The Board of Directors hereby submits the Report on the business and operations of Denta Water and Infra Solutions Limited ("the Company" or "DWISL"), together with the audited standalone and consolidated financial statements, for the financial year ended March 31, 2026 (”FY 2025-26” or "FY 2026”). The consolidated performance of the Company has been referred to wherever applicable.
1. RESULTS OF OPERATIONS AND STATE OF AFFAIRS
The Company's standalone and consolidated financial performance for the year under review is presented below:
|
Particulars
|
Standalone
|
|
Consolidated
|
|
| |
Financial Year 2025-26(FY2026)
|
Financial Year 2024-25(FY2025)
|
Financial Year 2025-26(FY2026)
|
Financial Year 2024-25(FY2025)
|
|
Revenue from operations
|
2,503.79
|
2,032.85
|
2503.79
|
2,032.85
|
|
Other income
|
91.94
|
47.45
|
91.94
|
47.45
|
|
Total income
|
2,595.73
|
2,080.30
|
2,595.73
|
2,080.30
|
|
Expenses
|
|
- Cost of material and services
|
1621.55
|
1,226.09
|
1621.55
|
1,226.09
|
|
consumed
|
|
- EmployeeBenefitsexpenses
|
71.36
|
56.59
|
71.36
|
56.59
|
|
- Finance Cost
|
8.80
|
3.59
|
8.80
|
3.59
|
|
- Depreciation and amortisation
|
5.48
|
5.18
|
5.48
|
5.18
|
|
expenses
|
|
- Other expenses
|
67.95
|
73.29
|
67.95
|
73.29
|
|
Total Expenses
|
1775.14
|
1,364.74
|
1775.14
|
1,364.74
|
|
Profit/(Loss) Before Tax
|
820.59
|
715.56
|
820.59
|
715.56
|
|
Current tax
|
205.45
|
186.66
|
205.45
|
186.66
|
|
Deferred tax
|
6.14
|
0.05
|
6.14
|
0.05
|
|
Prof it/(Loss) After T ax
|
609.00
|
528.85
|
609.00
|
528.85
|
|
EPS Basic and Diluted
|
22.81
|
25.83
|
22.81
|
25.83
|
The above figures are extracted from the audited standalone and consolidated financial statements of the Company prepared in accordance with the applicable Indian Accounting Standards (Ind AS).
2. COMPANY'S PERFORMANCE
The Board is pleased to present the operational performance of the Company for the financial year ended March 31, 2026. During the year, the Company recorded revenue from operations of '2,503.79 million and profit after tax of '609.00 million. The Company continued to focus on water infrastructure, water revitalisation, groundwater recharging and related infrastructure activities.
The Company's business involves end-to-end solutions in water revitalisation, groundwater recharging and infrastructure development, including water infrastructure management, recycled-water recharge and civil engineering projects. The Company's mission and business positioning emphasise sustainable engineering practices and responsible use and replenishment of natural resources.
The Management Discussion and Analysis forming part of this Annual Report provides further discussion on the industry, business performance, risks, opportunities and outlook.
2A. BUSINESS OVERVIEW AND INDUSTRY POSITION
DentaWaterandInfraSolutionsLimitedisacivilengineering contractor focused on water revitalisation, groundwater recharging and related infrastructure development. The Company undertakes design, installation, commissioning and, where applicable, operation and maintenance of water management infrastructure. Its areas of expertise include groundwater recharge using recycled water, water infrastructure management, lift irrigation and related civil engineering activities, along with selected projects in railways and highways. The Company's business model is project-driven and requires disciplined execution,
engineering capability, procurement management, quality control and compliance with contractual and statutory requirements.
2B. OPERATIONAL FOCUS AND BUSINESS OUTLOOK
During FY 2025-26, the Company continued to focus on timely execution of its water infrastructure and civil engineering projects, efficient deployment of resources, working-capital discipline and strengthening of its project execution capabilities. The Company believes that continued focus on water security, groundwater recharge, reuse of treated water, irrigation efficiency and supporting infrastructure provides opportunities for specialised engineering and infrastructure companies. The Company intends to pursue opportunities selectively, with emphasis on project viability, execution capability, financial discipline, quality and long-term stakeholder value.
