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Company Information

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THERMAX LTD.

19 October 2026 | 10:59

Industry >> Engineering - General

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ISIN No INE152A01029 BSE Code / NSE Code 500411 / THERMAX Book Value (Rs.) 467.71 Face Value 2.00
Bookclosure 03/07/2026 52Week High 5278 EPS 60.47 P/E 54.20
Market Cap. 39047.52 Cr. 52Week Low 2743 P/BV / Div Yield (%) 7.01 / 0.61 Market Lot 1.00
Security Type Other

NOTES TO ACCOUNTS

You can view the entire text of Notes to accounts of the company for the latest year
Year End :2026-03 

18 PROVISIONS

Accounting policy

Provisions are recognised when the Company has a present obligation (legal or constructive) as a result of a past
event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation
and a reliable estimate can be made of the amount of the obligation. When the Company expects some or all of a
provision to be reimbursed, for example, under an insurance contract, the reimbursement is recognised as a separate
asset, but only when the reimbursement is virtually certain.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects,
when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the
passage of time is recognised as a finance cost.

Warranty provisions

Provisions for warranty related costs are recognised when the product is sold or service provided to the customer.
Initial recognition is based on historical experience. The estimate of warranty related costs is revised annually.

Provision for onerous contracts

Present obligations arising under onerous contracts are recognised, measured and disclosed as provisions in
financial statements. An onerous contract is considered to exist where the Company has a contract under which
the unavoidable costs of meeting the obligations under the contract exceed the economic benefits expected to be
received from the contract.

Provision for litigation

Provision for litigation related obligations represents
liabilities that are expected to materialise in respect of
matters in appeal related to legal cases.

Decommissioning liability

The Company records a provision for
decommissioning costs of its manufacturing facilities.
Decommissioning costs are provided at the present
value of expected costs to settle the obligation using
estimated cash flows and are recognised as part of
the cost of the particular asset. The unwinding of the
discount is expensed as incurred and recognised
in the Standalone Statement of Profit and Loss
as a finance cost. The estimated future costs of
decommissioning are reviewed annually and adjusted
as appropriate. Changes in the estimated future
costs or in the discount rate applied are added to or
deducted from the cost of the asset.

Retirement and other employee benefits

Retirement benefit in the form of provident fund is a
defined contribution scheme. The Company has no
obligation, other than the contribution payable to the
provident fund. The Company recognises contribution
payable to the provident fund scheme as an expense
when an employee renders the related service. If
the contribution payable to the scheme for service
received before the balance sheet date exceeds the
contribution already paid, the deficit payable to the
scheme is recognised as a liability after deducting
the contribution already paid. If the contribution
already paid exceeds the contribution due for services
received before the balance sheet date, then excess
is recognised as an asset to the extent that the
pre-payment will lead to, for example, a reduction
in future payment or a cash refund. The obligation
of the Company is limited to the amount contributed
and it has no further contractual nor any constructive
obligation. The expense recognised during the period
towards defined contribution plan is Rs. 52.55
(March 31, 2025: Rs. 46.54).

The Government of India has implemented four
Labour Codes, viz., the Code on Wages, 2019, the
Industrial Relations Code, 2020, the Code on Social

Security, 2020, and the Occupational Safety, Health
and Working Conditions Code, 2020, by consolidating
29 existing labour laws on 21 November 2025. The
Ministry of Labour & Employment have published draft
Central Rules and FAQs to enable assessment of the
financial impact due to changes in the regulations. The
Labour Codes have prescribed a uniform definition
of “Wages” to be used for the purpose of calculating
employee benefits like gratuity and extending
eligibility to fixed-term employees (“FTEs”). Under
the Labour Codes, the base on which employee
benefits are calculated has increased, which has
resulted in increase in the Company’s liability for
employee benefits.

The Company operates a defined benefit gratuity plan
in India, which requires contributions to be made to a
separately administered fund. The Company provides
for gratuity, a defined benefit plan (the “Gratuity
Plan”) covering eligible employees in accordance
with the Code on Social Security, 2020, in line with the
notification of the Labour Codes with effect from 21
November 2025. The Gratuity Plan provides a lump
sum payment to vested employees at retirement,
death, incapacitation, or termination of employment,
of an amount based on the respective employee’s
salary and the tenure of employment. The Company’s
liability is determined by an independent actuary
(using the Projected Unit Credit method) at the end
of each year. Any increase in gratuity liability arising
due to implementation of Labour Codes in respect
of past service cost is recognised immediately in the
Standalone Statement of Profit and Loss, to the extent
that the benefits are already vested, and is recognised
over the vesting period in the Standalone Statement of
Profit and Loss in respect of the unvested portion. The
Company has considered a proposed restructuring
of its employees compensation, and assessed the
impact of the changes, consistent with the Labour
Codes, the draft rules, FAQs and opinion obtained
from the Company’s advisors.

The Company makes annual contributions through
trusts to a funded gratuity scheme administered by
the Life Insurance Corporation of India (LIC).

Remeasurements, comprising of actuarial gains
and losses, the effect of the asset ceiling, excluding

amounts included in net interest on the net defined
benefit liability and the return on plan assets
(excluding amounts included in net interest on the net
defined benefit liability), are recognised immediately in
the balance sheet with a corresponding debit or credit
to retained earnings through OCI in the period in which
they occur. Remeasurements are not reclassified
to the Standalone Statement of Profit and Loss in
subsequent periods. Further also refer note 40.

Past service costs are recognised in the
Standalone Statement of Profit and Loss
on the earlier of:

(a) The date of the plan amendment or
curtailment; and

(b) The date that the Company recognises related
restructuring costs.

Net interest is calculated by applying the discount
rate to the net defined benefit liability or asset. The
Company recognises the following changes in the
net defined benefit obligation as an expense in the
Standalone Statement of Profit and Loss:

• Service costs comprising current service
costs, past-service costs, gains and losses on
curtailments and non-routine settlements; and

• Net interest expense or income.

Accumulated leave, which is expected to be utilised
within the next 12 months, is treated as short-term
employee benefit. The Company measures the
expected cost of such absences as the additional
amount that it expects to pay as a result of the unused
entitlement that has accumulated at the reporting
date. The Company presents the leave as a current
liability in the balance sheet as it does not have an
unconditional right to defer its settlement for 12
months after the reporting date.

However, based on past experience and actuarial
valuation performed, the Company does not expect
all employees to avail the full amount of accrued leave
or require payment for such leave within the next 12
months. Leave obligations which are not expected to
be settled within the next 12 months amounts to Rs.
41.99 (March 31,2025 : Rs. 44.11).

