Your Directors are pleased to present the 11^th Annual Report of IRM Energy Limited (“the Company” or “IRMEL”) together
with the Audited Financial Statements (Standalone and Consolidated) for the financial year ended March 31, 2026 and the
report of the Auditors thereon.

FINANCIAL RESULTS

The Company’s financial results for the financial year ended March 31,2026, is summarized as below:

COMPANY’S PERFORMANCE AND STATE OF AFFAIRS

Operational Highlights

The Company during the year 2025-26 continued to
strengthen its presence across its authorized Geographical
Areas (“GA”) through focused expansion of its City Gas
Distribution network and enhancement of customer
outreach.

As part of its commitment to expanding clean mobility
infrastructure, the Company further augmented its
CNG network across its Geographical Areas During the
year, the Company achieved a significant milestone
bycommissioning 150 CNG stations. Additionally, 39 new
CNG stations were commissioned during the financial year
2025-26, while capacity enhancement and upgradation

activities were carried out at 02 existing CNG stations.
As a result, the Company’s total compression capacity
increased to 26 lakh SCM per day, enabling it to cater
to approximately 2.3 lakh vehicles daily. The Company
has achieved CNG sales volume 134 MMSCM during the
financial year 2025-26 as compared to 111 MMSCM in
the financial year 2024-25, registering an increase of 23
MMSCM, equivalent to 21% year-on-year growth.

For PNG, the Company has achieved total 223 PNG industrial
customers, 496 PNG commercial customers and 83,262
PNG domestic customers during the financial year 2025-26.
The PNG sales volume stood at 90 MMSCM in financial year
2025-26, as compared to 95 MMSCM in financial year 2024¬
25, registering a decrease of 5 MMSCM.

The Company continued to expand its CNG business in
the Namakkal & Trichy GA through strategic customer
acquisition and institutional partnerships. During the year,
the Company signed a Memorandum of Understanding
(MoU) with Red Taxi, Trichy, facilitating the successful
conversion of over 145 taxi fleet vehicles to CNG.
Further strengthening its institutional customer base, the
Company commenced CNG supply to Tamil Nadu State
Transport Corporation (TNSTC) buses, with more than
140 buses currently operating on CNG. These initiatives
have significantly contributed to business growth, resulting
approximately 115% increase in CNG sales volume in the
Namakkal & Trichy GA.

The detailed operational performance of the Company
has been comprehensively discussed in the Management
Discussion and Analysis Section, which forms part of this
Report

Financial Highlights

On a standalone basis, during the year under review, the
Company has achieved a Revenue from Operations of
' 11,599.56 millions as compared to ' 10,563.55 millions in
the previous year representing an increase of 9.81%, earnings
before interest, taxes, depreciation, and amortization
(EBITDA) for the year was ' 1,376.67 millions, as compared
to ' 1,307.34 millions in the previous year, representing
an increase of 5.30%. Further, the Company earned profit
after tax (PAT) of ' 568.90 millions as compared to ' 470.49
millions in the previous year, representing an increase of
20.92%.

On a consolidated basis, during the year under review,
the Company has achieved a Revenue from Operations
of ' 11,599.56 millions as compared to ' 10,563.55
millions in the previous year, representing an increase of
9.81%, earnings before interest, taxes, depreciation, and
amortization (EBITDA) for the year ' 1,376.97 millions,
as compared to ' 1,307.24 millions in the previous year,
representing an increase of 5.33%. Further, the Company
earned Profit After Tax (PAT) ' 532.09 millions as compared
to ' 452.02 millions in the previous year, representing an
increase of 17.71%.

CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements of the Company
for the year ended March 31, 2026, have been prepared in
accordance with the Indian Accounting Standards (Ind
AS) 110 - consolidated financial statements as notified

by the Ministry of Corporate Affairs and as per the general
instructions for preparation of consolidated financial
statements given in Schedule III and other applicable
provisions of the Companies Act, 2013 (hereinafter referred
to as “Act”), and in compliance with the Securities and
Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (hereinafter referred to
as “SEBI Listing Regulations”). The audited consolidated
financial statements along with the auditor’s report thereon
forms part of the Annual Report.

