The Board of Directors take great pleasure in presenting the Seventh Annual Report of the Company ('the Company
or ATL') along with the Audited Financial Statements for the financial year ended March 31, 2026.

FINANCIAL HIGHLIGHTS

(' in crores except EPS)

Pursuant to the provisions of the Companies Act, 2013
(the "Act"), the Financial Statements of the Company for
the period ended March 31, 2026, have been prepared
in accordance with the Indian Accounting Standards
("Ind AS") notified under the Companies (Indian
Accounting Standards) Rules, 2015 as amended from
time to time.

PERFORMANCE REVIEW
Consolidated:

The revenue from operations for FY2025-26 was 5820.80
crores as compared to 5757.81 crores, an increase of
8.31 % over the previous year.

The Business Earnings before Interest, Depreciation,
Tax and Amortization ("EBIDTA") stood at 5161.55 crores,
an increase of 25.7 % as compared to 5128.48 crores
earned in the previous year.

The Profit for the year attributable to the members
and non-controlling interest stood at ' 44.21 crores, an
increase by 46.2 % as compared to 529.94 crores of the
previous year.

Consolidated Cash Flow:

The Cash flows from operations post tax was positive
5157.3 crores (as at March 31, 2025 5108.4 crores).
Spend on capex was 512.13 crores. The borrowing of the
Company as at March 31, 2026 stood at 50 crores (as at

March 31, 2025 S113.11 crores). Cash and bank balances
including investment in mutual funds stood at 553.22
crores (as at March 31, 2025 589.81 crores). The Net Debt
to Equity stood at 0 times (as at March 31, 2025, 0.41
times).

Standalone:

The revenue from operations for FY2025-26 was 5564.20
crores as compared to 5513.71 crores, an increase of 9.8
% over the previous year.

The EBITDA stood at 5130.87 crores, as compared
to 5108.18 crores, an increase of 21% earned in the
previous year.

The profit after taxes was 539.70 crores as compared to
552.95 crores, a decrease of 25 % of the previous year.

Standalone Cash Flow:

The Company's net cash generated from operating
activities (post-tax) stood at 5124.55 crore during the
financial year ended March 31, 2026, as against 589.86
crore in the previous financial year. Capital expenditure
incurred during the year amounted to 511.72 crore. As
at March 31, 2026, the Company's borrowings stood
at 520.00 crore, compared to 5113.11 crore as at March
31, 2025.

Cash and cash equivalents, including investments in
mutual funds, stood at 519.18 crore as against 546.84
crore as at March 31, 2025. The Company's Net Debt-
to-Equity ratio improved significantly to 0.06 times as
at March 31, 2026, from 0.44 times as at March 31, 2025.

DIVIDEND

In view of the Company's future growth plans,
anticipated funding requirements for business
expansion etc, the Board of Directors has decided
not to recommend any dividend for the financial year
ended March 31, 2026.

Dividend Distribution Policy

In terms of Regulation 43A of the Securities and
Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 ('SEBI Listing
Regulations'), the Board of Directors of the Company
formulated and adopted the Dividend Distribution
Policy. The Policy is available on Company's website
at:Dividend Distribution Policy

Pursuant to the Finance Act, 2020, dividend income
is taxable in the hands of the shareholders effective
01 April 2020 and the Company is required to deduct
tax at source from dividend paid to the Members at
prescribed rates as per the Income Tax Act, 2025.

TRANSFER TO RESERVE

During the year under review, no amount was
transferred to any of the Reserves of the Company.

BUSINESS OVERVIEW

FY 25-26 marks another year of strong operational and
strategic progress for Allcargo Terminals Limited (ATL),
supported by growth in volumes and revenue, driven
by capacity augmentation at Nhava Sheva and the
renewal of ATL's operating contract for Speedy CFS with
JNPA. The Company further strengthened its market
position through operational excellence, customer-
centricity, and disciplined execution, reinforcing its
standing as one of India's leading CFS operators.

In line with its three-year strategic growth plan, ATL
advanced its expansion agenda during the year.
Following capacity augmentation in key markets, the
Company commenced construction of the Private
Freight Terminal (PFT) portion at Farukhnagar in Q4
FY 25-26, marking a key milestone in strengthening
ATL's multimodal logistics footprint and expanding its
presence in high-growth hinterland markets.

CYBER SECURITY

In view of increased cyberattack scenarios the
Company has strengthened its governance and
resilience through enhanced digital governance
and cyber resilience initiatives, including alignment
with the Digital Personal Data Protection (DPDP) Act,
ISO 27001 certification, and a BitSight score of 760
('Advanced'), reinforcing safeguards around data
privacy, cybersecurity, and digital systems. Alongside
business growth, ATL remains committed to responsible
and future-ready operations, with continued focus on
operational excellence, digital transformation, and
long-term value creation for all stakeholders.

With strong fundamentals, strategic expansion
initiatives, and a resilient business model, ATL is well-
positioned to support the evolving logistics needs of
India's growing economy while delivering sustainable
value to its stakeholders.

STATE OF COMPANY'S AFFAIRS
Details on Issue of Shares/Warrants/other securities
of the Company Allotment of 63,64,800 equity
shares to Mr Ashish Chandna, Chief Executive
Officer of the Company through preferential issue
of shares

The Board of Directors of Company at it's meeting held
on January 17, 2025 had approved Preferential issue
of equity shares of the company for consideration
other than cash, i.e. in lieu of acquiring 15% shares of
Speedy Multimodes Limited ("SML"), held by Mr Ashish
Chandna, Chief Executive Officer of the Company &
SML. This acquisition of 40,80,000 (Forty Lakhs Eighty
Thousand only) equity shares of SML valued at INR
66.3 per equity share was carried out in lieu of issue of
63,64,800 (Sixty Three Lakhs Sixty Four Thousand Eight
Hundred Only) equity shares of Allcargo Terminals

Limited aggregating to 2.53% of total paid up capital
of the Company on Preferential basis to Mr Ashish
Chandna at an issue price of INR 42.4 per equity share
which was approved by the members of the Company
by way of special resolution passed through Postal
Ballot on February 16, 2025.

