Agriculture scenario

Indian agriculture experienced slowdown during the year
with sector expected to grow by 3.0% (from 4.2% in FY24-
25). India experienced an above-normal south-west monsoon
(108% of Long Period Average) and good northeast monsoons
resulting in higher sowings during Kharif and Rabi seasons;
however, late withdrawal of rains impacted consumption
in certain crop pockets. As per the 3rd Advance Estimate of
production, food grain output is expected to grow by 5% to
377 million tons.

Policy support remained robust through continued focus on
income support, price assurance and crop insurance schemes,
alongside increasing investments in irrigation infrastructure
to enhance water availability and cropping intensity. The
year also saw improved procurement operations, providing
income visibility to farmers, while rural credit flow remained
strong, supporting input usage and farm investments. Rural
demand remained resilient, reflected in strong two-wheeler
and tractor retail sales growth.

The agriculture sector is witnessing a structural shift
towards diversification, with increased focus on horticulture,
oilseeds and pulses to reduce import dependence,
supported by targeted government initiatives. At the same
time, technology adoption is accelerating through digital
platforms, precision farming, gene editing advancements
and drone-based applications, while rising labour costs are
driving mechanisation and adoption of service-based models.
Growing emphasis on sustainable agriculture, including
balanced nutrient use and soil health management, is further
shaping farm practices, collectively supporting productivity,
resilience and long-term sectoral growth.

3. Performance Review

Coromandel registered a strong and resilient performance
in FY 2025-26 while operating in a highly dynamic and
challenging business environment. The year was impacted by
a slowdown in consumption demand and a sharp escalation
in raw material prices, particularly during the second half of
the year, which increased cost pressures across the value
chain. Despite these headwinds, the Company demonstrated
operational agility, and disciplined execution, enabling it to
sustain performance and continue to strengthen its position
as one of the leading agri-solutions players in the country.

The Company made significant progress on its strategic
priorities during the year, supported by a capital expenditure
outlay of ~Rs. 1,300 crore, primarily directed towards
backward integration and capacity expansion. During the year,
the Company completed the acquisition of a 53% stake in
NACL Industries Limited, significantly expanding its presence
in the crop protection segment. This acquisition strengthened
the Company’s product portfolio, manufacturing capabilities
and distribution reach, both in domestic and international
markets, and is well aligned with Coromandel’s strategy of
building a scale, diversified and integrated agri-solutions
platform.

Innovation and digital transformation continued to act as key
enablers of growth and competitiveness. The Company made
progress in advancing its product development pipelines,
while increasing the adoption of AI-driven analytics and
digital tools to enhance decision-making, improve operational
efficiency and deepen farmer engagement. These initiatives
supported improved responsiveness to market dynamics and
reinforced the Company’s focus on delivering value-added,
integrated solutions across the farming value chain.

During the year, Coromandel strengthened its sustainability
initiatives, with focused actions to improve its energy, water,
waste and emissions footprint. The Company also maintained
a strong emphasis on safety across operations, achieving

a Total Recordable Injury Rate (TRIR) of 0.25, reflecting a
robust safety culture and continued commitment to employee
well-being.

Fertiliser

Coromandel fertiliser business delivered a strong
performance in FY 2025-26, registering its highest ever
fertiliser sales, production and farmer outreach activities,
reinforcing its position as India’s leading private sector
manufacturer and marketer of phosphatic fertilisers. The
Company achieved leadership in Point of Sale (POS)
consumption and retained market leadership in the SSP
segment across both primary and POS sales. Total fertiliser
sales reached a record 74.5 lakh metric tons, with DAP and
NPK volumes at 42.8 lakh tons and SSP sales at 8.4 lakh tons.
The Company continued to expand its footprint across North
and Central India through focused channel engagement and
extensive farmer outreach initiatives. It partnered with ~450
Farmer Producer Organisations (FPO) and participated in
government-led Pradhan Mantri Kisan Samriddhi Kendra
(PMKSK) Programmes. Precision agriculture initiatives were
strengthened through Nutri Clinics, soil and leaf testing
services and expanded coverage of drone-based spraying
service through Gromor Drive and Retail, covering ~2.9 lakh
acres during the year.

The Company further strengthened raw material security
through long-term sourcing arrangements, diversification
and backward integration, including increased captive
rock sourcing from Senegal, ensuring supply assurance
amid global disruptions. Manufacturing excellence was
underpinned by record phosphatic fertiliser production
of 35.3 lakh tons and enhanced sustainability initiatives
such as increased use of non-conventional water sources.
It demonstrated best-in-class safety and environmental
performance with Zero Reportable Incidents, withrecognition
from the International Fertilizer Association, along with the
Kakinada unit receiving the British Safety Council’s Sword
of Honour. Digital transformation across manufacturing
and market operations progressed through IIoT-enabled
systems, sales intelligence platform and farmer-facing
digital applications, enhancing operational efficiency, market
execution and last-mile engagement.

During the year, company commissioned a 2,000 TPD
Sulphuric Acid plant and a 650 TPD Phosphoric Acid plant at
Kakinada, transforming it into an integrated facility. Further,
with the upcoming expansion of fertiliser granulation capacity,
Kakinada plant is set to become the largest phosphatics
complex in the country.

Specialty Nutrients

During the year, the business delivered a strong performance,
supported by focused market development initiatives, deeper
farmer engagement and expansion into new geographies.
A comprehensive portfolio spanning water-soluble
fertilisers, secondary and micronutrients, organic inputs and
value-added products enabled the business to effectively
serve diverse crop segments. Farm-level initiatives, including
soil testing, field demonstrations and customised agronomic
advisory services, supported the adoption of balanced
nutrient management practices. The portfolio was further
strengthened with the introduction of five differentiated
products, while capacity augmentation in key products,
including sulphur, improved supply reliability. In addition, the
ongoing establishment of a domestic water-soluble fertiliser
plant is expected to strengthen manufacturing capabilities,
reduce import dependence and support future growth in the
high-value specialty nutrients segment.

Crop Protection Chemicals

The business recorded healthy growth in revenue and

profitability, supported by strong demand in export volumes,
new product introductions and disciplined cost management.
Revenue was up by 16%, while PBIT reported a growth of
55%.

In domestic markets, deeper market penetration under
established brands, successful commercial launch of new
products and an expanded field force presence in high-
potential geographies supported growth. Business introduced
four new products including a patented-in-licensed molecule,
which received encouraging response from the market.

In exports, global inventory rebalancing cycle, demand for
key molecules and targeted business development efforts in
select geographies helped in expanding growth opportunities.
The business registered multiple new product registrations in
export markets during the year.

