The Board of Directors are pleased to present the 19^th Annual Report along with the Audited Financial
Statements of the Company for the financial year ended 31^st March 2026.

1. FINANCIAL RESULTS

The performance of the Company for the financial year ended March 31, 2026, is summarized
below: (Rs. in Lacs)

2. REVIEW OF OPERATIONS

During the Financial Year, on standalone basis the Company achieved Gross Revenue of ?353.43 lacs
as against ?369.82 lacs achieved during the previous year and on consolidated basis the company
had achieved Gross Revenue of ?285199.91 lacs as against ?230925.95 lacs achieved during the
previous year. The net profit (losses) after tax on standalone basis for the Financial Year is ?22.31
lacs as compared to ?28.47 lacs in the previous year and on consolidated basis (?999.47 lacs) as
compared to (?2442.99 lacs) in the previous year.

Water Infrastructure Business

Your Company’s step-down subsidiary i.e. JWIL Infra Limited (“JWIL”) reported an Operational
Revenue of INR 2,227.66 Crores during the Financial Year 2025-26, 21% increase from Operations
Revenue of INR 1,838.39 Crores in F.Y. 2024-25.

JWIL has achieved:

a) EBITA before exceptional item of INR 283.75 Crores in FY 2025-26 against INR 255.12 Crore in
FY 2024-25, an increase of 11.2%;

b) PBT before exceptional item of INR 203.06 Crores in FY 2025-26 against INR 186.78 Crore in FY
2024-25, an increase of 8.72%;

The Net worth of JWIL stood at INR 713.1 Crores as on March 31, 2026. The Company Credit rating
has improved to CRISIL and CARE “A” stable in FY 2025-26. The key ratios are given below:

a) Debt/ Equity at 0.30 (PY 0.21)

b) Gearing Ratio at 23.15% (PY 17.61%)

c) Current ratio at 1.56 (PY1.49)

d) Net Debt at 214.84 Crore (PY INR 118.80 Crore)

JWIL is focused on Automation and Digitalization of processes along with operational efficiency and
has taken various steps to achieve the same. As a company, JWIL is doing selective bidding for new
projects, based on parameters laid down by the Board in this respect.

During FY 2025-26, JWIL has been awarded orders worth INR 6,922 Crores. JWIL Order book as on
31st March 2026 is INR 11,352 Crores (Including O&M orders book of INR 2,585 Crores as on March
31, 2026). The Company has completed Nagapattinam, Guwahati C1 and Chhitakhudari project
during F.Y. 2025-26.

JWIL is planning to complete 11 projects during FY 2026-27 viz., Chidambaram, Nashik, Bhandup,
Tanzania, Naini, Ranchi, Sikatia, Palamu, Isarda, Vidisha (Madia Bina Scheme), Parwan.

The subsidiary of JWIL namely JITF ESIPL CETP (Sitarganj) Limited (“JESIPL”) continues to provide
services to industrial units in Sitarganj Industrial Park by operating 4 MLD Common Effluent Treatment
Plant [CETP] at Sitarganj, Uttarakhand. During the financial year, all industries of the Sitarganj
Industrial Park have been connected to CETP 20 New Industries have been connected to CETP in
this financial year.

CETP has done various augmentation related to process for enhancing treatment quality. Our
Company has achieved a benchmark this year by maintaining all the general parameters within the
stipulated range. On the basis of excellent and steady performance, CETP got a Consolidated Copy of
Authorization (CCA) till 31st March 2028(Three Years) and set another benchmark for its bright future.
Waste to Energy Business:

JITF Urban Infrastructure Limited (“JUIL”), another step-down subsidiary, is one of India's leading
Waste-to-Energy (WtE) operators, with a diversified portfolio of operational and development-stage
projects. Operating through its Special Purpose Vehicles (“SPVs”), the Company processes municipal
solid waste and generates renewable power, directly supporting national environmental sustainability
objectives. With a total portfolio of 220 MW, group is the largest player in India in waste to energy
segment. Out of 220 MW of total portfolio, operational capacity stood at 110 MW in FY 2025-26.
During the Financial Year 2025-26, JUIL sustained a strong performance and achieved a revenue of
Rs. 100 Crores against Rs. 87.67 Crores during FY 2024-25 on a standalone basis. At the consolidated
level, revenue from operations increased year-on-year across the operational portfolio.

