డైరెక్టర్ల నివేదిక TruAlt Bioenergy Ltd.

Mar 31, 2026

Your directors are pleased to present the Fifth (5th) Board''s Report of your Company on the operations and
performance along with the Audited Standalone and Consolidated Financial Statements and the Auditor''s
Report thereon, for the financial year ended on March 31, 2026 ("year under review/FY2025-26/FY2026")

1. FINANCIAL RESULTS

The key highlights of the financial performance of the Company for the Financial Year 2025-26 are provided
below:

(Amount ? in Lakhs, unless otherwise stated)

Particulars

Standalone

Consolidated

FY 2025-26

FY 2024-25

FY 2025-26

FY 2024-25

Revenue from Operations

1,70,465.34

1,88,011.66

1,72,750.66

1,90,772.40

Other income

6,828.35

6,058.94

8,645.25

6,080.38

Total income

1,77,293.69

1,94,070.60

1,81,395.91

1,96,852.78

Expenses;

Operating Expenditure

1,42,151.93

1,58,292.28

1,43,775.27

1,59,858.03

Depreciation and amortization
expenses

8,409.08

6,459.57

8,622.76

6,689.37

Total Expenses

1,50,561.01

1,64,751.85

1,52,398.03

1,66,547.4

Profit before finance cost,
exceptional items and tax

26,732.68

29,318.75

28,997.88

30,305.38

Finance cost

15,785.20

14,103.64

16,002.41

14,361.10

Profit before Exceptional
Items and tax

10,947.48

15,215.11

12,995.47

15,944.28

Add/(Less): Exceptional Items

-

-

-

-

Profit before Tax

10,947.48

15,215.11

12,995.47

15,944.28

Tax expense-deferred tax

(2,944.48)

(1,153.58)

3,308.49

1,280.43

Profit after Tax

8,003.00

14,061.53

9,686.98

14,663.85

Total other comprehensive
income / (losses)

23.20

0.36

23.20

0.40

Total Comprehensive income

8,026.20

14,061.89

9,710.18

14,664.25

Opening Balance of Retained
Earnings

23726.64

6118.38

23873.32

5662.70

Closing Balance of Retained
Earnings

31752.84

23726.64

32436.04

23873.32

Earnings per share (EPS):

Basic (in ?)

10.23

20.08

12.30

20.94

Diluted (in ?)

10.23

20.08

12.30

20.94

Note: The above figures are extracted from the audited standalone and consolidated financial statements of the
Company prepared in accordance with the Indian Accounting Standards ("Ind AS").

2. COMPANY''S PERFORMANCE AND STATE
OF AFFAIRS

Trualt Bioenergy Limited ("Trualt" or "the
Company") is a fast-growing renewable energy
company engaged in the manufacturing and sale of
ethanol and allied bioenergy products. Since
commencing its commercial operations in
Financial Year 2022-23, the Company has
established itself as an emerging participant in
India''s clean energy ecosystem, contributing to the
nation''s energy security and sustainability
objectives.

Driven by a commitment to innovation, operational
excellence, and environmental stewardship, Trualt
plays a pivotal role in supporting the Government of
India''s ethanol blending programme and the
transition towards greener and more sustainable
energy solutions. The Company continuously
strives to enhance its production capabilities,
optimize resource utilization, and create long-term
value for all stakeholders through responsible and
sustainable business practices.

The standalone revenue from operations for FY
2025-26 decreased by approximately 9.33% over
the previous FY 2024-25 and stood at ?1,70,465.34
Lakhs as against ? 1,88,011.66 Lakhs in the FY
2024-25. The revenue was significantly impacted
due to a sharp reduction in lifting by OMCs despite
operational readiness and available production
capacities. Further, the revenue was also impacted
by delays in implementation and execution relating
to the pending 15 crore litre allocation following the
Flon''ble Karnataka High Court order.

