Your Directors are pleased to present the Sixty Sixth Annual Report and the Company's audited financial statements for the
financial year ended 31 March 2026.

FINANCIAL RESULTS

The Company's financial performance for the year ended 31 March 2026 is summarised below:

(I in Crore)

OPERATIONAL REVIEW

Your Company reported a strong performance during
FY 2025-26 across its key business divisions. Your Company
ended the year with standalone revenue from operations
of H 2,665.32 crore over previous year corresponding figure
of H 2,528.82 crore registering a growth of 5.40%. This
resulted in profit before tax of H 466.25 crore in FY 2025-26
against H 426.83 crore in FY 2024-25, registering a growth
of around 9.23%.

BUSINESS PERFORMANCE AND STRATEGIC
DEVELOPMENTS

During the year under review, the Company continued
to reinforce its position as a leading integrated packaging
solutions provider through strategic capacity expansion,
portfolio diversification, operational excellence, and
sustainability-driven initiatives across its businesses.

A key strategic milestone during the year was the Company's
entry into the aluminium cans segment through the
establishment of a greenfield manufacturing facility in Uttar
Pradesh. The project envisages an overall aluminium beverage
can manufacturing capacity of 1.6 billion cans per annum and
represents an important step in the Company's long-term
growth and diversification strategy. Upon commencement of
commercial operations, the project is expected to significantly

broaden the Company's packaging portfolio, strengthen its
presence in the rapidly growing beverage packaging market,
and enhance its capability to offer end-to-end packaging
solutions to customers across sectors.

The Company's commitment to responsible sourcing,
governance, and sustainable business practices received
external recognition during the year. The Company was
honoured by Gain Skills Business Media for excellence
in Sustainable Procurement Initiative and Procurement
Governance Practices. In addition, the Company was
conferred the "Sustainable Organisation of the Year 2025"
award by UBS Forum, acknowledging its continued focus
on environmental, social, and governance excellence.

AGI Glaspac

AGI Glaspac achieved significant progress in its expansion
initiatives during the year. The greenfield container glass
manufacturing project in Madhya Pradesh advanced
substantially, with land acquisition completed and civil
construction activities progressing as planned. The project
is scheduled for commissioning in March 2027 and will add
500 tonnes per day (TPD) of capacity. Upon completion, it
is expected to increase the Company's overall container
glass manufacturing capacity by approximately 25% while
improving access to key consumption markets across India.

In addition, debottlenecking and brownfield expansion
initiatives were successfully implemented across existing
facilities, resulting in an increase in container glass capacity
from 1,850 TPD to 1,900 TPD and specialty glass capacity
from 154 TPD to 200 TPD.

Further strengthening its sustainability credentials, the
Bhongir Commercial and Specialty Plants secured the Water
Positive Aspiring Certification from the Confederation
of Indian Industry (CII) under the Water Neutrality and
Positivity Framework aligned with NITI Aayog guidelines.

AGI Glaspac was also certified as a Great Place to Work®
for the fifth consecutive year, reflecting sustained efforts
towards fostering an inclusive, people-centric, and high-
performance workplace culture.

AGI Clozure

AGI Clozure continued to consolidate its leadership position
in the premium and security closures segment through
investments in advanced manufacturing technologies.
These included IoT-enabled production systems, vision-
based quality inspection mechanisms, and enhanced
decoration capabilities, enabling improved operational
efficiency and faster response to evolving customer needs.

The business also expanded its portfolio of wooden caps
and specialty closures into new application categories,
supported by a strong pipeline of patents and design
registrations. These initiatives further strengthened its
innovation-led differentiation and market competitiveness.

AGI Plastek

AGI Plastek continued to advance its sustainability agenda
through the development and commercial scale-up of
recycled PET (rPET) packaging solutions. During the year,
the business introduced 100% rPET bottles and hybrid
packaging formats combining recycled and virgin materials,
thereby supporting circular economy objectives and
reducing environmental impact.

The business also deepened engagement with key
customers through the supply of rPET-based packaging
solutions across multiple product formats. These initiatives
contributed to reducing virgin plastic consumption while
reaffirming the Company's commitment to sustainable
innovation, responsible manufacturing, and customer-
focused growth.

CHANGE IN THE NATURE OF BUSINESS

There was no change in the nature of business of the
Company during the year.

SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE
COMPANIES

As of 31 March 2026, the company has two (2) subsidiaries,
including one (1) foreign subsidiary. The Company had no
Joint Venture or Associate Company during the year under
review.