Manufacturing operations improved throughput and
capacity utilization, with strong focus on quality, safety and
environment. New capital investment projects for key agchem
molecules were commissioned on time, providing opportunity
to expand markets in India and internationally.

With the acquisition of major stakes in NACL Industries,
Coromandel has become the fourth largest Indian Agchem
player. The acquisition is expected to unlock synergies through
portfolio expansion, cross-leveraging of manufacturing and
R&D capabilities, optimization of procurement and supply
chains and improved access to domestic and international
distribution networks.

Bioproducts

During the year, focused efficiency initiatives enabled the
production of high purity, best in class Azadirachtin at the
Company’s state of the art Cuddalore facility, one of the
largest globally. The business further deepened value chain
integration by in housing neem processing and expanding
extraction capabilities, while also building fermentation and
microbial processing platforms to diversify the biologicals
portfolio. The launch of five bio pesticides and three bio
fertilisers strengthened the innovation pipeline, with products
gaining encouraging traction in the domestic market. In
parallel, progress on registrations across key international
markets is expected to support global scale up and accelerate
growth in the biologicals segment.

Retail

During the year, the business expanded its footprint with
the addition of over 300 new stores across Andhra Pradesh,
Telangana and Karnataka, while entering new markets
including Maharashtra and Tamil Nadu. With this, the
Company now has the largest rural retail network of more
than 1200 stores, providing quality, trust and farm advice to
over 5 million farmers.

Business registered a strong year, improving its scale of
operations, customer engagement, service offerings and farm
advisory. It leveraged technology-enabled solutions such
as precision advisory, e-commerce, drone-based spraying
covering ~2 lakh acres and last-mile delivery, including
direct door delivery. It also forayed into financial services
by offering insurance products. Farmer engagement was
further strengthened through digital platforms led farmer
engagement, including podcasts and expert-led content on
its YouTube channel with over 1.2 million subscribers.

Nano Products

Nano products business reported a strong year, marketing
over 4.3 million bottles and maintaining its market leadership
position in Nano DAP segment. Business continued its
market development initiatives through extensive field trials
and channel engagement initiatives. With its R&D centers at
Mumbai and Coimbatore, Business is exploring opportunities

to extend nano applications in other input applications.
Further, it has received encouraging feedback from the
international markets and plans to expand its footprint
globally.

4. Finance and Credit Ratings

Your Company continued to maintain a strong focus on
efficient cash management, ensuring adequate liquidity
levels and availability of committed back-up lines of credit at
all times. The working capital position improved during the
year, resulting in a Net Cash Flow from Operating Activities
of Rs. 1,440 Crores.

Your Company’s credit ratings have been reaffirmed by CRISIL
Limited (“CRISIL”) and India Ratings & Research Private
Limited (“India Ratings & Research”). CRISIL has reaffirmed
the Company’s long-term rating at ‘CRISIL AAA (Stable)’ and
short-term rating at ‘CRISIL A1 ’. Similarly, India Ratings &
Research has reaffirmed the long-term rating at ‘IND AAA
(Stable)’ and short-term rating at ‘IND A1 ’. These ratings
indicate the highest degree of safety with respect to timely
servicing of financial obligations and reflect the continued
confidence of the rating agencies in the Company’s strong
financial position.

5. Dividend

The Board of Directors, at its meeting held on May 07, 2026,
has recommended a final dividend of Rs. 2 per equity share
(200%) of face value of Rs.1 each, subject to approval of the
Members at the ensuing Annual General Meeting. The Board
had earlier declared an interim dividend of Rs. 9 per equity
share at its meeting held on January 29, 2026, which was
paid to the Members on February 19, 2026.

Accordingly, the total dividend for the financial year ended
March 31, 2026, aggregates to Rs. 11 per equity share of
Rs. 1 each. The total outflow on account of dividend for the
said financial year amounts to Rs.324 Crores, inclusive of Tax
Deducted at Source (TDS).

In compliance with Regulation 43A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Dividend Distribution Policy of the Company is
available on its website athttps://www.coromandel.biz/
investors/policies-2/

6. Consolidated Financial Results

The Consolidated Financial Statements of the Company,
prepared in accordance with the provisions of the Companies
Act, 2013 (“the Act”) and the applicable Indian Accounting
Standards, form an integral part of this Annual Report.
In accordance with the provisions of the Act, a statement
containing the salient features of the financial statements of
the Company’s subsidiaries, associates and joint ventures is
provided in Annexure A to this Report.

The financial statements of the subsidiary companies will be
made available to the members of the Company on request
and will also be kept for inspection at the Registered Office of
the Company.

7. Subsidiary Companies

a. NACL Industries Limited

Acquisition and Further Investment in NACL Industries
Limited

During the year under review, your Company completed
the acquisition of a controlling stake in NACL Industries
Limited (“NACL”) in line with its strategic objective of
strengthening its crop protection business.

The acquisition of 53.08.% equity stake was undertaken
pursuant to Share Purchase Agreements dated March
12, 2025, entered into with the existing promoters
and certain public shareholders of NACL and in
compliance with the provisions of the SEBI (Substantial
Acquisition of Shares and Takeovers) Regulations,
2011. The said acquisition was completed on August
8, 2025. Consequent to the completion of the aforesaid
transaction, NACL became a subsidiary of the Company
within the meaning of Section 2(87) of the Companies
Act, 2013, and the Company was classified as the
promoter of NACL with effect from August 8, 2025.
Approval from the Competition Commission of India
was received vide its approval dated July 1, 2025.

During the year under review, NACL had a fund raise
through rights issue of equity shares, and the Company
subscribed to its rights entitlement and also applied for
additional shares, including any unsubscribed portion,
in compliance with applicable laws, including the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 and the Securities Contracts
(Regulation) Rules, 1957. Pursuant to the allotment
approved on December 31, 2025, the Company was
allotted 1,88,24,301 fully paid-up equity shares of face
value Re. 1 each at an issue price of Rs. 76.70 per share
(including premium). Consequently, the Company’s
shareholding in NACL increased from 10,69,12,581
equity shares (53.08%) to 12,57,36,882 equity shares
(53.69%) of the voting share capital.

b. Coromandel Chemicals Limited:

Coromandel Chemicals Limited (“CCL”), a wholly owned
subsidiary of the Company, earned a total income of
Rs.25.73 crores for the year ended March 31, 2026, and
Profit after tax was Rs. 15.44 crores.