JUIL's current operational portfolio comprises of facilities at Okhla and Tehkhand in Delhi, Jaipur in
Rajasthan, Guntur and Visakhapatnam in Andhra Pradesh and Ahmedabad in Gujarat. In addition,
company is undertaking expansion projects at Okhla, Tehkhand, and greenfield projects at Jodhpur,
Bawana, Kakinada and Nellore.

Timarpur-Okhla Waste Management Company Limited (“TOWMCL”) continued to deliver stable
and resilient operational performance during FY 2025-26, supported by structured maintenance
practices and ongoing process optimization. Okhla WtE plant with capacity of 20.9 MW has generated
a revenue of Rs. 79.18 crores during FY 2025-26.

During the year under review, the plant processed approximately 5.92 lakh tonnes of municipal solid
waste and generated over 160 million units of renewable energy, out of which 137 million units were
exported to the grid. The Plant Load Factor (PLF) for the year stood at 87.6%. This was impacted by
a planned major overhauling of the Steam Turbine Generator (STG); however, excluding the overhaul
period, the normalized PLF exceeded 94%, indicating strong operational efficiency and reliability.

The Company also continued to focus on resource recovery and circular economy initiatives. During
the year, 458 tonnes of compost and 683 tonnes of recyclables were recovered. Further, under

Extended Producer Responsibility (EPR) initiatives, 67,847 certificates were generated and sold,
resulting in revenue of INR 3.85 crore.

Tehkhand Waste To Electricity Project Limited (“TWEPL”) with capacity of 25 MW has generated
a revenue of Rs. 109.74 crores during FY 2025-26.

The Tehkhand WtE facility has delivered consistent, high-efficiency performance during FY 2025-26,
reflecting the robustness of its operational framework and the reliability of its systems. During the year,
the plant processed over 6.75 lakh tonnes of municipal solid waste, generating approximately 209
million units of green energy. Of this, around 186 million units were exported to the grid, reinforcing the
Company's contribution to renewable energy generation and sustainable urban waste management.
The plant achieved an industry-leading Plant Load Factor (PLF) of 95.4%, underscoring superior
operational efficiency and minimal downtime. Since inception, the facility has maintained stable and
reliable operations, positioning it as a benchmark within the WtE sector.

In addition to core operations, the Company has maintained a strong focus on resource optimization and
value recovery. During the year, over 850 tonnes of recyclables were recovered, while approximately
84% of residual matter equivalent to 1,23,000 tonnes were gainfully utilized. This resulted in cost
savings of approximately INR 3.7 crore, reflecting a disciplined approach to operational efficiency and
financial prudence.

Jindal Urban Waste Management (Guntur) Limited (“JUWMGL”), a 20 MW Waste to Energy plant
is successfully generating power with 90 to 100% PLF and exporting to the Grid. Plant has generated
a revenue of Rs. 95.79 Crores during the year. JUWMGL has processed 4,41,472.6 MT of MSW and
38,500 MT of RDF during the FY 2025-26 which was converted into green energy and generated
162.132 million units of power out of which about 143.481 million units were exported to Grid.
JUWMGL has treated 38,941 KL of leachate during FY 2025-26 which would have otherwise caused
contamination of Ground water, and the treated water is being used for green belt development.
Jindal Urban Waste Management (Visakhapatnam) Limited (“JUWMVL”)

Visakhapatnam WtE plant with capacity of 15 MW is successfully generating power with 90% PLF and
exporting to the Grid. Plant has generated a revenue of Rs. 67.66 Crores during the year. JUWMVL
has processed 3,84,544 MT of MSW and 20,119 MT of RDF during the FY 2025-26 which was
converted into green energy and generated 113.82 million units of power out of which about 98.256
million units was exported to Grid. JUWMVL has treated 34,772 KL of leachate during FY2025-26
which would have otherwise caused contamination of Ground water, and the treated water is being
used for green belt development.

Jindal Urban Waste Management (Ahmedabad) Limited (“JUWMAL”)

Ahmedabad Waste to Electricity Plant with capacity of 15 MW recorded stable operational performance
during FY 2025-26 with total waste receipt of 2,93,117.06 tons, comprising 2,82,666.32 tons of MSW
and 10,450.74 tons of RDF. During the year, the plant produced 5,27,016.40 tons of steam with total
boiler operating hours of 8,164.77 hours and turbine generator running hours of 8,039.81 hours. The
plant operated at an average PLF of 90% during the FY 2025-26. Revenue from generation billed for
FY 2025-26 amounted to Rs. 65.42 crore.