DIVIDEND

The Board of Directors has recommended a final dividend
of ' 1.50 per share (15% on face value of ' 10/- per share) on
4,10,59,677 Equity Shares of ' 10/- each for the year ended
March 31, 2026. The dividend is subject to the approval
of members at the ensuing 11^th Annual General Meeting
(hereinafter referred to as “AGM”) of the Company. The said
dividend, if approved by the members, would involve a cash
out flow of ' 61.59 million (Gross of tax).

The Board has recommended the final dividend as per the
criteria laid down in the Dividend Distribution Policy.

The above dividend, if approved by the members at the
ensuing AGM, will be paid within 30 days from the date of
declaration, in accordance with the relevant provisions
of the Act, to those Members whose names appear on
the Register of Members as on the closing of business
hours on the Record Date. The record date for determining
entitlement of Members to final dividend is mentioned in the
Notice of AGM.

Pursuant to the provisions of the Income Tax Act, 2025, the
dividend paid or distributed by a company shall be taxable in
the hands of the shareholders. Accordingly, in compliance
with the said provisions, the Company shall make the
payment of dividend after the necessary deduction of tax
at source at the prescribed rates under the Income Tax Act,
2025, wherever applicable.

Dividend Distribution Policy

In compliance with the requirements of Regulation 43A of
the SEBI Listing Regulations, the Board of Directors of the
Company has formulated a Dividend Distribution Policy,
which is available on the website of the Company athttps://
www.irmenergy.com/wp-content/uploads/2022/12/
Dividend-Distribution-Policy .pdf

TRANSFER TO RESERVES

The Board of Directors has decided to retain the entire
amount of profit for financial year 2025-26 as retained
earnings. Accordingly, the Company has not transferred any
amount to General Reserve during the year.

SHARE CAPITAL

During the year, there was no change in the authorised,
issued, subscribed, and paid-up share capital of the
Company.

The Company has only one class of equity shares having
value of ' 10/- (Rupees Ten Only) each. During the year, the
Company has neither issued equity shares with differential
voting rights nor granted stock options or sweat equity.

SUBSIDIARY AND ASSOCIATE COMPANIES

As at March 31, 2026, the Company has one subsidiary,
SKI-Clean Energy Private Limited, and three associate
companies comprising Farm Gas Private Limited, Venuka
Polymers Private Limited and Ni-hon Cylinders Private
Limited.

During the year, the Company has subscribed an additional
10,50,800 fully paid-up equity shares of '10 each of Venuka
Polymers Private Limited (‘VPPL’) pursuant to the right issue
of VPPL. Consequently, the shareholding of the Company in
the VPPL increased from 33.33% to 50.00%.

During the year, no company has become or ceased to be
subsidiary, joint venture, or associate of the Company.

There is no material subsidiary of the Company during the
year, in terms of the SEBI Listing Regulations and Company’s
policy on determining Material Subsidiary.

A separate statement containing the salient features of
the financial performance of the subsidiary and associate
companies in form AOC-1 is annexed to the consolidated
financial statements and forms part of this Report.

In accordance with Section 136 of the Act, the Audited
Standalone and Consolidated Financial Statements of the
Company and Audited Financial Statement of the Subsidiary
Company are available on the website of the Company at
https://www.irmenergy.com/investor/#financial-statements.
These documents will be available for inspection by the
members of the Company during working hours at registered
office of the Company.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the
Act, the Annual Return as on March 31, 2026 in form MGT-7
is available on the Company’s website and can be accessed
at www.irmenergy.com.

LOANS, GUARANTEES AND INVESTMENTS

The provisions of Section 186 of the Act are not applicable
to the Company, as it is engaged in the business of providing
infrastructure facilities covered under Schedule VI of the
Act. The details of the loan, guarantees and investments
made during the year under review are provided in Note Nos.
5, 6 & 12 to the standalone financial statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS
WITH RELATED PARTIES

The Company has adopted a “Policy on materiality and
dealing with the Related Party Transactions”, in accordance
with the provisions of the Act and Regulation 23 of the SEBI
Listing Regulations, inter-atia, providing a framework for
governance and reporting of related party transactions
including material related party transactions and threshold
limits for determining materiality. The said Policy is available
on the website of the Company athttps://www.irmenergy.
com/wp-content/uploads/2022/12/Policy-on-RPT
version-3.0.pdf

All Related Party Transactions and subsequent
modifications are placed before the Audit Committee for
review and approval. An omnibus approvals are obtained
for Related Party Transactions which are of repetitive nature
and/ or entered in the ordinary course of business.