Estimates and assumptions

• Provision for onerous contracts: The Company
provides for onerous contracts when a present
obligations arises as the unavoidable costs of
meeting an obligations under a contract exceed
the economic benefits expected to be received
from that contract. Estimating these future losses
involves a number of assumptions about the
achievement of contract performance targets and
the likely levels of future cost including escalation
over time.

• Warranty provision: The Company generally
offers warranty for its various products. Warranty
costs are provided based on a technical estimate
of the costs required to be incurred for repairs,
replacements, material costs, servicing cost and
past experience in respect of warranty costs.
Management estimates the related provision for
future warranty claims based on historical warranty
claim information, as well as recent trends that
might suggest that past cost information may
differ from future claims. The assumptions made in
current period are consistent with those in the prior
year. Factors that could impact the estimated claim
information include the success of the Company’s
productivity and quality initiatives. Warranty
provisions are discounted using a pre-tax discount
rate which reflects current market assessments

of time value of money and risks specific to
the liability.

Warranty costs are provided based on a technical
estimate of the costs required to be incurred for
repairs, replacements, material costs, servicing
cost and past experience in respect of such costs.

It is expected that this expenditure will be incurred
over the contracted warranty period ranging up to
2 years. If warranty claim costs vary by 10% from
management's estimate, the warranty provisions
would be an estimated Rs. 9.57 higher or lower
(March 31, 2025: Rs. 9.70).

• Defined benefit plan - Gratuity: The cost of
the defined benefit gratuity plan and the present
value of the gratuity obligation are determined
using actuarial valuations. An actuarial valuation
involves making various assumptions that may
differ from actual developments in the future.

These include the determination of the discount rate, future salary increases and mortality rates. Due to the
complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to
changes in these assumptions. All assumptions are reviewed at each reporting date. The parameter which is most
subjected to change is the discount rate. In determining the appropriate discount rate for plans operated in India,
the management considers the interest rates of government bonds in currencies consistent with the currencies of
the post-employment benefit obligation. Further, another important parameter is salary considered while assessing
the definition of “wages” as given in The Code on Social Security, 2020. The mortality rate is based on Indian
Assured Lives Mortality (2012-14) Ultimate. Those mortality tables tend to change only at interval in response to
demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates.

(c) GRATUITY

The Company operates a defined benefit plan viz. gratuity for its employees. Under the gratuity plan, every
employee who has completed at least specified years of service gets a gratuity on departure at 15 days
(minimum) of the last drawn salary for each completed year of service. The scheme is funded with an insurance
company. The fund has formed a trust and it is governed by the Board of Trustees.

The fund is subject to risks such as asset volatility, changes in assets yields and asset liability mismatch risk. In
managing the plan assets, Board of Trustees review and manage these risks associated with the funded plan.
Each year, the Board of Trustees reviews the level of funding in the gratuity plan. Such a review includes asset-
liability matching strategy and investment risk management policy (which includes contributing to plans that
invest in risk-averse markets). The Board of Trustees aim to keep annual contributions relatively stable at a level
such that no plan deficits (based on valuation performed) will arise.

The Company has considered a proposed restructuring of its employees compensation, and assessed the
impact of the changes, consistent with the Labour Codes, the draft rules, FAQs and opinion obtained from the
Company’s advisors. In accordance with Ind AS 19 and the FAQs issued by ICAI, the changes to gratuity benefit
resulting from the Labour Codes are treated as past service costs and accordingly, the increase in the Company’s
obligation due to application of the Labour Codes has been recognised in the Standalone Statement of Profit
and Loss. The Company continues to monitor the finalisation of Central/ State Rules and further clarifications
from the Government and would give appropriate accounting effect considering those developments, as may
be applicable.

VI Risk exposure

Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which
are detailed below:

Asset Volatility:

The plan liabilities are calculated using a discount rate set with reference to bond yields. If plan assets
underperform, this yield will create a deficit. The plan assets are maintained with fund manager of LIC. They
are subject to interest rate risk which is managed by the insurer.

Changes in bond yield:

A decrease in bond yields will increase plan liabilities.

Asset risk:

All plan assets are maintained in a trust fund managed by a public sector insurer viz; LIC. LIC has a sovereign
guarantee and has been providing consistent and competitive returns over the years. The Company has
opted for a traditional fund wherein all assets are invested primarily in risk averse markets. The Company has
no control over the management of funds but this option provides a high level of safety for the total corpus.

A single account is maintained for both the investment and claim settlement and hence 100% liquidity is
ensured. Also, interest rate and inflation risk are taken care of.

Future salary escalation and Inflation risks:

Rising salaries will often result in higher future defined benefit payments resulting in a higher present value
of liabilities especially unexpected salary increases provided at management's discretion may lead to
uncertainties in estimating this risk.

Life expectancy:

These loans were secured by hypothecation of present and future stock of all inventories, stores and spares not related to plant and
equipment, book debts and other moveable assets as at the Balance Sheet date. The quarterly returns and statements of current
assets filed by the Company with banks are in agreement with the books of accounts.

#Unsecured loans pertains to packing credit of Rs. 35.16 (March 31, 2025: Rs. 26.08) carries an interest rate of 5.82% to 6.19% (March
31, 2025: 6.86%) due for repayment within 180 days (March 31, 2025: 90 days) from date of disbursement or expected shipment date
whichever is earlier.

During the previous year, the Company had taken an unsecured loan amounting to Rs. 345 from a related party, Thermax Babcock
&WilcoxEnergy SolutionsLimited (TBWES),forworking capital requirements, carrying an interest rate of 7.90%. The tenure of the loanwas182
days as per the agreement. The said loan was repaid during the previous year. (Refer note 32).

Note: Current borrowings include interest accrued on non-current and current borrowings.

Note: The Company was in compliance with all of its debt covenants for outstanding borrowings for both years.

Increases in life expectancy of employee will result in an increase in the plan liabilities. This is particularly
significant where inflationary increases result in higher sensitivity to changes in life expectancy.

19 OTHER LIABILITIES

Accounting policy

Contract liabilities: A contract liability is the obligation to transfer goods or services to a customer for which the
Company has received consideration (or an amount of consideration is due) from the customer. If a customer pays
consideration before the Company transfers goods or services to the customer, a contract liability is recognised when
the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when
the Company satisfies the performance obligation. Contract liabilities are recorded in balance sheet as unearned
revenue or customer advances as the case may be.