The profit after tax for the FY 2025-26 decreased by
approximately 43.09% over FY 2024-25 and stood
at ?8,003 Lakhs as against ?14,061.53 Lakhs in the
FY 2024-25. The decrease in Profit After Tax (PAT)
during the year under review was primarily
attributable to an increase in finance costs arising
from additional working capital facilities availed by
the Company to support its business operations
and also interest incurred on the account of
grain-based plant established during the year.
Further, the depreciation expenses increased on
account of addition to fixed assets during the year
due to capitalization of grain-based plant to the
extent of 1300 KLPD. Consequently, despite growth
in the Company''s operations, the higher finance
costs and depreciation charges had an impact on
the profitability for the year. Total comprehensive
income for the FY 2025-26 is ?8,026.20 Lakhs as
against ?14,061.89 Lakhs in the FY 24-25.

On a consolidated basis, the revenue from
operations for FY 2025-26 decreased by
approximately 9.45% over FY 2024-25 and stood at
?1,72,750.66 Lakhs as against ?1,90,772.40 Lakhs
in FY 2024-25. The profit after tax for the FY
2025-26 decreased by approximately 34.57% over
previous year and stood at ?9,594.76 Lakhs, as
against ?14,663.85 Lakhs in the FY 2024-25.

A detailed analysis of the performance,
consolidated as well as standalone, is provided in
the Management Discussion and Analysis Report,
which form part of the Annual Report.

The Company did not undergo any change in the
nature of its business during FY 2025-26.

3. DIVIDEND

Considering the capital-intensive nature of the
business, the business growth plan of the Company
and with a view to plough back profits, your Board
has not recommended any dividend for
consideration of its members at the ensuing Annual
General Meeting (''AGM'') to build a strong base for
long-term sustainable growth.

4. DIVIDEND DISTRIBUTION POLICY

Pursuant to the Regulation 43A of the Securities and
Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (the
"SEBI Listing Regulations"), the Company had
formulated a dividend distribution policy, which sets
out the parameters and circumstances to be
considered by the Board, while determining the
distribution of dividend to the shareholders.

The dividend distribution policy was approved at the
meeting of the Board held on March 21, 2024.
The aforesaid policy is available on the website
of the Company and can be accessed at
https://www.trualtbioenergy.com/Dividend Policy

5. TRANSFER TO RESERVE

During the financial year under review, no amount
was transferred to the General Reserve.

6. CONSOLIDATED FINANCIAL STATEMENTS

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

During the year under review, the Board of Directors
reviewed the affairs of the subsidiary Companies in
accordance with Section 129(3) of the Act.

Consolidated Financial Statements together with the
statutory auditor''s report thereon form part of this
Annual Report.

7. SHARE CAPITAL
Authorised Share Capital

The Authorised Share Capital of the Company as on
March 31, 2026 was ? 570,00,00,000 (Rupees Five

Hundred Seventy Crore Only) comprising of
? 100,00,00,000 (Rupees Hundred Crore Only)
divided into 10,00,00,000 (Ten Crore) equity shares
of ? 10/- (Rupee Ten Only) each and ?
4,70,00,00,000 (Four Hundred Seventy Crores Only)
divided into 4,70,00,000 (Four Crore Seventy
Lakhs) Preference Shares of

? 100/- (Rupee Hundred Only) each.

Issued, Subscribed and Paid-up Share Capital

The Issued, Subscribed and Paid-up Equity Share
capital of the Company as on March 31,2026 stood
at ?85,75,25,910 (Rupees Eighty Five Crore Seventy
Five Lakhs Twenty Five Thousand Nine Hundred
Ten Only) comprising of 8,57,52,591 (Eight Crore
Fifty Seven Lakhs Fifty Two Thousand Five Hundred
Ninety One) equity shares of ? 10/- (Rupee Ten
Only) each.

Allotment of Equity shares through Initial Public
Offering

During the year under review, the Company
successfully completed its Initial Public Offering
("IPO") and allotted 1,51,20,967 (One Crore
Fifty-One Lakh Twenty Thousand Nine Hundred and
Sixty-Seven) Equity Shares of face value ? 10/- each
at an issue price of ? 496/- per Equity Share
pursuant to the fresh issue component of the IPO.
The IPO comprised a fresh issue of 1,51,20,967
Equity Shares by the Company and an Offer for Sale
of 18,00,000 (Eighteen Lakh) Equity Shares by the
selling shareholders. Consequently, the paid-up
equity share capital of the Company increased by
? 15,12,09,670/- upon allotment of the aforesaid
Equity Shares.

