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TIME TECHNOPLAST LTD.

29 September 2026 | 12:00

Industry >> Packaging & Containers

Select Another Company

ISIN No INE508G01029 BSE Code / NSE Code 532856 / TIMETECHNO Book Value (Rs.) 85.21 Face Value 1.00
Bookclosure 15/09/2026 52Week High 228 EPS 9.50 P/E 19.37
Market Cap. 9078.94 Cr. 52Week Low 154 P/BV / Div Yield (%) 2.16 / 0.82 Market Lot 1.00
Security Type Other

DIRECTOR'S REPORT

You can view full text of the latest Director's Report for the company.
Year End :2026-03 

Your Directors have pleasure in presenting the Annual Report of Time Technoplast Limited ("the Company") on the business and
operations of the Company together with the Audited Financial Statements (Standalone and Consolidated) for the Financial Year
ended March 31, 2026.

1. Financial Summary and Highlights

The Company's financial performance for the year under review along with previous year's figures are given hereunder -

(' in Mn., Except EPS)

Particulars

Standalone

Consolidated

FY 2025-26

FY 2024-25

FY 2025-26

FY 2024-25

Revenue from Operations

28,804.15

26,626.75

61,052.05

54,570.44

Other income

348.51

77.49

91.99

52.70

Total income

29,152.66

26,704.24

61,144.04

54,623.14

Profit before Interest, Depreciation & tax

4,399.66

3,957.73

9,013.43

7,902.27

Interest & Finance Cost

513.44

561.89

797.83

915.31

Depreciation and amortisation expense

1,005.02

1,058.40

1,833.35

1,696.71

Profit before tax

2,881.20

2,337.44

6,382.25

5,290.25

Tax Expenses

700.51

594.10

1,616.11

1,345.79

Profit after tax

2,180.69

1,743.34

4,766.14

3,944.46

Basic & Diluted EPS (in ')

4.65

3.84

9.99

8.55

Note: The above figures are extracted from the Audited Financial Statements for the year under review. Members are
requested to refer to the Standalone and Consolidated Financial Statements forming part of this Annual Report for detailed line
items and notes thereto.

2. Company's Performance & State of AffairsA Landmark Year - Scaling New Peaks

Financial Year 2025-26 stands as the most successful year in the Company's history - a year in which Revenue, EBITDA, and
Profit after Tax each scaled all-time highs on both a Standalone and Consolidated basis. This landmark performance was
achieved against a challenging global backdrop, marked by continuing geopolitical tensions in West Asia and the ongoing
Russia-Ukraine conflict, which drove volatility in polymer prices, freight costs and foreign exchange rates through the year. It is
a testament to the strength of the Company's long-standing customer relationships, its balanced sourcing policy and prudent
risk-mitigation measures that it not only navigated these headwinds but converted them into a platform for record growth.

The Board is pleased to report that the Company continued to strengthen its position as a leading global manufacturer of
polymer and composite products - powered by a growing share of value-added, higher-margin products, a meaningfully lower
net debt position, and sustained momentum on capacity expansion, automation and sustainability initiatives.

On a Standalone basis, Total Income grew by 9.2% to ' 29,152.66 Mn as against ' 26,704.24 Mn in the previous year, while
Profit before Interest, Depreciation and Tax grew by 11.2% to ' 4,399.66 Mn. Profit after Tax registered a robust growth of

25.1%, rising to ' 2,180.69 Mn from ' 1,743.34 Mn in FY25, with the corresponding Basic & Diluted EPS improving to ' 4.65
from ' 3.84.

On a Consolidated basis, Total Income grew by 11.9% to ' 61,144.04 Mn as compared to ' 54,623.14 Mn in FY25, driven by a
healthy volume growth of 13.5% across the Company's diversified product portfolio. EBITDA increased by 14% to ' 9,013.43
Mn, with the EBITDA margin improving to 14.7% from 14.5% in the previous year. Consolidated Profit after Tax grew by 20.8%
to ' 4,766.14 Mn as against ' 3,944.46 Mn in FY25, with the corresponding Consolidated EPS improving to ' 9.99 from ' 8.55.

Value-added products - Composite Cylinders (LPG, CNG and Oxygen), Intermediate Bulk Containers (IBC), and MOX Films -
remained the standout growth driver of the year, clocking an impressive 18% year-on-year revenue growth and lifting their
share of consolidated revenue to 29%, up from 27% in the previous year. This continued shift reaffirms the Company's strategic
focus on higher-margin, technology-driven products as the foundation for sustainable, profitable growth. Established
Products, meanwhile, delivered a solid 10% growth, continuing to anchor the balance 71% of consolidated revenue.

Geographically, the Company's diversified global footprint - spanning 11 countries - continued to prove its resilience, with a
healthy revenue mix of 65% from India and 35% from overseas/international operations.

The Company also strengthened its balance sheet during the year, with consolidated net debt (net of cash) reduced by ' 4,087
Mn and Return on Capital Employed (ROCE) at 18.9%. The Company continued to invest in capacity expansion and
technological upgradation, incurring a total capital expenditure of ' 3,704 Mn during the year towards Greenfield and
Brownfield projects, which are expected to further strengthen the Company's operating leverage and margin trajectory going
forward.

3. Transfer to Reserves

Your Company does not propose to transfer any amount to the general reserves of the Company.

4. Dividend

In terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ('SEBI Listing Regulations'), the Company has adopted a Dividend Distribution Policy to determine the
distribution of dividends in accordance with the parameters and factors laid down therein. The Dividend Distribution Policy is
available on the website of the Company at
https://www.timetechnoplast.com/pdf/shareholder-centre/policies/TTL-Dividend-
Distribution-Policy.pdf

The Board of Directors, at its meeting held on May 27, 2026 based on the parameters and factors laid down in the Dividend
Distribution Policy, has recommended a final dividend of ' 1.50/- (150%) per equity share of the face value of ' 1/- each
(previous year ' 2.50 per equity share, on pre bonus issue at 1:1) for the financial year March 31, 2026 subject to approval of
the Members of the Company at the ensuing Annual General Meeting. The total cash out flow on account of payment of
dividend would be ' 740.45 Mn (previous year ' 567.32 Mn), which will be paid out of the profits for the financial year March
31, 2026.