All the related party transactions entered into by the
Company during the year were on arm’s length basis.
Further, the Company has not entered into any transaction
with related parties which could be considered material in
accordance with the provisions of the Act and rules made
thereunder, SEBI Listing Regulations and policy of the
Company on materiality and dealing with the related party
transactions.

Accordingly, the disclosure required in the prescribed Form
AOC-2 is not applicable to the Company for the financial
year 2025-26 and hence does not form part of this Report.

The Directors draw attention of the Members to Note no.
36 of the standalone financial statements which sets out
related party transactions disclosure.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Board of Directors

The Board of Directors comprises distinguished
professionals of proven integrity, knowledge, experience
and competence.

As on March 31,2026, the Board of Directors of the Company
consisted of 10 (Ten) Directors, comprising 1 (One) Executive
Director, 4 (Four) Non-Executive Non-Independent
Directors, and 5 (Five) Non-Executive Independent
Directors, including 1 (One) Woman Independent Director.
The details of the Board and Committees composition, and
other details are available in the Corporate Governance
Report, which forms part of this Report.

During the year, the following changes took place in the
composition of Board:

a) Mr. Vivek Wathodkar (DIN: 08486382) was appointed
as an Additional Independent Director of the Company
for a term of consecutive five years commencing from
February 03, 2026, based on the recommendation
of the Nomination and Remuneration Committee.
His appointment was subsequently approved by the
shareholders through a special resolution passed by
way of postal ballot on April 11,2026.

b) Mr. C. K. Gopal (DIN: 08434324) resigned from the
position of Non-Executive Independent Director of the
Company with effect from December 15, 2025, due to
personal reasons. Consequently, he ceased to be the
chairperson/member of the Committees of the Board
with effect from the same date.

In terms of Section 152 of the Act and Articles of Association
of the Company, Dr. Rajiv I. Modi (DIN: 01394558), being
the longest serving Director, shall retire by rotation at

the ensuing AGM and being eligible, offers himself for
reappointment. The Board of Directors of the Company
has recommended his re-appointment and brief details
as required under Secretarial Standard-2 and Regulation
36 of SEBI Listing Regulations, are provided in the Notice
convening the 11^th AGM.

Based on the confirmations received from the Directors of
the Company, none of the Directors of the Company has
incurred any disqualification under Sections 164(1) and
164(2) of the Act and have been debarred from accessing
the capital market or from holding the office of Director
pursuant to any order issued by the Securities and Exchange
Board of India, the Ministry of Corporate Affairs, or any other
regulatory authority.

Key Managerial Personnel

As on March 31, 2026, in terms of the provisions of Section
203 of the Act read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the
following are Key Managerial Personnel (“KMP”) of the
Company:

1) Mr. Amitabha Banerjee, Whole-time Director
(Designated as Executive Director)

2) Mr. M. K. Sharma, Chief Executive Officer

3) Mr. Arunkumar Saluru, Chief Financial Officer

4) Mr. Akshit Soni, Company Secretary & Compliance
Officer

During the year under review, the following changes took
place among KMP:

1) Mr. Arunkumar Saluru was appointed as the Chief
Financial Officer of the Company with effect from
November 12, 2025, by the Board of Directors.

2) Mr. Harshal Anjaria has resigned from the position of
Chief Financial Officer of the Company due to personal
reasons and ceased to be the Chief Financial Officer
with effect from October 17, 2025.

MEETINGS OF THE BOARD OF DIRECTORS

The Board met 5 (Five) times during the financial year 2025¬
26. The details of meeting held and attendance of Directors
are mentioned in the Corporate Governance Report which
forms part of this Report. The maximum interval between
any two meetings did not exceed one hundred and twenty
days as prescribed in the Act and SEBI Listing Regulations.

Separate Meeting of Independent Directors

In terms of requirements of Schedule IV to the Act and
Regulation 25 of the SEBI Listing Regulations, during
the year, a separate meeting of Independent Directors
was held on March 18, 2026, without the attendance
of Non-Independent Directors and the members of the
Management. The Independent Directors reviewed the
performance of Non-Independent Directors and the Board
as whole, along with the performance of the Chairperson
of the Company, and assessed the quality, quantity, and

timeliness of flow of information between the Company’s
management and the Board that is necessary for the Board
to effectively and reasonably perform their duties.