Additionally, the Company had received In Principle
approval from BSE Limited ("BSE") and National Stock
Exchange of India Limited ("NSE") ("Stock Exchanges")
vide approval letters dated March 27, 2025. The
Company had allotted these shares to Mr Chandna on
April 01, 2025. The acquisition was completed on April
16, 2025, resulting in the Company holding a 100% stake
in SML, thereby making SML a wholly owned subsidiary
of the Company.

The Company has received all necessary regulatory
approvals as per applicable laws. The Company
received Trading Approval for preferential issue of
63,64,800 (Sixty Three Lakhs Sixty Four Thousand Eight
Hundred Only) equity shares on May 12, 2025.

Issue of Fully Convertible Share Warrants on
preferential basis to the Promoter / Promoter Group

The Company in the Board meeting held on July 15,
2025 approved fund raising through preferential mode
amounting to ^38,28,00,000 (Rupees Thirty-Eight Crores
Twenty-Eight Lakhs Only) by issuance of 1,32,00,000
share warrants to the Promoters and Promoter Group of
the Company at an issue price of S29 per equity share
in accordance with the Securities and Exchange Board
of India (Issue of Capital and Disclosure Requirements)
Regulations, 2018.

The aforementioned preferential issue was
subsequently approved by the shareholders through
Postal Ballot on August 14, 2025.

Pursuant to the approvals, the share warrants were
allotted to the Promoters and Promoter Group

on September 05, 2025. As a result, the collective
shareholding of the Promoters and Promoter Group
increased from 65.82% to 67.52%.

The details as on March 31, 2026, are as follows:

*25% of the consideration amount is received from the aforesaid
allottees as on March 31, 2026.

Pursuant to the issuance of fully convertible warrants
on a preferential basis, aggregating to ^38,28,00,000
(Rupees Thirty-Eight Crore Twenty-Eight Lakh
only), the Company has received ^9,57,00,000
(Rupees Nine Crore Fifty-Seven Lakh only), being
25% of the total consideration payable towards
the warrants, in accordance with the applicable
regulatory requirements.

Out of the aforesaid amount, ^9,20,00,000 (Rupees Nine
Crore Twenty Lakh only) has been utilized towards the
Company's general corporate purposes, which is in
accordance with one of the objects for the preferential
issue. The balance amount of ^37,00,000 (Rupees
Thirty-Seven Lakh only) remains unutilized and is being
maintained in a separate bank account pending its
deployment for the approved objects of the issue. These
share warrants are convertible into equity shares of the
Company within 18 months from the date of allotment,
and the equity shares arising upon conversion shall
rank pari passu with the existing equity shares of the
Company in all respects.

Implementation of the "ATL CEO Employee Stock Option Plan -2025"

The Board of Directors, at its meeting held on August 11, 2025, approved and recommended the implementation
of the "ATL CEO Employee Stock Option Plan - 2025" (the "Plan"). The Plan has been introduced to incentivize and
align the wealth of Mr. Ashish Chandna, Chief Executive Officer, with the long-term performance of the Company,
and to reward strategic and transformational contributions that extend beyond routine operational results.

The Plan provides for the grant of 44,66,335 (Forty-Four Lakh Sixty-Six Thousand Three Hundred Thirty-Five only)
Employee Stock Options ("Options"), each of which, upon exercise, will be convertible into one equity share of the
Company having a face value of 52 (Rupees Two only) each, fully paid-up.

The members of the Company approved the implementation of the Plan at the 6^th Annual General Meeting held
on September 26, 2025. In principle approvals from BSE Limited and the National Stock Exchange of India was
received on November 13, 2025 and November 14, 2025 respectively.

The Nomination and Remuneration Committee ("NRC") of the Company, at its meeting held on May 20, 2026,
approved the grant of 44,66,335 (Forty Four Lakhs Sixty-Six Thousand Three Hundred and Thirty-Five) stock options
under the Company's Employee Stock Option Scheme, "CEO ESOP 2025", to Mr. Ashish Chandna, Chief Executive
Officer of the Company. The Committee also approved a revision in the vesting schedule of the aforesaid scheme.

The revised vesting schedule is as follows:-

The disclosure in terms of Regulation 14 of the Securities and Exchange Board of India (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021 is available on the website of the Company atInvestors - Allcargo Terminals.

Further, the Company has obtained ESOP Certificate from the Secretarial Auditors as per Regulation 13 of the
Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The
same is available on the website of the Company atESOP-Certificate Allcargo-Final.pdf.

Issue and Allotment of 3,97,98,999 partly paid equity shares on Right Basis

The Company had considered and approved raising funds aggregating up to 580,00,00,000 (Rupees Eighty Crore
Only) by way of a Rights Issue of partly paid equity shares on October 07, 2025, with the objective of optimizing
business opportunities, strengthening its infrastructure, and enhancing operational efficiency.

In Principle approval was received from National Stock Exchange of India and BSE Limited on October 15, 2025, and
November 04, 2025, respectively.

Subsequently, the Board of Directors, vide Circular Resolution dated November 10, 2025, approved the terms of the
Rights Issue and the Letter of Offer to be submitted to the Stock Exchanges and dispatched to the shareholders
of the Company. Few of the important terms are as follows:

*Out of the total proceeds received on application, amount of ' 4,97,98,749/- is utilized for Object B and ' 9,94,97,498/- is utilized for
Object C.

Further Board of Directors of the Company, at its meeting held on May 21, 2026, has approved the reallocation of
proceeds raised from the Rights Issue of the Company.

The Company had allocated ^19,89,94,995/- towards Object B. As on March 31, 2026, the Company has repaid a
loan amounting to ^4,97,48,749/- availed from AIFL. The remaining amount of ^14,92,46,246 was repaid by utilising
company's internal accruals.

Therefore, balance allocated amount of ^14,92,46,246/- is reallocated to "Object A - Expansion of container storage
and handling capacity by developing new Container Freight Stations, Inland Container Depots, along with the
upgradation of existing facilities."

The revised schedule of deployment is as follows:

The rights equity shares allotted are displayed under a separate ISIN and would rank pari passu with the existing
shares of the Company on being fully paid up.

Incorporation of ATL FTWZ Private Limited

The Company, which is engaged in the business of Container Freight Stations (CFS) and Inland Container Depots
(ICD), intends to expand its operational footprint and strengthen its presence in the logistics infrastructure sector.

In line with this strategic objective, the Company incorporated a wholly owned subsidiary under the "ATL" brand,
namely ATL FTWZ Private Limited, to support and pursue its future business opportunities.