Gross electricity generation during the year stood at 1,05,570.32 MWh, with electricity exports of
92,952.60 MWh. Net electricity considered for billing was 92,531.41 MWh, while auxiliary consumption
was 12,617.72 MWh.

Jindal Urban Waste Management (Jaipur) Limited (“JUWMJL”) - Jaipur WtE plant with a capacity
of 15 MW was commissioned on 20th Feb 2025 and is operating satisfactorily with >90% PLF. Plant
has received Rs. 11 Crore grant till March 2026. Plant has supplied electricity of Rs. 5.90 Cr. during FY
2024-25 & Rs. 59.31 Cr. during FY 2025-26.

The Project comprises of a Material Recovery Facility with design capacity of handling 1000 TPD
of MSW, Power Plant of 15 MW capacity using combustion technology for steam production/ power
generation using Steam Turbine Generator, Development of Engineered Sanitary Landfill and Balance
of Plant & other auxiliary facilities required for the project. Our adopted technology will process MSW
to generate Reduced Derived Fuel suitable for boilers of power plant, while converting the bio sludge

generated from leachate treatment plant into stable compost for market sales. This efficient process
will treat entire leachate generated in order to recycle it and thereby making the MSW treatment plant
as a Zero Discharge Unit.

Upcoming Projects

Jindal Urban Waste Management (Jodhpur) Limited

Development of a new 10 MW greenfield Waste-to-Energy facility through Jindal Urban Waste
Management (Jodhpur) Limited, designed to address growing waste volumes in the Jodhpur,
Rajasthan is under progress. The project has a concession of 30 years with a grant of Rs. 10 Crore.
Civil work has been commenced on 10th June 2025, and 70% work has been completed. Major
packages (TG Set, Boiler, Air cooled Condenser, Switchyard etc.) received at site and installation is in
progress. COD for the project is planned on or before October 2026.

Jindal Urban Waste Management (Bawana) Limited

Construction of a new 36 MW greenfield Waste-to-Energy facility through Jindal Urban Waste
Management (Bawana) Limited, designed to address growing waste volumes in the National Capital
Region is in advance stage of progress. The project has a concession of 25 years with a grant of Rs.
151 Crore. The project has progressed swiftly through key regulatory milestones.

Jindal urban waste management (Kakinada) Limited

Your Company is developing a new 15 MW greenfield Waste-to-Energy facility through Jindal Urban
Waste Management (Kakinada) Limited, designed to address growing waste volumes in the Kakinada-
Rajahmundry region of Andhra Pradesh. The project has a concession of 20 years with a grant of Rs.
60 Crore.

Jindal urban waste management (Nellore) Limited

Your Company is developing a new 12 MW greenfield Waste-to-Energy facility through Jindal Urban
Waste Management (Nellore) Limited, designed to address growing waste volumes in Nellore, Andhra
Pradesh. The project has a concession of 20 years with a grant of Rs. 50 Crore.

FY 2025-26 has also been a successful year for the company with Guntur plant in Andhra Pradesh
upgraded and operated at 20 MW. Jaipur plant saw its first fruitful full year of operations and 10 MW
plant at Jodhpur has seen significant growth in construction. In FY 2025-26, group also started ground
work on 15 MW plant at Kakinada, 17 MW expansion project at Okhla, 12 MW plant at Nellore and 36
MW at Bawana, Delhi as stated above.

All your operational Waste to Energy plants have demonstrated robust performance in the last
operational year. They have met their waste handling, energy generation, and compliance targets.
Continued focus on process optimization, infrastructure upgrades, and stakeholder engagement will
ensure sustainable and profitable operations going forward.

3. DIVIDEND

To cater to the working capital requirement, the Board of Directors express that the profits of the
company be retained and therefore, do not recommend any dividend for the Financial Year 2025-26.

4. CHANGES IN NATURE OF BUSINESS, IF ANY

There are no changes in the nature of business of your Company during the year under review.

5. MATERIAL CHANGES AFFECTING THE COMPANY

There are no material changes affecting the Company during the year under review.

6. TRANSFER TO RESERVES

No amount has been transferred to the General Reserve during the year under review.

