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NACL INDUSTRIES LTD.

10 July 2026 | 12:00

Industry >> Agro Chemicals/Pesticides

Select Another Company

ISIN No INE295D01020 BSE Code / NSE Code 524709 / NACLIND Book Value (Rs.) 29.15 Face Value 1.00
Bookclosure 12/12/2025 52Week High 303 EPS 0.20 P/E 1,202.87
Market Cap. 5494.41 Cr. 52Week Low 113 P/BV / Div Yield (%) 8.05 / 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 

Your Directors have pleasure in presenting the 39th Annual Report of the Company together with the audited financial statements
for the year ended March 31,2026.

Operating Results

Your Company's performance during the year as compared with that during the previous year is summarized below:

Consolidated

Standalone

2025-26

2024-25

2025-26

2024-25

Total Income (including Other Income)

1,58,727

1,24,256

1,51,530

1,26,177

Profit/(Loss) before share of profits from Associate,
Finance Cost, Depreciation and Tax

10,563

(5,483)

9,866

(5,698)

Finance Cost

4,649

6,495

3,725

4,948

Depreciation and Amortization Expenses

3,196

2,905

2,133

1,930

Profit/(Loss) before share of profit from Associate,
exceptional items and Tax

2,718

(14,883)

4,008

(12,576)

Exceptional income

(1,745)

2,926

(1,028)

2,926

Profit/(Loss) after exceptional items and before share
of profit from Associate & Tax

973

(11,957)

2,980

(9,650)

Share of profit/(Loss) from Associate

(16)

33

-

-

Profit/(Loss) before tax

957

(11,924)

2,980

(9,650)

Current Tax

1

1

-

-

Deferred Tax

499

(2,712)

706

(2,342)

Profit/(Loss) for the year

457

(9,213)

2,274

(7,308)

Other Comprehensive Income

(10)

(319)

(16)

(319)

Total Comprehensive Income

447

(9,532)

2,258

(7,627)

Balance of profit brought forward from previous year

21,727

31,243

25,169

32,780

TOTAL

22,174

21,727

27,427

25,169

Appropriation

Dividend on equity shares

-

-

-

Less: Effective portion of cash flows hedges

-

16

-

16

Balance profit carried forward to balance sheet

22,174

21,727

27,427

25,169

Performance Overview:

FY 2025-26 represents a milestone year for the Company,
marking a successful turnaround. The acquisition of a majority
stake by Coromandel International Limited has strengthened
stakeholder confidence, as reflected in the infusion of fresh
capital through rights issue and a reduction in lending rates.
Improved confidence among customers and vendors has
further supported the scaling up of operations. As a result, the
Company recorded a consolidated revenue growth of 28%,
reaching H1,58,446 lakhs as against H1,23,452 lakhs in FY 2024¬
25. The Company reported a profit before exceptional items
and taxes of H2,718 lakhs, as compared to a loss of H14,883
lakhs in the previous financial year, and achieved a net profit
after tax of H457 lakhs during the year.

Transfer to Reserves:

The Board of Directors has not proposed to transfer any
amount to the General Reserve.

Dividend & Dividend Distribution Policy:

The Directors have not recommended any dividend for the
year under review. As per Regulation 43A of the Securities and
Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ('Listing Regulations'),
the Company has adopted a Dividend Distribution Policy
and the same is available on the website of the Company at
https://naclind.com/wpcontent/uploads/2025/02/Dividend-
Distribution-Policy.pdf
.

Domestic Markets:

Domestic Retail Channel

The Company's domestic retail business continues to play
a critical role in supporting Indian agriculture by delivering
sustainable and cost-effective crop protection solutions.

During the year under review, the domestic retail segment
recorded 5% growth, in line with the industry growth. This
performance was driven by focused marketing initiatives, new
product introductions, strengthened channel engagement,
and ongoing enhancement of the sales and marketing
organization. Domestic retail sales stood at H67,742 lakh as
against H64,266 lakh in the previous year.

In FY 2025-26, the Company maintained its farmer-centric
approach through structured field engagement programs
aimed at improving farm productivity and outcomes. Parallelly,
continued focus was placed on strengthening long-term
relationships with channel partners through targeted dealer
engagement initiatives.

The monsoon during June - September 2025 was favourable,
with rainfall at 106% of the Long Period Average (LPA), in line with
forecasts (106% ± 4%), supporting overall agricultural activity.

Insecticides:

The domestic insecticides segment recorded revenue of
H38,801 Lakh, compared to H38,189 Lakh in the previous year,
reflecting 2 % growth.

Performance was supported by the introduction of new
products targeting key pest challenges across crops. Key
launches included:

Faita for stem borer and leaf folder in paddy

Calyx for lepidopteran pests in cotton and soybean

Jhalak for thrips in cotton

Profex Ultra for maize

Tripleact for BPH management in paddy

These launches highlight the Company's continued focus on
innovation and its commitment to delivering targeted and
efficient crop protection solutions.

Herbicides:

The herbicides segment recorded revenue of H 12,724 lakh
versus H11,890 lakh in the previous year, registering 7% growth.

Growth was supported by increasing demand for efficient
weed management solutions amid labour shortages and rising
cost pressures in agriculture.

The Company strengthened its portfolio with the introduction
of Carnage, Weedsweep, and Weedmaster, addressing weed
control needs across crops such as sugarcane, soybean, onion,
tea, and cotton.

These initiatives reinforce the Company's focus on expanding
its herbicide portfolio and delivering reliable, cost-effective
solutions aligned with evolving market needs.

Fungicides:

The fungicides segment delivered strong growth of 11% with
revenue of H 13,144 lakh compared to H11,817 lakh in the
previous year.

Performance was driven by the strength of the existing
portfolio and focused marketing efforts, despite prevailing
market pressures.

The Company further augmented its portfolio with the launch
of Kadak, targeting diseases such as downy mildew, powdery
mildew, leaf spot, and early and late blight in vegetables.

Plant Growth Regulators/ Bio stimulants:

The PGR and biostimulants segment recorded robust growth
of 30%, with revenue increasing to H3,073 lakh from H2,370
lakh in the previous year.

Growth was driven by the superior efficacy of products
and increasing farmer adoption of bio stimulants aimed at
enhancing crop productivity and quality.

The segment's performance also reflects the Company's
continued emphasis on promoting sustainable agricultural
practices, contributing to accelerated growth in this category.

Domestic Institutional Business

During the year under review, the Domestic Institutional Sales
business demonstrated resilient performance by reinforcing its
relationships with institutional customers through consistent
customer engagement, reliable product availability, timely
deliveries, and competitive pricing. These initiatives enabled
the Company to regain volumes and strengthen its market
position across key technical products.

The business further consolidated its presence by supplying
a comprehensive portfolio of insecticides, herbicides, and
fungicides to a diverse institutional customer base. Strategic
partnerships with leading organizations for key products,
coupled with focused cross-selling initiatives across existing
customers, contributed to improved business performance
and enhanced customer penetration.

