Your Directors are pleased to present the 3^rd Integrated Annual Report of the Company along with the audited financial
statements (standalone and consolidated) for the year 2025-26.

1. FINANCIAL HIGHLIGHTS & STATE OF AFFAIRS OF THE COMPANY

The performance of the Company and its business
operations is discussed in detail in the Management
Discussion and Analysis Report, which forms an
integral part of this Integrated Annual Report.
Further, during the year under review, there was no
change in the nature of the Company’s business.

Antony Lara Enviro Solutions Private Limited, a
subsidiary of the Company, was awarded two
significant -15 MW WTE projects in Andhra Pradesh
by the New & Renewable Energy Development
Corporation of Andhra Pradesh Limited in August
2025. Each project carries a concession period of
20 years, during which the power generated will be
procured by Southern Power Distribution Company of
Andhra Pradesh Limited (APSPDCL) at a tariff of H8.10
per unit. In furtherance of the project implementation,
the subsidiary incorporated special purpose vehicles
namely Kadapa Renew Energy Private Limited and
Kurnool Renew Energy Private Limited in September
2025, as wholly owned subsidiaries, for execution of
the respective WtE projects.

In April 2026, the subsidiary entered into Share
Subscription Agreements and Shareholders’
Agreements with JFE Engineering Corporation,
Japan, a global leader in waste-to-energy technology.

Upon completion of the transaction, each of the
project SPVs will have a shareholding structure
comprising 75% held by Antony Lara Enviro Solutions
Private Limited and 25% held by JFE Engineering
Corporation. This strategic collaboration is expected
to facilitate technology transfer, adoption of global
best practices, and enhanced operational and project
execution capabilities.

Further, in December 2025, the subsidiary was
also awarded a pre-processing waste management
contract by the Thane Municipal Corporation
involving the development of a 600-800 TPD solid
waste pre-processing facility. The scope includes
the establishment of a Material Recovery Facility for
segregation of mixed waste, covering end-to-end
activities such as design, engineering, construction,
commissioning, and operation and maintenance over
a period of 10 years.

Additionally, Antony Waste Handling Cell Limited,
as part of a consortium led by it, along with Jigar
Transport and M.K. Enterprises, was awarded two
projects by the Brihanmumbai Municipal Corporation
for the collection and transportation of approximately
1,250 TPD of municipal solid waste across various
wards of Mumbai city in December 2025. Pursuant

to the award of these projects, the Company
incorporated Mumbai Eco Solutions Private Limited
as a Special Purpose Vehicle for project execution, in
which the Company holds 51% stake.

During the year under review, the Hon’ble National
Company Law Tribunal, Mumbai Bench, ("NCLT”) has
approved the Scheme of Merger by Absorption of
AG Enviro Infra Projects Private Limited (Transferor
Company) into Antony Waste Handling Cell Limited
(Transferee Company) vide its order dated December
18, 2025. Accordingly, with effect from December
31, 2025, the Transferor Company stands dissolved
without winding up, with the appointed date of the
Scheme being April 1, 2025.

Pursuant to the aforesaid merger, all assets, liabilities
and reserves of the Transferor Company have been
transferred to and vested in the Transferee Company.
The transaction has been accounted for in accordance
with the accounting treatment prescribed under the
approved Scheme, which is in line with the applicable
Indian Accounting Standards governing common
control business combinations. As a result, the
comparative figures in the financial statements have
also been restated from April 1, 2024.

Further, there were no revisions made to the financial
statements or the Board’s Report of the Company
during the year under review.

2. DIVIDEND

In celebration of the Company completing 25 years
in India’s waste management sector, and encouraged
by the continued strength of its sustainability-
led business model and long-term value creation
journey, your Directors are pleased to recommend,
as a maiden dividend, a final dividend at 10% of the
face value of H5/- each (i.e. H0.50/- per equity share)
for the financial year ended March 31, 2026, subject
to the approval of the Members at the ensuing 25^th
Annual General Meeting ("AGM”). The total cash out
flow on account of payment of dividend would be
approximately H141.91 Lakh.

The dividend, if approved by the members at the
AGM, shall be paid within 30 (thirty) days from the
date of AGM to the Members whose names appears
in the records of the Depositories as beneficial owners
as at the end of the business hours on i.e. Thursday,
August 13, 2026 being the Record Date fixed for the
purpose of determining the entitlement of Members
to receive the dividend.

Further, as per the applicable Income-Tax laws,
dividends paid or distributed by the Company
shall be taxable in the hands of the shareholders.
Accordingly, the Company makes the payment of the
dividend after deduction of tax at source ("TDS”).

Dividend Distribution Policy

In terms of Regulation 43A of Securities and
Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ("SEBI
Listing Regulations”), the Board of the Company has
adopted a Dividend Distribution Policy.

The dividend recommendation is in accordance with
the Policy of the Company. The dividend will be paid
out of the profits for the year.

The Dividend Distribution Policy is available on the
website of the Company at https://www.antony-
waste.com/docs/investors/corporate-governance/
policies/Dividend Distribution Policy.pdf.

3. MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

Pursuant to Regulation 34 of the SEBI Listing
Regulations, the Management Discussion and
Analysis Report for the year under review, is
presented in a separate section forming part of this
Integrated Annual Report.

4. PERFORMANCE OF SUBSIDIARY/
ASSOCIATE COMPANIES/LLP

During the year under review, AG Enviro Infra Projects
Private Limited ceased to exist with effect from
December 31, 2025, pursuant to the sanction of the
Scheme of Merger by way of Absorption of AG Enviro
Infra Projects Private Limited ("Transferor Company”)
into Antony Waste Handling Cell Limited ("Transferee
Company”) by the Hon’ble NCLT, vide its order dated
December 18, 2025.

As on date of this report, the Company has eight
subsidiaries and one associate overseas Company.
There has been no change in the nature of business
of any of the subsidiaries during the year. Further, the
Company has two material subsidiaries in accordance
with the criteria prescribed under the SEBI Listing
Regulations as amended from time to time.

The details of the performance of the subsidiary/
associate companies/LLP during the year under
review are as follows:

ANTONY LARA ENVIRO SOLUTIONS PRIVATE
LIMITED

Antony Lara Enviro Solutions Private Limited
was established through a strategic partnership
between Antony Waste Handling Cell Limited and
Lara Central De Tratamento de Residuos Limited,
Brazil. Operating as a leading player in India’s waste
management sector, the company operates the
Kanjurmarg Integrated Waste Management Project in
Mumbai—the country’s largest waste processing and
engineered sanitary landfill facility.

The Kanjurmarg project awarded a 25-year concession
in 2009 and operationalized in March 2012, processes
approximately 6,000 tonnes of waste daily with a
total handling capacity of 7,500 tonnes per day.

