On behalf of the Board of Directors of the Company, it gives us immense pleasure in presenting the Ninth Board's
Report, along with the Audited Financial Statements (Standalone and Consolidated) for the financial year ending
March 31, 2026.

1. FINANCIAL PERFORMANCE

The Company has prepared the Standalone and Consolidated Financial Statements for the financial year ended
March 31, 2026, in accordance with the Indian Accounting Standards (Ind AS) as prescribed under the Companies
Act, 2013.

Key highlights of financial performance of the Company for the financial year ending March 31, 2026, as compared
to previous year are provided below:

2. BUSINESS OVERVIEW

We are a global pure-play Active Pharmaceutical
Ingredients (API) company engaged in the
development and manufacture of APIs, alongside
providing CDMO services to pharmaceutical
companies worldwide. Our operations are anchored
by six world-class, multi-product manufacturing
facilities and supported by a talented workforce of
nearly 1,700 employees.

With operations extending across more than 60
countries, we have established a strong foothold
in major markets such as North America, Europe,
Japan, South Korea, and the Middle East & North
Africa. During the year, the Company prioritized
initiatives focused on cost efficiency, capacity
enhancement, operational excellence, inventory
optimization, and employee development.

Driven by a clear strategic vision, the Company
remains optimistic about future growth
opportunities and committed to delivering
sustainable long-term value to all stakeholders.

3. DIVIDEND

The Board of Directors of the Company did not
recommend final dividend for the financial year
March 31, 2026.

In terms of Regulation 43A of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015 (Listing Regulations), the Company
has adopted a Dividend Distribution Policy.

The said Policy is available on the Company's
website and can be accessed at investors page
of our Company's websitehttps://solara.co.in/
uploads/2023/07/Dividend_Distribution_Policv.pdf.

4. TRANSFER TO RESERVES

Your Company does not propose to transfer any
amount to the reserves for the year ending March
31, 2026.

5. SHARE CAPITAL

i) Authorized Capital

The Authorized Share Capital of the Company as on
March 31, 2026, stood at '120,00,00,000/- divided
into 12,00,00,000 equity shares of '10/- each. There
was no change regarding the Authorized Capital of
the Company during the year.

ii) Issued and Subscribed Capital

The Issued and Subscribed capital as of March 31, 2026, stood at ' 48,17,15,620/- divided into 4,81,71,562 equity
shares of '10/- each. Changes in the Issued and Subscribed Capital of the Company are as under:

iii) Paid up capital

The Paid-up capital as at March 31, 2026, stood at ' 44,51,39,030.50/- divided into 3,61,72,807 equity shares of
'10/- each, 1,18,32,948 equity shares of ' 7/- each and 1,65,807 Equity shares of face value ' 3.5/- each per share
paid up. Changes in the paid-up capital of the Company are as under:

6. RIGHTS ISSUE

On May 9, 2024, the Rights Issue Committee at its
meeting approved the issuance of 1,19,98,755 Equity
Shares of face value of ' 10 each at a price of ' 375
per Equity Share (including a premium of ' 365
per Equity Share), to existing equity shareholders
on the record date (May 15, 2024) on 'rights' basis
for an amount aggregating to ' 449.95 Crores. The
issue was on a partly paid-up basis with 3 calls, i.e.,
application money, first call and second call. On
June 19, 2024, Company allotted 1,19,98,755 partly
paid - up Equity Shares on receipt of Application
money of ' 131.25/- per equity share, which was
aggregating to ' 157.48 Crores.

The Rights Issue Committee at its meeting held
on March 26, 2025 approved the First Call Money
Notice to the holders of Partly Paid-Up Equity
Shares for ' 131.25/- (i. e ' 3.50/- towards face value
and ' 127.75/- towards securities premium). The

Company sent two reminder notices dated July 01,
2025 and February 04, 2026 for payment of First
Call Money.