The Company has fixed Tuesday, September 15, 2026 as the 'Record date' for determining the entitlement of Members to
dividend for the financial year ended March 31, 2026, if declared at the AGM, and the same will be paid within the time
stipulated under the Companies Act, 2013 (subject to deduction of Tax at source, as applicable).

With a consistent history of dividend payments, the Company reinforces its commitment to rewarding shareholders and
sharing the value generated through its sustained growth.

5. Subsidiaries, Associate Companies and Joint Ventures

The entities forming part of the Time Technoplast group continues to play a pivotal role in driving the overall revenue growth
and performance of your Company. As on March 31, 2026, the Company has Subsidiaries and Joint Venture as detailed below:

Sr

No.

Name of the Company

Nature of
Interest

Country

% ofshares
held

1

TPL Plastech Limited

Subsidiary

India

74.86

2

Power Build Batteries Private Limited

Subsidiary

India

97.04

3

Time Ecotech Private Limited

Wholly Owned
Subsidiary

India

100.00

4

Elan Incorporated FZE

Wholly Owned
Subsidiary

Sharjah (UAE)

100.00

5

Kompozit Praha S R O

Subsidiary

Czech Republic

96.20

6

Ikon Investment Holdings Limited

Wholly Owned
Subsidiary

Mauritius

100.00

7

GNXT Investment Holding PTE Ltd

Wholly Owned
Subsidiary

Singapore

100.00

8

Time Materials Handling Solutions Limited1

(Formerly known as Schoeller Allibert Time Materials Handling
Solutions Limited)

Wholly Owned
Subsidiary

India

100.00

9

Schoeller Allibert Time Holding Pte. Ltd.

Subsidiary

Singapore

50.10

10

Time Mauser Industries Private Limited

Joint Venture

India

49.10

7. Changes in Share Capital

The details of changes in the Share Capital of the Company during the financial year under review are set out hereunder:

a) During the year under review, the Authorised Share Capital of the Company was increased from ? 52,50,00,000 (Rupees
Fifty Two Crores Fifty Lakhs Only) to ? 100,00,00,000 (Rupees One Hundred Crores Only) by creation of an additional
47,50,00,000 (Forty Seven Crores Fifty Lakhs) Equity Shares of ? 1/- each, pursuant to the approval of shareholders by way
of an Ordinary Resolution passed at the 35th Annual General Meeting held on September 11, 2025.

b) Further, pursuant to the approval of shareholders by way of an Ordinary Resolution passed at the 35th Annual General
Meeting held on September 11, 2025, the Board of Directors, at its meeting held on September 24, 2025, allotted
22,69,29,066 Bonus Equity Shares of ? 1/- each in the ratio of 1:1 to the eligible members as on the Record Date, i.e.,
September 23, 2025, consequent to which the paid-up Equity Share capital of the Company increased from
? 22,69,29,066 to ? 45,38,58,132.

c) Subsequently, the Company allotted 3,97,77,247 Equity Shares of '1/- each on November 11, 2025 pursuant to a
Qualified Institutions Placement at an issue price of ? 201.12 per share, aggregating to ? 800,00,00,000 (Rupees Eight
Hundred Crores Only), consequent to which the paid-up Equity Share capital of the Company increased from ?
45,38,58,132 to ? 49,36,35,379. For more details, kindly refer to the Corporate Governance Report which forms an
integral part of the Annual Report.

Particulars

No. of Equity

Face Value

Paid-up Share

Shares

(?)

Capital (?)

Total paid-up Share Capital as on April 01, 2025

22,69,29,066

1/-

22,69,29,066

Add: Equity Shares allotted pursuant to Bonus Issue (1:1)

22,69,29,066

1/-

22,69,29,066

Balance post Bonus Issue

45,38,58,132

1/-

45,38,58,132

Add: Equity Shares allotted pursuant to QIP

3,97,77,247

1/-

3,97,77,247

Total paid-up Share Capital as on March 31, 2026

49,36,35,379

1/-

49,36,35,379

Apart from the above, there were no other changes in the share capital of the Company during the year under review.

The Company has neither issued shares with differential voting rights nor granted any stock options or issued any sweat equity.
Further, the Company has not bought back any of its securities during the year under review and hence no details/information
are invited in this respect. As on March 31, 2026, none of the Directors and promoters of the Company hold instruments
convertible into equity shares of the Company.

8. Related Party Transactions

The Company has established a robust governance framework for Related Party Transactions (RPT's) in line with industry's
best practices and in compliance the provisions of the Companies Act, 2013 ("the Act") read with the rules made thereunder
and Regulation 23 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to
time ("SEBI Listing Regulations").

The necessary details for each RPT as applicable along with the justification therefor, are provided to the Audit Committee as
per the Industry Standards on "Minimum information to be provided to the Audit Committee and Shareholders for approval of
Related Party Transactions". All RPT's are placed before the Audit Committee for review and approval on a quarterly basis.
Prior omnibus approval is obtained for RPT's which are of a foreseen and repetitive nature, and such approvals are thereafter
placed before the Board.

All transactions with related parties during the year were on arm's length basis and in the ordinary course of business. As there
were no material related party transactions entered into by the Company during the period under review, the provisions of
Section 188 of the Act were not attracted and accordingly, no disclosure was required in Form AOC-2. None of the related party
transactions requires approval of Members under the Act and the SEBI Listing Regulations.