ATL FTWZ Private Limited was incorporated on September 18, 2025, with an initial paid-up share capital of ^5,00,000
(Rupees Five Lakhs Only), divided into 50,000 equity shares of S10 each. The entire share capital is held by Allcargo
Terminals Limited along with its nominees, making it a wholly owned subsidiary of the Company.

Employees Stock Appreciation Rights 2024

The Company had approved issuance of Employees Stock Appreciation Rights ("ESAR") to the employees of
the Company and Group Companies vide Board Resolution dated February 01, 2024, which was subsequently
approved by the shareholders at the Annual General Meeting held on September 23, 2024, as per Securities and
Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The aggregate
number of shares upon exercise of ESARs would not exceed 86,00,000 (Eighty-Six Lakhs only) Shares of face value
of ' 2/- (Rupees Two only), each fully paid up, of the Company. The Company has also obtained the in-principle
approval from the BSE Limited and the National Stock Exchange of India Limited for the granting of ESAR under the
Plan to the employees of the Company and Group Companies collectively.

During the financial year ending March 31, 2025, the Company granted 24,87,500 ESARs to eligible employees of
the Company and Group Companies collectively, on January 04, 2025 with a view to attract and retain the senior
talents and reward them for their performance and to contribute to the growth & profitability of the Company. The
status of the available ESARs as on the date of this Report is as detailed hereunder:

The disclosure in terms of Regulation 14 of the Securities and Exchange Board of India (Share Based Employee
Benefits and Sweat Equity) Regulations, 2021 is available on the website of the Company atESAR-Information-
under-Reg-14-SBEB.pdf.

Further, the Company has obtained ESAR Certificate from the Secretarial Auditors as per Regulation 13 of the
Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. The
same is available on the website of the Company atESAR Certificate Allcargo Final

Acquisition of shares in Allcargo Group Services Private Limited ("AGSPL")

The Board of Directors, at its meeting held on May 21, 2026, approved the subscription to equity shares of Allcargo
Group Services Private Limited ("AGSPL") (formerly known as Allcargo Warehousing Management Private Limited)

(Promoter group entity) as part of the transition of Centre
of Excellence (COE) services within the Allcargo Group.

Pursuant thereto, AGSPL issued equity shares on a
private placement basis and the Company subscribed
to 2 (Two) equity shares of face value S10 each at an
issue price of ^1,76,840 per share, comprising a premium
of ^1,76,830 per share, aggregating to ^3,53,680.

Allcargo Group Services Private Limited became an
Associate Company of the Company with effect from
July 1, 2026, consequent to the allotment of equity
shares by Allcargo Group Services Private Limited
and acquisition of a 25% equity stake therein by
the Company.

CHANGES IN THE NATURE OF BUSINESS

The Company continued to provide CFS/ ICD business
services to its customers and hence, there was no
change in the nature of business or operations of the
Company, which impacted the financial position of the
Company during the year under review.

MATERIAL CHANGES AND COMMITMENTS
AFFECTING THE FINANCIAL POSITION OF THE
COMPANY

There are no material changes and commitments
a ffecting the financial position of the Company,
subsequent to close of FY2025-26 till the date of
this Report.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY
THE REGULATORS OR COURTS OR TRIBUNALS

During the year under review, no significant and
material orders were passed by the regulators or
courts or tribunals which would adversely impact the
going concern status and the Company's operations
in future.

CREDIT RATING

During the year under review, the Company has not taken
any new Ratings from Credit Rating Agencies including
for its subsidiaries and Joint Venture Companies.

The Company has previously obtained Credit Rating for
its long term and short term Bank/Financial Institutional
loan facilities from CRISIL Ratings Limited as mentioned
below, the ratings are re-affirmed as on January 8,
2026 and valid as on March 31, 2026 and as on date:

PUBLIC DEPOSITS

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

meaning of Section 73 and 76 of the Companies Act,
2013 ("the Act") and Rules framed thereunder.

SHARE CAPITAL

The Company vide Postal Ballot Resolution dated
August 14, 2025 increased the authorized Share Capital
of the Company from ^55,00,00,000/- (Rupees Fifty-Five
Crores only) consisting of 27,50,00,000 (Twenty-Seven
Crores and Fifty Lakhs) equity shares of S2/- (Rupees
Two) each to ^70,00,00,000/- (Rupees Seventy Crores
only) consisting of 35,00,00,000 (Thirty Five crore) equity
shares of S2/- (Rupees Two) each.

On December 11, 2025, the Board of Directors had
approved allotment of 3,97,98,999 partly paid equity
shares of Rs. 20/- each on Right Basis. The total proceeds
amounted to Rs. 79,59,79,980/- (Rupees Seventy-
Nine Crore Fifty-Nine Lakhs Seventy-Nine Thousand
Nine Hundred and Eighty only). On Application, Rs.
19,89,94,995/- (25%) (Rupees Nineteen crore Eighty Nine
Lakhs Ninety four thousand Nine hundred and Ninety
five only) was received. Balance 75% would be called
by the Company within a time specified in SEBI (Issue
of Capital and Disclosure Requirements) Regulations,
2018 ("SEBI ICDR Regulations").

Issued, subscribed and paid-up capital of the Company
as on March 31, 2026, amounts to ^58,37,18,646 (Rupees
Fifty-Eight Crore Thirty-Seven Lakhs Eighteen Thousand
Six Hundred and Forty-Six only) consisting of 29,18,59,323
(Twenty-Nine Crore Eighteen Lakhs Fifty-Nine Thousand
Three Hundred and Twenty-Three) equity shares of S2/-
(Rupees Two) each.

CORPORATE GOVERNANCE REPORT

The Company is committed to maintain the highest
standards of Corporate Governance and adhere to
the Corporate Governance requirements set out by the
Securities and Exchange Board of India ("SEBI").

A separate section on the Corporate Governance
together with the requisite certificates obtained
from the Practicing Company Secretary, confirming
compliance with the provisions of Corporate
Governance as stipulated in Regulation 34 read along
with Schedule V of the Listing Regulations is included in
the Annual Report.

BOARD OF DIRECTORS

Number of Meetings of the Board of Directors

During the year under review, 6 (Six) Board Meetings
were convened and held, the details of which are
provided in the Corporate Governance Report which
forms a part of this Annual report.