During FY 2025-26, the Company did not issue any
convertible securities. Further, there were no
outstanding convertible securities as on March 31,
2026.

During the period under review, the Company has
neither issued shares with differential rights as to
Dividend, voting or otherwise nor issued shares
(including sweat equity shares) to the employees or
Directors of the Company under any scheme. The
Company has not issued any debentures, bonds or
any non-convertible instruments. The Company has
not done any buy back during the FY 2025-26.

8. MAJOR EVENTS AND KEY BUSINESS
DEVELOPMENTS DURING THE YEAR UNDER
REVIEW

Share Subscriptions and Shareholders Agreement
(SSSHA) with GAIL India Limited ("GAIL")

During the year under review, the Company
achieved a significant strategic milestone by
entering into a Share Subscription and
Shareholders'' Agreement ("SSSHA") with GAIL
(India) Limited ("GAIL''), a Maharatna Public Sector
Undertaking and one of India''s leading natural gas
companies, with the objective of accelerating the
development of the Compressed Bio-Gas (CBG)
sector in India.

Pursuant to the terms of the agreement, GAIL
acquired a 49% equity stake in Leafiniti Bioenergy
Private Limited, a subsidiary of the Company, while
the Company holds the remaining 51% equity stake,
thereby retaining management control. This
strategic partnership represents a significant step
towards strengthening the Company''s presence in
the renewable energy and biofuels sector and
underscores the confidence of a leading public
sector enterprise in the Company''s vision and
capabilities.

The collaboration is expected to leverage the
complementary strengths of both partners to
develop and scale CBG projects across the country,
contributing to India''s energy transition, energy
security, and sustainability objectives. Through this
partnership, the Company aims to create a robust
and integrated ecosystem for Compressed Bio-Gas,
facilitating the adoption of cleaner, circular, and
economically viable energy solutions. The
Company firmly believes that CBG has the potential
to play a transformative role in India''s clean energy
journey by converting agricultural and organic
waste into valuable renewable fuel while promoting
environmental sustainability and rural economic
development.

Sustainable Aviation Fuel (SAF)

The Company has been exploring opportunities in
the renewable and low-carbon energy segment,

with a particular focus on Sustainable Aviation Fuel
("SAF"). SAF is a next-generation biofuel produced
from renewable feedstocks such as agricultural
residues, used cooking oil, and municipal solid
waste, and is considered critical for enabling the
aviation industry''s long-term decarbonisation
targets.

As part of the Company''s strategic initiative to
diversify into high-growth green fuel segments, the
Company has entered into a non-binding
Memorandum of Understanding ("MoU") with the
Andhra Pradesh Economic Development Board
(APEDB), the Government of Andhra Pradesh''s
nodal agency for promoting large-scale industrial
and infrastructure investments. The MoU provides a
framework for the potential establishment of a
Sustainable Aviation Fuel production facility in the
State of Andhra Pradesh.

The proposed project is envisaged to involve a total
investment of approximately ?2,250 crore, to be
developed in phases, subject to detailed feasibility
assessments, technology evaluation, and
confirmation of commercial viability. The project
structure, financing plan, and implementation
schedule will be finalised upon completion of the
feasibility studies and due-diligence processes, and
thereafter through the execution of definitive
agreements.

This MoU is expected to enable the

Company to:

• To strengthens its positions as an early
entrant in India''s emerging SAF
ecosystem;

• Align with India''s national biofuel policy
and long-term net-zero commitments;

• Leverages State Government support
through APEDB for land, infrastructure,
and regulatory facilitation;

• Provides potential access to carbon
credits and ESG-linked investment
opportunities; and

• Enhances Trualt Bioenergy''s strategic
visibility as a forward-looking clean energy
company.

Initial Public Offering (IPO)

During the year under review, the Company received
in-principal approval for listing of its equity shares
of face value of Rs. 10/- each from National Stock
Exchange of India Limited ("NSE") and BSE Limited
("BSE") on October 1, 2025.