In 2024, the company further reinforced its portfolio
by securing a significant contract from the CIDCO
for the bio-mining of approximately 8.60 lakh tonnes
of legacy waste. The project, which was nearing
completion as at the end of the year, dedicated to the
bio-mining and redevelopment of the existing sanitary
landfill cells at CIDCO’s Municipal Solid Waste (MSW)
facility, located in Village Chal near Taloja, MIDC.

During the year under review, the Company secured
projects of pre-processing of 600-800 TPD municipal
solid waste project from the Thane Municipal
Corporation for a concession period of 10 years.
Additionally, in August 2025, the Company was also
awarded two significant WTE projects, each with an
approximate capacity of -15 MW, in Andhra Pradesh
by the NREDCAP. Each project carries a concession
period of 20 years and will be implemented through
Kadapa Renew Energy Private Limited and Kurnool
Renew Energy Private Limited, Special Purpose
Vehicles, incorporated in September 2025.

The company has reported total Income of
H 29,166 lakh for the current year as compared to
H26,368 lakh in the previous year. The total comprehensive
income for the year under review amounted to
H 5,641 lakh as compared to an income of H 5,423 lakh in
the previous year.

ANTONY LARA RENEWABLE ENERGY PRIVATE
LIMITED

Antony Lara Renewable Energy Private Limited
operates as a Special Purpose Vehicle jointly
established by Antony Waste Handling Cell Limited
and Antony Lara Enviro Solutions Private Limited to
develop and operate an Integrated Waste-to-Energy
facility at Moshi, Pimpri-Chinchwad, Pune.

The PCMC WtE project was awarded a 21-year
concession in 2018 and became operational in August
2023. The project processes approximately 1,000
tonnes of waste daily and is designed to generate
-14 MW of clean and green energy from 700 TPD of
dry and non-recyclable municipal waste. Of the total
electricity generated, approximately 11.5 MW will be
utilised by PCMC under the Green Open Access rules.

The company has reported total Income of
H 8,393 lakh for the current year as compared
to H 8,230 lakh in the previous year. The total
comprehensive income for the year under review
amounted to H 787 lakh as compared to an income
H 369 lakh in the previous year.

VARANASI WASTE SOLUTIONS PRIVATE LIMITED

Varanasi Waste Solutions Private Limited was
incorporated as a Special Purpose Vehicle to

undertake integrated municipal solid waste
management services within the Varanasi Municipal
Corporation area, including door-to-door collection
and transportation of municipal solid waste and
mechanised road sweeping.

The Varanasi project was awarded in March 2020 for
a concession period of seven years. The company
manages the collection and transportation of
municipal solid waste across the city, undertakes
mechanised sweeping and cleaning of public roads
and spaces, and collects user fees on behalf of the
municipal corporation, thereby supporting improved
cleanliness, environmental protection, and public
health outcomes in Varanasi.

The company has reported total Income of
H 5,686 lakh for the current year as compared to
H 5,583 lakh in the previous year. The total comprehensive
Income for the year under review amounted to
H 740 lakh as compared to an income of H 708 lakh in
the previous year.

ANTONY RECYCLING PRIVATE LIMITED

Antony Recycling Private Limited, a wholly-
owned subsidiary, has strategically established
Click2Clean, a comprehensive hygiene solutions
brand targeting the non-municipal commercial and
institutional sector. The brand capitalizes on the
increasing emphasis on workplace hygiene, occupant
health, and environmental cleanliness standards
across commercial, industrial, residential, and
institutional spaces.

The brand's integrated approach addresses the
complete spectrum of hygiene requirements,
from routine maintenance to specialized cleaning
protocols, ensuring compliance with health standards
and enhancing stakeholder’s satisfaction.

With a diversified client base exceeding 150
accounts—including prominent companies and
leading institutions across various sectors—
Click2Clean has established itself as a trusted
hygiene solutions provider in the commercial
segment, demonstrating strong market acceptance
and growth potential.

The company has reported total income of
H 180 lakh for the current year as compared to
H 22 Lakh in the previous year. The total comprehensive
loss for the year under review amounted to H 184 lakh
as compared to loss of H 124 lakh in the previous year.

KADAPA RENEW ENERGY PRIVATE LIMITED

Kadapa Renew Energy Private Limited has been
incorporated on September 01, 2025 as a wholly owned
Special Purpose Vehicle (SPV) by Antony Lara Enviro
Solutions Private Limited for the implementation of the
project "Processing of Municipal Solid Waste through a
Material Recovery Facility and incineration in a Waste-to-
Energy facility”, awarded by the New & Renewable Energy

Development Corporation of Andhra Pradesh Limited at
Kadapa cluster.

The project was awarded in August 2025 with a
concession period of 20 years. Upon development
and operationalisation, the facility is expected
to process approximately 780 TPD of dry,
non-recyclable municipal waste and generate ~15 MW
of clean and green energy.

In April 2026, the parent company executed a
Share Subscription Agreement and Shareholders’
Agreement with JFE Engineering Corporation, Japan,
a global leader in waste-to-energy technology. Upon
completion of the transaction, the shareholding
structure of Kadapa Renew Energy Private Limited
will be 75% held by Antony Lara Enviro Solutions
Private Limited and 25% held by JFE Engineering
Corporation. This strategic partnership enables
technology transfer, implementation of international
operational best practices, and enhanced project
execution capabilities.

For the period from the date of its incorporation
up to March 31, 2026, the Company reported total
income of H222 lakh and total comprehensive
income of H10 lakh.

KURNOOL RENEW ENERGY PRIVATE LIMITED

Kurnool Renew Energy Private Limited has been
incorporated on September 02, 2025 as a wholly
owned Special Purpose Vehicle (SPV) by Antony
Lara Enviro Solutions Private Limited for the
implementation of the project "Processing of
municipal solid waste through a Material Recovery
Facility and incineration in a Waste-to-Energy
facility”, awarded by the New & Renewable Energy
Development Corporation of Andhra Pradesh Limited
at Kurnool cluster.

The project was awarded in August 2025 with a
concession period of 20 years. Upon development
and operationalisation, the facility is expected
to process approximately 760 TPD of dry, non¬
recyclable municipal waste and generate ~15 MW of
clean and green energy.

In April 2026, the parent company executed a
Share Subscription Agreement and Shareholders
Agreement with JFE Engineering Corporation, Japan,
a global leader in waste-to-energy technology. Upon
completion of the transaction, the shareholding
structure of Kurnool Renew Energy Private Limited
will be 75% held by Antony Lara Enviro Solutions
Private Limited and 25% held by JFE Engineering
Corporation. This strategic partnership enables
technology transfer, implementation of international
operational best practices, and enhanced project
execution capabilities.

For the period from the date of its incorporation up to
March 31, 2026, the Company reported total revenue
of H199 lakh and total income of H10 lakh.