21 REVENUE FROM OPERATIONS

Accounting policy

Revenue from contracts with customers: Revenue
from contracts with customers is recognised when
control of the goods or services are transferred to the
customer at an amount that reflects the consideration
to which the Company expects to be entitled in
exchange for those goods or services. Revenue is
recognised when it has approval and commitment
from both parties, the rights of the parties are
identified, payment terms are identified, the contract
has commercial substance and collectability of
consideration is probable. The Company has
concluded that it is the principal in all of its revenue
arrangements since it is the primary obligor in all the
revenue arrangements and has pricing latitude and is
also exposed to inventory risks. The Company collects
goods and services tax on behalf of the government
and, therefore, it is not an economic benefit flowing to
the Company. Hence, it is excluded from revenue.

The Company has the following streams of revenue:

• Revenue from Engineering, Procurement and
Construction contracts

Engineering, Procurement and Construction (EPC)
contracts are contracts (or a group of contracts
secured together) specifically negotiated for
the construction of an asset which refers to any
project for construction of plants and systems,
involving designing, engineering, fabrication,
supply, erection (or supervision thereof),
commissioning, guaranteeing performance
thereof etc., execution of which is spread over
different accounting periods. The Company
identifies distinct performance obligations in each
contract. For most of the project contracts, the
customer contracts with the Company to provide
a service of integrating a complex set of tasks and
components into a single project or capability.
Hence, the entire contract is accounted for as one
performance obligation.

The Company may promise to provide distinct
goods or services within a contract, in which
case the Company separates the contract
into more than one performance obligation.

If a contract is separated into more than one
performance obligation, the Company allocates

the total transaction price to each performance
obligation in an amount based on the estimated
relative standalone selling prices of the promised
goods or services underlying each performance
obligation. The Company uses the expected cost
plus margin approach to estimate the standalone
selling price of each performance obligation in
case of contracts with more than one distinct
performance obligations.

The Company assesses for the timing of revenue
recognition in case of each distinct performance
obligation. The Company first assesses whether the
revenue can be recognised over a period of time if
any of the following criteria is met:

(a) The customer simultaneously consumes the
benefits as the Company performs; or

(b) The customer controls the work-in¬
progress; or

(c) The Company’s performance does not
create an asset with alternative use to
the Company and the Company has right
to payment for performance completed
till date.

The Company uses cost-based measure of
progress (or input method) for contracts because it
best depicts the transfer of control to the customer
which occurs as it incurs costs on contracts. Under
the cost-based measure of progress, the extent of
progress towards completion is measured based
on the ratio of costs incurred to date to the total
estimated costs at completion of the performance
obligation. Revenues, including estimated profits,
are recorded proportionally as costs are incurred.

The Company estimates variable consideration
amount which it expects to be entitled under the
contract and includes it in the transaction price
to the extent it is highly probable that a significant
reversal of cumulative revenue recognised will not
occur and when the uncertainty associated with it
is subsequently resolved. The estimates of variable
consideration and determination of whether to
include estimated amounts in the transaction
price are based largely on an assessment of
the anticipated performance and all information
(historical, current and forecasted) that is
reasonably available. Penalties/claims for any delay

or improper execution of a contract are recognised
as a deduction from revenue. In the balance sheet,
such provisions are presented on net basis of the
contract receivables.

Costs associated with bidding for contracts are
charged to the Standalone Statement of Profit
and Loss when they are incurred. Costs that
relate directly to a contract and are incurred in
securing the contract are included as part of the
contract costs if they can be separately identified
and measured reliably and it is probable that the
contract will be obtained.

The Company provides for warranty provision
for general repairs up to 12 - 24 months on its
EPC contracts, in line with the industry practice.

A liability is recognised at the time the contract is
concluded. The Company does not provide any
extended warranties.

Contract modification, when approved by both
the parties to the contract, are considered as
modification, if it creates new or changes the
existing enforceable rights and obligations. Most of
the contract modifications are not distinct from the
existing contracts due to the significant integration
service provided under the contract prior to
modifications and are therefore, accounted for as
part of the existing contract. The effect of a contract
modification is recognised as an adjustment to
revenue on a cumulative catch-up basis.

The Company combines two or more contracts
entered into at or near the same time with the same
customer (or related parties of the customer) and
accounts for the contracts as a single contract if
one or more of the following criteria are met:

(a) the contracts are negotiated as a package
with a single commercial objective;

(b) the amount of consideration to be paid
in one contract depends on the price or
performance of the other contract; or

(c) the goods or services promised in the
contracts (or some goods or services
promised in each of the contracts) are a single
performance obligation.

• Revenue from sale of goods (Other than EPC
contracts)

If the criteria for revenue under over-a-period of
time as mentioned above are not met, the Company
recognises revenue at a point-in-time. The point-in¬
time is determined when the control of the goods
or services is transferred which is determined
based on when the significant risks and rewards of
ownership are transferred to the customer. Apart
from this, the Company also considers its present
right to payment, the legal title to the goods, the
physical possession and the customer acceptance
in determining the point in time when control has
been transferred. The Company provides for
warranty provision for general repairs up to 12 - 24
months on its products sold, in line with the industry
practice. A liability is recognised at the time the
product is sold. The Company does not provide any
extended warranties.

• Revenue from sale of services

Revenue in respect of operation and maintenance
contracts, awarded on a standalone basis or
included in long term contracts and identified as a
separate performance obligation, is recognised on
a time proportion basis under the contracts.

Estimates and assumptions

• Provisions for liquidated damages claims
(LDs):
The Company provides for LD claims to the
extent that it is highly probable that a significant
reversal in the amount of cumulative revenue
recognised will not occur when the uncertainty
associated with the variable consideration

is subsequently resolved. This requires an
estimate of the amount of LDs payable under a
claim which involves management judgements
and assumptions regarding the amounts to
be recognised;

• Project cost to complete estimates: At each
reporting date, the Company is required to estimate
costs to complete on fixed-price contracts.
Estimating costs to complete on such contracts
requires the Company to make estimates of
future costs to be incurred, based on work to be
performed beyond the reporting date.

• Recognition of contract variations: The Company recognises revenues and margins from contract variations
where it is considered probable that they will be awarded by the customer and this requires management to
assess the likelihood of such an award being made by reference to customer communications and other forms of
documentary evidence.

Judgements

A significant portion of the Company’s business relates to EPC contracts which is accounted using cost-based input
method, recognising revenue as the performance on the contract progresses. This requires management to make
judgement with respect to identifying contracts for which revenue need to be recognised over a period of time,
depending upon when the customer consumes the benefit, whteher the customer controls the work-in-progress,
whether the asset created has no alternative use and the Company has right to payment for performance completed
till date, either contractually or legally. The input method requires management to make significant judgements of the
extent of progress towards completion including accounting of multiple contracts which need to be combined and
considered as a single contract.

iii) Performance obligations:

EPC and other than EPC contracts - Performance obligation in a project or a group of projects which
are contracted at or near same time with the same or related parties and negotiated simultaneously, are
combined for the purpose of evaluation. The Company has estimated that multiple commitments pertaining
to engineering, procurement and commissioning of such projects is a single performance obligation which is
spread over different accounting periods.