During the year under review, the CCL augmented
its equity stake in Baobab Mining and Chemicals
Corporation SA, Senegal (BMCC) from 53.80 % to
71.51%.

c. Dare Ventures Limited (DVL):

Dare Ventures Limited (“DVL”), a wholly owned
subsidiary of the Company, earned a profit of Rs. 0.76
crores for the year ended March 31, 2026.

DVL is the corporate venture capital arm of the Company,
focused on making investments in early to growth-
stage start-ups engaged in developing technology-led
solutions to address complex and long-term challenges
in the agriculture and allied sectors.

DVL currently holds investments in Ecozen Solutions
Private Limited (“Ecozen”), String Bio Private Limited
(“String Bio”) and Flic Farms Private Limited (“Flic
Farms”).

Ecozen is engaged in developing climate-smart deep
technology solutions and core technology platforms,
including motor controls, Internet of Things (IoT), and
energy storage systems, aimed at enabling sustainable
outcomes. String Bio, with a vision to enable cleaner
and more sustainable living through biotechnology, has
developed next-generation solutions across multiple
sectors. In the agricultural segment, String Bio offers
a range of bio-stimulant products catering to both
horticulture and field crops.

Flic Farms is engaged in the design and manufacture
of compact autonomous agricultural robots equipped
with intelligent attachments to perform a wide range
of operations such as seeding, weeding, spraying and
planting with precision, thereby enhancing operational
efficiency and reducing chemical usage.

d. Coromandel Technology Limited (CTL)

Coromandel Technology Limited (“CTL”), a wholly
owned subsidiary of the Company, incurred a loss of
Rs. 181.86 Crores during the year ended March 31,
2026. CTL holds a 58.01% equity stake in Dhaksha
Unmanned Systems Private Limited (“DUMS”), which
has been classified as a subsidiary of the Company with
effect from July 31, 2023. DUMS is one of the emerging
players in the drone industry in India, providing a
comprehensive range of Unmanned Aerial Systems
(UAS) solutions across diverse applications, including
agriculture, defence, surveillance, and delivery.

e. Dhaksha Unmanned Systems Private Limited (DUMS):

Dhaksha Unmanned Systems Private Limited (DUMS)
is a step-down subsidiary of the Company. DUMS
registered a total income of Rs 26.60 crores comprising
mainly of Rs. 22.92 crores from sale of drones and spare
parts. The net loss for the year is Rs. 44.75 crores as
against a net loss of Rs. 18.42 Crores in the previous
financial year.

f. Coromandel Insurance and Multi Services Limited
(CIMSL):

Coromandel Insurance and Multi Services Limited
(“CIMSL”) was incorporated on October 31, 2023, as
Coromandel Solutions Limited, as a wholly owned
subsidiary of the Company. The name of the Company
was subsequently changed to Coromandel Insurance
and Multi Services Limited with effect from August 06,
2024.

During the year under review, CIMSL received approval
from the Insurance Regulatory and Development
Authority of India (IRDAI) on February 13, 2025,
to operate as a Corporate Agent (Composite). The
Company reported a net loss of Rs. 0.24 Crores for the
year ended March 31, 2026.

g. Stuccoedge India Private Limited (Stuccoedge):

Stuccoedge India Private Limited (Stuccoedge),a joint
venture between CCL and Sakarni Plaster India Private
Limited was incorporated on November 24, 2025. CCL
holds 60% of the paid-up capital in Stuccoedge and
Company is yet to commence its commercial operations.

Overseas Subsidiaries

a. CFL Mauritius Limited:

CFL Mauritius Limited, a wholly owned subsidiary
of the Company, incurred a loss of USD 0.04 million
(equivalent to Rs. 0.33 Crore) during the year ended
March 31, 2026. The principal source of income for the
subsidiary is dividend income from Foskor (Pty) Ltd;
however, no dividend was received from Foskor during
the financial year 2025-26.

b. Coromandel Brasil Limitada (CBL):

CBL, a Limited Liability Partnership, owned 100% by
the Company and its subsidiary CFL Mauritius Ltd, is
primarily engaged in obtaining product registrations in
Brazil and procuring orders for supplies from India. It
earned a loss of Brazilian Reals 0.06 million (equivalent
to Rs. 0.09 crore) for the year ended March 31,2026.

c. Coromandel Australia Pty Ltd (CAPL) [Formerly
Sabero Australia Pty Ltd]:

CAPL did not have any significant operation during
the year ended March 31, 2026. It earned a profit of
Australian Dollar 0.01 million (equivalent to Rs. 0.05
crore) for the year ended March 31,2026.

d. Coromandel America S.A. (formerly Sabero Organics
America S.A.) (CAS):

CAS is primarily engaged in obtaining product
registrations in Brazil and procuring orders for supplies
from India it did not have any business operations
during the financial year 2025-26.

e. Coromandel Agronegocios De Mexico SA de CV
(Coromandel Mexico) :

Coromandel Mexico is primarily engaged in obtaining
product registrations in Mexico and procuring orders
for supplies from India. It earned a net profit of Mexican
Peso 0.17 million (equivalent to Rs. 0.08 crore) for the
year ended March 31, 2026.

f. Sabero Argentina SA (Sabero Argentina) :

Sabero Argentina is primarily engaged in obtaining
product registrations in Argentina and procuring orders
for supplies from India. It did not have significant
operation during the year ended March 31, 2026.

g. Parry America Inc. :

Parry America Inc. is primarily engaged in the sale of
bio-pesticides in America. It made a net loss of USD
0.04 million (equivalent to Rs. 0.37 crore) for the year
ended March 31, 2026.

h. Coromandel International (Nigeria) Limited (CINL):

CINL is engaged in obtaining product registrations in
Nigeria and procuring orders for supplies from India. It
made a net profit of Naira 68.20 million (equivalent to
Rs. 0.44 crore) for the year ended March 31, 2026.

i. Coromandel Mali SASU (CMS):

Coromandel Mali SASU (CMS) was incorporated on
February 04, 2020, as a Wholly Owned Subsidiary
(WOS) of the Company for the purpose of obtaining
registration for marketing of agrochemicals. CMS is
registered with Ministry in Charge of Statistics, Republic
of Mali. It did not have any business operations during
the financial year 2025-26.

j. Coromandel Vietnam Company Limited

Coromandel Vietnam Company Limited was
incorporated on February 21, 2025, as a Wholly Owned
Subsidiary of the Company. Coromandel Vietnam
Company Limited did not have any business operations
during the financial year 2025-26.

k. Baobab Mining and Chemicals Corporation SA,
Senegal (BMCC)

Baobab Mining and Chemicals Corporation (“BMCC”), a
corporate entity registered in Dakar, Republic of Senegal
(West Africa), is engaged in the mining, production and
sale of Rock Phosphate, a key raw material used in the
manufacture of phosphoric acid, which in turn is utilised
in the production of complex fertilizers.