The Board of Directors reviewed the affairs of the
subsidiaries. In accordance with Section 129(3) of the
Companies Act, 2013 ("Act"), the consolidated financial
statements of the Company and all its subsidiaries have
been prepared, which form part of the Annual Report.
(please refer to the consolidated financial statements
section of the Annual Report). Further, a statement
containing the salient features of the financial statements
of the Company's subsidiaries in the prescribed format
AOC-1 forms part of the consolidated financial statements
and hence not repeated here for the sake of brevity. The
statements provide the details of performance, financial
positions of each of the subsidiaries. In accordance with
Section 136 of the Act, the audited financial statements,
including the consolidated financial statements and related
information of the Company and audited accounts of each
of its subsidiaries are available on Company's website
www.agigreenpac.com. These documents will also be
available for inspection in the Investor Relations section of
the Company's website.

The policy for determining material subsidiaries may be
accessed on the Company's website at the link:Material
Subsidiary Policy

DIVIDEND

Your Directors have recommended a dividend of
H 7/- (i.e. 350%) per equity share (last year H 7/- (i.e. 350%)
per equity share on each equity share of face value H 2/-
for the financial year ended 31 March 2026, amounting to
H 45.29 crore subject to deduction of income tax at source,
as applicable. The dividend payout is subject to approval of
members at the ensuing Annual General Meeting ("AGM")
of the Company.

The dividend will be paid to those shareholders whose
names appear in the Register of Members/List of Beneficial
Owners (as furnished by National Securities Depository
Limited and Central Depository Services (India) Limited) as
on 15 September 2026.

TRANSFER TO RESERVES

The Board proposes not to transfer any amount out of the
profit for the year under review to the general reserve.

DEPOSITS

Your Company has not accepted any deposits within the
meaning of Section 73 of the Act and as such no amount of
principal or interest on public deposits was outstanding as
on the Balance Sheet date.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

In accordance with the provisions of the Act and Articles
of Association of the Company, Mrs. Sumita Somany
(DIN: 00133612), Director of the Company, retires by
rotation at the ensuing AGM and being eligible, offers
herself for re-appointment.

Accordingly, as on 31 March 2026, there were eight (8)
Directors on the Board of your Company, consisting of
four (4) Independent Directors, three (3) Non-Executive
Directors and One (1) Executive Director as Chairman and
Managing Director (CMD) of the Company.

Pursuant to the provisions of Section 203 of the Act,
the Key Managerial Personnel of the Company as on
31 March 2026 were:

(i) Mr. Sandip Somany, Chairman and Managing Director;

(ii) Mr. Rajesh Khosla, Chief Executive Officer;

(iii) Mr. Om Prakash Pandey, Chief Financial Officer; and

(iv) Mr. Ompal, Company Secretary.

AUDITORS AND AUDITORS' REPORTS
Statutory Auditors

At the 62^nd AGM of the Company held on 22 September
2022, the members approved the re-appointment of
M/s. Lodha & Co LLP, Chartered Accountants, as statutory
auditors of the Company having Firm's Registration
No. 301051E/E300284 to hold the office till conclusion
of 67^th AGM of the Company.

The notes on financial statements referred to in the
Auditors' report are self-explanatory and therefore do not
require any further comments.

There was no instance of fraud during the year under
review, which required the Statutory Auditors to report to
the Audit Committee and/or Board under Section 143(12)
of the Act and the rules made thereunder. The Auditors'
report does not contain any qualifications, reservations or
adverse remarks.

Secretarial Auditor

At the 65^th AGM of the Company held on 29 August 2025,
the shareholders approved the appointment of M/s. DMK
Associates, Company Secretaries, (FRN P2006DE003100)

as the Secretarial Auditors of the Company for a period of
(five) 5 consecutive years i.e. from FY 2025-26 to FY 2029-30.

The Secretarial Audit Report in Form No. MR-3 for the
financial year 2025-26 is enclosed as Annexure A to this
Report.

There has been no qualification, reservation, adverse
remark or disclaimer given by the Secretarial Auditors in
their Report.

CONSERVATION OF ENERGY, RESEARCH AND
DEVELOPMENT, TECHNOLOGY ABSORPTION,
FOREIGN EXCHANGE EARNINGS AND OUTGO

The details pertaining to conservation of energy, research
and development, technology absorption, foreign
exchange earnings and outgo as prescribed under Section
134(3)(m) of the Act read with the Companies (Accounts)
Rules, 2014 are enclosed as Annexure B to this Report.

SHARE CAPITAL

During the year under review, there was no change in the
equity share capital of the Company. The paid-up Equity
Share Capital as on 31 March 2026 was H12.94 crore.

