and supply
of Stringing Tools, Aluminium Clad Steel (ACS) Wires,
Optical Fibre Ground Wires (OPGW), Emergency
Restoration Systems (ERS) Towers and Insulators.
It also provides specialised EPC services, including live-line
installation of OPGW, High Temperature Low Sag
(HTLS) reconductoring projects, and turnkey contracts
in the distribution segment under the Revamped
Distribution Sector Scheme (RDSS) and System
Improvement Schemes of the Government of India.

Driven by its commitment to innovation,
manufacturing-led growth and import substitution,

the Company has progressively diversified into the
sustainability and new and renewable energy ecosystem.
Advait has forayed into Solar EPC, electrolyser
manufacturing and fuel-cell assembly, enabling it to
offer integrated solutions across the Green Hydrogen
ecosystem. The Company is also developing capabilities
in emerging energy technologies and renewable assets,
thereby strengthening its participation across the evolving
clean-energy value chain.

In parallel, the Company has established a presence in
global carbon markets through sustainability-focused
services, including carbon neutrality solutions, carbon
consultancy and development of related tools and
platforms. These initiatives complement the Company's
renewable-energy businesses and enable it to offer a
broader range of sustainability solutions to its customers.

As part of its next phase of growth, the Company is
scaling up its manufacturing and operational capabilities
through the development of a new industry complex at
Gangad, Ahmedabad, located along the Ahmedabad-
Dholera Six-Lane Highway, spread across approximately
1,50,000 square metres. The facility is expected to be
operational by September 2026 and is designed to
support the Company's expanding portfolio of products
and technologies, including high-capacity conductors,
electrolysers and fuel cells, while also augmenting its
existing manufacturing capacities for OPGW and ERS.

Through these strategic initiatives, Advait is accelerating
its transformation from a power-infrastructure
solutions provider into an integrated and diversified
energy-transition platform. Building on its established
strengths in transmission and distribution infrastructure,
the Company is expanding its presence across
renewable energy, renewable asset development,
green hydrogen, advanced energy technologies and
sustainability solutions. This strategic evolution is aimed
at creating a broader, technology-led and future-ready
business portfolio, enabling Advait to participate across
multiple high-growth segments of India's evolving energy
ecosystem and capture emerging opportunities arising
from the country's transition towards a more resilient,
sustainable and low-carbon energy future.

During the year under review, the Company continued
to strengthen its core businesses while laying the
foundation for its next phase of growth through
strategic investments, capacity expansion,
technology-led initiatives and the development
of new business verticals through its subsidiaries.
These initiatives represent a deliberate and calibrated
expansion of the Company's capabilities and market
presence. Except for the strategic additions and
expansion of business verticals through its subsidiaries
as outlined above, there was no material change in the
nature of the Company's existing business operations
during the year under review.

3. STATE OF COMPANIES AFFAIRS:

On a Standalone basis the total income for the financial
year 2025-26 under review was C45,762.66 Lakh as
against C 30,284.06 Lakh for the previous financial year,
registering an increase of 51.11%. The profit before tax
from continuing operations including exceptional items
was C6,241.55 Lakh for the financial year 2025-26 under
review as against C4,299.48 Lakh for the previous financial
year 2024-25, registering a growth of 45.17%. The profit
after tax from continuing operations including exceptional
items was C4,624.28 Lakh for the financial year 2025-26
under review as against C3,149.37 Lakh for the previous
financial year 2024-25, registering a growth of 46.83%.
On a Consolidated basis the total income for the financial
year 2025-26 under review was C72,724.76 Lakh as against
C40,461.84 Lakh for the previous financial year 2024-25,
registering an increase of 79.74%. The profit before
tax from continuing operations, including exceptional
items, was C7,787.51 Lakh for the financial year 2025-26
under review as against C4,585.58 Lakh for the previous
financial year 2024-25 registering a growth of 69.83%
The profit after tax from continuing operations including
exceptional items was C5,506.53 Lakh for the financial
year 2025-26 under review as against C3,202.71 Lakh
for the previous financial year 2024-25 registering a
growth of 71.93%. The Company will continue to pursue
expansion in the domestic market, to achieve sustained
and profitable growth.

4. BUSINESS OUTLOOK:

Advait Energy Transitions Limited (AETL) is emerging
as a diversified energy-transition company, building
on its established strengths in power transmission and
infrastructure while expanding into high-growth areas
shaping India's evolving energy landscape.

With a strong foundation in transmission and distribution
infrastructure, Advait has developed a robust portfolio
spanning conductors, OPGW cables, Emergency
Restoration Systems (ERS), stringing tools and
specialised EPC solutions. Leveraging this established
expertise, the Company is strategically broadening its
capabilities across Battery Energy Storage Systems
(BESS), Green Hydrogen, electrolysers, fuel-cell
technologies, renewable energy and advanced
manufacturing.