The Initial Public Offer ("IPO" or "Issue") was made
for 1,69,20,967 (One Crore Sixty Nine Lakhs Twenty
Thousand Nine Hundred Sixty Seven) equity shares
of face value of ?10/- (Rupees Ten Only) each at an
offer price of ?496/- (Rupees Four Hundred Ninety
Six Only) per equity share (including a share
premium of ?486/- per equity share) ("Offer Price")
aggregating to ?839,27,99,632/- (Rupees Eight
Hundred Thirty Nine Crores Twenty Seven Lakhs
Ninety Nine Thousand Six Hundred and Thirty Two
Only) (the "Offer").

The Offer comprised of:

¦ A fresh issue of 1,51,20,967 (One Crore
Fifty-One Lakh Twenty Thousand Nine Hundred
and Sixty-Seven) equity shares by the Company
aggregating to ?749,99,99,632 (the "Fresh
Issue") and

¦ An Offer for Sale of 18,00,000 (Eighteen Lakh)
equity shares aggregating to ?89,28,00,000 (the
"Offer for Sale").

The issue opened on September 25, 2025 and
closed on September 29, 2025. The IPO received an
overwhelming response from investors across all
categories and was fully subscribed by the second
day of bidding. By the close of the issue, the IPO
was oversubscribed by approximately 75.02 times.
The portion for Qualified Institutional Bidders
(''QIBs'') witnessed a significant 165.15 times
subscription, while the portion reserved for
non-institutional investors witnessed 103.04 times
and the retail portion 10.62 times subscription,
reflecting strong investor confidence in the
Company''s business model and future prospects.

After successful completion of bidding process,
The IPO Committee at its meeting held on
September 29, 2025 approved the allotment of the
aforesaid equity shares of the Company. The issue
was led by book-running lead managers viz. DAM
Capital Advisors Limited and SBI Capital Markets
Limited.

Further, pursuant to successful completion of the
IPO the equity shares of the Company were listed
on the main boards of the NSE and BSE with effect
from October 3, 2025.

The status of utilization of the proceeds raised through the IPO as on March 31, 2026 is set out below;

(? in Crore)

Sl. No.

Object of Issue

Amount allocated as
per Offer Document

Amount utilised as on
March 31,2026

1

Funding capital expenditure towards setting
up multi-feed stock operations to pave-way for
utilizing grains as an additional raw material in
ethanol plant at TBL Unit 4 of 300 KLPD capacity

150.68

140.14

2

Funding working capital requirements

425.00

425.00

3

General Corporate Purposes

81.36

81.36

4

Issue expenses

92.96

73.71

Total

750.00

720.21

CRISIL Ratings Limited has been appointed as the
Monitoring Agency for monitoring the utilisation of
the IPO proceeds. Based on the monitoring reports
received, there has been no deviation or variation in

the utilisation of the proceeds from the objects of
the Issue as stated in the Prospectus. The Company
has also complied with the reporting requirements
under Regulation 32 of the SEBI Listing Regulations.

Joint venture with Sumitomo Corporation, Japan

During the year under review, the Company entered
into a Joint Venture Agreement with Sumitomo
Corporation ("SC") on November 11, 2025, marking
a significant milestone in the Company''s growth
strategy and strengthening its position in the rapidly
evolving Compressed Bio-Gas ("CBG") sector.

Pursuant to the terms of the Joint Venture, SC
agreed to acquire a 49% equity stake in Trualt Gas
Private Limited (TGPL), a subsidiary of the
Company, whereas the company continues to hold
remaining 51% equity stake, thereby retaining the
management control. This collaboration reflects
confidence in the Company''s business model,
execution capabilities, and long-term growth
prospects. The partnership combines the
Company''s expertise in the bioenergy sector with
SC''s global experience, technological capabilities,
and international network, thereby creating a strong
platform for the development of sustainable energy
infrastructure in India.

Under the Joint Venture, TGPL proposes to
establish CBG plants at five identified locations.
Construction activities have already commenced at
three of these sites, demonstrating significant
progress in the implementation of the project. Of
the three plants currently under development, one
plant is expected to be commissioned during the
second quarter of FY 2026-27, while the remaining
two plants are expected to commence operations
during the third quarter of FY 2026-27.

The Joint Venture is expected to play a pivotal role
in advancing the Company''s vision of creating a
scalable and sustainable bioenergy ecosystem. It
also aligns with India''s objectives of promoting
renewable energy, reducing dependence on fossil
fuels, strengthening energy security, and fostering a
circular economy through the productive utilization
of agricultural and organic waste. The Company
believes that this strategic collaboration will create
long-term value for stakeholders while contributing
meaningfully to India''s clean energy transition.

