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Company Information

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FINE ORGANIC INDUSTRIES LTD.

15 October 2026 | 12:00

Industry >> Chemicals - Organic - Others

Select Another Company

ISIN No INE686Y01026 BSE Code / NSE Code 541557 / FINEORG Book Value (Rs.) 914.74 Face Value 5.00
Bookclosure 31/07/2026 52Week High 5666 EPS 136.03 P/E 39.71
Market Cap. 16564.05 Cr. 52Week Low 3856 P/BV / Div Yield (%) 5.91 / 0.00 Market Lot 1.00
Security Type Other

DIRECTOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2026-03 

The Board is pleased to submit its report on the performance of the Company along with the Audited Standalone and Consolidated
Financial Statements for the Financial Year ended March 31,2026.

FINANCIAL PERFORMANCE:

The Company’s financial performance during the year ended March 31, 2026, compared to the previous Financial Year is
summarised below:

Standalone

Consolidated

Particulars

Financial Year
2025-26

Financial Year
2024-25

Financial Year
2025-26

Financial Year
2024-25

REVENUE & PROFITS

Total Revenue from operations

2,27,596.26

2,20,519.45

2,36,579.78

2,26,914.79

Profit before Interest, Tax & Depreciation

52,538.31

57,771.27

59,962.98

61,047.73

Less: Interest & Finance Charges

304.19

169.02

412.37

219.56

Less: Depreciation

5,331.71

5,137.84

5,641.22

5,229.62

Profit for the year before Tax & exception items

46,902.41

52,464.41

53,909.39

55,598.55

Exceptional item

698.40

-

698.40

-

Profit for the year before Tax & exception items

47,600.81

52,464.41

54,293.66

55,515.70

Less: Provision for Taxation

- Current

12,650.00

13,652.55

13,864.64

14,589.74

- Deferred

180.21

(154.39)

(1,411.41)

(123.68)

Short (Excess) provision for earlier years

133.03

-

133.03

-

Net Profit/(Loss) after Tax

34,637.57

37,866.25

41,707.40

41,049.64

Other comprehensive income

(1,609.03)

(234.18)

(1,609.39)

(235.39)

Total Comprehensive Income

33,028.54

38,732.07

40,098.01

40,814.25

RETAINED EARNINGS

Opening Balance of Retained Earnings

2,19,557.20

1,83,656.95

2,29,714.60

1,91,730.95

Add: Profit for the year

34,637.57

38,966.25

41,707.40

41,049.64

Less: Appropriations

Final Dividend

3,372.60

3,066.00

3,372.60

3,066.00

Transferred to Other Reserve/ Non-controlling interest

-

-

-

-

Balance as at end of the Year

2,50,822.17

2,19,557.20

2,68,049.40

2,29,714.59

The Standalone as well as the Consolidated Financial
Statements have been prepared in accordance with the Indian
Accounting Standards (‘Ind AS’).

On a consolidated basis, the revenue from operations
increased to ' 2,36,579.78 Lakhs in Financial Year 2025-26
from ' 2,26,914.79 Lakhs in Financial Year 2024-25. The profit
before tax decreased to ' 54,293.66 Lakhs in Financial Year
2025-26 from ' 55,515.70 Lakhs in Financial Year 2024-25.

On a standalone basis, the revenue from operations increased
to ' 2,27,596.26 Lakhs in Financial Year 2025-26 from

' 2,20,519.45 Lakhs in Financial Year 2024-25. The profit
before tax decreased to ' 47,600.81 Lakhs in Financial Year
2025-26 from ' 52,464.41 Lakhs in Financial Year 2024-25.

For more details on the Consolidated and Standalone
Financial Results, please refer to the Management Discussion
and Analysis Report which forms a part of this Annual Report.

SHARE CAPITAL:

During the year under review, there was no change in
the Authorised Share Capital of the Company. As of
March 31, 2026, the Paid-up Share Capital of the Company

is ' 1,533 Lakhs, comprising 3,06,59,976 equity shares of
' 5 each.

