Your directors have pleasure in presenting their 37^th Annual Report together with the Financial Statements and Auditor's Report of the Company for the financial year ended on 31^st March, 2026.

1. FINANCIAL RESULTS:

A summary of the company's Standalone financial result for the financial year 2025-26 is as under:

(' in Lakhs)

2. FINANCIAL PERFORMANCE:

Your company experienced a slight decline in topline performance during the year,, with Net Revenue from Operations decreasing by 5. 77% year-overyear to ' 1,03,328,09 Lakh. The company's EBITDA rose 11.59 year-over-year to ' 14,293.39 Lakh reflecting enhanced operational efficiency. Profit After Tax (PAT) reached ' 8848.33 Lakh marking a 8.62% year-over-year increase and expanding the PAT. Additionally, the Diluted Earnings Per Share (EPS) stood at ' 45.93, reflecting a growth of 6.69% year-over-year, underscoring the company's strong financial performance and value creation for shareholders.

3. STATE OF AFFAIRS OF THE COMPANY:

During the financial year 2025-26, the Company continued to strengthen its position as one of India's fast-growing integrated alcoholic beverage companies, with a diversified presence across Indian Made Foreign Liquor (IMFL), Indian Made Indian Liquor (IMIL), Extra Neutral Alcohol (ENA), ethanol, and malt spirit manufacturing. The Company remained focused on enhancing operational efficiency, expanding its market footprint, building proprietary brands, and investing in strategic growth initiatives.

The Company's consolidated Net Revenue from Operations stood at ' 1,019.40 crore during FY 202526 as against ' 1,075.90 crore in the previous year. While revenue witnessed a marginal decline primarily due to the transition of certain franchise business arrangements to a contract manufacturing/job work model, the Company delivered strong profitability through improved business mix and operational efficiencies. EBITDA increased to ' 142.93 crore from ' 128.09 crore in the previous year, whereas Profit After Tax (PAT) increased by 8.67% to ' 88.48 crore as compared to ' 81.46 crore in FY 2024-25.

During the year, the Company achieved significant growth in its proprietary IMFL business, with proprietary brand revenues registering growth of approximately 29% and proprietary IMFL volumes growing by 32%, reflecting the increasing acceptance of the Company's brands across key markets. The Company continued to expand and strengthen its portfolio through focused investments in premium and value-added offerings, including whisky, gin, vodka, rum, and brandy categories.

A major milestone during the year was the successful commissioning and stabilization of the Company's state-of-the-art Malt Spirit Plant having a capacity of 6,000 LPD at its integrated Barwaha manufacturing complex. The facility has strengthened backward integration capabilities and positioned the Company

b) During the year under review, the Company has converted 11,00,000 warrants issued at price ' 679/- each into 11,00,000 equity shares of ' 10/- each at a premium of ' 669/- per share, originally issued on a preferential basis on 7^th October, 2024. The conversion was carried out upon receipt of the balance subscription amount of ' 56,01,75,00 0/- from the warrant holders within the stipulated time in accordance with applicable provisions of the Companies Act, 2013 and SEBI (ICDR) Regulation, 2018 and SEBI (LODR) Regulation, 2015. The equity shares so allotted rank pari-passu with the existing equity shares of the Company.

5. DIVIDEND & RESERVES:

Your directors have recommended dividend for approval of the members at the ensuing 37^th Annual General Meeting a dividend @ of 20% i.e. ' 2.00/-each (previous year @ 20% i.e. ' 2.00/- each on 1,80,79,200 equity shares) on 2,00,79,200 Equity Shares of face value of ' 10.00/- each the aggregate amount being ' 401.58 lakhs, payable to shareholders whose name appear in the Register of Members as on Record Date. The company has not transferred any amount in the general reserve.

6. ACQUISITION AND STRATEGIC INVESTMENT:

During the financial year 2025-26, the Company participated as a Resolution Applicant in the Corporate Insolvency Resolution Process (CIRP) of SDF Industries Limited, Kerala in accordance with the provisions of the Insolvency and Bankruptcy Code, 2016.

The Company submitted a Resolution Plan for the acquisition of SDF Industries Limited in financial year 2025-26 which was duly evaluated and approved by the Committee of Creditors (COC) of the Corporate Debtor in accordance with the voting thresholds prescribed under the IBC.

Further the Resolution Plan as submitted by the company has been approved by the Hon'ble National Company Law Tribunal (NCLT), Kochi Bench, vide its order dated 16.04.2026, in accordance with the provisions of the Insolvency and Bankruptcy Code, 2016, consequent upon the SDF Industries Limited Kerala become a wholly owned subsidiary of the company Which is located in Kerala, with the objective of expanding its IMFL, Indian Made Foreign Liquor bottling capacity.