Diversification from Mono Feed Operations to
Multi-Feed Ethanol Manufacturing

During the year under review, the Company
undertook a significant strategic initiative to

diversify its ethanol manufacturing operations from
a mono-feed model to a multi-feed production
platform. This transition aimed at enhancing
operational flexibility, optimizing feedstock
utilization, and reducing dependence on any single
raw material source.

The multi-feed capability will enable the Company
to utilize a wider range of feedstocks subject to
regulatory approvals and market availability,
thereby improving supply chain resilience and
mitigating risks associated with fluctuations in
feedstock prices and availability. The diversification
is also expected to enhance production efficiency,
improve capacity utilization, and strengthen the
Company''s ability to respond to evolving market
dynamics and government policies relating to
ethanol blending and renewable fuels.

This strategic transformation is aligned with the
Company''s long-term growth objectives and
commitment to sustainable operations. By
broadening its feedstock base, the Company seeks
to improve operational competitiveness, create
greater value for stakeholders, and reinforce its
position as a reliable contributor to India''s ethanol
blending programme and clean energy transition.

The Company believes that the adoption of a
multi-feed manufacturing model will provide a
strong foundation for future growth while ensuring
greater business sustainability and operational
excellence.

Acquisition of TruAlt Gas Private Limited

During the year under review, the Company acquired
a 51% stake in TruAlt Gas Private Limited ("TGPL1)
for an aggregate amount of ? 8.42 Cr, thereby
making TGPL a subsidiary of the Company. The
acquisition aligns with the Company''s strategic
objective of strengthening its presence in the
renewable energy and bioenergy sector, particularly
in the Compressed Bio-Gas ("CBG") business.

Subsequent to the acquisition, the Company
invested an additional sum of ? 19.99 Crore in the
equity share capital of TGPL to support its business
operations, project development activities and
capital expenditure requirements relating to the
establishment and implementation of CBG projects

The acquisition and subsequent investment are
expected to strengthen the Company''s position in
the clean energy sector and support its long-term
growth strategy.

Biofuel Dispensing Stations:

As part of its commitment towards promoting clean
energy solutions and strengthening the biofuel
ecosystem in India, the Company has undertaken
initiatives for the establishment and operation of
Biofuel Dispensing Stations. These stations are
intended to facilitate the retail distribution of
sustainable biofuels and support the adoption of
alternative fuels by end consumers.

The Company''s efforts in this area are aligned with
the Government of India''s vision of enhancing
energy security, reducing dependence on fossil
fuels, and promoting environmentally sustainable
transportation solutions. The Biofuel Dispensing
Stations form an integral part of the Company''s
strategy to create an end-to-end bioenergy value
chain and expand market access for biofuels.

During the year under review, the Company
operated seven (7) retail fuel stations engaged in
the dispensing of biofuels. These stations form an
integral part of the Company''s downstream
distribution infrastructure and support its objective
of enhancing market access for sustainable fuels.

Currently 4 more retail fuel outlets are under
construction and nearly 76 prospective locations
strategically shortlisted for future expansion. The
Company remains focused on expanding its biofuel
distribution network, improving operational
efficiencies, and supporting the transition towards
cleaner energy alternatives in line with national
energy and environmental objectives.

9.MATERIAL CHANGES AND COMMITMENTS

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

10. SUBSIDIARIES, ASSOCIATES AND JOINT
VENTURES

As on March 31, 2026, the Company has the
following subsidiary companies:

Sl. No.

Name of Subsidiary

Status

1

Leafiniti Bioenergy
Private Limited

Subsidiary

2

TruAlt Gas Private

Subsidiary

Limited

Note: During the year under review, Leafiniti
Bioenergy Private Limited ceased to be the Wholly
Owned Subsidiary (WOS) by virtue of capital
infusion by GAIL India Limited.

The Company does not have any Associate
Company as defined under the Companies Act,
2013.