3. DIVIDEND
The Board of Directors has recommended a final dividend of '2.50 per equity share of face value of '10 each, fully paid-up, for FY 2025-26. The recommendation is subject to approval of the Members at the ensuing Annual General Meeting.
The dividend, if approved by the Members, will be paid in accordance with applicable provisions of the Companies Act, 2013 and the rules made thereunder. The Board recommended the dividend at its meeting held on August 13, 2026. The AGM is scheduled to be held on September 24, 2026. The record date for the purpose of thefinal dividend is September 16, 2026, and payment shall be made within the statutory period.
The Dividend Distribution Policy adopted by the Company pursuant to applicable SEBI Listing Regulations is available on the Company's website.
4. TRANSFERTORESERVES
The Company does not propose to transfer any amount to the General Reserve out of the profits for FY 2025-26.
5. MATERIAL CHANGES AND COMMITMENTS
There were no material changes and commitments affecting the financial position of the Company between the end of FY 2025-26 and the date of this Report, other than those disclosed elsewhere in this Annual Report.
6. CHANGES IN THE NATURE OF BUSINESS
There was no change in the nature of business of the Company during FY 2025-26.
7. UTILISATION OF IPO PROCEEDS
The Company was listed on the stock exchanges in January 2025. The utilisation of the proceeds of the fresh issue as at March 31, 2026 was as follows:
|
Particulars
|
Original Allocation (' crore)
|
Utilised (' crore)
|
|
Working capital requirements
|
150.00
|
150.00
|
|
General corporate purposes
|
45.34
|
45.34
|
|
Issue expenses
|
25.16
|
25.16
|
The Company confirms that the IPO proceeds were utilised for the objects stated in the offer document, subject to the disclosures made in the Monitoring Agency reports and stock exchange filings. Any deviation or variation, if applicable, shall be disclosed in accordance with applicable SEBI requirements.
8. SHARECAPITAL
During FY 2025-26, there was no change in the paid-up equity share capital of the Company. The paid-up equity share capital as at March 31, 2026 stood at '267,000,000 comprising 26,700,000 equity shares of '10 each, fully paid-up.
9. ANNUAL RETURN
Pursuant to Section 92(3) of the Companies Act, 2013 read with the applicable rules, the Annual Return of the Company for FY 2025-26 is placed on the website of the Company and may be accessed at www.denta.co.in.
10. CORPORATE POLICIES
The Company has adopted and maintains various policies and codes under the Companies Act, 2013 and SEBI Listing Regulations, as applicable. The policies are reviewed and updated from time to time by the Board and its Committees. The Company's website currently provides access to, inter alia, the Board Diversity Policy, Code of Conduct Policy, CSR Policy, Materiality Policy, POSH Policy, Succession Plan, Terms and Conditions of Appointment of Independent Directors, Vigil Mechanism Policy, Board Evaluation Policy, Code on Prevention of Insider Trading, Familiarisation Programme, Preservation of Records Policy, Archival Policy, Dividend Distribution Policy, Material Related Party Transaction Policy, Policy on Disclosure of Material Events and Information, and Occupational Workplace Health & Safety Policy- https:// denta.co.in/policies/
11. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
The Consolidated Financial Statements of the Company
for FY 2025-26 have been prepared in accordance with the applicable provisions of the Companies Act, 2013 and Ind AS and form part of this Annual Report.
• The particulars of subsidiaries, associates and joint ventures, wherever applicable, are provided in the prescribed Form A0C-1 annexed to this Report.
• No entity became or ceased to be a subsidiary, associate or joint venture during the year.
• The highlights of the performance and contribution of subsidiaries, associates and joint ventures to the overall performance of the Company are provided in Annexure2 and the relevant notes to the consolidated financial statements.
12. RELATED PARTY TRANSACTIONS
All transactions entered into with Related Parties during FY 2025-26 were undertaken in the ordinary course of business and, where applicable, on an arm's length basis and in compliance with the Companies Act, 2013 and the SEBI Listing Regulations.
The transactions were placed before the Audit Committee and the Board in accordance with the applicable approval framework. The Company has a Policy on Materiality of Related Party Transactions and on dealing with Related Party Transactions, which is available on its website.
The particulars of contracts or arrangements with related parties referred to in Section 188(1) of the Act, in the prescribed Form A0C-2, are annexed to this Report as Annexure 3.