Performance obligation for products are evaluated on standalone basis, recognised at a point in time.
Generally, performance obligations for such contracts have an original expected duration of one year
or less.

There are no contracts with customers which have significant financing component included within them and
therefore there is no major difference between the timing of satisfaction of performance obligation vis-a-vis
the timing of the payment.

Due to change in transaction price, the Company has recognised revenue of Rs. 79.18 in the reporting period
from performance obligations satisfied (or partially satisfied) in previous periods.

Remaining performance obligations:

The following table includes revenue expected to be recognised in the future related to performance
obligations that are unsatisfied (or partially unsatisfied) at the reporting date.

The Company applies practical expedient included in para 121 of Ind AS 115 - "Revenue from Contracts with
Customers" and does not disclose information about its remaining performance obligations for contracts
that have an original expected duration of one year or less and for service revenue, where the Company
has a right to consideration from customers in an amount that corresponds directly with the value to the
customer of the entity’s performance completed to date.

iv) Reconciliation between revenue recognised in Standalone Statement of Profit and Loss and contract
price:

There is no significant variation between revenue recognised in Standalone Statement of profit and loss and
contract price except price variation claims, which are considered to be part of contract price.

28 EARNINGS PER SHARE (EPS)

Accounting policy

The Company presents the basic and diluted EPS data for its equity shares.

(i) Basic EPS is computed by dividing the net profit for the year attributable to the equity shareholders of the
Company by the weighted average number of equity shares outstanding during the year;

(ii) Diluted EPS is computed by adjusting the net profit for the year attributable to the equity shareholders and the
weighted average number of equity shares considered for deriving basic EPS for the effects of all the equity
shares that could have been issued upon conversion of all dilutive potential equity shares (which includes the
various stock options granted to employees).

30 CONTINGENT LIABILITIES AND COMMITMENTS

A CONTINGENT LIABILITIES

Accounting policy

A disclosure for a contingent liability is made where there is a possible obligation that arises from past events
and the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain
future events not wholly within the control of the Company or a present obligation that arises from the past events
where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable
estimate of the amount cannot be made.

Judgements

Tax and Legal contingencies

The Company has received various orders and notices from tax authorities in respect of direct taxes, indirect
taxes, transfer pricing and other legal matters. The outcome of these matters may have a material effect on the
financial position, results of operations or cash flows. Management regularly analyses current information about
these matters and makes provisions for probable losses. In making the decision regarding the need for loss
provisions, management considers the degree of probability of an unfavourable outcome and the ability to make
a sufficiently reliable estimate of the amount of loss. The filing of a suit or formal assertion of a claim against the
company or the disclosure of any such suit or assertions, does not automatically indicate that a provision of a loss
may be appropriate.

The timing and amount of the cash flow which will arise from these matters, will be determined by the relevant authorities on
settlement of the cases or on receipt of claims from customers.

*Excluding of interest and penalty thereon.

*Includes a dispute with a customer amounting to Rs. 35.30 (March 31, 2025: Rs. 167.82). In June 2023, an arbitral award of Rs.
218.45, including interest, was passed against the Company and challenged before the Bombay High Court. Pursuant to the
stay granted by the High Court, the Company deposited Rs. Nil (March 31, 2025: Rs. 218.45), which was refundable with interest.
Based on independent legal opinion, the Company recognised a provision of Rs. Nil (March 31, 2025: Rs. 50.63), and no provision
was considered necessary for the balance. On December 9, 2025, the High Court set aside the award and directed refund of the
deposit with interest at 6% per annum. The customer’s special leave petition was dismissed by the Supreme Court on February
16, 2026, and the Group received the deposit along with interest of Rs. 31.62 on March 12, 2026. The customer has filed an
appeal under Section 37 of the Arbitration and Conciliation Act, 1996 before the Division Bench of the High Court. Based on legal
advice, the Company remains reasonably confident of a favourable outcome. Also refer note 40.

*Transfer Premium Demand - Chinchwad (MIDC) Land - The Company holds leasehold rights in respect of MIDC plots Nos. 13,
13A and 7/1 situated in the Pimpri Industrial Area, Pune, which were acquired prior to 1980. The Company had also owned MIDC
plots Nos. 25, 26, 12 (Part) and 21 (Part) in the same industrial area, which were disposed of during FY 2022-23. Pursuant to such
disposal, MIDC levied a differential premium of Rs. 9.93, which was duly paid by the Company in August 2023.

Subsequently, vide letter dated January 23, 2026, MIDC has raised a further demand of Rs. 33.55 (comprising Rs. 28.43 towards
differential premium and Rs. 5.12 towards GST) in respect of said plots, alleging that certain changes in shareholding constitute
a deemed transfer attracting premium. The Company has evaluated the said demand and based on its assessment and external
legal opinion obtained, believes that the liability is not probable and accordingly has disclosed the same as contingent liability.

d) During earlier years, the Company had received demand notices from the Excise department covering
period from October 2006 to September 2012 for Rs. 146.62 (March 31,2025: Rs. 146.62). These
demands are of excise duty payable on inclusion of the cost of bought out items in the assessable value
of certain products manufactured, though such duty paid bought out items are directly dispatched by the
manufacturers thereof to the ultimate customer, without being received in the factories. The Company had
filed an appeal against the same before CESTAT, Mumbai which was allowed in favour of the Company during
the financial year 2022-23.

Subsequently, the Commissioner of CGST & CE, Pune - I filed an appeal before the Hon’ble Supreme Court
of India challenging CESTAT order and appeal was admitted on July 10, 2024. Based on an independent
legal advice, the Company is confident of the issue being ultimately decided in its favour and accordingly, no
provision has been considered necessary.

B CAPITAL AND OTHER COMMITMENTS

a) Estimated amount of contracts remaining to be executed on capital account (net of advances) and not
provided for is Rs. 46.21 (March 31, 2025: Rs. 28.99).

b) Estimated amounts of contract remaining to be executed as part of other commitments is Rs. 2.85
(March 31, 2025: Rs. 21.62).

C LEASES

Accounting policy

The Company applies a single recognition and measurement approach for all leases, except for short-term
leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and
right-of-use assets representing the right to use the underlying assets.

Operating lease

i) WHERE THE COMPANY IS LESSOR:

Accounting policy

Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an
asset are classified as operating leases. Rental income from operating lease is recognised on a straight¬
line basis over the term of the relevant lease. Initial direct costs incurred in negotiating and arranging an
operating lease are added to the carrying amount of the leased asset and recognised over the lease term on
the same basis as rental income.

