Your Directors present herewith the Twenty Seventh Annual Report on the business and operations of the Company together with financial statements for the financial year ended 31^st March, 2026.

Summarised Statement of Profit and Loss:

(H in crore)

Dividend:

The Board of Directors ("Board"), at its meeting held on 14^th May, 2026, has recommended dividend of H 11.50 per equity share of face value H 10 each (@ 115%) (previous year H 10 per equity share), for the financial year 2025-26, for consideration of the Members at the ensuing Twenty Seventh Annual General Meeting ("AGM").

The dividend, if approved by the Members, will result in an outgo of H 161.76 crore.

The dividend pay-out is in accordance with the Company's Dividend Distribution Policy.

Dividend Distribution Policy:

This Policy has been framed and adopted in terms of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"). The Policy, inter alia, lays down various parameters relating to declaration / recommendation of dividend. There has been no change to the Policy during the financial year 2025-26.

The Policy is placed on Company's website https://www. endurancegroup.com/wp-content/uploads/2022/11/Dividend-Distribution-Policy.pdf.

Transfer to Reserves:

The Company has not transferred any amount of profits to reserves.

Industry Overview and Company's Overall Performance:

The Indian automobile industry witnessed healthy growth during the financial year 2025-26, driven by strong demand across segments, particularly in the two-wheeler and three-wheeler categories. The industry recorded a growth of about 12.9% in two-wheeler sales¹, with 26.89 million units sold in the financial year 2025-26, as compared to 23.81 million units in the previous financial year. Passenger vehicle sales¹ witnessed robust momentum, growing by around 9.8%, with 5.55 million units sold in the financial year 2025-26 as compared to 5.07 million units in the previous financial year. Three-wheeler sales¹ registered a strong recovery, recording a growth of approximately 21.5%, with 1.30 million units sold as compared to 1.05 million units in the previous financial year, continuing the positive trajectory. Commercial vehicles sales¹ also witnessed an uptick, growing by about 12.5%, with 1.17 million units sold in the financial year 2025-26 as against 1.04 million units in the previous financial year¹.

The industry continues to operate in a dynamic regulatory environment, characterised by tightening emission and safety norms, evolving fuel efficiency and Electric Vehicle ("EV") policies, alongside challenges such as supply chain constraints, rising compliance costs and demand-side pressures including affordability and financing conditions. At the same time, it offers strong growth opportunities driven by rising vehicle penetration,

premiumisation and electrification, while the competitive landscape is intensifying with global Original Equipment Manufacturers ("OEMs") participation, new EV entrants and increasing focus on technology, localisation and innovation.

The rationalisation of Goods and Services Tax rates in September 2025 provided further impetus to demand, particularly in the two-wheeler and small-car segments, as the revised rates lowered the cost of ownership and improved affordability. This, in turn, supported retail demand across the automobile industry and contributed to the volume growth witnessed during the year under review.

India's economic landscape supported this growth, with GDP growth for the financial year 2025-26 estimated at around 7.6%², supported by strong domestic consumption and public investment with Index of Industrial Production at 5.2% and inflation at 3.4%³, supporting purchasing power.

The European auto sales in the financial year 2025-26 exhibited a modest recovery, registering a growth of approximately 1.8% year-on-year, supported by continued acceleration in EV adoption and strong performances in key markets such as Germany, Spain and the UK⁴ .

Against this macroeconomic and industry backdrop, the Company delivered a resilient performance, underpinned by its agility, focus on innovation and customer-centric strategy. During the year under review, the Company reported a total income of H10,695.99 crore on a standalone basis, as compared to H 8,912.73 crore in the previous financial year. On a consolidated basis, total income stood at H 14,719.85 crore, as against H 11,677.78 crore in the previous financial year. Overall, the Company recorded growth of 20% on a standalone basis and 26.1% on a consolidated basis, reflecting sustained momentum in the domestic market and a steady performance in Europe despite persistent geopolitical and macroeconomic uncertainties. During the financial year 2025-26, 73% of the Company's consolidated total income (including other income) was generated from operations in India, while the remaining 27% was contributed by its overseas operations.

The Company's sustained emphasis on operational excellence, prudent cost management and an improved product mix supported margin expansion and strengthened profitability. Profit after tax on a standalone basis increased by 8.1% to H 733.83 crore, compared to H 678.66 crore in the previous financial year. On a consolidated basis, profit after tax grew by 13.8% to H 951.71 crore, as against H 836.35 crore in the previous financial year.

During the year under review, the Company maintained its strategic focus on innovation, technology enhancement and

quality assurance, further strengthening its relationships with key customers. This enabled the Company to secure new business wins aggregating to H 1,596 crore from OEMs in India (excluding orders from one of its major OEM customers), along with orders worth € 16 million in Europe.

The Company received two new patent approvals and 12 new design registrations during the financial year 2025-26, taking the total patents to 93 and design registrations to 80.

Looking ahead, the Company remains focused on executing its strategic priorities, including increasing its market share in the four-wheeler and aftermarket segments, expanding its presence in the premium motorcycle category, strengthening its capabilities in advanced technologies and value-added products and capitalising on emerging opportunities in the EV ecosystem.

Acquisitions and Expansions

During the financial year 2025-26 and as on the date of this Report, Endurance Overseas SpA ("EOSpA"), a wholly-owned subsidiary of the Company, acquired 60% stake in Stoferle GmbH, Germany and Stoferle Automotive GmbH, Germany on 2^nd April, 2025. These companies specialise in the machining of aluminium castings for automotive applications and the manufacture of CNC machines for captive use. The acquisition of these entities has strengthened the Company's European footprint and enhanced its capabilities in automation and advanced manufacturing processes.

Further, on 16^th May 2025, the Company increased its shareholding in Maxwell Energy Systems Private Limited to 100%, making it a wholly-owned subsidiary. This further strengthens the Company's presence in advanced electronics and battery management systems.

The Company has continued to make progress on its greenfield and expansion projects during the year under review. In October 2025, production commenced at the AURIC Bidkin plant in Dist. Chh. Sambhajinagar, Maharashtra, for alloy wheels, with an installed capacity of 3.6 million wheels per annum. The Company is also poised to commence production at its AURIC Shendra plant in Dist. Chh. Sambhajinagar for the manufacture of machined aluminium castings catering to four-wheelers and non-automotive applications.