7. SHARE CAPITAL

The paid-up Equity Share Capital as at March 31, 2026 stood at Rs. 514.07 lacs. During the year
under review, the Company has not issued any: a) shares with differential voting rights; b) sweat
equity shares; c) equity shares under the Employees Stock Option Scheme.

8. EXTRACT OF ANNUAL RETURN

Extract of Annual Return of the Company is annexed herewith as Annexure - 1 to this Report.

9. MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management's Discussion and Analysis Report, as stipulated under Regulation 34 of the SEBI
(Listing Obligations and Disclosures Requirements) Regulations 2015 forming part of this report,
has been attached to this Report.

10. FINANCIAL STATEMENTS

The Audited Annual Standalone Financial Statements of the Company, which form a part of this
Annual Report, have been prepared pursuant to Regulation 33 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, in accordance with the provisions of the Companies
Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014.

Audited annual consolidated financial statements forming part of the Annual Report have been
prepared in accordance with Companies Act, 2013, Indian Accounting Standards (Ind AS) 110 -
‘Consolidated Financial Statements' and Indian Accounting Standards (Ind AS) 28 - ‘Investments in
Associates and Joint Ventures' and all other Ind AS provisions as may be applicable, notified under
Section 133 of Companies Act, 2013 read with Companies (Indian Accounting Standards) Rules,
2015 and as amended from time to time.

11. PERFORMANCE OF SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE

During the Financial Year, the Board of Directors reviewed the affairs of the subsidiary companies.
Pursuant to provisions of Section 129 (3) of the Companies Act, 2013, a statement containing salient
features of the Financial Statements of the Company's subsidiaries in Form AOC-1 is attached as
Annexure-2 to this report. In accordance with the provisions of Section 136 of the Companies Act,
2013, the standalone Financial Statements of the company, the Consolidated Financial Statements
along with relevant documents and separate audited accounts in respect of subsidiaries, are
available on the website of the company i.e. www.jindalinfralogistics.com.

The annual accounts of these subsidiaries and the related information will be made available to any
member of the Company / its subsidiaries seeking such information and are available for inspection
by any member of the Company / its subsidiaries at the Registered Office of the Company. The
annual accounts of the said subsidiaries will also be available for inspection at the Corporate Office/
Registered office of the respective subsidiary companies and is also available on our website www.
jindalinfralogistics.com. These documents will also be available for inspection during business hours
at our registered office.

The Policy for determining Material Subsidiaries, adopted by your Board, in conformity with Regulation
16 (c) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, can be
accessed on the Company's website at http://www.jindalinfralogistics.com/policypdf/POLICY-FOR
DETERMINING-MATERIAL -SUBSIDIARIES.pdf.