This strategic evolution reflects Advait's ambition
to move beyond conventional power infrastructure
and participate across the wider energy-transition
value chain. Through technology-led businesses,
manufacturing capabilities and renewable asset
development, the Company is building an integrated and
future-ready platform aligned with India's accelerating
transition towards cleaner, more reliable, resilient and
sustainable energy systems.

Key Growth Initiatives

Assets Development Projects :

On the renewable asset development front, Advait has
secured two strategic Independent Power Producer (IPP)
projects for the development of Standalone Battery
Energy Storage Systems (BESS), comprising 50 MW /
100 MWh at Radhanpur, Gujarat and 150 MW / 300
MWh at Junagadh, Gujarat. The Company has entered
into Battery Energy Storage Purchase Agreements
(BESPAs) with Gujarat Urja Vikas Nigam Limited
(GUVNL) for a 12-year concession period, establishing a
long-term contracted revenue framework for these assets.

BESS Manufacturing:

Setting up a 2.5 GWh BESS manufacturing facility

to develop and manufacture containerised Battery
Energy Storage System solutions for utility-scale and
distributed energy-storage applications. The facility is
being established to cater to the rapidly growing demand
arising from India's Energy Storage Obligation (ESO)
market, as well as the increasing requirements of the
Commercial & Industrial (C&I) segment.

• Eletrolyser Manufacturing:

Setting up an ambitious 300 MW electrolyser
manufacturing facility based on AEM technology,
backed by the Production Linked Incentive (PLI)
scheme of the Government of India. The green
hydrogen equipment manufacturing facility is being

developed to cater to the growing requirements of
Green Hydrogen and Green Ammonia producers and
offtakers, offering advanced electrolyser systems
along with Balance of Plant (BoP) solutions

Next-Generation Energy-Transition Technologies
Manufacturing :

The Company is expanding into next-generation
energy-transition technologies by developing
capabilities across the Green Hydrogen ecosystem, with
a strategic focus on AEM-based electrolysers, PEM fuel
cells and Green Hydrogen derivatives. Through these
initiatives, Advait aims to offer integrated, end-to-end
solutions across the Green Hydrogen value chain,
supporting the evolving requirements of customers while
contributing to the objectives of India's National Green
Hydrogen Mission and the country's transition towards
a cleaner and more sustainable energy future..

Expanding Transmission Product Solutions
Manufacturing:

A new state-of-the-art manufacturing facility

is being established to enhance and expand the
Company's existing production capabilities for power
transmission solutions, including Aluminium-Clad
Steel (ACS) wires, specialised High Temperature Low
Sag (HTLS) conductors, Optical Ground Wire (OPGW),
and transmission tools. The facility will strengthen
Advait's manufacturing capabilities, support the growing
requirements of India's power transmission sector,
and contribute to the country's grid modernisation,
infrastructure development and self-reliance
initiatives.

Creating a Sustainable Energy Future

“Advait is not merely participating in the energy-transition
landscape; we are continuously enhancing our
capabilities to help build a cleaner, more resilient and
sustainable energy future for India. Our diversified
portfolio spans power transmission and distribution
infrastructure, energy storage, Green Hydrogen and
advanced equipment manufacturing, enabling us to
address the evolving needs of India's energy ecosystem.
By combining our established infrastructure capabilities
with emerging clean-energy technologies and solutions,
we remain aligned with India's national energy
priorities and the rapidly evolving global clean-energy
landscape, while creating a strong foundation for
sustainable, technology-led growth.."

A Vision for the Future

“Advait is not just building infrastructure—we are building
the foundation for a cleaner, more resilient, and sustainable
energy future for India. Our diversified portfolio across
transmission, storage, and green hydrogen ensures that
we remain aligned with both national priorities and global
clean energy trends."

5. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF
THE COMPANY:

There have been no material changes and commitments affecting the financial position of the Company between the end of
the financial year and date of this report. There has been no change in the nature of business of the Company.

Listing on National Stock Exchange Limited (NSE) Main Board

The Company achieved a significant milestone during the financial year 2025-26 with the listing of its Equity Shares on the
Main Board of the National Stock Exchange of India Limited (NSE) with effect from January 20, 2026.

The Equity Shares of the Company have been listed on the Main Board of BSE Limited since 2023. With the successful listing
on NSE, the Company's Equity Shares are now listed on both the premier Stock exchanges in India, namely, BSE Limited and
National Stock Exchange Limited.

6. DIVIDEND:

The Company with view of reinvesting the profits into the growth and development of our core operations, we aim to enhance
our competitive edge, improve our product offerings, and capitalize on emerging opportunities. Accordingly, the Directors
have recommended C2.00/- per share i.e. 20.00% on equity shares of C10/- any Dividend on equity shares of the Company
for the year.

7. RESERVES

Your Directors do not propose to transfer any amount to any reserve for the financial year 2025-26.

8. CHANGES IN SHARE CAPITAL OF THE COMPANY:

There was no change in the Authorised Share Capital of the Company during the financial year under review.