The meetings of the Board of Directors and its
Committees are convened at regular intervals to
review, discuss, deliberate upon and decide various
matters pertaining to the business operations, strategic
initiatives, risk management framework, audit and
assurance functions, governance policies, financial

performance and other matters as may be placed
before the Board/Committees by the Chairman or the
Members from time to time.

The annual calendar of meetings of the Board and its
Committees is prepared and approved well in advance,
thereby facilitating effective participation and ensuring
a high level of attendance at such meetings.

The gap between two consecutive Board meetings
did not exceed one hundred and twenty (120) days, in
compliance with the provisions of Section 173 of the Act.

Committee Position

The details of the Composition of the Committees,
meetings held, attendance of Committee members at
such meetings and other relevant details are provided
in the Corporate Governance Report'.

Recommendation of Audit Committee

During the year under review, there is no instance of
non-acceptance of any recommendation of the Audit
Committee of the Company by the Board of Directors.

Directors

As on March 31, 2026, the following were the Directors
on the Board of the Company:

Following the closure of the Financial Year 2025-26, the
Board of Directors of the Company appointed Mr Shashi
Kiran Shetty (DIN: 00012754) as an Additional Director
in the category of Non-Executive, Non-Independent
Director with effect from May 21, 2026. Subsequently,
the appointment was approved by the members of
the Company through a Postal Ballot on June 26, 2026.

*Mr. Suresh Kumar Ramiah has stepped down from the position of
Managing Director (Key Managerial Personnel) of the Company
with effect from the close of business hours on August 31, 2026,
consequent to his superannuation in accordance with the
applicable retirement policy of the Company.

**Mr Vaishnavkiran Shashikiran Shetty resigned as a Non¬
Executive Non-Independent Director of the Company with effect
from June 8, 2026.

Re-appointment of Independent Director

In accordance with the provisions of the Companies
Act, 2013 and Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015, Mr Mahendrakumar Chouhan (DIN:
00187253), Mrs Radha Ahluwalia (DIN: 00936412) and Mr
Prafulla Chhajed (DIN: 03544734) were reappointed as
Non-Executive, Independent Directors for the second
term of 3 (three) consecutive years commencing from
April 15, 2026 to April 14, 2029

Further, the members vide Special Resolutions passed
through Postal Ballot dated April 10, 2026, had approved
the reappointment of aforementioned Non-Executive,
Independent Directors.

In the opinion of the Board, the Directors reappointed
have integrity, relevant expertise and experience
(including proficiency) to be reappointed as
Independent Directors of the Company

Directors retiring by rotation

In accordance with the provisions of Section 152 and
other applicable provisions, if any, of the Act, read
with the Articles of Association of the Company, Mr
Kaiwan Dossabhoy Kalyaniwalla(DIN: 00060776) Non¬
Executive, Non-Independent Director of the Company is
liable to retire by rotation at the ensuing Annual General
Meeting ("AGM").

Being eligible, he has offered himself for re¬
appointment. Based on the performance evaluation
and on the recommendation of the NRC, the Board of
Directors has recommended his re-appointment as
a Director the company, liable to retire by rotation, for
the approval of the Members. The necessary resolution
for the re-appointment of Mr Kaiwan Dossabhoy
Kalyaniwalla (DIN: 00060776) forms part of the Notice
convening the ensuing AGM.

Resignation of Directors

During the Financial year 2025-26, none of the Director's
had resigned from the Board of the Company.

Subsequent to the close of the financial year ended
March 31, 2026, Mr. Vaishnavkiran Shashikiran Shetty
resigned as a Non-Executive Non-Independent Director
of the Company with effect from June 8, 2026. Mr. Suresh
Kumar Ramiah has stepped down from the position of
Managing Director (Key Managerial Personnel) of the
Company with effect from the close of business hours
on August 31, 2026, consequent to his superannuation
in accordance with the applicable retirement policy of
the Company.

Declaration by Independent Directors

The Company has received declarations from all
Independent Directors confirming that they meet

the criteria of independence as prescribed under
Section 149(6) and 149(7) of the Act and Regulations 16
and 25 of the Listing Regulations. There has been no
change in the circumstances affecting their status as
Independent Directors of the Company.

The Company has received confirmation from the
Independent Directors regarding their registration in
the Independent Directors databank maintained by
the Indian Institute of Corporate Affairs in compliance
with the requirements of Rule 6 of the Companies
(Appointment and Qualification of Directors) Rules, 2014.

BOARD EVALUATION

Pursuant to Sections 134 and 178 of the Companies
Act, 2013 and Regulations 17 and 19 of the Securities
and Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (the "Listing
Regulations"), the Nomination and Remuneration
Committee of the Company (NRC) has set the criteria for
performance evaluation of the Board, its Committees,
individual Directors including the Chairman of the
Company and the same are given in detail in the
'Corporate Governance Report'.

Based on the criteria set by NRC, the Board has
carried out annual evaluation of its own performance,
Chairman, its committees and individual Directors
for FY2025-26. The questionnaires on performance
evaluation were prepared in line with the Guidance
Note on Board Evaluation dated January 5, 2017, issued
by SEBI as amended from time to time. An online
platform has been provided to each Director for their
feedback and evaluation.

The parameters for performance evaluation of the
Board includes the roles and responsibilities of the
Board, timeliness for circulating the board papers,
content and the quality of information provided to the
Board, attention to the Company's long term strategic
issues, risk management, overseeing and guiding
major plans of action, acquisitions etc.

The evaluation framework is periodically reviewed to
enhance its effectiveness and ensure alignment with
evolving regulatory requirements and emerging best
practices in corporate governance. The outcomes of
the evaluation exercise are discussed at appropriate
levels of the Board and are constructively used to
identify areas for improvement in Board processes,
strengthen governance practices, and enhance overall
effectiveness in decision-making and oversight. The
process also reinforces a culture of transparency, open
feedback, and continuous improvement across the
Board and its Committees.