Leases are classified as finance leases when substantially all of the risks and rewards of ownership
transfer from the Company to the lessee. Amounts due from lessees under finance leases are recorded as
receivables at the Company’s net investment in the leases. Finance lease income is allocated to accounting
periods so as to reflect a constant periodic rate of return on the net investment outstanding in respect of
the lease.

The Company has leased certain parts of its office and buildings. The tenure of such lease agreements
ranges from 1 to 5 years. All leases include a clause to enable upward revision of the rental charge on an
annual basis according to prevailing market conditions. For nature of assets refer note 4(a).

The Company has entered into an arrangement with its customer where the Company will provide energy
saving by providing energy saving equipment at the customers’ premises. The Company has determined,
that fulfilment of these arrangements is dependent on the use of a specific assets and the arrangement
conveys a right to use these specific asset to the customers. Accordingly, these arrangements qualify
as arrangements in the form of lease as specified in Ind-AS 116. Based on the evaluation of terms and
conditions of these arrangements, such as the contract term constituting a major part of the economic life of
the specific assets, the fair value of the asset and that it has transferred the significant risks and rewards in
these assets to the customers, these lease arrangements have been classified as finance leases.

ii) WHERE THE COMPANY IS LESSEE:

Accounting policy

The Company’s leases primarily consist of leases for land, office buildings, guest houses, vehicle and other
plant & equipment. The Company assesses whether a contract contains a lease, at inception of a contract.

A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for
a period of time in exchange for consideration. To assess whether a contract conveys the right to control the
use of an identified asset, the Company assesses whether:

(1) The contract involves the use of an identified asset;

(2) The Company has right to obtain substantially all of the economic benefits from use of the asset through
the period of the lease; and

(3) The Company has the right to direct the use of the asset.

At the date of commencement of the lease, the Company recognises a Right-of-Use (ROU) asset and a
corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of
twelve months or less (short-term leases) and low value leases. For these short-term and low value leases,
the Company recognises the lease payments as an operating expense on a straight-line basis over the term
of the lease.

Certain lease arrangements include the options to extend or terminate the lease before the end of the lease
term. ROU assets and lease liabilities includes these options when it is reasonably certain that they will
be exercised.

The ROU assets are initially recognised at cost, which comprises the initial amount of the lease liability
adjusted for any lease payments made at or prior to the commencement date of the lease plus any
initial direct costs less any lease incentives. They are subsequently measured at cost less accumulated
depreciation and impairment losses.

ROU assets are depreciated from the commencement date on a straight-line basis over the shorter of the
lease term and useful life of the underlying asset. ROU assets are evaluated for recoverability whenever
events or changes in circumstances indicate that their carrying amounts may not be recoverable. For the
purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell
and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash
flows that are largely independent of those from other assets. In such cases, the recoverable amount is
determined for the Cash Generating Unit (CGU) to which the asset belongs.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be readily
determined, which is generally the case for leases in the Company, the lessee’s incremental borrowing rate
is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain
an asset of similar value to the right-of-use asset in a similar economic environment with similar terms,
security and conditions.

To determine the incremental borrowing rate, the Company:

• where possible, uses recent third-party financing received by the Company as a starting point, adjusted
to reflect changes in financing conditions since third party financing was received.

• uses a build-up approach that starts with a risk-free interest rate adjusted for credit risk for leases held by
the Company, which does not have recent third-party financing

• makes adjustments specific to the lease, for example, term, country, currency and security.

If a readily observable amortising loan rate is available to the individual lessee (through recent financing or
market data) which has a similar payment profile to the lease, then the Company use that rate as a starting
point to determine the incremental borrowing rate.

The lease liability is initially measured at present value of the future lease payments. The lease payments
include fixed payments less any lease incentives receivable, variable lease payments that depend on an
index or a rate, and amounts expected to be paid under residual value guarantees.

Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments
have been classified as financing cash flows.

For a contract that contains a lease component and one or more additional lease or non-lease components,
the Company allocates the consideration in the contract to each lease component on the basis of the
relative stand-alone price of the lease component and the aggregate stand-alone price of the non¬
lease components.

Details of Leases:

The Company has taken land, office buildings, factory sheds, guest house, warehouse, vehicles and other
plant and equipment on lease for a tenure of 5 to 99 years. The Company’s obligations under its leases
are secured by the lessor’s title to the leased assets. Some of the lease contracts further give rights on
subleasing the assets. The Company has sub-leased some portion of its land and building to its subsidiary.

There are no variable lease payments and residual value guarantees for these leases. The leases are
renewable on mutually agreeable terms. At the expiry of the lease term, either party has an option to
terminate the agreement or extend the term by giving notice in writing. The Company also has certain
leases of machinery with lease terms of 12 months or less and leases of office equipment with low value.
The Company applies the ‘short-term lease’ and ‘lease of low-value assets’ recognition exemptions for
these leases.

K Terms and conditions of related party transactions

Outstanding balances at the year-end are unsecured and interest free except loans given and settlement occurs in
cash. Refer note 31 (A) (a) for terms and conditions for loans to related parties.

The transactions with related parties (excluding relatives of KMPs) includes managerial remuneration which
is determined based on market conditions and is approved by Nomination and Remuneration Committee of
the Company.

Share-based payments include the perquisite value of stock incentives exercised during the year, determined in
accordance with provisions of Income Tax Act, 1961.

There have been no guarantees provided or received for any related party receivables or payables except as
disclosed in note 31.

In case of transactions with related parties during the year, the amounts are exclusive of applicable taxes.

As at year ended March 31,2026, the Company has recorded an impairment of receivables amounting to Rs. 2.32
(March 31, 2025: Rs. 2.32) and impairment of loan amounting to Rs. 4.12 relating to amounts owed by related parties
(March 31, 2025: Rs. 4.12). This assessment is undertaken each financial year through examining the financial position
of the related party and the market in which the related party operates.

33 SEGMENT INFORMATION

Disclosure of segment information:

In accordance with para 4 of Ind AS 108 - "Operating Segments", the Company has disclosed segment information in
the consolidated financial statements.

34 FAIR VALUE MEASUREMENTS

Estimates and assumptions

Fair value measurement of unquoted financial instruments

When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured
based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF
model. The inputs to these models are taken from observable markets where possible, but where this is not feasible,
a degree of assumption is required in establishing fair values. Assumptions include considerations of inputs such as
liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value
of financial instruments.

forward rates, yield curves of the respective currencies and currency basis spreads between the respective
currencies. All derivative contracts are fully cash collateralised, thereby eliminating both counterparty and
the Company’s own non-performance risk. The changes in counterparty credit risk had no material effect
on the hedge effectiveness assessment for derivatives designated in hedge relationships and other financial
instruments recognised at fair value.

b) Fair value hierarchy

The following table provides the fair value measurement hierarchy of the Company’s assets and liabilities.