The details of related party transactions are also disclosed in the notes to the financial statements.
13. VIGILMECHANISM/WHISTLEBLOWER POLICY
The Company has established a Vigil Mechanism/Whistle Blower Policy pursuant to the applicable provisions of the Companies Act, 2013 and SEBI Listing Regulations. The mechanism provides a secure and confidential channel for Directors, employees, business associates and other stakeholders to raise genuine concerns regarding unethical conduct, suspected fraud or violations of the Company's Code of Conduct, without fear of retaliation.
The Vigil Mechanism is overseen by the Audit Committee. The policy provides, in exceptional cases, for access to the Chairperson of the Audit Committee. The policy is available on the Company's website.
14. PREVENTION OF SEXUAL HARASSMENT ATWORKPLACE
The Company has adopted and implemented a Policy
on Prevention of Sexual Harassment at Workplace in accordance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules made thereunder. The Company has constituted an Internal Complaints Committee as required under applicable law.
|
Particulars
|
FY 2025-26 1
|
|
Number of complaints of sexual harassment received
|
Nil
|
|
Number of complaints disposed of during the year
|
Nil
|
|
Number of complaints pending for more than 90 days
|
Nil
|
The Company remains committed to maintaining a safe, inclusive and respectful workplace.
15. MATERNITY BENEFIT ACT, 1961
Pursuant to the applicable requirements of the Companies (Accounts) Rules, 2014, the Company confirms that it has complied with the provisions of the Maternity Benefit Act, 1961, to the extent applicable to the Company and its eligible employees during FY 2025-26.
16. RISKMANAGEMENT
The Company undertakes complex water infrastructure projects, including lifting and pumping of secondary treated water from available sources to designated ridge points for replenishment of tanks, together with operation and maintenance of such projects, including lift irrigation systems. These projects contribute to groundwater replenishment and agricultural productivity. Risk management is therefore an integral part of enterprise governance.
The Company's risk management framework is designed to identify, assess, prioritise and mitigate risks that may affect the achievement of its objectives. The framework is integrated with finance, strategy, internal controls, procurement, business continuity, human resources and compliance functions and is overseen at Board level.
The Company's key business risks include project execution and schedule risk, cost escalation, working- capital requirements, regulatory and statutory approval risk, environmental and safety risks, contractor/ subcontractor performance, client and counterparty risk, weather-related disruption and contractual/performance guarantee obligations. These risks are particularly relevant to the Company's water infrastructure, groundwater recharge, lift irrigation, water conveyance and related civil infrastructure projects. The Company seeks to mitigate these risks through project controls, contractual safeguards, internal controls, monitoring
mechanisms and periodic review by management and the Board/its committees, as applicable.
The Company has a Risk Management Policy, which is reviewed and updated from time to time.
PROJECT QUALITY, HEALTH AND SAFETY
Quality and safety remain important aspects of the Company's project execution activities. The Company seeks to execute projects in accordance with contractual specifications, technical standards, statutory requirements and project-specific safety procedures. Project teams monitor quality, construction practices, material specifications, engineering requirements and safety parameters, while the Company promotes safe working practices and compliance with applicable occupational health and safety requirements.
SUSTAINABLE WATER INFRASTRUCTURE
Sustainability is closely connected with the Company's principal business activities. Its focus on water revitalisation, groundwater recharge and utilisation of treated/recycled water supports more efficient use and replenishment of water resources. The Company seeks to incorporate appropriate engineering practices, resource efficiency and environmental compliance into project execution while balancing project requirements, cost, quality and long-term operational considerations.
17. CORPORATE GOVERNANCE
The Company's corporate governance philosophy is based on integrity, transparency, accountability and responsible conduct. The Corporate Governance Report for FY 2025¬ 26 forms part of this Annual Report and contains the disclosures required under the applicable SEBI Listing Regulations.