DECLARATION BY INDEPENDENT DIRECTORS

Pursuant to Section 149(7) of the Act and Regulation 25(8)
of the SEBI Listing Regulations, the Company has received
declarations from all Independent Directors confirming
that they meet the criteria of independence as specified
in Section 149(6) of the Act, as amended, read with Rules
framed thereunder and Regulation 16(1 )(b) of the SEBI
Listing Regulations and there has been no change in
the circumstances which may affect their status as an
Independent Director.

The Independent Directors have also confirmed that their
registration with the databank of Independent Directors
maintained by the Indian Institute of Corporate Affairs,
in compliance with the requirements of the Rule 6(1) and
6(2) of the Companies (Appointment and Qualifications of
Directors) Rules, 2014.

In the opinion of the Board, all the independent directors are
persons of integrity, possess relevant expertise, experience,
proficiency and fulfil the conditions of independence
specified in the Act and SEBI Listing Regulations and are
independent of the management of the Company.

COMMITTEES OF THE BOARD

The Board has constituted several Committees of the Board
which have been established as part of the best corporate
governance practices and are in compliance with the
requirements of the relevant provisions of the Act and SEBI
Listing Regulations.

As on March 31, 2026, the Board has 05 (five) mandatory
Committees, namely:

1) Audit Committee

2) Nomination and Remuneration Committee

3) Stakeholders Relationship Committee

4) Corporate Social Responsibility Committee

5) Risk Management Committee

Besides, the Board has also constituted a Management
Committee to oversee operational matters and routine
business transactions, an Independent Directors
Committee for statutory purposes and Strategic Initiatives
and Business Development Committee to focus on
business development, strategic initiatives, and growth of
the Company.

The details with respect to the composition, powers,
roles, terms of reference, number of meetings, etc. of the
Committees held during the year and attendance of the
Members at each Committee meeting, are provided in the
Corporate Governance Report which forms part of this
Report.

During the year, all recommendations of the Committees
of the Board which were mandatorily required have been
accepted by the Board.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) and 134(5) of the Act, the
Board of directors of the Company state that:

a) in the preparation of the annual accounts for the year
ended March 31, 2026, the applicable accounting
standards had been followed and there are no material
departures from the same;

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 your
Company as at March 31, 2026 and of the profit of the
Company for the year ended March 31,2026.

c) 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) the annual accounts have been prepared on a ‘going
concern’ basis;

e) proper internal financial controls laid down by the
Directors are followed by the Company and that such
internal financial controls are adequate and operating
effectively; and

f) proper systems to ensure compliance with the
provisions of all applicable laws were in place and that
such systems are adequate and operating effectively.

BOARD EVALUATION

The Company is led by a diverse, experienced and
competent Board. The performance evaluation of the Board,
Committees of the Board and the individual members of the
Board for financial year 2025-26, was carried out internally
pursuant to the framework laid down by the Nomination
and Remuneration Committee (‘NRC’). This was based on a
structured questionnaire which cover various aspects of the
Board’s functioning such as adequacy of the composition
of the Board and its Committees, Member’s strengths
and contribution, execution and performance of specific
duties, obligations and governance and feedback from each
Director.

The outcome of the performance evaluation of Board,
Committees of the Board and of the Individual directors
was presented to the Board of Directors of the Company
and outcomes were discussed. For more information on
the Board Evaluation, please refer the “Board Evaluation”
section of the Corporate Governance Report.

POLICY ON DIRECTOR’S APPOINTMENT AND
REMUNERATION

Pursuant to provisions of Section 178 of the Act and the SEBI
Listing Regulations, the Nomination and Remuneration
Committee (‘NRC’) has formulated a Nomination and
Remuneration Policy for the appointment and determination
of remuneration of the Directors, Key Managerial Personnel
(‘KMPs’) and Senior Management Personnel (‘SMPs’) of the
Company including criteria for determining qualifications,
positive attributes, independence of a director, key
managerial personnel, senior management personnel of
the Company.

During the year under review, there was no change in the
Nomination and Remuneration Policy of the Company.