7. FINANCE & ACCOUNTS:

As mandated by the Ministry of Corporate Affairs, the financial statements for the year ended on 31^st March, 2026 has been prepared in accordance with the Indian Accounting Standards (IND AS) notified under Section 133 of the Companies Act, 2013 read with the Companies (Accounts) Rules, 2014 as amended from time to time. The estimates and judgments relating to the Financial Statements are made on a prudent basis, so as to reflect in a true and fair manner, the form and substance of transactions reasonably present the Company's state of affairs, profits and cash flows for the year ended 31^st March, 2026. The Notes No. 3 & 4 to the Financial Statements adequately cover the accounting policy and form an integral part of this report.

8. CCI INVESTIGATION:

As reported earlier, the office of the Director General (DG) of the Competition Commission of India (CCI) conducted a search on 27 October 2021 at the Company's registered office to examine the process of supply and sale of the Company's Indian Made Indian Liquor ("IMIL”) products. On receipt of order from the CCI based on the investigation report of the DG alleging cartelisation in the supply of IMIL products, the company had earlier challenged the jurisdiction of the CCI on the aforesaid order before the Hon'ble Delhi High Court and based on the direction of the court, took the matter subsequently with CCI . The company has received order dated 20 March 2024 in which CCI has referred back the investigation report to DG for further investigation. CCI has also instructed the DG to facilitate Company with a copy of the statement recorded and cross-examining the persons who had alleged the cartelisation as mentioned in the investigation report. Thereafter the company has filed a writ before Hon'ble Madhya Pradesh High Court on the grounds of CCI's jurisdiction and challenging incidental action in the matter . The matter is seized with Hon'ble High Court and the court has directed CCI not to take any coercive action until the matter is pending before the Hon'ble High Court. Till date there is no order for adjudication/ demand raised in the matter and the Company doesn't perceive any unfavourable impact.

9. DIRECTORS’ RESPONSIBILITY STATEMENT:

As required under section 134(5) of the Companies Act, 2013 the Directors confirm that:

a) that in the preparation of the annual accounts, for the year ended the 31^st March, 2026, the applicable accounting standards read with the

requirements set out under schedule III of the Act, have been followed and there is no material departure from the same the applicable accounting standards have been followed.

b) that appropriate accounting policies have been selected and applied consistently and that judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as on 31^st March, 2026 and of its profit for the year ended on that date.

c) that proper and sufficient care has been taken for the maintenance of adequate accounting records under the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

d) that the annual financial statements have been prepared on a going concern basis.

e) that the directors had laid down internal financial control to be followed by the company and that such internal financial control is adequate and were operating effectively.

f) that the director had devised proper system to ensure compliance with the provision of all applicable laws and that such system were adequate and operating effectively.

10. COMPOSITION OF BOARD:

The Board provides leadership, strategic guidance, objective and independent view to the Company's management while discharging its fiduciary responsibilities thereby ensuring that the management adheres to high standards of ethics, transparency and disclosure. The Board has constituted Audit Committee, Stakeholders Relationship Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee and Risk Management Committee and Operational Committee. The following is the composition of the Board:

Declaration of Independence:

The Independent Directors of the Company have given declarations that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013 and Regulation 16(1) (b) of the SEBI (LODR) Regulations, 2015. In the opinion of the Board, the Independent Directors are the person of integrity and possesses relevant expertise and experience and also fulfil the conditions of independence specified in Section 149(6) of the Act and Regulation 16(1) (b) of the SEBI (LODR) Regulations, 2015. The Independent Directors have also confirmed that they have complied with the Company's Code of Business Conduct & Ethics.

Director liable to retire by rotation seeking reappointment:

In accordance with the provisions of section 152 of the Companies Act, 2013 and Company's Articles of Association, Mr. Anshuman Kedia, (DIN: 07702629) Whole time Director retires by rotation at the forthcoming Annual General Meeting and being eligible offers himself for reappointment. The Board has recommended his appointment for the consideration of the members at the forthcoming Annual General Meeting . Brief profile of Mr. Anshuman Kedia has been given in the Notice convening this Annual General Meeting .

Nomination and Remuneration Policy:

The policy on Director's appointment and remuneration including criteria for determining qualifications, positive attributes, independence of Director, and also remuneration for Key Managerial Personnel and other employees can be viewed at the Company's website at www.associatedalcohols. com.