All related party transactions are mentioned in the Notes to the Standalone as well as Consolidated Financial Statements
which forms part of this Annual Report and also disclosed to the Stock Exchanges on a half-yearly basis pursuant to Regulation

23(9) of the SEBI Listing Regulations. None of the transactions with any of the related parties were in conflict with the
Company's interest. The Company has formulated a Policy on Related party transactions which is available on the website of
the Company and accessible through
https://www.timetechnoplast.com/investor-center/shareholder-center/policies/ . This policy
deals with the review and approval of related party transactions. The Board of Directors of the Company has approved the
criteria to grant omnibus approval by the Audit Committee within the overall framework of the policy on related party
transactions.

9. Details of Directors and Key Managerial Personnel, including those who were appointed or have ceased during the year
2025-26 and changes Subsequent to the Financial Year and upto the date of this Report.
A. Changes During the Financial Year (2025-26)

During the financial year 2025-26, the Board of Directors of the Company underwent the following change(s):

9.1 Re-appointment of Whole-Time Directors

Pursuant to the recommendation of the Nomination and Remuneration Committee, the Board of Directors at its
meeting held on August 11, 2025 approved the re-appointment of Mr. Raghupathy Thyagarajan (DIN: 00183305)
and Mr. Naveen Kumar Jain (DIN: 00183948) for a term of five (5) years and Mr. Sanjeev Sharma (DIN: 08312517) for
a term of three (3) years as Whole Time Directors of the Company, liable to retire by rotation, subject to the
Members approval. The said re-appointments were duly approved by the Members of the Company at the 35th
Annual General Meeting held on September 11, 2025.

B. Changes Subsequent to the Financial Year (i.e., after March 31, 2026)

The following changes in the Board of Directors of the Company took place subsequent to the end of the financial year
2025-26 and upto the date of this Report:

9.2 Appointment of Independent Directors for the First Term of 5 (Five) consecutive years

Upon the recommendation of the Nomination and Remuneration Committee at its meeting held on August 05,
2026, the Board of Directors, at its meeting held on August 05,2026, appointed Mr. Devendra Jitendra Shah (DIN:
03095028) and Mrs. Hema Rajendra Gaitonde (DIN: 11835462) as Additional Directors of the Company in the
capacity of I ndependent Directors with effect from August 05, 2026, to hold office upto the date of the forthcoming
AGM. The Board recommends their appointment as Independent Directors for a first term of five (5) consecutive
years with effect from August 05, 2026, for Members' approval at the ensuing AGM.

Board's opinion on integrity, expertise and experience

In the opinion of the Board, Mr. Devendra Jitendra Shah and Mrs. Hema Rajendra Gaitonde possess the requisite
integrity, expertise and experience (including proficiency) to serve as Independent Directors of the Company as
required to be disclosed under Rule 8(5)(iiia) of the Companies (Accounts) Rules, 2014.

Particulars relating to the proposed appointment of Mr. Devendra Jitendra Shah and Mrs. Hema Rajendra Gaitonde
as Independent Directors, together with the relevant resolutions, are set out in the Notice convening the ensuing
Annual General Meeting, which forms part of this Annual Report.

9.3 Directors retiring by rotation and subsequent re-appointment

In accordance with the provisions of Section 152 and other applicable provisions, if any, of the Companies Act, 2013
and Regulation 17, 17(1A) of the SEBI Listing Regulations, Mr. Sanjaya Kulkarni (DIN: 00102575) and Mr. Mahinder
Kumar Wadhwa (DIN: 00064148) are liable to retire by rotation at the ensuing Annual General Meeting. Being
eligible, they have offered themselves for re-appointment.

Based on the performance evaluation and on the recommendation of the Nomination and Remuneration
Committee, the Board of Directors have recommended their re-appointment as Non-Executive Directors of the
Company, liable to retire by rotation, for the approval of the Members at the ensuing Annual General Meeting

In compliance with Secretarial Standard - 2 on General Meetings and the applicable SEBI Listing Regulations, a brief
profile along with other relevant details of Mr. Sanjaya Kulkarni (DIN: 00102575) and Mr. Mahinder Kumar Wadhwa
(DIN: 00064148), Non-Executive Directors retiring by rotation, together with the necessary resolution for their re¬
appointment, forms part of the Notice convening the Annual General Meeting, which forms part of this Annual
Report.

C. Key Managerial Personnel (KMPs)

The following are the Whole-time Key Managerial Personnel of the Company pursuant to Sections 2(51) and 203 of the
Companies Act, 2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014
as on March 31, 2026:

Name

Designation

Date of Appointment

Mr. Bharat Kumar Vageria

Managing Director &
Chief Financial Officer

February 06, 2022 &
May 29, 2014

Mr. Raghupathy Thyagarajan

Whole Time Director

March 21, 1990

Mr. Naveen Kumar Jain

Whole Time Director

December 20, 1989

Mr. Sanjeev Sharma

Whole Time Director

November 12, 2022

Mr. Manoj Kumar Mewara

Sr. VP Finance & Company Secretary &
Compliance Officer

November 24, 2018

No KM P resigned/was newly appointed during FY2025-26, other than the re-appointments noted at point 9.1 above.

10. Senior Management

Details of the core Senior Management Team consisting of Divisional Heads and information about them are provided in the
Corporate Governance Report, which forms an integral part of the Annual Report.

11. Meetings of the Board

The meetings of the Board of Directors are convened at regular intervals to review, discuss, deliberate upon and decide various
matters pertaining to the business operations, strategic initiatives, risk management framework, audit and assurance
functions, governance policies, financial performance and other matters as may be placed before the Board by the Chairman
or the Members from time to time.

During the financial year 2025-26, Six (6) meetings of the Board of Directors were duly convened and held. The details of the
said meetings and the attendance of each Director are provided in the Report on Corporate Governance, which forms an
integral part of this Annual Report. The gap between two consecutive Board meetings did not exceed one hundred and twenty
(120) days, in compliance with the provisions of Regulation 17 of the SEBI Listing Regulations, Section 173 of the Companies
Act, 2013 and Secretarial Standard on Meetings of the Board of Directors.