The detailed Policy is available on the website of the
Company athttps://www.irmenergy.com/wp-content/
uploads/2022/12/Nomination-and-Remuneration-Policy.
pdf

CORPORATE SOCIAL RESPONSIBILITY

The Company believes that the Corporate Social
Responsibility is our commitment towards the inclusive and
sustainable growth.

In compliance with requirements of Section 135(1) of
the Act, the Board has constituted a Corporate Social
Responsibility Committee, the brief details of which
provided in the Corporate Governance Report which form
part of this Report.

Further, the Board has laid down a Corporate Social
Responsibility (CSR) Policy, which is available on the
website of the Company athttps://www.irmenergy.com/
wp-content/uploads/2022/12/CSR-Policy.pdf. During the
year, there was no change in the CSR Policy of the Company.

The Annual Report on the CSR activities carried out
during the financial year 2025-26, in terms of Rule 8 of the
Companies (Corporate Social Responsibility Policy) Rules,
2014, is annexed herewith as Annexure-I, which forms part
of this Report.

RISK MANAGEMENT

The Company is committed to manage the risks in a
proactive and efficient manner as an integral part of its
business. The Company has established a Risk Management
Framework under a Risk Management Policy approved by
the Board of Directors in compliance with the applicable
provisions of the Act and SEBI Listing Regulations.

The framework provides a structured approach for
identification, assessment, prioritization, mitigation,
monitoring and reporting of risks that may impact the
Company’s business. Risks are evaluated based on their

likelihood of occurrence and potential impact, and are
classified into High, Medium and Low categories to facilitate
focused management attention and appropriate mitigation
measures.

The Company has constituted a Risk Management
Committee (RMC), the RMC is overall responsible for
reviewing the risk management framework and the
effectiveness of risk management, by evaluating major
risk exposures and monitoring mitigation plans. The Risk
Evaluation and Mitigation Sub-Committee, comprising
functional heads, is responsible for identification,
assessment, monitoring and mitigation of risks across the
Company and reports to the Risk Management Committee.

During the year under review, the Risk Management
Committee reviewed the Company’s key risks and mitigation
measures. The Company continued to strengthen its
monitoring mechanisms and risk management processes
to ensure that material risks are identified and managed
within the Company’s defined risk appetite.

In the opinion of the Board of Directors, there are no material
risks that may threaten the existence of the Company.
However, certain risks inherent to the nature of the industry
and business in which the Company operates are described
in the Management Discussion and Analysis section, which
forms part of this Report.

The Risk Management Policy is available on the website of
the Company athttps://www.irmenergy.com/wp-content/
uploads/2025/02/Risk-Management-Policy.pdf.

INTERNAL FINANCIAL CONTROLS AND ITS
ADEQUACY

The Company has established and maintained adequate
Internal Financial Controls (IFC) commensurate with
the size, scale, and complexity of its operations.
These controls are designed to provide reasonable
assurance regarding the reliability of financial reporting
and the preparation of financial statements in accordance
with applicable accounting standards and regulatory
requirements.

The Internal Audit of the Company for financial year 2025-26
was carried out by M/s PricewaterhouseCoopers Services
LLP (“PwC”), Internal Auditor.

The Audit Committee regularly interacts with the Internal
Auditors, Statutory Auditors, and the Management of the
Company responsible for financial management and other
affairs, to review internal financial controls.

The effectiveness of the internal financial control framework
is assessed through management reviews, continuous
monitoring by functional heads, and independent testing
performed by the Auditors during the course of their audits.
Based on such evaluations, the Board is of the opinion that
the Company has adequate internal financial controls with
reference to financial reporting and that such controls were

operating effectively throughout the financial year ended
March 31,2026.

Further, no material weaknesses or significant deficiencies
in the design or operation of the internal financial controls
were identified during the year that could have materially
affected, or are reasonably likely to materially affect, the
Company’s financial reporting process.

VIGIL MECHANISM

The Company has established a Vigil Mechanism and
adopted a Whistle Blower Policy in accordance with
provisions of Section 177 (9) & (10) the Act, and Regulation
22 of the SEBI Listing Regulations to provide a formal
mechanism to the Directors and employees to report their
concerns about unethical behavior, actual or suspected
fraud, or violation of the Company’s Code of Conduct or
ethics policy.

The vigil mechanism provides for adequate safeguards
against the victimization of employees and also provides for
direct access to the Chairman of the company or Chairman
of the Audit Committee. The policy of the Vigil Mechanism
is available on the website of the Company athttps://
www.irmenergy.com/wp-content/uploads/2022/12/
Policy-for-Vigil-Mechanism.pdf.