Appointment, Completion of Term and Resignation of Director:

There were no appointment and resignation of directors done during the period under review. Except Ms. Apurva Pradeep Joshi (DIN: 06608172) Independent Director of the company has been reappointed for her second term of 5 years up to 11^th September, 2030.

11. KEY MANAGERIAL PERSONNEL:

During the period under review following are the Key Managerial Personnel of the company as on 31^st March, 2026:

1. Mr. Prasann Kumar Kedia - Managing Director

2. Mr. Anshuman Kedia - Whole Time Director & CEO

3. Mr. Tushar Bhandari-Whole Time Director

4. Mr. Dilip Kumar Inani - Chief Financial Officer (CFO)

5. Mr. Abhinav Mathur - Company Secretary

Notes:

1. Mr. Tushar Bhandari has resigned from the post of Chief Financial Officer of the Company w.e.f. 8^th November, 2025.

2. Mr. Dilip Kumar Inani has been appointed as Chief Financial Officer of the Company w.e.f. 8^th November, 2025.

12. MEETINGS:

During the year Six (6) Board, Four (4) Audit Committee, Two (2) Stakeholders Relationship committee, Four (4) Nomination and Remuneration Committee, Three (3) CSR Committee and Two (2) Risk Management Committee Meetings were convened and held. The details of the same is disclosed in Corporate Governance report.

13. PERFORMANCE EVALUATION OF BOARD, COMMITTEES & DIRECTORS:

Pursuant to the provisions of the Companies Act, 2013 and the Regulation 25 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors adopted a formal mechanism for evaluating its performance and as well as that of its committees and individual Directors.

The Directors were satisfied with the evaluation results, which reflected overall engagement of the Board and its Committees with the Company.

14. CORPORATE SOCIAL RESPONSIBILITY INITIATIVES:

As part of its initiatives under "Corporate Social Responsibility” (CSR), the company has constituted Corporate Social Responsibility Committee. The CSR Committee has framed the CSR policy of the company. The Committee has made expenditure which form part of this report.

Annual Report on CSR activities is annexed herewith as “Annexure-A”.

15. MANAGEMENT DISCUSSION AND ANALYSIS:

As stipulated in Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Management Discussion and Analysis Report form part of this Annual Report.

16. CORPORATE GOVERNANCE:

The Company has complied with the mandatory provisions of Corporate Governance as prescribed in the Regulation 27 of the EBI (LODR) Regulations, 2015 as applicable to the Company. A separate report on Corporate Governance and Auditors Certificate thereon are included as part of the Annual Report.

17. RELATED PARTY TRANSACTIONS:

All related party transactions that were entered during the financial year were on an arm's length basis and were in the ordinary course of business and that the provision of Section 188 of the Companies Act, 2013 and the Rules made thereunder are not attracted. Thus, disclosure in form AOC-2 in terms of Section 134 of the Companies Act, 2013 is not required. Further there is no material related party transaction during the year under review with the Promoter, Directors or Key Managerial Personnel.

All related party transactions are placed before the Audit Committee as also the Board of Directors for approval. Omnibus approval was obtained on a yearly basis for transactions which are repetitive in nature. The details of the related party transaction are disclosed in Note no. 44 of the Financial Statements.

18. RISK MANAGEMENT:

The Company in accordance with the provisions of the Companies Act, 2013 has adopted a Risk Management Policy. The Company has constituted a Risk Management Committee under the Companies Act, 2013 and Regulation 21 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This ensures identification and mitigation therein of elements of risk, if any, which in the opinion of the Board may threaten the existence of the company.

19. ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL STATEMENT:

The Company's system of financial and compliance controls with reference to the financial statements is embedded in the business process by which the Company pursues its objectives.

Management is responsible for establishing and maintaining adequate disclosure controls and procedures and adequate internal controls over financial reporting with respect to financial statements besides its effectiveness in the context of applicable regulations.

The Internal Auditor, the Audit Committee as well as the Board of Directors conduct from time to time an evaluation of the adequacy and effectiveness of the system of internal controls for financial reporting with respect to financial statements.

20. AUDITORS:

M/s Singhi & Co., Chartered Accountants, Kolkata (FRN: 302049E) are the Statutory Auditors of the Company to hold office till the conclusion of 38^th Annual General Meeting of the Company to be held in the year 2027.

The Report given by the Auditors on the financial statement of the company forms part of this Report and are self-explanatory. There has been no qualification, reservation, adverse remark or disclaimer given by the Auditors in their Report.

