డైరెక్టర్ల నివేదిక DCM Shriram Fine Chemicals Ltd.

Mar 31, 2026

Your Directors are pleased to present the 5^th Annual Report and the Audited Financial Statements of your Company for the year ended 31^st March 2026 together with the Reports of the Auditors and the Board of Directors thereon.

Overview

DCM Shriram Fine Chemicals Limited (the ‘Company’) is engaged in the manufacturing and sales of intermediates for Pharmaceuticals, Agro-chemicals, Optical Brighteners, Dyes and Perfumery and Paint industries. In addition, the Company is engaged in Contract Manufacturing for a leading MNC. making Statin Intermediates. The Company''s main customers are API intermediates and Agrochemical manufacturers both in India and abroad.

Economic scenario

The global socio-economic environment remained in turmoil throughout 2026 and continues. These structural fragilities have contributed to sustained global supply chain disruptions and weakened investor and consumer confidence globally.

Recent macroeconomic reports for 2026 indicate a cautious landscape characterized by trade fragmentation. Protectionist measures have increased, exemplified by the Mexican government''s imposition of an additional 25% tariff on imports from ASEAN countries, including India, China, and Vietnam. Furthermore, globai commodity markets remain pressured by elevated energy costs—with crude oil hovering around $100 per barrel—which continues to weigh on global industrial output and inflation.

Against this global backdrop, the Indian economy has demonstrated relative resilience, though it is not immune to external shocks. While the country remains one of the fastest-growing major economies globally, recent forecasts by global financial institutions have moderated India''s GDP growth outlook for FY27 to approximately 6.4%, This adjustment reflects the dual pressures of rising crude oil prices and a slight softening in domestic consumption. There is a need to take precautionary measures by every citizen.

Currency markets have also seen notable fluctuations. During the second half of 2025, the Indian Rupee depreciated significantly by 4.98% against the US Dollar, peaking at a 6.46% depreciation in December before staging a minor recovery. While currency volatility poses a risk, the Company’s annual fixation of export product prices and imported pulp costs provides a natural hedge, mitigating foreign exchange risks to a large extent.

Near-term demand is expected to remain measured and the Company is proactively managing these macroeconomic and sectoral challenges by optimizing cost structures through alternative sourcing, engaging closely with global customers, and maintaining operational efficiencies, the Company is strategically positioned to benefit from a gradual recovery in end-market demand as macroeconomic conditions eventually stabilize.

Financial Summary Standalone

The Company reported revenue from operations of 385.55 crore. compared to ?

429.37* crore in the previous year. The Company incurred a net loss of ? 4.30 crore compared to net profit of ? 18,46* crore in the previous year,

*figures from Restated Standalone Financials Statements of the Company for the year ended March, 2025,

Consolidated

On Consolidated basis, the Company reported revenue from operations of X 385.55 crore, compared to ? 429.37* crore in the previous year. The net loss was ? 3.54 crore compared to net profit of X 19,19’ crore in the previous year.

''figures from Restated Consolidated Financials Statements of the Company for the year ended JF* March, 2025.

The decline in financial performance subsequent to the Scheme of Arrangement was due to the geopolitical situations which adversely impacted the Company’s performance.

PBT was also adversely impacted on account of:

* One time payment of arrears of power due to increase in rates by Uttar Pradesh Power Corporation Limited retrospectively w.e.f. 01st April, 2024 resulting in an additional cost of ?4.55 crore; and

- Loss of ? 3.10 crore on account of transfer of land at Dahej and consequent reversal of GST input credit amounting to ? 2.29 crore.

Appropriation and Dividend

Considering the need to preserve resources to meet unexpected situations, the Board of Directors has recommended a modest maiden dividend @ 20% (i.e. X 0.40 per share) on 8,69,92,185 fully paid-up Equity Shares of t 2 each in the Company for the financial year ended 31^st March, 2026.

The closing balance of the retained earnings of the Company, after accounting for the proposed dividend will be *179.49 crore. The payment of dividend for the year under review is X 3.48 crore.

The Dividend Distribution Policy of the Company, as approved by the Board, is available on the Company''s website at the web fink:

https://dsfcl.com/wp-content/uploads/2026/02/16.-Dividend-DistribLition-Policy.pdf.

Auditors'' Reports

There are no qualifications, reservations, adverse remarks or disclaimer in the Auditors’ Reports to the Members on the Annual Financial Statements for the year ended on 31^sl March, 2026,

The Auditors have not reported any fraud pursuant to Section 143(12) of the Companies Act, 2013.