During the financial year 2022-23, the Company made a
strategic investment in BMCC through its wholly owned
subsidiary, Coromandel Chemicals Limited (“CCL”), with
the objective of securing long-term and sustainable
access to Rock Phosphate.

As at March 31, 2025, the Company’s shareholding in
BMCC stood at 70.02%. During the year under review,
the Company, through CCL, increased its stake to
71.51%. BMCC reported a net profit of Rs. 3 Crores for
the year ended March 31, 2026.

Associate Company

Coromandel Crop Protection Philippines Inc. (CCPPI)

CCPPI, an associate company based in Philippines, is engaged
in getting product registrations in Philippines enabling
supplies from India.

Strategic Investment

Brief details of the performance of the Strategic Investment
companies are given below:

Tunisian Indian Fertilisers S.A., Tunisia (TIFERT):

Tunisian Indian Fertilizers S.A. (“TIFERT”), a company
incorporated in Tunisia, is engaged in the manufacture of
phosphoric acid, a key raw material for phosphatic fertilizer
production. The Company holds a strategic investment of
15% equity in TIFERT with the objective of securing a reliable
supply of phosphoric acid for its operations at Kakinada and
Visakhapatnam.

During the year under review, TIFERT’s operations were
impacted due to technical issues. The Indian partners,
Coromandel International Limited and Gujarat State Fertilizers
& Chemicals Limited (GSFC), continue to extend technical
support to TIFERT to enhance plant performance.

Foskor (Pty) Limited, South Africa (Foskor):

The Company, along with CFL Mauritius Limited, holds
a 14% equity stake in Foskor (Pty) Ltd (“Foskor”). Foskor
supplies high-quality phosphoric acid, which is utilised in the
manufacture of phosphatic fertilizers at the Company’s plants
located at Kakinada and Ennore.

8. Risk Management Policy

The Company has constituted a Risk Management
Committee, the details of which are set out in the Corporate
Governance Report. The Company has also framed a Risk
Management Policy to ensure that risks associated with its
business operations are appropriately identified, assessed
and mitigated. Details of key risks faced by the Company are
provided in the Management Discussion and Analysis Report.

The Risk Management function operates independently of
the Company’s operational divisions. The Risk Management
Committee is responsible for identifying, evaluating and
monitoring risks, and for minimising their potential impact.
The Committee also reviews the adequacy of the Company’s
risk management framework and ensures compliance with
applicable regulatory requirements.

9. Internal Financial Control Systems and
their adequacy

The Company has established an internal control framework
commensurate with the nature, size and complexity of its
operations. These control systems are designed to safeguard
the Company’s assets, ensure the accuracy and reliability
of financial transactions, and promote compliance with
applicable laws, accounting standards and internal policies.
The adequacy and effectiveness of these internal controls are
periodically reviewed and strengthened.

The Company has implemented a robust budgetary control
system to monitor income and expenditure against approved
budgets on an ongoing basis. To assess sufficiency and
effectiveness of its internal controls and systems, the company
has constituted a corporate internal audit function, comprising
of both internal experts and external agencies. The scope
of internal audit covers key processes across locations, and
deviations from prescribed standards are regularly reviewed
to ensure compliance and corrective action.

The Audit Committee reviews significant audit observations,
including recommendations and their implementation status,
and reports key matters to the Board. The Company continues
to enhance its internal control environment by strengthening
digital footprints and progressively transitioning from manual
to automated controls. The internal audit function also
emphasises continuous controls monitoring through data
analytics, surprise audits and process reviews to ensure the
effective functioning of established controls.

10. Related Party Transactions

All Related Party Transactions entered into during the
financial year 2025-26 were on an arm’s length basis and
in the ordinary course of business and were reviewed and
approved by the Audit Committee. Necessary approvals of
the Audit Committee were obtained for transactions that
are repetitive in nature and foreseen, in accordance with
the applicable provisions. A statement containing details of
all Related Party Transactions undertaken pursuant to such
omnibus approvals is placed before the Audit Committee on a
quarterly basis for its review.

During the year under review, the Company did not enter into
any contracts or arrangements with related parties referred
to in Section 188(1) of the Companies Act, 2013, which
were not in the ordinary course of business or not on an
arm’s length basis, or which could be considered material or
having a potential conflict with the interests of the Company.
Accordingly, the disclosure of Related Party Transactions 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 provided as Annexure B to this Report.

In terms of Regulation 23 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015, the
Company submits details of Related Party Transactions on a
consolidated basis to the Stock Exchanges on a half-yearly
basis. The details of transactions with related parties are
also disclosed in the accompanying Financial Statements in
accordance with the applicable Indian Accounting Standards.

The Policy on Related Party Transactions is available on
the Company’s website at:https://www.coromandel.biz/
investors/policies-2/

None of the Directors had any pecuniary relationship or
transactions with the Company, other than those relating to
remuneration, sitting fees, commission and reimbursement of
expenses, as applicable.

11. Auditors

i. Statutory Auditors

M/s. S.R. Batliboi & Associates LLP (Firm Registration
No. 101049W/E300004), Chartered Accountants, were
appointed as the Statutory Auditors of the Company
by the Members to hold office from the conclusion
of the 59th Annual General Meeting (“AGM”) until
the conclusion of the 64th AGM. The Report of the
Statutory Auditors on the financial statements for the
financial year 2025-26 forms part of this Integrated
Annual Report.

As required under Regulation 33 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Statutory Auditors have confirmed that they
hold a valid certificate issued by the Peer Review Board
of the Institute of Chartered Accountants of India.

The Auditor’s Report for the year under review does not
contain any qualification, reservation or adverse remark.
Further, the Auditors did not report any matter under

Section 143(12) of the Companies Act, 2013 during
the year. Accordingly, no disclosure is required under
Section 134(3) (ca) of the Act.

M/s. S.R. Batliboi & Associates LLP shall complete
their first term as Statutory Auditors at the conclusion
of the 64th AGM and are eligible for re-appointment
for a second term in accordance with the provisions of
Section 139 of the Companies Act, 2013.

Accordingly, it is proposed to re-appoint M/s. S.R.
Batliboi & Associates LLP as the Statutory Auditors of
the Company for a second term of five consecutive years,
to hold office from the conclusion of the 64th AGM until
the conclusion of the 69th AGM, at such remuneration
as may be determined.