Further, the Company is setting up a lithium-ion battery pack plant at Mindewadi in Pune, Maharashtra, to cater to growing demand from EV and energy storage applications. In addition, the Company is establishing new capacities across various locations for braking systems, ABS and electronics, while also setting up a new aluminium forging facility to support increasing customer demand.

Consolidated Financial Statements:

As per Regulation 33 of the Listing Regulations and Section 129 of the Companies Act, 2013 ("Act") read with the rules framed thereunder, consolidated financial statements of the Company for the financial year 2025-26 have been prepared in compliance with the applicable accounting standards. The audited financial statements of the Company and its subsidiaries (including step-down subsidiaries) have been approved by the board of directors of respective entities.

During the year under review, the Board has reviewed the affairs of the subsidiary companies in accordance with Section 129(3) of the Act. Consolidated financial statements together with the statutory auditor's report thereon form part of this Annual Report.

Subsidiaries:

The Company has 10 subsidiaries as on 31^st March, 2026 and the date of this Report, as tabulated below. Details of the subsidiary companies and their performance are detailed in the Management Discussion and Analysis Report, forming part of this Annual Report.

Associate Company:

As on 31^st March, 2026, and as on the date of this Report, the Company has one associate company, TP Green Nature Limited ("TP Green"), in which the Company holds 1,19,66,298 equity shares of H 10 each being 26% of its paid-up equity share capital. TP Green is an 'associate company' of the Company, in terms of Section 2(6) of the Act. However, the Company does not exercise any 'significant influence' in the management of its business affairs nor has any rights / obligations, except as its shareholder. Therefore, financial statements of TP Green are not required to be considered for consolidation in terms of Section 129 of the Act.

TP Green is a special purpose vehicle incorporated by Tata Power Renewable Energy Limited and is engaged in the business of solar power generation with a capacity of 12.5 MW. This investment enables the Company to qualify itself as a captive consumer as per the captive mechanism rules under the Electricity Act, 2003 for procuring solar energy from TP Green for its certain manufacturing plants located in Chakan and Waluj, Maharashtra.

In terms of Section 129(3) of the Act, a statement in Form AOC-1, containing salient features of the financial statements of the Company's subsidiaries, forms part of this Annual Report. A copy of the audited financial statements of each of the subsidiary companies and English translation thereof will be available for inspection by any shareholder of the Company at its registered office, during business hours. These financial statements are also placed on the Company's website at https://www. endurancegroup.com/wp-content/uploads/2026/06/Annual-Report-of-Subsidiary-Companies-for-FY-2025-26.pdf.

Share Capital:

The paid-up equity share capital of the Company as on 31^st March, 2026, was H 1,40,66,28,480. During the year under review, there has been no change in authorised, issued, subscribed and paid-up share capital, including any reclassification or sub-division thereto. The Company has not issued shares with differential voting rights, sweat equity shares, neither has it granted any employee stock options nor has issued any convertible securities.

Changes in Directors and Key Managerial Personnel:

Following were the changes in the Board during the year under review and till the date of this Report:

i. At the meeting of the Board held on 15^th May, 2025, the re-appointment of following Directors was recommended, which was subsequently approved by the Members of the Company in the Twenty Sixth AGM held on 13^th August, 2025:

a. Mrs. Varsha Jain as an Executive Director designated as Head - CSR and Facility Management of the Company for a term of five years effective 10^th November, 2025.

b. Mr. Indrajit Banerjee as an Independent Director of the Company for a second term of five consecutive years effective 9^th February, 2026.

c. Mr. Anurang Jain as Managing Director of the Company for a term of five years effective 1^st April, 2026.

ii. Mrs. Dipali Sheth was appointed, by the Board in its meeting held on 15^th May, 2025, as an additional director (in the capacity of an Independent Director) of the Company for a term of five consecutive years effective 1^st August, 2025. Her appointment was regularised / approved by the Members of the Company in the Twenty Sixth AGM held on 13^th August, 2025.

iii. On recommendation of the Nomination and Remuneration Committee and the Board, at their respective meetings held on 12^th August, 2025 and 13^th August, 2025, respectively, the Members of the Company appointed Mr. Shyamak R. Tata as an Independent Director of the Company for a term of five consecutive years effective 1^st November, 2025. The Members of the Company approved the appointment of Mr. Tata through Postal Ballot conducted through remote e-voting that concluded on 14^th October, 2025.

iv. Mr. Anant Talaulicar is proposed to be re-appointed as an Independent Director of the Company for a second term of five consecutive years effective 12^th July, 2026, subject to approval of the Members. The approval of Members of the Company is sought through Postal Ballot being conducted through remote e-voting, to conclude on 2^nd June, 2026.

v. The existing tenure of Mr. Soumendra Basu as Chairman of the Board and an Independent Director and that of Ms. Anjali Seth, Independent Director of the Company, is set to conclude on 9^th June, 2026 (close of business hours). Consequently, Mr. Indrajit Banerjee, Independent Director of the Company has been appointed as Chairman of the Board, effective 10^th June, 2026.

Brief profile of the Directors being appointed / reappointed during the year under review and till the date of this Report, is given below:

Mrs. Dipali Sheth

Mrs. Sheth has a career spanning around three decades. She holds a Bachelor of Arts (Honours) in Economics from the University of Delhi. She has expertise in strategy, human resources, marketing, sales, distribution, mergers & acquisitions, transformational growth, restructuring and organisational growth domestically, internationally and expansion especially for companies in India, South East Asia, United Kingdom and Middle Eastern regions. She has worked for private sector banks, FMCG companies and a reputed university. She served as Country Head of Human Resources at the Royal Bank of Scotland ("RBS"), India and contributed significantly towards integrating ABN Amro Bank into the RBS systems and culture, building

leadership, people and organisational strategy and set up target operating models and divestment of the bank in India. She has worked with Standard Chartered Bank ("SCB") in learning, talent acquisition and global strategy. Her last role in SCB was HR Head South Asia where she supervised HR across South Asia, led growth of the Wholesale Bank and gained valuable strategy and change management experience in several acquisitions, viz. SCB acquisitions of ANZ Grindlays and American Express Banks.