Further, the Company also issued Second and Final
Call Notice dated April 06, 2026 pursuant to the
approval of Rights Issue Committee at its meeting
held on Tuesday, March 24, 2026, for payment of
'112.50/- (comprising of ' 3/- towards face value
and ' 109.50/- towards securities premium) per
partly paid-up Rights equity share towards Second
and Final Call. Subsequent to the close of the
financial year, the Company received an amount of
' 1,29,94,28,775 (Rupees One Hundred Twenty-Nine
Crore Ninety-Four Lakh Twenty-Eight Thousand
Seven Hundred Seventy-Five only) towards the
Second and Final Call in respect of 1,15,50,478 partly
paid-up Rights Equity Shares. Consequently, these
shares were converted into fully paid-up Equity
Shares of face value of ' 10 each on May 15, 2026.

As on March 31, 2026, total funds received from the
Rights Issue was ' 309.79 crores including collection
towards First Call of ' 155.31 Crore.

7. EMPLOYEES STOCK OPTION PLAN (ESOP)

The Company has two ESOP Schemes:

• Solara Employees Stock Option Plan 2018

• Solara Employee Stock Option Plan - 2024

A statement giving detailed information on stock
options granted to Employees under the ESOP
Plan as required under Section 62 of the Act, read
with Rule 12 of Companies (Share Capital and
Debentures) Rules, 2014 and Regulation 14 of SEBI
(Share Based Employee Benefits and Sweat Equity)
Regulations, 2021 is enclosed as Annexure-A to this
Report and is also available athttps://www.solara.
co.in/investor-relations/9th-agm-2026/.

The Company has also obtained a certificate
from the Secretarial Auditor of the Company, as
required under Regulation 13 of the SEBI (SBEB
& SE) Regulations, that the Scheme has been
implemented in aforesaid Regulations and in
accordance with the resolution of the Company in
the general meeting.

8. MATERIAL CHANGES AFFECTING THE
FINANCIAL POSITION OF THE COMPANY

Subsequent to the close of the financial year, the
Company received an amount of ' 1,29,94,28,775
(Rupees One Hundred Twenty-Nine Crore Ninety-
Four Lakh Twenty-Eight Thousand Seven Hundred
Seventy-Five only) towards the Second and Final
Call on 1,15,50,478 partly paid-up Rights Equity
Shares. Consequent upon receipt of the Second and
Final Call money, these Rights Equity Shares were
converted from ' 7 per share paid-up equity shares
to fully paid-up equity shares of face value ' 10 per
share pursuant to approval from the Rights Issue
committee on May 15, 2026.

Except as stated above, there were no material
changes or commitments affecting the financial
position of the Company between the end of the
financial year and the date of this Report.

9. SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURE COMPANIES

i) Changes during the year:

- During the year, Synthix Global Pharma Solutions
Limited (“Synthix") was incorporated as a wholly-
owned subsidiary of the Company on April 29,
2025.

- Solara Active Pharma Sciences LTDA, Brazil,
non-material wholly owned subsidiary of the
Company has been voluntarily deregistered with
Federal Revenue of Brazil with effect from July 30,
2025, as it was non-operational/had no business
activities.

The Company has the following subsidiaries as on
March 31, 2026:

ii) Material Subsidiaries

The Company has adopted a 'Policy for determining
Material Subsidiaries' as stipulated in explanation to
Regulation 16(1)(c) of the SEBI Listing Regulations.
The said policy may be accessed on the website of
the Company athttps://solara.co.in/uploads/2023/07/
Policy-for-determining-of-Material-Subsidiaries.pdf.
The Company did not have any material subsidiary
during the year under review.

iii) Information about the financial performance /
financial position of the subsidiaries

In accordance with Section 129(3) of the Act, a
statement highlighting the key features of the
financial statements of the subsidiary companies is
included in Form AOC-1 as Annexure B - as a part
of this report.

Further, pursuant to the provisions of Section 136
of the Act, the Consolidated Financial Statements,
along with the relevant documents and the separate
audited financial statements of the subsidiaries, are
available on the Company's website at:https://solara.
co.in/investor-relations/subsidiary-financials/#subs

10. CORPORATE GOVERNANCE

Your Company remains committed to upholding
the highest standards of Corporate Governance
and consistently complies with the Corporate
Governance requirements prescribed under the
Listing Regulations.