During the year under report, there was a change in the issued, subscribed and paid-up capital of the Company. Issued, subscribed
and paid-up capital of the Company as on March 31,2026 is C 10,94,30,110/- divided into 1,09,43,011 equity shares of C10/- each.

The changes in the issued, subscribed and paid-up capital of the Company during the year and till the date of the report is
as follows:

9. PUBLIC DEPOSITS

During the financial year 2025-26, the Company has not accepted any deposits from the Public and as such, there was no
amount outstanding towards repayment of principal or payment of interest as on the date of the balance sheet.

10. TRANSFER OF UNCLAIMED DIVIDEND TO INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to Section 124 of the Act read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer
and Refund Rules), 2016 ('the IEPF Rules'), during the year under review, no amount of Unclaimed dividend and corresponding
equity shares were due to be transferred to IEPF account.

11. DIRECTORS AND KEY MANAGERIAL PERSONNEL ("KMP")

a) Changes in Directors and KMP

During the financial year under review, in accordance with the provisions of the Act and the rules made thereunder, the
following changes occurred in the constitution of the Board of Directors and Key Managerial Personnel of the Company:

i. Mr. Tejpal Singh Bisht (DIN:02170301) was appointed as an additional director designated as an Independent
Director of the Company for a period of 3 (three) consecutive years with effect from August 5, 2025 to hold office
up to August 4, 2028.

ii. Mr. Pramod Kumar Rai resigned from the position of Director of Advait Energy Transitions Limited (Formerly known
as Advait Infratech Limited), effective from close of business hours of July 29, 2025.

iii. Ms. Rejal Sheth ceased to be Chief Financial Officer of the company with effect from November 15, 2025.

iv. Mr. Narayan Singh was appointed as the Chief Financial Officer of the company with effect from November 16, 2025.

b) Composition of Board of Directors and KMP's

Board of Directors

As on March 31,2026, the Board of Directors of the Company comprised of 7 (Seven) Directors, including 1 (one) Managing
Director, 1 (one) Whole-time Director, 1 (one) Non-Executive & Non-Independent Directors, and 4 (Four) Independent
Directors (including one Independent Women Director) as detailed hereunder:

• Mr. Pramod Kumar Rai resigned from the position of director of Advait Energy Transitions Limited (Formerly known
as Advait Infratech Limited), effective from close of business hours of July 29, 2025.

The details of the Board and committee positions, tenure of Directors, areas of expertise and other details have been
disclosed in the Corporate Governance Report, which forms part of this report, and is also available on the Company's
website athttps://www.advaitgroup.co.in/management/

The Composition of the Board of the Company is in accordance with Section 149(4) of the Act and Regulation 17 of the
Listing Regulations.

In terms of the provisions of Sections 2(51) and 203 of the Act, the Company had all four KMPs in place as on March 31,2026.

Save and except aforementioned, there were no
other changes in the Board of Directors and Key
Managerial Personnel of the Company.

As on March 31,2026, the Key Managerial Personnel
of the Company are:-

1. Mr. Shalin Sheth, Managing Director,

2. Mrs. Rejal Sheth, Whole-time Director,

3. Mr. Narayan Singh, Chief Financial Officer and

4. Ms. Deepa Fernandes, Company Secretary and
Compliance Officer

The Company has received declarations from
all Independent Directors of the Company
confirming that:

i. they meet the criteria of independence
prescribed under the Act and the SEBI Listing
Regulations; and

ii. they have registered their names in
the Independent Director's Databank.
The Company has devised the Nomination
and Remuneration Policy, which is available on
the Company's website and can be accessed
atRemuneration-Policy.pdf The Policy sets
out the guiding principles for the Nomination
& Remuneration Committee (“NRC") for
identifying persons who are qualified to
become Directors and to determine the
independence of Directors, while considering
their appointment as Independent Directors of
the Company. The Policy also provides for the
factors in evaluating the suitability of individual
Board members with diverse background and
experience that are relevant for the Company's
operations.

The Policy also sets out the guiding principles
for the NRC for recommending to the Board the
remuneration of the Directors, Key Managerial
Personnel and other employees of the Company.

There has been no change in the aforesaid policy
during the year.

During the year under review, none of the
managerial personnel i.e. the Managing Director
and Whole-time Directors of the Company were
in receipt of remuneration / commission from the
subsidiary companies.

The Company familiarizes the Independent
Directors of the Company with their roles, rights,
responsibilities in the Company, nature of the
industry in which the Company operates, business
model and related risks of the Company, etc.
Monthly updates on performance/ developments
are sent to the Directors. The brief details of the
familiarization programme are put up on the website
of the Company at Familiarization-Programme-
Report-2025-26 Policies & Programme - Advait
Energy Transitions Limited

c) Directors Liable to retire by Rotation

In accordance with provisions of the Act and
the Articles of Association of the Company,
Ms. Rejal Sheth (DIN: 02911576) is liable to
retire by rotation at this AGM and is eligible for
re-appointment. The disclosures required pursuant
to Regulation 36 of the Listing Regulations and the
Secretarial Standards on General Meeting (“SS-2")
are given in the Notice of AGM, forming part of the
Annual Report.

d) Performance Evaluation

The Board adopted a formal mechanism for
evaluating its performance, as well as that of its
Committees and individual Directors, including the
Chairman of the Board.