18. BOARD OF DIRECTORS
As at March 31, 2026, the Board comprised eight Directors, including four Executive Directors and four Non-Executive Independent Directors, including a Woman Director.
|
Name
|
Designation
|
|
Mr. C Mruthyunjaya Swamy
|
Chairman and Executive Director
|
|
Ms. H. M. Hema
|
Executive Director
|
|
Mr. Manish Jayasheel Shetty
|
Managing Director
|
|
Mr. Sujit Rajashekar Tumkur
|
Whole-time Director
|
|
Mr. Rudraiah Narendra Babu
|
Independent Director
|
|
Mr. Gopalakrishna Kumaraswamy
|
Independent Director
|
|
Mr. Pradeep Nanjunde Gowda
|
Independent Director
|
|
Mr. G. T. Suresh
|
Independent Director
|
The Company confirms that the composition of the Board is in accordance with the applicable provisions of the Companies Act, 2013 and SEBI Listing Regulations, subject to the disclosures contained in the Corporate Governance Report.
19. CHANGESINDIRECTORSANDKEY MANAGERIAL PERSONNEL DURING THE YEAR
During FY 2025-26, Ms. Nista U. Shetty, Non-Executive Director and member of the CSR Committee, resigned from the Board with effect from May 28, 2025 due to her other commitments. Consequent to the change, the CSR Committee was reconstituted and Ms. H. M. Hema, Executive Director, was inducted as a member. The other appointments, resignations and changes in designation of Directors and Key Managerial Personnel during the year are reflected in the statutory records, Board minutes and applicable disclosures made by the Company.
20. KEY MANAGERIAL PERSONNEL
The Key Managerial Personnel of the Company for FY 2025¬ 26, as applicable under Section 203 of the Companies Act, 2013, are:
|
Name
|
Designation
|
|
Mr. C Mruthyunjaya Swamy
|
Chairman and Executive Director
|
|
Ms. H. M. Hema
|
Executive Director
|
|
Mr. Manish Jayasheel Shetty
|
Managing Director
|
|
Mr. Sujit Rajashekar Tumkur
|
Whole-time Director and CFO
|
|
Ms. Sujatha G.
|
Company Secretary and Compliance Officer
|
21. COMMITTEESOFTHEBOARD
As at March 31, 2026, the Company had the following Committees of the Board:
• Audit Committee
• Corporate Social Responsibility Committee
• Nomination and Remuneration Committee
• Stakeholders Relationship Committee
The detailed composition, meetings and terms of reference of the Committees are provided in the Corporate Governance Report forming part of this Annual Report.
22. DECLARATION BY INDEPENDENT DIRECTORS
All Independent Directors of the Company have confirmed that they meet the criteria of independence prescribed under Section 149(6) of the Companies Act, 2013 and the applicable SEBI Listing Regulations and have furnished the requisite declarations and disclosures to the Company.
The Independent Directors have also confirmed that they are not aware of any circumstance or situation which exists or may reasonably be anticipated to impair or impact their ability to discharge their duties with an objective and independent judgment.
The Company has received the necessary declarations regarding eligibility and proficiency in accordance with applicable law.
23. BOARDMEETINGS
During FY 2025-26, 6 (Six) Board Meetings were held. The intervening gap between two consecutive meetings was within the prescribed statutory limit. The details of the meetings and attendance of Directors are provided in the Corporate Governance Report.
A separate meeting of the Independent Directors was held on February 12, 2026, without the presence of Non¬ Independent Directors and members of management, to review the performance of Non-Independent Directors and the Board as a whole and to assess the quality, quantity and timeliness of the flow of information between management and the Board.
24. BOARD'S OPINION ON INTEGRITY, EXPERTISE AND EXPERIENCE OF INDEPENDENT DIRECTORS
During FY 2025-26, one Independent Director was appointed to the Board. The Board considered the declarations furnished by the Independent Directors regarding eligibility, integrity, expertise, experience and proficiency in accordance with the Companies Act, 2013 and applicable rules. Where applicable, proficiency requirements were considered with reference to the online self-assessment test administered by the Indian Institute of Corporate Affairs.
25. BOARD EVALUATION
Pursuant to Section 134(3)(p) of the Companies Act, 2013, Rule 8 of the Companies (Accounts) Rules, 2014 and the applicable SEBI Listing Regulations, the Board carried out an annual performance evaluation of the Board as a whole, its Committees, individual Directors and the Independent Directors.
The evaluation covered, among other matters, the composition and diversity of the Board, quality of deliberations, effectiveness of decision-making, preparedness and participation of Directors, discharge
of responsibilities, effectiveness of Committees and the quality, quantity and timeliness of information provided to the Board.