CREDIT RATINGS

During the year under review, the credit ratings of the
Company was reviewed by CARE Ratings Limited. A
detailed note on the credit ratings of the Company is
provided in the Corporate Governance Report section
of this Report.

INVESTOR EDUCATION AND PROTECTION FUND
(IEPF)

Please refer notes on IEPF as mentioned in Notice of
ensuing AGM which forms part of this Annual Report.

ANNUAL RETURN

In accordance with Section 134(3)(a) of the Act, the
Annual Return as on 31 March 2026, as required under
Section 92(3) of the Act and prepared in prescribed
format (MGT-7), which will be filed with the Registrar of
Companies, is hosted on the Company's website i.e.
www.agigreenpac.com.

MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

Management Discussion and Analysis Report for the year
under review, as stipulated under Regulation 34(2)(e) of
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("Listing Regulations"), is presented in a
separate section forming part of this Annual Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

Pursuant to Regulation 34(2)(f) of the Listing
Regulations read with and SEBI's Master Circular No.
SEBI/HO/49/14/14(7)2025-CFD-POD2/I/3762/2026
dated 30 January 2026, your Company has provided the
prescribed disclosures in new reporting requirements on
Environmental, Social and Governance ("ESG") parameters
called the Business Responsibility and Sustainability
Report ("BRSR") which includes performance against the
nine principles of the National Guidelines on Responsible
Business Conduct and the report under each principle
which is divided into essential and leadership indicators.
Please refer BRSR which forms part of this Annual Report.

CODE FOR PREVENTION OF INSIDER TRADING

Your Company has adopted a Code of Conduct to regulate,
monitor and report trading by designated persons and their
immediate relatives ("Code") 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 structured digital
database ("SDD"), mechanism for prevention of insider
trading and handling of UPSI, and the process to familiarize
with the sensitivity of UPSI. To increase awareness on
the prevention of insider trading in the organisation and
to help the Designated Persons to identify and fulfill
their obligations, regular training has been imparted
to all designated persons by the Company. During the
year under review there has been due compliance with
the said code.

DIRECTORS' RESPONSIBILITY STATEMENT

Your Directors in terms of Section 134(3)(c) of the Act state
that:

a) in the preparation of the annual accounts for the year
ended 31 March 2026, the applicable accounting
standards read with requirements set out under
Schedule III to the Act, had been followed and there
are no material departures from the same;

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

c) the Directors had taken proper and sufficient care
for the maintenance of adequate accounting records
in accordance with the provisions of the Act for

safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;

d) the Directors had prepared the annual accounts on a
'going concern' basis;

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

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

CORPORATE GOVERNANCE

The report on Corporate Governance as stipulated under
Listing Regulations forms an integral part of this Report.
The requisite certificate from the Secretarial Auditors of
the Company, confirming compliance with the conditions
of corporate governance is attached to the report on
Corporate Governance.

CONTRACTS OR ARRANGEMENTS WITH
RELATED PARTIES

All contracts/arrangements/transactions entered by the
Company during the financial year with related parties were
in the ordinary course of business and at arm's length basis.
The disclosure in Form AOC-2 is appended as Annexure C
to this report.

The policy on materiality of related party transactions and
dealing with related party transactions as approved by the
Board may be accessed on the Company's website at the
link:Related Party Transaction Policy

Your Directors draw attention of the members to Note no.
54 to the standalone financial statements which set out
related party disclosures.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has a Corporate Social Responsibility
Committee ("CSR Committee") in place as per the
provisions of Section 135 of the Act. The CSR Committee
comprising of Mr. Anil Wadhwa as Chairman and Mr. Sandip
Somany, Mrs. Sumita Somany and Mr. Rakesh Sarin as other
members of the Committee.

The Company's Corporate Social Responsibility Policy (CSR
Policy), duly approved by the Board, indicates the activities
to be undertaken by the Company to fulfil the expectations
of our stakeholders and to continuously improve our social,
environmental and economic performance while ensuring
sustainability and operational success of our Company.
The Company would also undertake other need-based
initiatives in compliance with Schedule VII to the Act.

The guiding principles for all CSR initiatives of the Company
are as follows:

• Establishing a guideline for compliance with the provisions
of Regulations to dedicate a percentage of the Company's
profits for social projects;

• Ensuring the implementation of CSR initiatives in letter
and spirit through appropriate procedures and reporting;
and

• Creating opportunities for employees to participate in
socially responsible initiatives.

The CSR Policy may be accessed on the Company's website
at the link:Corporate Social Responsibility Policy

The Annual Report on CSR Activities for the financial year
2025-26 is enclosed as Annexure D to this report.