Prior to working at SCB, she worked with Procter & Gamble India Limited ("P&G") for six years, where she was the first woman leader to be hired in Sales. At P&G, she contributed to Marketing, Sales and Training functions.

She also helped build the vision and growth of Ashoka University, Sonipat, Haryana. At Ashoka, she also worked with Centre for Social Impact Planning and Centre for Social and Behavioural Change. She is an alumna of the India Leaders for Social Sector program and has served and guided NGOs in the social sector such as Seva Sadan, Support, Aspire for Her, Beyond Diversity and Yuva Unstoppable, supporting social ventures in imparting financial literacy to students.

She is an ACC-accredited coach with the International Coaching Federation, USA, a Gallup Strengths-based Coach, mentor and coach to several emerging men and women leaders on a pro bono basis.

She has worked across India and has been based in London, Singapore and Dubai for several strategic programs and projects. She is passionately committed to community service, healthcare and the environment and is a voracious reader with diverse interests in economics, quantum physics, evolution of societies around the world, humour and spirituality.

Mr. Shyamak R. Tata

Mr. Tata was the Chairman of Deloitte India from 2019 to 2021 and has over 35 years of experience serving large Indian and multinational companies. He is a Fellow Member of the Institute of Chartered Accountants of India, a Certified Information Systems Auditor, a Company Secretary and a Commerce graduate from the Mumbai University. In his executive roles, he has previously led the Audit & Assurance ("A&A") practice of Deloitte India (2015-2019) at the crucial time of India's first ever mandatory auditor rotation transition and was responsible for its performance and execution of the strategy including the build out of Assurance in A&A. Prior to this, he was Deloitte India's Consumer Business Industry Leader (2007-2015) responsible for focusing on opportunities and growth across the multidisciplinary practice.

Mr. Tata began his professional journey with A F Ferguson & Co. where he was managing audit and audit-related engagements of listed companies and other multinational corporations. He was inducted into the partnership in 1998. In 2002, Mr. Tata set up the firm's Sarbanes readiness practice and led engagements both within India and across continents. A F Ferguson & Co.

became part of the Deloitte India network in 2004, when he took on the integration responsibility for talent and of audit learning.

Mr. Tata has been a committee member with the Confederation of Indian Industry ("CII") on Financial Reporting and on Governance. He was the Chairperson of CII's Financial Reporting Committee for two years till the financial year 2021-22.

Mrs. Varsha Jain

Mrs. Jain brings nearly three decades of expertise in interior design, landscaping and architecture. She holds a degree in Bachelor of Science in Accounting and Finance from the United States International University - Africa, Nairobi, Kenya. Prior to her appointment as a member of the Board, she served as an Executive Vice President (CSR & Facility Management) since 2015, spearheading sustainable community development initiatives well before Corporate Social Responsibility ("CSR") became mandatory. She is actively involved in implementing the CSR projects and programmes approved by the CSR Committee and the Board, especially the Village Development Project, running of the Vocational Training Centre, and Kagzipura Museum project and revival of Paithani art project.

During the Covid-19 lockdown, she led comprehensive relief measures, including food kit distribution, support to hospitals, financial aid for vulnerable families, and establishment of a care centre for asymptomatic patients.

As the Head of Facility Management, she oversees civil construction in the organisation. With a wealth of experience in interior designing, she is involved in setting up and maintenance of the Company's offices, gardens and guest houses. The Company has been consistently receiving awards for best gardens and plantation for the last several years for the Waluj, Chh. Sambhajinagar region. Under Mrs. Jain's leadership, the Company's Horticulture Department received the Challenge Trophy for overall performance at The Empress Botanical Garden Flower Show in 2026 organised by The Agri Horticultural Society of India (Western Region) in Pune, along with 36 first prizes, 41 second prizes and three consolation prizes for excellence.

Mr. Indrajit Banerjee

Mr. Banerjee has a career spanning more than 40 years. He is an Associate Member of the Institute of Chartered Accountants of India. He began his career at Price Waterhouse, subsequently taking on roles in the pharmaceutical, healthcare, hydrocarbon, and metal industries, where he built extensive experience in finance, strategy, legal, IT, mergers and acquisitions, and general management functions. He served as Chief Financial Officer / Executive Director in Ranbaxy, Lupin, Cairn India and Indian Aluminium Company Limited. He helped these companies transform into technology-led efficient organisations with superior competitive strength.

During his professional journey, Mr. Banerjee helped companies adapt to market changes, transform into innovative organisations, expand their market presence, and create significant stakeholder

value. He managed situations of high growth, mobilised large capital investment from global investors, implemented new-age ERP systems, facilitated major M&A transactions and managed integration, thereafter, restructured complex organisations to achieve efficiency in capital usage and helped organisations achieve significant cost efficiency and productivity improvement.

In most of the functions that he worked in, the key business deliverable was creating globally competitive strength that helped build sustainable business. He helped create cost synergies for global operations in the pharmaceutical industry, build robust cost-effective infrastructure for greenfield hydrocarbon upstream facilities, rationalised multi-unit operation to make significant improvement of productivity in marketing and supply chain functions, among others.

While performing his roles in the organisations he worked for, he focused, inter alia, on establishing good corporate governance practices, re-engineering of internal processes and systems to improve financial controls, establishing reliable risk-management platforms, creating reliable stakeholder management processes and training and development of talent.

Mr. Anurang Jain

Mr. Jain, a first-generation entrepreneur, has been the Managing Director of the Company since its incorporation in 1999 and was re-appointed for a term of five years effective 1^st April, 2026. He holds a Master's in Business Administration from the University of Pittsburgh. With sharp business acumen, deep industry knowledge and a vision for sustainable growth, he has transformed the Endurance Group from a modest two-die casting machine operation into a global technology-driven enterprise with 33 manufacturing facilities across India and Europe.