MUMBAI ECO SOLUTIONS PRIVATE LIMITED

Mumbai Eco Solutions Private Limited was
incorporated on December 30, 2025, as a Special
Purpose Vehicle by Antony Waste Handling Cell
Limited (51%), M/s. Jigar Transport Company (29%),
and M/s. M. K. Enterprises (20%) to implement two
Collection and Transportation projects across various
wards of Mumbai City. The partnership combines
operational expertise in waste management,
transportation logistics, and local market knowledge
to deliver comprehensive municipal waste solutions.

The project was awarded in December 2025 with a
concession period of 7 years to collect and transport
approximately 1,250 TPD of municipal solid waste.
This expansion strengthens the company’s presence
in Mumbai’s waste management sector while
demonstrating its capability to forge collaborative
partnerships and deliver integrated waste
management services in key metropolitan markets.

For the period ended March 31, 2026, it has not earned
any income and reported total comprehensive loss of
H 44 lakh since the date of its incorporation.

AL WASTE BIO REMEDIATION LLP

AL Waste Bio Remediation LLP was incorporated
as a Special Purpose Vehicle by the Company and
Antony Lara Enviro Solutions Private Limited to
undertake bio-mining and legacy waste remediation
project in Greater Noida. The SPV has successfully
executed a comprehensive bio-mining operation in
Greater Noida, processing over 300,000 tonnes of
accumulated legacy waste and reclaiming the land
for productive use.

The LLP did not generate any income during the
current year, as compared to H47 lakh reported in the
previous year. The total comprehensive loss for the
year under review amounted to H 2 lakh as compared
to loss of H 14 lakh in the previous year.

MAZAYA WASTE MANAGEMENT LLC

Our Company does not expect to earn any returns on
the amount invested in Mazaya and has made provision
for diminution in value of the entire investment. With
a view to write-off its investment in the shares of
Mazaya, we have submitted an application to Reserve
Bank of India seeking permission to write-off the entire
amount of investment.

CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements of the Company
for the year 2025-26 are prepared in compliance with
the applicable provisions of the Companies Act, 2013
("the Act”), including Indian Accounting Standards
specified under Section 133 of the Act. The audited
consolidated financial statements together with the
Auditors’ Report thereon forms part of this Integrated
Annual Report, on page 355.

The provisions of Section 129(3) of the Act and rules
made thereunder, a separate statement containing
salient features of financial statements of its Subsidiaries,
Associate Companies/Joint Venture in form
AOC-1 is annexed as Annexure I and forms part of this
Integrated Annual Report, on page 171.

The financial statements of the subsidiaries are
available for inspection by the members at the
Registered Office of the Company pursuant to the
provisions of Section 136 of the Act. The Statements
are also available on the website of the Company
under the ‘Investors’ section at https://www.antony-
waste.com/investors/subsidiaries/.

5. AUDITORS

(I) STATUTORY AUDITORS

Walker Chandiok & Co LLP, Chartered
Accountants (Firm Registration Number:
001076N/N500013), have been appointed as
Statutory Auditors of the Company at the 21^st
Annual General Meeting of Members of the
Company held on September 27, 2022, for a
second term of 5 years from the conclusion of 21^st
Annual General Meeting till the conclusion of 26^th
Annual General Meeting to be held in year 2027.

During the year under review, the Statutory
Auditors confirmed that they meet the
independence and eligibility criteria prescribed
under the Act. In accordance with the SEBI
Listing Regulations, they have also confirmed
that they hold a valid certificate issued by the
Peer Review Board of the Institute of Chartered
Accountants of India. The Audit Committee has
reviewed and taken note of the independence of
the Statutory Auditors and the effectiveness of
the audit process.

No fraud has been reported by the Statutory
Auditors during the year 2025-26 pursuant to
the provisions of Section 143(12) of the Act.

The Auditor’s Report for the year 2025-26
on the financial statements (standalone and
consolidated) of the Company does not contain
any qualification, reservation, adverse remark,
or disclaimer. The reports are annexed herewith
and forms part of this Integrated Annual Report,
on pages 273 and 355 respectively.

Further, the Notes on financial statements referred
to in the Auditors’ Report are self-explanatory
and do not call for any further comments.

(II) SECRETARIAL AUDITOR

Pursuant to Section 204 of the Act, read
with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules,
2014 and Regulation 24A of SEBI Listing
Regulations, SGGS & Associates (ICSI Unique

Code: P2021MH086900), Practicing Company
Secretaries, Mumbai, were appointed to
undertake the Secretarial Audit for a term of
five consecutive years i.e. from financial year
2025-26 to financial year 2029-30.

During the year under review, the Secretarial
Auditor confirmed that they meet the
independence and eligibility criteria prescribed
under the Act and SEBI Listing Regulations.
Further, they have also confirmed that they hold a
valid certificate issued by the Peer Review Board
of the Institute of Company Secretaries of India.

No fraud has been reported by the Secretarial
Auditor during the year 2025-26 pursuant to the
provisions of Section 143(12) of the Act.

The Secretarial Auditor Report for the year
2025-26 does not contain any qualification,
reservation, adverse remark, or disclaimer
except as stated below. Further, the report is
annexed herewith as Annexure II and forms part
of this Integrated Annual Report, on page 173.
Remark:

Improvements in Structured Digital Database

Itwas observed that there is further scope
of strengthening the internal controls for
maintaining Structured Digital Database (SDD)
by the Company, particularly in respect of
recording of UPSI events and ensuring all UPSI is
appropriately captured in the SDD.

Management response:

The Company has already taken significant
steps towards further strengthening controls
over the Structured Digital Database (SDD). A
robust internal process has been implemented
to facilitate timely and accurate recording of
all relevant events in the SDD, with a continued
focus on ensuring completeness of entries and
prompt capturing of all UPSI shared in the SDD
tool in accordance with the Company’s Code
of Conduct on Prevention of Insider Trading
by Insiders. Further, the Company continues to
enhance these processes through refined SOPs,
clearer accountability, system-driven checks,
and periodic reviews so as to maintain a strong
and effective compliance framework aligned
with regulatory requirements.

(III) SECRETARIAL AUDIT OF MATERIAL
UNLISTED SUBSIDIARY COMPANIES

The Secretarial Auditor of the Company
i.e. SGGS & Associates (ICSI Unique Code:
P2021MH086900), Practicing Company
Secretaries Mumbai, had been appointed to
undertake the Secretarial Audit of Antony Lara
Enviro Solutions Private Limited and Antony
Lara Renewable Energy Private Limited, material

subsidiary companies in terms of Section 204 of
the Act read with Regulation 24A of the SEBI
Listing Regulations.

The Secretarial Auditor Reports for the year
2025-26 for both the material subsidiary
companies do not contain any qualification,
reservation, adverse remark, or disclaimer.
Further, the reports are annexed herewith as
Annexure III(A) and Annexure 111(B) and forms
part of this Integrated Annual Report, on pages
178 and 182 respectively.