Secretarial Audit Report

The Board of Directors in its meeting held on 24^th December, 2026 had appointed M/s. Chandrasekaran Associates,Company Secretaries as Secretarial Auditor of the Company for a term of 5 years from FY 2025-2026. This appointment is subject to approval of Members in the ongoing postal ballot process. The last date of voting is

29^th May, 2026.

Accordingly. M/s. Chandrasekaran Associates, Company Secretaries, carried out the Secretarial Audit for the year 2025-26 pursuant to Section 204 of the Companies Act. 2013. A copy of their Report in Form MR-3, as per Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as Annexure - 1. There are no qualifications, reservations, or adverse remarks in the Report.

Material Changes and Commitments

The Hon’ble National Company Law Tribunal, Delhi Bench on 21^s: November, 2025 has approved the Scheme of Arrangement with the Appointed Date 1^st April, 2023 which provided for amalgamation of Lily Commercial Private Limited (Transferor Company) with DCM Shriram Industries Limited (Transferee Company) to be followed by de-merger of the Chemical Undertaking and Rayon Undertaking of

the Transferee Company into DCM Shriram Fine Chemicals Limited (the Resulting Company No. 1) and DCM Shriram International Limited (the Resulting Company No. 2) and issue of shares of DCM Shriram Fine Chemicals Limited and of DCM Shriram International Limited, to the Members of the Transferee Company In consideration of the said de-merger as on the Record Date i.e., 26^th December. 2025.

Pursuant to the NCLT-sanctioned Scheme, the Chemical Undertaking inter alia consisting of ''Dauraia Organics’ and ‘Daurala Chemical Industries’ has been demerged and vested in the Company. Consequently, the Company has emerged as an independent corporate entity specifically focused on the growth and expansion of Chemical business effective from 17^Ltl December, 2025. The Company is now strategically positioned to pursue independent growth strategies, attract specialized collaborations, and maximize members’ value within its specific sectors as envisaged in the Scheme. The Shares of the Company were admitted for listing on BSE Limited and National Stock Exchange of India Limited on 17^th February, 2026.

Except for the implementation of the Scheme of Amalgamation and disposal of Dahej Land and financial effects of the same, no other material changes or commitments have occurred between the end of the financial year to which the Financial Statements relate and the date of this Report, affecting the financial position of the Company.

Subsidiary/ Associate Companies

Pursuant to the Scheme of Arrangement, Daurala Foods & Beverages Private Limited, which was formerly a wholly - owned subsidiary of DCM Shriram Industries Limited, became a non-material wholly - owned subsidiary of the Company during the year under review.

The required information regarding the performance and financial position of the subsidiary company is given in Form AOC - 1 as an annexure to the Annual Financial Statements for the year ended 31^5t March, 2026,

The Company does not have any associate company

Annual Return

A copy of Annual Return for the year 2024-25, is available on the Company''s website at this weblink:

https://dsfcl.com/wp-content/uploads/Annuai-Return-2Q25-D5FCL,pdf.

The Annual Return for the year 2025-26 will be uploaded after filing with the Registrar of Companies in due course.

Meetings of the Board

During the year 2025-26, nine (9) Board meetings were held. The dates of the meetings and their attendance, etc., are given in the Corporate Governance Report annexed as Annexure VI.

Declaration by Independent Directors

All the Independent Directors (IDs) have given formal declarations under the Companies Act, 2013 and SEBI (LODR) Regulations, confirming that (a) they meet the criteria of independence as laid down under the said Section/ Regulation (b) they have complied with the code of Independent Directors as outlined in Schedule IV of the Act.

All the Directors of the Company have also confirmed that they were not disqualified to be appointed as Directors as per Section 164(2) of the Companies Act, 2013 and that they have not been debarred by SEBI or any other statutory authority to hold an office of director in a company.

Policy on Board Diversity

The Board of Directors in its meeting held on 24^rh December, 2025 had approved a Policy on Board Diversity, recommended by the Nomination & Remuneration Committee (NRC) as required under the SEBI (LODR) Regulations. A copy of the same has been placed on the Company’s website at this weblink: https://dsfcl.com/wp-content/uploads/2026/02/01.-Board-Diversity-Policy.pdf.

