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You can view full text of the latest Director's Report for the company.

BSE: 523395ISIN: INE470A01017INDUSTRY: Diversified

BSE   ` 35878.50   Open: 36349.95   Today's Range 35750.10
36349.95
-146.80 ( -0.41 %) Prev Close: 36025.30 52 Week Range 28747.30
38300.00
Year End :2026-03 

Your Directors are pleased to present the Thirty Ninth (39th) Annual Report of the Company. The Financial Statements of the Company for the financial year ended March 31, 2026 are prepared in compliance with the applicable provisions of the Companies Act, 2013 including Indian Accounting Standards. The audited Financial Statements together with the Auditors’ Report thereon form a part of the Annual Report.

FINANCIAL HIGHLIGHTS

(' in crores)

Particulars

Year ended March 31, 2026

Year ended March 31, 20251

% increase / decrease (-)

Revenue from Operations

5,089.76

4,445.56

14.49%

Of which -Export Sales

50.37

23.79

111.73%

Other Income, net

48.74

70.26

-30.63%

Total Income

5,138.50

4,515.82

13.79%

Less: Expenditure

4,104.00

3,675.95

11.64%

Profit before Interest and Depreciation

1,034.50

839.87

23.17%

Less: Finance costs

43.50

11.17

289.44%

Less: Depreciation and amortisation expense

62.64

55.29

13.29%

Profit before Exceptional Item and Taxation

928.36

773.41

20.03%

Less: Exceptional Item

34.33

-

100.00%

Profit before Taxation

894.03

773.41

15.60%

Less: Tax expense

371.71

297.34

25.01%

Profit for the year

522.32

476.07

9.71%

Items that will not be re- classified subsequently to profit or loss

(0.25)

(4.82)

-94.81%

Total Comprehensive income for the year

522.07

471.25

10.78%

1. The financial year ended March 31, 2025, reflects merged financials following the amalgamation of 3M Electro & Communication India Private Limited (a wholly owned subsidiary) with 3M India Limited.

DIVIDEND

The Board is pleased to recommend a dividend of ' 506 per equity share (final dividend of ' 160 per equity share and special dividend of ' 346 per equity share) at its meeting held on May 22, 2026. This payment is subject to the approval of the Members in the ensuing Annual General Meeting of the Company. The dividend will be paid to all those equity shareholders of the Company whose names appear in the Register of Members and whose names appear as beneficial owners as per the beneficiary list furnished for the purpose by National Securities Depository Limited and Central Depository Services (India) Limited as on record date fixed for this purpose.

The Board of Directors approved the Dividend Distribution Policy on February 9, 2017 in terms of the SEBI (Listing Obligations and Disclosure Requirements), Regulations 2015. The Policy is available at https://www.3mindia. in/3M/en_IN/company-in/about-3m/financial-facts-local/ and the same is annexed as “Annexure J”, which forms part of this report.

Transfer of dividend to the Investor Education and Protection Fund, if any: NA

TRANSFER TO RESERVES

The Company does not propose to transfer any amounts to general reserves.

STATE OF COMPANY’S AFFAIRS

The global economic environment remained uncertain during the year due to geopolitical tensions, cautious capital flows, cost pressures and supply chain challenges. Despite these conditions, India’s economy remained resilient and continued to deliver stable growth. During the year, your Company closely monitored external developments and assessed their impact on operations. The Company remained focused on disciplined execution, operational agility and efficiency, sustaining stable revenues while continuing to create value for all stakeholders.

Strong growth in automobile and industrial market segments

India’s automotive industry continued to be an important contributor to the country’s manufacturing sector. The growing adoption of electric vehicles created new opportunities for the Company to introduce innovative products and solutions. The Company strengthened

its presence across the automotive value chain with offerings such as adhesives, abrasives and products for the automotive aftermarket. The Company expanded its presence across industrial market segments, reinforcing its focus on addressing evolving customer needs and broadening market reach.

Increased Government spending on infrastructure projects

The Government’s continued spending on infrastructure development, including roads, railways, regional airports and other key projects, supported demand for the Company’s transportation safety solutions, as well as its commercial and industrial offerings. These initiatives remain strongly relevant to the Company’s portfolio driving sustained demand for its transportation safety, commercial and industrial offerings.

Attractive policy initiatives for emerging sectors

Supportive government initiatives, including the Production Linked Incentive (PLI) schemes, continued to benefit sectors such as mobile phones, electronics manufacturing and defense. The Company engaged with leading manufacturers in these sectors by providing relevant materials and solutions and remained aligned with emerging manufacturing trends through its application expertise, customer-focused approach and diversified capabilities.

Growth in modern trade and e-commerce channels

The fiscal year saw significant expansion in modern trade and e-commerce channels. The resulting increase in consumer demand through these channels supported the Company’s home improvement and cleaning products, strengthening market share and enhancing the penetration of its consumer product portfolio across diverse markets and customer segments.

Discipline in operational execution

The Company maintained a stable cash position during the year, supported by disciplined financial management and operational efficiency. In response to inflationary pressures and market dynamics, the Company implemented calibrated pricing actions and continued cost optimization measures across operations.

Managing supply chain and raw material

During FY 25-26, the Company’s sourcing operations continued to monitor the markets and optimised the costs across the goods and services, including raw materials procured.