Under his leadership, the Group has built a diverse portfolio spanning suspension, braking systems, transmission components, and advanced electronics, positioning itself as a preferred Tier-I supplier to major OEMs worldwide. He has consistently driven organic and inorganic growth through strategic acquisitions, technical collaborations, and a strong innovation culture supported by five DSIR-approved R&D centres. His philosophy of continuous technological upgradation, customer-centricity, and quality-first execution has enabled the Company to stay ahead of peers and deliver long-term profitable growth.

Mr. Jain has demonstrated resilience and foresight in navigating global challenges such as the Covid-19 pandemic and the Russia-Ukraine conflict, ensuring improved margins and financial strength even in adverse conditions. He has fostered operational excellence through agile strategies, vendor partnerships, and consolidation of operations, while strengthening R&D capabilities and diversifying the customer base. His leadership style combines strategic vision with grounded corporate values, earning him respect as both a mentor and a leader.

Recognised with the Hurun India Self Made Entrepreneur of the Year 2024, Mr. Jain is widely acknowledged for his contributions to India's economic growth and the global automotive industry. He has championed innovation, de-risking through a unique product mix, and entry into new product lines, ensuring the Company's competitive edge. His ability to balance expansion with governance and risk management has strengthened the Company's systems and capabilities, while reinforcing its reputation for best-in-class corporate practices.

Beyond business growth, Mr. Jain heads the Management Committee, guiding senior executives in reviewing performance across all verticals and driving strategic initiatives. He also serves on the board of the Company's European subsidiaries, overseeing their operations and advising on organic and inorganic growth. His strong ability to inspire teams, nurture partnerships, and deliver results has been central to the Company's success story, making him a visionary leader who continues to shape the future of the Endurance Group.

Mr. Anant Talaulicar

Mr. Anant Talaulicar has close to four decades of experience serving in multifaceted leadership roles in the Cummins Group, both in the United States of America ("USA") and in India. He holds Master's degree in Mechanical Engineering from the University of Michigan, USA as well as in Business Administration from Tulane University, Louisiana, USA. He earned his Bachelor's degree in Mechanical Engineering from Mysore University, India.

Having worked in the USA for 16 years across roles including financial analyst, manufacturing engineer, project manager, product manager, strategy manager, he took various general management positions. Thereafter, he returned to India in March 2003 as Joint Managing Director of Cummins India Limited. During his tenure with the Cummins Group, he served as a member of the Cummins Inc. global leadership team, Chairman & Managing Director of Cummins Group in India, and the President of Cummins Inc. Components Group. He has also served as the Managing Director of Tata Cummins Private Limited, a joint venture between Cummins Inc. and Tata Motors Limited. He has chaired the boards of four other Cummins entities in India as well. Further, he also held directorships in other entities viz. Birlasoft Limited, Force Motors Limited and Pinnacle Industries Limited. He has served as a member of the Confederation of Indian Industry, Society of Indian Automobile Manufacturers and Automobile Components Manufacturers Association, in the past.

He currently serves on the boards of various public and listed companies including as an Independent Director. He is associated with S P Jain Institute of Management & Research as Executive in Residence. He is also a founding member of Ushajaivant Foundation and serves on the Board of Trustees of Lila Poonawala Foundation and Matruchhaya Trust.

Retirement of Directors by Rotation:

In terms of Section 152(6) of the Act, Mr. Massimo Venuti, who retires by rotation at the ensuing AGM and being eligible, has offered himself for re-appointment. Information as required under Regulation 36(3) of the Listing Regulations is provided in the Notice convening the AGM.

Key Managerial Personnel:

The following officials are 'Key Managerial Personnel' of the Company in terms of the provisions of Sections 2(51) and 203 of the Act, as on the date of this Report:

i. Mr. Anurang Jain, Managing Director;

ii. Mr. Rajendra Abhange, Director and Chief Operating Officer (Whole-time Director);

iii Mrs. Varsha Jain, Director and Head - CSR and Facility Management (Whole-time Director);

iv Mr. R. S. Raja Gopal Sastry, Group Chief Financial Officer (Chief Financial Officer); and

v. Mr. Sunil Lalai, Company Secretary, Compliance Officer and Head - Legal (Company Secretary).

Board of Directors and its Committees:

During the financial year under review, the Board met seven times. A detailed update on the Board, its composition and attendance of the Directors at each meeting is provided in the Corporate Governance Report, forming part of this Annual Report.

The Board has constituted six Committees, viz., Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Stakeholders' Relationship Committee, Risk Management Committee and Finance

Committee (a non-statutory committee). All recommendations made during the year under review, by the Committees including the Audit Committee were accepted by the Board.

A detailed charter including terms of reference of various Board constituted Committees, number of Committee meetings held during the financial year 2025-26 and attendance of members at each meeting, forms part of the Corporate Governance Report.

Directors' Responsibility Statement:

Pursuant to Section 134(3)(c) of the Act, the Directors, based on the representation received from the management, confirm that:

i. in preparation of the annual accounts for the year ended 31^st March, 2026, the applicable accounting standards have been followed;

ii. the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for that period;

iii. the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

iv. the Directors have prepared the annual accounts on a going concern basis;

v. the Directors have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and are operating effectively; and

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

Declaration by Independent Directors:

In terms of Section 149(7) of the Act and Regulation 16(1)(b) of the Listing Regulations, the Independent Directors of the Company have submitted their declarations confirming compliance with the criteria of independence as stipulated thereunder.

All Independent Directors of the Company have affirmed compliance with the Company's Code of Conduct for Directors and Senior Management Personnel for the financial year 2025-26.

The Independent Directors have submitted the requisite declarations and confirmations regarding their fulfilment of the prescribed criteria of independence. The Board has taken note of the same after assessing the veracity of the declarations, as required under Regulation 25 of the Listing Regulations.

An independent director is required to apply online to the Indian Institute of Corporate Affairs ("IICA") for inclusion of his / her name in the data bank for such period till he / she continues to hold office of an independent director in any company.

In terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualifications of Directors) Rules, 2014, Independent Directors of the Company have confirmed that they have registered themselves with the databank maintained by IICA. Independent Directors of the Company are either exempt from the requirement to undertake online proficiency self-assessment test or have successfully qualified the same.