The detailed report on Corporate Governance as per
the format prescribed by Securities and Exchange
Board of India under Schedule V of the Securities
and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015
(“Listing Regulations") along with a certificate
from Ms. Parimala Natarajan, Practicing Company
Secretaries, confirming compliance with the
requirements of Corporate Governance is attached
with this report. There are no observations or
adverse remarks in the said certificate.

Pursuant to the requirements of the Listing
Regulations, a certificate from Ms. Parimala
Natarajan, Practicing Company Secretary, confirming

that none of the directors of the Company are
debarred or disqualified from being appointed or
continuing as directors of any company, forms part
of this Report.

11. MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Regulation 34(2) (e) read with Schedule
V of Listing Regulations “Management Discussion
and Analysis Report" (“MD&A") for the financial year
2025-2026 forms part of this Report.

12. NUMBER OF MEETINGS OF THE BOARD OF
DIRECTORS

Five meetings of the Board of Directors were
held during the year. The gap between any two
consecutive meetings did not exceed one hundred
and twenty days. The details of the meetings held,
and the attendance of each Director are provided
in the Corporate Governance Report.

13. DIRECTORS & KEY MANAGERIAL PERSONNEL

i) Board of Directors:

As on date of this report, the Board has eight
directors comprising of two (2) Executive Directors,
two (2) Non-Executive Directors and four (4)
Independent Directors. The Chairman of the Board
is an Independent Director. The details of each
member of the Board as on the date of this report
forms part of the Corporate Governance Report.

ii) Retiring by Rotation:

In accordance with the provisions of Section 152
of the Act, Mr. Arun Kumar Pillai (DIN: 00084845),
Non - Executive Director, retires by rotation at the
ensuing Annual General Meeting and being eligible,
offers himself for reappointment. Your directors
recommend his reappointment and accordingly,
suitable resolution proposing his re- appointment
forms part of the Notice of the AGM.

Detailed profile of the Director retiring by rotation
is provided in the explanatory statement of the 9th
AGM notice.

iii) Changes in the Board of Directors and Key
Managerial Personnel during the year and till
the date of this Report is as under:

The following changes in the composition of the
Board of Directors and Key Managerial Personnel
occurred during the period under review.

• Mr. S. Murali Krishna retired from the position of
Company Secretary & Compliance Officer and
Key Managerial Personnel of the Company with
effect from the closing of the business hours of
May 15, 2025.

• Ms. Pooja Jaya Kumar joined as the Company
Secretary & Compliance Officer and Key
Managerial Personnel of the Company with
effect from the closing of the business hours of
May 15, 2025.

• Mr. Mohan Muthunarayanan, Whole-time
Director, who was liable to retire by rotation,
was reappointed at the Eighth AGM held on
September 25, 2025.

• Mr. Manish Gupta, Non-Executive Director, who
was liable to retire by rotation, was reappointed
at the Eighth AGM held on September 25, 2025.

• Mr. Kartheek Chintalapati Raju (DIN: 02921819),
resigned from the position of Non-Executive
Director of the Company, with effect from end
of the business hours of November 05, 2025.

• Mr. Mohan Muthunarayanan (DIN: 03610282),
resigned from the position of Whole Time
Director (Executive Director) & Chief Operating
Officer (Key Managerial Personnel) of the
Company with effect from end of the business
hours of December 31, 2025.

• Mr. Mohanraj Sanjeevi (DIN: 08420411) was
appointed as an Additional Director, designated
as Executive and Whole-time Director, for a
term of three (3) years with effect from January
1, 2026, to December 31, 2028. Pursuant to the
approval of the shareholders received on March
06, 2026, he has been appointed as Whole¬
Time Director of the Company.