DIVIDEND:

The Board recommends a final dividend of ' 11/- (Rupees
Eleven only) per equity share for the Financial Year ended
March 31, 2026. The payment of dividend is subject to
the approval of members at the ensuing Annual General
Meeting (‘AGM’). Upon approval, the dividend will be paid
to those members whose names will appear in the Register
of Members as at the close of business hours on Friday,
July 31,2026. The total dividend payout will be approximately
' 3,372.60 Lakhs.

In accordance with Regulation 43A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 (‘the Listing Regulations’), the Company has adopted
a Dividend Distribution Policy. This policy outlines various
parameters that the Board considers while recommending
or declaring dividends. The Dividend Distribution Policy
is available on the Company’s website at
https://www.
fineorganics.com/investor-policies/
.

UNCLAIMED DIVIDEND:

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/ 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, the shares in respect of which dividend has not been
paid or claimed by the shareholders for seven consecutive
years or more shall also be transferred to the demat account
of the IEPF Authority. In accordance with the IEPF Rules,
the Company sent individual notices and advertised in the
newspapers seeking action from the shareholders who have
not claimed their dividends for seven consecutive years or
more. Thereafter, the Company has transferred such unpaid
or unclaimed dividends, the details of which are given below:

Dividend and

Amount transferred

Date of transfer

the Year

to IEPF (in ' )

to IEPF

Final dividend

14,406/- (Fourteen

November 14,

FY 2017 - 18

Thousand Four

2025

Hundred and Six only)

Further, the Company transferred 77 equity shares to the
demat account of IEPF during the year under review. The
shareholders/claimants whose shares or unclaimed dividends
have been transferred to the IEPF, may claim the shares or
apply for a refund from the IEPF Authority by following the
procedure prescribed in the IEPF Rules. The shareholders
may request the Company by submitting all the required
documents before making an application to the IEPF Authority.

During the year, the Company will transfer the following
unclaimed dividend and the underlying shares to IEPF, within
statutory timelines:

Dividend

Due date for

transfer to IEPF

Final dividend FY 2018 -19

September 29, 2026

The shareholders are requested to ensure that they claim
the dividends and shares referred above, before they are
transferred to the said Fund. The Company has appointed a
Nodal Officer under the provisions of the Rules, the details of
which are available on the website at
https://www.fineorganics.
com/investor-relations/

Details of shares in respect of which dividend has not been
claimed are provided on the website of the Company at
https://www.fineorganics.com/investor-unclaimed-dividend/.
The shareholders are encouraged to verify their records and
claim their dividends for all the previous seven years, if not
claimed.

TRANSFER TO RESERVES:

The closing balance of the retained earnings of the Company
for the Financial Year 2025-26, after all appropriations and
adjustments, was ' 2,50,822.17 Lakhs.

SUBSIDIARIES, ASSOCIATE COMPANIES AND JOINT
VENTURES:

In accordance with Section 129(3) of the Companies Act,
2013 (“the Act”), a separate statement containing the salient
features of the financial statements of all subsidiaries and
associate companies/joint ventures, if any, in prescribed Form
AOC - 1 is attached to the financial statements of the Company.
The statement also provides details of the performance and
financial position of each of the subsidiaries.

The audited financial statements together with related
information and other reports of each of the subsidiary
companies are available on the Company’s website at
www.fineorganics.comand the same are also available for

inspection by the members at the Registered Office of the
Company during business hours on all working days as
required under Section 136 of the Act.

As on March 31, 2026, the Company has five subsidiaries
i.e. Fine Organics (USA), Inc., Fine Organics Europe BV,
Fine Organic Industries (SEZ) Private Limited, Fine Organics
Americas LLC and Fine Organics FZE and two joint venture
companies i.e. Fine Zeelandia Private Limited and Fine
Organic Industries (Thailand) Co., Ltd.