The said Auditors have furnished their consent to act
as Statutory Auditors of the Company, along with the
necessary eligibility certificate.

The Board Recommends the appointment of M/s. S.R.
Batliboi & Associates LLP as Statutory Auditors of the
Company.

ii. Secretarial Auditor

Pursuant to the provisions of Section 204 of the
Companies Act, 2013 (“the Act”) read with the
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, the Board of
Directors has appointed M/s. Sridharan & Sridharan
Associates, Practicing Company Secretaries, to conduct
the Secretarial Audit of the Company for the financial
year 2025-26. The necessary consent has been received
from them to act as Secretarial Auditors.

The Secretarial Audit Report in Form MR-3 is annexed
as Annexure C and forms part of this Report. The said
report does not contain any qualification, reservation or
adverse remark.

In terms of Regulation 24A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Company does not have any material unlisted
subsidiary incorporated in India. A material unlisted
subsidiary, for this purpose, is one whose income or
net worth exceeds 10% of the consolidated income
or net worth, respectively, of the Company and its
subsidiaries in the immediately preceding accounting
year. Accordingly, Secretarial Audit is not applicable to
any of the Company’s subsidiaries in India.

iii. Cost Auditors

Pursuant to the provisions of Section 148 of the
Companies Act, 2013 (“the Act”) read with the
Companies (Cost Records and Audit) Rules, 2014, as
amended, the Company is required to maintain cost
accounting records in respect of specified products.
Accordingly, such records are duly made and maintained
in the prescribed manner.

The cost records of the Company are also subject to
audit. Based on the recommendation of the Audit
Committee, the Board of Directors has re-appointed
M/s. Narasimha Murthy & Co., Cost Accountants, and
Mrs. Jyothi Satish, Cost Accountant, as the Cost Auditors
of the Company for the financial year 2026-27.

In accordance with the provisions of the Act, the
remuneration payable to the Cost Auditors is required to
be ratified by the Members of the Company. Accordingly,
a resolution for ratification of the remuneration payable
to the Cost Auditors has been included in the Notice
convening the 64th Annual General Meeting.

During the year under review, the Company has filed the
Cost Audit Report for the financial year 2024-25 with
the Ministry of Corporate Affairs.

12. Board, Committees of the Board and other
information

a. Directors

Your Company is managed and governed by a Board
comprising an optimum mix of Executive and Non¬
Executive Directors. As on March 31, 2026, the
Board consisted of ten (10) Directors, comprising one
Executive Chairman, one Managing Director & Chief
Executive Officer, two Whole-time Directors and six
Non-Executive Independent Directors, including one
Woman Independent Director. The Directors bring to
the Board a wide range of expertise in areas such as
strategy, general management, finance, engineering
governance and other allied fields, enabling effective
governance and decision-making.

During the year under review, Dr. Raghuram
Devarakonda, Director, and Mr. Natarajan Srinivasan,
Executive Vice Chairman, ceased to be Directors of
the Company with effect from August 08, 2025, and
December 20, 2025, respectively. The Board places on
record its appreciation for the valuable contributions
made by them during their tenure.

Dr. Raghuram Devarakonda was appointed as Managing
Director & Chief Executive Officer of NACL Industries
Limited with effect from August 08, 2025.

During the year, Mr. Arun Alagappan (DIN: 00291361)
was re-appointed as Executive Chairman with effect
from February 15, 2026. Further, Mr. Narayanan
Vellayan (DIN: 07774406) was redesignated as
Executive Director - Nutrient Business with effect from
April 20, 2026.

In accordance with Article 17.29 of the Articles of
Association of the Company read with Section 152 of
the Companies Act, 2013, Mr. Arunachalam Vellayan
(DIN: 08011680) retires by rotation at the ensuing
Annual General Meeting and, being eligible, offers
himself for re-appointment. The Board recommends his
re-appointment.

b. Board Meetings

The annual calendar of Board meetings is drawn up and
finalised and circulated to the Directors in advance to
facilitate effective participation and planning. During
the financial year 2025-26, eight (8) Board meetings
were held. The details of these meetings are provided
in the Corporate Governance Report.

c. Independent Directors and their declaration of
Independence

In terms of Section 149 of the Companies Act, 2013
(“the Act”), Mr. Sudarshan Venu, Dr. Deepali Pant Joshi,
Mr. Adnan Ahmad, Mr. Aditya Himatsingka, Mr. Suresh
Subramanian and Mr. Durgashankar Subramaniam are
Independent Directors of the Company.

All the Independent Directors have furnished the
requisite declarations confirming that they meet the
criteria of independence as prescribed under Section
149(6) of the Act and Regulation 16(1)(b) of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 (“Listing Regulations”) and are
independent of the Management. Further, in terms of
Regulation 25(8) of the Listing Regulations, they have
confirmed that they are not aware of any circumstances

or situations which exist or may be reasonably
anticipated that could impair or impact their ability
to discharge their duties with objective independent
judgement and without any external influence.

The Board has taken on record the declarations and
confirmations submitted by the Independent Directors,
after undertaking due assessment of their veracity,
and is of the opinion that all the Independent Directors
uphold the highest standards of integrity and possess
the requisite expertise and experience required to
discharge their duties effectively.

The Independent Directors have also confirmed that
they have registered themselves with the Independent
Directors Databank maintained by the Indian Institute
of Corporate Affairs (“IICA”) in accordance with Section
150 of the Act read with Rule 6 of the Companies
(Appointment and Qualification of Directors) Rules,
2014.

d. Familiarization Programmes for Independent
Directors

The Independent Directors of the Company are eminent
professionals with extensive experience across diverse
fields such as strategy, general management, finance,
engineering, governance and other allied fields, and
are well acquainted with the Company’s business and
operations.

The Company has in place an ongoing familiarisation
programme for Independent Directors to apprise them
of their roles, rights, duties and responsibilities, as well
as the nature of the industry in which the Company
operates and its business model.

At the time of their appointment, Independent Directors
are familiarised with the Company’s operations and
businesses. The Company facilitates interactions
with the senior leadership team, including Business
Heads and key executives. Detailed presentations on
the operations of various business divisions are made
periodically to the Directors. Additionally, meetings
with the Executive Chairman and Whole-time Directors
/ Executive Directors are arranged to enable new
appointees to gain deeper insights into the Company’s
business, policies and practices.