The performance evaluation of the Independent Directors was undertaken by the Board without participation of the respective Director being evaluated. The Independent Directors, in their separate meeting, reviewed the performance of Non-Independent Directors, the Chairperson and the Board as a whole and assessed the quality, quantity and timeliness of information flow between management and the Board.
The Board is satisfied with the outcome of the evaluation process and the effectiveness of the Board and its Committees.
26. FAMILIARISATION PROGRAMME
The Company conducts familiarisation programmes for Directors to keep them informed about the Company's business, industry developments, regulatory changes, governance practices, risk management, operational matters and financial performance. Newly appointed Directors are provided with information regarding their roles, responsibilities and duties and are given opportunities to interact with Key Managerial Personnel and senior management.
The details of the familiarisation programme are available on the Company's website.
27. DIRECTOR RETIRING BY ROTATION
In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Manish Jayasheel Shetty (DIN: 09075221), Managing Director of the Company, retires by rotation at the ensuing Annual General Meeting and, being eligible, has offered himself for re-appointment. The proposal for his re-appointment forms part of the Notice convening the Annual General Meeting scheduled to be held on September 24, 2026.
28. INTERNAL FINANCIAL CONTROLS AND INTERNAL AUDIT
The Company has in place an adequate internal financial control system commensurate with its size, scale and complexity of operations. The controls are designed to provide reasonable assurance regarding the orderly and efficient conduct of business, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial information.
The Audit Committee periodically reviews the internal audit plan, significant findings and implementation of corrective actions. The internal audit function, supported
by in-house resources and external expertise, conducts independent reviews of processes, systems and controls. During FY 2025-26, the internal controls were tested and no material weakness was reported. The Company continues to strengthen its controls through automation and process improvements.
29. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, the Directors confirm that:
• in the preparation of the annual accounts for FY 2025-26, the applicable accounting standards have been followed and there are no material departures therefrom;
• the accounting policies selected have been applied consistently and the judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company and of the profit and cash flows for the year;
• proper and sufficient care has been taken 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;
• the annual accounts have been prepared on a going concern basis;
• proper internal financial controls were laid down and such internal financial controls are adequate and were operating effectively; and
• proper systems have been devised to ensure compliance with the provisions of all applicable laws and such systems were adequate and operating effectively.
30. CORPORATE SOCIAL RESPONSIBILITY
The Company has constituted a Corporate Social Responsibility Committee in accordance with Section 135 of the Companies Act, 2013. As at March 31, 2026, the CSR Committee comprised Mr. R. Narendra Babu, Brigadier (Retd.) Gopalakrishna Kumaraswamy and Ms. H. M. Hema.
Following the resignation of Ms. Nista Shetty, Director and member of the CSR Committee, with effect from May 28, 2025, the Board reconstituted the CSR Committee and inducted Ms. H. M. Hema as a member.
The Company's CSR initiatives primarily focus on education and community development. During FY 2025¬ 26, the Company implemented the project "Providing Infrastructure Facilities, Refurbishing, Restoration & Renovation of Government Pre-Graduation College (High
School Division), Santhebachahalli, K.R. Pete Taluk, Mandya District”. The initiative was undertaken with the objective of improving educational infrastructure and creating a safer and more conducive learning environment for students.
The Company allocated an amount equivalent to 2% of the average net profits of the three immediately preceding financial years, calculated in accordance with Section 198 of the Act, for CSR activities in accordance with its CSR Policy and Annual Action Plan.
There was no unspent CSR amount requiring transfer under Section 135(6) of the Companies Act, 2013 for FY 2025-26.
The Annual Report on CSR Activities is annexed to this Report as Annexure 5.
31. AUDITORS
31.1 StatutoryAuditors
M/s Maheshwari & Co., Chartered Accountants, the Statutory Auditors of the Company, have submitted the Independent Auditors' Reports on the standalone and consolidated financial statements for FY 2025-26, which form part of this Annual Report.
The Auditors' Reports do not contain any qualification, reservation, adverse remark or disclaimer requiring explanation or comments by the Board.
31.2Frauds Reported by Auditors
During FY 2025-26, there were no frauds reported by the Statutory Auditors under Section 143(12) of the Companies Act, 2013.