Pursuant to the requirements of Schedule IV to the Companies Act, 2013 and the SEBI Listing Regulations, a separate Meeting
of the Independent Directors of the Company was held during the year under review, on February 12, 2026, without the
presence of Non-Independent Directors and members of the management, to inter-alia review the performance of Non¬
Independent Directors and the Board as a whole, the performance of the Chairperson of the Company, taking into account the
views of Executive Directors, Non-Executive Non-Independent Directors and also to assess the quality, quantity and timeliness
of flow of information between the Company Management and the Board.

12. Committees of the Board

In order to adhere to the best corporate governance practices, to effectively discharge its functions and responsibilities, the
Company has duly constituted the following mandatory Committees in terms of the provisions of the Companies Act, 2013
read with rules framed thereunder and SEBI Listing Regulations viz.

a. Audit Committee;

b. Nomination and Remuneration Committee;

c. Stakeholders' Relationship Committee;

d. Corporate Social Responsibility Committee; and

e. Risk Management Committee.

The Composition of all the above Committees, number of meetings held during the year under review, brief terms of reference
and other details have been provided in the Corporate Governance Report which forms part of this Annual Report. All the
recommendations made by the Committees were accepted by the Board.

13. Policy on Appointment and Remuneration of Directors

The Company has in place a Nomination and Remuneration Policy ("Policy") governing the appointment and remuneration of
Directors, Key Managerial Personnel and Senior Management Personnel, in accordance with the provisions of the Companies
Act, 2013 ("the Act") and the SEBI Listing Regulations.

The appointment of Directors on the Board is subject to the recommendation of the Nomination and Remuneration
Committee ('NRC') . Based on the recommendation of the NRC, the remuneration of the Executive Director(s) is proposed in
accordance with the provisions of the Act, comprising basic salary, perquisites, allowances and commission, for the approval of
the Members of the Company. Further, based on the recommendation of the Board of Directors, the remuneration payable to
Non-Executive Directors, including payment of commission, is proposed for approval of the Members, in accordance with the
applicable provisions of the Act.

The Nomination and Remuneration Policy, including the criteria for determining qualifications, positive attributes,
independence of a Director and other matters as provided under Section 178(3) of the Act, is available on the Company's
website and can be accessed through
https://www.timetechnoplast.com/investor-center/shareholder-center/policies/.

14. Particulars of Employees

Employees form the core strength of the Company and are fundamental to its sustained growth and success. The Company
remains committed to fostering an environment that enables employees to develop, perform, and contribute effectively;
details pertaining to the same can be referred in Business Responsibility and Sustainability Reporting which forms part of this
Annual Report.

Disclosure pertaining to remuneration and other details as required under Section 197(12) read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is set out in
Annexure - A to this Report.

15. Declaration by Independent Directors

The Company has received the following declarations and confirmations from all the Independent Directors of the Company
confirming that:

a) 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, in terms of Regulation 25(8) of the SEBI Listing Regulations.

b) They have met the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and
Regulation 16(1)(b) of the SEBI Listing Regulations.

c) They are not disqualified to act as director in terms of Section 164 of the Act.

d) They have registered themselves with the databank maintained by the Indian Institute of Corporate Affairs ("IICA"), in
terms of Section 150 of the Act and Rules made thereunder.

e) They have either confirmed that they are exempted or successfully undergone online proficiency self-assessment test as
required under the Act.

f) They have complied with the Code for Independent Directors prescribed in Scheduled IV to the Act.

g) They have not been debarred or disqualified by Securities and Exchange Board of India, Ministry of Corporate Affairs or
such other statutory authorities from being appointed or continuing as a director of the Company.

The Board has taken on record declarations and confirmations submitted by the Independent Directors after undertaking due
assessment of the veracity of the same.

In the opinion of the Board, there has been no change in the circumstances affecting their status as Independent Directors of
the Company and the Board is satisfied of the integrity, expertise, and experience (including proficiency in terms of Section
150(1) of the Act and applicable rules thereunder) of all Independent Directors on the Board and that they fulfill the conditions
specified under the Act, and the SEBI Listing Regulations.

16. Familiarization Programme for Independent Directors

In compliance with the requirements of the SEBI Listing Regulations, the Company has in place a structured Familiarization
Programme for its Independent Directors, aimed at familiarizing the Independent Directors with their roles, rights and
responsibilities within the Company.

The programme, inter alia, includes familiarization with the Company's business and operations, strategic planning processes,
manufacturing processes, business strategy of its subsidiaries, amendments in applicable laws, internal codes and policies,
environmental and sustainability practices, Environmental, Social and Governance ("ESG") initiatives, as well as the overall
industry landscape in which the Company operates.

The details of the familiarization programme conducted during the financial year under review are set out in the Corporate
Governance Report, which forms part of this Annual Report. The same is also available on the website of the Company and can
be accessed through
www.timetechnoplast.com

17. Board Performance Evaluation

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17(10) of the SEBI Listing Regulations, the Board has
carried out an annual evaluation of its own performance, the performance of the individual directors including Independent
Directors, Chairman and the working of its committees, based on the evaluation criteria defined by the Nomination and
Remuneration Committee for the performance evaluation process. Performance evaluation of Independent Directors was
done by the entire Board, excluding the Director being evaluated. The evaluation was undertaken by way of internal
assessments, based on detailed questionnaires. The performance of the Board was evaluated by the entire Board after seeking
inputs from all the directors on the basis of criteria such as the Board composition and structure, effectiveness of board
processes, information and functioning, etc. The performance of the Committees was evaluated by the Board after seeking
input from the Committee members on the basis of criteria such as the composition of committees, effectiveness of
Committee meetings, Structure of Committee meetings, and independence of the committees from the Board and
Contribution to the decision of the Board. The performance of Independent Directors was evaluated on the basis of
Independence and non-conflict of interest, independent views and judgment and voicing opinion freely, participation at the
meetings. The performance of the Individual Director was evaluated on the basis of criteria such as Qualification, Experience,
Knowledge and Competency, ability to function as an effective team member, availability and attendance for the Board/
Committees, Integrity, commitment and contribution to the Board. The performance of Chairman was evaluated on the basis
of efficient leadership, open-minded, decisive, courteous, professionalism, able to coordinate the discussion, able to steer the
meeting effectively, Impartiality, commitment, and protection of shareholders' interest while taking decisions.