NUMBER OF BOARD MEETINGS

During the year under review, five (5) Board Meetings
were convened and held. For further details, please refer
Report on Corporate Governance which is forming part
of this Annual Report. The intervening gap between two
consecutive meetings was not exceeding the period
prescribed under the Companies Act, 2013.

AUDIT COMMITTEE

The Audit Committee comprises four (4) members, three
(3) of them are being Independent Directors and one (1) is
Non-Executive Non-Independent Director. Mr. Rakesh Sarin
(Independent Director) is the Chairman of the Committee.

For further details, please refer Report on Corporate
Governance which is forming part of this Annual Report.

All the recommendations made by the Audit Committee
were accepted by the Board.

DISCLOSURE UNDER SECRETARIAL STANDARDS

The Directors state that the Company has complied with
all the applicable Secretarial Standards issued by the
Institute of Company Secretaries of India. The details with
respect to the composition, terms of reference, number
of meetings held, etc. of the statutory committees of the
Board of Directors are included in the Report on Corporate
Governance, which is forming part of this Annual Report.

VIGIL MECHANISM (WHISTLE BLOWER) POLICY

The Company has in place a Whistle Blower Policy to
establish a vigil mechanism for Directors/Employees and
other stakeholders of the Company to report concerns
affecting the smooth and efficient running of operations
of the Company. This Policy documents the Company's
commitment to maintain an open work environment in
which employees, consultants and contractors are able

to report instances of unethical or undesirable conduct,
actual, suspected fraud or violation of the Company's Code
of Conduct.

The Vigil Mechanism (Whistle Blower) Policy is available on
Company's website at the link: Vigil Mechanism (Whistle
Blower) Policy.

NOMINATION AND REMUNERATION POLICY

The Company has in place a Nomination and
Remuneration Policy for appointment of Directors, Key
Managerial Personnel, Senior Management and fixation
of their remuneration, including criteria for determining
qualifications, positive attributes, independence of a
director and other matters as per the Act and Listing
Regulations.

The Remuneration Policy is available on Company's website
at the link:Nomination and Remuneration Policy.

DIVIDEND DISTRIBUTION POLICY

The Company has in place a Dividend Distribution Policy
as per Regulation 43A of Listing Regulations. The policy
was adopted to set out the parameters that will be taken
into account by the Board in determining the distribution of
dividend to its shareholders and/or retaining profit earned
by the Company. The Policy is hosted on Company's
website at the link:Dividend Distribution Policy.

PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS

Particulars of loans, guarantees and investments covered
under Section 186 of the Act forms part of the notes to the
standalone financial statements (Please refer Note Nos. 7,
8, 13, 17 and 61).

PARTICULARS OF EMPLOYEES

Information required as per Section 197(12) of the Act
read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014 is
enclosed as Annexure E to this Report.

Disclosures relating to remuneration and other details
as required under Section 197(12) of the Act read with
Rules 5(2) and 5(3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, a
statement showing the names and other particulars of the
employees drawing remuneration in excess of the limits set
out in the said rules are available with the Company. Having
regard to the provisions of the first proviso to Section
136(1) of the Act, the Annual Report excluding the aforesaid
information is being sent to the members of the Company.
Any member interested in obtaining such information may
write to the Company Secretary of the Company.

INTERNAL CONTROLS

The Company is committed to ensuring an effective internal
control environment that provides, inter alia, an assurance
on the orderly and efficient conduct of operations, security
of assets, prevention and detection of frauds and errors,
accurate and timely completion of accounting records and
timely preparation of reliable financial information. The
Company has an internal control system, commensurate
with the size, scale and complexity of its operations. The
Company uses SAP - a well-accepted Enterprise Resource
Planning (ERP) system to record data for accounting,
consolidation, and management information purposes and
connects to different locations for efficient exchange of
information.

The Audit Committee of the Board of Directors, reviews
the effectiveness of the internal control system across
the Company including annual plan, significant audit
findings, adequacy of internal controls and compliance
with accounting policies and regulations. The Company's
internal control system is monitored by independent
consultants and supplemented by in-house Internal
Audit Division.

INTERNAL FINANCIAL CONTROLS

In line with best practices applicable to organisations of
a similar size, nature and complexity, the Company has
adequate Internal Financial Controls System which ensures
that all transactions are authorized, recorded, and reported
correctly in a timely manner. The Company's Internal
Financial Controls are designed to provide reliable financial
information and to comply with applicable accounting
standards.

