Your Directors have pleasure in presenting the Fifty Fifth (55^th) Annual Report of Deepak Nitrite Limited ('DNL' or 'your Company' or 'the
Company') along with the Audited Financial Statements for the Financial Year ('FY') ended March 31, 2026. The Directors' Report has been
prepared on a standalone basis and the consolidated performance of the Company and its subsidiaries ('Deepak' or 'the Group') has been
referred to wherever required.

FINANCIAL RESULTS

Your Company's financial performance for the year ended March 31, 2026 is summarized below:

The global chemical industry continued to operate in a challenging
environment during FY 2025-26 characterized by persistent global
challenges, tariff war remaining at the forefront and uneven
recovery in demand. The environment further intensified in the
fourth quarter due to disturbance in the Middle East, following
which the industry witnessed unprecedented disruption in
established supply chains, challenges to logistics and freight
with the blocking of the Strait of Hormuz, leading to scarcity
in availability, volatility in prices of crude oil as well as related
feedstocks. Concurrently, as logistics disruptions persisted, both
suppliers and buyers identified new opportunities by swiftly
adapting and securing alternative channels.

While, Deepak's agile operations, deep penetration to customer
relationship, optimum plant utilisation, and emphasis on process
efficiencies allowed it to maintain reliability and deliver on customer
expectations. Strategic investments in process improvements, cost
control measures, and supply chain agility supported in achieving
resilient performance in highly challenging market conditions.

A key trend shaping the global chemical industry has been the
intensifying focus on sustainability, driving companies to invest
in areas leading to target-based, carbon footprint reduction,
adopt circular economy models, and transition to bio-based
feed stocks in response to evolving customer demands and
environmental regulations that are increasingly becoming more
stringent. Combined with moderate global economic growth, these
dynamics have created a challenging yet transformative period for
the industry.

The Company's execution track record, manufacturing expertise,
deep customer relationships, and commitment to value-added
chemistry positioned it to navigate these challenges. At the same
time, the Company remained alert to external pressures, including
raw material cost swings and tightening environmental norms,
responding with proactive sourcing diversification, operational
optimization, and enhanced customer focus. For India, these global
headwinds resulted in more or less stable domestic demand.

The year was also marked by significant shifts in global trade policy,
including the tariff measures announced by the U.S. administration,
which reshaped trade patterns across several industries, including
chemicals. While the direct impact on the Company's operations
remained limited due to its relentless focus on import substitution
opportunities, diversified product portfolio and balanced market

presence, these measures influenced global pricing, customer
procurement strategies and export competitiveness in certain
product segments. Indirectly, the evolving trade landscape
accelerated the realignment of global supply chains, reinforced
customers' efforts to diversify sourcing beyond traditional
manufacturing hubs, and further strengthened India's position
as a preferred and reliable manufacturing destination. These
developments also contributed to changes in competitive
intensity, demand patterns and investment decisions. Leveraging
its integrated manufacturing operations, Deepak remained agile
in responding to these evolving headwinds while continuing to
pursue sustainable growth opportunities across both domestic and
international markets.

Given this backdrop, DNL reported a resilient performance in
FY 2025-26. The Company faced subdued demand in select
agrochemicals product due to sluggish global and domestic
consumption, accompanied by pressure on realisation due to
sustained dumping by Chinese suppliers. Despite these headwinds,
Deepak ensured a concerted focus on capacity expansion, both
greenfield and brownfield, debottlenecking initiatives and R&D
investments, focusing on enhancing its portfolio of products,
registering better penetration towards geographies and customers.
The Company remains cautiously optimistic, citing opportunities
arising from stabilisation of global supply chains as well as fuel
supply and domestic demand.

During FY 2025-26, Deepak achieved a major milestone with
successful commissioning, stabilization and ramp-up of Deepak
Chem Tech's nitration and hydrogenation facilities at Dahej.
These projects enhance raw material security, reduce external
dependency, improve structural cost competitiveness and
strengthen our positioning as a deeply integrated chemical
manufacturer.

Another milestone added was commissioning of Deepak's Nitric
Acid plant, which has laid a foundation for all commissioning of
present and future nitration based products on a full sustainable
platform.

Looking ahead, Deepak's long-term growth remains anchored in
value chain integration and speciality chemical expansion. During
the year, Deepak witnessed a steady progress of its multipurpose
agrochemical intermediates and MIBC (Methyl Isobutyl Carbinol)
and MIBK (Methyl Isobutyl Ketone) projects, which are scheduled
for commissioning in Q2 of FY 2026-27.

The execution of a fully integrated polycarbonate facility, which
is a first for India, is on track. For this project, Deepak Chem
Tech Limited has entered into a strategic long-term agreement
to establish a dedicated on-site HyCO plant at its Dahej facility.
Under this 'Build-Own-Operate' model, the Operating Company
will manage the dedicated on-site infrastructure, allowing Deepak
to maintain a sharp focus on the polycarbonate resin project,
significantly enhancing execution visibility and reduce upfront
investment and supply chain resilience.

Against the backdrop of heightened geopolitical tensions, Deepak
continues to strengthen its competitive position through disciplined
execution and focused cost leadership initiatives. During FY 2025¬
26, Deepak undertook a comprehensive cost optimization program
aimed at improving product yields, enhancing energy efficiency
as well as increasing manufacturing productivity through digital
technological initiatives.

While geopolitical and macroeconomic uncertainties may continue
creating near-term volatility across global markets, Deepak strongly
believes that the industry is gradually moving beyond the most
disruptive phases of the cycle. Deepak is confident that its robust
domestic footprint, continuous innovation in speciality chemicals
and expansion initiatives, particularly the integrated value chain,
positions it favourably to capitalize on India's growing role in the
global chemical market.

On an overall basis, Deepak is now future ready:

i) having a solid integration story;

ii) strong R&D support out of recently commenced DRDC at
Savli, Vadodara;

iii) created a strong project and business team;

iv) strong and resilient business model.

PERFORMANCE REVIEW
Standalone

FY 2025-26 unfolded amidst a complex market landscape,
characterized by both challenges and strategic advancements.
Impact of deferred demand, volatile raw material costs and
a consistent dumping from China hampered its operational
performance. Despite these pressures, certain segments within the
Company's portfolio, notably dyes and pigments intermediates
among others, demonstrated resilience. This underscored the
strength of your Company's diversified product offerings and its
ability to navigate fluctuating market conditions.

During the year ended March 31, 2026, DNL's Total Revenue,
including Other Income, stood at 7 2,760 Crores. Despite operating
challenges, your Company strategically allocated resources to high-
demand applications while recovery in the agrochemical sector is
expected now. The Company leveraged its multi-purpose plants for
flexibility, ensuring efficient utilization of capacity. Throughout the
year, the commissioning of various debottlenecking initiatives led
to gains in production capacity for several key intermediates.

Simultaneously, the Company actively executed several key
initiatives aimed at securing long-term growth and enhancing its
market position. With the commitment to increased Research and
Development ('R&D') activity, a new R&D Centre is setup at Savli
near Vadodara. New Products in the area of Material Sciences are
also being considered based on core competencies of Deepak.

Looking ahead, DNL is strategically charting its path toward
becoming one of the most integrated and future-ready chemical
and petrochemical companies globally. The Company is

strengthening its foundation through expansion of its product
portfolio, deeper penetration into key markets, and consistent
growth across its core business segments, through new projects
being done by its subsidiary.

Innovation, sustainability, and customer-centricity remain core to
DNL's approach. By embedding these principles into its operations
and executing key strategic projects, the Company is well-
positioned to bridge global demand-supply gaps and emerge as a
preferred partner for international customers—driving long-term,
sustainable growth and industry leadership.

On performance front, your Company's EBITDA stood at 7 344
Crores vs 7 441 Crores in the previous year, Profit Before Tax
excluding Exceptional Item came in at 7 236 Crores, with Profit After
Tax (PAT) reaching 7 189 Crores. Depreciation and Finance Costs
amounted to 7 105 Crores and 7 4 Crores, respectively.

Domestic Revenue stood at 7 1,671 Crores, while Export Revenue
came in at 7 969 Crores, driven by targeted initiatives in favourable
markets. Your Company continued to prioritize wallet share
expansion and debottlenecking initiatives to enhance volumes
amid mixed industry sentiment.

Reinforcing its financial stability, credit rating agencies reaffirmed
DNL's ratings, citing its robust operational profile and diversified
product range. DNL's ability to sustain strong creditworthiness
despite market fluctuations underscored its disciplined financial
management and strategic resilience.

To meet evolving industry demands, the Company is actively
exploring new opportunities and adopting cutting-edge
technologies. These efforts are complemented by targeted
investments in capacity expansion and supply chain resilience,
ensuring the agility needed in a dynamic global environment.

DNL has successfully implemented SAP S4 HANA along with
various applications around Transport management, Customer
relationship management, Laboratory management, Weigh bridge
management, which has been a serious way forward towards
streamlining operations, improving inventory management,
easing out financial reporting and decision-making processes. This
integration of SAP S4 HANA and other applications as mentioned
above, enhances transparency, efficiency and transforms DNL into
a data-driven organization digitally.

Deepak Phenolics Limited

Deepak Phenolics Limited ('DPL'), a wholly owned material
subsidiary of your Company, is a cornerstone of India's phenolics
industry, headquartered in Vadodara, Gujarat. Since commissioning
its advanced manufacturing facility in Dahej, Gujarat, in November
2018, DPL has established itself as the country's leading producer
of Phenol, Acetone, Cumene, Alpha Methyl Styrene ('AMS') and
Isopropyl Alcohol ('IPA'). By leveraging locally sourced raw
materials like Benzene and Propylene, combined with an integrated

production setup, DPL ensures cost efficiency and operational
excellence.

During FY 2025-26, DPL recorded Revenue of 7 5,411 Crores
compared to 7 5,863 Crores in FY 2024-25 largely due to decline
in product prices. The Profit After Tax decreased by ~ 9% to
7 540 Crores in FY 2025-26 as compared to 7 591 Crores in
FY 2024-25. Profits include SGST remission from the Government
of Gujarat (Govt. Grant) and for FY 2025-26, the amount of SGST
remission was 7 102 Crores against FY 2024-25 amount of 7 161
Crores. Apart from the difference in this SGST remission, DPL
actually delivered similar performance compared to FY 2024-25
despite severe headwinds experienced during the year.

In terms of operations, DPL demonstrated remarkable resilience
with volumes surging by 7%, despite grappling with the challenge
of weak margin spread and industry-wide challenges related to
inventory destocking. Leveraging its excellent and integrated set
up and high utilization rates, DPL maintained its margins. DPL also
set new production records for Phenol, Acetone, AMS, Cumene
and IPA, driven by significant efficiency enhancements. The
debottlenecking project resulted in the enhanced production level
compared to the previous year.