During the year, no complaint was received and no individual
was denied access to the Audit Committee for reporting
their concerns.

PREVENTION OF SEXUAL HARASSMENT AT
WORKPLACE

A zero-tolerance approach is adopted by the Company
towards prevention of Sexual Harassment at the
Workplace. Company has a policy which is in line with
the requirements of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition, and Redressal) Act,
2013 (“POSH Act”). The objective of this policy is to provide
a safe work environment for women employees and an
effective complaint redressal mechanism, if there is an
incidence of sexual harassment. The Company has also set
up an Internal Complaints Committee which is in line with
the provisions of the POSH Act.

During the period under review, there were no complaints
received by the Committee.

COMPLIANCE OF PROVISIONS RELATED TO THE
MATERNITY BENEFIT ACT, 1961

The Company provides maternity leave and related benefits
in accordance with the provisions of the Maternity Benefit
Act, 1961.

During the year, no female employee requested for the
maternity leave. However, the Company remains committed
to upholding the rights and welfare of its female employees
by providing all statutory maternity benefits, including paid
leave, job protection, and other entitlements as mandated
under the Maternity Benefit Act, 1961.

AUDITORS

Statutory Auditors and Auditor’s Report

M/s. Mukesh M. Shah & Co., Chartered Accountants (Firm
Registration No.106625W), were re-appointed as the
Statutory Auditors of the Company to hold office for the
second term of 5 (Five) years from the conclusion of the 6^th
AGM till the conclusion of the 11^th AGM to be held in the year
2026.

Pursuant to the provisions of Section 139 of the Act read
with the Companies (Audit and Auditors) Rules, 2014,
the Board of directors at its meeting held on August 06,
2026, upon the recommendation of the Audit Committee,
has recommended the appointment of M/s. Sorab S.
Engineer & Co, Chartered Accountants (Firm Registration
No. 110417W), as Statutory Auditors of the Company, for
a period of 5 (Five) consecutive years from the conclusion
of the ensuing 11^th AGM till the conclusion of the 16^th AGM
of the Company to be held in the year 2031, for approval
of the members of the Company in the ensuing 11^th AGM.
M/s. Sorab S. Engineer & Co, have confirmed their eligibility
and qualification required under the Act for holding the
office as Statutory Auditors of the Company. Accordingly, an
ordinary resolution seeking the approval of Members of
the Company for said appointment has been set out in the
Notice of the 11^th AGM of the Company.

M/s. Mukesh M. Shah & Co., have issued Audit Reports
for the financial year 2025-26 on the financial statement
of the Company with unmodified opinion. There is no
qualification, reservation, adverse remark or disclaimer
made by the statutory auditors in their report on the financial
statements, except the matters of emphasis, which is self¬
explanatory. The Auditor’s Reports is enclosed with the
financial statements and forms part of this Report.

Secretarial Auditors and Secretarial Auditor’s Report

Pursuant to the provisions of Section 204 of the Act read with
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 and Regulation 24A of the SEBI
Listing Regulations, M/s. Manoj Hurkat & Associates, (Firm
Registration No.: P2011GJ025800), a peer reviewed firm
of Practicing Company Secretaries were appointed as
Secretarial Auditors of the Company at the 10^th AGM held on
September 25, 2025 for a term of 5 (Five) consecutive years
commencing from financial year 2025-26 to financial 2029¬
30, to undertake the secretarial audit of the Company.

The Secretarial Audit Report, pursuant to Section 204 of
the Act and Regulation 24A of the SEBI Listing Regulations
for the year ended March 31, 2026 is annexed to this Report
as Annexure-II and forms part of this Report. There is no
qualification, reservation, adverse remark, or disclaimer
given by the Secretarial Auditors in their Report.

Cost Auditor and Cost Records

During the year, the Company has maintained the cost
accounts and records in accordance with the Section 148 of

the Act and Rule 8 of the Companies (Accounts) Rules, 2014
and such records have been audited by the M/s Dalwadi &
Associates, Cost Auditor for the financial year 2025-26.