DIRECTORS’ RESPONSIBILITY STATEMENT:

Pursuant to Section 134 (3) (c) read with Section 134 (5) of
the Act, the Board of Directors, to the best of their knowledge
and based on the information and explanation received from
the Company, confirm that:

a) i n the preparation of the annual accounts for the Financial
Year ended March 31, 2026, the applicable accounting
standards have been followed and there are no material
departures;

b) the Directors have selected such accounting policies
and applied them consistently and made judgments and
estimates that are reasonable and prudent so as to give
a true and fair view of the state of affairs of the Company
as on March 31, 2026 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 have 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 were operating
effectively; and

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

BOARD OF DIRECTORS AND KEY MANAGERIAL
PERSONNEL:

As on date of the report, the Board of Directors of the Company
comprises of 10 (ten) Directors, of which 5 (five) are Executive

Directors, 5 (five) Non-Executive Independent Directors,
including 1 (one) Woman Non-Executive Independent
Director. The constitution of the Board of Directors of the
Company is in accordance with Section 149 of the Act and
Regulation 17 of the Listing Regulations, as amended from
time to time.

The Company has received requisite declarations from all
the Independent Directors of the Company confirming that
they meet the criteria of independence prescribed under
Section 149(6) of the Act read with Rule 5 of the Companies
(Appointment and Qualification of Directors) Rules, 2014
and Regulation 16(1 )(b) of the Listing Regulations. The
Independent Directors have also confirmed that they are not
aware of any circumstance or situation that exists or may
be reasonably anticipated that could impair or impact their
ability to discharge their duties with an objective, independent
judgment and without any external influence. In the opinion
of the Board, all the Independent Directors satisfy the criteria
of independence as defined under the Act, rules framed
thereunder and the Listing Regulations, and that they are
independent of the Management of the Company.

In the opinion of the Board, all Independent Directors possess
the requisite qualifications, experience, expertise, proficiency
and hold high standards of integrity for the purpose of Rule 8(5)
(iiia) of the Companies (Accounts) Rules, 2014. In terms of the
requirements under the Listing Regulations, the Board has
identified list of key skills, expertise and core competencies
of the Board, including the Independent Directors, details
of which are provided as part of the Corporate Governance
Report.

As on March 31, 2026, the Key Managerial Personnel
(‘KMP’) of the Company were Mr. Mukesh Shah, Chairman
and Whole-Time Director; Mr. Jayen Shah, Managing
Director; Mr. Tushar Shah, Whole-Time Director; and Chief
Executive Officer; Mr. Bimal Shah, Whole-Time Director;
Mr. Nikhil Kamat, Whole-Time Director; Ms. Sonali Bhadani,
Chief Financial Officer; and Ms. Pooja Lohor, Company
Secretary.

CHANGES IN DIRECTORS AND KEY MANAGERIALPERSONNEL

Retirement by Rotation

In accordance with the provisions of Section 152 of the Act read
with the rules made thereunder and the Articles of Association
of the Company, Mr. Nikhil Kamat (DIN: 00107233) retires
by rotation at the 24th AGM and, being eligible, has offered

himself for re-appointment. A resolution seeking shareholders’
approval for his re-appointment forms part of the AGM Notice.
The brief details of Mr. Nikhil Kamat, who is proposed to be
re-appointed as required under Secretarial Standard 2 on
General Meetings (“SS-2”) and Regulation 36 of the Listing
Regulations, are being provided in the Notice convening the
AGM of the Company.

Cessation of Director

During the year under review, Ms. Pratima Umarji
(DIN: 05294496) ceased to be an Independent Director of
the Company due to her ongoing health issues with effect
from November 03, 2025. The Board places on record its
appreciation for her invaluable contribution and guidance
during her tenure as an Independent Director.

Appointment of Director

Based on the recommendation of the Nomination and
Remuneration Committee (NRC), the Board at its meeting
held on May 19, 2026 appointed Mr. Shailendra Nadkarni
(DIN: 03401830), as an Additional Director in the capacity of
Non-Executive and Independent Director of the Company,
with effect from May 19, 2026 for a term of 5 (five) consecutive
years till May 18, 2031 and has recommended his appointment
for the approval of Members at the 24th AGM. A brief profile of
Mr. Shailendra Nadkarni and other requisite information are
provided as part of the Notice of 24th AGM.