Domestic demand of DPL's products grew, however at a lower
pace, compared to previous years. Phenol exhibited a modest 4%
demand growth whereas Solvents (Acetone and IPA) remained
nearly flat with bearish bias.

DPL continues to be favoured supplier to various end user
industries like - laminates, construction, pharma, paint, adhesive,
automobile, plastics etc. DPL's performance will be augmented
with further downstream products slated to be manufactured
by another Wholly Owned Material Subsidiary of DNL i.e. Deepak
Chem Tech Limited ('DCTL'), which is expected to result in stronger
integration and higher value creation for the Group.

Notable among these are the development of MIBC and MIBK, which
consumes Acetone captively to produce high-value derivatives for
applications in coatings, mining, and chemical synthesis. These
initiatives not only boost captive consumption but also improve
profitability by enhancing Solvent Product Basket.

DPL's Dahej facility is a model of modern industrial design,
characterized by a low thermal footprint and advanced automation.
Its ability to produce multiple products namely Phenol, Acetone,
Cumene, AMS and IPA under one roof provides flexibility and
economies of scale. In FY 2025-26, DPL's focus on efficiency was
evident in its record-breaking output, achieved through meticulous
process enhancements and a skilled workforce.

As of March 31, 2026, DPL stands as a resilient and agile entity within
the Group. Its ability to persistently achieve higher throughput, set
production records and maintain market share amid challenging
market dynamics underscores its operational strength. With

downstream projects like MIBC and MIBK being undertaken by
DCTL (a fellow subsidiary of DPL) gaining traction and infrastructure
enhancements progressing, DPL is deepening its role as a value-
added Phenolics producer. DPL's strategic initiatives and robust
financial health, positions it well to navigate the evolving chemical
landscape, delivering consistent value to its parent company and
its stakeholders.

The successful digitisation drive has streamlined DPL's operations,
improving inventory management, financial reporting and
decision-making processes. This technological upgrade enhances
transparency, efficiency and makes DPL a data-driven organization.

Deepak Chem Tech Limited

Deepak Chem Tech Limited ('DCTL'), another wholly owned
material subsidiary of DNL, is poised to capitalise on the thriving
opportunities in the Indian chemical industry in line with the
initiative, focusing on Advanced Intermediates and Speciality
Chemicals.

DCTL has been operating its fluorination facility for over two
years and is currently implementing modifications to the
Photochlorination facility to enable operation under a revised
process configuration. Simultaneously, modifications are also
underway at the Fluorination facility to support manufacturing of
additional products under the new product portfolio.

During the FY 2025-26, DCTL has commenced operations of various
facilities as under:

Nitric Acid

DCTL has successfully commissioned a large-capacity Nitric Acid
facility at Nandesari in the state of the Gujarat on December 4, 2025
with a capital expenditure of around F 515 Crores. Nitric Acid is
a key raw material for the nitration processes at both the parent
Company's Nandesari facility and DCTL's Dahej operations.

The said facility utilises state-of-the-art technologies, as well as
critical equipment supplied by globally renowned vendors.

Hydrogenation and Nitration Facilities

DCTL commenced multiple facilities for hydrogenation and
nitration processes during FY 2025-26.

The hydrogenation plant was commenced on September 26,
2025 with a capital expenditure of around F 115 Crores. Further,
nitration and 2^nd hydrogenation facilities, were commissioned on
January 19, 2026 at a capital expenditure of F 85 Crores.

Apart from the above, there are various large scale facilities under
implementation, such as -

MIBK & MIBC

DCTL is setting up facilities for manufacturing MIBK and MIBC at
Dahej in the state of Gujarat, through a multi-step hydrogenation

process using Acetone as feedstock. Acetone is produced by our
DPL at the same location. This forward-integration project will
strengthen domestic availability of these products, which are
currently mostly import-dependent.

Notably, Deepak has already started manufacturing MIBC at its
existing facilities in order to achieve approval of customers by
seeding its markets ahead of commissioning of larger MIBC plant.

Speciality Chemical Plants

DCTL is in the process of establishing two speciality chemical
plants at Dahejas a forward integration of its Hydrogenation
facilities. Major engineering and procurement activities have been
completed, and the plants are expected to be commissioned
during Q2 of FY 2026-27.

Polycarbonate (‘PC’) Project

PC is amongst the most versatile engineering polymer finding
extensive applications in the automotive segment including
electric mobility, electronics & electrical, construction, appliances,
medical devices, and other sunrise sectors such as aerospace,
aviation, drones etc. Local availability of PC will be essential for
growing India's manufacturing base.

PC is a natural choice to begin the downstream integration in
Phenolics value chain and aligns with Deepak's strategy to become
an integrated manufacturer of PC from the basic building blocks of
Benzene and Propylene.

DCTL is putting up an integrated Cumene to Polycarbonate
resin plant at Dahej, Gujarat, which will be India's first PC
manufacturing plant at an approximate capital expenditure of
F 11,500 Crores. This includes infrastructure capex also required for
the facility.

DCTL has entered into agreements with Trinseo Deutschland
Anlagengesellschaft mbH and Trinseo Europe GmbH for acquisition
of PC manufacturing assets including all proprietary equipment,
having a capacity of 165,000 Metric Tonnes and PC technology
license, respectively.

The PC manufacturing assets, presently at Stade, Germany, are
being dismantled and shall be relocated to India at Dahej. The
said agreement also provides Deepak with access to Trinseo's
trademark CALIBRE™ for PC resins. Domestic production, along
with CALIBRE™ trademark's established credibility will support an
accelerated approval cycle for new and existing consumers in India
where annual imports of PC and its compounds already account
for around 4,00,000 MT.

In order to support PC operations, DCTL will also manufacture
Phenol, Acetone and IPA with an additional investment of about
F 3,500 Crores. Phenol is used as a key raw material in pre-cursor
intermediate of PC. These capacities are over and above the existing
capacities of Phenol, Acetone and IPA being manufactured by DPL.

The new capacities of Phenol and Acetone would be ultimately
integrated to produce PC. Once the PC manufacturing project is
set-up, Deepak will be one of the most integrated producer of PC,
globally.

Further, to ensure consistent supply of critical raw material
for PC, DCTL has during FY 2025-26, entered into a strategic
long-term agreement for establishment of a dedicated onsite
HyCO plant at Dahej facility. Under this Build-Own-Operate (BOO)
model, the operating company, will own and operate the onsite
infrastructure, enabling Deepak to maintain focus on execution of
the Polycarbonate Resin Project while enhancing project visibility,
reducing upfront capital investment, and strengthening supply-
chain reliability.

For the purpose of supporting present and future manufacturing
facilities at Dahej, DCTL has invested in critical offsite and utility
infrastructure including boilers, turbines, tank farms, substations,
fire protection systems, effluent treatment plants (ETPs), and
associated utility facilities.

During FY 2025-26, DCTL reported a loss of F 63.75 Crores, compared
to a loss of F 45.02 Crores in the previous financial year. The loss
was owing to the fact that all operational expenses were charged to
Profit & Loss account while full blown operational advantages were
yet to be generated from projects commissioned being at initial
phases after commissioning. Consolidated Total Income for the
year stood at F 179.46 Crores, driven by Revenues from the sale
of products under Advanced Intermediates segment, along with
other income streams. Though modest, these figures represent the
initial phase of commercial operations and lay a strong foundation
for future revenue growth, especially as additional product lines
become operational.

Consolidated

FY 2025-26 presented a challenging operating environment
characterized by global disruption of critical fuel supply chain,
geopolitical instabilities, commodity price fluctuations, forex
volatility coupled with general industry downtrend and destocking
by application industries. These factors posed unprecedented
challenges to the Company's businesses and resultantly affected
the consolidated financial performance. However, Deepak's
unwavering commitment to operational excellence, asset
optimization, and disciplined business controls enabled it to
mitigate risks comparatively with better resilience.

Phenolics continued to be a major driver of consolidated revenue,
particularly in the production of Phenol, Acetone and IPA. Strong
and consistent domestic demand for Phenolics' products provided
operational stability and reinforced its strategic significance within
the Group. DPL's performance remains closely linked to the overall
growth trajectory of Deepak, highlighting its significant role in the
integrated value chain.

Despite market headwinds, the Company upheld its strong
financial standing, with credit rating agencies regularly assessing its
consolidated operations. While strategic capital expenditures may
temporarily impact credit metrics, the Company has historically
maintained a prudent financial structure with prudent debt
management. Its disciplined approach to financial management
and judicious investments continue to support its long-term
growth aspirations while ensuring financial stability.

As part of its commitment to sustained growth, significant strategic
investments were made during the year. Key initiatives included the
expansion of the fluorination plant, and establishment of a state-
of-the-art Research & Development centre. These investments are
aligned with Deepak's vision of enhancing supply chain resilience,
reducing import dependence and fostering technological
advancements to maintain its competitive edge.

In terms of financial performance, the Consolidated Total Income
for the year stood at F 7,947 Crores, down 5% compared to F 8,366
Crores in the previous year. EBITDA for the year amounted to
F 1,041 Crores, down 11% from F 1,176 Crores in FY 2024-25,
primarily due to compressed spread caused by higher input cost.

Despite industry-wide challenges such as inventory destocking
and sluggish demand in certain markets, Deepak proactively
expanded its customer base, explored new markets, and increased
market share. High utilization levels across key business segments,
particularly in Phenolics, further supported resilient performance.

Profit Before Tax (PBT) stood at F 770 Crores (excluding Exceptional
Item of F 13 Crores) compared to F 953 Crores in FY 2024-25, while
Profit After Tax (PAT) was F 551 Crores. Despite macroeconomic
uncertainties, Deepak showed comparatively resilient
performance with high level operational efficiency, and effective
cost management. Geographically, Domestic Revenues stood at
F 6,703 Crores, while Export Revenues stood at F 1,184 Crores.

Deepak continues to maintain a robust financial position, with
a Consolidated Net Worth of F 5,837 Crores as of March 31, 2026.
To enhance operational efficiencies and streamline processes,
Deepak has embarked on an extensive digital transformation
journey, including SAP implementation and enabled other
enterprise solutions. These digital initiatives are expected to drive
better operating decisions and improve overall performance.

Looking ahead, Deepak has outlined an ambitious project pipeline.
In the first phase, it is in the commissioning phase of various plants
as aforementioned, and in the second phase, Deepak is in the
process of implementing manufacturing facilities to manufacture
PC resins, Phenol-Acetone, and IPA. The commencement of a state-
of-the-art R&D center at Savli in Vadodara further underscores
dedication to innovation and global competitiveness. These
initiatives are expected to position Deepak for sustained long-term
growth and industry leadership.

Despite macroeconomic challenges, Deepak remains well-
prepared to balance short-term market pressures with long-term
strategic initiatives. Deepak's unwavering focus on innovation,
operational efficiency, and financial prudence will be instrumental
in navigating the evolving market landscape and delivering
consistent value to stakeholders.