The Company’s revenue from operations increased by 14.49% at ' 5,089.76 crores for the financial year ended March 31, 2026 compared to ' 4,445.56 crores in the previous financial year. The Profit Before Interest and Depreciation and Exceptional Item is ' 1,034.50 crores compared to ' 839.87 crores for the previous financial year. Profit Before Tax and Exceptional Item is ' 928.36 crores compared to ' 773.41 crores for the previous financial year. Profit Before Tax is ' 894.03 crores compared to

' 773.41 crores for the previous financial year. The operating margin for the current year is 20.13% compared to 18.60% for the previous financial year. Total Comprehensive Income is ' 522.07 crores compared to ' 471.25 crores for the previous financial year. Export Sales is ' 50.37 crores for the financial year ended March 31, 2026 compared to ' 23.79 crores in the previous financial year, an increase of 111.73% due to higher demand in the global market.

The Safety and Industrial business increased by 16.00%; Transportation business increased by 10.08%; Health Care business increased by 17.49%; and Consumer business increased by 15.57%.

Earnings Per Share

The Earnings Per Share (Basic and Diluted) of the Company for FY 25-26 was ' 463.66 per share as compared to ' 422.60 per share in the previous financial year, with an increase of 9.72%. Detailed analysis of the performance has been discussed in the Management’s Discussion and Analysis Section of the Annual Report.

Information Technology

The Company operates an Information Security Management System (ISMS), centered at the Head Office in St. Paul, USA, which is certified to the current requirements of ISO/IEC 27001 and has continued to meet certification requirements since 2014. In 2023, we added ISO/ IEC 27017:2015 requirements for cloud services. Enhancing and optimising cybersecurity protection continues to remain one of the top priorities. The Company conducts monthly social engineering simulation assessments for all users globally to increase their knowledge on how to identify and report phishing attempts. Training is delivered to employees worldwide on an annual basis to mitigate human- based cybersecurity risk. Awareness efforts include relevant communications disseminated on various channels to promote a secure culture within 3M. Other frameworks include NIST CSF (The National Institute of Standards and Technology, Cybersecurity Framework) which is a crossindustry standardised framework that several organisations use to manage their cybersecurity programmes. NIST CSF provides a common language and lifecycle approach to understand, manage and express cybersecurity risks. It helps identify and prioritise actions to reduce risk and aligns policy, business and technology approaches to manage that risk. The cybersecurity landscape is constantly evolving and new threats and challenges emerge. The Company consistently reviews and re-evaluates its capabilities to identify and respond to these threats.

Supply Chain

Continued disruptions because of various scenarios like geopolitical events, natural disasters and availability of labour continue to have impacts on supply chains, resulting in longer supply chains and increasing costs. Evolving tariff scenarios add to that complexity. Hence the focus is on building robust supply chains and simplifying them by localization efforts.

Contribution to Exchequer

During FY 25-26, the Company paid various taxes on account of its business/operation viz., CGST, IGST, Direct Taxes and Customs Duty amounting to ' 1,701.37 crores in aggregate.

Investments

Capital Investments during FY 25-26 was ' 58.33 crores (Net of capital work-in-progress and capital advances) (PY 24-25: ' 55.42 crores).

MATERIAL CHANGES AND COMMITMENTS

There have been no material changes and/or commitments affecting the financial position of the Company since the close of the financial year and till the date of this report.

CHANGE IN THE NATURE OF BUSINESS

There were no changes in the nature of business during the year under review.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report is annexed herewith as “Annexure A”, which forms part of this report.

CORPORATE GOVERNANCE AND SHAREHOLDER INFORMATION

A separate Report on Corporate Governance in terms of Regulation 34 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred as “Listing Regulations”) along with a Certificate from a Practicing Company Secretary regarding compliance to the conditions stipulated under Chapter IV of the Listing Regulations is provided as “Annexure B”, which forms part of this report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

A separate section on Business Responsibility and Sustainability Report (BRSR) is annexed as “Annexure C” and forms a part of this report as required under Regulation 34(2)(f) of the Listing Regulations.

SHARE CAPITAL EQUITY SHARES WITH DIFFERENTIAL VOTING RIGHTS

The Company has only one class of Share, i.e. Equity Share with a face value of ' 10 each.

The Authorised Share Capital as at March 31, 2026 is ' 117,650,700 (divided into 1,17,65,070 Equity Shares of ' 10 each).

The Issued/Subscribed and fully Paid-up Share Capital as at March 31, 2026 is ' 112,650,700 (divided into 1,12,65,070 Equity Shares of ' 10 each).

During the year under review, the Company has not issued Equity Shares nor Shares with differential voting rights nor granted Stock Options nor Sweat Equity.

LISTING WITH STOCK EXCHANGES

The Company has upto date paid the requisite listing fee

to the National Stock Exchange of India Limited and BSE

Limited where the Company’s Equity Shares are listed.

BOARD OF DIRECTORS

Appointment and Re-appointment:

The following appointments and re-appointments were

made during the financial year till the date of the report:

• The Board of Directors of the Company, on the recommendation of the Nomination and Remuneration Committee, at its meeting held on March 13, 2025 appointed Mr. Jayanand Kaginalkar (DIN: 07904558) as an Additional Director and Whole-Time Director of the Company for the period from April 1, 2025 to March 31, 2027, categorised as Executive Director. The Members of the Company have approved his appointment by way of an Ordinary Resolution through Postal Ballot notice dated March 13, 2025.