Directors Appointment and Remuneration

Appointment of Directors on the Board of the Company, is based on the recommendations of the Nomination & Remuneration Committee (NRC). The NRC identifies and recommends to the Board, persons for appointment on the Board, after considering the necessary and desirable competencies. The NRC also considers positive attributes like integrity, maturity, judgement, leadership position, time and willingness, financial acumen, management experience and knowledge in one or more fields of finance, law, management, sales, marketing, administration, research, etc,

In compliance with the provisions of Section 150(1) of the Companies Act, 2013, read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, the Board confirms that all the newly appointed Independent Directors are validly registered with the Independent Directors'' Databank maintained by the Indian Institute of Corporate Affairs (MCA). The Board further confirms that the said Independent Directors have either successfully cleared the online proficiency self-assessment test conducted by the MCA or are statutorily exempt from undertaking the said test.

The Directors of the Company are paid remuneration as per the Remuneration Policy of the Company, the gist of which is given under the heading Remuneration Policy'' as part of this Report. The details of remuneration paid to the Directors during the year 2025-26 are given in the Corporate Governance Report forming part of this Report.

Changes in Directors and KMPs

The Company was incorporated In September 2021, with its founding Board of Directors comprising of Mr, Alok Bansidhar Shriram. Mr. Madhav Bansidhar Shriram and Mr. Vineet Manaktala. The Board was subsequently reconstituted with Mrs. Urvashi Tilakdhar and Mr. Akshay Dhar.

As a prelude to listing of the Company''s Equity shares and to align with robust corporate governance standards, the Board was comprehensively reconstituted in a phased manner during the year under review as under:

• Appointment of Company Secretary & Compliance Officer: Due to

resignation of Mr, Pawan Kumar Lakhotia, Company Secretary, w.e.f, 24^th April, 2025, a casual vacancy arose in the office of Company Secretary. Consequently, at the Board meeting held on 28^th May. 2025, the Board appointed Ms. Kokila Arora as Company Secretary and Compliance Officer with effect from 19^th May, 2025.

• Appointment of Independent Directors: At the Board meeting held on 01^st December, 2025, the Board inducted five (5) Independent Directors. The appointed Independent Directors are (1) Ms. Rama Sanjay Kirloskar (2) Mr. Rohit Bhandari (3) Mr. Siddhartha Mukherjee (4) Mr. Venkata Rama Subbu Behara and (5) Mr. Vijay Anand.

The Board has assessed the profifes, backgrounds, and track records of the newly appointed Independent Directors. The Board is of the firm opinion that all the aforementioned Independent Directors are individuals of high moral integrity and possess the requisite expertise, vast experience, and specialized skills in their respective domains including corporate leadership, finance, law, and strategic management, which are highly beneficial for the Company''s independent oversight and long-term strategic growth.

• Appointment / Resignation of Executive Directors and KMPs: On 24^th December, 2025, Mr. Vineet Manaktala resigned from the position of Whole Time Director & Chief Financial Officer. Further, on the same date, the Company appointed Executive Directors and Key Managerial Personnel (“KMPs’¹), i.e. Mrs. Urvashi Tilakdhar as Senior Managing Director, Mr. Akshay Dhar as Managing Director, Dr. Sandeep Bajaj as Director - Business Development and Mr. Naresh Handa as Chief Financial Officer.

• Appointment of Non- Executive Directors: To further strengthen the Board. Mr. Sunil Behari Mathur who is Non-Executive Chairman of DCM Shriram Industries Limited and Mr. Alok Bansidhar Shriram who is Managing Director & CEO of DCM Shriram International Limited were appointed as Non-Executive Non-independent Directors, with effect from 03^rd March. 2026. This was to also augment the concept of common control and to benefit from their long experience with the Company’s operations.

In compliance with the provisions of the Companies Act, 2013, and the SEBI (LODR) Regulations, the Company subsequently sought the approval of its members for the appointments/ re-designations of all the eleven (11) Directors through Postal Ballot process. The last date of e-voting is 29" May, 2026.

Annual Evaluation of Board and Directors

Pursuant to the provisions of Section 134(3)(p) and 178 of the Companies Act, 2013, read with Regulations 17(10) and 25(3) of the SEBI (LODR) Regulations, the Board is required to conduct an annual performance evaluation of the Board, its Committees, and individual Directors, and also in a separate meeting, the Independent Directors are required to review the performance of the NonIndependent Directors and the Chairperson.

As the Company became independently operational only towards the end of December 2025 and there was not enough period of operations for an objective evaluation, such evaluations will be undertaken during the Financial Year 2026-27.