DECLARATION AND PAYMENT OF DIVIDEND

The Board of Directors of your Company is pleased to recommend
a Dividend of 7 7.50 (Rupees Seven and Paisa Fifty only) per Equity
Share of face value of 7 2.00 (Rupees Two only) each i.e. 375%. The
total Dividend on 13,63,93,041 Equity Shares, if approved by the
Members at the 55^th Annual General Meeting, would involve a total
outgo amount of 7 102.29 Crores, resulting in a Dividend Payout of
54.15% of the Standalone Profit After Tax of the Company.

Pursuant to the provisions of the Income-tax Act, 2025, Dividend
income is taxable in the hands of the Members and the Company
is required to deduct tax at source (TDS) from the Dividend paid
to Members at the applicable rates prescribed under the said Act.

RECORD DATE

The Company has fixed Monday, July 27, 2026 as the “Record Date”
for the purpose of determining the entitlement of Members to
receive Dividend for FY 2025-26.

DIVIDEND DISTRIBUTION POLICY

Pursuant to Regulation 43A of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (“Listing Regulations”),
the Company has formulated and adopted a Dividend Distribution
Policy. The Dividend distribution policy is attached as Annexure-I
to the Corporate Governance Report and is also available on the
Company's website at https://www.godeepak.com/wp-content/
uploads/2023/11/DNL_Dividend-Distribution-Policy.pdf.

SHARE CAPITAL

The issued, subscribed and paid-up Equity Share Capital of the
Company as on March 31, 2026, is 7 27.28 Crores, comprising
13,63,93,041 Equity Shares of face value of 7 2.00 (Rupees Two only)
each.

The Company has not issued any Equity Shares during FY 2025-26.
There was no change in the Equity Share Capital of the Company
during FY 2025-26.

TRANSFER TO RESERVES

The Board of Directors has decided to retain entire amount of Profit
during FY 2025-26 appearing in the Statement of Profit and Loss
and no amount is proposed to be transferred to Reserves.

FINANCE

Your Company maintains a strategic focus on achieving a balanced
capital structure across its consolidated operations, emphasizing
efficient working capital management while adhering to stringent

criteria and maintaining a prudent level of debt. Through enhanced
working capital management practices, DNL carries a relatively
small and manageable debt load given its size for the fiscal year
under review, maintaining your Company's commitment to
financial prudence and operational excellence.

DNL leverages its strong credit ratings to secure cost-effective
financing, reducing borrowing expenses. A skilled team manages
foreign exchange exposure, ensuring currency risk mitigation and
financial stability. With low net debt and solid interest coverage,
the Company continues to demonstrate disciplined capital
management. Proactive financial strategies, has led to efficient
management of cash flows.

Overall, your Company remains positioned as a formidable
player in the industry, driven by a commitment to delivering
high-quality products supported by a robust product mix. ICRA
Limited's recent reaffirmation of your Company's strong credit
ratings, including [ICRA] AA for long-term and [ICRA] A1 for
short-term ratings, underscores confidence in your Company's
financial health.

Moreover, the stable outlook provided for DNL and its wholly
owned subsidiaries, Deepak Phenolics Limited and Deepak Chem
Tech Limited, reflects optimism regarding prospects. Similarly,
Deepak Phenolics was awarded [ICRA] AA for long-term and [ICRA]
A1 for short-term ratings and Deepak Chem Tech Limited was also
awarded a rating of [ICRA] A for long-term and [ICRA] A2 for short¬
term ratings.

DIRECTORS

As on March 31, 2026, your Company has twelve (12) Directors with
an optimum combination of Executive and Non-Executive Directors.
The Board comprises of eight (8) Non-Executive Directors, out of
which six (6) are Independent Directors, including one (1) woman
Independent Director.

CHANGES IN DIRECTORS DURING FY 2025-26

Shri Prakash Samudra (DIN: 00062355) ceased to be an Independent
Director of the Company upon his resignation due to personal
reasons, effective from the close of business hours on April 9, 2025.

Shri Sanjay Asher (DIN: 00008221) and Smt. Purvi Sheth (DIN:
06449636) ceased to be Independent Directors of the Company
with effect from June 28, 2025, upon completion of their second
term.

The Members of the Company, through Postal Ballot by way of
e-voting on May 25, 2025, approved:

• Appointment of Dr. Arvind Nath Agrawal (DIN: 00193566), Shri
Mahesh Chhabria (DIN: 00166049) and Ms. Bhumika Batra
(DIN: 03502004) as Independent Directors of the Company for

the first term of three (3) consecutive years with effect from
June 28, 2025; and

• Re-appointment of Shri Punit Lalbhai (DIN: 05125502) and
Shri Vipul Shah (DIN: 00174680) as Independent Directors of
the Company for the second term of three (3) consecutive
years with effect from August 8, 2025.

The Board of Directors, at its meeting held on April 3, 2026,
approved and recommended to the Members:

• Re-appointment and elevation of Shri Maulik Mehta
(DIN:05227290) as Deputy Managing Director of the Company
for a period of five (5) years with effect from May 9, 2026.

• Elevation and appointment of Shri Meghav Mehta
(DIN:05229853) as Deputy Managing Director of the Company for
a period of five (5) years with effect from May 9, 2026.

• Re-appointment of Shri Sanjay Upadhyay (DIN:01776546) as
Director (Finance) & Group CFO of the Company for a further
period of five (5) years with effect from August 1, 2026.

• Appointment of Shri Milin Mehta (DIN: 01297508) as an
Independent Director of the Company for a term of three (3)
consecutive years with effect from August 7, 2026.

• Appointment of Shri Adnan Ahmad (DIN: 00046742) as an
Independent Director of the Company for a term of three (3)
consecutive years with effect from August 7, 2026.

The Board of Directors, at its meeting held on May 15, 2026,
approved and recommended to the Members:

• Re-appointment of Shri Girish Satarkar (DIN: 00340116) as
Executive Director of the Company, for a further period of
three (3) years with effect from August 4, 2026.

• Appointment of Shri Anant Pande (DIN: 08186854) as Executive
Director & Chief Manufacturing Officer of the Company, for a
period of three (3) years with effect from August 5, 2026.

RE-APPOINTMENT OF DIRECTORS RETIRING BY
ROTATION

In accordance with the provisions of Section 152 of the Companies
Act, 2013 ('the Act'), Shri Girish Satarkar (DIN: 00340116) retires by
rotation at the ensuing Annual General Meeting of the Company
and being eligible, has offered himself for re-appointment.

In accordance with the provisions of Section 152 of the Act,
Shri Ajay C. Mehta (DIN:00028405) is also retiring by rotation at the
ensuing Annual General Meeting of the Company. Although he is
eligible to be re-appointed, he has not opted his re-appointment
and accordingly, he shall cease to be a Director with effect from
August 5, 2026. The Board of Directors, at their meeting held on
May 15, 2026, while placing on record their sincere appreciation for
the significant contribution of Shri Ajay C. Mehta during his tenure
as Director of the Company, have recommended the appointment
of Shri Anant Pande (DIN: 08186854) as Director liable to retire by

rotation w.e.f. August 5, 2026, in place of Shri Ajay C. Mehta, for
approval by Members of the Company.

Brief resumes, nature of expertise, disclosure of relationship
between Directors inter se, details of directorships and committee
membership held in other companies of the Directors proposed to
be appointed/re-appointed along with their shareholding in the
Company, remuneration, terms and conditions of appointment,
etc., as stipulated under Secretarial Standard 2 and Regulation
36 (3) of the Listing Regulations, is appended as an Annexure to the
Notice of the 55^th Annual General Meeting.

INDEPENDENT DIRECTORS

All the Independent Directors of the Company have submitted
declarations confirming that they meet the criteria of independence
as prescribed under Section 149(6) of the Companies Act, 2013
(“the Act”), read with Schedule IV thereto and Regulation 16(1)(b)
of the Listing Regulations, the Board is of the opinion that all the
Independent Directors possess the requisite integrity, expertise and
experience, and fulfil the conditions specified under the Act and the
Listing Regulations for being appointed as Independent Directors
of the Company. There has been no change in the circumstances
affecting their status as Independent Directors during the year
under review.

The Independent Directors have also confirmed that they are
registered with the Independent Directors Data Bank maintained
by the Indian Institute of Corporate Affairs (IICA) in terms of Section
150 of the Act read with Rule 6 of the Companies (Appointment and
Qualification of Directors) Rules, 2014.

During the year under review, the Company had no pecuniary
relationship or transactions with its Independent Directors, other
than payment of sitting fees, reimbursement of expenses incurred
for attending meetings, and commission on net profits, as approved
by the Members.

Pursuant to the provisions of Schedule IV to the Act and the Listing
Regulations, a separate meeting of the Independent Directors was
held on March 30, 2026, without the presence of the management
and Non-Independent Directors.

At the said meeting, the Independent Directors reviewed and
evaluated the performance of the Chairperson, Non-Independent
Directors and the Board as a whole, and assessed the quality,
quantity and timeliness of the flow of information between
the management and the Board. All the Independent Directors
attended the said meeting.

Based on the declarations received from the Independent
Directors, the Board of Directors of your Company confirms the
integrity, expertise and experience (including the proficiency) of the
Independent Directors of the Company appointed during the year.

BOARD EVALUATION AND CRITERIA FOR EVALUATION

Pursuant to the requirement of the Act and the Listing Regulations
and upon recommendation of the Nomination and Remuneration
Committee, the Board has adopted a Performance Evaluation
Policy specifying the criteria for effective evaluation of Board,
its Committees and individual Directors including Independent
Directors.

The Board has carried out an annual evaluation of its own
performance, its Committees and individual Directors, based on
the criteria as provided in the Performance Evaluation Policy.

The performance of the Independent Directors was evaluated by
the entire Board at the meeting of the Board held on May 15, 2026
without the presence of Independent Director being evaluated.

Based on such evaluation, the Board is of the view that all the
Independent Directors are having thorough knowledge, expertise
and experience in their respective areas. They also have very
good understanding of the Company's business and the general
economic environment it operates. They devote quality time and
full attention to understand key issues relating to business of the
Company and advising on the same. Their valuable contribution
has certainly improved the governance standards within
the Company.

The criteria for evaluation of performance of Independent Directors
are:

• Relevant Knowledge, Expertise and Experience.

• Devotion of time and attention to the Company's long term
strategic issues.

• Addressing the most relevant issues for the Company.

• Discussing and endorsing the Company's strategy.

• Professional Conduct, Ethics and Integrity.

• Understanding of Duties, Roles and Functions as Independent
Director.

The performance of the respective Committees was also evaluated
by the Board after seeking inputs from the Committee members.
Based on such evaluation, the Board is of the view that various
Committee of Directors are well constituted by way of having
optimum number of Independent Directors with precise Terms of
Reference/ Charter. The respective Committees actively discussed
various matters and effective suggestions were made concerning
business, operations and governance of the Company. Your
Directors have expressed their satisfaction to the evaluation
process.