12. SUBSIDIARIES, JOINT VENTURE AND ASSOCIATE COMPANIES
Your Company has the following subsidiaries:

Direct Subsidiary

1. JITF Urban Infrastructure Services Limited
Indirect Subsidiary

1. JWIL Infra Limited

2. JITF Urban Infrastructure Limited

3. JITF Water Infra (Naya Raipur) Limited

4. JITF ESIPL CETP (Sitarganj) Limited

5. JWIL Infra Projects Limited

6. Timarpur-Okhla Waste Management Company Limited

7. JITF Urban Waste Management (Jalandhar) Limited

8. JITF Urban Waste Management (Bathinda) Limited

9. JITF Urban Waste Management (Ferozepur) Limited

10. Jindal Urban Waste Management Limited

11. Jindal Urban Waste Management (Guntur) Limited

12. Jindal Urban Waste Management (Visakhapatnam)Limited

13. Jindal Urban Waste Management (Jaipur) Limited

14. Jindal Urban Waste Management (Jodhpur) Limited

15. Jindal Urban Waste Management (Ahmedabad) Limited

16. Tehkhand Waste to Electricity Project Limited

17. Jindal Urban Waste Management (Bawana) Limited

18. Quality Iron and Steel Limited

19 Jindal Urban Waste Management (Nellore) Limited (w.e.f 26.07.2025)

20. Jindal Urban Waste Management (Kakinada) Limited (w.e.f 31.07.2025)

21. Tuticorin Desal Private Limited (w.e.f 29.09.25)

22. CWS Private Limited (w.e.f. 10.03.2026)

23. Chennai Smart Water Meters Private Limited (w.e.f. 16.03.2026)

Joint Ventures of Indirect subsidiary

1. JWIL-SSIL (JV)

2. SMC-JWIL(JV)

3. JWIL-Ranhill (JV)

4. TAPI-JWIL (JV)

5. MEIL JWIL (JV)

6. JWIL SPML (JV)

7. OMIL-JWIL -VKMCPL(JV)

8. KNK-JWIL(JV)

9. SPML-JWIL (JV)

10. JWIL- OMIL- SPML (JV)

11. JWIL- LCC (JV)

12. JWIL- SSG (JV)

13. JWIL- VKMCPL

14. JWIL- SPML Consortium (w.e.f. 02.06.2025)

15. JWIL-UEPL (JV) (w.e.f. 27.01.2026)

13. DIRECTORS’ RESPONSIBILITY STATEMENT

a. Pursuant to the requirement under section 134 of the Companies Act, 2013 with respect to
Directors' Responsibility Statement, it is hereby confirmed by the Board of Directors: -

b. that in the preparation of the annual accounts for the Financial Year ended 31st March, 2026,
the Indian Accounting Standards (IND AS) had been followed along with proper explanation
relating to material departures;

c. that they had selected such accounting policies and applied them consistently and made
judgments and estimates that were 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 the year ended on that period.

d. that they had taken proper and sufficient care for the maintenance of adequate accounting
records in accordance with the provisions of the Companies Act, 2013 for safeguarding the
assets of the Company and for preventing and detecting fraud and other irregularities.

e. that they had prepared the accounts for the financial year ended 31st March, 2026 on a ‘going
concern' basis;

f. that they had laid down internal financial controls to be followed by the Company and that such
internal financial controls are adequate and are operating effectively; and that they had devised
proper systems to ensure compliance with the provisions of all applicable laws and that such
systems are adequate and operating effectively.

14. SECRETARIAL STANDARDS

The Directors state that applicable Secretarial Standards i.e. SS -1 and SS - 2, relating to “Meetings
of the Board of Directors' and “General Meetings' respectively, have been duly followed by the
Company.

15. CORPORATE SOCIAL RESPONSIBILITY

During the Financial year under review, the Company doesn't fulfill the criteria covered under Section
135 of the Companies Act, 2013. Therefore, the provision related to Corporate Social Responsibility
is not applicable to the Company.

16. DECLARATION BY INDEPENDENT DIRECTORS

The Company has received Declaration of Independence from all Independent Directors as
stipulated under Section 149 (7) of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015, confirming that they meet the criteria
of Independence.

17. DIRECTORS AND KEY MANAGERIAL PERSONNEL

As at March 31,2026, Composition of the Board was as follows:

Your Board of Directors are duly constituted with proper balance of Executive Director, Non¬
Executive Directors and Independent Directors with rich experience and expertise across a range
of field such as corporate finance, strategic management, accounts, legal, marketing, human
resource and strategy.

In terms of the Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014,
all Independent Directors of the Company have enrolled on the Independent Directors Databank
and will undergo the online proficiency self-assessment test within the specified timeline unless
exempted under the aforesaid Rules.

*Dr. Amarendra Kumar Sinha was appointed as a CEO on 06-02-2026.

The brief resume of the Director and other related information has been detailed in the Notice
convening the 19th AGM of your Company.

Policy on Directors’ Appointment and Remuneration

The Nomination and Remuneration Committee selects the candidate to be appointed as the Director
on the basis of the needs and enhancing the competencies of the Board of the Company. The current
policy is meant to have a balance of executive and non-executive Independent Directors to maintain
the independence of the Board and separate its functions of governance and management.

The composition of Board of Directors during the Financial Year ended March 31, 2026 are in
conformity with Regulation 17 of the SEBI (Listing Obligations and Disclosures Requirements)
Regulations 2015 (SEBI Listing Regulations) read with Section 149 of the Companies Act, 2013.
The policy of the Company on directors' appointment, including criteria for determining qualifications,
positive attributes, independence of a director and other matters, as required under sub-section (3)
of Section 178 of the Companies Act, 2013 and the remuneration paid to the directors is governed
by the Nomination and Remuneration Policy of the Company.