NUMBER OF BOARD MEETINGS:

The Board met 4 (four) times during the year under review
on May 08, 2025; August 08, 2025; November 07, 2025 and
February 12, 2026 respectively. The maximum gap between
two Board meetings did not exceed 120 days. The details
of the Board meetings and the attendance of Directors are
provided in the Corporate Governance Report forming part of
the Annual Report.

COMMITTEES OF THE BOARD:

As on the date of this report, the Board has the following
committees:

i) Audit Committee

ii) Nomination and Remuneration Committee

iii) Stakeholders’ Relationship Committee

iv) Corporate Social Responsibility Committee

v) Risk Management Committee.

vi) Executive Committee

vii) Strategic Growth Committee

All the recommendations made by the Board Committees,
including the Audit Committee, were accepted by the Board.

Detailed information of these Committees and relevant
information for the year under review are set out in the
Corporate Governance Report.

ANNUAL EVALUATION OF DIRECTORS, COMMITTEES
AND THE BOARD:

Pursuant to the applicable provisions of the Act and the Listing
Regulations, the Board has carried out an annual evaluation
of its own performance, performance of the Directors as well
as the evaluation of the working of its committees. The NRC
has defined the evaluation criteria and procedure for the
Performance Evaluation process for the Board, its Committees
and Directors.

The performance of the Board and its functioning were
evaluated based on various criteria, including expertise
and experience of the Board, industry knowledge, diversity,
Board Meeting procedure, Board Development, succession
planning, etc.

All committees of the Board were evaluated based on
various criteria, including their function and duties, periodical
reporting to the Board along with their suggestions and
recommendations and the procedure of the Meetings etc.

In a separate meeting of Independent Directors held on
March 24, 2026, the performance of Non-Independent
Directors, the Board as a whole and the Chairman of the
Company was evaluated by the Independent Directors. The
evaluation of the Chairperson was done based on criteria
which, among others, included managing relationships with
shareholders and employees, board, management and
leadership qualities. The performance of all Executive Directors
as well as Independent Directors has been evaluated by the
entire Board based on the criteria, which includes participation
at Board/ Committee Meetings, managing relationships with
other fellow members and senior management, personal
attributes like ethics and integrity etc.

The Board and NRC reviewed the performance of the Board,
its Committees and of the Directors. The same was discussed
in the Board Meeting and the feedback received from the
Directors on the performance of the Board and its Committees
was also discussed. The Directors expressed their satisfaction
with the evaluation process.

NOMINATION AND REMUNERATION POLICY:

The Company has in place a Nomination and Remuneration
Policy for the Directors, KMP and other employees pursuant
to the provisions of the Act and the Listing Regulations which
is available on the website of the Company i.e.
https://www.
fineorganics.com/investor-policies/
.

INTERNAL FINANCIAL CONTROL SYSTEM AND THEIR
ADEQUACY:

The Company has an adequate system of internal financial
controls that is commensurate with the size, scale and nature
of its operations. These have been designed to provide
reasonable assurance with regard to recording and providing
reliable financial and operational information, complying
with applicable accounting standards, safeguarding its
assets, preventing and detecting errors and fraud and timely
preparation of reliable financial information.

AUDITORS:

I. Statutory Auditors

The shareholders at the 23rd Annual General Meeting
held on August 21, 2025 approved the appointment of
M/s. CNK & Associates LLP, Chartered Accountants
(Firm registration No. 101961W), as the Statutory Auditor
of the Company for a term of 5 (five) consecutive years,
from the conclusion of 23rd AGM upto the conclusion of
28th AGM to be held in the year 2030. The Company
has received the requisite consent and certificate of
eligibility from M/s. CNK & Associates LLP, Chartered
Accountants.

The Auditor’s Report as received from M/s. CNK &
Associates LLP on the financial statements of the
Company for the Financial Year ended March 31, 2026,
forms part of the Annual Report. The said report was
issued by the Statutory Auditors with an unmodified
opinion and does not contain any qualifications,
reservations or adverse remarks.