• The Board of Directors of the Company, on the recommendation of the Nomination and Remuneration Committee, at its meeting held on March 13, 2025 appointed Ms. Jung Hyun Kim (DIN: 10954275) as a Non-Executive Director of the Company with effect from April 1, 2025. The Members of the Company have approved her appointment by way of an Ordinary Resolution through Postal Ballot notice dated March 13, 2025.

• The Board of Directors of the Company, on the recommendation of the Nomination and Remuneration Committee, at its meeting held on November 3, 2025 appointed Mr. M. D. Ranganath (DIN: 07565125) as an Additional Director in the category Non-Executive Independent Director of the Company with effect from February 2, 2026. The Members of the Company have approved his appointment by way of an Special Resolution through Postal Ballot notice dated February 12,2026.

• The Board of Directors of the Company, on the recommendation of the Nomination and Remuneration Committee, at its meeting held on February 12, 2026 appointed Mr. Aseem Joshi (DIN: 07504624) an Additional Director and Managing Director of the Company in the category Executive Director of the Company for the period from April 1, 2026 to March 31, 2031. The Members of the Company have approved his appointment by way of an Ordinary Resolution through Postal Ballot notice dated February 12,2026.

• The Board of Directors of the Company, on the recommendation of the Nomination and Remuneration Committee, at its meeting held on May 22, 2026 appointed Ms. Kavita Nair (DIN: 07771200) as an Additional Director in the category Non-Executive

Independent Director of the Company with effect from May 27, 2026. Pursuant to provisions of Regulation 17(1C) of Listing Regulations, the approval of Members of the Company for the appointment of Ms. Kavita Nair to the Board as Independent Director for a term of five (5) years is being sought at the 39th Annual General Meeting of the Company.

• The Board has unanimously appointed Mr. M. D. Ranganath (DIN: 07565125) (NonExecutive Independent Director of the Company) as the “Chairperson of the Board”, with effect from May 27, 2026.

• Ms. Jung Hyun Kim (DIN: 10954275) will retire by rotation at the ensuing Annual General Meeting and being eligible, offers herself for re-appointment. The details of Ms. Jung Hyun Kim are provided in the Notice of the Annual General Meeting. The Board of Directors recommend her re-appointment.

Resignation/ Retirement:

The following retirements were accepted during the financial year till the date of the report:

• Mr. Ramesh Ramadurai (DIN: 07109252) retired from the Board as Director and as Managing Director of the Company with effect from March 31, 2026.

• Ms. Radhika Rajan (DIN: 00499485) retired from the Board as Independent Director of the Company and as Chairperson of the Board upon completion of her second term of five (5) years on May 26, 2026.

The Board places on record its sincere appreciation for the valuable contributions made by Mr. Ramesh Ramadurai and Ms. Radhika Rajan, toward the progress of the Company during their tenure as Directors of the Company.

KEY MANAGERIAL PERSONNEL (KMP)

Based on the recommendation of the Nomination and Remuneration Committee and the Audit Committee, the Board of Directors of the Company appointed Mr. Nikhil Arora as Chief Financial Officer with effect from May 5, 2025.

As at the financial year ended March 31, 2026, Mr. Ramesh Ramadurai, Managing Director, Mr. Jayanand Kaginalkar, Whole-time Director, Mr. Nikhil Arora, Chief Financial officer and Mr. Pratap Rudra Bhuvanagiri, Company Secretary and Compliance Officer, were the Key Managerial Personnel of the Company.

Mr. Aseem Joshi was appointed as a Key Managerial Personnel of the Company with effect from April 1, 2026, consequent to the retirement of Mr. Ramesh Ramadurai on March 31, 2026.

DECLARATIONS FROM INDEPENDENT DIRECTORS

The Company has received necessary declarations from each Independent Director of the Company under the provisions of Section 149(7) of the Companies Act, 2013,

that they meet the criteria of Independence laid down under the provisions of Section 149(6) of the Companies Act, 2013 read with Listing Regulations. All the Independent Directors have also confirmed under Regulation 16(1B) of SEBI (LODR) Regulations, 2015 that they are not NonIndependent Director of another Company on the Board of which any Non-Independent Director of the listed entity is an Independent Director. In the opinion of the Board, all the independent directors have the integrity, expertise, experience and proficiency necessary for the role.

DETAILS OF BOARD AND COMMITTEE MEETINGS DURING THE FINANCIAL YEAR

During FY 25-26, Seven (7) Meetings of the Board were held. The Company has Five (5) Board Committees. The composition and number of Meetings attended by each Director/Committee Member are furnished in the Corporate Governance Report.

COMPOSITION OF AUDIT COMMITTEE

As on the financial year ended March 31, 2026, the Audit Committee of the Company consisted of Two (2) NonExecutive Independent Directors and One (1) Non-Executive Director and all of them have financial and accounting knowledge. The Members of the Committee as on March 31, 2026, were Mr. N. V. Sivakumar, Chairperson, Ms. Radhika Rajan and Ms. Kong Sau Wai Elizabeth. The Committee comprises majority of Independent Director. The Board has accepted all the recommendations made by the Audit Committee during the year under review.