18. DISCLOSURE OF REMUNERATION OF EMPLOYEES COVERED UNDER RULE 5 (2) OF THE
COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES,
2014

None of the employee of your Company, who were employed throughout the Financial Year, were in
receipt of remuneration in aggregate of Rs.1,02,00,000 (Rupees One Crore Two Lakh) or more or if
employed for the part of the financial year was in receipt of remuneration of Rs. 8,50,000 (Rupees
Eight Lakh Fifty Thousand) or more per month.

19. DISCLOSURE UNDER SECTION 197 (14) OF THE COMPANIES ACT, 2013

Neither the Executive Director nor the Chairman of the Company received any remuneration or
commission from Subsidiary Company during the Financial Year.

20. BOARD EVALUATION

The Company has devised a Policy for performance of the Board, its Committees and of individual
Directors which includes criteria for performance evaluation of non-executive directors and executive
directors under section 178 (1) of the Companies Act, 2013. This may be accessed at the link http://
www.jindalinfralogistics.com/policypdf/Performance-Evaluation.pdf.

On the basis of the Policy for performance evaluation of Independent Directors, Board, Committees
and other Directors, a process of evaluation was followed by the Board for its own performance and
that of its committees and individual Directors. The details of same have been given in the report on
corporate governance annexed hereto.

The details of Programme for familiarization of Independent Directors with the Company, their
roles, rights, responsibilities in the Company, nature of the industry in which the Company operates
and related matters have been uploaded on the website of the Company at the link http:// www.
jindalinfralogistics.com/policypdf/Familiarization-Programme-of-Independent-Directors.pdfi

21. CORPORATE GOVERNANCE

The Company is committed to maintaining the highest standards of Corporate Governance and
adhere to the Corporate Governance requirement set out by SEBI. The report on Corporate
Governance as stipulated under the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, forms an integral part of this Report. The requisite certificate from the Auditors of
the company confirming compliance with the conditions of Corporate Governance is attached to this
report on Corporate Governance.

22. CONTRACTS AND ARRANGEMENT WITH RELATED PARTIES

The regulation 23(4) states that all related party transactions (RPTs) with an aggregate value
exceeding Rs. 1,000 crores or 10% of annual consolidated turnover of the Company, whichever
is lower, shall be treated as Material Related Party Transaction (MRPTs) and shall require prior
approval of shareholders. The said limits are applicable, even if the transactions are in the ordinary
course of business of the concerned company and at an arm's length basis.

During the year under review, the Company through its subsidiaries has entered into material related
party transactions with related parties. All the related party transactions are in compliance with the
provisions of SEBI Listing Regulations as applicable during the financial year ended 31st March,
2026.The Policy on materiality of related party transactions and dealing with related party transactions
as approved by the Board may be accessed on the Company's website at the link: http://www.
jindalinfralogistics.com/policypdf/POLICY%20ON%20RELATED%20PARTY%20TRANSACTIONS.
pdf. The details of the transactions with related parties are provided in the Form No.AOC -2 as
Annexure-3.

23. RISK MANAGEMENT POLICY

The Company's robust risk management framework identifies and evaluates business risks and
opportunities. The Company recognizes that these risks need to be managed and mitigated to
protect its shareholders and other stakeholders interest, to achieve its business objectives and
enable sustainable growth. The risk frame work is aimed at effectively mitigating the Company's
various business and operational risks, through strategic actions. Risk management is embedded
in our critical business activities, functions and processes. The risks are reviewed for the change in
the nature and extent of the major risks identified since the last assessment. It also provides control
measures for risks and future action plan.

24. AUDITORS & THEIR REPORT(A) STATUTORY AUDITORS

The Members of the company had appointed M/s Lodha & Co, Chartered Accountants, (ICAI Firm
Registration No. 301051E), as Statutory Auditor of the company for a term of 5 (Five) consecutive
years from conclusion of 15^th Annual General Meeting until the conclusion of 20^th Annual General
Meeting. The M/s Lodha & Co, Chartered Accountant have confirmed that they are not disqualified
from continuing as Auditors of the Company. Auditors' remarks in their report read with the notes to
accounts referred to by them are self-explanatory. There has been no fraud reported by the Statutory
Auditors of the Company.

(B) SECRETARIAL AUDITOR

Pursuant to the provisions of Section 204 of the Companies Act, 2013 read with Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Members of the Company
had appointed M/s S. Bhawani Shankar & Associates, Practicing Company Secretaries, to conduct
Secretarial Audit of the Company for period of 5 consecutive years effective from Financial Year 2025¬
26. The Secretarial Audit Report for the Financial Year ended 31st March 2026 is annexed herewith
marked as Annexure - 4 to this Report. The Secretarial Audit Report does not contain any qualification,
reservation or adverse remark.