During the year under review, the Auditors have not
reported any fraud under Section 143(12) of the Act
and therefore disclosure of details under Section 134(3)
(ca) of the Act is not applicable. The Audit Committee
periodically reviews the independence of Auditors
through quarterly affirmations, review of non-audit
services, internal checks and balances to mitigate
conflict of interest, etc.

II. Cost Accounts and Cost Auditors

In terms of Section 148 of the Act read with the
Companies (Cost Records and Audit) Rules, 2014, the

Company is required to maintain cost accounting records
and have them audited every year. Your Company has
made and maintained the cost accounts and records,
as required. Accordingly, the Board at its meeting
held on May 19, 2026, based on the recommendation
of the Audit Committee, appointed M/s. Y. R. Doshi &
Associates, Cost Accountants (Firm registration no.
000286), as the Cost Auditors of the Company to conduct
an audit of the cost records for the Financial Year ending
March 31,2027.

A remuneration of ' 4,00,000/- (Rupees Four Lakhs only)
plus applicable taxes and out-of-pocket expenses has
been fixed for the Cost Auditors, subject to the ratification
of such fees by the Members at the forthcoming 24th
AGM. Accordingly, the matter relating to ratification of
the remuneration payable to the Cost Auditors for the
Financial Year ending March 31, 2027, forms part of
the Notice of the 24th AGM. The Company has received
the requisite consent and certificate of eligibility from
M/s. Y. R. Doshi & Associates, Cost Accountants.

During the year under review, the Cost Auditor has not
reported any fraud under Section 143(12) of the Act and
therefore disclosure of details under Section 134(3)(ca)
of the Act is not applicable.

III. Secretarial Auditors

Pursuant to Section 204 of the Act and the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014, read with Regulation 24A of
the Listing Regulations, the shareholders at the 23rd
Annual General Meeting held on August 21, 2025,
approved the appointment of M/s. NKS & Co., Practising
Company Secretaries, having Firm Registration No. -
P2025MH105200 and Peer review No. 6708/2025, as
the Secretarial Auditor of the Company for a term of 5
(five) consecutive years, from the conclusion of 23rd AGM
upto the conclusion of 28th AGM. The Company has
received the requisite consent and certificate of eligibility
from M/s. NKS & Co., Practising Company Secretaries.

The Secretarial Audit Report issued by
M/s. NKS & Co. on May 19, 2026, in form MR-3 for
Financial Year 2025-26 is enclosed as “
Annexure I” to
this report. The Secretarial Audit Report does not contain
any qualifications, reservations or adverse remarks.

During the year under review, the Secretarial Auditor has
not reported any fraud under Section 143(12) of the Act
and therefore disclosure of details under Section 134(3)
(ca) of the Act is not applicable.

RISK MANAGEMENT:

Risk Management is an integral part of the Company’s
operations. The Company evaluates risks that can impact its
strategic, operational, compliance and reporting objectives.
Mechanisms for identification and prioritisation of risks
include scanning the business environment and continuous
monitoring of internal risk factors. Major risks identified by
the Company’s business and functions are systematically
addressed through mitigating actions on a continuing basis.
The Board of Directors of the Company has formed a (RMC)
to frame, implement and monitor the risk management plan
for the Company. The RMC is chaired by an Independent
Director. The RMC closely monitors risk management efforts
and provides insights for effective Risk Management across
our operations. A detailed note on risk management is
given under the financial review section of the Management
Discussion and Analysis of this Annual Report.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS:

Particulars of loans, guarantees and investments covered
under Section 186 of the Act form part of the notes to the
Standalone Ind AS financial statements provided in this
Annual Report.

RELATED PARTY TRANSACTIONS (“RPTS”):

In line with the requirements of the Act and the Listing
Regulations as amended from time to time, the Company
has adopted a Policy on Related Party Transactions and the
same is available on its website at
https://www.fineorganics.
com/investor-policies/
. The Policy captures a framework for
Related Party Transactions and intends to ensure that proper
reporting, approval and disclosure processes are in place for
all transactions with related parties.

All transactions with related parties are placed before
the Audit Committee for its review and approval. Before
the commencement of each Financial Year, an omnibus
approval from the Audit Committee is obtained for related
party transactions for such year, which are repetitive in
nature, based on the approved criteria. The Audit Committee
reviews all transactions entered into pursuant to the omnibus
approvals so granted on a quarterly basis.