NOMINATION AND REMUNERATION COMMITTEE POLICY

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a Policy for the selection and appointment of Directors, Senior Management and other employees and their remuneration. The Policy is available at https://www.3mindia.in/3M/en_IN/company-in/about-3m/financial-facts-local/.

The composition, criteria for selection of Directors and the terms of reference of the Nomination and Remuneration Committee is stated in the Corporate Governance Report.

ANNUAL BOARD EVALUATION

The Board of Directors has carried out an annual evaluation of its own performance, its Committees and Directors pursuant to the requirements of the Companies Act, 2013, Listing Regulations and as per the Guidance Note issued by SEBI. Further, the Independent Directors, at their separate meeting held during the year, reviewed the performance of the Board, its Chairperson and Non-Executive Directors and other items as stipulated under the Listing Regulations. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report.

DETAILS OF REMUNERATION OF DIRECTORS

Disclosure pursuant to Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies

(Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed herewith as “Annexure D”, which forms part of this report.

REMUNERATION RECEIVED BY MANAGING/ WHOLE TIME DIRECTOR FROM HOLDING OR SUBSIDIARY COMPANY

During the year under review, no Commission or Remuneration was paid to the Executive Directors from Holding/ Subsidiary Companies.

DIRECTORS’ RESPONSIBILITY STATEMENT

To the best of the knowledge and belief and according to the information and explanations obtained, your Directors state in terms of Section 134 (5) of the Companies Act, 2013 (the Act):

(a) that in the preparation of the annual financial statements for the year ended March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any.

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

(c) that they had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

(d) that they had prepared the annual financial statements on a going concern basis.

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

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

INTERNAL FINANCIAL CONTROLS AND THEIR ADEQUACY

The Company’s Internal controls are aligned with 3M Global’s internal control over financial reporting which is based on the framework established by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Controls - Integrated Framework (2013).

This framework essentially has two elements:

(1) structures, policies and guidelines designed to achieve efficiency and effectiveness in operations and compliance with laws and regulations and

(2) an assurance function provided by Internal Audit.

The Directors have laid down internal financial controls to be followed by the Company and such policies and procedures are adopted by the Company for ensuring the orderly and efficient conduct of its business, including adherence to Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely preparation of reliable financial information.

The Company has in place adequate systems of internal controls commensurate with its size and the nature of its operations. These have been designed to provide reasonable assurance with regard to recording and providing reliable financial and operational information, complying with applicable statutes, safeguarding assets from unauthorised use or losses, executing transactions with proper authorisation and ensuring compliance of corporate policies.

The Company, through its own Corporate Internal Audit Department, carries out periodic audits to cover all the offices, factories and key areas of business segments based on the plan approved by the Audit Committee and bring out any deviation to internal controls procedures. The Internal Auditor functionally reports to the Audit Committee and administratively to the Managing Director. The observations arising out of audit are periodically reviewed and compliance ensured. The summary of the Internal Audit observations and status of the implementation is submitted to the Audit Committee of the Board. The status of implementation of the recommendations is reviewed by the Committee on a regular basis and concerns, if any, are reported to the Board.

DISCLOSURE REGARDING FRAUDS

During the year under review, there were no frauds reported by the Auditor to the Audit Committee or to the Board.

DEPOSITS

During the year under review, the Company has neither accepted nor renewed any deposits from public within the meaning of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

During the year under review, the Company has not given any Loans, provided any guarantees or made any Investments covered under Section 186 of the Companies Act, 2013.

RELATED PARTY TRANSACTIONS

All Related Party Transactions (RPTs) which were entered into, during the financial year were on an arm’s length basis and were in the ordinary course of business. All RPTs are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained on a yearly basis for the transactions which are foreseeable and repetitive in nature. A statement exhibiting details of all actual RPTs versus the approval is placed before the Audit Committee for approval on a quarterly basis. A Policy

on RPTs as approved by the Board is available at https:// www.3mindia .in/3M/en_IN/company-in/about-3m/ fi na ncial -facts-local/.

The Company being a part of 3M conglomerate, has rights to carry out the business within India and accordingly, has access to the Group’s synergies, state of the art products and technologies, competencies and “3M” brand name which are very critical and essential to carry out its business operations more efficiently in an increasingly globalised and competitive scenario. As a part of its regular business, the Company purchases, avails/renders services from/to 3M Company, USA and/or its group companies at arm’s length basis. None of the Directors and the Key Managerial Personnel has any pecuniary relationships or transactions vis-a-vis the Company.

The RPTs are necessary, normal to business and play a significant role in the Company’s business operations and also form an integral part of the Company’s business.

The Company obtained the approval of the Members at the 38th Annual General Meeting held on August 26, 2025 for material related party transactions with 3M Company, USA for the period of 1 year i.e., upto the ensuing 39th Annual General meeting. Further, the Company obtained the approval of the Members through Postal Ballot notice dated February 12, 2026 for material related party transactions with 3M Company, USA and 3M Innovation Singapore Pte Ltd for the FY 26-27.

