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:
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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)
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