The performance of the Board, Committees, Individual directors, including Independent Directors and Chairman was found
satisfactory.

18. Risk Management

The Board has formed a Risk Management Committee to frame, implement and monitor the risk management plan for the
Company. The Committee is responsible for monitoring and reviewing the risk management plan and ensuring its
effectiveness. The Audit Committee has additional oversight in the area of financial risks and controls.

Major risks identified by the businesses and functions are systematically addressed through mitigating actions on a continuing
basis. Further details on the risk management activities including the implementation of risk management policy, key risks

identified and their mitigation are covered in Management Discussion and Analysis Report, which forms part of this Annual
Report.

Your Company has also formulated a Risk Management Policy, which is available on the Company's website at
www.timetechnoplast.com

19. Credit Rating

Your Company has obtained credit ratings for the credit facilities availed by it and the strong ratings ascribed by the Credit
Rating Agency reflect your Company's financial discipline and prudence in management.

The credit rating of the Company as given by CRISIL Ratings Limited is as follows:

Bank Loan Facilities Rated

Rating

Long Term Rating

CRISIL AA-/Stable

Short Term Rating

CRISIL A1

20. Auditors20.1 Statutory Auditors

At the 34th Annual General Meeting ("AGM") held on September 27, 2024, the Members of the Company approved the
appointment of M/s. Khandelwal Jain & Co. and M/s. K P M R & Co., Chartered Accountants, as Joint Statutory Auditors
of the Company for a period of 5 (five) consecutive years, to hold office from the conclusion of the 34th AGM until the
conclusion of the 39th AGM of the Company.

During the year under review, one of the Joint Statutory Auditors, M/s. Khandelwal Jain & Co., Chartered Accountants
(Firm Registration No. 105049W), tendered its resignation with effect from August 12, 2025 citing constraints on its
resources. Consequent thereto, M/s. Raman S. Shah & Co., Chartered Accountants (Firm Registration No. 111919W),
was appointed as one of the Joint Statutory Auditors of the Company at the 35th AGM for a term of 5 (Five) years, to hold
office until the conclusion of the 40th Annual General Meeting.

The Auditors have confirmed their eligibility under Section 141 of the Companies Act, 2013 and the rules framed
thereunder. In compliance with the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, they
have also confirmed that they hold a valid Peer Review Certificate issued by the Peer Review Board of the Institute of
Chartered Accountants of India (ICAI).

Statutory Auditors' Report

The Auditors' Report on the Standalone and Consolidated Financial Statements for the financial year 2025-26, issued by
M/s. K P M R & Co. and M/s. Raman S. Shah & Co., Chartered Accountants, the Joint Statutory Auditors of the Company
does not contain any qualification, reservation, adverse remark or disclaimer. The Notes to the financial statements are
self-explanatory and do not call for any further comments.

Details in respect of frauds reported by auditors.

During the year under review and as on date, there were no instances of fraud reported by the auditors under sub¬
section (12) of Section 143 of the Act or to the Central Government.

20.2 Cost Auditor

As per Section 148 of the Companies Act, 2013 ('the Act') read with the Companies (Cost Records and Audit) Rules, 2014,
the Company is required to have the audit of its cost records conducted by a Cost Accountant in practice. Accordingly, the
Board of Directors at its meeting held May 27, 2026 on the recommendation of the Audit Committee, appointed M/s.
Darshan Vora & Co., Cost Accountants (Firm Registration Number 103886), as the Cost Auditors of the Company for the
Financial Year 2026-27 and the Cost Auditors will provide the Cost Audit Report within the prescribed time as per the Act.

M/s. Darshan Vora & Co., Cost Accountants have confirmed that their appointment is within the limits of Section
141(3)(g) of the Act and have also certified that they are free from any disqualifications specified under Section 141(3)
and proviso to Section 148(3) read with Section 141(4) of the Act.

As per the provisions of the Act, the remuneration payable to the Cost Auditors is required to be placed before the
Members in the Annual General Meeting for their ratification. Accordingly, a resolution seeking Members' ratification
for the remuneration payable to M/s. Darshan Vora & Co., Cost Accountants for conducting the Cost Audit for the
Financial Year 2026-27 forms part of the AGM Notice, which forms part of this Annual Report.

The Company has filed the Cost Audit Report for the Financial Year 2024-25 submitted by M/s. Darshan Vora & Co., Cost
Accountants with the Ministry of Corporate Affairs, Government of India on September 12, 2025.

Disclosure on maintenance of Cost Records

Pursuant to the provisions of Section 148 of the Companies Act, 2013 read with clause (ix) of Rule 8(5) of the Companies
(Accounts) Rules, 2014, adequate cost accounts and records are made and maintained by your Company as specified by
the Central Government.

20.3 Secretarial Auditor

The Members at the 35th Annual General Meeting held on September 11, 2025, appointed M/s. Dash Dwivedi &
Associates LLP, Company Secretaries, (ICSI Membership No. FCS-9765|CP No.9309| PRC No.: 6628/2025) as
Secretarial Auditors of the Company for a first term of five (5) consecutive years from FY 2025-26 to FY 2029-30.

The Secretarial Auditor have confirmed that they have subjected themselves to the peer review process of Institute of
Company Secretaries of India (ICSI) and hold valid certificate issued by the Peer Review Board of the ICSI. The Audit
Committee reviews the independence and objectivity of the Secretarial Auditors and the effectiveness of the Audit
process.