In accordance with the manner of evaluation specified
by the Nomination & Remuneration Committee, the
Board carried out annual performance evaluation
of the Board, its Committees and Individual
Directors. The Independent Directors carried out
annual performance evaluation of the Chairman,
the Non-Independent Directors and the Board as
a whole. The performance of each Committee was
evaluated by the Board based on the report of
evaluation received from the respective Committees.
A consolidated report on performance evaluation
was shared with the Chairman of the Board for his
review and giving feedback to each Director.

e) Number of meetings of the Board of Directors

During the financial year under review, 5 (five)
meetings of the Board of Directors were held on
May 12, 2025; June 11, 2025; August 05, 2025;
November 13, 2025; February 11,2026

The intervening gap between the Meetings was not
more than the specified period of 120 (One hundred
and twenty days) as specified in the Act and Listing
Regulations. The number of Meetings of the Board
that each Director attended is provided in the report
on Corporate Governance, annexed to, and forming
part of, this Annual Report. The requisite quorum
was present during all such meetings.

12. DIRECTOR'S RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the Act,

your Board of Directors confirm, to the best of their

knowledge and ability, that:

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

ii. the Directors have 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 as of March 31,2026, and of the Profit
of the Company for the year ended on that date;

iii. the Directors have taken proper and sufficient
care 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;

iv. the Directors have prepared the annual accounts on
a going concern basis;

v. the Directors have laid down internal financial
controls to be followed by the Company and

such internal financial controls are adequate and
operating effectively;

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

13. MANAGEMENT DISCUSSION AND ANALYSIS

Management Discussion and Analysis Report for the
year under review, as stipulated under the Securities
and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (“SEBI Listing
Regulations", is presented in a separate section, forming
part of the Annual Report.

14. CORPORATE GOVERNANCE

The Company is committed to maintain the standards
of Corporate Governance and adhere to the Corporate
Governance requirements set out by the Securities and
Exchange Board of India (“SEBI").

The detailed Corporate Governance Report of the Company
in pursuance of the SEBI Listing Regulations forms part
of the Annual Report of the Company. The requisite
Certificate from Practicing Company Secretary confirming
compliance with the conditions of Corporate Governance
as stipulated under the SEBI Listing Regulations is enclosed
to the Corporate Governance Report.

15. COMMITTEES OF THE BOARD

The Board of Directors of your Company has formed
various Committees to effectively discharge its functions
and responsibilities in compliance with the requirements
of applicable laws and as a part of the best corporate
governance practices. The terms of reference and the
constitution of those Committees are in compliance
with the applicable laws. The Committees of the Board
are as under:

a) Audit Committee;

b) Nomination and Remuneration Committee;

c) Corporate Social Responsibility Committee;

d) Stakeholder Relationship Committee;

The details with respect to the composition, roles, terms
of reference, etc. of the aforesaid committees are given in
detail in the “Corporate Governance Report" which forms
part of this Report. The dates on which meetings of Board
Committees were held during the financial year under
review, along with the number of meetings attended by
the respective Committee members, are also disclosed in
the “Corporate Governance Report".

The minutes of the Meetings of all Committees are
circulated to the Board for its noting. During the year, all
recommendations of the Committees of the Board were
accepted by the Board.

16. FINANCIAL STATEMENT AS PER THE INDIAN
ACCOUNTING STANDARD (IND- AS)

The audited Standalone and Consolidated Financial
Statements of the Company for the year ended on
31^st March, 2026, which form a part of this Annual Report,
have been prepared in accordance with the provisions of
the Companies Act, 2013, Regulation 33 of the Securities
and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ('Listing
Regulations') and the Indian Accounting Standards.

17. CREDIT RATING

The Company's financial discipline and prudence is
reflected in the better and good credit ratings ascribed
by rating agency. The details of credit ratings are disclosed
in the Corporate Governance Report, which forms part of
the Annual Report.

18. SUBSIDIARY/ JOINT VENTURES/ ASSOCIATE
COMPANIES:

Subsidiary -

During the year under review, companies / entities listed
in Annexure 1 to this Report have become and / or ceased
to be subsidiary, joint venture or associate of the Company

A statement providing details of performance and salient
features of the financial statements of subsidiaries/
associates/jointly controlled entities, as per Section 129(3)
of the Act in Form AOC-1, is provided as Annexure 2 to
this report.

The audited financial statement including the consolidated
financial statement of the Company and all other
documents required to be attached thereto is put up on
the Company's website and can be accessed at Financial
Results Outcomehttps://www.advaitgroup.co.in/
wp-content/uploads/2025/08/Outcome Results s.pdf

The financial statements of the subsidiaries, as required,
are available on the Company's website and can be
accessed athttps://www.advaitgroup.co.in/investors/
general-meetings/

Advait Greenergy Private Limited is material subsidiary of
the Company as per the SEBI Listing Regulations.