There has been no transfer between Level 1 and Level 2 during the year and during the previous year.

Valuation of financial assets in Level 3 has been done based on discounting of future cash flows. There are no
transfers into or out of Level 3 of the fair value hierarchy during the year.

c) Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

• The use of quoted market prices or dealer quotes for similar instruments;

• For foreign currency forwards and principal swap - the present value of future cash flows based on the forward
exchange rates at the balance sheet date;

• For other financial instruments - discounted cash flow analysis.

All of the resulting fair value estimates are included in level 1 and level 2 except for unlisted equity securities,
where the fair values have been determined based on discounting of future cash flows.

Since Investment in level 3 is insignificant, additional disclosues required for level 3 has not been provided.

(a) FINANCIAL RISK MANAGEMENT

The Company’s principal financial liabilities, other than derivatives, comprise trade and other payables and
borrowings. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s
principal financial assets include loans, trade and other receivables and cash and cash equivalents that derive
directly from its operations. The Company also holds FVTPL and amortised cost investments and enters into
derivative transactions.

Risk is inherent in the Company’s activities but it is managed through a process of on going identification,
measurement and monitoring, subject to risk limits and other controls. This process of risk management is
critical to the Company’s continuing profitability and each individual within the Company is accountable for the
risk exposures relating to his or her responsibilities. The Company is exposed to market risk, credit risk and
liquidity risk.

The Company’s Board of Directors is ultimately responsible for the overall risk management approach and
for approving the risk strategies and principles. No significant changes were made in the risk management
objectives and policies during the years ended March 31,2026 and March 31,2025. The management of the
Company reviews and agrees policies for managing each of these risks which are summarised below:

I Market risk

Market risk is the risk that the value of a financial instrument will fluctuate as a result of changes in market
variables such as interest rates, foreign exchange rates and equity prices, whether those changes are caused by
factors specific to the individual investment or its issuer or factors affecting all investments traded in the market.

Market risk is managed on the basis of pre-determined asset allocations across various asset categories,
a continuous appraisal of market conditions and trends and management’s estimate of long and short term
changes in fair value.

a Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. The Company is not currently exposed significantly to such risk.

b Foreign currency risk

Foreign exchange risk arises when future commercial transactions and relevant assets and liabilities are
denominated in a currency that is not the Company’s functional currency. Foreign exchange risk is the risk
that the value of a financial instrument will fluctuate due to changes in foreign exchange rates.

Foreign exchange risk is managed on the basis of limits determined by management and a continuous
assessment of current and expected exchange rate movements and entering into derivative contracts
(foreign currency forward contracts) that hedge the exposure of underlying transactions (i.e., highly
probable forecast sales and purchases).

c Price risk

The Company’s investments are susceptible to market price risk arising from uncertainties about future values
of the investment securities. These securities are quoted and unquoted. The Company manages the price
risk through diversification and by placing limits on individual and total equity/mutual fund instruments. Further,
the price risk is also mitigated by switching the investment portfolio between investment in equity/mutual
fund instruments and investments in bank deposits. Reports on the investment portfolio are submitted to the
Company’s senior management on a regular basis. The Company’s Board of Directors reviews and approves all
equity investment decisions. The Company is not currently exposed significantly to such risk.

II Credit risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily
trade receivables and contract assets) and from its investing activities, including deposits with banks, loans to
related parties and investment at amortised cost.

Trade receivables and contract assets

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
However, management also considers the factors that may influence the credit risk of its customer base,
including the default risk of the industry and country in which customers operate.

A default on a financial asset is when the counterparty fails to make contractual payments when they fall due.

This definition of default is determined by considering the business environment in which Company operates and
other macro-economic factors.

Credit quality of a customer is assessed based on its credit worthiness and historical dealings with the Company,
market intelligence and goodwill. Outstanding customer receivables are regularly monitored. The Company
does not have a high concentration of credit risk to a single customer forming part of a Company exceeding 10%
of company revenue. While cash and cash equivalents are also subject to the impairment requirements of Ind
AS 109, the Company has not identified impairment loss in view of banks having high credit rating. In respect of
security deposits and other financial assets, the risk of financial loss on account of credit risk is not expected to
be material to the financial statements.

Credit risk arises from the possibility that customer will not be able to settle their obligations as and when agreed.
To manage this, the Company periodically assesses the financial reliability of customers, taking into account
the financial condition, current economic trends, analysis of historical bad debts, ageing of accounts receivable
and forward looking information. Individual credit limits are set accordingly. The Company has a detailed review
mechanism of overdue customer receivables at various levels within the organisation.

To measure the expected credit losses, trade receivables and contract assets have been grouped based on
shared credit risk characteristics and the days past due. The provision matrix takes into account a continuing
credit evaluation of Company’s customers’ financial condition; aging of trade accounts receivable; the value and
adequacy of security received from the customers in certain circumstances (if any); the Company’s historical
loss experience; and adjustment based on forward looking information The contract assets relate to unbilled
work in progress and have substantially the same risk characteristics as the trade receivables for the same types
of contracts. The Company has therefore concluded that the expected loss rates for trade receivables are a
reasonable approximation of the loss rates for the contract assets.

The expected loss rates are based on the payment profiles of sales over a period of 60 months before the
reporting date and the corresponding historical credit losses experienced within this period. The historical loss
rates are adjusted to reflect current and forward-looking information on macroeconomic factors affecting the
ability of the customers to settle the receivables. The Company has identified the macroeconomic factors of the

countries in which it sells its goods and services to be the most relevant factors, and accordingly adjusts the
historical loss rates based on expected changes in these factors.

Impairment losses on trade receivables and contract assets are presented as net impairment losses. Subsequent
recoveries of amounts previously written off are credited against the same line item.

Bank deposits and other financial instruments

Credit risk from balances with banks, mutual funds and other financial instruments like derivative contracts
are managed by the Company’s treasury department in accordance with the Company’s policy. Investments of
surplus funds are made only with approved counterparties having a good market reputation and within credit
limits assigned to each counterparty. The limits are set to minimise the concentration of risks and therefore
mitigate financial loss through counterparty’s potential failure to make payments.

The Company’s maximum exposure to credit risk for bank balances and deposits as at March 31,2026 and
March 31, 2025 is the carrying amounts as disclosed in note 13, maximum exposure relating to financial
guarantees is disclosed in note 31 (A) and financial derivative instruments in notes 9(b) and 17 to the standalone
financial statements.