Opinion of the Board with regard to integrity, expertise and experience (including proficiency) of the Independent Directors:

The Board is of the opinion that the Independent Directors of the Company possess the requisite qualifications, expertise, experience and proficiency, and are highly accomplished professionals in their respective fields. Their diverse knowledge and extensive experience contribute significantly to strengthening the Company's systems and processes, aligning them with leading industry practices and further institutionalising robust standards of corporate governance.

Directors' Remuneration Policy and Criteria for Matters under Section 178 of the Act:

In terms of Section 178 of the Act, the Nomination and Remuneration Policy ("NR Policy"), covers Directors, Key Managerial Personnel and Senior Management Personnel of the Company. The NR Policy, inter alia, lays down the principles relating to appointment, cessation, remuneration and evaluation of Directors, Key Managerial Personnel and Senior Management Personnel of the Company.

Based on the annual calendar of meetings approved by the Board, adequate notice convening Board and Committee meetings is provided to all Directors and Committee members. The agenda is circulated at least seven days prior to the respective meeting. The agenda notes contain all relevant information, supporting documents and management recommendations to facilitate informed deliberation and decision making at the Board and Committee meetings.

A gist of Board and Committee meetings held during the year along with attendance record of each Director forms part of the Corporate Governance report.

Audit Committee:

Audit Committee of the Company is constituted in terms of Section 177 of the Act and Regulation 18 of the Listing Regulations.

As on 31^st March, 2026, the Committee comprised the following Directors as its members:

i. Mr. Indrajit Banerjee, Chairman;

ii. Mr. Soumendra Basu;

iii. Ms. Anjali Seth;

iv. Mr. Shyamak R. Tata*; and

v. Mr. Anant Talaulicar*.

* co-opted as members effective 12^th November, 2025.

The Committee comprises entirely of Non-executive Independent Directors, all of whom are financially literate in accordance with the requirements of Regulation 18(1)(c) of the Listing Regulations.

The Committee, inter alia, invites the Managing Director, the Group Chief Financial Officer and the Director and Chief Operating Officer, to attend meetings of the Committee. The Statutory Auditors and the Chief Internal Auditor are also invited for specific agenda matters.

Nomination and Remuneration Committee:

The Nomination and Remuneration Committee ("NRC") of the Company is constituted in compliance with the provisions of Section 178 of the Act and Regulation 19 of the Listing Regulations.

As on 31^st March, 2026, NRC comprised following Directors as its members:

i. Ms. Anjali Seth, Chairperson;

ii. Mr. Soumendra Basu;

iii. Mr. Indrajit Banerjee;

iv. Mrs. Dipali Sheth*; and

v. Mr. Shyamak R. Tata*.

* co-opted as members effective 12^th November, 2025.

All the Committee members are Non-executive Independent Directors.

The Committee invites the Managing Director to attend meetings of the NRC.

Corporate Social Responsibility Committee:

The Corporate Social Responsibility ("CSR") Committee is constituted in compliance with Section 135 of the Act.

As on 31^st March, 2026, the CSR Committee comprised following Directors as its members:

i. Mr. Anurang Jain, Chairman;

ii. Mr. Soumendra Basu;

iii. Mrs. Varsha Jain;

iv. Mr. Rajendra Abhange; and

v. Mrs. Dipali Sheth (co-opted as a member effective 12^th November, 2025).

Stakeholders' Relationship Committee:

The Stakeholders' Relationship Committee ("SRC") is constituted in compliance with the provisions of Section 178(5) of the Act and Regulation 20 of the Listing Regulations.

As on 31^st March, 2026, the SRC comprised following Directors as its members:

i. Ms. Anjali Seth, Chairperson;

ii. Mr. Anurang Jain;

iii. Mr. Satrajit Ray; and

iv. Mr. Indrajit Banerjee (co-opted as a member effective 12^th November, 2025).

Mr. Sunil Lalai, Company Secretary, Compliance Officer and Head - Legal, is the Compliance Officer of the Company and acts as Secretary to the Audit Committee, the NRC, the CSR Committee as well as the SRC.

Risk Management Committee:

The Risk Management Committee ("RMC") is constituted in compliance with Regulation 21 of the Listing Regulations.

As on 31^st March, 2026, the RMC comprised following Directors as its members:

i. Mr. Anurang Jain, Chairman;

ii. Mr. Indrajit Banerjee;

iii. Mr. Rajendra Abhange;

iv. Mr. R. S. Raja Gopal Sastry; and

v. Mr. Shyamak R. Tata (co-opted as a member effective 12^th February, 2026).

The Risk Management Policy of the Company is reviewed annually. The RMC last reviewed the Policy in its meeting held on 12^th February, 2026. The updated Policy is placed on the Company's website https://www.endurancegroup.com/wp-content/uploads/2022/11/Risk-Management-Policy-1.pdf.

The Policy lays down a framework for risk management and mitigation process commensurate with the scale and nature of the Company's business. The Policy also identifies the risk categories in line with the Company's growth strategy, continually changing business environment and legislative requirements. As per the terms of reference of RMC, it is entrusted with the responsibility to periodically review the risk management framework.

The risk management framework defines thresholds against each of the identified risk events and mitigation measures to be adopted. The framework is reviewed periodically by the respective functions, for necessary updates. The senior management team reviews the critical risk events and implements action plans to mitigate recurrence of such events. A risk report is submitted bi-annually for review by the RMC and the same is also placed before the Board for advice on matters of significance.

Credit Rating:

During the year under review, CRISIL Ratings Limited, a credit rating agency registered with SEBI, has reaffirmed the long-term and the short-term ratings for bank credit facilities as CRISIL AA / Stable and CRISIL A1 , respectively. Also, ICRA Limited, a credit rating agency registered with SEBI, has reaffirmed the ICRA AA (Stable) rating for long-term borrowing and ICRA A1 rating for short term bank credit facilities / Commercial Papers.