Looking ahead, the Company remains focused on
strengthening its institutional business through deeper
customer engagement, improved operational efficiencies,
and expanded market coverage. The planned introduction of
new P2P products in FY 2026-27, together with an increased
emphasis on high-value formulation products, is expected to
broaden the institutional product portfolio, enhance customer
offerings, and support sustainable revenue growth and margin
improvement.

The Company has achieved domestic institutional sales of
154,206 Lakh for the year under review against 126,121 Lakh
in the previous year

International Market:

In 2025, the global crop protection industry recorded a
second consecutive year of decline, impacted by adverse
weather conditions across Asia, Latin America, and Europe's
key cereal-growing regions, along with continued softening
of agrochemical and commodity prices. The global market

declined by approximately 7% to USD 77 billion, with broad-
based contraction across regions—around 7% in South
America, the Middle East & Africa, and Asia-Pacific, compared to
5.5% in North America and 5% in Europe. India's agrochemical
exports also declined by 3% to USD 4.2 billion.

Against this challenging backdrop, M/s. NACL Industries
Limited delivered a strong performance in its international
business through focused execution of its growth strategy
centered on Key Accounts and Focus Markets. Demand
recovery in South America, supported by channel destocking,
resulted in the normalization of volumes for key products
such as Propiconazole and Tricyclazole after two years of
subdued demand.

The Company continued to strengthen its presence in Focus
Markets through enhanced technical engagement in Vietnam
and sustained formulation-led growth across Africa. During the
year, NACL expanded its international footprint to 39 countries,
further diversifying its market presence and customer base.

As a result, the international business recorded export revenues
of H35,355 lakhs during FY 2025-26 as compared to H30,956
lakhs in the previous year, registering a robust growth of 14%
year-on-year growth.

Going forward, the Company remains focused on strengthening
relationships with Key Accounts through the introduction of
new active ingredients and intermediates, while accelerating
growth in Focus Markets through increased registrations of
generic and differentiated formulations. These initiatives are
expected to support sustainable growth and further enhance
the Company's global presence in the years ahead.

Plant Operations:

The Srikakulam Technical Plant achieved an annual production
of 11,611 MT and Dahej plant annual production of 3,031
MT during the year under review. The increase in output
was primarily driven by higher demand for various Active
Ingredients (AIs), improved utilisation of the plant (including
production of intermediates), and sustained productivity
enhancements undertaken in recent years. The plant
continued to implement initiatives in energy conservation,
effluent reduction, and cost optimisation, with the Zero Liquid
Discharge (ZLD) facility operating efficiently throughout the
year.

The Ethakota Formulation Unit recorded a production of 23,220
MT/KL for the year. The unit has been undertaking various
initiatives focused on productivity enhancement, safety, and
quality improvements. Both units have fostered a positive
working environment, contributing to improved productivity
and stronger employee engagement at all levels.

Credit Rating:

During the year under review, CRISIL Ratings Limited (CRISIL),
vide its letters dated August 21,2025 and November 07, 2025,
reviewed and assigned ratings to the Company's bank facilities.

For the long-term bank facilities, the rating was revised
to 'CRISIL BB /Watch Positive' as on August 21, 2025, and

subsequently upgraded to 'CRISIL AA/Stable' as on November
07, 2025.

For the short-term bank facilities, the rating was revised
to 'CRISIL A4 /Watch Positive' as on August 21, 2025 and
thereafter upgraded to 'CRISIL A1 ' as on November 07, 2025.

New Products Launched:

The Company has successfully commercialized manufacturing
the following new Formulations namely:

S.

No.

Product Name

Composition

1

Profex Ultra

Emamectin Benzoate 1.5%
Profenophos 35% WDG

2

Faita

Cyclaniliprole 10% DC

3

Jhalak

Spinosad 45% SC

4

Calyx

Chlorantraniliprole 9.3% Lambda-
Cyhalothrin 4.6% ZC

5

Tripleact

Dinotefuran 4.8% Pymetrozine
14.8% Fipronil 7.5% SC

6

Kadak

Azoxystrobin 4.8% w/w
Chlorothalonil 40.0% SC

7

Carnage

Ametryn 80% WG

8

Weed Sweep

Haloxyfop-R-Methyl Ester 10.5% EC

9

Weed Master

Glufosinate Ammonium 13.5% SL

Research & Development:

The Company's state-of-the-art R&D Centre at Shadnagar, near
Hyderabad, continues to serve as a hub of innovation, driving
product development and process improvements in alignment
with the Government of India's Make in India initiative. The
Centre is actively engaged in developing processes for a range
of active ingredients, intermediates, and formulations, all at
various stages of progress.

During the year under review, processes for four technical
products were successfully developed. Of these, two have been
commercialized, while the remaining two have progressed to
the pilot stage. Additionally, a strong pipeline of niche generic
molecules is under development for future commercialization.
R&D initiatives have also delivered cost efficiencies in six
regularly manufactured technical products.

In the intermediates segment, commercial-scale batches
of selected intermediates were successfully executed for
a multinational company, with several additional projects
currently underway.

Process innovation efforts have led to the discovery of new
methodologies, resulting in the filing of two provisional
patents and the grant of one patent.

The Company's R&D facility in Hyderabad has achieved several
significant milestones, including:

• ISO 17025:2017 accreditation from the National
Accreditation Board for Testing and Calibration
Laboratories (NABL);

• Integrated Management System (IMS) certification (ISO
9001, ISO 14001, and ISO 45001) from SGS;

• Recognition by the Department of Scientific and Industrial
Research (DSIR), Government of India.

A key focus area has been the development and registration
of novel formulations, with three standalone formulations
successfully commercialized. Continuous improvement
initiatives are also underway to optimize formulation
manufacturing costs.

The Good Laboratory Practice (GLP) certification, initially
awarded in 2021, has enabled the R&D Centre to conduct
studies supporting global registrations, particularly in Africa
and Southeast Asia. The GLP division has also expanded its
services to external clients, contributing to revenue generation
while playing a critical role in supporting both domestic and
international registrations through comprehensive testing and
documentation.

During the current year, the Company secured over 25
registrations across various categories in India, including
three technical indigenous manufacturing registrations
for Haloxyfop-R-methyl, Trifloxystrobin, and Picoxystrobin.
Additionally, 10 registrations were obtained in international
markets, taking the overall portfolio to 588 registrations
domestically and 147 overseas.

In parallel, the Company was granted three new patents
(including two unique combinations and one process patent)
and filed approximately 21 new patent applications, further
strengthening NACL's innovation pipeline and enhancing its
intellectual property portfolio.

Environment Protection:

The Company remains committed to sustainable
environmental practices and continues to strengthen its
environmental stewardship across all manufacturing locations.
Both the Srikakulam and Ethakota facilities are equipped with
state-of-the-art Zero Liquid Discharge (ZLD) systems, ensuring
complete treatment, recovery, and reuse of wastewater,
thereby minimizing environmental impact and ensuring strict
adherence to regulatory requirements.