Details of the related party transactions as required under Section 134(3)(h) read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as “Annexure E”, which forms part of this report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company’s Corporate Social Responsibility (CSR) framework is anchored in two focus areas: STEM and Skilled Trades and Community Needs, reflecting its commitment to creating meaningful social impact to underserved communities and addressing critical public health and safety challenges. All CSR initiatives are aligned with Schedule VII of the Companies Act, 2013 and mapped to the United Nations Sustainable Development Goals (SDGs). During FY 25-26, 65% of the allocated CSR funds were spent on STEM & Skilled Trades and 35% on Community needs. The main project interventions under each of the focus areas were:

STEM AND SKILLED TRADES:

During FY 25-26, the Company strengthened its existing STEM education initiatives and continued to promote educational opportunities for girls from underserved communities.

Project Nanhi Kali: Educating the Girl Child

The Company continued its commitment to girls’ education through Project Nanhi Kali, supporting 2,800 girls across 181 Academic Support Centres in Pune during FY 25-26. Implemented by K.C. Mahindra Education

Trust, the programme combines academic support with digital literacy, life skills, financial awareness and sports to improve learning outcomes and confidence. Over 350 girls appeared for Class 10 examinations during the year, taking the cumulative total of graduates under the programme to over 1,000.

3M Wonder Tinkering Labs programme

Implemented with Learning Links Foundation, the Company operates 30 maker spaces across Pune, Bengaluru and Ahmedabad, benefiting nearly 9,000 students. Through hands-on STEM learning, students develop problemsolving, creativity and innovation skills. More than 400 projects have been developed, with students earning 21 awards at various state and national-level competitions during the year under review.

Girls in STEM Scholarships programme

In partnership with the Foundation for Excellence, the Company supported 200 meritorious girls from underserved backgrounds, including engineering and MBBS students. Along with financial assistance, scholars received mentoring, career guidance and industry exposure through engagements with STEM professionals and 3M volunteers.

3M-Scotch Brite® Scholarships for Girls

The programme awarded 550 scholarships to girls in grades 9-12 across Maharashtra, Gujarat and Karnataka. Implemented with Scholarlify, the scholarships supported vulnerable students by providing the right aid during the crucial years of high school, including, mentoring, career guidance and parental engagement, ensuring that the girls continue their education until graduation.

Healthcare Scholarships for Women

In partnership with the Lila Poonawalla Foundation, the Company supported 74 young women from economically disadvantaged backgrounds to pursue higher education in nursing, health sciences, nutrition, microbiology and paramedical sciences. In addition to financial support, students also received soft skills and life skills training, mentoring and career guidance.

COMMUNITY NEEDS:

The Community Needs focus area addresses local issues in communities around the Company’s area of operations. Interventions aim to improve quality of life outcomes across public health and safety, environment, livelihoods and support for vulnerable communities, including assistance during natural disasters.

Community Water Resilience programme

In partnership with Water For People India Trust, the Company implemented Ridge to Valley approach interventions in a high water-stress region covering 11 villages in Kendur & Pabal gram panchayats in Shirur block, Pune. The programme achieved strong outcomes after monsoon cycles conserving 191 million litres of water across 1,121 hectares, benefiting over 4,800 individuals and 1,000 households.

Bengaluru Water Management at Anekal Taluk

The Company continued its partnership with Biome Environmental Trust in FY 25-26to advance water stewardship initiatives in Anekal. During the year, maintenance support was provided to rainwater harvesting systems installed at four government schools, enhancing rainwater storage and recharge capacity by 1,518 kiloliters. The Company also initiated a hydrogeological study in Anekal Taluk, Bengaluru, to assess the groundwater recharge potential of treated wastewater-fed lakes and explore opportunities to strengthen long-term water security in the region.

Together for Safer Roads - Road Safety Programme

In partnership with the Bengaluru Traffic Police and Synergie, the Company advanced road safety through improvements at accident-prone junctions in Bengaluru and enhancements to the Bengaluru Traffic Park, St. Marks road. During the year, infrastructure upgrades were completed at two junctions, alongside user behaviour and perception studies. The Traffic Park was strengthened with improved training facilities and real-world road simulations, with signage and road markings.

Scoliosis Care for Underprivileged Children

The Company supported Bhagwan Mahaveer Memorial Jain Trust’s Scoliosis Project which provides specialised treatment to children with spinal deformities. During the year under review, 3M India supported 25 children with spinal deformities, helping improve mobility, confidence and quality of life.

We. Are. All. Us.- D&I

Through its Diversity and Inclusion initiative, the Company supported a Community Resource Centre for gender and sexual minority communities in Bengaluru. Implemented by Sangama, the centre facilitates access to healthcare, social security schemes and identity-related services and has reached over 2,700 individuals.

Mobile Healthcare in Aspirational Districts.

The Company continued to improve access to preventive and primary healthcare in underserved communities through mobile healthcare units operated with Smile Foundation across Uttar Pradesh, Odisha, Assam and Maharashtra. During FY 25-26, the programme reached 22,162 beneficiaries, bringing the cumulative number of individuals served to over 300,000. Services included healthcare consultations, diagnostics, maternal and child health services and health awareness programmes. The initiative concluded in FY 25-26 upon the successful completion of its project cycle.

The Annual Report on CSR activities is annexed herewith as “Annexure F”, which forms part of this report.

DETAILS OF REMUNERATION OF EMPLOYEES

Pursuant to Section 197(12) of the Companies Act, 2013 read with Rules 5(2) & (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014,

a statement showing details of the top Ten (10) employees in terms of remuneration drawn during the financial year and other employees of the Company employed throughout the year and employees employed for part of the year who were in receipt of remuneration of ' 1.02 crores or more per annum and ' 8.50 lakhs or more per month respectively is annexed herewith as “Annexure G”, which forms part of this report.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The Information on Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo stipulated under Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8(3) of The Companies (Accounts) Rules, 2014 is annexed as “Annexure H", which forms part of this report.