21. SECRETARIAL AUDIT:

M/s K. Arun & Co. Practicing Company Secretaries, (Firm Registration No.; P1995WB046000) Kolkata, has been appointed as the Secretarial Auditor of the company by the members of the company in the annual general meeting held on 02.08.2025 pursuant to provisions of the Section 204(1) of the Companies Act, 2013 read with the Companies (Appointment and Remuneration of Management Personnel) Rules, 2014 and Regulation 24A of SEBI Listing Regulations to conduct secretarial audit of the company for the period of five years from FY 2025-26 to FY 2029-30.

The Secretarial Audit Report for the Financial Year ended 31^st March, 2026 is annexed herewith as "Annexure-B” and forms part of this report. The report is self-explanatory and do not call for any comments.

22. COST AUDIT:

The Board on the recommendation of the Audit Committee has appointed M/s M.P. Turakhia & Associates (Practicing Cost Accountant), Indore (Firm Registration No.; 000417) as the Cost Auditor of the Company for the financial year 2026-27 in accordance with the provisions of the Act, read with the Companies (Cost Records and Audit) Rules, 2014 subject to ratification by the members at the ensuing 37^th Annual General Meeting.

M/s. M.P. Turakhia & Associates have confirmed that they are not disqualified from being appointed as the Cost Auditors of the Company and satisfy the prescribed eligibility criteria.

The Cost Audit Report issued for the FY 2025-26, does not contain any qualification, reservation, or adverse remark. During the period under review, the Cost Auditors have not reported any instances of fraud under Section143(12) of the Act and therefore disclosure of details under Section 134(3)(ca) of the Act is not applicable. the Company has maintained cost records.

23. ANNUAL RETURN:

Pursuant to Section 92(3) read with Section 134(3) (a) of the Companies Act, 2013 the Annual Return as on 31^st March, 2026 is available on the Company's website on https://associatedalcohols.com/ investor-contact/ .

24.SECRETARIAL STANDARD:

During the financial year under review, the Company has complied with the provisions of the applicable Secretarial Standards issued by the Institute of Company Secretaries of India as mandated under Section 118(10) of the Companies Act, 2013.

25. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS/ OUTGO:

Information required under Section 134(3) (m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Account) Rules, 2014 with respect to conservation of energy, technology absorption and foreign exchange earnings/ outgo is appended hereto as “Annexure-C” and forms part of this report.

26. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013:

The particulars of Loans, Guarantees and Investment in pursuant to Section 186 of the Companies Act, 2013 are given in Note no. 51 to the financial statements.

27. SUBSIDIARY COMPANY:

Statement containing the salient features of Financial Statement of subsidiary i.e., Associated Alcohols & Breweries (Awadh) Limited pursuant to provisions of section 129(3) in form AOC-1 annexed herewith as "Annexure - D” and forms part of this report.

The Company has neither associate companies nor joint ventures during the period under review.

Note: The Company has successfully acquired SDF Industries Limited located at Kerala, pursuant to the order passed by the Hon'ble National Company Law Tribunal (NCLT), Kochi Bench, on 16^th April, 2026 as per the provisions of the Insolvency and Bankruptcy Code, 2016, Consequent to the acquisition, SDF Industries Limited has become a wholly owned subsidiary of the Company.

28. DEPOSITS:

During the financial year under review, your company has not accepted any deposit from public under Section 73 of the Companies Act, 2013 and Companies (Acceptance of Deposit) Rules, 2014.

29. GENERAL:

Your Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions on these items during the year under review:

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

Ý Issue of shares (including sweat equity shares) to employees of the Company under any scheme.

Ý No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status and Company's operations in future.

Ý No instances of fraud reported by auditor under Section 143(12) of the Companies Act, 2013.

Ý There are no proceedings initiated/ pending against the Company under the Insolvency and Bankruptcy Code, 2016.

Ý During the financial year under review, there were no instances of one-time settlement with any bank or financial institution.

Ý The company did not undergo any change in the nature of its business during the financial year.

Ý Details of deposits covered under Chapter V of the Act;

30. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURE:

The relation between the employees and the management has been cordial throughout the year under review and the Directors place on record their appreciation for the efficient services rendered by the employees at all levels.

Disclosures pertaining to remuneration and other details 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 hereto as “Annexure-E” and forms part of this report.

31. VIGIL MECHANISM / WHISTLE BLOWER POLICY:

The company has a Vigil Mechanism/Whistle Blower Policy to deal with instance of fraud and mismanagement, if any. The details of the policy is explained in the Corporate Governance Report and also posted on the website of the company.

32.INTERNAL COMPLAINTS COMMITTEE:

The company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and there were no cases filed or reported pursuant to the said act during the year under review.