The performance of the Board and individual Director
was evaluated by the Board seeking inputs from all
the Directors. The performance of the Committees
was evaluated by the Board seeking inputs from the

Committee members. NRC reviewed the performance
of individual Director and separate meeting of
the Independent Directors was also held to review
the performance of Non-Independent Directors,
performance of the Board as a whole and performance
of the Chairman of the Company taking into account
the views of Managing Director and Non-Executive
Directors. Thereafter, at the Board meeting, the
performance of the Board, Chairman, its committees
and individual Directors was discussed and deliberated.
The Board of Directors expressed their satisfaction
towards the process followed by the Company for
evaluating the performance of the Directors, Chairman,
Board and its Committees.

KEY MANAGERIAL PERSONNEL (KMP)

The following are the KMP's of the Company as on
March 31, 2026:

- Suresh Kumar Ramiah, Managing Director;

- Ashish Chandna, Chief Executive Officer;

- Pritam Vartak, Chief Financial Officer;

- Malav Talati, Company Secretary & Compliance
Officer

COMPANY'S POLICY ON APPOINTMENT AND
REMUNERATION

The Nomination and Remuneration Committee
has framed a policy on Directors, KMP and other
Senior Management Personnel appointment and
remuneration including criteria for determining
qualifications, positive attributes, independence of a
Director and other related matters in accordance with
Section 178 of the Act and the Rules framed thereunder
and Regulation 19 of the SEBI Listing Regulations.
The criteria as aforesaid is given in the 'Corporate
Governance Report'.

The remuneration of Board members is determined by
several key factors, including the Company's size, its
global presence, and its overall economic and financial
standing. Industry trends and compensation packages
offered by peer companies also play a critical role in
shaping the remuneration framework.

In pursuance of the same, the Remuneration Policy
outlines the guiding framework for the Nomination
and Remuneration Committee (NRC) in identifying
and evaluating individuals suitable for appointment as
Directors. It is designed to ensure that remuneration
is performance-oriented, based on a structured
assessment of achievements and contributions. The
Policy is aligned with prevailing industry practices and
governance standards.

The Company further confirms that the remuneration
paid to its Directors is strictly in accordance with the
approved Remuneration Policy.

The Remuneration Policy of the Company has been
hosted on the Company's website at:Nomination and
Remuneration Policy

WHISTLE BLOWER POLICY/VIGIL MECHANISM

The Company had adopted a Whistle Blower Policy
and established the necessary Vigil Mechanism, which
is in line with Regulation 22 of the Listing Regulations
and Section 177 of the Act. According to the Policy,
the Whistle Blower can raise concerns relating to
Reportable Matters (as defined in the policy) such
as unethical behaviour, breach of Code of Conduct,
actual or suspected fraud, any other malpractice,
impropriety or wrongdoings, illegality, non-compliance
of legal and regulatory requirements, retaliation
against the Directors & Employees and instances of
leakage of/suspected leakage of Unpublished Price
Sensitive Information of the Company, etc. Further, the
mechanism adopted by the Company encourages
the Whistle Blower to report genuine concerns or
grievances to the Audit Committee and provides for
adequate safeguards against the victimization of
Whistle Blower, who avails of such mechanism and
provides for direct access to the Chairman of the Audit
Committee, in appropriate or exceptional cases. The
Audit Committee oversees the functioning of the same.

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

During the year under review, the Company has not
received any complaints through Vigil Mechanism. It is
affirmed that no personnel of the Company has been
denied access to the Chairman of the Audit Committee.

RISK MANAGEMENT

Our aim is to accomplish sustainable business growth,
secure the Company's assets, protect shareholder
investments, ensure compliance with relevant laws
and regulations and prevent significant surprises of
risks by implementing effective and appropriate risk
management systems and structures. As a leader
in the business of providing services of Container
Freight Stations and associated value added services,
Allcargo Terminals Limited is exposed to inherent
business risks. The Enterprise Risk Management Policy is
intended to ensure that an effective risk management
framework is established and implemented within the
Company. The roles and responsibilities defined for
each group identified in the organisational structure
are governed in the Enterprise Risk Management Policy
which is available on the website of the Company
and the Risk Management Committee has been
appointed to oversee potential negative impacts
from the risk management process through regular
review meetings.

In order to ensure that we have a deep understanding
of our risk landscape and are better positioned to
mitigate and prevent the same, we have initiated
making risk management an integral part of the

day-to-day operations of our businesses. We have in
place a broad risk management framework which is
formulated in line with the ISO 31000 Risk Management

- Principles and Guidelines. The risks are identified,
classified, and managed in a timely and accurate
manner, and information about risks is escalated to all
management levels so that informed decisions can
be made.

The Policy aims to ensure Resilience for sustainable
growth and sound corporate governance by having
an identified process of risk identification and
management in compliance with the provisions of the
Companies Act, 2013 and the Listing Regulations

Since the policy adoption, periodic workshops have been
held with functional focus to identify and mitigate the
risk in both Internal and External environment. Periodic
checks on progress of the mitigation strategy has
helped us align with dynamics of market via expansion
and maintenance. Further, the Risk Management
Committee monitors the risk management activities
and ensures fraud risk assessment is an integral part
of the overall risk assessment process.

During 2025-26, Allcargo Terminals Limited have won
the Best performance in Risk Management award in
ESG segment presented by ICICI Lombard and CNBC

- TV18. This recognition underscores our commitment
to Risk Management, Governance and Sustainability.

INTERNAL FINANCIAL CONTROL SYSTEMS AND
THEIR ADEQUACY

The Board has laid down Internal Financial Controls and
believes that the same are commensurate with the
nature and size of its business. Based on the framework
of internal financial controls, work performed by the
internal, statutory, and external consultants, including
audit of internal financial controls over financial reporting
by the Statutory Auditor's and the reviews performed by
the Management and the Audit Committee, the Board
is of the opinion that the Company's internal financial
controls were adequate and effective during FY2025-
26 for ensuring the orderly and efficient conduct of
its business including adherence to the Company's
policies, the safeguarding of its assets, the prevention
and detection of frauds and errors, the accuracy
and completeness of accounting records and timely
preparation of reliable financial disclosures.

MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

Management Discussion and Analysis Report on the
business outlook and performance review for the
year ended March 31, 2026, as stipulated in Regulation
34 read with Schedule V of the Listing Regulations, is
available as a separate section which forms part of
the Annual Report.

CORPORATE SOCIAL RESPONSIBILITY
INITIATIVES

Pursuant to Section 135 of the Act pertaining to
Corporate Social Responsibility ("CSR"), the Company
has duly constituted a Corporate Social Responsibility
Committee ("CSR Committee").