In FY 2025-26, the Company enhanced its water sustainability
initiatives by commissioning a modern ETP-cum-STP system
at its R&D Centre, based on Membrane Bioreactor (MBR)
technology. This advanced system significantly improves
effluent treatment efficiency and enables reuse of treated
water for utilities and horticulture, thereby reducing freshwater
consumption and promoting circular water management.

The Srikakulam unit is integrated with continuous online
monitoring systems for effluent and emissions, with real-time
data transmission to the Andhra Pradesh Pollution Control
Board, ensuring transparency, accountability, and regulatory
compliance. Additionally, the Company has strengthened its
greenbelt development initiatives, contributing to enhanced

biodiversity and improved ecological balance across its
facilities.

The Company also undertook several environment
improvement initiatives during the year, focusing on energy
optimization, water conservation, waste reduction, and
emission control. In recognition of these sustained efforts,
the Company received the Golden Award for Environmental
Excellence from the Indian Chemical Council, along with
commendation from the Chairman of the Andhra Pradesh
Pollution Control Board.

Quality, Certifications and Responsible Care (RC):

The Company continues to maintain robust management
systems certified to ISO 9001:2015, ISO 14001:2015, and
ISO 45001:2018, covering Quality, Environment, and
Occupational Health & Safety across its operations. During
the year, the Dahej facility was integrated into the Company's
Integrated Management System (IMS), further strengthening
standardization and operational consistency across all
locations.

The manufacturing facilities at Srikakulam and Ethakota,
along with the R&D Centre at Nandigama, are supported by
laboratories accredited by the National Accreditation Board for
Testing and Calibration Laboratories, ensuring high standards
of testing, quality assurance, and analytical capabilities.

The Company has successfully implemented the Responsible
Care (RC) - 7 Codes of Management Practices and has been
recertified with the RC Logo by the Indian Chemical Council for
a further period of three years. This recertification underscores
the Company's continued commitment to responsible
chemical management, safety, health, and environmental
stewardship.

Energy Efficiency and Emission Reduction:

During FY 2025-26, the Company continued to prioritize
energy efficiency and emission reduction through ongoing
process optimization and deployment of advanced
technologies. Key initiatives undertaken during the year
included optimization of ATFD operations, rationalization of
steam and power consumption, reduction in motor capacities,
adoption of energy-efficient equipment, and replacement of
conventional steam ejectors with dry vacuum systems.

These measures have resulted in enhanced operational
efficiency and a reduction in overall energy intensity and
carbon emissions across manufacturing locations. Continuous
monitoring and improvement initiatives further reinforce the
Company's commitment to sustainable energy management.

Water Conservation and Reuse:

The Company remains committed to responsible water
stewardship, with water conservation forming a core
component of its sustainability strategy. Rainwater harvesting
systems and water reuse practices have been implemented
across all operational sites to ensure efficient utilization of
water resources.

During FY 2025-26, the Company utilized 13,924 KL of
rainwater and surface water, thereby reducing reliance on
groundwater and promoting sustainable sourcing. In addition,
several process-level interventions were undertaken, including
reuse of condensate streams, recycling of ERO reject water, and
optimization of effluent treatment systems.

These initiatives have enhanced overall water efficiency,
reduced freshwater consumption, and reinforced the
Company's focus on circular water management and resource
conservation.

Safety, Health and Sustainability Initiatives:

Safety continues to be a core value at NACL Industries Limited,
supported by a robust framework of systems, training, and
employee engagement. During the year, the Company
strengthened its safety culture through the implementation
of Process Safety Management (PSM) aligned with OSHA's 14
elements and Responsible Care requirements, along with the
rollout of a Behaviour-Based Safety (BBS) program to promote
proactive safety practices.

Regular awareness initiatives, including National Safety
Week, World Environment Day, Fire Service Day, and Electrical
Safety Week, were conducted across all locations. Employee
engagement programs such as Suraksha Sammelan, Suraksha
Yojana, and the Safety Monthly Star Program continued to
recognize best practices and encourage active participation in
safety initiatives.

The Company maintains fully equipped Occupational Health
Centres (OHCs) at all manufacturing locations, providing
round-the-clock medical support, periodic health check-ups,
and wellness programs to ensure employee well-being.

The Company complied with all applicable statutory
requirements during the year. Necessary approvals for
expansion projects are under process with the Central Pollution
Control Board and respective State Pollution Control Boards.

Share Capital:

During the financial year under review, the paid-up equity
share capital of the Company increased from H20,12,03,147
(comprising 20,12,03,147 equity shares of H1 each) to
H23,41,78,330 (comprising 23,41,78,330 equity shares of H1
each), on account of allotment of equity shares under the
Employee Stock Option Scheme and the Rights Issue as
detailed below. During the year under review, the Company
has not issued any shares with differential voting rights nor
issued any sweat equity shares.

Rights Issue:

During the financial year under review, the Company
undertook a Rights Issue of equity shares and successfully
mobilized approximately H 249.29 Crores from its existing
eligible shareholders. The Company offered 3,25,01,851
equity shares of face value H1 each at a premium of H75.70
per share, in the ratio of 5 Rights Equity Shares for every 31
fully paid-up equity shares held by eligible shareholders. The

Offer period for Rights Issue commenced on December 22,
2025 and concluded on December 30, 2025. Subsequently,
at its meeting held on December 31, 2025, the Securities
Issue Committee, constituted by the Board for this purpose,
approved the allotment of 3,25,01,851 Rights Equity Shares
and the paid-up equity share capital of the Company increased
from 20,15,11,479 equity shares to 23,40,13,330 equity shares.

Employee Stock Option Scheme:

The Company currently has the NACL Employee Stock Option
Scheme - 2020 (ESOS-2020) in force, which is in compliance
with the provisions of the SEBI (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021.

ESOS 2020 Scheme:

During the year under review, the Company allotted 4,73,332
fully paid-up equity shares to eligible employees pursuant
to the exercise of vested stock options under the ESOS-2020
Scheme, wherein each option entitles the holder to subscribe
to one equity share of the Company.

Pursuant to the provisions of the SEBI (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021, a certificate
issued by Sridharan & Sridharan Associates, Company
Secretaries, Secretarial Auditor confirming that the Scheme
has been implemented in accordance with the applicable
Regulations and the resolutions passed by the Members
shall be placed before the Members at the ensuing Annual
General Meeting.

The disclosures as required under Rule 12(9) of the Companies
(Share Capital and Debentures) Rules, 2014 and Regulation 14
of the SEBI Regulations are available on the Company's website
at
www.naclind.com.

Material Changes and Commitments:

Except as specifically disclosed elsewhere in this Report, there
have been no material changes or commitments affecting
the financial position of the Company which have occurred
between the end of the financial year to which the financial
statements relate and the date of this Report.