Loans to related parties

The Company considers the probability of default upon initial recognition of loan and whether there has been a
significant increase in credit risk on an ongoing basis throughout each reporting period. To assess whether there
is a significant increase in credit risk, the company compares the risk of a default occurring on the loan as at the
reporting date with the risk of default as at the date of initial recognition. It considers available reasonable and
supportive forwarding-looking information. Loss allowance recognised as at March 31, 2026 - Rs. 4.12 (March 31,
2025 - Rs. 4.12).

Debt instruments (excluding loans to related parties)

All of the entity’s debt instruments (preference shares and security deposits) at amortised cost are considered
to have low credit risk, and the loss allowance recognised during the period was therefore limited to 12 months’
expected losses. Management consider ‘low credit risk’ for listed instruments to be an investment grade credit
rating with at least one major rating agency. Other instruments are considered to have low credit risk when they
have a low risk of default and the issuer has a strong capacity to meet its contractual cash flow obligations in the
near term.

III Liquidity risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the
availability of funding through an adequate amount of committed credit facilities to meet obligations when
due and to close out market positions. Due to the dynamic nature of the underlying businesses, the Company
treasury maintains flexibility in funding by maintaining availability under committed credit lines.

The management monitors rolling forecasts of the Company’s liquidity position (comprising the undrawn
borrowing facilities below) and cash and cash equivalents on the basis of expected cash flows. This is generally
carried out at operating segments level in the Company in accordance with practice and limits set by the
Company. In addition, the Company’s liquidity management policy involves projecting future cash flows and
considering the level of liquid assets necessary to meet these and monitoring balance sheet liquidity ratios
against internal requirements.

(b) HEDGING ACTIVITIES AND DERIVATIVES

Cash flow hedges
Foreign currency risk

Foreign exchange forward contracts measured at fair value through OCI are designated as hedging instruments
in cash flow hedges of forecast sales in USD, EUR, GBP and forecast purchases in USD, JPY, GBP, EUR.

These forecast transactions are firm commitments and cover the Company’s expected future sales and future
purchases based on the orders received.

While the Company also enters into other foreign exchange forward contracts with the intention to reduce the
foreign exchange risk of expected sales and purchases, these other contracts are not designated in hedge
relationships and are measured at fair value through profit or loss.

The foreign exchange forward contract balances vary with the level of expected foreign currency sales and
purchases and changes in foreign exchange forward rates.

Majority of the derivative contracts mature within the next 12 months.

The cash flow hedges of the expected future sales and purchases were assessed to be highly effective and
following net unrealised gain/(loss) with a deferred tax asset/(liability) relating to the hedging instruments, is
included in OCI.

Explanations for variation more than 25%

Debt-Equity ratio - Debt-Equity ratio has been increased on account of additional short term borrowings taken during the year

Debt service coverage ratio - Debt service coverage ratio has increased by 59% on account of repayment of borrowings in the current
year

"Net profit after taxes Non-cash operating expenses like depreciation and other amortisations Interest other adjustments like loss on
sale of PPE etc.

"Interest and lease payments principal repayments

#Current and non current borrowings non-current lease liabilities current lease liabilities interest & lease payments paid
“Average of total current assets - total current liabilities
“‘Tangible Net Worth Total Debt Deferred Tax Liability

37 TRANSACTIONS WITH STRUCK OFF COMPANIES

There are no shares held in struck off companies. For the year ended March 31, 2026, and March 31, 2025 there are no
transactions with struck off companies and no balances are outstanding as on year end.

38 SHARE BASED PAYMENTS

Employees Stock Option Plan 2021 (ESOP 2021)

The Board of Directors and the shareholders of the Company approved Employee Stock Option Plan at their meeting
in January 2022. Pursuant to this approval, the Company instituted ESOP 2021 Plan in January 2022. The nomination
and remuneration committee of the Company administers this Plan. Each option carries with it the right to purchase
one equity share of the Company. The Options have been granted to employees of the Company and its subsidiaries
at an exercise price that is not less than the face value of shares as on date of grant of such option. Option granted
under ESOP 2021 shall vest not earlier than minimum period of 1 (One) year and not later than maximum period of 3
(Three) years from the date of grant. The vesting of the options is 33%, 33% and 34% of total options granted after end
of first, second and third year respectively from the date of grant. The maximum exercise period is 5 years from the
date of vesting.

Number and weighted average exercise prices of options granted, exercised and cancelled/lapsed during the
financial year:

The Company recorded an employee compensation cost of Rs. 4.50 (March 31,2025: Rs. 5.43) in the Standalone
Statement of Profit and Loss.

The expected price volatility is based on the historic volatility, adjusted for any expected changes to future volatility
due to publicly available information.

39 CAPITAL MANAGEMENT

The Company’s objective for capital management is to maximise long term shareholder value, safeguard business
continuity and support the growth of the Company. The Company determines the capital requirement based on annual
operating plans and long- term and other strategic investment plans. The funding requirements are met through
equity and operating cash flows generated. No changes were made in the objectives, policies or processes during
the years ended March 31,2026 and March 31, 2025. Capital represents equity attributable to equity holders of
the Company.

The Company monitors capital using a gearing ratio which is net debt/obligation dividend by total equity.

The Company’s policy is to keep the gearing ratio optimum.

40 EXCEPTIONAL ITEMS

Accounting policy

When the items of income and expense within profit or loss from ordinary activities are of such size, nature or
incidence that their disclosure is relevant to explain the performance of the Company for the period, the nature and
amount of such items are disclosed separately as exceptional item (loss)/gain.

41 OTHER STATUTORY INFORMATION

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against
the Company for holding any Benami property; under the Prohibition of Benami Property Transactions Act, 1988
(as amended from time to time) (formally the Benami Transaction (Prohibition) Act, 1988 (45 of 1988)) and Rules
made there under.

(ii) The Company does not have any charges or satisfaction which are yet to be registered with Registrar of
Companies (ROC) beyond the statutory period.

(iii) The Company has not traded or invested in Crypto currency or Virtual Currency during the current or previous
financial year.

(iv) The Company has not made any such transaction which is not recorded in the books of accounts that has been
surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such
as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

(v) The Company has not been declared wilful defaulter by any bank or financial institution or government or any
government authority.

(vi) The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible
assets or both during the current or previous year.

(vii) The borrowings obtained by the Company from banks and financial institutions have been applied for the
purposes for which such loans were was taken.

(viii) Other than as disclosed in Note 31(B), the Company has not advanced or loaned or invested funds (either
borrowed funds or share premium or any other sources or kind of funds) to any other person or entity, including
foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the
intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on
behalf of the Company (Ultimate Beneficiaries); or

(b) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.