The brief outline of the Corporate Social Responsibility
("CSR") Policy of the Company adopted and initiatives
undertaken by the Company on CSR activities during
the year are set out in Annexure 1 of this Report in the
format prescribed under the Companies (Corporate
Social Responsibility Policy) Rules, 2014 as amended
from time to time.

The Chief Financial Officer of the Company has certified
that CSR spending of the Company for FY 2025-26
has been utilized for the purpose and in the manner
approved by the Board of your Company.

The CSR Policy is hosted on the Company's website at:
Corporate Social Responsibility Policy

CONSOLIDATED FINANCIAL STATEMENT

A statement containing the salient features of the
Financial Statements of its Subsidiary and Joint Venture
Companies including the performance and financial
position as per the provisions of the Act, is provided in
the prescribed Form AOC-1 forms part of Consolidated
Financial Statements, in compliance with Section 129(3)
and other applicable provisions, if any, of the Act read
with the Rules issued thereunder which is annexed as
Annexure 2.

Pursuant to Section 129 of the Act and Regulation 33
of the Listing Regulations, the attached Consolidated
Financial Statements of the Company and its Subsidiary
and Joint Venture Companies have been prepared in
accordance with the applicable Ind AS provisions.

In accordance with the provisions of the Act and
applicable Ind AS, the Audited Consolidated Financial
Statements of the Company for the financial year 2025¬
26, together with the Auditor's Report forms part of this
Annual Report.

In accordance with Section 136 of the Act, the audited
financial statements, including the Consolidated
Financial Statement and related information of the
Company and the separate financial statement of the
subsidiary company, will be made available on the
Company's website. Any member desirous of inspecting
or obtaining copies of the audited financial statement,
including the Consolidated Financial Statement may
email to investor.relations@allcargoterminals.com.

CHANGES IN SUBSIDIARY, ASSOCIATE AND
JOINT VENTURE COMPANIES DURING THE YEAR:

As on March 31, 2026, the Company has
following affiliates:

1. Speedy Multimodes Limited, wholly
owned subsidiary;

2. TransNepal Freight Services Private Limited, Joint
Venture Company;

3. Allcargo Logistics Park Private Limited, Joint
Venture Company;

4. Haryana Orbital Rail Corporation Limited,
Associate Company.

5. ATL FTWZ Private Limited, wholly owned subsidiary

Further, the following changes have taken place in
subsidiary / associates / joint venture companies until
the date of this report:

• Speedy Multimodes Limited, became a wholly owned
subsidiary of the Company w.e.f. April 16, 2025;

• ATL FTWZ Private Limited, a wholly owned subsidiary
of the Company was incorporated w.e.f. September
18, 2025.

• Allcargo Group Services Private Limited became an
Associate Company (Promoter group entity) of the
Company with effect from July 1, 2026, consequent
to the allotment of equity shares by Allcargo Group
Services Private Limited and acquisition of a 25%
equity stake therein by the Company.

MATERIAL SUBSIDIARY POLICY

Pursuant to the provisions of Regulation 16(1) (c) of
the Listing Regulations, read with Regulation 24 and
24A of Chapter IV of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (the "Listing
Regulations"). The Policy for determining "Material
Subsidiary" as approved by the Board, from time to
time, is hosted on the Company's website at:Policy for
determining Material Subsidiary'

PARTICULARS OF CONTRACTS OR
ARRANGEMENTS WITH RELATED PARTIES

All related party transactions/contracts/arrangements
that were entered into by the Company during the
period under review were in the ordinary course of the
business of the Company and were on arm's length
basis and were in compliance with the applicable
provisions of the Act and the Listing Regulations. There
are no material significant related party transactions
entered into by the Company with its Promoters or
Directors which may have a potential conflict with the
interest of the Company at large.

All related party transactions were placed before the
Audit Committee for its approval and review on quarterly
basis. Prior omnibus approval of the Audit Committee is
obtained for the transactions which are foreseen and
of a repetitive nature. The transactions entered into
with related parties are certified by the Management
and the Independent Chartered Accountants stating
the same are in the ordinary course of business and at
arm's length basis.

The disclosure of material related party transactions
as required under Section 134(l)(c) of the Act in form
AOC-2 for financial year ended March 31, 2026, is not
applicable as there were no material related party
transactions during the period under review.

The policy on materiality of Related Party Transactions
and also on dealing with Related Party Transactions
as approved by the Board from time to time, is
hosted on the Company's website at:Related Party
Transaction Policy

Further, any related party transactions that were
entered into by the Company during the period under
review are given in the notes to Financial Statements
as per Ind AS 24 which forms part of this Annual Report.

PARTICULARS OF LOANS, GUARANTEES,
SECURITIES AND INVESTMENTS

The Company is engaged in the business of providing
CFS/ICD services and other related logistics services
which falls under the infrastructural facilities as
categorized under Schedule VI of the Act. Hence, the
provisions of Section 186 of the Act are not applicable to
the Company to the extent of loans given, guarantees
or securities provided or any investment made.
However, as a good governance practice of the
Company, the details of loans given, guarantees and
securities provided are annexed as Annexure3. Details
of investments made are provided in the Notes to the
Financial Statements.

AUDITORS

Statutory Auditors and their Report

M/s. S. R. Batliboi & Associates LLP, Chartered
Accountants ("SRBA") (Firm Registration No. 101049W/
E300004) were appointed as Statutory Auditors of the
Company by the Members at the EGM held on April 17,
2023 till the conclusion of 4^th AGM to fill casual vacancy
caused due to the resignation of M/s C C Dangi &
Associates, Chartered Accountants.

Further, SRBA were appointed as Statutory Auditors of
the Company by the Members at the 4^th AGM held on
September 26, 2023 to hold office from the conclusion
of the 4^th AGM upto the conclusion of 8^th AGM of the
Company to be held in the year 2027 for a first term of
four consecutive years.

SRBA have under sections 139 and 141 of the Act and
Rules framed thereunder confirmed that they are not
disqualified from continuing as Statutory Auditors of
the Company and furnished a valid certificate issued
by the Peer Review Board of the Institute of Chartered
Accountants of India as required under Regulation 33
of the Listing Regulations.