All transactions with related parties entered into during
Financial Year 2025-26 were at arm’s length basis and in
the ordinary course of business and in accordance with the
provisions of the Act and rules made thereunder, the Listing
Regulations and the Company’s Policy on Related Party

Transactions. Details of contracts/arrangements/ transactions
with related parties which are required to be reported in Form
No. AOC-2 in terms of Section 134(3)(h) read with Section
188 of the Act and Rule 8(2) of the Companies (Accounts)
Rules, 2014 are provided in “
Annexure V” to this Report.
Further, there were no material related party transactions
in terms of the Listing Regulations requiring approval of the
Members during the year under review. Details of the related
party transactions are given in the notes of the standalone
financial statements, setting out the disclosures on related
party transactions for Financial Year 2025-26.

Pursuant to Regulation 23(9) of the Listing Regulations, your
Company has filed the reports on related party transactions
with the Stock Exchanges within statutory timelines.

CORPORATE SOCIAL RESPONSIBILITY:

The Company has developed a CSR framework in line with
Section 135 of the Act read with Schedule VII thereto, which
focuses on Education, Healthcare, Women Empowerment,
Eradicating extreme hunger and poverty, etc.

The Board of Directors has constituted the Corporate Social
Responsibility Policy of the Company and it is available on the
website of the Company i.e.
https://www.fineorganics.com/
investor-policies/

The Report on Corporate Social Responsibility (CSR)
including the constitution of the Corporate Social
Responsibility Committee and activities undertaken during
the Financial Year 2025-26 as per Rule 8 of the Companies
(CSR Policy) Amendment Rules, 2021 is enclosed as
“
Annexure II” to this Report.

Further, the Chief Financial Officer of the Company
has certified that CSR spends of the Company for
Financial Year 2025-26 have been utilised for the purpose
and in the manner approved by the Board of Directors of the
Company.

ANNUAL RETURN:

Pursuant to Section 134(3)(a) of the Act, the draft annual
return for Financial Year 2025-26 prepared in accordance
with Section 92(3) of the Act is made available on the website
of the Company at
https://www.fineorganics.com/investor-
agm-documents/

PARTICULARS OF EMPLOYEES & MANAGERIAL
REMUNERATION:

The information 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
attached as “
Annexure III” to this report.

The statement containing particulars of employees as
required under Section 197 of the Act read with Rule 5 (2) and
Rule 5(3) of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, will be provided
upon request. In terms of Section 136 of the Act, this Report
and accounts are being sent to the members and others
entitled thereto, excluding the information on particulars of
employees which is available for inspection by members at
the Registered Office of the Company during business hours
on all working days. Members who are interested in obtaining
these particulars may write to the Company Secretary at
the Registered Office of the Company or send an email at
investors@fineorganics.com

CORPORATE GOVERNANCE:

The Company is committed to maintaining the highest
standards of Corporate Governance and continues to be
compliant with the requirements of Corporate Governance
as prescribed in the Listing Regulations. In compliance
with Regulation 34 of the Listing Regulations and other
applicable provisions of the Listing Regulations, a separate
report on Corporate Governance, along with the Certificate
of Compliance from the Secretarial Auditor, forms an integral
part of this Annual Report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT:

Pursuant to Regulation 34 read with Schedule V of the
Listing Regulations, the Management Discussion and
Analysis Report, capturing your Company’s performance,
industry trends and other material changes with respect to
your Company and its subsidiaries, wherever applicable, is
presented in a separate section forming an integral part of this
Annual Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT (BRSR):

The Company has been conducting business in a sustainable
manner and creating maximum value for all its stakeholders.
BRSR for Financial Year 2025-26 in accordance with
Regulation 34(2)(f) of the Listing Regulations forms an integral
part of this Annual Report. The BRSR indicates the Company’s
performance against the principles of the ‘National Guidelines
on Responsible Business Conduct’.