(ix) The Company has not received any funds from any person or entity, including foreign entities (Funding Party) with
the understanding (whether recorded in writing or otherwise) that the Company shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on
behalf of the Funding Party (Ultimate Beneficiaries); or

(b) provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.

(x) The Company has complied with the number of layers prescribed under the Companies Act, 2013, read with the
Companies (Restriction on number of layers) Rules, 2017.

(xi) The Group, as defined in the Reserve Bank of India (Core Investment Companies) Directions, 2025 has 1 (One)
Core Investment Company as part of the Group.

42 COMPLIANCE WITH SECTION 143 (3) FOR MAINTENANCE OF BOOKS OF ACCOUNT

With effect from August 5, 2022, the Ministry of Corporate Affairs (MCA) has amended the Companies (Accounts)
Rules, 2014, relating to maintenance of electronic books of account and other relevant books and papers. Pursuant to
this amendment, the Company is required to maintain the books of account which are accessible in India at all times
and their backup is to be kept on servers located in India on a daily basis.

The Company has a process to take daily back-up of books of account maintained in electronic mode and along with
the logs of the back-up of such books of account.

43 COMPLIANCE WITH SECTION 143 (3) FOR AUDIT TRAIL

The Company maintains its books of account using multiple accounting software that is equipped with an audit trail
facility. The audit trail feature was operational throughout the year and has been enabled for all relevant transactions
recorded in the software. However, the audit trail feature:

i. For one accounting software audit trail at application layer was not enabled till May 22, 2025 and audit trail at the
database level does not capture pre-modified values;

ii. For one accounting software audit trail was not enabled at database layer till June 30, 2025 and thereafter audit
trail at the database level does not capture pre-modified values.

No instances of tampering with the audit trail feature were identified in respect of any of the accounting software
reviewed. With regard to prior periods, the audit trail has been preserved in accordance with statutory record retention
requirements, to the extent it was enabled and recorded in the respective years.

44 CHANGES IN GROUP STRUCTURE

(a) The Company had entered into a Share Purchase Agreement ("SPA") and a Shareholders Agreement ("SHA") on
February 06, 2024 with TSA Process Equipments Private Limited (TSA) and its shareholders to acquire 51% equity
shares in TSA subject to certain conditions precedents to the SPA. The Company had completed the acquisition
of 51% equity shares in TSA for a consideration of Rs. 71.14 subject to certain adjustments with effect from

April 19, 2024 (date of acquisition). The shareholders of TSA (NCI of the subsidiary) have put option for selling
balance stake of 49% to the Company at a value to be determined as per the terms of Shareholders Agreement.

TSA Process Equipments Private Limited is engaged in the business of developing, designing, supplying,
installing and commissioning of complete turn-key solutions for varied water treatment and distribution needs for
high purity plants, reverse osmosis plants, demineralisation plant and sterile ultrafiltration plant of any capacity.
With the acquisition of 51% equity stake in TSA, it has become a subsidiary of the Company with effect from the
closing date, enabling the Company to take advantage of emerging opportunities in high purity water solutions.

(b) In the previous year, the Company had entered into Share Purchase Agreement ("SPA") with Buildtech Products
India Private Limited (“Buildtech”) and its Promoters on October 25, 2024 for acquiring 100% of the equity share
capital of Buildtech. Buildtech is engaged in manufacturing admixtures, accelerators and capsules used in
tunnels, infrastructure and railway projects. The Company has completed the acquisition of 100% equity share
capital of Buildtech on December 17, 2024 (i.e., the closing date), for a cash consideration of Rs. 77.20 subject to
completion of certain conditions precedent mentioned in the SPA. Accordingly, Buildtech has become a wholly
owned subsidiary of the Company.

The Board of Directors of the Company, at its meeting held on October 17, 2025, approved a Scheme of Merger
by Absorption of Buildtech, with and into the Company, subject to requisite approvals from the Hon’ble National
Company Law Tribunal and other regulatory authorities, as may be required. The merger shall be accounted
for as a common control business combination in accordance with Appendix C to Ind AS 103 - "Business
Combinations". The Scheme will not have any impact on the consolidated financial statements of the Company
and will not result in any change in its shareholding pattern or control.

47 Previous period figures have been regrouped/reclassified to conform to current year’s classification.
These mainly include:

(c) In the previous year, on March 10, 2025, Thermax Chemical Solutions Private Limited (TCSPL), a wholly owned
subsidiary of the Company, entered into a Share Subscription and Shareholders Agreement with Oswaldo Cruz
Qufmica Industria E Comercio LTDA, Brazil (OCQ). The newly formed entity, Fortmax Chemicals India Private
Limited (FCIPL) will engage in the manufacturing, trading, marketing, and sale of specialty chemicals and
products within the Permitted Territories. TCSPL will hold a majority stake of 51% in the new company, while OCQ
will hold the remaining 49%. On April 11, 2025, FCIPL has been incorporated with Authorised Share Capital of
Rs. 15 and paid-up capital of Rs. 4.59.

(d) During the year, the Company subscribed to its entitlement in a rights issue offered by its subsidiary, Thermax
Bioenergy Solutions Private Limited (TBSPL). Pursuant to the allotment, the Company’s shareholding in TBSPL
increased from 65% to 76.97%. On August 13, 2025, the Company entered into a Share Purchase Agreement
with Everenviro Resource Management Private Limited to acquire the balance 23.03% shareholding in TBSPL.
Pursuant to the completion of this transaction, TBSPL has become a wholly owned subsidiary of the Company
effective August 20, 2025.

(e) February 27, 2026, the Company has entered into a Share Subscription and Share Purchase Agreement and
a Shareholders’ Agreement with ExactSpace Technologies Private Limited (ExactSpace), its Promoters and
existing investors to acquire an additonal stake 35.83% (on a fully diluted basis) in ExactSpace. Accordingly, upon
completion of the transaction dated April 09, 2026, ExactSpace has become a subsidiary of the Company.

45 All amounts disclosed in the financial statements and notes have been rounded off to the nearest crore as per the
requirement of Schedule III, unless otherwise stated. Amounts below rounding off norm followed by the Company are
disclosed as “0”.

46 OTHER ACCOUNTING POLICIES

Interest Income

For all debt instruments measured at amortised cost, interest income is recorded using the effective interest rate
(EIR). EIR is the rate that exactly discounts the estimated future cash payments or receipts over the expected life of
the financial instrument or a shorter period, where appropriate, to the gross carrying amount of the financial asset
or to the amortised cost of a financial liability. Interest income is included in finance income in the Statement of profit
and loss.

Dividend

Dividend is recgonised when the Company’s right to receive the payment is established.

Rental income

Rental income from operating leases (net of any incentives given to the lessee) is recognised on a straight-line basis
over the lease term.