Further, the report of the Statutory Auditors along with
the notes on the Financial Statements is enclosed
to this Report. The Auditor's Reports do not contain
any qualifications, reservation, adverse remarks,

observations or disclaimer on Standalone and
Consolidated Audited Financial Statement for the
financial year ended March 31, 2026.

The other observations made in the Auditors Report
are self-explanatory and therefore do not call for any
further comments.

There was no instance of fraud during the year under
review, which was required by the Statutory Auditors to
report to the Board and/ or Central Government under
Section 143(12) of the Act and Rules made thereunder.

Secretarial Auditors

Pursuant to the provisions of Section 204 of the
Companies Act, 2013 read with the rules made
thereunder and Regulation 24A of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Members of the Company at the Annual
General Meeting held on September 26, 2025,
approved the appointment of M/s. Pramod S. Shah &
Associates, Practising Company Secretaries, as the
Secretarial Auditors of the Company for a term of five
(5) consecutive years commencing from April 1, 2025
until March 31, 2030.

The Secretarial Audit Report of the Company for
the financial year ended March 31, 2026, issued by
M/s. Pramod S. Shah & Associates in Form MR-3, is
annexed herewith as Annexure 4.

The Company has also obtained Secretarial
Compliance Report for FY2025-26 from M/s Pramod
S. Shah & Associates, Practising Company Secretaries
in relation to compliance of all applicable SEBI
Regulations/circulars/ guidelines issued thereunder,
pursuant to requirement of Regulation 24A of the
Listing Regulations.

The Secretarial Audit Report and Secretarial Compliance
Report does not contain any qualification, reservation,
adverse remark or disclaimer and observations made
in the Auditors Report, except as disclosed in the Report
and intimated to the Stock Exchanges.

No instance of fraud has been reported by the
Secretarial Auditors.

Further, pursuant to provisions of Regulation 24A of the
Listing Regulations, Speedy Multimodes Limited ("SML")
is an unlisted material subsidiary of the Company in
terms of Regulation 16(1) of the Listing Regulations. The
Secretarial Audit Report submitted by the Secretarial
Auditors of SML is also attached as Annexure 4A to
this Report.

COMPLIANCE OF SECRETARIAL STANDARDS

During the year under review, the Company has
complied with all the applicable provisions of
Secretarial Standard-1 and Secretarial Standard-2
issued by the Institute of Company Secretaries of India.

PARTICULARS OF EMPLOYEES

The details of employee remuneration as required
under Section 197(12) of the Act, read with Rule 5(l)
of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, is attached as
Annexure 5.

The statement containing particulars of employees
as required under Section 197(12) of the Act read with
Rule 5(2) and (3) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014
forms part of this Report. Further, in terms of Section 136
of the Act, the Annual Report and the Audited Financial
Statements are being sent to the Members and others
entitled thereto, excluding the aforesaid statement.
The said statement is available for inspection by the
Members at the Registered Office of the Company
during business hours on working days up to the date
of the AGM. If any Member is interested in obtaining a
copy thereof, such Member can send e-mail to investor.
relations@allcargoterminals.com.

None of the employees who are posted and working
in a country outside India, not being Directors or
their relatives, draw remuneration more than the
limits prescribed under Rule 5(3) of the Companies
(Appointment and Remuneration of Managerial
Personnel) Rules, 2014.

During the year under review, none of Directors of the
Company has received any remuneration from the
Subsidiary Company except as disclosed in the report.

SAFETY, HEALTH AND ENVIRONMENT

Safety and security continue to remain central to
our terminal operations. The Company is committed
towards bringing Safety, Health and Environment
awareness among its employees. It also believes in
safety and health enrichment of its employees and
committed to provide a healthy and safe workplace
for all its employees. Successfully managing Health
and Safety risks is an essential component of our
business strategy. The Company has identified Health
and Safety risk arising from its activities and has put
proper systems, processes and controls mechanism

i.e. Hazard Identification & Risk Assessment (HIRA) to
mitigate them.

The Company has been taking various initiatives
and participating in programs of safety and welfare
measures to protect its employees, equipment and
other assets from any possible loss and/or damages.

Also, Company is monitoring disclosures as per
Global Reporting Initiatives 403, Occupational, Health
and Safet y.

The following safety related measures are taken at
various locations:

• ire and Safety drills are conducted for all employees,
workers and security personnel and all Fire hydrants
are monitored strictly as the preparedness
for emergency.

• Safety Awareness Campaign like Road Safety Week,
National Safety week, Fire Safety Week, Electrical
Safety Week, Environment Day is held/celebrated at
major locations to improve the awareness of Health,
Safety & Environment of employees.

• Each equipment is put through comprehensive
Quality Audit and Testing to ensure strong compliance
to Maintenance, Safety and Reliability aspects as per
the specifications by various Original Equipment
Manufacturer. All equipments are mandatorily
ensured with PUC. Fitness certificates are issued
based on the compliance of the safety norms.

• Regular training/skills to staff and contractors to
inculcate importance of safety amongst them.
Further, handling of Hazardous Material training and
Terrorist Threat Awareness Training are provided to
all employees.

• Created checks and awareness among drivers
and negative impacts of consumption of restricted
substances like alcohol, drugs and tobacco etc. and
impact on their families.

• Accident prone routes identified and supervisors
allocated to have control over the vehicle movement.

• Occupational Health & Safety audits and Fire &
Electrical Safety audits are conducted by competent
agencies at regular intervals.

• Fortnightly visit by Doctors to office for medical
counselling of employees. Further, Medical Health
check-up of all employees are conducted at
regular intervals.

• CCTV and Safety alarms are installed at
major locations.

• Green initiatives are taken at various locations to
protect the environment.

• Oxygen and temperature checks were mandatory for
all staff members and visitors at all office locations
(during pandemic).

• Operations have been modified and optimized to
adhere to social distancing requirements and work
with minimal staff on-site (during pandemic).

• All Locations undergo third party surveillance
audit annually for Health, Safety and Environment
as per ISO 45001 (Occupational Health & Safety
Management System) requirements and Biannual
Fire & Electrical Safety audits are conducted. All
observations, suggestions for improvements during
audit are implemented on priority with target dates.