31.3Cost Auditor
Pursuant to Section 148 of the Companies Act, 2013, M/s Girish G R & Associates, Practising Cost Accountants (Membership No. 40207), were appointed as Cost Auditors for conducting the audit of cost records for FY 2025-26, as applicable. The cost audit report is being completed/filed within the prescribed statutory timeline.
The remuneration of the Cost Auditor for FY 2026-27, if subject to ratification by Members, will be placed before the Members at the ensuing Annual General Meeting in accordance with applicable law.
The Company maintains cost records as applicable under Section 148(1) of the Companies Act, 2013.
31.4Secretarial Auditor
Pursuant to Section 204 of the Companies Act, 2013 and Regulation 24A of the SEBI Listing Regulations, based on the recommendation of the Audit Committee, the Board of Directors at its meeting held on May 28, 2025 approved/
recommended the appointment of M/s R. N. Bhat and Associates, Practising Company Secretaries, Bengaluru, as Secretarial Auditor of the Company for a term of five consecutive financial years from FY 2025-26 to FY 2029¬ 30, approval of the Members has been duly obtained at the AGM held on August 22,2025, wherever applicable.
The Secretarial Audit Report in Form MR-3 for FY 2025-26 forms part of this Report as Annexure 6. The Secretarial Audit Report does not contain any qualification, reservation, adverse remark or disclaimer requiring explanation or comments by the Board.
31.5lnternal Auditors
The Company has established an internal audit framework comprising in-house resources through its Corporate Assurance Department and external expertise from M/s S P M L & Associates, Chartered Accountants. The Internal Auditors report to the Audit Committee and present their observations and recommendations periodically.
32. PARTICULARS OF EMPLOYEES AND REMUNERATION DISCLOSURES
The disclosures required under Section 197 of the
Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014- there is no directors or employee who receives one crore and two lakh rupees in the financial year.
33. CONSERVATION OF ENERGY
Pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules, 2014, the Company has undertaken measures for conservation of energy in its project execution and operational activities. These include the use of energy- efficient pumps and pumping systems, monitoring and control systems for efficient operation of equipment, and appropriate operating and maintenance practices. The Company also promotes awareness among employees and project personnel regarding efficient use of energy, optimum operation of equipment, preventive maintenance and avoidance of unnecessary energy consumption.
|
Particular
|
FY 2025-26
|
|
Steps taken for utilising alternate sources of energy
|
Nil
|
Capital investment on energy conservation equipment
|
Particular
|
FY 2025-26
|
|
Efforts made towards
|
Evaluation/adoption of
|
|
technology absorption
|
technologies relevant to water and wastewater treatment and groundwater recharge, including CAMUS, NEBR and SBR, based on project requirements and technical feasibility.
|
|
Benefits derived
|
Improved treatment efficiency, operational/ resource optimisation and, where applicable, reduced land, sludge and energy requirements.
|
|
Technology imported
|
Nil
|
|
during the preceding three years
|
|
Year of import
|
Not Applicable
|
|
Whether fully absorbed
|
Not Applicable
|
|
If not fully absorbed, areas
|
Not Applicable
|
|
where absorption has not taken place and reasons
|
|
Expenditure on Research
|
Nil
|
|
and Development
|
34. TECHNOLOGY ABSORPTION
The Company continues to evaluate and adopt technologies relevant to water infrastructure, water and wastewater treatment and groundwater recharge based on project requirements, technical feasibility and lifecycle efficiency. The Company has experience with CAMUS (Continuous Advanced Mite Utilizing System), NEBR (Natural Endogenous Bio Reactor) and SBR (Sequencing Batch Reactor). These technologies support efficient treatment and resource optimisation, with certain technologies designed to reduce land requirements, sludge generation and energy demand.
35. FOREIGN EXCHANGE EARNINGS AND OUTGO
During FY 2025-26, the Company's foreign exchange earnings and outgo were as follows:
|
Foreign Exchange Earnings
|
' Nil
|
|
Foreign Exchange Outgo
|
' Nil
|
during FY 2025-26.
The Company has not issued any shares with differential rights during FY 2025-26.
The Company has not provided any employee stock option scheme during FY 2025-26.