The Company is in compliance with Regulation 24A of the Listing Regulations. The Company's material
subsidiaries undergo a Secretarial Audit. Copy of Secretarial Audit Reports of Material Subsidiaries
i.e., JITF Urban Infrastructure Services Limited, JITF Urban Infrastructure Limited, JITF Urban Waste
Management (Bathinda) Limited, JITF Urban Waste Management (Ferozepur) Limited, Jindal Urban
Waste Management (Guntur) Limited, Jindal Urban Waste Management (Visakhapatnam) Limited,
Timarpur- Okhla Waste Management Company Limited, Tehkhand Waste to Electricity Project Limited,
Jindal Urban Waste Management (Jaipur) Limited, Jindal Urban Waste Management (Ahmedabad)
Limited and JWIL Infra Limited forms part of this report. The Secretarial Audit Reports of these material
subsidiaries do not contain any qualification, reservation, adverse remark or disclaimer.

EXPLANATIONS OR COMMENTS BY THE BOARD ON EVERY QUALIFICATION, RESERVATION
OR ADVERSE REMARK OR DISCLAIMER MADE

i. Auditors’ Report

There have been no fraud, qualification, reservation or adverse remark reported by the Statutory
Auditors of the Company.

ii. Secretarial Auditor’s Report

There are no qualifications, reservation or adverse remark reported by the Secretarial Auditors
in their report.

25. MAINTENANCE OF COST ACCOUNTS AS PER SECTION 148 (1) OF THE COMPANIES ACT,
2013 READ WITH RULE COMPANIES (COST RECORD AND AUDIT), 2018.

Your Company doesn't fall under the criteria as specified under Section 148 (1) of the Companies
act, 2013 read with Rule Companies (Cost Record and Audit), 2018 for maintenance of Cost
accounts. Therefore, the Company is not required to maintain the cost records in respect of its
product/ services.

26. INTERNAL CONTROL AND INTERNAL AUDIT SYSTEM

Your company has put in place strong internal control systems in line with globally accepted practices.
The processes adopted by the Company are best in class and commensurate with the size and
nature of operations. All major business activities have been well defined and mapped into the ERP
system and the controls are continuously reviewed and strengthened as per the business's need.
The Company has adopted risk-based framework which is intended for proper mitigation of risks.
The major risks identified by the businesses and functions are systematically addressed through
mitigating actions on a continuous basis.

The Company has employed experienced professionals to carry out the internal audits to review the
adequacy and compliance with the laid down procedures to manage key risks.

The Audit Committee of the Board regularly reviews the adequacy & effectiveness of internal audit
environment and implementation of internal audit recommendations including those relating to
strengthening of Company's risk management policies & systems.

Your Company's philosophy is of zero tolerance towards all applicable legal non-compliances.

27. DISCLOSURES MEETINGS OF THE BOARD

During the Financial Year under review, the Board of Directors met Five (5) times. The composition of
Board of Directors during the year ended March 31,2026 was in conformity with Regulation 17 of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with Section 149
of the Companies Act, 2013. For further details, please refer to the report on Corporate Governance
Report attached with this annual report.

AUDIT COMMITTEE

As on 31.03.2026, the Audit Committee comprises of Directors namely, Mr. Dhananjaya Pati Tripathi
(Chairman), Mr. Girish Sharma, Dr. Raj Kamal Aggarwal and Dr. Amarendra Kumar Sinha, as other
members.

The Chairman of the Committee is an Independent Director. The Members possess adequate
knowledge of Accounts, Audit, and Finance etc. The composition of the Audit Committee is in
conformity with the requirements as per the Section 177 of the Companies Act, 2013 and Regulation
18 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

5 (Five) Audit Committee Meetings were held during the year. The particulars of the Meetings held are
detailed in the Corporate Governance Report, which forms part of this Report. During the Financial
Year all the recommendations made by the Audit Committee were accepted by the Board.

INDEPENDENT DIRECTOR MEETING

During the year under review, the Independent Directors of the Company met once during the year. For
further details, please refer to the report on Corporate Governance attached to this annual report.