Secretarial Audit Report

In terms of Section 204 of the Companies Act, 2013 and Regulation 24A of the SEBI Listing Regulations, the Secretarial
Audit Report (MR-3) issued by M/s. Dash Dwivedi & Associates LLP for the Financial Year ended March 31, 2026, is
annexed as
Annexure - B to this report. The Secretarial Audit Report does not contain any qualification, reservation or
adverse remark or disclaimer.

Annual Secretarial Compliance Report

A Secretarial Compliance Report for the Financial Year ended March 31, 2026 on compliance of all applicable SEBI
Regulations and circulars/guidelines issued thereunder, was obtained from M/s. Dash Dwivedi & Associates LLP,
Company Secretaries, Secretarial Auditors.

21. Corporate Social Responsibility (CSR)

The Company firmly believes that social responsibility is an integral part of our organizational philosophy. This commitment is
reflected in our business practices, accountability and our dedication to enhancing the well-being of communities and society
through meaningful environmental and social initiatives. Pursuant to Section 135 of the Companies Act, 2013 pertaining to
Corporate Social Responsibility ("CSR"), the Company has duly constituted a Corporate Social Responsibility Committee ("CSR
Committee").

The CSR Obligation for the financial year 2025-26 was ' 382.62 Lakhs and the Company had spent ' 382.62 Lakhs for carrying
out the CSR projects. The Annual Report on CSR is set out in
Annexure - C to this report. The CSR Policy which outlines about
objectives, the constitution of CSR Committee, roles and responsibilities of the committee, implementation, monitoring and
guiding principles etc. is available on the Company's website at
www.timetechnoplast.com

22. Annual Return

Pursuant to Section 134(3)(a) and Section 92(3) of the Companies Act, 2013 read with Rule 12 of the Companies (Management
and Administration) Rules, 2014, the Annual Return of the Company as on March 31, 2026, in Form MGT-7 is placed on the
website of the Company and can be accessible through,
www.timetechnoplast.com

23. Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated
under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 is set out in
Annexure - D to this Report.

24. Particulars of Loan Given, Investments made, Guarantee Given and Securities provided under Section 186 of the Companies
Act, 2013

During the year under review, your Company has made loans, given guarantees, provided securities and made investments in
compliance with Section 186 of the Companies Act, 2013 ('the Act').

The particulars of loans, guarantee and investments made during the year under review, are given in the notes forming part of
the financial statements.

25. Deposits

The Company has neither accepted nor renewed any deposits covered under Chapter V of the Companies Act, 2013 ('the Act')
read with the Companies (Acceptance of Deposits) Rules, 2014, during the financial year 2025-26. Accordingly, no amount of
principal or interest was outstanding as on the date of the Balance Sheet, i.e. March 31, 2026. The relevant details in this regard
are set out below for reference:

Sr. No.

Particulars

Details

1.

Deposits accepted/remained unpaid or unclaimed as at the end of the year

Nil

2.

Deposits in default as at the end of the year, including whether there has been any

default in repayment of deposits or payment of interest thereon

Nil

3.

Details of deposits which are not in compliance with the requirements of

Chapter V of the Act

Nil

26. Directors' Responsibility Statement

In terms of Section 134(5) of the Companies Act, 2013, the Directors state that to the best of their knowledge and belief and

according to the information and explanations obtained by them confirm that:

(a) in the preparation of the annual accounts, the applicable accounting standards have been followed and there has been
no material departures;

(b) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates
that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company and of the profit of
the Company for the year ended March 31, 2026;

(c) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance
with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;

(d) the Directors have prepared the annual accounts on a going concern basis;

(e) the Directors have laid down an adequate system of internal financial controls to be followed by the Company and such
internal financial controls are adequate and operating effectively; and

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

27. Management Discussion and Analysis Report

Management Discussion and Analysis Report for the year under review, as per SEBI Listing Regulations is presented in a
separate section, which forms part of this Annual Report.

28. Business Responsibility and Sustainability Report

In accordance with Regulation 34(2)(f) of the Listing Regulations, the Business Responsibility and Sustainability Report
('BRSR') forms a part of this Annual Report describing the initiatives undertaken by the Company from an environmental,
social and governance perspective for the Financial Year ended March 31, 2026.

29. Report on Corporate Governance

As required under Regulation 34 read with Schedule V (C) & (E) of the Listing Regulations, a Report on Corporate Governance
along with a Certificate confirming compliance with the conditions of Corporate Governance, for the Financial Year 2025-26
from the Secretarial Auditors of the Company forms part of this Annual Report.

30. Details of Establishment of Vigil Mechanism/ Whistle Blower Policy

The Company is committed to upholding the highest standards of ethical, moral and legal conduct in the course of its business
operations. In order to ensure that the activities of the Company and its employees are conducted in a fair and transparent
manner by adoption of the highest standards of responsibility, professionalism, honesty and integrity, the Company has
established a well-defined Whistle Blower Policy in compliance with the provisions of Section 177(9) and (10) of the
Companies Act, 2013 and Regulation 22 of the SEBI Listing Regulations which can be accessed at the Company's website at
www.timetechnoplast.com

The Policy provides a secure and protected environment for employees and other stakeholders to report instances of unethical
or unlawful conduct, actual or suspected fraud, or violations of the Company's Code of Conduct, and provides adequate
safeguards against victimisation of persons availing of this mechanism. It also provides for direct access to the Chairman of the
Audit Committee in appropriate or exceptional circumstances.

The Audit Committee oversees the functioning of the vigil mechanism of the Company pursuant to the provisions of the
Companies Act, 2013 and the Chairman of the Audit Committee has direct access for receiving Complaints under Whistle
Blower Policy.

During the year under review, no complaints were received under the Vigil Mechanism and the Company affirms that no
personnel were denied access to the Audit Committee/Audit Committee Chair.