There was no buy-back of securities during FY 2025-26.
There was no preferential issue / private placement / rights issue during FY 2025-26 other than transactions specificallydisclosed elsewhere in this Annual Report.
36. DEPOSITS
The Company has not accepted any deposits within the meaning of Sections 73 and 74 of the Companies Act, 2013 read with the Companies (Acceptance of Deposits) Rules, 2014 during FY 2025-26.
|
Particulars
|
FY 2025-26
|
|
Deposits accepted during the year
|
Nil
|
|
Deposits remaining unpaid or unclaimed at the end of the year
|
Nil
|
|
Default in repayment of deposits / payment of interest
|
Nil
|
|
Number of such cases and amount involved
|
Nil
|
|
Details of deposits not complying with Chapter V of the Act
|
Nil
|
37. SECRETARIAL STANDARDS
The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act, 2013.
38. SIGNIFICANT AND MATERIAL ORDERS
There were no significant and material orders passed by regulators, courts or tribunals impacting the going concern status of the Company and its operations in future during FY 2025-26.
There was no instance of one-time settlement with any bank or financial institution during the year. Accordingly, the disclosure relating to the difference between the amount at the time of one-time settlement and the valuation while obtaining loans from banks/financial institutions is not applicable.
39. INSOLVENCY AND BANKRUPTCY CODE, 2016
During FY 2025-26, no application was made and no proceeding was pending against the Company under the Insolvency and Bankruptcy Code, 2016 as at March 31, 2026.
40. LOANS, GUARANTEES AND INVESTMENTS UNDERSECTION 186
During FY 2025-26, the Company made loans/issued guarantees and made investments subject to the
provisions of Section 186 of the Companies Act, 2013. The principal transactions reported by the Company are set out below:
|
Particulars
|
Amount
|
|
Loans / guarantees provided
|
' 10.00 crore
|
|
during the year
|
|
|
Investments in Debt Mutual Funds
|
' 53,48,21,779
|
|
and other Mutual Funds
|
|
The Company has complied with the applicable provisions of Section 186 of the Companies Act, 2013, including applicable approvals and limits. The relevant transactions are disclosed in the financial statements and records of the Company.
41. LOANS FROM DIRECTORS
The Company did not have any loan from Directors during FY 2025-26.
42. DEMATERIALISATION / DEPOSITORY SYSTEM
The equity shares of the Company are available for trading in dematerialised form through the depository system. As at March 31, 2026, the paid-up equity share capital was held in dematerialised form through National Securities Depository Limited (NSDL) and Central Depository Services(lndia) Limited (CDSL), through the Registrar and Transfer Agent.
43. REGISTRAR AND TRANSFER AGENT
The Company has appointed Integrated Registry Management Services Private Limited, having its registered office at No. 30, Ramana Residency, 4th Cross, Sampige Road, Malleswaram, Bengaluru - 560003, as its Registrar and Transfer Agent for handling investor- related services including transfer, transmission, dematerialisation, rematerialisation, dividend distribution and other allied services.
Investor grievance e-mail: giri@integratedindia.in / dentaipo@integratedindia.in. SEBI Registration No.: INR000000544.
44. COMPLIANCE WITH APPLICABLE LAWS
The Company has systems and procedures in place to monitor compliance with applicable laws, rules and regulations. The Board and its Committees periodically review significant compliance matters through the governance and reporting framework of the Company.
45. OTHER DISCLOSURES
The Company has not issued any sweat equity shares
46. ACKNOWLEDGEMENT
The Board of Directors places on record its sincere appreciation and gratitude to the Banks, Financial Institutions, Lenders, Joint Venture Partners, Business Associates, Customers, Government of India, State Governments, regulatory and statutory authorities, investors, shareholders, corporations, municipalities and all other stakeholders for their continued support, guidance and cooperation.
The Board also acknowledges and appreciates the
commitment, dedication and hard work of the employees and all persons associated with the Company, whose contribution has supported the Company's performance and growth during the year.
For DENTA WATER AND INFRA SOLUTIONS LIMITED
C Mruthyunjaya Swamy Manish Jayasheel Shetty
Chairman and Executive Director Managing Director
DIN: 11064809 DIN: 09075221
Place: Bengaluru Date: August 13, 2026
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