RISK MANAGEMENT

The Board of Directors of the Company has constituted 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. The major risks identified by
the businesses and functions are systematically addressed
through mitigating actions on a continuing basis. The
Company has also adopted a Risk Management Policy
which establishes various levels of accountability and
overview within the Company.

DISCLOSURE UNDER SEXUAL HARASSMENT
OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION AND REDRESSAL) ACT, 2013

The Company has in place a Prevention of Sexual
Harassment Policy in compliance with the requirements of
the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013. The Company always

endeavors to create and provide an environment that is
free from discrimination and harassment including sexual
harassment. The Internal Complaints Committee (ICC) has
been constituted to redress complaints regarding sexual
harassment, if any.

The Directors further state that during the year under
review, there were no complaints filed pursuant to the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.

DISCLOSURE UNDER MATERNITY BENEFIT
ACT, 1961

The Company has complied with the applicable provisions
relating to the Maternity Benefit Act, 1961 and the rules
made thereunder, for the year under review, including all
applicable obligations relating to maternity benefits for
eligible employees.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received necessary declarations from
all the Independent Directors confirming that they meet
the criteria of independence as prescribed under Section
149(6) of the Act and Listing Regulations. In the opinion
of the Board, they fulfil the conditions of independence
as specified in the Act and Listing Regulations and are
independent of the management.

The Independent Directors of the Company are persons
of integrity and comprise of appropriate skills/expertise/
competencies (including proficiency) and have rich and
varied experience in diversified domains for effective
functioning of the Board of Directors of the Company.

BOARD EVALUATION

The Board of Directors and Nomination and Remuneration
Committee reviewed the performance of the individual
Directors on the basis of the criteria and framework adopted
by the Board. In addition, the performance of Board as a
whole and committees were evaluated by the Board after
seeking inputs from all the Directors on the basis of various
criteria.

In a separate meeting of Independent Directors,
performance of Non-Independent Directors, performance
of Board as a whole and performance of the Chairman was
evaluated, taking into account the views of the Executive
Directors and Non-executive Directors. The evaluation
process has been explained in the Corporate Governance
Report section of this Annual Report.

TRAINING OF INDEPENDENT DIRECTORS

The details of programmes conducted for familiarization
of Independent Directors with the Company, nature of the
industry in which the Company operates, business model
of the Company, recent amendments/notifications etc.

has been uploaded on the Company's website at the link:
Familiarization of Independent Directors.

For further details, please refer Report on Corporate
Governance which is forming part of this Annual Report.

CYBER SECURITY

In view of increased cyberattack scenarios, the cyber
security maturity is reviewed periodically and the processes
and technology controls are being enhanced in line with
evolving 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.

GENERAL

Your Directors state that no disclosure or reporting is
required in respect of the following items as there were no
transactions on these items during the year under review:

1. Revision of financial statement or the Report.

2. Issue of equity shares with differential rights as to
dividend, voting or otherwise.

3. Issue of shares (including sweat equity shares) to
employees of the Company under any scheme.

4. No significant or material orders were passed by the
Regulators or Courts or Tribunals which impact the
going concern status and Company's operations in
future.

5. The Company was not required to maintain cost
records as specified in Section 148(1) of the Companies
Act, 2013.

6. Neither any application was made nor any proceeding
is pending against the Company under the Insolvency
and Bankruptcy Code, 2016.

7. The Company has not defaulted in the repayment of
loans to the Banks or Financial Institutions. Accordingly,
disclosure relating to one-time settlement with the
Banks or Financial Institutions is not applicable.

8. Details of difference between amount of the Valuation
done at the time of One Time Settlement and the
Valuation done while taking loans from the Banks or
Financial Institution along with the reasons thereof.

9. Pursuant to the judgment dated 29 January 2025 of the
Supreme Court of India in the matter of Independent
Sugar Corporation Limited v. Girish Sriram Juneja & Anr.
and connected matters, the resolution plan submitted
by the Company for acquisition of Hindusthan
National Glass & Industries Limited (HNGIL) under the
Insolvency and Bankruptcy Code, 2016 has not been
upheld. The Review Petition, filed by the Company
against the findings made in the judgement dated
29 January 2025, has been dismissed by the Hon'ble
Supreme Court vide order dated 16 May 2025.

ACKNOWLEDGEMENT

Your Directors would like to express their appreciation for
assistance and co-operation received from the financial
institutions, banks, Government authorities, customers,
vendors and members during the year under review. Your
Directors also wish to place on record their deep sense of
appreciation for the committed services by all employees
of the Company.

For and on behalf of the Board of Directors

Place: Gurugram Sandip Somany

Date: 27 April, 2026 Chairman and Managing Director