In terms of provisions of Section 203 of the Act
read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014,
the Key Managerial Personnel of the Company as on
the date of this report are:

• Mr. Sandeep Shashikantha Rao, Managing
Director & Chief Executive Officer

• Mr. Mohanraj Sanjeevi, Whole Time Director &
Chief Human Resources Officer

• Mr. Sarat Kumar, Chief Financial Officer

• Ms. Pooja Jaya Kumar, Company Secretary

14. DECLARATION BY INDEPENDENT DIRECTORS

In accordance with Section 149(7) of the Companies
Act, 2013 each Independent Director has confirmed
to the Company that he / she meets the criteria
of independence as laid down in Section 149(6) of
the Companies Act, 2013 and Regulation 16(1)(b) of
the Listing Regulations and that they are not aware
of any circumstances or situations, which exists or
may be reasonably anticipated that could impair
or impact their ability to discharge duties with an
objective independent judgement and without
any external influence. Independent Directors of
the Company have also confirmed that they have
complied with the Code for Independent Directors
as prescribed in Schedule IV of the Act.

The Independent Directors of the Company have
also registered their names in the data bank for
Independent Directors maintained by the Indian
Institute of Corporate Affairs (IICA), Manesar. In the
opinion of the Board, all Independent Directors
are independent of the management and possess
requisite qualifications, experience and expertise.

During the year under review, one meeting of
Independent Directors was held on February 6,
2026. This meeting was conducted without the
presence of other Non-Independent Directors and
members of management. During the meeting, the
Independent Directors evaluated the performance
of the Non-Independent Directors, the Chairman,
and the Board as a whole. They also assessed the
quality, quantity, and timeliness of the information
flow between the Company's management and the
Board of Directors.

15. BOARD EVALUATION

Pursuant to the provisions of Regulation 17(10) of
the Listing Regulations read with Regulation 25 (4)
and Section 178 (2) of the Companies Act, 2013, and
in accordance with the Company's Board Evaluation
Policy, a formal evaluation of the performance of the
Board and its Committees as a whole and individual
Directors including Independent Directors,
Non-Independent Directors and Chairperson
individually has been carried out. In pursuant
thereof, annual evaluation of performance of the
Board, working of its committees, contribution and
impact of individual directors has been carried out
through a questionnaire for peer evaluation on
various parameters.

Performance Evaluation Criteria for
Independent Directors:

The performance evaluation criteria for Independent
Directors are determined by the NRC Committee.
An indicative list of factors on which evaluation was
carried out includes participation and contribution
by a director in meetings, commitment, effective
deployment of knowledge and expertise,
integrity and maintenance of confidentiality
and independence of behaviour and judgment.
Performance evaluation of the Independent
Directors was done by the entire Board, excluding
the Independent Director being evaluated.
Outcome of the evaluation process was positive,
and the Directors expressed satisfaction with the
performance of the Board, its Committees, and
individual Directors. The details of the evaluation
process are set out in the Corporate Governance
Report which forms part of this Annual Report.

16. PARTICULARS OF EMPLOYEES

The statement containing particulars in terms of
Section 197(12) of the Companies Act, 2013 read
with rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014
forms part of this report and is appended herewith
as Annexure C - to the Boards' report

The statement containing particulars in terms of
Section 197(12) ofthe Companies Act, 2013 read with
rule 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules,
2014 is to be provided. Considering the first proviso
to Section 136(1) of the Companies Act, 2013, the
Annual Report, excluding the aforesaid information,
is being sent to the members of the Company and
others entitled thereto. The said information is
available for electronic inspection during working
hours and any member interested in obtaining such
information may write to the Company Secretary
and the same will be furnished on request.

17. CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has undertaken “Corporate Social
Responsibility (CSR)", initiatives in areas of Health
& Safe Drinking water and Education. A detailed
report on CSR activities undertaken during the
financial year 2025-26 is enclosed as Annexure D -
in this Report.

18. RISK MANAGEMENT

The Company has a risk management framework
for the identification and management of risks. In
line with the requirement under the SEBI Listing
Regulations, the Company has constituted a Risk
Management Committee (“RMC"), comprising of
members of the Board and KMP. Composition
of RMC is provided in the Corporate Governance
Report, which forms part of this Report.