Directors'' Responsibility Statement

As required under Section 134(3)(c) of the Act, your Directors state that:

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures:

b) the Directors 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 at the end of the financial year and of the profit or loss of the Company for that period;

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

d) the Directors had prepared the annual accounts on a going concern basis;

e) the Directors had 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) the Directors 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

The Board of Directors ensured that during the year under review, the internal financial controls, with reference to the financial statements of the Company continue to be robust and system driven. The Company inherited robust financial controls from erstwhile parent Company. These controls are designed to provide reasonable assurance regarding the reliability of financial reporting, preparation of financial statements in accordance with applicable accounting standards, safeguarding of assets, prevention and detection of frauds and errors, accuracy and completeness of accounting records, and timely preparation of reliable financial information.

Considering the nature of operations of the Company, being engaged in the manufacture and sale of chemical products and intermediates for APIs, the Company has implemented comprehensive and effective internal financial controls across Sales. Procurement. Inventory Management, HR & Payroll, Fixed Assets, Treasury and Financial Reporting processes.

The Company has documented policies, Risk Control Matrices, authority matrices and automated controls through ERP systems to ensure effective monitoring and control over operations and financial reporting.

The internal financial controls are commensurate with the size, scale and complexity of the Company’s operations and are periodically tested through internal audits, management reviews and independent evaluations. Services for internal audit are outsourced. The schedule for the internal audit is pre-approved by the Audit Committee. Significant audit observations and follow-up actions thereon are reviewed by the Audit Committee on a periodic basis.

Apart from the above, an effective budgeting and monitoring system is also in place. Budgets are reviewed by the Audit Committee and approved by the Board. Operating results are compared and monitored with the approved budgets periodically. Senior management team meets every month in Business Review and Development meeting. Monthly operations review reports comparing budgets with actual performance are placed before the meeting for internal assessment. It reviews all aspects of operations and chalks out remedial measures and strategies, regularly.

During the year under review, no materia! weakness was observed in the design or operation of internal financial controls with reference to financial statements. The Board is of the opinion that the Company’s internal financial controls are adequate.

Loans, Guarantees and Investments

Particulars of loans given by the Company are given in Note no. 10 of the Standalone Financial Statements for the year ended 31^5t March, 2026.

The Company has not made any investment or provided any guarantee covered u/s 186 of the Companies Act, 2013, during the year.

Related Party Transactions

There has been no materially significant related party transactions between the Company and the Directors, Key Management Personnel, the subsidiary, or their relatives except for those disclosed in the financial statements - Note No. 39 of Notes to Accounts, which are at arm''s length basis and not material. Accordingly, Form AOC -2 does not form part of this Report.

The Board had framed a Policy on Related Party Transactions which is revised in line with the legal requirements. A copy of the same is placed on the Company''s website at weblink:

https://dsfcl.com/wp-cohtent/uploads/2026/Q2/03.-Policv-on-Related-Partv-

Transactions.pdf.

CSR Activities

Corporate Social Responsibility (CSR) is integral to our commitment to conducting business in a way that visibly contributes to the social good. We demonstrate this commitment by giving back to society for the resources used and by evolving our relationship with the community for the common good. We have always remained responsive to the needs of society and stakeholders, particularly those who are socially and economically disadvantaged.

Pursuant to Section 135 of the Companies Act 2013 read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, as amended from time to time, an Annual Report on CSR activities in the prescribed proforma is annexed as Annexure - II. During the year under review, Company was required to spent ? 36.52 lakhs, being 2% of the average Net Profits of the preceding 3 years The Company has spent the mandated amount during the Financial year 2025-26,

The CFO has confirmed to the Board that funds mandated were spent as per approval of the CSR Committee and the Board.

Risk Management

The Board of Directors in its meeting held on 02™* March, 2026 undertook a comprehensive review of the risk assessment and minimization procedures/ policies followed by the Company at its operations. While taking note of the same, the Board laid down that a half yearly status report of the risk assessment and steps taken to minimize the risks be placed before the Board.

As per the nature of Company’s business, there are no significant elements of risk, which in the opinion of the Board may threaten the existence of the Company,

Public Deposits

The Company has not accepted any public deposits during the year.

Significant Material Orders Passed by Regulators or Courts or Tribunals

No significant Orders have been passed by Regulators or Courts or Tribunals affecting the going concern status of the Company.