(IV) ANNUAL SECRETARIAL COMPLIANCE
REPORT

The Company has undertaken an audit for the
Year 2025-26 for all applicable compliances
as per Securities and Exchange Board of India
Regulations and Circulars/ Guidelines issued
thereunder. The Annual Secretarial Compliance
Report issued by Secretarial Auditor of the
Company i.e. SGGS & Associates (ICSI Unique
Code: P2021MH086900), has been submitted
to BSE Limited and National Stock Exchange of
India Limited, the Stock Exchanges where equity
shares of the Company are listed.

The Annual Secretarial Compliance Report is
annexed herewith as Annexure IV and forms part
of this Integrated Annual Report, on page 186.

6. SHARE CAPITAL

During the year under review, the Company has
completed merger of AG Enviro Infra Projects
Private Limited (Transferor Company) into Antony
Waste Handling Cell Limited (Transferee Company)
with effect from December 31, 2025, as a result of
this merger, the Transferor Company's authorised
share capital of H3,50,00,000 stands transferred to
and merged with the authorised share capital of the
Transferee Company.

As of March 31, 2026, the Authorised and Paid-up
Share capital of the Company stood at H 1,86,49,26,960
and H 14,19,10,500 respectively.

The Company has not issued any equity shares or
convertible securities during the year under review.
Further, it does not have any scheme in place for
the issuance of shares, including sweat equity, to
its employees or Directors, other than the AWHCL
Employee Stock Option Plan, 2022.

As of March 31, 2026, none of the Directors of the
Company hold any convertible instruments of the
Company in their individual capacity.

EMPLOYEES STOCK OPTION SCHEME

The members of the Company at its 21^st Annual
General Meeting held on September 27, 2022, had
approved AWHCL EMPLOYEE STOCK OPTION

PLAN 2022’ for grant of, from time to time, in one or
more tranches, not exceeding 3,00,000 (Three Lakh)
employee stock options to the identified employees
of the Company and its subsidiaries and associated
companies. Further, a certificate from Secretarial
Auditor of the Company i.e. SGGS & Associates (ICSI
Unique Code: P2021MH086900), Practicing Company
Secretaries, Mumbai, had been received confirming
that AWHCL EMPLOYEE STOCK OPTION PLAN
2022’, has been implemented in compliance with the
SEBI SBEB Regulations. During the year under review,
there were no material changes made to the scheme.

A copy of the aforesaid certificate and Statutory
disclosures as mandated pursuant to Rule 12(9) of
the Companies (Share Capital and Debentures) Rules,
2014 and Regulation 14 of the SEBI SBEB Regulations,
are available on the website of the Company at https://
www.antonv-waste.com/investors/annual-reports/.

7. CREDIT RATING

The Company has obtained credit ratings for its long¬
term and short-term borrowings as set out below and
has not obtained any rating for its securities. Further,
there was no revision in the credit ratings assigned to
the Company during the year under review.

These rating reflects the Company’s prudent financial
management, disciplined capital stewardship, and
consistent ability to meet its financial obligations in
a timely manner. It also reinforces the confidence
reposed in the Company by lenders and other
stakeholders in its overall financial strength and
creditworthiness.

During the year under review, the Company did not
issue any debt instruments, run any fixed deposit
programme, or have any scheme or proposal
involving mobilization of funds.

8. PARTICULARS OF INVESTMENTS, LOANS
AND GUARANTEES

Pursuant to Section 186 of the Act read with Schedule
VI, the projects/activities of the Company are
categorized as "Infrastructure facility”, therefore the
provisions of said section are exempted, except for
Section 186(1). Further, the details of any investment
or advanced loans or a guarantee are stated in the
notes to the financial statements.

9. INTERNAL CONTROL SYSTEMS AND THEIR
ADEQUACY

The Company’s internal control system is an integral
part of its governance framework and is designed

to support the achievement of business objectives,
safeguard assets, and ensure the accuracy and
reliability of financial and operational reporting. The
framework is supported by well-defined policies,
processes, procedures, and industry best practices
that help mitigate risks and provide reasonable
assurance that operations are conducted efficiently
and effectively. The Company has also established
appropriate monitoring mechanisms to protect
assets from unauthorized access or disposal,
prevent and detect frauds and errors, and maintain
accurate accounting records. The Internal Financial
Controls of the Company, with reference to the
financial statements, are adequately designed and
operating effectively.

During the year under review, the Company appointed
Suresh Surana & Associates LLP, Chartered Accountants,
as an Internal Auditor to conduct the internal audit of
the Company for FY 2025-26.

The Internal Auditor has reviewed the adequacy and
effectiveness of the internal control systems and have
confirmed that no material weakness was observed
in the Company’s internal financial controls during
the year under review.

10. PARTICULARS OF CONTRACTS OR
ARRANGEMENTS WITH RELATED PARTIES

The Company has been entering into transactions
with related parties, including entities directly and/or
indirectly controlled by members of the Promoter(s)
& Promoter(s) Group, for its principal business
activities for more than two decades.

The Company enters into related party transactions
in the ordinary course of business, inter alia, for the
purchase of specialised vehicles and for availing
maintenance and allied services in respect of its
vehicle fleet and such other transactions permissible
and provided for under the provisions of the Act, the
SEBI Listing Regulations, and the Income-Tax laws.
These transactions are integral to the Company’s
operations, given the specialised and asset-intensive
nature of the waste management business.

The arrangement enables the Company to procure
fit-for-purpose vehicles and ensure timely upkeep,
operational reliability, and optimum fleet availability.
Such transactions also allow the Company to leverage
the Group’s established domain expertise, technical
know-how, and longstanding presence in the waste
management sector.

This, in turn, supports continuity of operations,
improved service quality, and faster turnaround in
maintenance and support services. The Group’s
prominent and experienced presence in the
sector also facilitates operational synergies, better
alignment with business requirements, and efficient
deployment of resources.

Further, these transactions contribute to cost
optimisation, minimise downtime, and enhance
execution capabilities across projects. Overall, the
arrangements are commercially beneficial to the
Company and support its efficient, sustainable, and
scalable business operations.

The Company follows robust internal processes and
governance mechanisms before entering into any
related party transactions. The evaluation criteria,
commercial considerations and approval processes
governing related party transactions are substantially
similar to those applied to transactions with other
value-chain partners. All related party transactions
are undertaken in the interest of the Company and
in compliance with applicable laws and regulations.
None of the transactions are prejudicial to the
interests of the Company or its shareholders.

As part of the Company's budgeting exercises,
prior to the commencement of each financial year, a
comprehensive overview of all proposed related party
transactions is placed before the Audit Committee
for its consideration and approval. This includes
details such as the estimated transaction amounts,
pricing methodology, commercial terms, and other
relevant particulars.

Subsequently, any new transactions or modifications
to previously approved transaction limits or
contractual terms with related parties are brought
before the Audit Committee for further approval
during the year, if required.