The RMC is entrusted with the responsibility of
overseeing strategic, operational, financial and
Compliance risks that the organization faces, along
with the adequacy of mitigation plans to address
such risks.

Additional details relating to Risk Management
are provided in the Management Discussion and
Analysis report forming part of this Report.

19. LOANS, GUARANTEES OR INVESTMENTS

Pursuant to Section 134(3)(g) of the Companies Act,
2013, the particulars of investments made, loans
given and guarantees provided under the provisions
of Section 186 of the Companies Act, 2013 are
provided in the Standalone Financial Statements
in the Annual Report (Please refer to Note No. 9, 10
and 39C to the Financial Statements).

20. CONTRACTS OR ARRANGEMENTS WITH
RELATED PARTIES

All related party transactions or arrangements
entered into by the company during the financial
year were on an arm's length basis and in the
ordinary course of business. In Compliance with
the provisions of the Act and Regulation 23(2) of
the Listing Regulations, all related party transactions
including that transaction which required omnibus
approval had been placed before the Audit
Committee for prior approval.

The transactions with related parties are disclosed in
Note No. 39 to the Standalone Financial Statements
in the Annual Report. Information on transactions
with related parties pursuant to 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 enclosed as Annexure- E to this Report. Further,
there are no materially significant related party
transactions with its promoters, the directors or
the management, their subsidiaries, or relatives, etc.
that may have potential conflict with the interests
of the Company at large.

The Company has formulated a policy for
transacting with Related Parties, which is uploaded
on the website of the Company and can be
viewed athttps://solara.co.in/uploads/2026/6/RPT_
policy_2026_V4.pdf?V =178097 9142. During the
year under review, the said Policy was reviewed and
amended by the Audit Committee and Board to
align with the regulatory amendments.

21. SIGNIFICANT AND MATERIAL ORDERS PASSED
BY THE REGULATORS OR COURTS

There are no significant and material orders passed
by the Regulators / Courts that would impact
the going concern status of the Company and its
future operations.

22. AUDITORS AND AUDIT REPORTS

i) Statutory Auditors

M/s. DeloitteHaskins&Sel ls LLP,CharteredAccounta nts
(Firm Registration No.117366W/W-100018) were
reappointed as Statutory Auditors of the Company
at the Sixth Annual General Meeting of the Company
held on September 15, 2023, for a period of 4 years
and will hold the office till the conclusion of the 10th
AGM of the Company.

The Auditor's report to the shareholders on the
standalone and consolidated financial statement
for the year ended March 31, 2026, does not contain
any qualification, observation or adverse comment.
Further, there were no fraud reported by the
Statutory Auditor to the Audit Committee or the
Board under Section 143(12) of the Act.

ii) Secretarial Auditors

Ms. Parimala Natarajan, Practicing Company
Secretaries, Chennai, a peer reviewed Practicing
Company Secretary (CoP No. 5239), was appointed
as the Secretarial Auditor of the Company for a
period of 5 consecutive years, from April 1, 2025, to
March 31, 2030.

The Secretarial Audit for the financial year 2025-26,
inter-alia, included audit of compliance with the
Companies Act, 2013, and the Rules made under the
Act, Listing Regulations and applicable Regulations
prescribed by SEBI amongst others.

The Secretarial Audit Report for the financial year
2025-26 issued by the Secretarial Auditor is enclosed
as Annexure F to the Board's Report.

There are no observations or Remarks in the
Secretarial Audit Report.

iii) Internal Auditors

M/s. Grant Thornton Bharat LLP (formerly known
as Grant Thornton India LLP) (LLPIN: AAA-7677),
Chartered Accounting Firm, are the Internal Auditors
of the Company for the Financial year 2025-2026.
The Internal Auditors carried out the audit as per
the audit plan defined by the Audit Committee and
regularly updated the committee on their internal
audit findings at the Committee's meetings.

The Internal Auditors were satisfied with the
management's response on the observation and
recommendations made by them during the course
of their audit and have expressed satisfaction with
the internal systems, controls and process followed
by the Company.

iv) Cost Auditors and Cost Records

Your Company has duly maintained cost accounts
and records as specified by the Central Government
under sub section (1) of Section 148 of the Act and
the relevant rules made thereunder.