Material Subsidiary -

The Company has formulated a policy on identification of
material subsidiary in line with Regulation 16(1)(c) of the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and the same is placed on the
Company's website. Accordingly, on March 31,2026, there
is one material subsidiary of the Company.

Advait Greenergy Private Limited is material subsidiary of
the Company as per the SEBI Listing Regulations.

Notes On Subsidiary

The following may be read in conjunction with the
Consolidated Financial Statements of your Company
prepared in accordance with Indian Accounting Standard
AS-110 Shareholders desirous of obtaining the Report
and Accounts of your Company's subsidiaries may
obtain the same upon request. Further, the Report and
Accounts of the subsidiary companies is also available
under the 'Investor Relations' section of your Company's
website,https://www.advaitgroup.co.in/investors/
general-meetings/ in a downloadable format.

Joint Ventures and Associates:

As on March 31,2026, the Company has the One Associate
Company named TG Advait India Private Limited with a
holding of 33.50% of Equity Shares.

19. CORPORATE SOCIAL RESPONSIBILITY
INITIATIVES

The Company recognizes the importance of giving back
to society and is committed to conducting its business in
a socially responsible manner. Our CSR initiatives focus
on making a positive impact in areas such as education,
healthcare, environmental sustainability, and community
development.

The Company understands the vital role it plays in
supporting the communities where it operates. We are
committed to running our business responsibly while
contributing positively to society. Our CSR efforts are
aimed at making a real difference in key areas such as
education, healthcare, environmental conservation, and
community welfare. Through these initiatives, we strive
to promote sustainable development and improve the
quality of life for people in our surrounding communities.
We believe that by investing in these areas, we not only
help build stronger communities but also create a more
sustainable future for generations to come. The Company
continuously evaluates and enhances its CSR activities to
ensure they align with the needs of society and make a
meaningful impact.

In compliance with section 135 of the Companies Act, 2013
read with Companies (Corporate Social Responsibility
Policy) Rules, 2014 the Company has adopted a CSR
Policy, which is available athttps://www.advaitgroup.
co.in/wp-content/uploads/2025/02/Corporate-Social-
Responsibilitv-Policv-Revsied-Adopted-in-2022.pdf

The Annual Report on CSR expenditures for FY 2025-26
is annexed herewith and forms part of this report as
Annexure 3.

Your Company has formed the Corporate Social
Responsibility (“CSR") Committee as per the requirement
of the Act. The details of Composition of CSR Committee
are covered in the “Corporate Governance Report" which
forms part of this Report.

The entire amount earmarked for CSR expenditure during
the year under review has been fully contributed and
effectively utilized towards CSR initiatives.

20. AUDITORS AND AUDITOR'S REPORTS
Statutory Auditors

In terms of the provisions of Section 139 of the Act,
the Members of the Company in the 15^th (Fifteenth)
Annual General Meeting held on September 19, 2025
has re-appointed M/s V. Goswami & Co., Chartered
Accountants, (Firm Registration No. 0128769W), Chartered
Accountants, as the Statutory Auditors of the Company to
hold office for a second term of 5 (five) consecutive years
from conclusion of the 15^th Annual General Meeting until
the conclusion of the 20^th Annual General Meeting of the
Company, to be held for the financial year 2029-2030.

Auditor's Report

The Statutory Auditors of the Company have submitted
Auditor's Report on Standalone and Consolidated financial
statements of the Company for the financial year ended
31^st March, 2026 forms integral part of this Report and is
presented in a separate section forming part of the Annual
Report. The Auditors' Report for the financial year 2025-26
does not contain any adverse remarks, qualifications or
reservations or disclaimers, which require explanations/
comments by the Board.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Act and
the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 and Regulation-24(A)
of SEBI Listing Regulations, the shareholders had
appointed M/s. RPSS & Co. (ICSI Firm Registration
Number: P2019GJ076200), Company Secretaries, a Peer
Reviewed Firm of Company Secretaries in practice, as
Secretarial Auditors of the Company for a period of five
(5) consecutive years commencing from financial year
2025-26 till financial year 2029-30.

The Secretarial Audit Report issued by the M/s. RPSS and Co.,
Practicing Company Secretaries, in Form MR-3 is annexed
as Annexure 4A to this Report. The report of Secretarial
Auditors does not contain any qualification, reservation,
adverse remark or disclaimer.

Advait Greenergy Private Limited is a Material
unlisted Indian Subsidiary of the Company. In terms
of the provisions of Regulation 24A of the SEBI Listing
Regulations, the Secretarial Audit Report of Advait
Greenergy Private Limited for the financial year ended
March 31,2026 is annexed as Annexure 4A to this Report.
The Secretarial Audit Report of Advait Greenergy Private
Limited does not contain any qualification, reservation,
disclaimer or adverse remark.