Internal Financial Controls:

In terms of Section 134(5)(e) of the Act, Internal Financial Control means the policies and procedures adopted by a company for ensuring orderly and efficient conduct of its business, including adherence to its policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records, and timely preparation of reliable financial information.

The Company has adequate Internal Financial Control systems in the form of policies and procedures. It follows a structured mechanism of function-specific reviews and risk reporting by senior management of the Company and matters of significance are brought to the attention of the Audit Committee and the Board. Further, internal Standard Operating Procedures ("SOPs") and Schedule of Authority ("SOA") are well defined and documented to provide clear guidance to ensure that all financial transactions are authorised, recorded and reported correctly.

In order to record day-to-day financial transactions and ensure accuracy in reporting thereof, the Company uses an established Enterprise Resource Planning ("ERP") system, which is equipped with 'maker and checker' mechanism and has an audit trail of all transactions. Adequate controls and checks are built in the ERP system to integrate the underlying books of accounts and

prevent any kind of control failure. Mapping of policies and procedures including SOPs and SOA is done through the ERP system and audit of these processes forms part of the work scope of both Internal and Statutory Auditors of the Company.

The Company has an in-house Internal Audit ("IA") team led by a Chief Internal Auditor. The Chief Internal Auditor, who functionally reports to the Audit Committee and administratively reports to the Managing Director is responsible for leading the IA department. The scope of work, accountability, responsibility, reporting and authority of the IA department is defined in the IA Charter, which is annually reviewed by the Audit Committee.

The Chief Internal Auditor draws up an IA plan at the start of a financial year, which is approved by the Audit Committee and the progress thereof is reviewed by the Committee at its quarterly meetings. In order to ensure objectivity and independence of the audit mechanism, IA activities for certain plants are outsourced. The IA team conducts audits of plants and corporate functions, specifically emphasising on systems, processes, procedures, guidelines and controls as also statutory compliances, adherence to policies / SOPs, and internal guidelines issued by the management. Implementation of the audit recommendations are monitored by the Chief Internal Auditor.

Report on audit findings and corrective measures taken by the respective process owners, is reviewed periodically by the senior management team of the Company comprising the Managing Director, the Director and Chief Operating Officer and the Group Chief Financial Officer. Significant observations and status of implementation of recommendations of the IA team are presented to the Audit Committee. The Committee reviews the report and advises on improving the systems and processes, where necessary.

The Company's internal control mechanism is commensurate with the scale of its operations thereby ensuring compliance with the Act and the Listing Regulations.

Corporate Governance:

In compliance with Regulation 34 of the Listing Regulations, a separate report on Corporate Governance along with a certificate from the Statutory Auditors towards compliance with the provisions of Corporate Governance, forms an integral part of this Annual Report.

The Managing Director and the Group Chief Financial Officer have furnished the requisite certification to the Board in respect of the financial statements and other matters, as required under Regulation 17(8) read with Part B of Schedule II to the Listing Regulations.

Management Discussion and Analysis:

Report on Management Discussion and Analysis as stipulated under the Listing Regulations and any other applicable laws for the time being in force for the financial year 2025-26 forms an integral part of this Annual Report.

Business Responsibility and Sustainability Report:

In terms of Regulation 34(2) of the Listing Regulations, a Business Responsibility and Sustainability Report for the financial year 2025-26 forms part of this Annual Report and is placed on the Company's website at https://www.endurancegroup.com/ wp-content/uploads/2026/06/Business-Responsibility-and-Sustainability-Report-for-FY-2025-26.pdf.

Code of Conduct for Prevention of Insider Trading and Fair Disclosure of Unpublished Price Sensitive Information:

The Company has adopted a 'Code of Conduct for Prevention of Insider Trading' ("PIT Code") in terms of the SEBI (Prohibition of Insider Trading) Regulations, 2015 ("PIT Regulations"). Further, the Company has also adopted a 'Code of Practices and Procedures for Fair Disclosure of Unpublished Price Sensitive Information' ("UPSI Code").

The PIT Code and the UPSI Code are drawn up on the principle that the Company's Directors and employees owe a fiduciary duty, inter alia, to the shareholders of the Company to place the interest of shareholders above their own and conduct their personal securities transactions in a manner that does not give rise to any conflict of interest.

The PIT Code lays down guidelines for 'designated persons' on the procedures to be followed and disclosures to be made while dealing in securities of the Company. It also stipulates the consequences of non-compliances or leak of confidential price sensitive information and guidelines for ascertaining penalty for violations of the provisions of the Code. The PIT Code was last reviewed and revised by the Board at its meeting held on 12^th November, 2025.

The UPSI Code documents the manner of disseminating Unpublished Price Sensitive Information ("UPSI") for making it accessible to the public on non-discriminatory basis. The UPSI Code is reviewed annually, and it was last revised on 12^th February, 2026.

Any information is determined to be UPSI, based on the principles enumerated in the Company's 'Policy on Determination of Materiality of Event / Information'.

In addition to the above, the Company also maintains a Structured Digital Database in terms of Regulation 3(5) of the PIT Regulations containing the nature of UPSI and the name of persons sharing the information, name of persons with whom information is shared, along with their Permanent Account Number or any other identifier authorised by law.

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

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo as stipulated under Section 134(3)(m) of the Act read with Rule 8 of

the Companies (Accounts) Rules, 2014, is attached as Annexure I to this Report.

Corporate Social Responsibility Initiatives:

In terms of Section 135 of the Act read with Schedule VII to the Act and Company's CSR Policy, the Company undertakes CSR projects and programmes under the aegis of Sevak Trust, with whom it has been associated for more than two decades. The CSR projects and programmes undertaken are recommended by the CSR Committee and approved by the Board. These are aimed towards enhancing employability by imparting skill-building vocational training to unemployed youth and undertaking developmental activities in villages to improve living standards and welfare through education, promoting health and hygiene, water conservation and agriculture-oriented initiatives, providing community facilities, amongst others. The Company has established a Balwadi at Waluj, Chh. Sambhajinagar, to support children from underprivileged communities. This facility serves as a pre-school-cum-daycare centre, providing early childhood education and care to children aged 2-6 years, particularly those from underserved communities, who are not enrolled in any formal pre-school programme.