The Company, through its subsidiaries, has entered
into strategic collaborations with leading industry
partners for the development and implementation
of Compressed Bio-Gas (CBG) projects as follows:

The Company has collaborated with Sumitomo
Corporation, Japan, for the implementation of four
Compressed Bio-Gas (CBG) plants in Karnataka,
each having a production capacity of 20 TPD
(Tonnes Per Day) in TruAlt Gas Private Limited.

The Company has collaborated with GAIL (India)
Limited for the development and implementation of
six Compressed Bio-Gas (CBG) plants at strategic
locations across Karnataka and Maharashtra, each
having a production capacity of 12 TPD (Tonnes Per
Day) in Leafiniti Bioenergy Private Limited.

These collaborations are aimed at strengthening
the Company''s presence in the renewable energy
and biofuel sector and contributing towards
sustainable energy development.

During the year under review, None of the Subsidiary
was identified as the material subsidiary of the
Company as per the Listing Regulations.

The Company''s policy for determination of material
subsidiary, as adopted by the Board of Directors, in
conformity with Regulation 16 of the SEBI Listing
Regulations, can be accessed on the Company''s
website at
https://www.trualtbioenergy.com/Policy
for Determining Material Subsidiaries.pdf

11. PERFORMANCE AND FINANCIAL POSITION
OF THE SUBSIDIARY(IES)
Leafiniti Bioenergy Private Limited

Leafiniti Bioenergy Private Limited ("Leafiniti") is
engaged in the business of production and sale of
Compressed Bio-Gas ("CBG") and allied
by-products, including Fermented Organic Manure
("FOM") and Liquid Fermented Organic Manure
("LFOM"). The Company utilizes sustainable
feedstock sources such as sugarcane press mud,
agricultural residues and other organic biomass for
the generation of renewable energy and
value-added organic fertilizers through
environmentally responsible processes.

The Company currently operates one Compressed
Bio-Gas (CBG) plant at Hipargi-Mygur Village,
Taluka-Jamkhandi, Bagalkot-587119, Karnataka,
with an installed production capacity of 10.20 TPD,
which serves as its flagship operational facility.

During the year under review, the Company
continued to strengthen its operational capabilities
and expand its footprint in the bioenergy sector. The
strategic partnership with GAIL (India) Limited,
under which GAIL acquired a 49% equity stake in the
Company, is expected to accelerate the
development of additional CBG projects and
support the creation of a robust bioenergy
ecosystem. Leveraging its operational expertise
and strategic collaborations, Leafiniti is
well-positioned to contribute meaningfully to India''s
renewable energy transition and the Government''s
Sustainable Alternative Towards Affordable
Transportation (SATAT) initiative.

During FY 2025-26, the Company delivered a strong
financial performance, reflecting the successful
scale-up of its operations and continued focus on
operational excellence. Revenue from operations
increased to ? 4,043.09 Lakhs as compared to ?
2,760.74 Lakhs in the previous financial year,
registering a growth of approximately 46%.

The Company recorded a Profit Before Tax (PBT) of
? 2,184.61 Lakhs as against ? 770.22 Lakhs in the
previous year, representing a significant growth of
approximately 184%. Profit After Tax (PAT) stood at
? 1,805.78 Lakhs as compared to ? 633.04 Lakhs in
the previous year, reflecting an impressive growth of
approximately 185%.

The Company''s net worth increased to ? 4,107.85
Lakhs as on March 31, 2026, demonstrating its
strong financial position and ability to generate
sustainable value. The robust financial
performance underscores the Company''s
operational efficiency, prudent financial
management, and growing market presence in the
Compressed Bio-Gas (CBG) sector. The Company
remains well-positioned to capitalize on emerging
opportunities in the renewable energy landscape
and continue its growth trajectory while
contributing to India''s clean energy and
sustainability objectives.

TruAlt Gas Private Limited

Trualt Gas Private Limited was incorporated on
September 6, 2024, with the objective of carrying on
the business of developing, establishing, operating
and maintaining Compressed Bio-Gas (CBG) plants
and undertaking activities related to the production,
processing, distribution and sale of biofuels and
other renewable energy products.

The Company has been incorporated for
implementation of 4 Compressed Bio-Gas (CBG)
plants having capacity of 20 TPD each in Karnataka
in collaboration with Sumitomo Corporation.

The project is presently under implementation. The
Company did not have any operational revenue
during the year under review. Hence the disclosure
under this section is not required.