Internal Auditor

M/s Nautam R. Vakil & Co., Chartered Accountants were
the Internal Auditors of the Company for the Financial
year 2025-26.

The Internal Audit Reports were reviewed by the Audit
Committee, every quarter, and follow- up measures were
taken by the relevant teams and committees of the Board,
wherever necessary.

Reporting of Frauds, if any, by Auditors

During the year under review, none of the Auditors have
reported any instance of fraud committed against the
Company by its officers or employees, details of which
need to be mentioned under the provisions of Section
143(12) of the Act.

21. CONSERVATION OF ENERGY, TECHNOLOGY
ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO

The Information on conservation of energy, technology
absorption and foreign exchange earnings and outgo
stipulated under Section 134(3)(m) of the Companies
Act,2013 read with Rule 8 of the Companies (Accounts)
Rules, 2014, as amended from time to time is given in the
"Annexure 5" forming part of this report

22. POLICIES, FRAMEWORK AND CONTROLa) RISK MANAGEMENT

The Company has established a robust risk
management framework that is integrated with its
overall governance structure and decision-making
processes. This framework is designed to identify,
assess, and manage a wide range of risks—strategic,
operational, financial, legal, and environmental—
that could potentially impact the Company's
performance and objectives.

While the Company does not have a separate
Risk Management Committee, risk management
responsibilities are embedded across various
functions and are overseen by senior management.
The Board of Directors is kept informed of key risks
and the steps being taken to mitigate them through
regular reviews and discussions.

Risk assessment is an ongoing process, and the
Company regularly evaluates both internal and
external factors such as changes in market dynamics,
regulatory developments, cybersecurity threats,
supply chain disruptions, and macroeconomic
conditions. The management team ensures that
appropriate mitigation plans, internal controls,
and standard operating procedures are in place to
address such risks effectively.

During the financial year, no material risks were
identified that would pose a threat to the existence
or long-term sustainability of the Company.

However, the Company remains vigilant and
committed to strengthening its risk management
practices by adopting industry best practices,
leveraging technology, and fostering a risk-aware
culture across the organization.

The Policy is available for at the Website ofthe Company
athttps://www.advaitgroup.co.in/wp-content/
uploads/2025/02/Risk-Management-Policy.pdf

b) VIGIL MECHANISM/ WHISTLEBLOWER
POLICY AND FRAUD

In accordance with sub-section (9) and (10) of
Section 177 of the Act and Regulation 22 of the
Listing Regulations, the Company has in place a
Vigil Mechanism (Whistle Blower Policy) to enable
Directors and employees to report concerns about
unethical behavior, actual or suspected fraud, or
violation of the Company's Code of Conduct.

The mechanism provides for adequate safeguards
against victimization of persons who use such
mechanism and makes provision for direct access
to the Chairperson of the Audit Committee in
appropriate cases.

The Whistleblower policy of the Company can
be accessed on website of the Company at
https://www.advaitgroup.co.in/wp-content/
uploads/2025/02/Vigil-Mechanism-Policy.pdf

During the financial year ended March 31, 2026,
the Company has not received any whistleblower
complaint.

c) NOMINATION AND REMUNERATION POLICY

The Nomination and Remuneration Committee
of the Board has devised a policy for selection
and appointment of Directors, Key Managerial
Personnel and Senior Management Employees and
their Remuneration. The Committee has formulated
the criteria for determining qualifications, positive
attributes and independence of a Director (including
Independent Directors) and other matters in
accordance with the provisions of sub-section
(3) of Section 178 of the Act, and Regulation
19 read with Part D of Schedule II of the Listing
Regulations., which has been displayed on the
Company's websitehttps://www.advaitgroup.
co.in/wp-content/uploads/2025/02/2.-Criteria-
for-payments-to-NED.pdf

The skills, expertise and competencies of the
Directors as identified by the Board, along with
those available in the present mix of the Directors
of your Company, are provided in the 'Report on
Corporate Governance' forming part of the Report
and Accounts.

The Company has in place a policy relating to
the remuneration of the Directors, KMP and
other employees of the Company. The policy
is available on the website of the Company at
https://www.advaitgroup.co.in/wp-content/
uploads/2025/02/Remuneration-Policy.pdf

d) INTERNAL FINANCIAL CONTROLS

Internal Financial Controls are an integrated part of
the risk management process, addressing financial
risks and financial reporting risks. The Board has
adopted policies and procedures for ensuring
the orderly and efficient conduct of its business,
including adherence to the Company's 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 disclosures.

Assurance on the effectiveness of internal financial
controls is obtained through management reviews,
continuous monitoring by functional experts and
testing of the internal financial control systems by the
Internal Auditors during the course of their audits.
We believe that these systems provide reasonable
assurance that our internal financial controls are
designed effectively considering the nature of our
industry and are operating as intended. During the
year, such controls were tested and no reportable
material weakness in the design or operation of such
systems was observed.