Pursuant to Section 148 of the Act, read with the rules
framed thereunder, the Board of Directors at its meeting
held on May 08, 2026, upon the recommendation of the
Audit Committee, re-appointed M/s Dalwadi & Associates,
Cost Accountants (Firm Registration No. 000338), Cost
Accountants, as the Cost Auditor of the Company to conduct
the audit of the cost records of the Company for the financial
year 2026-27. The remuneration proposed to be paid to the
Cost Auditors is subject to the ratification by the members
at the ensuing AGM of the Company.

DETAILS OF FRAUD REPORTED BY AUDITORS

During the year, the Statutory, Secretarial and Cost Auditors
have not reported any instances of fraud committed against
the Company by its officers or employees to the Audit
Committee or Board under Section 143(12) of the Act, and
Rules made thereunder.

PARTICULARS OF EMPLOYEES

The disclosure pertaining to remuneration and other details,
as required under Section 197(12) of the Act, read with Rule
5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is annexed to this Report
as Annexure- III.

The statement containing particulars of employees as
required under Section 197 of the Act read with Rule 5(2)
of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is provided in a separate
annexure forms part of this Report. In terms of Section 136
of the Act, the Report and Accounts are being sent to the
Members and others entitled thereto, excluding the said
annexure which is available for inspection by the members
at the Registered Office of the Company during business
hours on working days of the Company. If any member is
interested in obtaining a copy thereof, such member may
write to the Company in this regard.

As on March 31, 2026, the Company had 232 permanent
employees on the payroll of the Company and 25 employees/
workers on contractual basis.

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

The details of conservation of Energy, Technology
Absorption, Foreign Exchange Earnings and Outgo is
annexed herewith as Annexure-IV and forms part of this
Report.

CORPORATE GOVERNANCE REPORT

The Company is committed to maintain the highest
standards of Corporate Governance practices and
complied with the Corporate Governance requirements as
set out under the Act and SEBI Listing Regulations.

The Corporate Governance Report, in terms of Regulation
34 read with Schedule V of the SEBI Listing Regulations,
forms part of this report along with the required certificate
from Practicing Company Secretary regarding compliance
of the conditions of corporate governance.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

In accordance with Regulation 34 of the SEBI Listing
Regulations, Management Discussion and Analysis Report
during the year, giving details of overall industry structure,
developments, performance and state of affairs of the
business of the Company, forms part of this report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

In accordance with Regulation 34 of the SEBI Listing
Regulations, the Business Responsibility and Sustainability
Report, describing the initiatives taken by the Company
from an environment, social and governance perspective
during the year, forms part of this Report.

OTHER DISCLOSURE

The Director state that during the year under review:

a) There has been no change in the nature of business of
the Company.

b) The Company has not accepted any deposit from the
public, pursuant to the Chapter V of the Act and rules
made thereunder.

c) No significant or material orders were passed by the
Regulators or Courts or Tribunals which impact the
going concern status of the Company and its future
operations.

d) No application made or any proceeding pending under
the Insolvency and Bankruptcy Code, 2016.

e) There is no instance of one-time settlement with any
bank or financial institution.

f) The Executive Director of the Company has not
received any remuneration or commission from the
Company’s subsidiary.

g) The Company has not failed to implement any
Corporate Action.

h) The securities were not suspended from trading during
the year due to corporate actions or otherwise.

i) The Company has complied with Secretarial Standards
issued by the Institute of Company Secretaries of
India on Meetings of the Board of Directors (SS-1) and
General Meetings (SS 2).

j) There were no significant material changes and
commitments affecting the financial position of the
Company, which have occurred between the end of the
financial year of the Company to which the financial
statements relate and the date of this report.

ACKNOWLEDGEMENT

The Company’s organizational culture upholds
professionalism, integrity, and continuous improvement
across all functions as well as efficient utilization of the
Company’s resources for sustainable and profitable growth.

The Board wish to place on record its sincere appreciation
for the dedicated efforts and consistent contribution
made by the employees at all the levels, to ensure that the
Company continues to grow and excel.

The Board thanks the shareholders, customers, suppliers,
bankers, other stakeholders and various departments of
the State Government and the Central Government for their
continuous support, trust and confidence you have reposed
in the Company.

For and on behalf of the BoardAmitabha Banerjee Badri Mahapatra

Date: August 06, 2026 Whole Time Director Non-Executive Director

Place: Ahmedabad DIN: 05152456 DIN: 02479848