KEY MANAGERIAL PERSONNEL

In compliance with Section 203 of the Act read with Rule 8 of
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, as on March 31, 2026, following persons
were the Key Managerial Personnel of your Company:

• Dr. (Hon.) Deepak C. Mehta (DIN:00028377), Chairman &
Managing Director

• Shri Maulik Mehta (DIN:05227290), Executive Director & Chief
Executive Officer

• Shri Sanjay Upadhyay (DIN:01776546), Director (Finance) &
Group CFO

• Shri Girish Satarkar (DIN:00340116), Executive Director

• Shri Somsekhar Nanda, Chief Financial Officer

• Shri Arvind Bajpai, Company Secretary.

During the year under review, there has been no change in the Key
Managerial Personnel of the Company.

As mentioned earlier in the Report, the Board of Directors of
your Company has re-appointed and elevated Shri Maulik Mehta
as Deputy Managing Director and also elevated and appointed
Shri Meghav Mehta as Deputy Managing Director of the Company
w.e.f. May 9, 2026. Accordingly, Shri Meghav Mehta is also a Key
Managerial Personnel of the Company w.e.f. May 9, 2026.

NUMBER OF MEETINGS OF THE BOARD AND COMMITTEES
OF THE BOARD

During FY 2025-26, five (5) meetings of the Board of Directors were
held. The details of these meetings and Directors' attendance
are provided in the Corporate Governance Report, which forms
part of this Report. As per the requirement of the Act and Listing
Regulations, the interval between two (2) meetings of Board
of Directors and Audit Committee did not exceed one hundred
and twenty (120) days. The composition, terms of reference, and
number of meetings of the Board Committees during the year are
also detailed in the Corporate Governance Report.

All recommendations made by the Committees during FY 2025-26
were duly accepted by the Board.

AUDIT COMMITTEE

The Audit Committee of the Company comprises three (3) members,
all of whom are Independent Directors.

Shri Dileep Choksi serves as the Chairman of the Committee, while
Shri Vipul Shah and Shri Mahesh Chhabria are members thereof.
During the year under review, four (4) meetings of the Audit
Committee were held.

The Audit Committee performs the roles, responsibilities and
functions as prescribed under the Act, the Listing Regulations and
such other duties as may be entrusted to it by the Board from time
to time.

The primary objective of the Audit Committee is to oversee the
Company's financial reporting process, review the integrity of
its financial statements, monitor the effectiveness of internal
control systems and risk management framework, and oversee

the appointment, independence and performance of the Statutory
Auditors.

During the year under review, all recommendations made by the
Audit Committee were accepted by the Board and there were no
instances where any recommendation of the Committee was not
accepted.

The terms of reference of the Audit Committee, along with details of
the meetings held during the year and attendance of its members,
are provided in the Corporate Governance Report, which forms
part of this Annual Report.

AUDITORS OF THE COMPANY:a) STATUTORY AUDITORS

M/s. Deloitte Haskins & Sells LLP, Chartered Accountants (Firm
Registration No. 117366W/W-100018), were re-appointed
as the Statutory Auditors of the Company at the 51^st Annual
General Meeting held on August 3, 2022, for a second term of
five (5) consecutive years, commencing from the conclusion
of 51^st Annual General Meeting until the conclusion of
56^th Annual General Meeting of the Company to be held in the
FY 2027-28.

The Statutory Auditors have confirmed that they continue
to satisfy the eligibility criteria prescribed under the Act and
the rules made thereunder and are not disqualified from
continuing as the Statutory Auditors of the Company.

b) SECRETARIAL AUDITORS

KANJ & Co. LLP, Company Secretaries, (Firm Registration
No. P2000MH005900 and having Peer Review No. 6309/2024)
were appointed as Secretarial Auditors of the Company at
54^th Annual General Meeting of the Company held on August
14, 2025, to hold office as the Secretarial Auditors for a term of
five (5) consecutive years, from the conclusion of 54^th Annual
General Meeting upto the conclusion of 59^th Annual General
Meeting of the Company to be held in FY 2029-30.

During the year, KANJ & Co. LLP, Company Secretaries have
confirmed that they are not disqualified from being appointed
as the Secretarial Auditors of the Company and satisfy the
prescribed eligibility criteria.

c) COST AUDITORS

The Company is required to prepare, maintain and have its
cost records audited by a Cost Accountant as per Section
148(1) of the Act read with the Companies (Cost Records and
Audit) Rules, 2014.

The Board of Directors, at their meeting held on May 15,
2026, on the recommendation of the Audit Committee,
re-appointed B. M. Sharma & Co., Cost Accountants, (Firm
Registration No. 00219), as the Cost Auditors of your Company
for FY 2026-27 at a remuneration of 7 8,50,000/- (Rupees Eight

Lakhs Fifty Thousand only) plus applicable taxes and out of
pocket expenses.

B. M. Sharma & Co., Cost Accountants, being eligible, have
consented to act as Cost Auditors of the Company.

As required under provisions of the Act, the remuneration of
Cost Auditors as approved by the Board of Directors is subject
to ratification by the Members at 55^th Annual General Meeting
of the Company. An Ordinary Resolution for the ratification
of remuneration of Cost Auditors for FY 2026-27 is provided
in the Notice convening 55^th Annual General Meeting for
approval by the Members. Your Directors recommend the
same for approval by the Members.

The Cost Auditors have confirmed that they are not
disqualified from being appointed as the Cost Auditors of the
Company and satisfy the prescribed eligiblity criteria.

The Cost Audit Report for FY 2025-26 will be filed within the
prescribed period of 180 days from the end of the Financial
Year.

d) INTERNAL AUDITORS

Based on the recommendation of Audit Committee, the
Board of Directors, at their meeting held on May 15, 2026,
re-appointed Sharp & Tannan Associates, Chartered
Accountants, (Firm Registration No. 109983W) as Internal
Auditors to conduct the Internal Audit for FY 2026-27. The
Internal Auditors present their findings and status updates to
the Audit Committee on a quarterly basis.

AUDITORS’ REPORTa) STATUTORY AUDITOR’S REPORT

The observations made in the Statutory Auditor's Report of
Deloitte Haskins & Sells LLP, Chartered Accountants, for the
year ended March 31, 2026, read together with relevant notes
thereon are self- explanatory and hence do not call for any
comments.

There were no qualification, reservation, adverse remark or
disclaimer by the Statutory Auditors in their Report. For FY 2025¬
26, the Auditors have not reported any instances of fraud under
Section 143(12) of the Act and therefore disclosure of details
under Section 134(3)(ca) of the Act is not applicable.

b) SECRETARIAL AUDITOR’S REPORT

The Secretarial Audit Report of KANJ & Co. LLP, Company
Secretaries, Pune, for the year ended March 31, 2026 in Form
MR-3 is annexed as Annexure - A, which forms part of this
Report.

The Secretarial Audit Report and the Secretarial Compliance
Report for FY 2025-26, does not contain any qualification,
reservation or adverse remark. During FY 2025-26, the
Secretarial Auditors have not reported any instances of fraud

under Section 143(12) of the Act and therefore disclosure of
details under Section 134(3)(f) of the Act is not applicable.

c) SECRETARIAL AUDIT REPORT OF MATERIAL
UNLISTED SUBSIDIARY COMPANIES

The Secretarial Audit of Deepak Phenolics Limited ('DPL'),
a material unlisted wholly owned subsidiary for the year
ended March 31, 2026 was conducted by Samdani Shah &
Kabra, Company Secretaries, Vadodara, (Firm Registration
No. P2008GJ016300). The Secretarial Audit Report confirms
that DPL has complied with all applicable provisions of the
Act, Rules, Regulations, and Guidelines, with no instances
of deviation or non-compliance. The said Report does not
contain any qualification, reservation, adverse remark or
disclaimer.

In accordance with Regulation 24(1) of the Listing
Regulations, the Secretarial Audit Report of DPL has been
annexed to this Report as Annexure-B.

The Secretarial Audit of Deepak Chem Tech Limited ('DCTL'),
another material unlisted wholly owned subsidiary, was also
conducted by Samdani Shah & Kabra Associates, Vadodara
(Firm Registration No. P2008GJ016300), for the year ended
March 31, 2026. The Secretarial Audit Report confirms
DCTL's compliance with the provisions of the Act, Rules,
Regulations, and Guidelines, with no instances of deviation
or non-compliance. The said Report does not contain any
qualification, reservation, adverse remark or disclaimer. In
accordance with the Listing Regulations, the Secretarial Audit
Report of DCTL is annexed to this Report as Annexure-C.

d) Cost Audit Report

The Cost Audit Report issued by B. M. Sharma & Co., Cost
Accountants, does not contain any qualification, reservation,
adverse remark or disclaimer. During FY 2025-26, the Cost
Auditors have not reported any instances of fraud under
Section 143(12) of the Act and therefore disclosure of details
under Section 134(3) of the Act is not applicable.

RISK MANAGEMENT

The Company operates in a dynamic global business environment
characterized by evolving market conditions, technological
advancements, regulatory developments, sustainability
expectations, and geopolitical uncertainties. Effective risk
management is therefore integral to the Company's strategy,
operational excellence, and long-term value creation.

The Company has established a robust Enterprise Risk Management
(“ERM”) framework that enables systematic identification,
assessment, mitigation, monitoring, and reporting of risks across
its businesses, manufacturing locations, and functional areas. The
framework is aligned with the Company's strategic objectives and is
embedded within business planning, capital allocation, operational
decision-making, and performance management processes.

The Board of Directors, through the Risk Management Committee,
provides oversight of the Company's risk governance framework.
The Committee periodically reviews key enterprise risks, emerging
risk trends, mitigation strategies, and the effectiveness of risk
management practices. Senior management is responsible for
implementing risk mitigation measures and fostering a risk-aware
culture across the organization.

As a diversified chemical manufacturer, the Company is exposed
to a range of strategic, operational, financial, regulatory,
environmental, and technological risks. Key risks include volatility
in raw material and energy prices, supply chain disruptions,
fluctuations in foreign exchange rates, changing customer demand
patterns, competitive pressures, environmental and climate-
related risks, health and safety incidents, cyber threats, regulatory
changes, talent availability, and geopolitical developments
affecting global trade and logistics.

To mitigate these risks, the Company follows a multi-dimensional
approach that includes strategic sourcing, supplier diversification,
long-term customer engagement, prudent treasury management,
disciplined capital allocation, operational excellence initiatives, and
continuous investments in technology and process improvements.
Risk assessments are integrated into major investment decisions
and business expansion plans to ensure sustainable growth.

Safety, health, environment, and sustainability remain central
to the Company's risk management philosophy. The Company
continuously strengthens its process safety management systems,
environmental compliance mechanisms, occupational health
practices, and emergency preparedness capabilities. Advanced
monitoring systems, regular audits, safety training programs, and
business continuity plans help enhance operational resilience and
reduce potential disruptions.