23. DISCLOSURES

a) PARTICULARS OF CONTRACT OR
ARRAGEMENT WITH RELATED PARTIES

All the arrangements or transactions entered
by the Company during the financial year with
related parties were on an arm's length basis and
in the ordinary course of business. All related party
transactions are placed for approval before the Audit
Committee and also before the Board wherever
necessary in compliance with the provisions of the
Act and Listing Regulations.

Details of the related party transactions are forming
part of the standalone financial statements.
Members may refer Note 43 to the Standalone
Financial Statement which sets out related party
disclosures pursuant to Ind AS.

During financial year 2025-26, the Non-Executive
Directors of the Company had no pecuniary
relationship or transactions with the Company other
than sitting fees and reimbursement of expenses, as
applicable.

Pursuant to the Listing Regulations, the Resolution
for seeking approval of the Members on material
related party transactions is being placed at this AGM.

Pursuant to the requirements of the Act and the
Listing Regulations, the Company has formulated
policy on RPTs and is available on Company's
website URL athttps://www.advaitgroup.co.in/
wp-content/uploads/2025/02/Related-Party-
transactions-policy.pdf

b) PARTICULARS OF LOANS GIVEN,
INVESTMENTS MADE AND GUARANTEES
GIVEN

During the year, the particulars of loans given,
investments made, guarantees given and securities
as per the provisions of Section 186 of the Act during
the year along with the purpose are provided in the
Notes to the Standalone Financial Statement.

c) PARTICULARS OF EMPLOYEES:

Particulars as required under Section 197(12) of the
Act read with Rule 5 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules,
2014, are given in Annexure 6 and forms part of
this Report. The statement containing particulars
of employees, as required under Section 197 of the
Act, read with Rule 5(2) and Rule 5(3) of the Rules, is
provided in a separate annexure forming part of this
Board's Report. However, in terms of the provisions
of Section 136 of the Act, the Annual Report is being
sent to the members of the Company, excluding
the said annexure. The said annexure is available
for inspection by the shareholders at the Registered
Office of the Company during working hours of
the Company i.e. on Monday to Friday between
11:00 a.m. (IST) to 01:00 p.m. (IST). Any shareholder
interested in obtaining a copy of the said annexure
may write to the Company Secretary of the Company
or send an email at the following email address:cs@
advaitgroup.co.in

d) DETAILS OF EMPLOYEE STOCK OPTION
SCHEME

The Company had approved Advait Infratech
Limited - Employees Stock Option Scheme 2022 (AIL
ESOP 2022) in the Annual General meeting held on
June 28, 2022. Further, the Company has revised the
said scheme with the approval of shareholders vide
postal ballot passed on March 30, 2023 with respect
to its implementation form secondary market Route
to Primary Route.

A total of 2,00,000 options were available for grant
to the eligible employees of the Company, its
subsidiaries and Associates. During the financial year
2025-26, the Company granted 10248 stock options
to eligible employees of the Company and/or its
subsidiary and Associates Company under AIL ESOP
2022. Further, the Company allotted 6457 equity
shares of C10 each to eligible employees pursuant
to the exercise of options under the Scheme.

The Scheme is in compliance with the Securities and
Exchange Board of India (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021
('SEBI (SBEB) Regulations') and other applicable
laws. The Scheme is available on the website
of the Company athttps://www.advaitgroup.
co.in/wp-content/uploads/2025/05/AETL-ESOP-
scheme-2022.pdf

The disclosures required to be made under rule 12(9)
of the Companies (Share Capital and Debentures)
Rules, 2014 and Regulation 14 of the SEBI (SBEB)
Regulations relating to Employees Stock Option
Scheme is available on the website of the Company
athttps://www.advaitgroup.co.in/investors/
esops-disclosure/

Voting rights on the shares, if any, as may be issued
to employees under the Plans are to be exercised
by them directly or through their appointed proxy,
hence, the disclosure stipulated under Section
67(3) of the Companies Act, 2013, is not applicable.
There is no material change in the AIL ESOP 2022 and
the same is in compliance with the SEBI Regulations,
as amended from time to time. The Company has
received a certificate from its Secretarial Auditor
certifying that the Scheme has been implemented
in accordance with the SEBI (SBEB) Regulations.
The certificate would be placed at the ensuing
16^th Annual General Meeting for inspection by
the members.

e) STATEMENT OF DEVIATION OR VARIATION
IN CONNECTION WITH PREFERENTIAL ISSUE.

The details of utilisation of amount for the
Preferential allotments done by the Company during
the Financial Year 2025-26, as reviewed by Audit
Committee quarterly is available on the website of
the Company athttps://www.advaitgroup.co.in/
investors/stock-exchange-announcements/

f) EXTRACT OF ANNUAL RETURN

The Annual Return of the Company will be placed
on the website of the Company pursuant to the
provisions of Section 92(3) read with Rule 12 of
the Companies (Management and Administration)
Rules 2014, the web link of the same is athttps://
www.advaitgroup.co.in/investors/annual-reports/

g) DISCLOSURE UNDER THE SEXUAL
HARRASSMENT OF WOMAN AT WORKPLACE
(PREVENTION, PROHIBITION AND
REDRESSAL) ACT, 2013.