NOMINATION AND REMUNERATION COMMITTEE

The Nomination & Remuneration Committee comprises of Directors namely, Mr. Dhananjaya Pati
Tripathi (Chairman), Ms. Kanika Sharma, Dr. Raj Kamal Aggarwal, as other members.

The Chairman of the Committee is an Independent Director. The composition of the Nomination &
Remuneration Committee is in conformity with the requirements of Section 178 of the Companies
Act, 2013 and SEBI Listing Regulations.

During the Financial Year ended 31st March 2026, the committee met 2 (two) times. For further
details, please refer report on Corporate Governance attached with this annual report.
STAKEHOLDER RELATIONSHIP COMMITTEE

The Stakeholder & Relationship Committee comprises of Directors namely, Ms. Kanika Sharma
(Chairperson), Mr. Dhananjaya Pati Tripathi, Dr. Amarendra Kumar Sinha, as other members.

The Chairperson of the Committee is a Non-Executive Director. The composition of the Stakeholder
& Relationship Committee is in conformity with the requirements of Section 178 of the Companies
Act, 2013 and SEBI Listing Regulations.

During the Financial Year under review the Stakeholder Relationship Committee met three (3) times.
For further details, please refer report on Corporate Governance attached with this annual report.

28. VIGIL MECHANISM

The Vigil Mechanism of the Company, which also incorporates a whistle blower policy in terms of the
SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Protected disclosures
can be made by a whistle blower through an e-mail, or a letter to the Compliance Officer or Executive
Director or to the Chairman of the Audit Committee.

The Policy on vigil mechanism and whistle blower policy may be accessed on the Company's
website at the link: http:// www.jindalinfralogistics.com/policypdf/POLICY-VIGIL%20 MECHANISM.
pdf.

29. PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN AND
SECURITIES PROVIDED

Particulars of loans given, investments made, guarantees given and securities provided along with
the purpose for which the loan or guarantee or security is proposed to be utilized by the recipient
are provided in the standalone financial statement (Please refer to Notes to the standalone financial
statement).

30. PARTICULARS REGARDING CONSERVATION OF ENERGY ETC.

As your Company is not engaged in any manufacturing activity, the particulars relating to conservation
of energy and technology absorption, as mentioned in the Companies (Accounts) Rules, 2014,
are not applicable to it. However, emphasis is placed on employing techniques that result in the
conservation of energy. There were no foreign exchange earnings and expenditure of your Company
during the Financial Year.

31. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES

The details of employee whose particulars are required to be furnished under Section 197 (12) of
the Companies Act, 2013 read with Rules 5 (1), 5 (2) and 5 (3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is provided at Annexure - 5.

32. PUBLIC DEPOSITS

During the Financial Year ended March 31,2026, the Company has not accepted any public deposits
and no amount on account of principal or interest on public deposits was outstanding as on 31st
March 2026.

33. ANY SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS
OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY’S OPERATIONS
IN FUTURE

During the Financial Year, there are no significant material orders passed by the Regulators or
Courts or Tribunals impacting the going concern status and company's operations in future.

Further, during the year under review, no applications were made, or no proceedings were pending
as at the end of the year under the Insolvency and Bankruptcy Code, 2016.

34. THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013

The Company has a policy for prevention of sexual harassment of women at workplace and also
complied with provisions relating to the constitution of Internal Complaints Committee under the
Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

a) No complaint received in relation to Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 during the year under review and their breakup is as under:

b) No. of Complaints filed during the year: NIL

c) No. of Complaints disposed of during the year: NIL

No. of Complaints pending at end of the year: NIL

OTHER GENERAL DISCLOSURES

• During the period under review, the Company does not have any women employee on roll of the
Company. Therefore, provisions relating to the Maternity Benefit Act, 1961/The Code on Social Security
2020 does not apply on the Company.

• During the period under review, there were no instances of One-Time Settlement with any Bank
or Financial Institution.

35. ACKNOWLEDGEMENT

Your directors express their grateful appreciation to concerned Departments of Central / State
Governments, Financial Institutions & Bankers, Customers and Vendors for their continued assistance
and co-operation. The Directors also wish to place on record their deep sense of appreciation for the
committed services of the employees at all levels. We are also grateful for the confidence and faith that
you have reposed in the Company as its member.

For and on behalf of the Board of Directors

Dr. Raj Kamal Aggarwal

Chairman

Place: New Delhi
Dated 12^th May, 2026