All related party transactions requiring approval of
the Audit Committee are placed before it along with
the requisite disclosures and supporting information,
in accordance with applicable SEBI circulars and the
Industry Standards on Related Party Transactions,
and are supported by a certificate from the Managing
Director and Group Chief Financial Officer confirming
that the proposed transactions are in the interest
of the Company.

In addition, all related party transactions entered
into by the Company are placed before the Audit
Committee on a quarterly basis for its review
and oversight. The Audit Committee undertakes
a comprehensive evaluation to ensure that such
transactions are conducted in the ordinary course
of business, on an arm’s length basis, and in
compliance with applicable statutory and regulatory
requirements, thereby reinforcing transparency and
robust corporate governance.

During the year under review, all such contracts,
arrangements and transactions were entered into
in the ordinary course of business and on an arm's
length basis, and none of them were material in
nature within the meaning of the Act, the SEBI Listing
Regulations or the Company's Policy on Related Party

Transactions. Accordingly, disclosure in Form AOC-2,
as required under Section 134(3)(h) of the Act read
with Rule 8(2) of the Companies (Accounts) Rules,
2014, is not applicable, and details of all related party
transactions have been disclosed in the notes to the
financial statements.

The Policy on the Related Party Transactions is
available on the website of the Company at https://
www.antonv-waste.com/docs/investors/corporate-
governance/policies/Policy on RPT.pdf.

11. DIRECTORS & KEY MANAGERIAL PERSONNEL

During the year under review, there has been no change
in the Board Structure. Further, as on March 31, 2026,
the Company had following Members on its Board:

KEY MANAGERIAL PERSONNEL (‘KMP’)

There were no changes to the Company’s Key
Managerial Personnel during the reporting period
and the KMP of the Company as designated under
provisions of Section 203 of the Act, are as under:

During the year, Seven (7) Board Meetings were
held the details of which are given in the Report
on Corporate Governance, which forms part of this
Integrated Annual Report, on page 193.

Further, in accordance with the provisions
of Section 152 of the Act and the Company’s
Articles of Association, Mr. Shiju Jacob Kallarakal
(DIN:00122525), Director of the Company, retires
by rotation at the ensuing Annual General Meeting
and being eligible offers himself for reappointment.
The Board recommends his reappointment for the

consideration of the Members of the Company at the
ensuing Annual General Meeting.

The Board of Directors of the Company at its meeting
held on July 28, 2026, has approved to fix tenure of
Mr. Shiju Jacob Kallarakal for a period of 5 (five) years
effective from July 28, 2026. He previously served as
an Executive Director on the board of AG Enviro Infra
Projects Private Limited, a wholly owned subsidiary
of the Company, that merged into the Company
effective December 31, 2025, where he was actively
employed and drawing remuneration.

The above re-appointment forms part of the notice of
the ensuing AGM and the resolution is recommended
for members’ approval.

DECLARATION OF INDEPENDENCE

The Board of Directors, based on the declarations
submitted by the Independent Directors (IDs), has
affirmed that each ID meets the independence criteria
as specified under Section 149 of the Act and the SEBI
Listing Regulations, confirming their independence
from management. Additionally, in accordance with
Section 150 of the Act and Rule 6 of the Companies
(Appointment & Qualification of Directors) Rules,
2014, all IDs have registered themselves in the
Independent Directors’ Databank maintained by the
Indian Institute of Corporate Affairs (IICA).

The Board is also satisfied that the Independent
Directors possess the requisite integrity, expertise
and experience (including proficiency) required to
effectively discharge their duties and responsibilities.
Further, all Independent Directors have either passed
the online proficiency self-assessment test conducted
by the Institute or are exempt from undertaking the
same in accordance with the applicable provisions of
the aforesaid Rules.

FAMILIARISATION PROGRAMME FOR
INDEPENDENT DIRECTORS

To ensure that all Directors are adequately equipped
to discharge their duties effectively, the Company
institutes familiarisation programmes, from time to
time, aligned with the requirements of the Act and
other applicable regulations. These programmes are
thoughtfully designed to provide each Director with
a structured and customised induction experience,
taking into account their individual background,
professional expertise, and specific areas of interest,
thereby enabling a smooth integration into the
Board’s functioning.

As part of this initiative, Directors are encouraged
to undertake visits to the Company’s operational
facilities, enabling them to gain first-hand insight
into on-ground activities and interact directly with
members of Senior Management. Alongside these
visits, the familiarisation process includes detailed
presentations by the management team covering key
aspects such as the Company’s strategic priorities,

operational framework, market competitiveness
as well as the framework for risk identification
and mitigation.

These programmes enable them to actively
participate in Board deliberations, provide informed
and constructive guidance, and exercise effective
oversight over management, thereby contributing
to strengthened governance standards and the
long-term sustainable growth of the Company.

Further, the details of the Familiarisation Programme
provided to the Directors is available on the website
of the Company at https://www.antony-waste.com/
docs/investors/corporate-governance/policies/
Familarisation Programme of IDs.pdf

NOMINATION AND REMUNERATION POLICY

The Company operates in a sector that is both
operationally demanding and governance-intensive,
where the quality of leadership, managerial oversight,
and strategic decision-making directly influences its
ability to deliver on long-term urban infrastructure
mandates. In this context, the caliber, integrity, and
commitment of its Directors, KMPs, and Senior
Management constitute some of the Company’s most
critical strengths.

Recognising this, the Board of Directors has framed a
Nomination and Remuneration Policy that establishes
a structured and transparent framework governing
the appointment and remuneration of Directors,
KMPs, and Senior Management of the Company. The
Policy, formulated on the recommendation of the
Nomination and Remuneration Committee (‘NRC’), is
designed to attract, retain, and motivate individuals
of the highest professional caliber — those who
bring not only functional expertise but also a deep
understanding of the strategic, regulatory, and
operational complexities that define India’s evolving
waste management landscape.

The Policy lays down guiding principles and
philosophy for the determination of remuneration
payable to Executive and Non-Executive Directors
as well as to KMPs, Senior Management, and other
employees of the Company. Remuneration structures
are designed to strike an appropriate balance
between fixed and variable components, ensuring
a direct and meaningful linkage between individual
performance, organisational outcomes, and long¬
term value creation for stakeholders.

Beyond remuneration, the Policy establishes clear
criteria for determining the qualifications, positive
attributes, and independence of Directors, and for the
appointment of KMPs and Senior Management. Given
the nature of the Company’s business — which spans
large-scale municipal contracts, multi-site operations,
technology-driven processing infrastructure, and
engagement with civic bodies across India — the
NRC places particular emphasis on identifying
individuals who combine operational rigour with
strategic vision, and who are capable of providing
meaningful guidance across the full spectrum of the
Company’s activities.