31. Employee Stock Option Scheme

The Company has instituted an Employee Stock Option Scheme, namely 'Time Technoplast Limited - Employees Stock Option
Plan 2017' ("ESOP 2017" or "the Scheme"). During the financial year 2025-26, there had been no change in the Employee
Stock Option Scheme of the Company. The ESOP Scheme is in compliance with SEBI (Share Based Employee Benefits and
Sweat Equity) Regulations, 2021 ('the SBEB Regulations').

Further, the Company has obtained a certificate from M/s. Dash Dwivedi & Associates LLP, Company Secretaries, Secretarial
Auditors of the Company under Regulation 13 of the SBEB Regulations stating that the scheme has been implemented in
accordance with the SBEB Regulations and the resolution passed by the Members dated September 29, 2017 (further
amended on September 27, 2024) and is available on the Company's website at
www.timetechnoplast.com. The Certificate will
be available electronically for inspection by the Members during the Annual General Meeting of the Company.

Further, the disclosure under Regulation 14 of the SBEB Regulations is also available on the Company's website at
www.timetechnoplast.com

32. Disclosures under Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013

The Company has zero tolerance towards sexual harassment at the workplace and is committed to providing a safe, secure and
dignified working environment to all its employees. In line with the provisions of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 ("POSH Act") and the Rules framed thereunder, the Company
has formulated a Policy on Prevention of Sexual Harassment at Workplace and has constituted Internal Complaints
Committee(s) ("ICC") at its various locations/units to redress complaints relating to sexual harassment, in the manner
prescribed under the POSH Act.

The policy applies to all employees of the Company, including those engaged on full-time, part-time, trainees and that on
contractual basis, as well as to the employees of its business associates ("associated parties") who visit workplace for official
duties.

The Company undertakes regular awareness initiatives, including induction and refresher training programmes, to sensitise
employees on the provisions of the POSH Act and the mechanism available for redressal of grievances. During the year under
review, online training sessions on the subject were conducted for employees across the organisation.

Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
are as under:

Sr. No.

Particulars

Nos.

1.

No. of Sexual Harassment Complaints received

Nil

2.

No. of Sexual Harassment Complaints disposed off

Not Applicable

3.

No. of Sexual Harassment Complaints pending beyond 90 days

Not Applicable

4.

No. of Sexual Harassment Complaints pending as on March 31, 2026

Not Applicable

The Company affirms that it has complied with the provisions relating to the constitution of Internal Complaints Committee(s)
under the POSH Act.

33. Cyber Security

In view of increased cyber attack scenarios, the cyber security maturity is reviewed periodically and the processes, technology
controls are being enhanced in-line with the threat scenarios. Your Company's technology environment is enabled with real
time security monitoring with requisite controls at various layers starting from end user machines to network, application and
the data.

During the year under review, your Company did not face any incidents or breaches or loss of data breach in cyber security.

34. Transfer to Investor Education and Protection Fund (IEPF)Transfer of Unpaid/Unclaimed Dividend

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016
(including amendments and modifications, thereof), ^ 1,65,592 pertaining to unpaid/unclaimed dividends were transferred
during the year to the Investor Education and Protection Fund.

Transfer of Shares underlying Unpaid Dividend

In terms of the provisions of Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016
(including amendments and modifications, thereof), 2,681 equity shares in respect of which dividend has not been claimed by
the members for seven consecutive years or more were transferred during the year to the Investor Education and Protection
Fund.

35. Material Changes and Commitments, if any, affecting the Financial Position of the Company which have occurred between
the end of the financial year of the Company to which the financial statements relate and the date of the Report

No material changes and commitments have occurred between end of the financial year of the Company to which the financial
statements relate and the date of this report which may affect the financial position of the Company. However, your Company
has acquired a 76% equity stake in Systoverse Private Limited ("SPL"), a Maharashtra-based manufacturer of ISI-certified
HDPE Pipes and Sprinkler Systems marketed under the brand 'Systo', for a cash consideration of ^15.2 Mn, pursuant to which
SPL has become a subsidiary of the Company. For more details, kindly refer to para 6 of this Report.

36. Compliance with the Secretarial Standards

In terms of Section 118(10) of the Companies Act, 2013, the Company states that the applicable Secretarial Standards i.e., SS-1
and SS-2, issued by the Institute of Company Secretaries of India, relating to Meetings of the Board of Directors and General
Meetings respectively, have been duly complied with which has been further confirmed by the Secretarial Auditors of the
Company.

37. Adequacy of Internal Financial Controls

The Company believes that long-term goals and success can be achieved only when a robust Internal Control system is in place.
The Company has an effective internal financial control system which is constantly assessed and strengthened with
new/revised standard operating procedures. The Company's internal financial control system is strong and commensurate
with its size, scale and complexities of operations.

In terms of Section 138 of the Companies Act, 2013 ('the Act') read with applicable rules thereto, the Board of Directors, on the
recommendation of the Audit Committee, appointed Internal Auditors for various locations of the Company for the financial
year 2025-26.

The Company has adopted accounting policies which are in line with the Indian Accounting Standards notified under Section
133 and other applicable provisions, if any, of the Act read together with the Companies (Indian Accounting Standards) Rules,
2015. During the year under review, no material or serious observations have been reported by the Internal Auditors of the
Company for inefficiency or inadequacy of such controls.

The Company's Financial Statements are prepared on the basis of the Significant Accounting Policies that are selected by the
Management and approved by the Audit Committee and the Board. These Accounting Policies are reviewed from time to time
based on the recent circulars and clarifications received from the appropriate Authorities. In order to maintain its objectivity
and independence, the Internal Auditor reports to the Chairman of the Audit Committee. The Audit Committee meets the
Internal Auditors and Statutory Auditors to ascertain, inter alia, their views on the adequacy of internal control systems and
keeps the Board of Directors informed of their major observations periodically. The Internal Auditors monitors & evaluates the
efficacy of Internal Financial Control system in the Company, its compliance with operating system, accounting procedures &
policies at all the locations of the Company. Based on the report of the Internal Audit function, corrective actions in the
respective areas are undertaken and controls are strengthened. In the opinion of the Audit Committee as well as in the opinion
of the Board as on March 31, 2026, the internal financial controls were adequate and operating effectively.