Mr. K. Suryanarayanan, Cost Accountant
(Membership No.24946) has carried out the Cost
Audit for the applicable business for the year
under review.

Pursuant to the provisions of Section 148(3) of the
Companies Act, 2013, the Board of Directors of the
Company at their meeting held on May 15, 2026,
based on the recommendation of Audit Committee,
approved appointment of Mr. K. Suryanarayanan,
Cost Accountant (Membership No.24946), as the
Cost Auditor of the Company for financial year
ended 2027 (FY27) at a remuneration of ' 4.75 lakhs/-
(Rupees Four Lakhs and Seventy-Five Thousand)
plus applicable taxes and reimbursement of out-
of-pocket expenses. A proposal for ratification
of remuneration of the Cost Auditors for FY27 is
placed before the Shareholders for approval in the
ensuing AGM.

The Company has received consent from Mr. K.
Suryanarayanan, Practicing Cost Accountants, to
serve as Cost auditors of the Company for the
financial year 2027. The Company has also received
necessary certificate under Section 141 of the Act,
2013 from them conveying their eligibility to act as
Cost Auditor.

Further, the Company has duly maintained Cost
accounts and records as specified under sub¬
section (1) of section 148 read with the provision of
Companies (Cost Records and Audit) Rules, 2014 of
the Companies Act, 2013.

23. INTERNAL FINANCIAL CONTROLS

The Company has in place well defined and
adequate framework for Internal Financial Controls
(“IFC”) as required under Section 134 (5) (e) of the
Companies Act, 2013, commensurate with the size,
scale, and complexity of its operations.

During the year under review, such controls were
tested and no material weaknesses in their design
or operations were observed as the Company has, in
all material respects, maintained adequate internal
financial controls over financial reporting as of
March 31, 2026, and are operating effectively.

24. OTHER DISCLOSURES

i) Nature of Business of the Company

There has been no change in the nature of business
of the Company during the year under review.

ii) Public Deposits

The Company has neither invited nor accepted any
deposits from the public falling within the purview
of provisions of Section 73 read with Chapter V
- Acceptance of Deposits by Companies of the
Companies Act, 2013 and Companies (Acceptance
of Deposits) Rules, 2014.

iii) Credit Rating

During the year under view, CRISIL has reaffirmed
credit rating of CRISIL BBB / stable (outlook revised
from Negative; Rating- reaffirmed) for long term debt
and CRISIL A3 (Reaffirmed) for short term debt.

iv) Vigil Mechanism / Whistle Blower Policy

The Company, in compliance with Section 177 of
the Companies Act, 2013 and Regulation 22 of
Listing Regulations has established a Whistle Blower
Policy in place as part of its vigil mechanism. The
policy provides appropriate avenues to the directors,
employees and stakeholders of the Company to
make protected disclosures in relation to matters
concerning the Company. Protected disclosures
are appropriately reviewed and addressed by
the Whistle Officer, while disclosures involving
Senior Management Personnel and Directors
are reviewed and handled by the Chairman of
the Audit Committee. The policy is also available
on the Company's website athttps://solara.co.in/
uploads/2026/5/Whistle-Blower-Policy_2026.
pdf?v=1778852330

v) Policy on Directors Appointment and
Remuneration

The policy of the Company on Directors'
appointment and remuneration, including the
criteria for determining qualifications, positive
attributes, independence of a director and other
matters, as required under Section 178 of the
Companies Act, 2013 is available on the Company's
website at the below given link:

https://solara.co.in/uploads/2025/1/Solara_

Nomination_Remuneration_Policy.pdf

vi) Insurance

The assets/ properties of the Company are
adequately insured against loss due to fire, riots,
earthquake, terrorism, etc., and against other perils
that are considered necessary by the management.

vii) Annual Return

Pursuant to Section 92 of the Act and Rules made
thereunder, Annual Return of the Company as on
March 31, 2026, is available on the website of the
Company and can be accessed athttps://solara.
co.in/investor-relations/annual-return/