The NRC policy is available on the website of the
Company at https://www.antonv-waste.com/docs/
investors/corporate-governance/policies/AWHCL
Nomination and Remuneration Policy.pdf

BOARD EVALUATION

The Company’s approach to governance is anchored
in continuous self-assessment and an enduring
commitment to improvement. Operating in a highly
complex and publicly accountable sector such as
municipal waste management, effective Board
oversight and strategic guidance are critical to
organisational success. Accordingly, the annual Board
evaluation extends beyond regulatory compliance,
reinforcing AWHCL’s commitment to institutional
accountability and governance excellence.

The NRC has formulated a policy for evaluation of
the Board, its Committees and Directors, including
criteria for Independent Directors, and the same
has been approved and adopted by the Board. To
further strengthen the robustness of the evaluation
mechanism, the Company had previously engaged an
external expert to enhance its evaluation framework.
The refined framework continues to be applied in
subsequent years, ensuring that the Company’s
governance practices remain aligned with evolving
market standards and leading practices.

Based on the Guidance Note on Board Evaluation
issued by the Securities and Exchange Board of India,
the Board Evaluation was carried out on following
parameters, namely:

• Composition and caliber of the Board

• Strategic direction and performance appraisal

• Comprehension of business operations, risk
management, processes, and protocols

• Value creation for stakeholders and commitment
to responsibilities

• Supervision of financial reporting, internal
controls, and auditing functions

• Ethical standards, compliance culture, and
oversight activities.

In compliance with the Act and SEBI Listing
Regulations, the Board evaluation for the year
2025-26 was conducted in a rigorous and
structured manner. The process was anchored by
a comprehensive evaluation framework covering
Board composition and dynamics, governance
and oversight effectiveness, strategic direction

and performance, Board culture, and individual
Director contribution. A structured questionnaire
was circulated to all Directors and feedback was
sought on the same. Further, the Chairman of the
NRC held one-on-one meetings with Executive,
Non-Executive and Independent Directors —
ensuring candid, substantive inputs on Board and
Committee effectiveness.

During a separate meeting of the Independent
Directors on April 29, 2026, a comprehensive
evaluation was conducted on the performance of the
Non-Independent Directors, the Board as a whole,
and the Chairman, incorporating feedback from
the Executive Directors and other Non-Executive
Directors. The NRC also assessed the performance
of individual Directors and the Board collectively. In
the subsequent Board meeting, which followed the
Independent Directors’ meeting and the NRC meeting,
the performance of the Board, its committees, and
individual Directors, including the Chairman, was
thoroughly discussed.

The Board evaluation for 2025-26 affirmed that the
Board is well-composed, strategically aligned, and
firmly committed to its fiduciary responsibilities,
while also identifying areas for continued focus inline
with AWHCL’s pursuit of long-term, sustainable value
creation for all stakeholders.

12. BOARD COMMITTEES

The Committees of the Board hold regular meetings
to deliberate on relevant business matters, policies,
and strategies. To promote effective participation,
the schedule for upcoming Committee meetings is
shared with members well in advance, enabling them
to prepare and contribute meaningfully. Additionally,
where business exigencies or urgent matters so
require, proposals may be approved by circulation
among the members of the respective Committees in
accordance with the applicable provisions of the Act
and other applicable laws.

The Company’s Board of Directors has established
both mandatory and non-mandatory Committees
in accordance with the requirements of the SEBI
Listing Regulations and the Act. As of March 31,
2026, the following Board Committees are in place
within the Company:

(i) Administrative Committee

(ii) Audit Committee

(iii) Corporate Social Responsibility Committee

(iv) Nomination and Remuneration Committee

(v) Risk Management Committee

(vi) Stakeholders’ Relationship Committee

During the year under review, all recommendations
of the Committees were approved by the Board. For
details pertaining to the composition, meetings, terms
of reference etc., please to the Report on Corporate
Governance annexed to Board report and forms part
of this Integrated Annual Report, on page 193.

13. VIGIL MECHANISM

In terms of the provisions of the Act and the
SEBI Listing Regulations, the Vigil Mechanism is
implemented through the Company’s Whistle Blower
Policy to enable the Directors, employees, and all
stakeholders of the Company to report genuine
concerns or grievances about any unethical or
unacceptable business practice and to provide for
adequate safeguards against victimization of persons
who use such mechanism and make provision for
direct access to the Chairman of the Audit Committee.

During the year under review, no complaints were
received under the Company’s Whistle Blower Policy,
and no personnel were denied access to the Chairman
of the Audit Committee.

The Whistle Blower Policy is available on the
Company’s website at https://www.antonv-waste.
com/docs/investors/corporate-governance/policies/
Vigil Mechanism Policy.pdf.

14. ANTI-BRIBERY AND ANTI-CORRUPTION
POLICY

The Company is committed to conducting its business
with the highest standards of integrity, transparency
and ethical behavior. To reinforce this commitment,
the Company has adopted an Anti-Bribery and
Anti-Corruption Policy as part of its governance
framework and Code of Business Conduct. The
Policy establishes a zero-tolerance approach towards
bribery and corruption and provides guidance to
Directors, employees and other stakeholders on
maintaining ethical standards in all business dealings
and relationships. The Policy is aimed at ensuring
compliance with applicable laws and promoting a
culture of integrity, accountability and responsible
business conduct across the organization.

To reinforce awareness and ensure widespread
understanding of this commitment, the Human
Resources department has proactively implemented
educational initiatives focused on the Anti-Bribery
and Anti-Corruption Policy. These initiatives include
comprehensive training sessions and the distribution
of questionnaires designed to assess and strengthen
employees’ grasp of the policy’s key principles and
requirements. Through such ongoing measures, the
Company strives to cultivate a culture where ethical

business practices are ingrained in daily operations
and compliance is second nature to all team members.

During the year under review, there were no
complaints received regarding bribery or corruption,
further affirming the strong ethical standards
upheld by employees.

The Anti-Corruption and Anti Bribery Policy is
available on the Company’s website at https://
www.antonv-waste.com/docs/investors/corporate-
governance/policies/Anti corruption and anti¬
bribery Policv.pdf

15. DIRECTORS’ RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and
according to the information and explanations
obtained by them, your Directors make the following
statements in terms of Section 134(5) of the Act:

a) In the preparation of the annual accounts, the
applicable accounting standards had been
followed along with proper explanation relating
to material departures.

b) The Directors had selected such accounting
policies and applied them consistently and made
judgments and estimates that are reasonable
and prudent so as to give a true and fair view
of the state of affairs of the company at the
end of the financial year and of the profit of the
Company for that period.

c) The Directors have taken proper and sufficient
care for the maintenance of adequate accounting
records in accordance with the provisions of this
Act for safeguarding the assets of the Company
and for preventing and detecting fraud and
other irregularities.

d) the Directors had prepared the annual accounts
on a going concern basis.

e) the Directors have laid down internal financial
controls to be followed by the Company and
that such internal financial controls are adequate
and operate effectively.

f) the Directors had devised proper systems to
ensure compliance with the provisions of all
applicable laws and that such systems were
adequate and operating effectively.