38. Maternity Benefit Act, 1961

Your Company is committed to fostering a safe, supportive and inclusive workplace for all women employees. In this regard,
your Company has duly complied with the provisions of the Maternity Benefit Act, 1961, as amended from time to time. All
eligible women employees have been extended the benefits thereunder, including maternity leave and other statutory
entitlements as prescribed. Your Company continuously strives to maintain a work environment that upholds the rights and
well-being of its women workforce in accordance with applicable laws.

39. Code for prevention of insider trading

The Company has adopted a Code of Conduct to regulate, monitor and report trading by designated persons and their
immediate relatives as per the requirements under the Securities and Exchange Board of India (Prohibition of Insider Trading)
Regulations, 2015. The Code, inter alia, lays down the procedures to be followed by designated persons while trading/dealing
in Company's shares and sharing Unpublished Price Sensitive Information ("UPSI"). The Code covers Company's obligation to
maintain a digital database, mechanism for prevention of insider trading and handling of UPSI and the process to familiarize
with the sensitivity of UPSI. Further, it also includes code for practices and procedures for fair disclosure of unpublished price
sensitive information which has been made available on the Company's website and accessible through
www.timetechnoplast.com

40. Significant and Material Orders passed by the Regulators/Courts/Tribunals

During the year under review, no significant or material orders have been passed by the Regulators, Courts or Tribunals that
impact the going concern status and future operations of your Company.

41. General Disclosures

During the year, there were no transaction requiring disclosure or reporting in respect of matters relating to:

(a) issue of equity shares with differential rights as to Dividend, voting or otherwise;

(b) issue of shares (including sweat equity shares) to employees of the Company under any scheme;

(c) change in the nature of business of the Company.

(d) pendency of any proceeding against the Company under the Insolvency and Bankruptcy Code, 2016;

(e) instance of one-time settlement with any bank or financial institution;

(f) receipt of remuneration or commission by Managing Director and Whole Time Director from any of the subsidiary.

42. Cautionary Statement

Statements in the Annual Report, including those which relate to Management Discussion and Analysis describing the
Company's objectives, projections, estimates and expectations, may constitute 'forward looking statements' within the
meaning of applicable laws and regulations. Although the expectations are based on reasonable assumptions, the actual
results might differ.

43. Acknowledgments

The Directors place on record their sincere appreciation for the unwavering hard work, dedication, and commitment of all
employees, whose efforts continue to underpin the Company's industry leading performance. Their passion and resilience
have been instrumental in sustaining the Company's leadership and driving its continued success.

The Board also acknowledges Time Technoplast's outstanding support through cuffing edge innovations, technology, and
marketing capabilities across categories, which has enabled the Company to continuously enhance consumer satisfaction and
successfully introduce new and improved products.

The Company deeply values the steadfast partnership of its suppliers, distributors, retailers, business partners, and the wider
trade ecosystem. Their collaboration has been integral to shared growth, and the Board reiterates its commitment to
nurturing relationships built on mutual trust, respect, and long term value creation.

The Directors further extend their gratitude to all Shareholders, Business Partners, Government and Regulatory Authorities,
and the Stock Exchanges for their continued confidence and support.

FOR AND ON BEHALF OF THE BOARD
FOR TIME TECHNOPLAST LIMITED

BHARAT KUMAR VAGERIA RAGHUPATHY THYAGARAJAN

Date: August 05, 2026 MANAGING DIRECTOR WHOLE TIME DIRECTOR

Place: Mumbai DIN: 00183629 DIN: 00183305

1

The name of the Subsidiary Company was changed from Schoeller Allibert Time Materials Handling Solutions Limited to Time
Materials Handling Solutions Limited with effect from March 27,2026.

None of the Companies mentioned above is a material subsidiary as per the threshold laid down under the SEBI Listing
Regulations as amended from time to time.

Pursuant to Section 129(3) of the Companies Act, 2013 ("the Act") a statement containing the salient features of the Financial
Statements of each of the subsidiaries and Joint Venture Company in the prescribed Form AOC-1 is attached to the
Consolidated Financial Statements of the Company forming part of this Annual Report. Further, pursuant to Section 136 of the
Act, the financial statements of the subsidiaries are available on the Company's website and accessible through
https://www.timetechnoplast.com/investor-center/investor-calendar/financials-of-subsidiaries/

In line with the requirements of Regulation 16(1)(c)of the SEBI Listing Regulations, the Company has a Policy
for Determining Material Subsidiaries, as approved by the Board, which is available on the Company's website at
https://www.timetechnoplast.com/investor-center/shareholder-center/policies/

Further, the Company has acquired a 76% equity stake in Systoverse Private Limited on June 10, 2026, which has consequently
become a subsidiary of the Company. For further details, please refer to Para 6 of this Report.

6. Strategic Acquisition

As on the date of this report, your Company has acquired 76% equity stake in Systoverse Private Limited ("SPL"), a
Maharashtra-based manufacturer of ISI-certified HDPE Pipes and Sprinkler Systems under the brand 'Systo', for a cash
consideration of ' 15.2 Mn, with SPL becoming a subsidiary of your Company. The balance 24% stake continues to be held by
SPL's existing shareholders. The Company's total projected investment, including expenditure towards plant upgradations,
modernization, capex for plant and machinery and capacity expansion, is approximately ' 250 Mn.

This acquisition strengthens your Company's HDPE Pipe portfolio, establishes an operational presence in Maharashtra and
supports its inorganic growth strategy. It further enables your Company to leverage SPL's existing regulatory approvals and
aligns with the Government of India's 'Make in India' initiative.