RISK MANAGEMENT POLICY

The Company has a Risk Management Policy pursuant to the requirements of Listing Regulations. The details of the Risk Management Committee and its terms of reference are set out in the Corporate Governance Report forming a part of the Board’s Report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There were no significant and material orders passed during FY 25-26 by the Regulators/Courts which would impact the going concern status of the Company and its future operations.

INSOLVENCY AND BANKRUPTCY CODE, 2016

There was no application made nor did the Company receive notice of any proceedings against it as pending under the Insolvency and Bankruptcy Code, 2016 during FY 25-26.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has an effective vigil mechanism by way of the Business Conduct Concern Reporting Policy (Whistle Blower Policy) for upholding 3M’s Code of Conduct. The details of the said Policy are stated in the Corporate Governance Report and also available at https://www.3mindia.in/3M/ en_IN/company-in/about-3m/financial-facts-local/. During the year, the Company reached out to employees through e-learning modules to create greater awareness with respect to Fair Competition and Anti-Bribery and Corruption. This has helped in achieving a high level of engagement and compliance among the employees.

STATUTORY AUDITOR

The Members of the Company at the 34th Annual General Meeting held on August 26, 2021, re-appointed Messrs. B S R & Co. LLP, Chartered Accountants (Firm Registration No. 101248W/W-100022), as Statutory Auditors of the Company for the second term to hold office till the conclusion of 39th AGM of the Company. As B S R & Co. LLP is completing the permissible tenure in terms of Section

139 of the Act, the Company is required to appoint new Statutory Auditors with effect from the conclusion of forthcoming 39th AGM.

On the recommendation of the Audit Committee, the Board at its meeting held on November 3, 2025, recommended the appointment of Messrs. Price Waterhouse & Co Chartered Accountants LLP, (Firm Registration Number 304026E/ E300009) (‘PWC’) as Statutory Auditors of the Company for the first term of five (5) consecutive years for approval of Members.

Accordingly, a resolution proposing appointment of PWC as Statutory Auditors of the Company from conclusion of the 39th AGM till the conclusion of the 44th AGM of the Company, forms part of the Notice convening the 39th AGM of the Company.

PWC has consented to act as Statutory Auditors of the Company and confirmed that their aforesaid appointment, if made, would be within the limits specified under Section 141(3)(g) of the Act. They have also confirmed that they are not disqualified to be appointed as Statutory Auditors in terms of provisions of Sections 139(1) and 141(3) of the Act and the Companies (Audit and Auditors) Rules, 2014.

COST AUDIT

Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, the cost audit records maintained by the Company in respect of the products covered under the said rules are required to be audited by a Cost Accountant. Accordingly, the Board of Directors of the Company at its Meeting held on May 22, 2026 on the recommendation of the Audit Committee, approved the re-appointment of Messrs. Rao, Murthy & Associates, Cost Accountants (Firm Registration No. 000065), to conduct the audit of the cost records of the Company for FY 26-27 at a remuneration of ' 575,000 (Rupees Five lakhs Seventy-Five Thousand only) plus taxes as applicable and out of pocket expenses at actuals.

The Audit Committee has also received a certificate from the Cost Auditor certifying their independence and arm’s length relationship with the Company.

As required under the Companies Act, 2013, the remuneration payable to the Cost Auditor is required to be placed before the Members at the General Meeting for their ratification. Accordingly, a resolution seeking ratification of the remuneration payable to Messrs. Rao, Murthy & Associates, Cost Accountants is included in the Notice convening the Annual General Meeting.

For the financial year ended March 31, 2025, the Cost Audit Report submitted by Messrs. Rao, Murthy & Associates, Cost Accountants, was filed with the Ministry of Corporate Affairs, well within the due/extended date. Messrs. Rao, Murthy & Associates, has confirmed the cost records for the financial year ended March 31, 2025 are free from any disqualifications as specified under Section 141(3) and proviso to Section 148(3) read with Section 141(4) of the Act.

SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company had appointed Messrs. V Sreedharan & Associates, Company Secretaries in Practice (Firm Registration No. P1985KR14800) to undertake the Secretarial Audit of the Company for FY 25-26. The Report of the Secretarial Audit Report is annexed herewith as “Annexure I”, which forms part of this report.

The Company had undertaken an audit for FY 25-26 for all applicable compliances as per Listing Regulations and Circulars/ Guidelines issued thereunder. The Annual Secretarial Compliance Report has been submitted to the stock exchanges within 60 days of the end of the financial year-.

EXPLANATIONS IN RESPONSE TO AUDITORS’ QUALIFICATIONS

During the year under review, there were no qualifications, reservations or adverse remarks made by the Statutory Auditors/ Secretarial Auditor in their respective Reports.

COMPLIANCE WITH SECRETARIAL STANDARDS

During FY 25-26, the Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

ANNUAL RETURN

Pursuant to the provisions of Section 134(3)(a) and Section 92(3) of the Act read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the draft of the Annual Return in Form MGT 7 of the Company for the financial year ended March 31, 2026 is uploaded on the website of the Company and can be accessed at https://www.3mindia.in/3M/en_IN/company-in/about-3m/financial-facts-local/.