A structured Incident Reporting and Investigation
system is implemented across all locations by
developing inhouse incident reporting module. All
incidents, including near-misses, unsafe acts, and
unsafe conditions, are promptly reported, recorded,
and investigated. Root Cause Analysis (RCA) is
conducted to identify underlying causes, and corrective
and preventive actions (CAPA) are implemented
within defined timelines. Learnings from incidents are
communicated across locations to prevent recurrence,
and trends are periodically analyzed to improve overall
safety performance

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

The information on Conservation of Energy, Technology
Absorption, Foreign Exchange Earnings and Outgo as
stipulated under Section 134(3)(m) of the Act and Rules
framed thereunder, is attached as Annexure 6.

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

The Company is dedicated to establishing and
maintaining a workplace that is free from all forms
of discrimination and harassment, including sexual
harassment, for all employees.

As per the requirement of The Sexual Harassment
of Women at Workplace (Prevention, Prohibition &
Redressal) Act, 2013 and rules made thereunder,
the Company has laid down a Prevention of Sexual
Harassment ("POSH") Policy and has constituted Internal
Complaints Committees ("ICs") at all relevant locations
across India to consider and resolve the complaints
related to sexual harassment. The Company has zero
tolerance on sexual harassment at the workplace. The
ICs also work extensively on creating awareness on
relevance of sexual harassment issues, including while
working remotely.

The Company has implemented a comprehensive
Policy and Guidelines for the Prevention and Prohibition
of Sexual Harassment at the Workplace, in accordance
with the provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal)
Act, 2013 ("POSH Act"). The Internal Complaints
Committee (ICC) is responsible for addressing and
resolving complaints related to sexual harassment in
the workplace. This Policy is applicable to all employees
- including permanent, contractual, temporary staff,
and trainees. The policy ensures continued alignment
with legal and organizational requirements.

The Company has in place a Policy and Guidelines for
Prevention and Prohibition of Sexual Harassment at

Workplace, in line with the requirements of the Sexual
Harassment of Women at the Workplace (Prevention,
Prohibition and Redressal) Act, 2013 (the "POSH Act").
The Internal Complaints Committee ("ICC") redresses
the complaint received regarding sexual harassment
of women at workplace. All employees (permanent,
contractual, temporary, trainees) are covered under
this Policy.

The details of complaints during the year are
provided below:

The Company has submitted its Annual Report on the
cases of sexual harassment at workplace to District
Officer, Mumbai, pursuant to Section 21 of the POSH Act
and Rules framed thereunder.

MATERNITY BENEFIT COMPLIANCE

During the year under review, the Company has duly
complied with all applicable provisions of the Maternity
Benefit Act, 1961, and remains committed to providing
its women employees with statutory maternity benefits,
including paid maternity leave and other entitlements
in accordance with the provisions of the Act."

The details of the same have been enunciated below :

1. Details of the maternity leave provisions
implemented in the organization - Yes as per

the Provision of Maternity Benefits Act women are
entitled to a maximum of 26 weeks of maternity
benefit, with up to 8 weeks before the expected
delivery and the remaining weeks after.

2. Information on salary and benefits extended
during the maternity leave period - Yes before
proceeding on Maternity leave HR briefs on salary
(Salary continue paid during Maternity leave upto
the maximum leave period as per the provision of
the act).

3. Any additional entitlements or facilities provided
to employees - Reimbursement of Medical
expenses upto a certain limit.

ANNUAL RETURN

Pursuant to Section 92(3) of the Act and Rules framed
thereunder, the draft Annual Return for FY 2025-26
is hosted on the website of the Company i.e.Draft-
Annual-Return.pdf.

MAINTENANCE OF COST RECORDS

Pursuant to Section 148(1) of the Act and Rules framed
thereunder related to maintenance of cost records is
not applicable to the Company.

INSOLVENCY AND BANKRUPTCY

No application made or proceeding is pending against
the Company under Insolvency and Bankruptcy Code,
2016 during the year under review.

DISCLOSURE OF ONE TIME SETTLEMENT OR LOAN

There is no incidence of one-time settlement in respect
of any loan taken from Banks or Financial Institutions
during the year. Hence, disclosure pertaining to
difference between amount of the valuation done at
the time of one-time settlement and the valuation
done while taking loan is not applicable.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to Section 134(3)(c) read with Section 134(5) of
the Act, the Board to the best of their knowledge and
ability confirm that-

a. that in the preparation of the Annual Accounts
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. they 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 as at March 31, 2026, and
of the profit of the Company for the year ended on
that date;

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

d. the annual accounts have been prepared on a
going concern basis;

e. they have laid down internal financial controls
to be followed by the Company and that such

internal financial controls are adequate and were
operating effectively; and

f. t hey have devised proper systems to ensure

compliance with the provisions of applicable
laws and that such systems were adequate and
operating effectively.

CODE FOR PREVENTION OF INSIDER TRADING

The Company has adopted a Code of Conduct to
regulate, monitor and report trading by designated
persons and their immediate relatives as per the
requirements under the PIT Regulations. The Code,
inter alia, lays down the procedures to be followed
by designated persons while trading/ dealing in
Company's shares and sharing Unpublished Price
Sensitive Information ("UPSI"). The Code covers
Company's obligation to maintain a digital database,
mechanism for prevention of insider trading and
handling of UPSI, and the process to familiarize with
the sensitivity of UPSI. Further, it also includes code
for practices and procedures for fair disclosure of
unpublished price sensitive information which has
been made available on the Company's website
and accessible through weblink. During the year
under review, Training sessions were conducted for
Designated Persons for enabling them to identify the
UPSI and comply with the PIT Regulations. The process
followed by the Company for evaluating compliance
with the Company's Code of Conduct on prevention
of insider trading by Designated Persons ('DPs') and
their immediate relatives is detailed in the Corporate
Governance Report.

ACKNOWLEDGEMENTS

The Directors wish to place on record their appreciation
for the continued co-operation and support extended
to the Company by government authorities, customers,
vendors, regulators, banks, financial institutions,
auditors, legal advisors, consultants, business
associates during the year. The Directors also convey
their appreciation for the contribution, dedication and
confidence in the management.

For and on behalf of the Board of Directors

Sd/- Sd/-

Suresh Kumar Ramiah Kaiwan Kalyaniwalla

Date: August 11, 2026 Managing Director Chairman &Non-Executive Director

Place: Mumbai DIN:07019419 DIN: 00060776