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

The report on the particulars of conservation
of Energy, Technology absorption and foreign
exchange earnings and outgo is mentioned in
Annexure V and forms part of this Integrated Annual
Report, on page 190.

17. PARTICULARS OF EMPLOYEES

The Disclosure as required 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 VI and forms part of this Integrated Annual
Report, on page 191.

Details of employee remuneration as required
under provisions of Section 197 of the Act read with
Rule 5(2) and 5(3), are available to members for
inspection at the Registered Office of the Company
on every working day of the Company between
10 am to 12 noon up to the date of the ensuing
AGM. If any member is interested in obtaining a
copy thereof, such member may write an e-mail to
investor.relations@antonywaste.in.

18. CORPORATE GOVERNANCE

During the year under review, the Company complied
with the applicable provisions relating to Corporate
Governance as provided under the SEBI Listing
Regulations. The compliance report together with
a certificate from Secretarial Auditor confirming
compliance is provided in the Report on Corporate
Governance annexed herewith as Annexure
VII, and forms part of this Integrated Annual
Report, on page 193.

19. DISCLOSURE AS PER THE SEXUAL
HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND
REDRESSAL) ACT, 2013

The Company has zero tolerance towards sexual
harassment at the workplace and has adopted a policy
on prevention, prohibition, and redressal of sexual
harassment at workplace in line with the provisions
of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013
(‘POSH Act’) and the Rules made there under.

The Company has constituted an Internal Complaints
Committee ("ICC”), at all relevant locations across
India to consider and resolve the complaints related
to sexual harassment, in compliance with the
requirements of the POSH Act. The ICC comprises
representatives with the requisite experience
and includes an external member having relevant
expertise. The ICC, presided by senior women,
conduct the investigations and make decisions at
the respective locations. The Company continues to
undertake awareness and sensitization programmes
to promote a culture of dignity, respect and equal
opportunity at the workplace.

During the year under review, the Company has
complied with the applicable provisions relating
to the constitution and functioning of the ICC

under the POSH Act and has not received any
complaint under POSH Act

Further, the details as required under Rule 8(5)
(x) of the Companies (Accounts) Rules, 2014 are
provided below:

The Policy on Prevention of sexual harassment at
workplace is available on the website of the Company
at https://www.antony-waste.com/docs/investors/
corporate-governance/policies/Anti Sexual
Harassment Policy.pdf.

20. ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)
(a) of the Act and rules made thereunder, the
draft of annual return of the Company for the year
2025-26 is available on the website of the Company
at https://www.antony-waste.com/investors/annual-
reports/. The Annual Return will be submitted to
the Registrar of Companies within the timelines
prescribed under the Act.

21. RISK MANAGEMENT POLICY

Operating in India’s waste management sector
— an industry shaped by evolving municipal
contracts, regulatory change, feedstock variability,
and the operational complexities of large-scale
urban infrastructure — the Company recognises
that proactive risk management is fundamental to
sustained performance and stakeholder confidence.
The Board of Directors has accordingly established
a comprehensive Risk Management Policy and
framework that defines a structured approach to
identifying, analysing, assessing, and mitigating risks
across all business divisions and corporate functions,
ensuring that risk considerations are embedded into
both strategic and day-to-day decision-making.

The Company follows a well-defined risk management
process — spanning risk identification, impact
assessment, mitigation strategy formulation, and
implementation — applied systematically across its
operations. Key business risks, including those arising
from contract renewals, tipping fee dependencies,
regulatory shifts, labour dynamics, and technology
transitions, are reviewed as part of the annual business
planning cycle and periodic management reviews.
While it is recognised that risks inherent to the
business cannot be entirely eliminated, the Company
is committed to minimising their impact through
robust internal controls, operational discipline, and

continuous monitoring — ensuring that resources are
deployed efficiently and organisational objectives are
pursued with resilience and accountability.

The Risk Management Policy is available on the
website of the Company at https://www.antony-
waste.com/docs/investors/corporate-governance/
policies/Risk Management Policy.pdf.

For further details, please to the Risk Management
section of this Integrated Annual Report, on page 33.

22. BUSINESS RESPONSIBILITY AND
SUSTAINABILITY REPORT

AWHCL, as an organisation dedicated to addressing
one of India’s most pressing urban challenges, views
sustainability not as a reporting obligation but as
the very foundation of its business. Its operations
are central to advancing India’s circular economy
ambitions—collecting, processing, and recovering
value from urban waste streams, while continuously
working to reduce the adverse environmental
impact on the cities it serves. Transparency across
environmental, social, and governance dimensions is
therefore not merely a regulatory expectation, but a
natural reflection of AWHCL’s core values and purpose.

In accordance with Regulation 34(2)(f) of the SEBI
Listing Regulations, the Company has prepared its
BRSR for the year 2025-26, on consolidated basis.
The BRSR provides a structured and comprehensive
account of the Company’s performance across
all nine principles of the National Guidelines on
Responsible Business Conduct (‘NGRBC’) — spanning
environmental stewardship, employee well-being,
stakeholder engagement, ethical governance, and
community impact.

As India’s only listed pure-play municipal solid waste
management company to publish a comprehensive
BRSR, AWHCL takes particular pride in the
seriousness and rigour with which it approaches this
disclosure. At a time when sustainability reporting
is gaining increasing prominence among investors,
regulators, and civil society, AWHCL’s commitment
to transparent and accountable reporting sets a
benchmark for the waste management sector —
demonstrating that companies at the frontline
of environmental service delivery must also lead
by example in how they account for their own
footprint and impact.

The BRSR is also available on the website of the
Company at https://www.antonv-waste.com/
investors/annual-reports/.

23. CORPORATE SOCIAL RESPONSIBILITY

Pursuant to Section 135 of the Act and Companies
(Corporate Social Responsibility) Rules, 2014, the
Board of Directors of the Company constituted the
Corporate Social Responsibility (CSR) Committee.

The committee has the overall responsibility of
identifying the areas of CSR activities, recommending
the amount of expenditure to be incurred on the
identified activities, implementing, and monitoring
the CSR Policy from time to time and reporting
progress on various initiatives. Further the Group
Chief Financial Officer (CFO) of the Company has
certified to the Board that the CSR funds disbursed
for the projects have been utilized for the purposes
and in the manner recommended by the CSR
Committee and approved by the Board.

A statutory report on CSR activities and the contents
of Corporate Social Responsibility policy annexed as
Annexure VIII forms part of this Integrated Annual
Report, on page 215.

24. INTEGRATED ANNUAL REPORTING

The Company has voluntarily undertaken the
preparation and presentation of an Integrated
Annual Report, intended to provide Members with
a comprehensive perspective that goes beyond
traditional financial disclosures. This report combines
both financial and non-financial information, thereby
enabling stakeholders to make well-informed
decisions while gaining a holistic understanding of
the Company’s long-term value creation strategy.