The Company has undertaken two heritage-focused projects. The first project involves setting up of a museum at Kagzipura village in Dist. Chh. Sambhajinagar, a historic site once known for its traditional paper-making craft, to revive and showcase the origin and evolution of paper-making in the country. The second project aims to revive the Paithani art form through a dedicated weaving training centre, to preserve the legacy of this ancient silk weaving craft and to create livelihood. This training centre will be located within the Kagzipura Museum premises, where civil construction of the museum building is currently underway.

During the year under review, a special project was initiated for providing and installing the 'roof top solar power generation unit' to every household in one of the villages covered under the Village Development Project as a part of CSR activities of the Company.

Salient features of the CSR Policy are available on the Company's website at www.endurancegroup.com. The Annual Report on CSR activities is attached as Annexure II to this Report.

In terms of Section 135 of the Act read with Rule 4(5) of the Companies (Corporate Social Responsibility Policy) Rules, 2015, the Group Chief Financial Officer of the Company has provided requisite certificate that the funds disbursed by the Company to Sevak Trust, during the financial year 2025-26, have been utilised for the respective purposes and in the manner as approved by the Board.

Expenditure towards CSR activities

As per the requirements under the Act, the Company was obligated to spend an amount of H 14.83 crore for CSR activities for the financial year 2025-26, calculated based on the average net profit before tax of the immediately preceding three financial

years. The Board approved the following projects / programmes to be undertaken as CSR activities during the financial year 202526, and these activities were as per Schedule VII to the Act and the CSR Policy of the Company:

1. Village Development Project encompassing programmes undertaken in various areas such as water and sanitation, agriculture and livelihood, health and nutrition, education and community development;

2. Running of Vocational Training Centre;

3. Furniture and fixtures for new building of Sevak Trust Balwadi and expenses for running the school from new premises;

4. Expenses for construction of building for Kagzipura Museum project and revival of Paithaniart project;

5. Providing and installation of roof top solar power generation unit to every household in one of the villages covered under the CSR activities of the Company; and

6. CSR activities in the vicinity of the Company's plants at other location(s) viz. Pantnagar, Halol and Chennai.

The total amount spent by the Company, during the financial year 2025-26 towards approved CSR projects and programmes was H 15.96 crore (including overhead expenditure of H 0.96 crore), as against H 14.83 crore earmarked towards CSR in terms of Section 135 of the Act.

Details in Respect of Frauds Reported by Auditors:

During the year under review, no instances of fraud have been reported under Section 143(12) of the Act.

Auditors:

Statutory Auditors

Based on the recommendation of the Board, the Members of the Company at its Twenty Third AGM had approved appointment of M/s. S R B C & Co. LLP (ICAI Registration No. 324982E/ E300003) ("SRBC") as Statutory Auditors of the Company for a second term of five consecutive years. This appointment is valid from the conclusion of the Twenty Third AGM till the conclusion of the Twenty Eighth AGM of the Company.

The Statutory Auditors of the Company have issued unmodified opinions on the financial statements, both standalone and consolidated, for the financial year ended 31^st March, 2026. The Auditors' Reports for the financial year ended 31^st March, 2026 on the financial statements of the Company forms part of this Annual Report.

Cost Auditor

As per the provisions of Section 148 of the Act and Rule 3 of the Companies (Cost Records and Audit) Rules, 2014, the Company is required to maintain cost records with respect

to the manufacturing activities, viz. manufacturing of engine components, manufacturing of dies and moulds, and generation of electricity through windmills, for audit purpose.

Based on the recommendation of the Audit Committee, the Board appointed Mr. Jayant B. Galande, Cost Accountant (Membership No. M-5255) as Cost Auditor of the Company for the financial year 2026-27. The remuneration proposed is H 5.50 lakh and is subject to ratification by the shareholders at the ensuing AGM. The said remuneration is excluding applicable taxes and out-of-pocket expenses, if any, payable at actuals.

Secretarial Auditor

In terms of the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board had appointed M/s. J. B. Bhave & Co., Company Secretaries (Peer Review Certificate No. 7781/2026), to conduct audit of the secretarial and related records of the Company for the financial year(s) 2025-26 to 2029-30.

The Secretarial Audit report for the financial year 2025-26 is attached as Annexure III to this Report.

Disclosures:

Policies of the Company

The Listing Regulations mandate formulation of certain policies for listed companies. Accordingly, the Board has, from time to time, framed and approved policies as required under the Listing Regulations as well as under the Act.

Certain key policies framed by the Company include:

These policies are periodically reviewed by the Committee(s) responsible thereof and changes, if any, are recommended to the Board for approval. Changes to the policies also factor amendments in statutes or governing regulations. During the year under review, the following policies were revised:

Pursuant to the notification dated 11^th March, 2025, SEBI amended the definition of UPSI as provided in the SEBI (Prohibition of Insider Trading) Regulations, 2015. Accordingly, the Board at its meeting held on 12^th November, 2025, approved necessary amendments to the PIT Code to align with the revised definition of UPSI. Further, the Board at its meeting held on 12^th November, 2025, amended the PIT Code by increasing minimum penalty threshold under the Guidelines adopted by the Company for violations of the provisions of the PIT Code.

Further, based on recommendation of the Audit Committee, the RPT Policy was revised by the Board at its meeting held on 15^th May, 2025, inter alia, revising the 'material modification' threshold limit. Further, pursuant to the amendments introduced by SEBI to the Listing Regulations, vide notification dated 18^th November, 2025, the Board at its meeting held on 12^th February, 2026 amended the RPT Policy, inter alia, incorporating amendments to 'Exceptions' provisions, requirement of obtaining Audit Committee approval for transactions involving subsidiaries etc.

After the end of year under review and up to the date of this Report, Nomination and Remuneration Policy and Archival Policy for Disclosures to Stock Exchanges were revised effective 16^th April, 2026.

Particulars of Employees and Related Disclosures:

Disclosure of remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies

(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure IV to this Report.