As per the requirements of the Sexual Harassment
of women at Workplace (Prevention, Prohibition &
Redressal) Act, 2013 and rules made thereunder,
your company has constituted Internal Complaints
Committee (ICC) which is responsible for redressal of
complaints related to sexual harassment. All women

employees (permanent, temporary, contractual
and trainees) are covered under this policy, and it
has been circulated amongst the employees of the
Company and the same is exhibited on the notice
board of all the business locations/ divisions
of the Company. During the year under review, no
complaints were received under the aforesaid Act.

h) COMPLIANCE OF APPLICABLE SECRETARIAL
STANDARDS:

The Company has ensured compliance with the
provisions of Secretarial Standards on Meetings of
the Board of Directors (SS-1) and General Meetings
(SS-2) issued by the Institute of Company Secretaries
of India and approved by the Central Government
under section 118(10) of the Companies Act,2013.

i) DETAILS OF SHARES IN DEMAT / UNCLAIMED
SUSPENSE ACCOUNT

The Company does not have any shares in the Demat
suspense account or unclaimed suspense account.

j) CEO/CFO CERTIFICATE

Chief Financial Officer/Chief Executive Officer
Compliance Certificate as stipulated under Regulation
17(8) of the Securities and Exchange Board of India
(Listing Obligation and Disclosure Requirements)
forms part of Corporate Governance Report.

k) CODE OF CONDUCT

The Board of Directors has approved a Code of
Conduct which is applicable to the Members of the
Board and all employees in the course of day to day
business operations of the company.

The Company believes in “Zero Tolerance" against
bribery, corruption and unethical dealings /
behaviours of any form and the Board has laid
down the directives to counter such acts. The Code
has been uploaded on the Company's website
athttps://www.advaitgroup.co.in/wp-content/
uploads/2025/02/Code-of-Conduct-and-Terms-and-
Condition-of-Independent-Director-Policy.pdf

The Code lays down the standard procedure of
business conduct which is expected to be followed
by the Directors and the designated employees in
their business dealings and in particular on matters
relating to integrity in the work place, in business
practices and in dealing with stakeholders.

The Code gives guidance through examples on the
expected behaviour from an employee in a given
situation and the reporting structure. All the Board
Members and the Senior Management personnel
have confirmed compliance with the Code.
All Management Staff were given appropriate
training in this regard.

24. GENERAL

The Board of Directors state that no disclosure or reporting

is required in respect of the following matters as there

were no transactions or applicability pertaining to these

matters during the year under review:

a) Details relating to deposits covered under Chapter V
of the Act.

b) Issue of equity shares with differential rights as to
dividend, voting or otherwise.

c) Significant or material orders passed by the
Regulators or Courts or Tribunals which impact the
going concern status and Company's operations
in future.

d) Fraud reported by the Auditors to the Audit
Committee or the Board of Directors of the Company.

e) Scheme of provision of money for the purchase of
its own shares by employees or by trustees for the
benefit of employees.

f) Payment of remuneration or commission from any of
its holding or subsidiary companies to the Managing
Director of the Company.

g) Change in the nature of business of the Company

h) Instances of transferring the funds to the Investor
Education and Protection Fund.

i) Issue of debentures / bonds / any other convertible
securities.

j) Details of any application filed for corporate
insolvency under Corporate Insolvency Resolution
Process under the Insolvency and Bankruptcy
Code, 2016.

k) Instance of one-time settlement with any Bank or
Financial Institution.

25. HEALTH, SAFETY AND ENVIRONMENT

The Company is committed in cultivating a proactive
safety culture. We have implemented work safety
measures and standards to ensure healthy and safe
working conditions for all the employees, visitors and
customers. The Company has complied with all the
applicable health, safety and environmental protection
laws to the extent applicable.

26. DISCLOSURE OF AGREEMENTS

There is no agreement impacting management or control
of the Company or imposing any restriction or create
any liability upon the Company. Hence, no disclosure
is required under clause 5A of paragraph A of Part A of
Schedule III of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

27. ACKNOWLEDGEMENTS

The Board of Directors expresses its sincere gratitude
to all stakeholders, including shareholders, customers,
suppliers, bankers, business partners, and regulatory
authorities, for their continued support and trust in the
Company. The Board also places on record its appreciation
for the dedication, commitment, and hard work of the

Company's employees at all levels. Their efforts have been instrumental in navigating challenges and driving the Company
forward. The Board remains confident that with collective efforts, the Company will continue to grow and create long-term
value for all its stakeholders.

For & on behalf of the Board of Directors

Sd/- Sd/-

Shalin Sheth Rejal Sheth

Place : Ahmedabad Managing Director Whole time Director

Date : 07.08.2026 DIN: 02911544 DIN: 02911576