Subsidiary and Associate Companies and
Consolidation of Financial Statements:

Subsidiary Companies:

A) NACL Spec-Chem Limited ("NSCL"), India:

After successfully commissioning and commercializing
the first phase of its project with a capacity of 6,000
MTPA during the previous year, NSCL continued its
efforts to maximize capacity utilization. The plant has
been operating effectively and producing its intended
products and capacity; however, the benefits of full-scale
operations are yet to be realized. The total revenue from
operations of the Company for the year ended March 31,
2026, stood at H15,373 Lakhs as against H9,644 Lakhs in
the previous year. The Company reported a loss after tax
of H(1,617) Lakhs, compared to a loss of H(1,844) Lakhs in
the previous year.

B) NACL Multichem Private Limited ('NMPL'), India:

For the year ended March 31, 2026, the Company
recorded total revenue from operations of H23 Lakhs as
against H9 Lakhs in the previous year and reported a loss
after tax of H86 Lakhs as compared to a loss of H57 Lakhs
in the previous year.

C) NACL Agri-Solutions Private Limited ('NASPL'),
India:

For the year ended March 31, 2026, the Company
reported total revenue from operations of H116
Lakhs, as against H72 Lakhs in the previous year, and
a loss after tax of H7 Lakhs, compared to a profit of
H5 Lakhs in the previous year.

D) LR Research Laboratories Private Limited
('LRRLPL'), India:

The total revenue of the LRRPL for the year ended March
31,2026 continues to be Nil.

E) Nagarjuna Agrichem (Australia) Pty Limited
('NAAPL'), Australia:

NAAPL was established to hold local registrations
on behalf of the Company to facilitate product sales
in Australia. For the year ended March 31, 2026, the
Company reported total revenue of H14 Lakhs as against
H12 Lakhs in the previous year.

F) NACL Industries (Nigeria) Limited ('NINL'),
Nigeria:

NINL, incorporated on January 13, 2023, is a wholly-
owned subsidiary of the Company. The entity was set
up primarily to obtain and hold local registrations in
Nigeria, enabling the Company to market and distribute
its products in the region. These registrations are issued
by the respective government authorities only to entities
incorporated within the country.

Pursuant to the requirements of the Securities and
Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("Listing Regulations"), the
Companies Act, 2013 ("the Act"), and the applicable Indian
Accounting Standards, including Ind AS 110 - Consolidated
Financial Statements, the Audited Consolidated Financial
Statements of the Company for the financial year ended March
31,2026 form an integral part of this Annual Report.

The Consolidated Financial Statements have been prepared
in accordance with the applicable accounting standards by
consolidating, on a line-by-line basis, the financial statements of
the Company's wholly-owned subsidiaries, namely NACL Spec-
Chem Limited, NACL Multichem Private Limited, LR Research
Laboratories Private Limited, NACL Industries (Nigeria)
Limited, Nagarjuna Agrichem (Australia) Pty Ltd, and NACL
Agri-Solutions Private Limited. The Company's investment in
Nasense Labs Private Limited, an Associate Company, has been
accounted for using the equity method in accordance with Ind
AS 28 - Investments in Associates and Joint Ventures.

In accordance with the provisions of the Act, a statement
containing the salient features of the financial performance
of the Subsidiaries and Associate Company in Form AOC-1 is
annexed to this Report as
Annexure-I.

During the year under review, there were no changes in the
Company's subsidiary or associate relationships, and no
entity became or ceased to be a Subsidiary, Joint Venture, or
Associate of the Company. Further The board has decided
and approved closure of Foreign subsidiaries i.e. Nagarjuna
Agrichem (Australia) Pty Limited ('NAAPL'), Australia and NACL
Industries (Nigeria) Limited ('NINL'), Nigeria on May 04, 2026.

In accordance with Section 1 36(1 ) of the Act read with
Regulation 46 of the Listing Regulations, the Annual Report
of the Company, including its Standalone and Consolidated
Financial Statements, together with the financial statements
of its Subsidiaries, are available on the Company's website at
www.naclind.com

Internal Financial Control Systems and their
adequacy:

The Company has established and maintained adequate
internal financial controls commensurate with the size, scale,
and complexity of its operations. During the year under review,
such controls were evaluated and tested, and no reportable
material weaknesses in their design or operating effectiveness
were identified.

The Company has instituted well-defined policies and
procedures to ensure the orderly and efficient conduct of its
business, including safeguarding of assets, prevention and
detection of frauds and errors, accuracy and completeness of
accounting records, and timely preparation of reliable financial
information.

The accounting policies adopted by the Company are in
accordance with the Indian Accounting Standards (Ind AS)
prescribed under the Companies Act, 2013 and are consistent
with generally accepted accounting principles in India. Any
changes in accounting policies, if required, are undertaken in
consultation with the Statutory Auditors and are subject to the
review and approval of the Audit Committee.

The internal audit function of the Company is designed to
evaluate and improve the effectiveness of risk management,
internal control, and governance processes. It focuses on
ensuring compliance with applicable laws and regulations,
adherence to internal policies, safeguarding of assets, and
identification of areas for operational improvement.

Based on the internal financial control framework established
by the Company, the work performed by the Internal, Statutory,
Cost, and Secretarial Auditors, including the audit of internal
financial controls over financial reporting by the Statutory
Auditors, and the reviews carried out by the Management
and the Audit Committee, the Board is of the opinion that
the Company's internal financial controls were adequate and
operating effectively during the financial year 2025-26.

Auditors:

a) Statutory Auditor and Audit Reports:

M/s. S.R. Batliboi & Associates LLP, Chartered Accountants
(Firm Registration No. 101049W/E300004), were
appointed as the Statutory Auditors of the Company at
the 38th Annual General Meeting held on September 19,
2025, for a term of four consecutive years, to hold office
until the conclusion of the 42nd Annual General Meeting
to be held in the year 2029. The Statutory Auditors have
confirmed that they meet the eligibility criteria prescribed
under the Companies Act, 2013 and are not disqualified
from continuing as Statutory Auditors of the Company.
They have further confirmed that their appointment is
within the limits specified under Section 141(3)(g) of the
Act and that they hold a valid Peer Review Certificate
issued by the Institute of Chartered Accountants of
India, as required under the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.

The Audit Report issued by the Statutory Auditors on
the Standalone and Consolidated Financial Statements
of the Company for the financial year ended March
31, 2026 forms part of this Integrated Annual Report.
The said Report is unmodified and does not contain
any qualification, reservation, adverse remark, or
disclaimer. There was no instance of fraud during the
year under review, which required the Auditors to Report
under Section 143(12) of the Act and the rules made
there under.

b) Internal Auditor:

The Board of Directors, at its meeting held on October
24, 2025, appointed M/s. Deloitte Haskins & Sells LLP,
Chartered Accountants, Hyderabad, as the Internal
Auditors of the Company for a term of two years the
financial year year 2025-26 and 2026-27.