Further, periodic updates are shared with the Directors
on developments that may have an impact on the
Company’s business and the broader agriculture sector,
including the fertiliser and crop protection industries.
Details of the familiarisation programme are also
available on the Company’s website.

e. Remuneration Policy

Based on the recommendation of the Nomination and
Remuneration Committee, the Board has formulated a
Policy for the selection and appointment of Directors
and Senior Management personnel, as well as for
determining their remuneration. The salient features of
the Remuneration Policy are disclosed in the Corporate
Governance Report. The Remuneration Policy is
available on the Company’s website at: https://www.
coromandel.biz/investors/policies-2/

f. Evaluation of the Board's performance, its Committees
and Directors

The Board has carried out an annual evaluation of its
own performance, as well as that of its Committees and
individual Directors, for the financial year, in accordance
with the provisions of the Companies Act, 2013 and the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. The performance of the Board and

individual Directors was evaluated by the Board after
seeking inputs from all the Directors. The evaluation
criteria for the Board included, inter alia, its composition
and structure, effectiveness of Board processes, and its
role in long-term strategic planning. The performance
of the Committees was similarly evaluated by the Board
based on inputs received from the respective Committee
members.

In a separate meeting, the Independent Directors
evaluated the performance of the Non-Independent
Directors and the Board as a whole, including that
of the Chairman, taking into account the views of the
Executive and Non-Executive Directors. The Nomination
and Remuneration Committee also reviewed the
performance of the Board, its Committees and individual
Directors. The outcomes of these evaluations were
discussed at the Board Meeting, along with feedback
received from the Directors on the functioning of the
Board and its Committees.

g. Audit Committee

As on March 31, 2026, the Audit Committee
comprised Mr. Suresh Subramanian (Chairman), Mr.
Aditya Himatsingka, Dr. Deepali Pant Joshi and Mr.
Sankarasubramanian as Members.

Mr. Suresh Subramanian was appointed as Chairman of
the Committee with effect from August 8, 2025. During
the financial year 2025-26, six (6) meetings of the Audit
Committee were held, the details of which are provided
in the Corporate Governance Report.

All the recommendations made by the Audit Committee
during the year were accepted by the Board.

h. Directors' Responsibility Statement

Accordingly, pursuant to Sections 134(3)(c) and 134(5)
of the Act, the Directors, to the best of their knowledge
and ability, confirm that for the year ended March 31,
2026:

a) In the preparation of the annual accounts, the
applicable accounting standards have been
followed and that there are no material departures;

b) They have selected such accounting policies and
applied them consistently and made judgements
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) They have taken proper and sufficient care for
the maintenance of adequate accounting records
in accordance with the provisions of the Act for
safeguarding the assets of the Company and
for preventing and detecting fraud and other
irregularities;

d) They have prepared the annual accounts on a
going concern basis;

e) They have laid down internal financial controls
to be followed by the Company and that such
internal financial controls are adequate and are
operating effectively; and

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

13. Key Managerial Personnel

Pursuant to the provisions of Section 203 of the Act read
with the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, Mr. Arun Alagappan,
Executive Chairman, Mr. Sankarasubramanian S, Managing
Director and Chief Executive Officer, Mr. Arunachalam
Vellayan, Whole-time Director - Strategy and Planning,
Mr. Narayanan Vellayan, Executive Director - Nutrient
Business, Mr. Deepak Natarajan, Chief Financial Officer and
Mr. B. Shanmugasundaram, Senior Associate Vice President-
Company Secretary and Compliance Officer are the Key
Managerial Personnel of the Company. Mrs. Jayashree
Satagopan ceased from position of Chief Financial Officer on
April 30, 2025.

14. Policy on prevention, prohibition and
redressal of Sexual Harassment at
workplace

The Company has in place a Policy on Prevention of Sexual
Harassment (POSH) in accordance with the provisions of the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013. An Internal Complaints
Committee (ICC) has been duly constituted to address
and redress complaints pertaining to sexual harassment.
The Policy extends to all employees of the Company, and
necessary awareness programmes are conducted to sensitise
employees at all levels on the provisions of the Policy and the
mechanisms available thereunder.

During the financial year 2025-26, one (1) complaint was
received and duly resolved by the ICC during the year under
review.

15. Compliance with Maternity Benefits Act,
1961

The Company has complied with the provisions of the
Maternity Benefit Act, 1961, including the grant of paid
maternity leave of up to 26 weeks to eligible employees,
provision of nursing breaks, availability of creche facilities, and
safeguarding employees against dismissal during maternity
leave. In addition, the Company has adopted women-centric
policies that provide enhanced benefits, including extension
of maternity leave, flexible working arrangements, and nanny
support for women employees.

16. Employee Stock Option Plans

Employee Stock Option Plan 2016

The Employee Stock Option Plan, 2016 (ESOP 2016), as
approved by the Shareholders through Postal Ballot on
January 11, 2017, was in force during the financial year under
review. The Board of Directors/Nomination and Remuneration
Committee (NRC) has been authorised to grant options to
employees, exercisable into not more than 1,45,81,000 fully
paid-up equity shares of Re. 1/- each. The detailed terms and
conditions of ESOP 2016 have been formulated by the NRC.
Pursuant to the implementation of ESOP 2016, the earlier
ESOP Scheme 2007 stands discontinued and no further
grants are made thereunder. There were no vested options
outstanding under the said Scheme as at the end of the
financial year.

The NRC is further empowered to identify eligible subsidiary
companies, whether existing or future, whose employees
may be granted stock options under ESOP 2016. Options
granted under the Scheme vest on or after one year from
the date of grant and not later than four years, or such other
period as may be determined by the NRC. During the year,

the Company granted options under ESOP 2016. As at March
31, 2026, the number of vested options outstanding stood at
1,71,120, and the cumulative number of options allotted and
Listed was 3,78,300.

The disclosures required under Regulation 14 of the
SEBI (Share Based Employee Benefits and Sweat Equity)
Regulations, 2021 are available on the website of the
Company at:https://www.coromandel.biz/investors/annual-
general-meeting-postal-ballot/

Employee Stock Option Plan 2023

The Employee Stock Option Plan, 2023 (ESOP 2023), as
approved by the Shareholders at the Annual General Meeting
held on July 27, 2023, was in force during the financial
year under review. The Board of Directors/Nomination and
Remuneration Committee (NRC) has been authorised to
grant options to employees, exercisable into not more than
58,89,000 fully paid-up equity shares of Re. 1/- each. The
detailed terms and conditions of ESOP 2023 have been
formulated by the NRC. During the year under review, the
Company granted 2,88,400 options under the said Scheme.