A statement containing particulars of employees as required under Section 197(12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided as a separate annexure forming part of this Report. In terms of Section 136 of the Act, the Annual Report comprising of the financial statements are being sent to the shareholders excluding the aforesaid annexure. The same is available for inspection at the registered office of the Company during business hours and will be made available to any shareholder on request.

Particulars of Loans, Guarantees or Investments:

The Company has not given any guarantees covered under the provisions of Section 186 of the Act. Particulars of loans, advances and investments are disclosed in the notes to the financial statements forming part of this Annual Report. Kindly refer note nos. 4 and 5 of the standalone financial statements for the details of investments made and loans given by the Company as on 31^st March, 2026.

Deposits:

During the year under review, the Company has not accepted any deposits from the public.

Vigil Mechanism-Cum-Whistle Blower Policy:

In terms of the provisions of Section 177(9) of the Act, read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014, the Company has established a vigil mechanism, which forms part of the Vigil Mechanism-Cum-Whistle Blower Policy in terms of Regulation 22 of the Listing Regulations for Directors and employees. The objective of this Policy is to provide a reporting mechanism for any person who observes any unethical behaviour, actual or suspected fraud, or violation of the Company's Code of Conduct for Directors and Senior Management Personnel and the Endurance Code of Conduct for all Employees ("Codes of Conduct"). Such person can report the same to the Ombudsman appointed under the Policy. The said Policy also encompasses reporting of instances of leak of UPSI.

Protected disclosures can be made by a whistle blower to a dedicated e-mail ID and / or postal address of Ombudsman, appointed under the Policy. The Policy has been hosted on the Company's website at https://www.endurancegroup.com/ wp-content/uploads/2022/11/vigil-mechanism-cum-whistle-blower-policy.pdf.

An Ombudsman has been appointed in terms of the provisions of the Act to independently investigate protected disclosures communicated under the Policy and matters of violation to the Codes of Conduct.

Material Changes and Commitments affecting financial position of the Company between 31^st March, 2026 and the date of this Report:

There have been no material changes and commitments affecting the financial position of the Company, which have occurred between the end of the financial year and the date of this Report.

Related Party Transactions:

As per the Listing Regulations, all RPTs and any modifications thereto, that require approval, are placed before the Audit Committee. Further, the Audit Committee accords specific / omnibus approval for RPTs, which are in the ordinary course of business and satisfy the principles / conditions of being at arm's length basis. Details of the RPTs entered pursuant to the specific and omnibus approval granted are placed on quarterly basis before the Audit Committee for review and update.

Particulars of RPTs entered during the financial year 2025-26:

During the financial year 2025-26, the Company did not enter into any contract / arrangement / transaction with related parties, which could be considered material, for which shareholders' approval is required in accordance with Section 188 of the Act and the RPT Policy.

Accordingly, there is no information to be disclosed in Form AOC-2, while the particulars of all RPTs in terms of Indian Accounting Standard ("Ind AS") - 24 are forming part of the financial statements included in this Report.

The RPT Policy of the Company, as approved by the Board, can be accessed on the Company's website at https://www. endurancegroup.com/wp-content/uploads/2022/11/Policy-on-Determining-Materiality-of-and-Dealing-with-Related-Party-Transactions-1-1.pdf.

Significant and Material Orders passed by Regulators or Courts:

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

Annual Return:

In terms of Section 92(3) read with Section 134(3)(a) of the Act, the annual return of the Company for the financial year ended 31^st March, 2026 shall be available on the Company's website: https:// www.endurancegroup.com/wp-content/uploads/2026/06/ Annual-Return-FY-2025-26.pdf.

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013:

The Company has adopted a "Policy on Safety & Security and Prevention of Sexual Harassment of Women Employees" ("POSH Policy") in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The POSH Policy aims to provide a safe, friendly, positive and productive working environment and promote an atmosphere in which employees can realise their maximum potential. The policy applies to all permanent and temporary employees and also to workforce engaged by the Company through contractors.

The Company observes zero tolerance towards any kind of violation of the POSH Policy. As per the POSH Policy, the Company has constituted Internal Committees ("IC") for all its locations. Such committees are chaired by a female employee and other senior management officials of the Company are its members along with an external member who has experience in dealing with cases relating to sexual harassment. The IC is responsible for redressal of complaints related to sexual harassment and follows the guidelines provided in the POSH Policy.

Details of complaints under the POSH Policy for the financial year 2025-26:

No. of complaints received during the financial year 3

No. of complaints disposed of during the financial year 3 No. of cases pending for more than 90 days 0

Industrial Relations:

During the year under review, industrial relations remained cordial.

As on the date of this Report, the Company has entered into 11 agreements with the labour unions for the Company's plants located at Waluj (Dist. Chh. Sambhajinagar, Maharashtra), Chakan (Dist. Pune, Maharashtra) and Pantnagar (Uttarakhand).

Investor Education and Protection Fund:

In accordance with the provisions of Sections 124 and 125 of the Act and the Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules"), dividends of a company that remain unpaid or unclaimed for a period of seven years from the date of transfer to the unpaid dividend account shall be transferred by such company to the Investor Education and Protection Fund ("IEPF").

In terms of the foregoing provisions of the Act, unclaimed dividend in respect of the financial year 2018-19 shall be due for transfer to IEPF on 12^th September, 2026.

The Company has uploaded details of unclaimed dividend amounts lying with the Company as on 31^st March, 2026, on the Company's website https://www.endurancearoup.com/wp-content/uploads/2026/05/Statement-of-unpaid-and-unclaimed-dividend-as-on-31^a-March-2026.pdf.

The following table provides dates on which unclaimed dividend would become due to be transferred to the IEPF:

Compliance with the Maternity Benefit Act, 1961:

The Company is in compliance with the provisions relating to the Maternity Benefit Act, 1961.

Acknowledgments:

Your Directors take this opportunity to express their sincere appreciation for the commitment, hard work and support of all its employees and workmen during the year.

The Directors also express their gratitude to the shareholders, workmen unions, customers, vendors, dealers, bankers, government authorities of India and other countries where the Company operates and all other business associates for their continued support extended to the Company and for reposing their confidence in the management. The management looks forward to their continued support in future.

1

Sales represent domestic sales and exports combined.