Recognizing the increasing importance of digital transformation,
the Company has implemented comprehensive cybersecurity and
information security measures to protect critical business systems,
intellectual property, customer information, and operational
technology infrastructure. Cyber risks are regularly evaluated
through vulnerability assessments, security reviews, and employee
awareness initiatives.

Climate change and sustainability-related risks are also
integrated into the Company's ERM framework. The Company
continuously evaluates potential impacts arising from changing
regulations, resource availability, stakeholder expectations, and
physical climate-related events while pursuing initiatives aimed
at improving energy efficiency, reducing emissions, optimizing
resource utilization, and strengthening environmental stewardship.

The risk landscape is periodically reviewed to identify emerging
opportunities and threats. Risk owners across functions are
accountable for implementing mitigation measures, monitoring
key risk indicators, and reporting significant developments to
senior management and the Risk Management Committee.

The Company believes that its risk management framework
enhances organizational resilience, supports informed decision¬
making, safeguards stakeholder interests, and enables the pursuit
of sustainable growth opportunities in an increasingly complex
business environment.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has established a comprehensive and robust
internal control framework designed to provide reasonable
assurance regarding the effectiveness and efficiency of operations,
reliability of financial reporting, safeguarding of assets, compliance
with applicable laws and regulations, and achievement of strategic
business objectives.

The internal control system is commensurate with the size,
scale, complexity, and geographical spread of the Company's
operations. It encompasses well-defined organizational structures,
documented policies and procedures, authority matrices,
standard operating procedures, risk management practices, and
governance mechanisms that support effective decision-making
and accountability across the organization.

The Company continuously strengthens its internal control
environment through a combination of process standardization,
digitalization, automation, and monitoring systems. Enterprise¬
wide information technology platforms facilitate integrated
business operations, financial controls, inventory management,
procurement processes, manufacturing activities, and supply
chain management. Appropriate controls have been implemented
over information systems, including user access management,
segregation of duties, cybersecurity measures, data integrity
controls, and disaster recovery mechanisms.

Given the nature of the Company's operations, emphasis is
placed inter alia on process safety, operational excellence,
environmental compliance, product stewardship, and quality
management. Manufacturing facilities operate under established
control frameworks supported by rigorous safety protocols,
preventive maintenance programs, environmental monitoring
systems, quality assurance processes, and regulatory compliance
mechanisms.

The Company follows a risk-based approach to internal controls
wherein key business, operational, financial, compliance, and
strategic risks are periodically assessed and aligned with control
activities. Internal controls are regularly reviewed and enhanced
to address evolving business requirements, technological
advancements, regulatory developments, and emerging risks.

The Internal Audit function, operating through a risk-based audit
methodology, conducts periodic audits across manufacturing
locations, business units, and corporate functions. The scope of
audit includes evaluation of internal financial controls, operational
effectiveness, compliance with policies and procedures, risk

management processes, information technology controls,
and statutory compliance requirements. Audit observations,
recommendations, and corrective action plans are periodically
reviewed by the management and monitored for timely
implementation.

The Audit Committee of the Board provides independent oversight
of the Company's internal control environment and reviews the
findings of internal and external audits on a regular basis. The
Committee also evaluates the adequacy and effectiveness of
internal financial controls, risk management processes, governance
practices, and compliance systems.

The Company promotes a strong culture of ethics, integrity,
transparency, and accountability through its Code of Conduct,
Whistle Blower Mechanism, compliance management framework,
and employee awareness initiatives. These mechanisms support
early identification and reporting of concerns while reinforcing
sound governance practices across the organization.

Based on the assessments carried out by the management,
internal auditors, and statutory auditors during the year under
review, the Company believes that its internal control systems and
internal financial controls are adequate and operating effectively.
The Company remains committed to continuously strengthening
its control environment to support sustainable growth, operational
resilience, and long-term value creation for all stakeholders.

WHISTLE BLOWER POLICY AND VIGIL MECHANISM

Pursuant to provisions of Section 177(9) of the Act, read with
Regulation 22(1) of the Listing Regulations, your Company has
adopted a Whistle Blower Policy ('Policy'), to provide a formal vigil
mechanism to the Directors and employees to report their concerns
about unethical behaviour, including actual or suspected leak of
unpublished price sensitive information, actual or suspected fraud
or violation of the Company's Code of Conduct.

The Policy provides for adequate safeguards against victimization
of employees and also provides direct access to the Chairman of the
Audit Committee in certain cases. It is affirmed that no personnel of
the Company was denied access to the Audit Committee.

The Whistle Blower Policy is available on the Company's website at

https://www.godeepak.com/wp-content/uploads/2023/11/DNL

Whistle-Blower-Policy.pdf.

DEPOSITS FROM PUBLIC

No deposits were accepted from the public during the year ended
March 31, 2026 and no amount on account of principal or interest
on deposits from the public was outstanding as on March 31, 2026.

RELATED PARTY TRANSACTIONS

In accordance with the provisions of the Act and the Listing Regulations,
the Company has adopted a Policy on Related Party Transactions.

During the year under review, the Board of Directors reviewed and
amended the Policy to align it with the regulatory changes introduced
in the Listing Regulations. The Policy on Related Party Transactions
is available on the Company's website at www.godeepak.com.

During FY 2025-26, all Related Party Transactions entered into
by the Company with its related parties (including any material
modifications thereto) were conducted on an arm's length basis and,
in most cases, in the ordinary course of business. All such transactions
were carried out with the prior approval of the Audit Committee.
Prior approvals were obtained periodically for transactions that
were planned and/or repetitive in nature, and omnibus approvals
were also obtained, in accordance with the Policy, for unforeseen
transactions. All Related Party Transactions approved by the Audit
Committee were reviewed by the Committee on a quarterly basis.

All Related Party Transactions are also subject to an independent
review by the Internal Auditors of the Company to ensure compliance
with the requirements of the Act and the Listing Regulations.

During FY 2025-26, the Company did not enter into any contracts
or arrangements with related parties falling under the provisions
of Section 188(1) of the Act. Accordingly, the disclosure of related
party transactions as required under Section 134(3)(h) of the Act in
Form AOC-2 is not applicable to the Company for FY 2025-26 and,
therefore, not provided in this Report.

Details of related party transactions entered into by the Company,
in terms of Indian Accounting Standard 24 (Ind AS 24), are disclosed
in the notes to the Standalone and Consolidated Financial
Statements forming part of this Integrated Report.

In compliance with the provisions of the Listing Regulations, the
Company submits details of all Related Party Transactions to the
Stock Exchanges in the prescribed format, on a half-yearly basis.

SUBSIDIARY / ASSOCIATE COMPANIES AND CONSOLIDATED
FINANCIAL STATEMENTS

As on March 31, 2026, your Company has following Seven (7)
subsidiaries:

• Deepak Phenolics Limited

• Deepak Chem Tech Limited

• Deepak Advanced Materials Limited

• Deepak PMC Limited

• Narmada Thermal Power Private Limited

• Deepak Nitrite Corporation Inc.

• Deepak Oman Industries (SFZ) LLC

As required under Rule 8(1) of the Companies (Accounts) Rules,
2014, the Director's Report has been prepared on a Standalone
basis. Pursuant to requirement of Section 136 of the Act, which
has exempted companies from attaching the financial statements

of the subsidiary companies along with the Annual Report of the
company, your Company will make available the Annual Financial
Statements of subsidiary companies and the related detailed
information to any Member of the Company on receipt of a written
request from them at the Registered Office of the Company.

The Annual Financial Statements of subsidiary companies
will also be kept open for inspection at the Registered Office
of the Company on any working day during business hours.
These are also available on the website of your Company at
www.godeepak.com. The Consolidated Financial Statements of
the Company and its subsidiaries, prepared in accordance with
Indian Accounting Standards notified under the Companies (Indian
Accounting Standards) Rules, 2015 ('Ind AS'), forms part of the
Annual Report.

There was no company which has ceased to be subsidiary
or associate of your Company during the year ended
March 31, 2026.

Your Company has adopted a Policy for determining Material
Subsidiaries in terms of Regulation 16(1)(c) of the Listing
Regulations duly approved by the Board of Directors and can be
accessed on the Company's website at www.godeepak.com.

PERFORMANCE OF SUBSIDIARIES(a) Deepak Phenolics Limited

Deepak Phenolics Limited (“DPL”), is a wholly owned material
subsidiary of your Company. DPL is engaged in the business
of manufacturing Phenol, Acetone, Cumene, Alpha Methyl
Styrene and Iso Propyl Alcohol at its state-of-the-art facility
at Dahej in the State of Gujarat. The detailed performance of
DPL is provided under the section Performance Review of this
Report.

(b) Deepak Chem Tech Limited

Deepak Chem Tech Limited (“DCTL”), a wholly owned material
subsidiary of your Company is implementing projects for
manufacturing various intermediate chemical products. The
detailed performance of DCTL is provided under the section
Performance Review of this Report.

(c) Deepak Advanced Materials Limited

Deepak Advanced Materials Limited (formerly known as OXOC
Chemicals Limited) ('DAML'), incorporated on February 5,
2024, became wholly owned subsidiary of the Company during
FY 2024-25. DAML is engaged in business of manufacturing
Polycarbonate compounds at Savli, Vadodara, Gujarat.

The paid-up Equity Share Capital of DAML as at March 31,
2026 was 7 34.51 Crores divided into 3,45,10,000 Equity Shares
of 7 10/- each.

During FY 2025-26, the Total Income of DAML was 7 29.50
Crores with Loss After Tax of 7 15.18 Crores.

(d) Deepak PMC Limited

Incorporated to provide project management consultancy
services, Deepak PMC Limited is still in its early stages, with
limited operational impact but positioned for future growth
in supporting Deepak's expansion projects. The paid-up
Equity Share Capital of DPMCL as on March 31, 2026 was
7 5 Crores. During FY 2025-26, the Total Income of DPMCL
was 7 10.09 Crores with loss for the year of 7 0.03 Crores.

(e) Narmada Thermal Power Private Limited

Narmada Thermal Power Private Limited (“NTPPL”) was
acquired by Deepak Chem Tech Limited, a wholly owned
material subsidiary of the Company during FY 2024-25. The
paid-up equity share capital of NTPPL as on March 31, 2026,
stood at 7 14.91 Crores, comprising 1,49,10,070 Equity Shares
of 7 10/- each.

During FY 2025-26, NTPPL commenced chemical trading
activities and reported Revenue from Operations of 7 0.88
Crores and other income of 7 8.54 Crores. The Company
recorded a Profit Before Tax of 7 6.88 Crores and a Profit After
Tax of 7 6.68 Crores during the year under review.

(f) Deepak Nitrite Corporation Inc. (USA)

Deepak Nitrite Corporation Inc. ('DNC') is a wholly owned
subsidiary based in the United States. DNC was established to
support your Company's marketing needs in North and South
America. During FY 2025-26, DNC generated Total Revenue of
US$ 15,895 and achieved a Net Income of US$ 381.