The Internal Auditors have conducted the internal audit
for the financial year 2025-26 in accordance with the
approved internal audit plan. The scope of internal audit
includes evaluation of the adequacy and effectiveness
of internal controls, assessment of compliance with
applicable laws and regulations, and review of key
accounting processes and policies.

The internal audit function is designed to provide
independent assurance on the effectiveness of the
Company's risk management, governance, and control
processes. Significant audit observations, together with
management responses and action plans, are presented
to the Audit Committee on a quarterly basis.

Based on internal audit findings, appropriate corrective
actions are undertaken to strengthen the control
environment and enhance operational efficiency. The
Audit Committee periodically reviews the internal audit
reports and monitors the implementation of agreed
action plans.

c) Cost Auditor:

Pursuant to the provisions of Section 148 of the Companies
Act, 2013 read with the applicable rules thereunder, the
Board of Directors, on the recommendation of the Audit
Committee, appointed M/s. K. Narasimha Murthy & Co.,
Cost Accountants, Hyderabad, as the Cost Auditors of the
Company to conduct the audit of cost records relating to
Insecticides (Technical Grade and Formulations) for the
financial year ended March 31,2026.

The Cost Auditors have confirmed that their appointment
is in accordance with the provisions of the Act and the
Rules made thereunder.

In terms of Section 148 of the Act read with the Companies
(Audit and Auditors) Rules, 2014, the remuneration
payable to the Cost Auditors for the financial year 2026¬
27, amounting to H8 Lakhs, is subject to ratification by the
Members. Accordingly, a resolution seeking ratification of
the said remuneration forms part of the Notice convening
the 39th Annual General Meeting.

During the year, the Company filed the cost audit
report for the financial year 2024-25 with the Ministry of
Corporate Affairs.

d) Secretarial Auditor and Secretarial Audit Report:

Pursuant to the provisions of Section 204 of the Companies
Act, 2013 read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 read
with Regulation 24A of Listing Regulations, the Members
of the Company, at the 38th Annual General Meeting
held on September 19, 2025, approved the appointment
of M/s. Sridharan & Sridharan Associates, Company
Secretaries, as Secretarial Auditors of the Company for
a term of five consecutive years, commencing from the
conclusion of the 38th Annual General Meeting up to
the conclusion of the 43rd Annual General Meeting to be
held in the year 2030.

The Secretarial Auditors have conducted the secretarial
audit for the financial year ended March 31, 2026 in
accordance with the applicable provisions of the Act and
the rules made thereunder. The Secretarial Audit Report
in Form MR-3 forms part of this Report as Annexure-II. The
said Report is unmodified and contains any qualification,
reservation, adverse remark, or and the same is
detailed below:

1. The Secretarial Auditor has observed that the
Company is in the process of completing the filing
of Form IEPF-4 for the financial years 2016-17 and
2017-18 pursuant to the provisions of Section 124
of the Companies Act, 2013 read with Rule 6 of the
Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules,
2016. Necessary steps are being taken to complete
the pending filings.

2. The Secretarial Auditor has also reported non¬
compliance with Regulation 29 of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015, in relation to the delayed filing
of prior intimation of the Board Meeting held on
October 24, 2025. The applicable fines levied by
the Stock Exchanges have been duly paid and
appropriate measures have been instituted to
strengthen compliance monitoring.

3. Further, a delay in submission of the disclosure of
Related Party Transactions under Regulation 23(9)
of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, with BSE Limited
was noted. The requisite disclosure has since been
filed, the penalty imposed by BSE Limited has
been remitted, and additional controls have been
implemented to ensure timely regulatory filings
going forward.

Further, in compliance with Regulation 24A ofthe SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Company has obtained the Annual Secretarial
Compliance Report from Sridharan & Sridharan Associates
and has duly submitted the same to Stock Exchanges where
the equity shares of the Company are listed.

Board, Committees of the Board and Other
information:

a) Directors:

The Board of Directors of the Company presently
comprises seven (7) Directors, consisting of one
(1) Executive Director, two (2) Non-Executive Non¬
Independent Directors, and four (4) Non-Executive
Independent Directors, including one (1) Woman
Independent Director, in compliance with applicable
requirement. The details of the Directors are given below:

1) Mr. Arun Alagappan - Non-Executive Chairman

2) Dr. Raghuram Devarakonda - Managing Director &
CEO

3) Mr. Sankarasubramanian S - Non-Executive Director

4) Mr. Suresh Subramanian - Non-Executive
Independent Director

5) Mr. B. Raghavendra Rao - Non-Executive
Independent Director

6) Dr. Lakshmi Kantam Mannepalli - Non-Executive
Independent Director

7) Mr. Sanjiv Lal- Non-Executive Independent Director

During the year under review, pursuant to the acquisition
of the Company and the consequent change in
management, the erstwhile Board comprising ten (10)
Directors ceased to hold office with effect from August 8,
2025. The details of such Directors are set out below:

1) Ms. K. Lakshmi Raju - Non-Executive Chairperson

2) Mr. G. V. Bhadram - Whole-time Director

3) Mr. Sudhakar Kudva - Non-Executive Independent
Director

4) Mr. N. Sambasiva Rao - Non-Executive Independent

Director

5) Mr. Ramkrishna Mudholkar - Non-Executive

Independent Director

6) Mr. Santanu Mukherjee - Non-Executive Independent

Director

7) Ms. Veni Mocherla - Non-Executive Independent

Director

8) Mr. Raj Kaul - Non-Executive Non-Independent

Director

9) Mr. Atul Churiwal - Nominee Director

10) Mr. Rajesh Kumar Agarwal - Nominee Director

Further, Mr. Natarajan Srinivasan, who was appointed
as Chairman of the Company with effect from August
8, 2025, ceased to be a Director of the Company with
effect from October 14, 2025. Subsequently, Mr. Arun
Alagappan was appointed as Chairman of the Company
with effect from October 24, 2025.

Director(s) to retire by rotation:

Pursuant to the provisions of Section 152 of the Companies
Act, 2013 ("the Act") and the Articles of Association of the
Company, Mr. Sankarasubramanian S (DIN: 01592772),
Non-Executive Director, retires by rotation at the ensuing
Annual General Meeting ("AGM") and, being eligible, has
offered himself for re-appointment.

The resolution seeking his re-appointment forms part
of the Notice convening the AGM. Relevant details,
including his profile and experience, are provided in the
said Notice.

b) Board Meeting:

The Board met eight (8) times during the financial year
2025-26.