The particulars required under Rule 12(9) of the Companies
(Share Capital and Debentures) Rules, 2014 and disclosures
required under Regulation 14 of the SEBI (Share Based
Employee Benefits and Sweat Equity) Regulations, 2021 are
available on the website of the Company at:https://www.
coromandel.biz/investors/annual-general-meeting-postal-
ballot/

17. Vigil Mechanism/ Whistle Blower Policy

Pursuant to the provisions of Sections 177(9) and (10) of
the Companies Act, 2013 read with Regulation 22 of the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Company has established a Vigil
Mechanism through a Whistle Blower Policy. The details
of the said Policy are disclosed in the Annual Report in
accordance with Regulation 34 read with Schedule V of
the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

The Vigil Mechanism/Whistle Blower Policy is available on
the website of the Company at:https://www.coromandel.biz/
investors/policies-2/

18. Corporate Governance

The Company is committed to maintaining the highest
standards of Corporate Governance. In accordance with the
provisions of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, the Report on Corporate
Governance forms part of this Annual Report as Annexure D.

A certificate from M/s. Sridharan & Sridharan Associates,

Company Secretaries, confirming compliance with the
conditions of Corporate Governance as stipulated under the
aforesaid Regulations, is annexed to the said Report.

19. Management Discussion & Analysis

The Management Discussion & Analysis, as required in
terms of Regulation 34(2)(e) SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, forms part of
this Integrated Annual Report.

20. Business Responsibility and
Sustainability Report

Pursuant to Regulation 34(2)(f) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Company has prepared the Business Responsibility

and Sustainability Report in alignment with the business
principles set out in the Business Responsibility Policy
adopted by the Company. The said Report forms part of this
Annual Report as Annexure E and is also available on the
website of the Company.

21. Corporate Social Responsibility

The Murugappa Group is renowned for its longstanding
tradition of philanthropy and community service, with a focus
on establishing service-oriented institutions in the fields
of education and healthcare. In line with this philosophy,
the Company continues to uphold the Group’s values by
allocating a portion of its income towards fulfilling its social
responsibilities.

The Company has been undertaking Corporate Social
Responsibility (CSR) initiatives for several years, even prior
to such activities being mandated under the Companies
Act, 2013. The Company has in place a CSR Policy, which
is available on its website at:https://www.coromandel.biz/
sustainability/.

In accordance with the provisions of Section 135 of the
Companies Act, 2013 and the rules framed thereunder, the
Company was required to spend Rs. 4,963 lakhs towards
CSR activities for the financial year 2025-26, being 2% of
the average net profits of the preceding three financial years.
During the year under review, the Company spent Rs. 4,883
lakhs on CSR initiatives. The unspent amount of Rs. 79.75
lakhs, pertaining to ongoing projects, has been transferred on
April 28, 2026, to a separate bank account titled “Coromandel
International Limited - Unspent CSR Account - 2025-26”, and
shall be utilised within the prescribed timelines in accordance
with applicable provisions of the Act and the rules made
thereunder.

The composition of the Corporate Social Responsibility &
Sustainability Committee and the details of CSR activities
undertaken during the year are set out in the Annual Report on
CSR Activities, which forms part of this Report as Annexure
F.

22. Environment, Health and Safety (EHS)

At our Company, Environment, Health, and Safety (EHS) is
our top priority. We are dedicated to operating all facilities
in a safe, efficient, and environmentally responsible manner.
To support this commitment, we have established strong
processes and defined clear safety performance metrics to
consistently monitor and enhance our EHS outcomes.

We believe that building a proactive safety culture is essential
to achieving excellence in EHS. Employees are encouraged to
actively identify and report unsafe acts, hazardous conditions,
and near-miss incidents. These reports are reviewed regularly,
with timely corrective and preventive actions implemented as
needed.

Through ongoing engagement and accountability at every
level, we aim to foster a workplace that is safe, healthy, and
sustainable for all.

During the year 2025-26, there were 3 reportable, and 6
recordable incidents across Coromandel manufacturing
locations. Total Recordable Injury Rate (TRIR) stood at 0.25
at the end of the year at company level.

Recognizing Achievements

i. Across Coromandel, we secured the Responsible Care
Certification from the Indian Chemical Council for 3
years. This recognition emphasizes our commitment to
safety, health, and the environment.

ii. Kakinada has been a shining example of progress,
securing the British Safety Council Sword of Honour, a
globally recognized benchmark of safety excellence.

iii. Notable Ankleshwar plant secured the British Safety
Council 5 Star, strong commitments towards safety
excellence.

iv. Coromandel has been awarded with National Award
for Environmental Best Practices 2025 by CII (CIL’s
Watershed project at Udaipur and PWM beyond the
boundary project has been recognized).

v. Dahej& Ankleshwar Received ICC Awards for
Excellence in Health & Safety Management.

vi. Dahej Plant received OHS awards for Excellence in
Contractor Safety Management & Safety Training.

vii. Sarigam plant received Gold Award in “Carbon
Conscious Actions” from CII.

viii. Kakinada unit has been awarded the “Sarvashreshta
Suraksha Puraskar - Golden Trophy Safety Award” in
Manufacturing Sector-B by National Safety Council of
India.

ix. Ranipet Received Environment Excellence Award from
FAI.

Following, key safety initiatives were taken during the year:

i. Gap assessment on Ammonia Storage & Handling
System was conducted at our three Fertilizers Sites by
M/s Vysus.

ii. HAZOP training, PSMS External and RCA Handholding
session on HAZOP training were conducted by SME at
Fertiliser Units.

iii. At Ankleshwar site 5 years cyclic HAZOP study & Fire
Risk Assessment was completed.

iv. At Dahej site LOPA for high-risk operations and SPD
QRA was completed.

v. The FAI Workshop on “Process Safety and Risk
Management in Fertiliser Industry” organized in technical
collaboration with Coromandel at Visakhapatnam.

vi. BBS training program rolled out at SSP units.

vii. Theme based safety campaigns were observed across
all manufacturing sites throughout the year that
includes Life Saving Rules, Asset Integrity, Chemical
Handling Safety, Job Safety Assessment, Process
Safety Management, Fire Safety and Portable Power
tools Safety.

viii. During road safety month defensive driving training
imparted to 6000 people.

ix. Coromandel Safety Week was celebrated across all
business sites with the theme of “Safety-Our Shared
Value” that requires participation, vigilance, and
leadership at all levels.