(g) Deepak Oman Industries (SFZ) LLC

Deepak Oman Industries (SFZ) LLC ('DOIL'), incorporated in
Oman, is subsidiary of your Company, with your Company
holding 51% of Equity Share Capital of DOIL. DOIL is setting up
a greenfield project to manufacture Sodium Nitrite, Sodium
Nitrate, in Salalah Free Zone, Sultanate of Oman which benefits
from low-cost inputs of raw materials and energy and plans
to serve global customers. During FY 2025-26, DOIL generated
Total Income of Omani Riyal 15,672 and achieved a Net Profit of
Omani Riyal 13,122.

The Audited Consolidated Financial Statements of the
Company for the year ended March 31, 2026 together with
the Auditor's Report, constitute part of this Annual Report in
compliance with the provisions of the Act, Regulation 33 of
the Listing Regulations and relevant Accounting Standards.

Additionally, Form No. AOC- I, detailing the salient features
of the Company's subsidiary companies, is attached to the
Financial Statements.

PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS UNDER SECTION 186 OF THE COMPANIES
ACT,2013

Particulars of loans given, investments made, guarantees given
and securities provided during FY 2025-26 in accordance with the
provisions of Section 186 of the Act are provided in the Standalone
Financial Statements.

EMPLOYEE STOCK OPTION SCHEME

“Deepak Nitrite Limited Employee Stock Option Scheme 2024”
('Scheme') was approved by the Board of Directors at their meeting
held on February 13, 2024. Subsequently, it was approved by
Members of the Company by way of Special Resolution passed
through Postal Ballot on April 19, 2024. Under the Scheme, the
employees of the subsidiary companies of the Company are also
eligible to participate.

No options were granted under the Scheme during FY 2025-26.

MATERIAL CHANGES AND COMMITMENTS AFFECTING
FINANCIAL POSITION OF THE COMPANY

There have been no material changes and commitments affecting
the financial position of your Company since the close of the
Financial Year i.e. since March 31, 2026 and the date of this Report.
Further, it is hereby confirmed that there has been no change in the
nature of business of your Company.

INVESTOR EDUCATION AND PROTECTION FUND

Pursuant to provisions of the Act, read with Investor Education and
Protection Fund (IEPF) Authority (Accounting, Audit, Transfer and
Refund) Rules, 2016, the Company is required to transfer the unpaid
or unclaimed dividend and shares in respect of which dividend are
unpaid or unclaimed for a period of seven (7) consecutive years or
more to IEPF.

Accordingly, the Company has transferred the unclaimed dividend
of 7 11,38,802/- pertaining to FY 2017-18, which remained unclaimed
for seven consecutive years to the IEPF authority. The 35,435 Equity
Shares on which such dividend had remained unclaimed for seven
consecutive years, were also transferred to the IEPF authority. Further,
the Dividend for FY 2024-25 on shares held by IEPF authority
amounting to 7 42,89,286/- was also transferred to IEPF.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of Act, the Board of Directors, to the best
of their knowledge and ability confirm that:

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

b) it has selected such accounting policies and applied them
consistently and made judgements and estimates that are
reasonable and prudent so as to give a true and fair view of

the state of affairs of the Company at the end of the financial
year and of the profit of the Company for that period;

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

d) it has prepared the annual accounts on a going concern basis;

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

f) it has devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were
in place, are adequate and operating effectively.

GOVERNANCE, COMPLIANCE & BUSINESS INTEGRITY

The Legal function of the Company continues to serve as a
critical business partner, delivering solutions that safeguard the
organisation while enabling it to thrive in an increasingly complex
and dynamic environment. The function provides strategic support
across key areas including litigation management, mergers and
acquisitions, legislative developments, business integrity, and
corporate governance.

The function also plays a proactive role in advancing the Company's
growth agenda by shaping policy, anticipating emerging risks, and
driving forward-looking initiatives that enhance resilience and
competitiveness. It is equally committed to embedding ethics
and integrity into business decisions, thereby reinforcing a strong
culture of accountability across the organisation.

CORPORATE GOVERNANCE

Your Company is committed to maintaining the highest standards
of corporate governance and business ethics, with a view to
enhancing long-term stakeholder value and safeguarding the
interests of all stakeholders, including minority shareholders.

The Company's governance framework is founded on the
principles of transparency, accountability, integrity and fairness.
The Company ensures timely, accurate and adequate disclosure
of all material information relating to its financial performance,
operations, governance and leadership, in compliance with the
applicable provisions of the Act, the Listing Regulations and other
applicable laws.

A detailed Report on Corporate Governance, forming part of this
Annual Report, sets out the Company's governance practices
and disclosures as required under the Listing Regulations. The
said Report is accompanied by a Certificate from the Secretarial
Auditors confirming compliance with the conditions of Corporate
Governance prescribed under the Listing Regulations.

The Board of Directors, supported by its Committees, continues
to provide effective oversight of the Company's governance
framework, risk management practices and internal control
systems, thereby fostering sustainable growth and long-term value
creation.

LEGAL COMPLIANCE MANAGEMENT TOOL

The Company leverages a robust compliance management tool
which is designed to streamline and manage compliance tracking
and reporting across all functions. The tool has been systematically
rolled out to record and track compliance across factories, and
offices of the Company. Customised compliance checklists are
developed for each operating unit based on discussions with
the respective teams, and a centralised compliance repository
is available for user reference. Compliance based tasks are
mapped to respective users, who in turn ensure to complete the
same within stipulated timelines and update in the systems to
facilitate monitoring. Any changes in the regulatory landscape
are automatically updated into the system from time to time. This
has fostered a system-driven, steady compliance culture in the
Company over time.

BUSINESS RESPONSIBILITY & SUSTAINABILITY REPORT

Pursuant to Regulation 34(2)(f) of the Listing Regulations, the
Business Responsibility and Sustainability Report (BRSR) forms
an integral part of this Annual Report and is annexed hereto as
Annexure-D.

The BRSR provides a comprehensive disclosure of the Company's
performance across Environmental, Social and Governance (ESG)
parameters and demonstrates its commitment to sustainable
and responsible business practices. The Report is aligned with the
nine principles of the National Guidelines on Responsible Business
Conduct (NGRBC) and presents disclosures under both Essential
Indicators and Leadership Indicators.

In line with applicable regulatory requirements, the BRSR includes
BRSR Core disclosures, which have been subjected to reasonable
assurance by an independent assurance provider, Bureau Veritas
(India) Private Limited. The assurance statement enhances the
reliability, transparency and credibility of the information disclosed.

The Report highlights the Company's initiatives and performance
in areas such as environmental stewardship, resource efficiency,
employee well-being, community development and ethical
governance. Through continuous stakeholder engagement,
periodic assessments and robust governance mechanisms,
the Company remains committed to integrating sustainability
considerations into its business strategy and creating long-term
value for all stakeholders.

INTEGRATED REPORTING

The Integrated Report of the Company is prepared in accordance
with the International Integrated Reporting (<IR>) framework
published by the Value Reporting Foundation ('VRF') which reflects

the integrated thinking of the Company and its approach to its
value creation.

This information enables the Members to take well-informed
decisions and have a better understanding of the Company's
long-term perspective. This also includes five (5) forms of capital
viz. Financial Capital, Human Capital, Intellectual Capital, Social
Capital and Natural Capital.

This Integrated Report aims to provide a holistic view of the
Company's strategy, governance and performance and how they
work together to create value over the short, medium and long
term for its stakeholders.

The narrative section of the Integrated Report is guided by the
<IR> framework outlined by the International Integrated Reporting
Council (IIRC). The Integrated Report is a part of this Annual Report,
which provides a clear, concise and comprehensive vision of the
Company's business model.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report for the year under
review, as specified in Regulation 34(2)(e) read with Schedule
V of Listing Regulations, with detailed review of the operations,
performance and future outlook of the Company and its business
forms part of this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY

At DNL, Corporate Social Responsibility (“CSR”) is an integral
part of the Company's commitment towards inclusive growth
and sustainable development. Through focused interventions in
healthcare, education, livelihood enhancement, environmental
sustainability and community development, the Company
continues to create long-term value for society while contributing
to the well-being of communities in and around its areas of
operation.

The Company has a duly constituted CSR Committee comprising
four members, including two Independent Directors. Details of the
Committee, its terms of reference, meetings held, and attendance
of members are provided in the Corporate Governance Report.
During the year under review, all recommendations made by the
CSR Committee were accepted by the Board.

The Company has adopted a CSR Policy approved by the Board,
which provides the framework for planning, implementation,
monitoring, and evaluation of CSR initiatives. The Policy is available
on the Company's website at www.godeepak.com.

During FY 2025-26, the Company spent 7 9.64 Crores on CSR
activities against the statutory requirement of 7 8.68 Crores, being
2% of the average net profits of the preceding three financial years
in accordance with Section 135(5) of the Act., Consequently, an
excess amount of 7 0.96 Crores was spent during the year, which
is eligible for set-off against CSR obligations of the succeeding

three (3) financial years, in accordance with applicable provisions
of the Act and the CSR Rules.

The Company's CSR initiatives are implemented either directly
or through Deepak Foundation, the Group's CSR arm, and other
credible institutions and organisations. These initiatives are
primarily focused on improving the quality of life of communities
residing in and around the Company's manufacturing locations
and other underserved regions.

Healthcare

Deepak Medical Foundation (“DMF”) Hospital at Nandesari
has been a cornerstone of community healthcare for over four
decades, serving as one of the largest and most reliable healthcare
institutions in the region with round-the-clock medical services.

Established initially as a Mother and Child Health (MCH) unit,
the hospital has progressively evolved into a fully equipped
28-bedded multi-speciality facility. It offers a wide spectrum of
services, including a 10-bedded Intensive Care Unit (ICU), 24x7
casualty and emergency care, as well as comprehensive OPD and
IPD services. The hospital also provides specialized consultations
in Gynaecology and Obstetrics, Paediatrics, Psychiatry, General
Surgery, and Dental care, supported by qualified medical officers
available round the clock, along with experienced nursing and
paramedical staff.

Additionally, the hospital is equipped with modern diagnostic
and pharmacy facilities, providing services at affordable rates
while taking into consideration the economic profile of the local
population. DMF Hospital also actively undertakes outreach
initiatives and health promotion programs aimed at encouraging
preventive healthcare practices among industrial worker
communities in the Nandesari Industrial Area.

The Company's Mobile Health Units (“MHUs”) have further
strengthened its commitment to accessible healthcare by
delivering essential medical services directly to the doorsteps
of underserved populations. These units cater to primary
healthcare needs, adolescent health, child nutrition, and health
awareness counselling. The interventions through MHUs have
resulted in significant improvements in community health
indicators, including enhanced haemoglobin levels among
adolescents through effective anaemia management, reduction
in undernutrition among children, and better adoption of hygiene
practices, breastfeeding, and safe motherhood through targeted
awareness sessions.