33.TRANSFER OF SHARES TO THE INVESTOR EDUCATION AND PROTECTION FUND:

Pursuant to applicable provisions of the Companies Act, 2013 read with the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules”), all unpaid or unclaimed dividends are required to be transferred by the Company to the Investor Education and Protection Fund ("IEPF” or "Fund”) established by the Central Government, after completion of seven years from the date the dividend is transferred to unpaid/unclaimed account. Further, according to the Rules, the shares in respect of which dividend has not been paid or claimed by the Members for seven consecutive years or more shall also be transferred to the demat account of the IEPF Authority.

The Company had advertised a notice in the newspapers seeking action from the Members who have not claimed their dividends for seven consecutive years or more. Thereafter, the Company has transferred such unpaid or unclaimed dividends and corresponding shares to IEPF, in relation to FY 2014-15, FY 2015-16, 2016-17 & 2017-18.

Members/claimants whose shares or unclaimed dividend, have been transferred to the IEPF demat Account or the Fund, as the case may be, may claim the shares or apply for a refund by approaching

the company or the Company's RTA for issue of Entitlement Letter along with all the required documents, after making an application to the IEPF Authority in Form IEPF - 5 (available on http://www. iepf.gov.in) along with requisite fee as decided by the IEPF Authority from time to time.

The Company will be transferring such unpaid or unclaimed dividends and corresponding shares to IEPF, in relation to FY 2018-19 within statutory timelines. Members are requested to ensure that they claim the dividends and shares referred above before they are transferred to the said Fund.

The unpaid or unclaimed dividend amount of ' 9,30,523/- related to financial year 2017-18 which was required to be transfer to IEPF has been transferred during the year.

34.DEPOSITORY SYSTEM/ SPECIAL WINDOW FOR TRANSFER AND DEMATELISATION OF PHYSICAL SHARE:

Pursuant to the provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the applicable SEBI circulars, requests for transfer of securities held in physical form are not processed by the Company. However, requests relating to transmission, transposition, issue of duplicate share certificates, claim from unclaimed suspense account, renewal/exchange of securities certificates, endorsement, sub-division/splitting of securities certificates and issuance of securities consequent upon consolidation of folios/certificates are processed only in dematerialized form.

Further, in accordance with SEBI Circular No. HO/38/13/11(2)2026-M IRSD-POD/I/3750/2026 dated 30^th January, 2026, transfer requests pertaining to securities purchased/sold prior to 1^st April, 2019, which were rejected or returned due to deficiencies in documentation, may be re-lodged during the special window commencing from 5^th February, 2026; and ending on 4^th February, 2027, subject to submission of the requisite documents.

Members holding shares in physical form and desirous of availing the aforesaid services are requested to refer to the detailed procedure available on the Company's website. In view of the benefits offered by the depository system and to mitigate the risk of fraud, shareholders are encouraged to dematerialize their holdings.

35. SECOND 100 DAYS CAMPAIGN “SAKSHAM NIVESHAK” : FOR KYC & RELATED UPDATION AND SHAREHOLDER RENGAGMENT TO PREVENT THE UNPAID/ UNCLAIMED DIVIDEND TO IEPF:

The Company participated in the second 100 Days Campaign "Saksham Niveshak”. The campaign was aimed at creating awareness amongst shareholders regarding updation of KYC details, bank mandates, nomination and contact information, as well as facilitating the claim of unpaid/unclaimed dividends and shares, thereby preventing their transfer to the Investor Education and Protection Fund (IEPF). All shareholders of the Company holding shares in physical form are requested to update their Mobile number, PAN, Address, Email ID, Bank account details (KYC details) and Nomination details with the Company's Registrar and Share Transfer Agent (RTA) i.e. https://www.ankitonline.com/ at the earliest, in case the same are not updated.

36. MSME RETURNS:

During the financial year, the Company filed the requisite returns, wherever applicable, in respect of outstanding payments to Micro and Small Enterprises in accordance with the provisions of the Companies Act, 2013 and the rules made thereunder. The Company complies with the requirement of submitting a half yearly return (Form MSME-I) to the Ministry of Corporate Affairs within the prescribed timelines.

37. IT SYSTEM BREACH & SAFETY:

During the financial year under review, the Company has complied with the applicable information security requirements and has undertaken necessary measures to mitigate cyber security risks. The Company regularly reviews its IT systems and security protocols to ensure business continuity and protection against evolving cyber threats. There is no material cyber security breach or data privacy incident affecting the operations of the Company was reported during the financial year.