Detailed information on the Board meetings, including
attendance of Directors, is set out in the Corporate
Governance Report forming part of this Annual Report.
The Company has complied with the provisions of the
Companies Act, 2013 and the Listing Regulations relating
to the frequency of Board meetings and the maximum
interval between two meetings.

c) Independent Directors and their declaration of
Independence:

In terms of the provisions of Sections 149, 150, 152,
Schedule IV and other applicable provisions of the
Companies Act, 2013 ("the Act") read with the Companies
(Appointment and Qualification of Directors) Rules,
2014 and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("Listing Regulations")
(including any statutory amendment(s), modification(s)

or re-enactment thereof for the time being in force), the
Independent Directors of the Company can hold office
for a term of up to five consecutive years and are not
liable to retire by rotation.

The Company has the following Independent Directors
on its Board: Mr. Suresh Subramanian, Mr. B. Raghavendra
Rao, Dr. Lakshmi Kantam Mannepalli and Mr. Sanjiv Lal.
All the Independent Directors have furnished necessary
declarations confirming that they meet the criteria of
independence as prescribed under Section 149(6) of
the Act read with Regulation 16(1 )(b) of the Listing
Regulations and are independent of the Management.
Further, in terms of Regulation 25(8) of the Listing
Regulations, they have confirmed that they are not
aware of any circumstance or situation which exists
or may be reasonably anticipated that could impair or
impact their ability to discharge their duties with an
objective independent judgement and without any
external influence.

The Board has taken on record the declarations and
confirmations submitted by the Independent Directors
after undertaking due assessment of the veracity of
the same and is of the opinion that all the Independent
Directors uphold the highest standards of integrity
and possess the requisite expertise, experience and
proficiency (in terms of Section 150(1) of the Act and
applicable rules thereunder) required to effectively
discharge their duties. In the opinion of the Board,
all the Independent Directors fulfil the conditions
specified in the Companies Act, 2013, possess requisite
integrity, expertise and experience and are independent
of the management.

Further, in compliance with the provisions of Section
150 of the Act read with Rule 6 of the Companies
(Appointment and Qualification of Directors) Rules, 2014,
all the Independent Directors have confirmed that their
names are included in the databank of Independent
Directors maintained by the Indian Institute of Corporate
Affairs (IICA).

d) Familiarization Programme for the Independent
Directors:

The Independent Directors of the Company are eminent
professionals with extensive experience across diverse
fields such as banking, financial services, technology,
finance, governance and management. They are well-
versed with, and bring significant insight into, the
business and operations of the Company.

In compliance with the requirements of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 ("Listing Regulations"), the Company has instituted a
structured familiarization programme for its Independent
Directors. The programme is designed to provide insights
into their roles, rights and responsibilities, the business
model of the Company, the nature of the industry in
which the Company operates, and key operational and
strategic aspects.

Through this programme, Independent Directors are
apprised of the Company's business model, corporate
strategy, business plans and operations. They are also
provided updates on financial performance, annual
budgets, internal control systems, risk management
framework and statutory compliances. Additionally, they
are familiarised with the Company's vision, core values,
ethical standards and corporate governance practices.

At the time of appointment, Independent Directors are
provided with relevant documents and information,
including the Company's constitutional documents,
recent Annual Reports, investor presentations, policies
and other key materials. A formal letter of appointment
is also issued, outlining their fiduciary duties, roles,
responsibilities and associated liabilities.

On an ongoing basis, periodic presentations are made
at Board and Committee meetings covering, inter
alia, operational and financial performance, industry
developments, business strategy, internal controls
and risk mitigation measures. Independent Directors
are also regularly updated on significant regulatory
changes, judicial pronouncements and amendments in
applicable laws.

e) Evaluation of performance of the Board of
Directors:

Pursuant to the provisions of the Companies Act, 2013
("the Act") and the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("Listing Regulations"),
the Board has undertaken a comprehensive annual
evaluation of its performance, that of its Committees, and
of individual Directors, including the Executive Director
and the Chairperson.

The evaluation was carried out through a structured
and formalised framework designed to assess various
aspects of the Board's functioning and effectiveness.
The evaluation criteria, inter alia, included attendance
and active participation in Board and Committee
meetings, integrity, independence of judgment,
domain expertise, experience, quality of contribution to
deliberations, effectiveness in monitoring governance
and compliance frameworks, and the ability to safeguard
and balance the interests of all stakeholders. The
assessment also encompassed the Board's effectiveness
in providing strategic direction, overseeing management
performance, and ensuring the robust implementation of
policies and internal control systems.

The performance of the Board as a whole was evaluated
by the Independent Directors, while the performance of
the Independent Directors was assessed by the Board,
excluding the Director being evaluated, in order to
ensure objectivity and fairness in the evaluation process.

Further, in a separate meeting of the Independent
Directors, the performance of the Non-Independent
Directors and that of the Board as a whole was

reviewed. The Independent Directors also evaluated the
performance of the Chairperson, taking into account the
views of the Executive Director and the Non-Executive
Directors.

The Directors expressed their satisfaction with the
evaluation process, noting that it is comprehensive,
transparent, and effective in enhancing the overall
performance and governance standards of the Board and
its Committees.

f) Audit Committee:

The Audit Committee of the Board is constituted in
accordance with the provisions of the Companies
Act, 2013 and the Listing Regulations. The Committee
comprises Mr. Suresh Subramanian as Chairman, and Dr.
Raghuram Devarakonda and Mr. B. Raghavendra Rao as
Members. A detailed note on the composition, roles and
responsibilities, and meetings of the Audit Committee is
provided in the Corporate Governance Report forming
part of this Annual Report.

The Board has accepted all recommendations made by
the Audit Committee during the year under review.

g) Directors' Responsibility Statement:

Pursuant to Section 134(3)(c) and 134(5) of the Act, the
Board of Directors, to the best of their knowledge and
ability, confirm that:

a) In the preparation of the annual accounts, the
applicable accounting standards have been
followed along with proper explanations relating to
material departures;

b) They 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 at March 31,2026 and of the Loss of
the Company for the year ended on that date;

c) They have taken proper and sufficient care for
the maintenance of adequate accounting records
in accordance with the provisions of the Act for
safeguarding the assets of the Company and
for preventing and detecting fraud and other
irregularities;

d) They have prepared the Annual Accounts of the
Company on a 'going concern' basis;

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

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

h) Key Managerial Personnel:

Pursuant to the provisions of Section 203 of the
Companies Act, 2013 ("the Act"), the following are the
Key Managerial Personnel of the Company:

• Dr. Raghuram Devarakonda - Managing Director &
Chief Executive Officer

• Mr. N. Shankar - Chief Financial Officer

• Mr. Satish Kumar Subudhi - Company Secretary

During the year under review, Mr. Anish T. Mathew
resigned from the position of Chief Financial Officer with
effect from December 1, 2025, and consequently, Mr.
N. Shankar was appointed as the Chief Financial Officer
with effect from the same date. Further, Mr. Satish Kumar
Subudhi resigned from the position of Company Secretary
and Compliance Officer with effect from May 5, 2026,
and consequently, Mr. Rajesh Mukhija was appointed
as the Company Secretary and Compliance Officer of
the Company. Other than the aforesaid changes, there
were no changes in the Key Managerial Personnel of the
Company during the financial year under review date.

i) Termination of agreement:

Pursuant to the change in control of the Company
following the acquisition of a controlling stake by
Coromandel International Limited, the Shareholders'
Investment Agreement entered into with Mr. Atul
Churiwal and Mr. Rajesh Kumar Agarwal (Nominee
Directors) was terminated with effect from
August 8, 2025.