The Palliative Care Services project has provided compassionate
and dignified care to patients suffering from serious illnesses,
including cancer, and has supported individuals travelling from
across the country in accessing such specialised treatment. In
addition, the Laboratory and Diagnostic Services established
in Dahejregion have significantly strengthened healthcare
accessibility for the local population by enabling timely and

accurate diagnosis, thereby facilitating early intervention and
improved health outcomes.

Education

The Integrated Child Development Scheme (“ICDS”) provides a
comprehensive package of services, including supplementary
nutrition, immunisation, health check-ups, referral services,
non-formal preschool education, and nutrition and health
awareness. The initiative is aimed at fostering a conducive learning
environment and ensuring the holistic development of children.
During the year, several activities were undertaken under this
program, including parent counselling sessions, health screenings,
uniform distribution, and school readiness assessments. The
Company also completed the renovation and digitalisation of
five (5) Anganwadi Centres, where smart classroom facilities were
introduced to enhance digital learning and broaden students'
exposure to modern educational methods.

In addition, Science, Technology, Engineering and Mathematics
(“STEM”) education initiatives were implemented to provide primary
school students with hands-on learning experiences in science and
mathematics, thereby strengthening conceptual understanding
and improving academic outcomes. Remedial classes were also
conducted to support children requiring additional academic
attention, enabling them to build a stronger learning foundation,
improve their academic performance, and gain confidence.

Further, the Mobile Library project continues to provide students
with access to a wide range of books and learning materials beyond
their formal curriculum, thereby encouraging reading habits and
enhancing cognitive development. The program includes the
provision of age-appropriate library books, structured learning
materials, “read-aloud” storytelling sessions, and remedial support
in subjects such as language, mathematics, and basic English,
along with workbook-based practice. It also focuses on capacity
building of community-based women, known as “Vidya Sathis,”
who play a crucial role in supporting children with their academic
needs and engaging with parents to monitor student progress.
This initiative has contributed significantly to improving student
attendance, fostering interest in reading, and strengthening
foundational literacy and numeracy skills.

The Company also contributed to technology business incubation
through Atal Innovation Centre - IISER Pune SEED Foundation (AIC-
SEED), supported by the Atal Innovation Mission, NITI Aayog, with
the objective of fostering innovation and promoting science-based
entrepreneurship.

Livelihood Enhancement

Project Sangaath is aimed at empowering underprivileged
communities by facilitating access to various government welfare
schemes. The initiative involves identifying schemes for which
individuals are eligible, assisting them in obtaining the necessary
pre-requisite documentation, and supporting their enrolment
and registration processes to enable them to avail entitled

benefits. Through this structured intervention, Project Sangaath
has significantly impacted the lives of lakhs of beneficiaries by
improving their access to social security and welfare support.

The Project Jal Sanchay Yojana focuses on promoting sustainable
agricultural practices through water harvesting, micro-irrigation,
and integrated farming techniques. The initiative is designed to
enhance agricultural productivity, ensure better water availability,
and strengthen rural livelihoods. In addition, cattle health initiatives
undertaken by the Company have supported farming communities
by improving livestock productivity and creating awareness about
effective animal health management practices.

The Company has also extended its support to SVADES (Society
for Village Development in Petrochemicals Area), a collaborative
platform that fosters a strong partnership between industry and
rural communities. This initiative aims to drive effective socio¬
economic development in villages located in the vicinity of
industrial areas, particularly around Nandesari.

Collectively, these initiatives have contributed towards enhancing
household incomes of beneficiaries and have led to a noticeable
improvement in their overall standard of living.

The Annual Report on CSR activities pursuant to Section 135 of the
Act, forms part of this Annual Report as Annexure - E and is also
available on the Company's website at www.godeepak.com.

NOMINATION AND REMUNERATION POLICY

Your Company has adopted a Nomination and Remuneration
Policy for the appointment and remuneration of Directors, Key
Managerial Personnel and other employees of the Company.

The Nomination and Remuneration Policy includes the criteria
for determining qualification, positive attributes, independence
of Directors and other matters as required under Section 178(3)
of the Act and is annexed as Annexure - F. The Nomination and
Remuneration Policy is also available on the Company's website at
www.godeepak.com.

PARTICULARS OF EMPLOYEES

Disclosures pertaining to remuneration and other details as
required under Section 197 of the Act, read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 are annexed to this Report as Annexure - G.

Disclosures relating to remuneration and other details as required
under Section 197(12) of the Act read with Rule 5(2) and 5(3) of
the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 forms part of this Report. However, in
accordance with the provisions of the second proviso to Section
136(1) of the Act, the Annual Report is being sent to the Members of
the Company excluding the aforesaid information.

The aforesaid information is available for inspection by the
Members up to the date of the ensuing Annual General Meeting
on all working days, except Saturdays, during business hours
at the Registered Office of the Company. Members desirous of
obtaining such information may write to the Company Secretary at
investor@godeepak.com.

ANNUAL RETURN

Pursuant to Sections 92(3) and 134(3)(a) of the Act, read with Rule
12 of the Companies (Management and Administration) Rules,
2014, the Annual Return in Form MGT - 7 for the Financial Year
ended March 31, 2026, is available on the Company's website at
www.godeepak.com.

The Annual Return shall be filed with the Ministry of Corporate
Affairs, within the prescribed timelines.

CONSERVATION OF ENERGY & TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
OUTGO

The particulars relating to Conservation of Energy, Technology
Absorption, Foreign Exchange Earnings and Outgo as required to
be disclosed pursuant to the provisions of Section 134 of the Act
read with the Companies (Accounts) Rules, 2014 are provided in
Annexure - H forming part of this Report.

STATE OF COMPANY’S AFFAIRS

The state of your Company's affairs is given under the heading
'Performance Review' and various other headings in this Report
and in the Management Discussion and Analysis, which forms part
of the Annual Report.

SIGNIFICANT OR MATERIAL ORDERS PASSED AGAINST
THE COMPANY

There are no significant material orders passed by the Regulators
or Courts or Tribunals impacting the going concern status of the
Company and its operations in future.

SECRETARIAL STANDARDS

During the year under review, your Company is in compliance with
the Secretarial Standards on Meetings of the Board of Directors
(SS-1) and General Meetings (SS-2) issued by the Institute of
Company Secretaries of India, with respect to Meetings of Board and
its Committees and General Meetings, respectively. The Directors
have devised proper systems and processes for complying with
the requirements of applicable Secretarial Standards issued by the
Institute of Company Secretaries of India, as amended and such
systems were adequate and operating effectively.

RESEARCH & DEVELOPMENT

Your Company's innovation infrastructure is anchored by a
centralised Research and Development (R&D) facility, Deepak
Research and Development Centre (DRDC) at Savli, Gujarat. DRDC
is recognized by The Department of Scientific & Industrial Research,

Government of India since 1977 and is an ISO certified entity. It has a
dedicated team of 103 professionals, working on various molecules
and chemicals many of which are under patenting process. Your
Company has cumulatively filed around 86 patent applications, of
which 26 patents have already been granted. Your Company's R&D
facility is crucial to its success with its ability to develop advanced
intermediates which requires complex chemistries and engineering.
During the year, DRDC strengthened its focus on solving complex
plant challenges, enhancing process efficiencies, and accelerating
the commercialisation of new technologies and high-value products.

NEW R&D CENTRE AT SAVLI, VADODARA

Your Company has inaugurated its state-of-the-art Deepak Research
& Development Centre (DRDC) at Savli, Vadodara and is operational
since October 2025. This new R&D facility represents a significant
step in strengthening DNL's innovation ecosystem. Spread across
20,000 sq. metres, the world-class facility has been designed to
support Deepak Group's current and future growth aspirations.

The centre comprises 100,000 sq. ft. of advanced laboratory
infrastructure, including:

• R&D synthesis laboratories

• Analytical Development facility

• Process engineering and Process Safety labs

• Scale-up plant facilities

• Engineering and project development units

• Environment lab

• Process Engineering and Research Innovation (PERI)

Designed to safely handle complex chemistries, such as high
pressure - high temperature reactions, oxidation reactions,
and handling of hazardous chemicals; the facility provides
a strong foundation for driving innovation from concept to
commercialisation. This centre has potential to play pivotal role in
advancing new chemistry, material sciences, speciality chemicals,
catalysis and sustainable processes while supporting India's
ambition of becoming a global chemical innovation hub.

To foster new technology platforms and continuous process
development, your Company has invested in world class
infrastructure, flow reactors, etc. under Process Engineering
Research and Innovation.

To support the process development activities, the Analytical
Team takes integral part at every stage of the product/ process
development. The team is strengthened by inducting skilled man¬
power and analytical tools such as Gas Chromatography (GC), Gas
Chromatography-Headspace (GC-HS), Gas Chromatography Mass
Spectrometry (GC-MS), High Performance Liquid Chromatography
(HPLC), Liquid Chromatography Mass Spectrometry (LC-MS),
Ultra Performance Liquid Chromatography (UPLC) and Ion
Chromatography (IC), UV, IR etc.

Inhouse environment lab dedicated for developing waste
treatment methodology for new process and products as well as
waste valorization opportunities ensures promoting sustainable
practice and minimise environmental impacts.

To further enhance scientific excellence, your Company continues
to collaborate with leading academic and research institutions,
including IIT Bombay, ICT Mumbai, IICT Hyderabad, NCL Pune,
CSMCRI Bhavnagar, Dharmsinh Desai University, M.S. University,
and GSFC University, creating a strong ecosystem for knowledge
exchange and technology development.

PROCESS SAFETY ACTIVITIES

Your Company is renowned for its advanced process control (APC)
systems, which are integral to the development of safe and efficient
products and processes. This facility has a dedicated process
safety team, which analyses the chemical processes for their safe
operations based on in-house Accelerated Reaction Calorimeter
(ARC), Differential Scanning Calorimeter (DSC), Reaction Calorimeter
with gas evolution analysis (RC). Also, the team takes help from third
party labs for other safety data generation e.g. powder safety data.

TECHNOLOGY

Laboratory-scale Continuous Stirred Tank Reactor (CSTR) systems
are deployed to transform batch reactions into continuous
operations, thereby enhancing yield, product quality, and
throughput while simultaneously reducing operational costs and
strengthening process safety. Complementing these systems, lab-
scale parallel synthesizers enable rapid screening and optimization
of process parameters, significantly accelerating development
timelines. Additionally, mini pilot-scale equipment-including
centrifuges, Nutsche filters, and Pilodist units etc. -are routinely
utilized to generate reliable engineering data. Parallel high-
pressure reactor assemblies fabricated from specialized materials
of construction further facilitate efficient catalyst screening and
evaluation for comprehensive process insight.