DISCLOSURES UNDER THE SEXUAL HARASSMENT OF WOMEN AT THE WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

The Company has a Prevention of Sexual Harassment Policy in line with the requirement of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The Policy is available on the website of the Company https://www.3mindia.in/3M/en_IN/company-in/about-3m/financial-facts-local/. Internal Complaints Committees (ICC) have been set up to redress complaints received regarding sexual harassment.

Status of Complaints during FY 25-26:

1. Number of complaints of sexual harassment received During FY 25-26: 2

2. Number of complaints disposed off during FY 25-26: 2

3. Number of cases pending at the end of the financial year: 0

4. Number of workshops or awareness programmes carried out: 3

5. Remedial measures taken by the Company:

• A mandatory interactive virtual training session was conducted for employees on “Sexual Harassment at the Workplace”. This session reinforced the understanding of what constitutes sexual harassment, complaint process and behavioral do’s and don’ts at the workplace.

• In-depth capacity building training was conducted for all Internal Committee member Train the Trainer session was conducted for all Internal Committee members. This session equipped participants with the knowledge & resources to conduct general awareness sessions at their respective locations.

HUMAN RESOURCES

During FY 25-26, the Company undertook many initiatives to increase organisational capability and productivity to be value driven and future ready. As on March 31, 2026, the Company had an employee strength of 1,273 personnel.

COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961

The Company has complied with the provisions relating to the Maternity Benefit Act, 1961 for FY 25-26.

ENVIRONMENT, HEALTH AND SAFETY

3M is committed to the safety, health and well-being of its employees. The Company continuously evaluates opportunities to raise safety and health standards, training site leaders and conducting site visits to identify and manage environmental health and safety risks; evaluating compliance with regulatory requirements and 3M policy; and maintaining a global security operation for the protection of facilities and people on 3M sites.

The Company has three (3) manufacturing plants operating in India. All three plants have Environmental Management Systems (EMS) certified to ISO 14001: 2015 standard and ISO 45001:2018 for Occupational Health and Safety Management System.

3M Life Critical Standards

3M Global EHS Standards are the rules that enable every 3Mer, contractor and visitor to be safe. Towards this, Life Critical Standards were launched at all 3M Manufacturing units with three main programs:

a. Procedure Use Standard

b. Permit to Work Standard

c. Lockout/Tagout Standard

1. Journey to Zero

Journey to Zero is embedded into daily operations and decision-making across the organization and promotes the culture of safety. This continued focus reinforces

leadership accountability, employee engagement and proactive hazard identification.

Core safety programs supporting the Journey to Zero were driven through priority initiatives, with an emphasis on Machine Guarding, Electrical Safety, Powered Industrial Vehicles, Fire Protection and Prevention, Lock Out and Tag Out (LOTO), Work at Heights, Hearing Protection and Ergonomics.

We believe that these lay the groundwork for sustained improvement and maturity of the Journey to Zero program in 2025 and beyond.

2. Risk Mitigation campaigns

Multiple campaigns were launched in 25-26 to bring focus to areas where hazards and incidents are most frequent. These campaigns focused on increased hazard identification and reduction and stronger awareness in several key topics.

3. EHS for Frontline leaders

This learning program was rolled out for all Supervisors in manufacturing units to strengthen leadership capability and standards to drive elite EHS performance across sites. Delivered through e-learning and on site activities, it reinforced the frontline leader’s role in protecting employees, customers and communities.

4. Environmental Health and Safety Policy

A new Environment, Health and Safety Policy was developed and shared across the company. This policy further integrates the company’s intent towards safety, health & environmental aspects not only to internal operations but also among the wider communities.

5. Driving EHS Culture Excellence

EHS Quality GEMBA Walks : 3M’s EHS Culture excellence programme “See and Act” which follows the concept of FVCC - Field verification of critical controls through EHS GEMBA Walks.

EHS GEMBA walks allow us to build systems that verify the presence of controls and absorb normal worker drift, allowing our people to “fail safely.” We use EHS GEMBA walks to ask better questions to the workforce, to better understand the risk and ensure we have proper controls in place to protect our people.

6. EHS Management Standards and Systems

The 3M Environment, Health and Safety Management Standard (EHS-MS) provides the basis to address EHS risks and compliance obligations applicable to all workers within 3M operations.

Technology is important in achieving excellence and EHS is no exception to this. Some of the Systems and tools to enable EHS management programme implementation are:

• Safety Metrics.

• CAMMS portal to track and monitor applicable EHS compliance and legal obligations.

• EHS 360 for documenting, reporting, investigating matters related to workplace incidents.

• Contractor Safety Application to manage contractor work and visitor authorization

• EHS Global Audits on manufacturing plants have been successfully completed.

• Guarding and Prioritization (GAP)tool to provide methods for risk assessment to workers.

• Risk Assessment of Machines (RAM) to assess whether machines need evaluation with respect to the adequacy of controls and need of additional controls.

7. EHS in R&D Labs

3M expanded EHS performance across its R&D Centre and office sites through focused programs, stronger governance and employee engagement. The Journey to Zero campaign remained a central theme and stakeholders were trained on 3M EHS expectations, EHS also supported laboratory infrastructure and capability expansion projects, helping integrate safety into growth initiatives. In addition, collaboration with the 3M Tech Forum enabled the sharing of best practices on global platforms.