Enhancing Emergency Preparedness

To enhance our emergency preparedness, we place strong
emphasis on continuous capacity-building for our Emergency
Response Team (ERT). Regular training programs are
conducted in collaboration with both internal experts and
external agencies, including the National Disaster Response
Force (NDRF) and local fire department teams. These initiatives
ensure that our personnel are well-trained, confident, and
fully prepared to respond effectively to any emergency. Total
66 number mock drills conducted with collaboration with
administration and communities to enhance our preparedness
for emergencies.

Under ESG front, the following have been initiated, and many

are achieved:

i. Integrated ESG - 2.0 targets across plants and
monitoring our progress to contribute to Coromandel’s
larger sustainability goals towards Carbon Neutral,
Water Neutral and Zero Waste to Landfill company.

ii. CII Green Company Rating national best environment
rating system.

iii. Expanded initiatives such as green belt development,
green building initiatives and environmental compliance.

iv. Build on achievements like 110 % recycling of targeted
plastic waste and large-scale plantation drives such
as the Miyawaki Plantation (1,00,000 no’s) at Vizag,
Ankleshwar & Sarigam.

v. The overall share of clean energy stood at 25% across
all operations

vi. Use of 32 % nonconventional water

vii. 51,000 KL of rainwater harvesting throughout bound
check dam projects at Udaipur

viii. Use of 20% bio briquette at SSP units

ix. The S&P Global ESG score for FY 2024-25 stood at 65.

x. In compliance with EPR regulations.

23. Other disclosures

a. Share Capital

The paid-up equity share capital of the Company as on
March 31, 2026, was Rs.29.50 crore. During the year,
the Company has allotted 3,78,300 equity shares of
Re.1 each under ESOP 2016.

b. Material Subsidiary Policy

The Company has adopted a policy for determining
material subsidiary, in line with the requirements of the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and the same is available on the
website of the Company athttps://www.coromandel.
biz/investors/policies-2/However, the Company does
not have any material subsidiary.

c. Annual Return

In accordance with Section 92(3) read with Section
134(3)(a) of the Companies Act, 2013, the Annual
Return as on March 31, 2026, is available on the
website of the Company athttps://www.coromandel.
biz/investors/annual-general-meeting-postal-ballot/

d. Conservation of energy, technology absorption,
foreign exchange earnings and outgo.

The particulars of conservation of energy, technology
absorption, foreign exchange earnings and outgo, as
prescribed under sub-section (3)(m) of Section 134
of the Companies Act, 2013, read with Companies
(Accounts) Rules, 2014, are enclosed as Annexure G to
this Report and form part thereof.

e. Particulars of Employees and Remuneration

The disclosures pertaining to remuneration as required
under Section 197 of the Companies Act, 2013 read
with Rule 5 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014
are set out in Annexure H to this Report.

A statement containing the names of the top ten
employees in terms of remuneration drawn and the
particulars of employees as required under Section

197(12) of the Act read with Rules 5(2) and 5(3) of the
aforesaid Rules forms part of this Report as a separate
annexure. However, the Annual Report is being
circulated to the Members excluding the said annexure.
In terms of Section 136 of the Act, the annexure is
available for inspection at the Registered Office of the
Company during business hours, and any Member
interested in obtaining a copy of the same may write to
the Company Secretary.

Pursuant to the provisions of Section 197(14) of the
Companies Act, 2013, the Whole-time Directors of
the Company did not receive any remuneration or
commission from any of its subsidiaries during the year
under review.

f. Particulars of Loans, Guarantees and Investments

Details of loans and guarantees given and investments
made under Section 186 of the Companies Act, 2013
are given in the Notes to the Financial Statements.

g. Public Deposits

The Company has not accepted any deposits from the
public falling within the ambit of Section 73 of the
Companies Act, 2013 read with Companies (Acceptance
of Deposits) Rules, 2014 and no amount of principal or
interest was outstanding as on the Balance Sheet date.

h. Compliance of Secretarial Standards

The Company has complied with the applicable
Secretarial Standards issued by The Institute of
Company Secretaries of India and approved by Ministry
of Corporate Affairs.

i. Reporting of Frauds

There was no instance of fraud during the year under
review, which required the Auditors to report to the
Audit Committee and / or Board under Section 143(12)
of the Companies Act, 2013 and the rules made there
under.

j. Change in the Nature of Business

There was no change in the nature of business of the
Company during the financial year.

k. Material changes and commitments

There were no material changes and commitments
affecting the financial position of the Company between
the end of the financial year and the date of this Report.

l. The criteria for evaluation of performance of Independent
Directors and the Board of Directors pursuant to Section
178 of the Companies Act, 2013 and Schedule IV of
the Companies Act, 2013 the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 is
enclosed as Annexure I

m. Names of Companies which have become or ceased
to be Company's Subsidiaries, Joint Ventures or
Associate Companies during the year:

NACL Industries Limited

Your Company acquired NACL Industries Limited
through open offer process aggregating to 53.08%.

Further Company’s holding in NACL has increased to
53.73% consequent to acquisition of shares through
Rights Issue by NACL.

Stuccoedge India Private Limited:

Your company through Coromandel Chemicals Limited,
a Wholly owned subsidiary of the Company made
investment through equity and CCL holds 60%, thereby
making Stuccoedge as subsidiary of your Company.

24. Declaration/Affirmations

During the year under review

a. there are no significant material orders passed by the
Regulators or Courts, which would impact the going
concern status of the Company and its future operations.

b. there are no applications made or any proceedings
pending under the Insolvency and Bankruptcy Code,
2016.

c. the Company has not made any one-time settlement
with any Bank or Financial Institution as such disclosure
or reporting requirements in respect of the details of
difference between amount of the valuation done at
the time of one-time settlement and the valuation
done while taking loan from the Banks or Financial
Institutions is not required.

25. Banks and financial institutions

The Company has been regular and timely in the payment
of interest and repayment of loans to banks and financial
institutions. The Board of Directors places on record its
appreciation for the continued support and cooperation
extended by the banks and financial institutions in all aspects
of the Company’s operations.

26. Acknowledgement

The Directors wish to place on record their sincere appreciation
for the valuable support and cooperation extended by
bankers, business associates, lenders, financial institutions,
shareholders, various departments of the Government of
India and State Governments, the farming community, and all
other stakeholders.

The Directors also acknowledge and place on record the
commitment and dedication of the employees of the Company,
whose continued efforts have contributed to the achievement
of the Company’s performance during the year under review.

On behalf of the Board of Directors

Arun Alagappan
Executive Chairman
DIN: 00291361

Place : Chennai

Date : May 07, 2026