STATE-OF-THE-ART PILOT PLANTS

Your Company consists of two advanced pilot facilities at Roha,
Maharashtra and Nandesari, Gujarat. The pilot plants act as link
between R&D and commercial production of various intermediates
used in agrochemicals, dyes, pharmaceuticals, personal care
products etc., thereby allowing your Company to deliver quality
products seamlessly. The pilot facility boasts of stainless steel
and glass lined reactors along with distillation columns, handling
systems for gas and liquid raw materials. The pilot facilities are fully-
equipped with advanced instruments, Distributed Control system
(DCS) and utilities like brine, low pressure steam, cooling water, - etc.

Training of technical team

To upgrade the skill and exposure of the DRDC employees, scheduled
training program as per the work profile is arranged across the
Financial Year. This year your Company conducted training and
workshop on Flow Chemistry, Process Safety, and ASPEN etc. These

workshops introduced the salient feature of the process scale-up
and process safety enhancing the competency of participants.

SAFETY, HEALTH & ENVIRONMENT (SHE) COMMITMENT

At DNL, safety is not merely a priority but a fundamental value
that guides all our activities and decision-making processes.
Throughout the Financial Year, we have implemented a range of
strategic initiatives to further strengthen our safety culture and
enhance workplace health, safety, and regulatory compliance.
These efforts demonstrate our proactive approach to identifying
and mitigating risks while reaffirming our commitment to
safeguarding the well-being of employees, contractors, business
partners, and the communities we serve.

The efforts of the Company towards SHE has been recognized by
prestigious industry bodies. The Company received award for 'Best
Responsible Care Committed Company' for the year 2024 by Indian
Chemical Council and also received 'Safety Achievement Award' for
FY 2024-25 under the Vision Zero Ranking System by OSH Academy.

For further information on Key Safety related initiatives
implemented by the Company, refer to Manufactured Capital
section of the Integrated Report.

HUMAN RESOURCES

At Deepak Group, our people are central to our long-term growth and
success. During the year, your Company continued to strengthen
Company's human capital practices through focused initiatives in
talent management, workforce planning, diversity and inclusion,
employee engagement, well-being, digital transformation, and
industrial relations.

Talent management efforts were focused on strengthening
leadership continuity and organizational capability through
succession planning, identification of critical positions, talent
mapping, talent reviews, and the development of a robust
leadership pipeline. Internal mobility continued to be encouraged
as a key capability-building and career development mechanism.
Organisation has adopted coaching culture initiative “Managers
as Coach” as a part of which, 23 senior management leaders were
certified as Coach through Coaching Institute. Spot coaching was
also conducted for employees across Deepak Group. In line with
our focus on operational excellence, a comprehensive Manpower
Optimization Study was undertaken at the Nandesari facility
in partnership an with external consultant, providing valuable
insights into workforce productivity, resource utilization, and future
manpower planning.

The Company continued to advance its Diversity, Equity and Inclusion
(DEI) agenda through a formal DEIPolicy, accessible workplace
infrastructure, inclusive hiring practices, and focused initiatives such as
Deepak LeadHer, aimed at supporting the development, networking,
and career growth of women employees. Employee engagement and
belongingness were further strengthened through initiatives such as
Deepak Unscripted, Deepak Women Success Stories, celebrations
of International Women's Day and International Men's Day, and

recognition programmes including Long Service Awards. Workplace
safety and respect continued to be reinforced through POSH
governance, awareness campaigns, Internal Committee capability¬
building programmes, and regular communication on equal
opportunity and zero tolerance towards misconduct.

Employee well-being remained a priority through Deepak
Cares, launched in partnership with Silver Oak Health, providing
confidential counselling and emotional wellness support to
employees and their eligible family members. Additional initiatives
included Yoga Day programmes, preventive healthcare campaigns,
health awareness sessions, mammography screening, and annual
medical check-ups across locations.

Employee listening continued to be strengthened through the AIKYAM
Employee Engagement Survey 2025, conducted through Lissen.io,
which recorded an engagement score of 65, along with Focus Group
Discussions across locations to develop targeted action plans and
enhance employee experience. Leadership communication was
further strengthened through a Group-wide Town Hall that enabled
open dialogue and alignment on business priorities.

In line with the Company's digital transformation agenda, HR
processes continued to be enhanced through technology-enabled
systems and employee self-service platforms, improving efficiency,
transparency, and employee experience.

Industrial relations remained a key focus area during the year, with
the Company maintaining constructive engagement with employee
representatives and trade unions across manufacturing locations.

Through these initiatives, Deepak Group remains committed to
building an inclusive, engaged, high-performing, and future-ready
workforce that supports sustainable business growth.

INSURANCE

All insurable interests of the Company, including inventories,
buildings, plant and machinery, and other fixed and movable
assets, are comprehensively and adequately insured against a
wide range of risks. These include, inter alia, risks arising from fire,
natural calamities, burglary, machinery breakdown, and other
operational and external perils, in line with industry best practices.

The Company periodically reviews its insurance coverage to
ensure that it remains commensurate with the scale, nature, and
geographic spread of its operations. This proactive approach
mitigates potential financial losses and safeguards business
continuity in the event of unforeseen contingencies.

Your Company has in place Directors' and Officers' Liability
Insurance (D&O) for all its Directors (including Independent
Directors) and members of the Senior Management Team for such
quantum and risks as determined by the Board in line with the
requirement of Regulation 25(10) of the Listing Regulations.

DISCLOSURE AS REQUIRED UNDER SECTION 22 OF
THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

The Company is committed to providing a safe, secure, and
inclusive work environment and maintains a zero-tolerance
approach towards any form of sexual harassment at the workplace.
In line with the provisions of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013 and
the rules framed thereunder, the Company has adopted a Policy
on Prevention of Sexual Harassment of women at workplace.

The Policy provides a robust framework for the prevention,
prohibition, and redressal of complaints relating to sexual
harassment and ensures a work environment that upholds
dignity, respect, and equal opportunity for all employees. During
the year under review, the Company conducted awareness and
sensitization programmes across its various locations to promote
understanding of the Policy and reinforce a culture of mutual
respect and professional conduct.

The Company has duly complied with the provisions relating to the
constitution of Internal Committees (“ICs”) under the aforesaid Act.
Internal Committees have been constituted at various locations
of the Company to address and redress complaints of sexual
harassment in a fair, timely, and confidential manner.

The details of complaints relating to sexual harassment at
workplace during the year ended March 31, 2026 are provided as
under:

a) Number of Complaints Pending at the beginning of the
Financial Year: Nil

b) Number of complaints of sexual harassment received during
the year: Nil

c) Number of complaints disposed-off during the year: Nil

d) Number of cases pending for more than ninety days: Nil

DISCLOSURE UNDER MATERNITY BENEFITS ACT, 1961

The Company is committed to fostering an inclusive, equitable and
supportive work environment and complies with the provisions
of the Maternity Benefit Act, 1961, as amended from time to time.
Eligible women employees are provided maternity benefits and
related entitlements in accordance with the applicable statutory
requirements.

The Company recognizes the importance of supporting employees
during maternity and remains committed to promoting their health,
well-being and work-life balance through a workplace culture that
is caring, respectful and compliant with all applicable labour laws.

GREEN INITIATIVES

Climate change is a critical global challenge, deeply intertwined
with human activities and industrial operations. Recognizing
its responsibility, your Company is committed to mitigate its
environmental impact by setting ambitious targets to reduce

greenhouse gas (GHG) emissions and enhancing business resilience
across its operations, value chain, and surrounding communities.

Sustainable Energy & Emission Reduction Initiatives

Your Company has implemented multi-faceted strategies to
minimize GHG emissions and transition towards a more sustainable
future. Key initiatives include:

• Expanding the use of renewable energy to reduce dependency
on fossil fuels.

• Deploying advanced energy-efficient technologies to
optimize resource consumption.

• Leveraging AI-driven solutions to enhance operational
efficiency and achieve sustained energy savings.

• Environmental Protection & Waste Management

Your Company has taken significant steps to reinforce
environmental protection and waste management, including:

Online Continuous Emission Monitoring System (OCEMS): Installed
for real-time air quality monitoring and emission control.

Waste-to-Biofertilizer Conversion: Canteen waste is processed into
biofertilizer, supporting green belt development.

Sustainable Waste Utilization: Trials are underway to use Effluent
Treatment Plant (ETP) sludge and agro waste as alternative
boiler fuels, reducing coal consumption and improving waste
management practices.

Large-Scale Reforestation & Community Engagement

As part of its broader sustainability initiatives, your Company
has partnered with the Forest Department for an extensive tree
plantation drive in Village Shelavali, Taluka Shahapur, District
Thane, Maharashtra.

Over 55,000 native trees have been planted across 50 hectares,
contributing to:

• Carbon sequestration and climate mitigation.

• Biodiversity conservation and habitat restoration.

• Improved air quality, soil erosion control and enhanced water
retention.

• Generating local employment opportunities and strengthens
afforestation efforts in the region.

‘Go Green’ Initiative & Paperless Communication

In alignment with Section 20 of the Act and its commitment
to environmental sustainability, your Company has adopted
paperless communication practices. As part of this initiative, copies
of the Notice for the 55^th Annual General Meeting and the Integrated

Annual Report for FY 2025-26 are being sent to all registered
members and others through electronic mode only.

This transition to digital communication reflects DNL's commitment
to the 'Go Green' initiative and its ongoing efforts to minimize its
ecological footprint.

INDUSTRIAL RELATIONS

During FY 2025-26 industrial relations across the Company in
multiple demographics remains harmonious and issues, if any,
were discussed and resolved by bilateral dialogues and zero man-
days were lost.

GENERAL DISCLOSURES

The Board of Directors state that during the year ended March 31,
2026:

• No significant and material orders were passed by the
Regulators or Courts or Tribunals impacting the going
concern status of the Company and or its operations in future;

• No proceedings are made or pending under the Insolvency
and Bankruptcy Code, 2016;

• The requirement to disclose the details of the difference
between the amount of the valuation done at the time of
one-time settlement and the valuation done while taking a
loan from the Banks or Financial Institutions along with the
reasons thereof, is not applicable;

• No shares with differential voting rights and sweat equity
shares have been issued;

• No public deposits as defined under Chapter V of the Act have
been accepted by the Company;

• No change in the nature of business of the Company.

ACKNOWLEDGEMENT

The Board express their deep appreciation to all employees for
their hard work, dedication and commitment. The enthusiasm and
unstinting efforts of the employees have enabled the Company to
remain an industry leader.

The Directors also appreciate support and co-operation
the Company has received from its Suppliers, Customers,
Distributors, etc.

The Directors also take this opportunity to thank all shareholders,
government and regulatory authorities and stock exchanges for
their continued support.

For and on behalf of the Board
Deepak C. Mehta

Date: May 15, 2026 Chairman & Managing Director

Place : Vadodara (DIN: 00028377)