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

In accordance with Section 134 of the Act, read with the Rules made thereunder, the relevant disclosures regarding energy conservation, technology absorption and foreign exchange earnings & outgo are provided in Annexure - III.

Remuneration Policy

The Board of Directors in its meeting held on 24^th December, 2025 had laid down a Remuneration Policy relating to remuneration of the Directors, Key Managerial Personnel (KMPs), Sr. Management Personnel (SMP) and other employees of the Company. The Remuneration Policy is in accordance with Section 178 of the Companies Act, 2013 and the Rules made there under.

The Remuneration Policy is placed on the Company''s website on weblink: hUps://dsfd.cpm/wp-cpntent/uploads/2026/02/02.-Rennuneration-Policy,pdf.

The salient features of the Policy are given below:

i. Guiding principle

The guiding principle of the Policy is that the remuneration and other terms of employment should effectively help in attracting and retaining committed and competent personnel. The remuneration packages are designed keeping in view industry practices and cost of living.

ii. Directors

Non-executive Directors are paid remuneration in the form of sitting fees for attending Board/ Committee meetings as fixed by the Board from time to time subject to statutory provisions, Presently sitting fee is ? 50,000 (Rupees Fifty Thousand only) per Board meeting and ? 25,000 (Rupees Twenty-Five Thousand only) per Committee meeting. To adequately compensate the Non-Executive Directors for their sustained contributions, the Board of Directors, thus proposed the payment of remuneration by way of commission to the Non-Executive Directors, subject to a maximum aggregate limit of one percent (1%) of the net profits of the Company per annum, calculated in accordance with section 198 of the Companies Act, 2013.

Accordingly, the Company is seeking the approval of the Members for the payment of this 1% commission to the Non-Executive Directors by way of an ordinary resolution at the ensuing Annual General Meeting.

Remuneration of Executive Directors (Whole-time Directors) including Managing Director is fixed by the Board of Directors on the recommendation of the NRC, subject to the approval of the Members, The NRC, while recommending the remuneration, considers pay and employment conditions in the industry, merit and seniority of the person and paying capacity of the Company. The remuneration, which comprises of salary, perquisites, performance-based reward/profit-based commission and retirement benefits as per Company Rules, is subject to the limits laid down under the Companies Act, 2013.

iii. Key Managerial Personnel and Sr. Management Personnel

Appointment, remuneration and cessation of service of Key Managerial Personnel are subject to the approval of the NRC and Board of Directors. Appointment, remuneration and cessation of service of Sr. Management Personnel one level below the Board other than KMPs, are approved by the Sr. Managing Director, keeping in view the Remuneration Policy.

iv. Other employees

The remuneration of other employees is fixed from time to time by the Management as per the guiding principle laid down in the Remuneration Policy and considering industry standards and cost of living. In addition to salary, they are also provided perquisites and retirement benefits as per schemes of the Company and statutory requirements, where applicable.

Managerial Remuneration

The information required as per Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 pertaining to remuneration of Directors, KMP and comparisons are annexed as Annexure - IV. It is affirmed that the remuneration is as per the Remuneration Policy of the Company.

Statement of particulars of the top ten employees in terms of remuneration Including employees who were in receipt of remuneration which was not less than ?102 lakh or more per annum in aggregate during the year 2025-26 is annexed as

Annexure - V.

Audit Committee

The Audit Committee presently comprises of three members, Mr. Siddhartha Mukherjee, is the Chairman and Mr. Vijay Anand, Mr. Venkata Rama Subbu Behara are Members During the year under review, there was no instance of the Board not accepting the recommendation of the Audit Committee.

Vigil Mechanism

Pursuant to Section 177 of the Companies Act, 2013 and Regulation 22 of SEBI (LODR) Regulations, the Board of Directors, on the recommendation of the Audit Committee, adopted a Vigil Mechanism (Whistle Blower Policy). The Policy has been circulated among the employees and also has been placed on Company''s website on weblink;

https://dsfd.com/wp-content/uploads/2026/02/08.-Whistle-Blovyfer-Policy.pdf.

The Policy provides a channel to the employees to report to the management concerns about unethical behavior, actual or suspected fraud or violation of the code of conduct or policies. The mechanism provides for adequate safeguards against victimization of employees who avail of the mechanism and also provides for direct access to the Chairman of the Audit Committee in exceptional cases.