8. Industrial hygiene

The Company has placed an industrial hygienist at each site, to work in close collaboration with 3M corporate teams to prioritise health-related issues.

9. The Company sites have placed strong emphasis on noise reduction and hearing conservation through a dedicated campaign. In the first two quarters of implementation, Ahmedabad, Bengaluru and Ranjangaon plants reduced identified noise sources by 25%, 75% and 25%, respectively.

10. Ergonomics

3M’s Ergonomics Risk Reduction Process is a comprehensive global programme that identifies and assesses ergonomic risk in industrial and office workspaces. The successful application of ergonomics improves quality and increases production by providing employees with appropriate tools, workstations and working environments.

Ergonomics risk reduction projects are being taken up in 2026 to reduce risk in our operations.

ENVIRONMENT

The Company follows the Environmental Management programme framework which comprises elements mainly focusing on Air Quality, Water Quality, Land Management and Waste management. All these are tracked through an Environmental target database.

1. Environment hazard Assessments

(EHA) is a tool that applies a standardized risk assessment methodology to understand and evaluate potential emissions from facility processes to air, water, land and waste disposition.

2. Air Quality Management

The purpose is to identify the requirements necessary to minimise the impact to air quality by having right programmes with sufficient resources in place.

3. Water Quality

The Company embraces commitment to water conservation for our operations, following a Global Water Stewardship Standard.

4. Land Management

In order to prevent possible contamination, 3M has deployed programmes like Sewer management, Spill and release prevention, Aqueous Film Forming Foam (AFFF) management etc, across the globe.

5. Spill Prevention

Aligned with 3M’s Journey to Zero, the organization is committed to eliminating spills and releases to air, water and land across all operations, materials and severities. This commitment is achieved through strong prevention, disciplined operations and rapid response when issues occur.

6. Waste management

The Company practices waste minimisation whenever practical to reduce the volume and hazards of waste materials generated. All 3M locations are required to manage all waste materials from the time of generation until reused, recycled, treated, or disposed.

The introduction of a Global Waste Vendor Management System in CAMMS provides a consistent, transparent process for approving and tracking waste vendors. Enhancements focus on simplifying compliance, improving efficiency and reducing costs while maintaining strong environmental protection.

HEALTH AND WELLNESS EFFORTS

During the year, comprehensive occupational health and wellness initiatives were implemented across all sites to promote employee well being, regulatory compliance and preventive healthcare.

Medical surveillance programs were conducted based on job related risk exposure, including pulmonary function tests, vision screening, audiometry, hematological tests and spirometry. Specialized health monitoring such as Noise-Induced Hearing Loss (NIHL) surveillance and heat stress case analysis were carried out.

Targeted health awareness and training programs were delivered through shopfloor sessions and campaigns aligned with key observance days such as World Hearing Day, World Heart Day, World Health Day, Women’s Day, World Diabetes Day, No Tobacco Day and National Safety Month.

These sessions included live demonstrations on first aid, ergonomics, hearing conservation, women’s wellness, BMI management, seasonal illness prevention and comorbidity awareness.

Emergency preparedness was strengthened through certified First Aid, CPR and emergency response training for first responders, maintenance teams, ambulance drivers, security personnel and contract workforce, including Red Cross-certified programs.

3M India achieved the Silver Level at the 2025 Arogya World Healthy Workplace Awards, reflecting the organization’s sustained commitment to employee health and wellness.

OTHER DISCLOSURES

During the financial year under review, the Company:

1. has not bought its own Shares nor has it given any loan to the employees (including KMPs) of the Company for purchase of the Company’s Shares.

2. has not issued any Shares to trustees for the benefit of employees.

3. there was no revision in the Financial Statements.

AWARDS AND RECOGNITION

The 3M brand is globally recognised for innovation, quality and trust. Over the years, The Company has received several accolades and recognition, highlighting the trust it commands. Here are a few recognitions received in FY 25-26:

• The Company was given an Award for Overall Performance from its Customer for the year 2025.

• The Company received Zero PPM award from Toyota Kirloska Motors, for defect free supplies for the FY 24-25. This is the 6th consecutive award since 2019.

• The Company was recognized by local government offices as CSR Champions of Change Award in the

Environmental Protection and Conservation category. This was for our work in the area of water management and solar electrification in Shirur Taluka.

• BSES in Delhi recognised 3M as “Innovation Partner of the Year”.

• The Company received the Atmanirbhar Excellence Award from its customer at their Annual Supplier Conference, for Absorber Localisation.

• The Company was recognized by BW BusinessWorld’s Top 40 Most Sustainable Companies, based on FY 24-25 Business Responsibility and Sustainability Report (BRSR) disclosures.

Over the year, the Company employees received internal accolades for excellence in sales, marketing, technical and support functions, winning recognition from 3M Company, as well as Business and Area level awards.

ACKNOWLEDGEMENT

Your Directors thank and acknowledge with gratitude the co-operation, assistance and support received from the Central Government, State Governments of Karnataka, Maharashtra and Gujarat, Bankers, Shareholders, Dealers, Vendors, Promoters of the Company and all other Stakeholders.

The Directors also wish to place on record their sincere appreciation and gratitude towards the contribution made by every employee.