25. OTHER CONFIRMATIONSi) General:

During the year under review, the Company has
not made any application under the Insolvency
and Bankruptcy Code, 2016 and no proceedings
are pending under the Insolvency and Bankruptcy
Code, 2016 during the year. During the year, there
was no one-time settlement done with the Banks
or Financial Institutions.

ii) Statement on Maternity Benefit Compliance:

The Company further affirms full compliance with
the provisions of the Maternity Benefit Act, 1961.
The Company remains committed to upholding
the rights and welfare of its female employees
by providing all statutory maternity benefits as
mandated under the Act.

iii) Secretarial standards issued by the Institute of
Company Secretaries of India (ICSI)

The Directors state confirms that pursuant to the
provisions of Section 118(10) of the Act, the Company
has complied with the applicable provisions of the
applicable Secretarial Standards issued by the
Institute of Company Secretaries of India (ICSI)
during the Financial Year 2025-26.

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

Particulars in respect of conservation of energy,
technology absorption and foreign exchange
earnings and outgo as required under section 134
of the Companies Act, 2013, read with Rule 8(3) of
the Companies (Accounts) Rules, 2014 is attached
as Annexure G to this Report.

v) Disclosure under the Sexual harassment of
woman at workplace (Prevention, Prohibition
and Redressal) Act, 2013:

The Company has put in place an anti-sexual
harassment mechanism in line with the
requirements of the Sexual Harassment of Women at
the Workplace (Prevention, Prohibition & Redressal)
Act, 2013. The Company has complied with the
constitution of Internal Complaints Committee
under the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal)
Act, 2013, to redress the complaints received
regarding sexual harassment. All employees
(permanent, contractual, temporary, trainees) are
covered under this policy. The Company has not
received any complaint of sexual harassment during
the year 2025-26.

The Internal Committee of the Company has filed
annual return for the calendar year 2026 at its
jurisdictional office, as required under Section 21(1)
of the Sexual Harassment of Women at Workplace

(Prevention, Prohibition and Redressal) Act, 2013
read with Rule 14 of the Sexual Harassment of
Women at Workplace (Prevention, Prohibition and
Redressal) Rules, 2013. The following is the summary
of the complaints received and disposed off during
the financial year 2025-26:

I. Number of complaints of sexual harassment
received in the year: Nil

II. Number of complaints disposed off during the
year: Nil

III. Number of cases pending for more than ninety
days: Nil

Further, the Company organizes and conducts
various training programmes on a periodic basis
to enhance awareness and understanding of the
provisions of the POSH Act.

vi) Investor Education and Protection Fund:

Details pertaining to unpaid and unclaimed
dividend transferred to IEPF are provided under
Corporate Governance Report, which forms part of
this Annual Report.

26. DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134(5) of the
Companies Act, 2013 the Directors of your Company
confirm that:

a) in the preparation of the Annual Accounts, the
applicable accounting standards had been
followed along with proper explanation relating
to material departures.

b) they have selected such accounting policies
and applied them consistently and made
judgements and estimates that are reasonable
and prudent so as to give a true and fair view of
the state of affairs of the company at the end
of the financial year and of the profit or loss of
the company for that period;

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 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
operating effectively; and

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

27. BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

As stipulated under the Listing Regulations,
the Business Responsibility and Sustainability
Report (BRSR) describing the initiatives taken
by the Company from environmental, social and
governance perspective is provided separately and
forms integral part of this Annual Report. BRSR
as a part of Annual Report is available on the
company's website.

28. ACKNOWLEDGEMENT

Your directors place on record their sincere
appreciation for the dedicated services and
continued commitment of all employees of the
Company. Directors also extend their gratitude for
the consistent support and cooperation received
from banks, government and regulatory authorities,
stock exchanges, customers, vendors.

For and on behalf of the Board of Directors

Sandeep Shashikantha Rao Mohanraj Sanjeevi

Place: Ooty Managing Director & CEO Whole Time Director

Date: May 15, 2026 DIN: 10838251 DIN: 08420411