Share Capital

Pursuant to approval of the Scheme of Arrangement by the Hon''ble National Company Law Tribunal. Delhi Bench, by order dated 21⁵'' November, 2025. the Authorized Share Capital of the Company was increased from ? 25,00,00,000 (Rupees Twenty Five Crore only) to ? 40,52,50.000 (Rupees Forty Crore Fifty Two Lakh and Fifty Thousand only) divided into 20,26,25.000 (Twenty Crore Twenty Six Lakh Twenty Five Thousand) equity shares having face value oM 2

(Rupees Two only) each. Accordingly, Clause V of the Memorandum of Association stood amended to reflect the increase in Authorized Share Capital.

The Board Committee for implementation of the Scheme of Arrangement, in exercise of the authority conferred by the Board, had approved extinguishment of the 10,00,00,000 (Ten Crore) Equity Shares of Face Value of ? 2 (Rupees Two only) each, in terms of the Scheme of Arrangement.

The Committee also allotted of 8,69,92,185 Equity Shares of ^ 2 (Rupees Two only) each in the Company to the Equity shareholders of the DCM Shriram Industries Limited, as on 26"¹ December, 2025 "the Record Date" in the ratio of 1:1 pursuant to the Scheme of Arrangement. The listing approvals for the shares were received from BSE Limited and National Stock Exchange of India Limited on 21^st January, 2026, Trading approvals for the said number of shares were received from NSE and BSE both on 13^th February. 2026 and trading started on 17^th February, 2026.

During the year, the Company has not issued any share capita! with differential voting rights, sweat equity or ESOP nor provided any money to the employees or trusts for purchase of its own shares.

The Company has not made any public offer of shares during the year.

Statutory Auditors

As per Section 139 of the Companies Act, 2013, the Members in their meeting held on 11th Jufy, 2025 had appointed M/s. Kirtane & Pandit, LLP Chartered Accountants, New Delhi (FRN 105215W/W100057), for a term of five (5) years i.e., to hold office till the conclusion of the AGM in the year 2030.

Cost Auditors

M/s Ramanath Iyer & Co., Cost Accountants, (Regn No.000019), 808, Pearls Business Park, Netaji Subhash Place, Pitampura, Delhi - 110034, who were appointed as Cost Auditors of the Company for the year 2025*26, will submit the cost Audit report within a period of one hundred and eight days (180 days) from the closure of the financial year. They have been re-appointed as Cost Auditors for the year 2026-27. A resolution for ratification of their remuneration for the year 2026-27, as required under the Companies Act. 2013, forms part of the Notice convening the ensuing AGM.

The Company maintains cost records as specified by the Central Govt, under subsection (1) of Section 148 of the Companies Act, 2013.

Succession Plan

The Board in its meeting held on 24^!tl December, 2025 had laid down a policy on Orderly Succession for Appointments to the Board and Senior Management. The policy can be accessed on the Company’s website on the weblink: https://dsfci.com/wp-content/uploads/2026/02/15.-5uccession-Policy.pdf.

Corporate Governance

Reports on Corporate Governance and Management Discussion & Analysis are annexed as Annexure - VI.

Anti-Sexual Harassment Policy

Pursuant to the "Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013", the Company constituted Internal

Complaints Committees at all its workplaces. There has not been any instance of complaint reported in this regard to any of the Committees during the year under review. The Committees were reconstituted effective from 02^nd January, 2026 for 3 years.

The Company periodically review the policy and submit a status report annually to the Competent Authority under Section 22 of the said Act.

Applicability of Insolvency and Bankruptcy Code

Neither any application was made, nor any proceedings were pending under the Insolvency and Bankruptcy Code, 2016 (1BC) during the year.

One Time Settlements

The Company has not entered into any one-time settlement of debt during the year under review.

Disclosure Under Secretarial Standards

Applicable Secretarial Standards i,e. SS-1 and SS-2 relating to ''Meeting of the Board of Directors’ and ''General Meetings’, respectively, have been duly followed by the Company,

Compliance with the Maternity Benefit Act, 1961

The Company has strictly adhered to and complied with all the applicable provisions relating to the Maternity Benefit Act, 1961, during the financial year under review.

Acknowledgment

The Board of Directors expresses its sincere gratitude to the Central and State Government authorities, regulatory bodies, business partners for their remarkable support.

We thank our shareholders, financial institutions, banks, customers, vendors and other stakeholders for their trust and confidence in the Company''s leadership and strategic direction.

The Board also places on record its appreciation for the contribution made by employees at all levels. Their conduct and support are of utmost importance in achieving the Company''s objectives targets.