WHISTLE BLOWER POLICY AND VIGIL MECHANISM:

In accordance with the provisions of Section 177 (9) of
the Act and requirements of Regulation 22 of the Listing
Regulations, your Company has a vigil mechanism which has
been incorporated in the Whistle Blower Policy for Directors
and Employees to report genuine concerns about unethical
behaviour, actual or suspected fraud or violation of the Code
for Prevention of Insider Trading. The Whistle Blower Policy
is uploaded on the website of your Company at
https://www.
fineorganics.com/investor-policies/

PREVENTION OF SEXUAL HARASSMENT:

The Company has zero tolerance towards sexual harassment
at workplace and has adopted a policy on Prevention of
Sexual Harassment, in line with the provisions of Sexual
Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013 and the Rules thereunder. The
Policy aims to provide protection to the employees at the
workplace and prevent and redress complaints of sexual
harassment and for matters connected or incidental thereto. A
separate Internal Complaints Committee has also been set up
to redress complaints received on sexual harassment at the
head office as well as at all plant locations. The Committee
conducts sensitisation workshops to inform the employees
about their rights with respect to sexual harassment of women
at workplace. The Company has not received any complaint
of sexual harassment during the Financial Year 2025-26.

The following is a summary of Sexual Harassment complaint(s)
received and disposed of during the Financial Year 2025-26,
pursuant to the POSH Act and Rules framed thereunder:

Particulars

Number

Number of complaint(s) of Sexual
Harassment filed during
Financial Year 2025-26

Nil

Number of complaint(s) disposed of during
Financial Year 2025-26

Not Applicable

Number of cases pending for more than
90 days (stipulated timeline under POSH)

Not Applicable

DISCLOSURE OF MATERNITY BENEFIT COMPLIANCE

During the year under review, the Company has complied with
the provisions of the Maternity Benefit Act, 1961, as amended
from time to time.

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

The information pertaining to conservation of energy,
technology absorption, foreign exchange earnings and outgo
as required under Section 134 (3) (m) of the Act read with Rule
8 (3) of the Companies (Accounts) Rules, 2014 is furnished in
“
Annexure IV” to this report.

MATERIAL CHANGES AND COMMITMENTS, IF ANY
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY, OCCURRED BETWEEN THE END OF
THE FINANCIAL YEAR TO WHICH THESE FINANCIAL
STATEMENTS RELATE AND THE DATE OF THE REPORT:

There are no material changes and commitments affecting the
financial position of the Company that occurred between the
end of the Financial Year to which these financial statements
relate and the date of the report other than those mentioned
under any section of this Annual Report.

DEPOSITS FROM PUBLIC:

The Company has not accepted any deposits from the public,
and as such, no amount on account of principal or interest on
deposits from the public was outstanding as on the date of the
balance sheet.

SECRETARIAL STANDARDS:

During the year under review, the Company has complied with
all the applicable provisions of Secretarial Standard - 1 and
Secretarial Standard - 2 issued by the Institute of Company
Secretaries of India and notified by the Ministry of Corporate
Affairs.

SIGNIFICANT OR MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS OR TRIBUNALS, WHICH
WOULD IMPACT THE GOING CONCERN STATUS AND
COMPANY’S OPERATIONS IN FUTURE:

During the year under review, there were no significant/
material orders passed by the regulators or courts or tribunals
impacting the going concern status of your Company and its
operations in future.

OTHER DISCLOSURES:

• There are no proceedings made or pending under the
Insolvency and Bankruptcy Code, 2016 and there are
no instances of one-time settlement with any Bank or
Financial Institution, during the year under review.

• The Company has not issued shares with differential
voting rights and sweat equity shares during the year
under review.

ACKNOWLEDGEMENTS:

The Board of Directors thank for the continued support and
co-operation by customers, vendors, investors, bankers,
government and regulatory authorities and stock exchanges
during the year under review. The Board of Directors wish
to place on record its deep sense of appreciation for the
committed services by all the employees of the Company.

For and on behalf of the Board of Directors
Fine Organic Industries Limited

Mukesh Shah

Date: May 19, 2026 Chairman

Place: Mumbai DIN: 00106799