Additionally, following the resignation of Mr. G. Veera
Bhadram as Whole-time Director and Non-Executive
Non-Independent Director, the Company entered into a
Business Advisory Agreement with him. The agreement
was subsequently terminated and novated with effect
from December 1, 2025.

j) Meeting of Independent Directors:

The particulars of the separate meeting of the
Independent Directors are set out in the Corporate
Governance Report, which forms part of this
Annual Report.

The Company has adopted a comprehensive Nomination
and Remuneration Policy, which lays down well-
defined criteria for the identification, selection and
appointment of Directors, Key Managerial Personnel
and Senior Management Personnel. The policy ensures
that individuals appointed to such positions possess
the requisite qualifications, experience, expertise and
integrity, and are aligned with the Company's governance
standards and long-term objectives.

Further, the Company has established clear principles
governing the remuneration payable to Non-Executive
Directors, ensuring that such remuneration is
commensurate with their roles and responsibilities and

is in line with applicable laws and industry benchmarks.
The aforesaid policy is hosted on the Company's website
at
www.naclind.com.

Corporate Social Responsibility:

The Murugappa group is known for its tradition of
philanthropy and community service. The group's philosophy
is to reach out to the community by establishing service-
oriented philanthropic institutions in the field of education
and healthcare as the core focus areas. The Company upholds
the group's tradition by earmarking a part of its income for
carrying out its social responsibilities.

The Company has been carrying out Corporate Social
Responsibility (CSR) activities for many years now even before
it was mandated under the Act. The Company has put in place a
CSR policy, which is available on the website of the Company at
https://naclind.com/investor-relations/investor-information/
policies/
.

While the Company did not have any statutory Corporate Social
Responsibility (CSR) spending obligation during the financial
year under review, it continued to undertake various social
welfare and community development initiatives on a voluntary
basis. These initiatives focused on improving the quality of
life in communities surrounding the Company's operations
and included support for education, healthcare, access to
safe drinking water, village development, infrastructure
enhancement, vocational training and community welfare
programmes.

As per the provisions of Section 135 of the Act and Rules made
thereunder, the average net profits of the Company, computed
in accordance with Section 198 of the Act for the immediately
preceding three financial years, resulted in a negative figure of
H15.21 Lakhs. Accordingly, no amount was spent towards CSR
activities for the financial year 2025-26.

Details of the composition of the Corporate Social Responsibility
Committee are given in the Annual Report on CSR Activities,
which is appended as Annexure-III to this Report.

Change in the nature of business:

There is no change in the nature of business of the Company.

Significant and Material Orders passed by the
Regulators or Courts:

The Company confirms that no significant or material orders
were passed by regulators, courts or tribunals during the year
under review which could have an adverse impact on its going
concern status or on its operations in the foreseeable future.

Particulars of Loans, Guarantees or Investments under
Section 186:

Pursuant to the provisions of Section 186 of the Companies
Act, 2013, the Company, in the ordinary course of its business,
has made investments in, and extended loans and/or
provided guarantees to, its wholly-owned subsidiaries for their
business purposes.

The details of such loans, guarantees and investments, along
with the purpose for which the loans or guarantees were
proposed to be utilised by the recipients, are disclosed in the
notes to the financial statements forming part of this Annual
Report.

Extracts of Annual Return:

Pursuant to the provisions of Section 92(3) and Section 134(3)
(a) of the Companies Act, 2013 read with Rule 12 of the
Companies (Management and Administration) Rules, 2014, the
Annual Return of the Company is hosted on the Company's
website at www.naclind.com.

Risk Management Policy:

Pursuant to the provisions of Section 134 and other applicable
provisions of the Companies Act, 2013 ("the Act"), and the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations"), the Company has
constituted a Risk Management Committee and adopted a
Risk Management Policy.

The Policy provides a structured framework for identification,
assessment, monitoring and mitigation of risks across
the organization. It, inter alia, lays down procedures for
implementation of the risk management plan and ensures a
systematic approach to managing risks that may impact the
Company's business objectives.

The Risk Management Committee is responsible for overseeing
the implementation of the risk management framework,
periodically reviewing the risk management plan and ensuring
its effectiveness.

Details of the composition of the Committee and its terms of
reference are provided in the Corporate Governance Report,
which forms part of this Annual Report.

The Company has identified key risks across its business and
functional areas, and appropriate mitigation plans are in place.
These risks are reviewed on a continuous basis to ensure timely
and effective management.

Related Party Transactions:

All related party transactions entered into during the financial
year were in the ordinary course of business and on an arm's
length basis, and were in compliance with the applicable
provisions of Regulation 23 of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ("Listing
Regulations").

During the year under review, the Company entered into
transactions with Coromandel International Limited, a related
party, which shall be considered material in terms of Regulation
23 of the Listing Regulations, and the approval of the members
for the said transaction was obtained on November 30, 2025
vide Postal Ballot

All Related Party Transactions ("RPTs") are placed before the
Audit Committee for prior approval. Omnibus approvals

are obtained for transactions that are repetitive in nature,
in accordance with the policy approved by the Board. The
transactions entered into pursuant to such omnibus approvals
are reviewed by the Audit Committee on a quarterly basis.

Further, details of all related party transactions are presented
to the Audit Committee and the Board on a quarterly basis,
specifying the nature, value and terms and conditions of such
transactions.

The disclosures of related party transactions, as required under
Ind AS 24, are provided in the notes to the financial statements
and forming part of this Annual Report.

The disclosure of related party transactions as required under
Section 134(3)(h) of the Companies Act, 2013 read with Rule
8(2) of the Companies (Accounts) Rules, 2014 in Form AOC-2 is
Annexed as Annexure IV.

The Company has formulated a Related Party Transactions
Policy, which is available on the Company's website at
www.naclind.com.

Nomination and Remuneration Policy:

Pursuant to the provisions of Section 178(3) of the Companies
Act, 2013 ("the Act") and the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ("Listing
Regulations"), the Company has adopted a Nomination and
Remuneration Policy for Directors, Key Managerial Personnel
and Senior Management Personnel.

The Nomination and Remuneration Committee ("NRC") has
formulated the criteria for determining qualifications, positive
attributes and independence of Directors, in accordance with
the provisions of the Act and the Listing Regulations. The Policy,
inter alia, provides a framework for selection, appointment and
remuneration of Directors and senior management, ensuring
alignment with the Company's governance standards and
strategic objectives.

Details of the composition of the NRC, its terms of reference and
meetings held during the year are provided in the Corporate
Governance Report, which forms part of this Annual Report.