This report covers aspects such as strategic direction,
governance framework, Operational performance,
Future Outlook and prospects for value creation across
five key capitals: financial, manufactured, intellectual,
human, social and relationship, and natural.

Continuing its integrated reporting journey this fiscal
year, the Company reaffirms its commitment to
transparency and responsible corporate citizenship.
Guided by the framework provided by International
Integrated Reporting Council (now under the IFRS
Foundation), the 3^rd Integrated Annual Report
highlights the Company’s actions toward long-term
sustainability and stakeholder value creation, with
the Board taking responsibility for the accuracy and
integrity of all information presented.

25. HEALTH, SAFETY AND ENVIRONMENT

The Company is committed to providing a safe,
healthy and productive work environment for its
employees, contractors and other stakeholders. Its
Health, Safety and Environment ("HSE”) framework
focuses on fostering a strong safety culture through
continuous training, implementation of established
safety practices and regular monitoring of compliance
across its operations. Employees and contract
workforce personnel are provided with periodic
training and awareness programmes on health,
safety and environmental practices, including first
aid, firefighting and emergency response procedures.
To enhance preparedness and response capabilities,
mock drills and emergency preparedness exercises

are conducted regularly across operational locations,
helping to strengthen awareness, improve response
readiness and ensure effective management of
emergency situations. The Company continues to
focus on maintaining high standards of occupational
health, workplace safety and environmental
stewardship across its operations.

Further details on the Company’s health, safety and
environmental initiatives are provided in the Human
Capital section forming part of this Integrated Annual
Report, on page 92.

26. DIRECTORS & OFFICERS LIABILITY
INSURANCE

The Company has in place the Directors & Officers
Liability Insurance (D&O) for all its Directors
(including Independent Directors) and Officers of the
Company in line with Regulation 25(10) of the SEBI
Listing Regulations.

27. RESIDUARY DISCLOSURES

During the year under review:

i. the Company has not issued equity shares
with differential rights as to dividend, voting or
otherwise. Hence, disclosure under Rule 4(4) of
the Companies (Share Capital and Debentures)
Rules, 2014 is not applicable;

ii. the Company has not issued sweat equity shares
to its employees. Hence, disclosure under Rule
8(13) of the Companies (Share Capital and
Debentures) Rules, 2014 is not applicable;

iii. no significant material orders have been passed
by any regulators or courts or tribunals which
may impact the going concern status of the
Company and its future operations. Hence,
disclosure under Rule 8(5)(vii) of the Companies
(Accounts) Rules, 2014 is not applicable;

iv. the provisions of Section 125(2) of the Act, do
not apply as there was no unclaimed dividend in
the previous years;

v. the Company has not transferred any amount
to the reserves of the Company. Hence,
disclosure under Section 134(3)(j) of the Act is
not applicable;

vi. the Company has not accepted any public
deposits under Section 73 of the Act. Hence,
disclosure under Rule 8(5)(v) and 8(5)(vi)
of the Companies (Accounts) Rules, 2014 is
not applicable;

vii. the Company was not required to maintain the
cost records and requirement of cost audit as
prescribed under the provisions of Section 148(1)

of the Act were not applicable for the business
activities carried out by the Company;

viii. the Company has complied with the applicable
Secretarial Standards (SS1 and SS2) as issued by
the Institute of Company Secretaries of India in
terms of Section 118(10) of the Act;

ix. no material changes and commitments affecting
the financial position of the Company occurred
between the end of the financial year to which
these financial statements relate on the date
of this report. Hence, disclosure under Section
134(3)0) of the Act is not applicable;

x. there was no application made or any
proceeding pending under the Insolvency and
Bankruptcy Code, 2016;

xi. there were no instances of onetime settlement
with any Banks or Financial Institutions;

xii. there were no agreements that subsisting as on
the date of this report which are required to be
disclosed under clause 5A to para A of part A of
schedule III of SEBI Listing Regulations;

xiii. the Company was in compliance with the
applicable provisions relating to the Maternity
Benefit Act 1961, as amemded from time to time.

xiv. the Company has not undertaken any buy¬
back of securities.

28. INDUSTRIAL RELATIONS

The Company maintained exemplary relations with
its employees throughout the year under review. The
Board extends its profound gratitude to the employees
across all cadres for their unwavering dedication
and invaluable service. Their commitment is the
cornerstone of our success in the waste management
sector in India. We anticipate their continued support
and an elevated level of productivity to achieve our
ambitious targets for the future. The contribution
of our staff is indispensable in driving our mission
forward and addressing the critical environmental
challenges of our nation.

29. ACKNOWLEDGEMENT

The Board of Directors places on record its sincere
gratitude to the Central and State Government
departments and municipal bodies for their support
and cooperation during the year — a relationship
the Company continues to value as it delivers on its
operational mandate across India’s cities.

The Board warmly acknowledges the trust and
partnership of its broader stakeholder community —
customers, shareholders, vendors, banking partners,
and business associates — whose confidence and
collaboration have been integral to the Company’s
performance and growth over the past years.

Above all, the Board reserves its deepest appreciation
for the people of Antony Waste — the frontline
workers, site operators, engineers, and corporate
teams whose commitment, often in demanding and
difficult conditions, makes the Company’s mission
a daily reality. Their dedication is not merely an
organisational strength; it is the foundation upon
which every milestone the Company has achieved
has been built.

As Antony Waste looks ahead to an increasingly
dynamic and opportunity-rich landscape in India’s
waste management sector, the Board remains deeply
grateful for the trust of all its stakeholders and looks
forward to their continued partnership in building a
cleaner, more sustainable future.

30. CAUTIONARY STATEMENT

All the Statements in the Board’s Report and the
Management Discussion and Analysis describing
the Company’s objectives, projections, estimates,
expectations, or predictions may be ‘forward looking
statements’ within the meaning of applicable
securities laws and regulations.

Actual results of operations may differ materially from
those suggested by the forward-looking statements due
to risks or uncertainties associated without expectations
with respect to, but not limited to, regulatory changes
pertaining to the logistics sector and our ability to
respond to them, our ability to successfully implement
our strategies, our growth and expansion, technological
changes, our Company’s exposure to market risks,
general economic and political conditions in India which
have an impact on our Company’s business activities
or investments, the monetary and fiscal policies of
India, inflation, deflation, unanticipated turbulence in
interest rates, foreign exchange rates, equity prices or
other rates or prices, the performance of the financial
markets in India and globally, changes in domestic laws,
regulations and taxes and changes in competition in
the industry we operate in.

The Company is not obliged to publicly amend,
modify, or revise any forward-looking statement,
on the basis of any subsequent development,
information or events or otherwise.

For and on behalf of Board of
ANTONY WASTE HANDLING CELL LIMITED

JOSE JACOB KALLARAKAL

Date : July 28, 2026 CHAIRMAN AND MANAGING DIRECTOR

Place : Thane DIN: 00549994