Corporate Governance:

In accordance with Regulation 34 read with Schedule V (Part C)
of the Listing Regulations, the Corporate Governance Report is
presented as a separate section of this Annual Report, together
with the Auditor's Certificate confirming compliance with the
prescribed requirements.

The Company has in place a Code of Conduct applicable to
the Board and Senior Management Personnel. All concerned
have affirmed compliance with the said Code for the financial
year 2025-26, and a declaration in this regard forms part of the
Corporate Governance Report.

A certificate from the Managing Director and Chief Financial
Officer, as required under Regulation 17(8) of the Listing
Regulations, confirming the accuracy of financial statements

and adequacy of internal controls, is also included in this
Annual Report.

Management Discussion and Analysis Report and
Business Responsibility Report:

The Management Discussion and Analysis Report for the year
under review, in terms of the Listing Regulations, is presented
in a separate section forming part of this Annual Report and
provides an overview of the Company's performance, industry
trends, risks and outlook.

Further, in compliance with Regulation 34 of the Listing
Regulations, the Business Responsibility and Sustainability
Report, containing the requisite disclosures on environmental,
social and governance parameters, is included in this Annual
Report.

Vigil Mechanism/Whistle Blower Policy:

The Company has established a Vigil Mechanism / Whistle
Blower Policy in accordance with the provisions of the
Companies Act, 2013 and the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 ("Listing
Regulations"), to provide a formal framework for reporting
concerns relating to unethical behaviour, actual or suspected
fraud, violations of the Company's Code of Conduct or any
irregularity or mismanagement.

The Policy enables Directors and employees to report genuine
concerns, including through direct access to the Chairman
of the Audit Committee. It ensures adequate safeguards
against victimisation of whistleblowers and provides for strict
confidentiality of the information reported.

The Whistle Blower Policy is available on the Company's
website at www.naclind.com.

During the year under review, no complaints were received
under the said Policy. It is further affirmed that no personnel of
the Company has been denied access to the Audit Committee.

Prevention of Sexual Harassment of Women at
workplace:

The Company maintains a zero-tolerance approach towards
sexual harassment at the workplace and is committed to
providing a safe, secure and inclusive work environment for all
its employees.

In compliance with the provisions of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 ("POSH Act"), the Company has adopted a Policy on
Prevention of Sexual Harassment. The Policy, which is gender-
neutral, aims to prevent, prohibit and redress instances of
sexual harassment and ensures a fair, transparent and robust
grievance redressal mechanism.

The Company has constituted an Internal Complaints
Committee ("ICC") in accordance with the requirements of the
POSH Act. The ICC is responsible for addressing complaints in
a timely and confidential manner, in line with the prescribed
procedures.

To promote awareness and ensure adherence to the Policy,
the Company conducts periodic training and sensitisation
programmes across its locations, enabling employees to
understand their rights and responsibilities under the POSH
framework.

During the financial year 2025-26, the status of complaints
received by the Company is detailed below:

Number of complaints filed during the financial year: Nil

Number of complaints disposed off during the financial year: Nil

Number of complaints pending as on end of the financial year: Nil

Statement of Compliance with the provisions relating to
the Maternity Benefit Act 1961:

The Company has complied with relevant provisions of the
Maternity Benefit Act, 1961. There is one beneficiary who
availed maternity benefits during FY 2025-26 including leave
and benefit payments.

Brand Protections:

The Company has implemented appropriate measures to
protect its brands against counterfeiting, spurious products
and unfair trade practices. During the year, necessary actions
were undertaken to identify and address such instances,
including enforcement and monitoring mechanisms. The
Company remains committed to preserving brand integrity
and ensuring fair market practices.

Fixed Deposit:

During the financial year under review, the Company did not
accept any deposits from the public in terms of the Companies
Act, 2013 and the rules made thereunder. Consequently, no
amount on account of principal or interest was outstanding as
at the Balance Sheet date.

Industrial Relations:

Industrial relations across the Company's manufacturing
locations and corporate office remained cordial and
harmonious during the year under review.

Insurance:

The Company has taken adequate insurance coverage for its
assets and insurable interests, including inventories, buildings,
plant and machinery, and other assets, against various risks, in
line with industry practices.

Particulars of Employees and Remuneration:

Pursuant to Section 197(12) of the Companies Act, 2013 read
with Rule 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, the disclosures relating
to remuneration are provided in Anneuxre IV, forming part of
this Report.

The statement containing the particulars of the top ten
employees in terms of remuneration drawn and other prescribed
details of employees under Section 197(12) of the Act read with
Rules 5(2) and 5(3) of the aforesaid Rules forms part of this Report.
However, in accordance with the provisions of Section 136 of
the Act, the Annual Report is being circulated to the Members
without the said statement. Any Member interested in obtaining
a copy of the same may write to the Company Secretary of the
Company, and the same shall be made available for inspection
at the Registered Office of the Company.

Compliance with Secretarial Standards:

During the year under review, the Company has adhered to
the applicable Secretarial Standards issued by the Institute
of Company Secretaries of India, in line with statutory
requirements.

Conservation of Energy, Technology Absorption and
Foreign Exchange Earnings and Outgo:

Pursuant to the provisions of Section 134(3)(m) of the
Companies Act, 2013 ("the Act") read with Rule 8 of the
Companies (Accounts) Rules, 2014, the particulars relating to
conservation of energy, technology absorption, and foreign
exchange earnings and outgo are provided in a separate
statement annexed to this Report as Annexure-V, which forms
an integral part of this Report.

Declaration / Affirmations:

During the financial year under review:

a) No significant or material orders were passed by any
regulatory authorities, courts or tribunals that would
adversely impact the going concern status of the
Company or its future operations.

b) No applications were made, nor are any proceedings
pending, under the Insolvency and Bankruptcy Code,
2016.

c) The Company has not undertaken any one-time
settlement with any bank or financial institution.
Accordingly, the related disclosure requirements are not
applicable.

Acknowledgement:

Your Directors wish to express their sincere gratitude to the

Company's bankers, financial institutions, lenders, business

associates, shareholders, customers, dealers, agents, suppliers
and all other stakeholders for their continued support and
confidence.

The Directors also acknowledge the valuable assistance and
cooperation extended by the Government of India, State
Governments, regulatory authorities and other institutions.
The Company remains thankful to the farming community and
the local communities in the vicinity of its operations for their
continued support.

The Directors place on record their deep appreciation for
the commitment, dedication and exemplary efforts of the
employees across all levels, whose contributions have played a
vital role in the Company's progress and achievements during
the year.

The Directors look forward to the future with confidence
and remain grateful for the continued trust reposed in the
Company.

For and on behalf of the Board

Dr. Raghuram Devarakonda Sankarasubramanian S

Place: Hyderabad Managing Director & CEO Director

Date: May 04, 2026 (DIN: 09749805) (DIN:01592772)