The Board regularly reviews the affairs of the
subsidiaries. Pursuant to the provisions of Section
129(3) of the Act read with the Companies
(Accounts) Rules, 2014 and in accordance with
applicable accounting standards, a statement
containing the salient features of financial
statements of the Company''s subsidiaries in Form
No. AOC-1 is annexed as Annexure-"A" to this
report.

12. DIRECTORS AND KEY MANAGERIAL
PERSONNEL

The Board of Directors comprises distinguished
professionals of proven integrity and competence,
who provide strategic direction, guidance and
leadership to the Company.

As on March 31, 2026, the Board of Directors of the
Company comprised of Seven (7) Directors with an
optimum balance of Executive and Non-Executive
Directors, including One Women Director. Of these,
three (3) directors were Non-Executive Independent
Directors, three (3) were Executive Directors and
one (1) was Non-Executive Woman Director.

The Chairperson of the Board is a Non-Executive
Independent Director, providing effective leadership
and ensuring an appropriate balance between
executive and non-executive participation in the
governance of the Company.

During the year under review there were no change
in the composition of the Board except;

¦ Mr. Y B. Ramakrishna was redesignated as the
Chairman and Independent director of the
Company for a period of 1 year till March 31,
2026 w.e.f. May 13, 2025.

¦ Mr. Vishal Nirani (DIN: (08434032), who was
serving on the Board of Directors as Whole
Time Director, was re-designated as the
Executive Director of the Company by the Board
of Directors in its meeting held on July 26, 2025.

In accordance with the provisions of the Companies
Act, 2013 and the Articles of Association of the
Company, Mr. Vishal Nirani (DIN: 08434032) retires
by rotation at the ensuing Annual General Meeting
("AGM") and, being eligible, has offered himself for
re-appointment. The Board recommends his
re-appointment and the requisite details pursuant to
the applicable provisions of the Companies Act,
2013 and SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 are provided in
the Notice convening the ensuing AGM.

All the Independent Directors have submitted a
declaration of independence, stating that they meet
the criteria of independence provided under Section
149(6) of the Act read with Regulation 16 of the
SEBI Listing Regulations, as amended. They also
confirmed compliance with the provisions of Rule 6
of Companies (Appointment and Qualifications of
Directors) Rules, 2014, as amended, relating to
inclusion of their name in the databank of
Independent Directors.

The Board took on record the declaration and
confirmation submitted by the Independent
Directors regarding them meeting the prescribed

criteria of independence, after undertaking due
assessment of the veracity of the same in terms of
the requirements of Regulation 25 of the SEBI
Listing Regulations.

In the Board''s opinion, all the Independent Directors
are persons of high repute, integrity and possess
the relevant proficiency, expertise and experience in
their respective fields.

Pursuant to the provisions of Section 203 of the Act,
Mr. Vijaykumar Murugesh Nirani, Managing
Director, Mr. Anand Kishore, Chief Financial Officer
and Mr. Monu Kumar, Company Secretary and
Compliance Officer are the Key Managerial
Personnel''s ("KMPs") of the Company as on March
31, 2026.

During the year under review, following changes
have taken place in the Key Managerial Personnel
of the Company;

¦ Mr. Sudheer Sannapaneni ceased to be the
Company Secretary and Compliance Officer of
the Company with effect from May 31,2025.

¦ Mr. Deepak Kumar Gulati was appointed as the
Company Secretary and Compliance Officer of
the Company with effect from September 6,
2025 and subsequently ceased to hold his
office with effect from October 28, 2025.

¦ Mr. Monu Kumar was initially appointed as the
Interim Company Secretary and Compliance
Officer on January 9, 2026, Subsequently, he
was redesignated as the Company Secretary
and Compliance Officer of the Company with
effect from February 3, 2026.

13. EVALUATION OF THE PERFORMANCE OF
THE BOARD, ITS COMMITTEES AND
DIRECTORS

The evaluation of the Board, Board Committees and
directors were carried out in accordance with the
provisions of Companies Act, 2013, SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015 and Guidance note issued by
SEBI in this regard. Questionnaire forms were
circulated to all the directors for their feedback on
Board, Board Committees, Chairperson of the Board
and director evaluation. A meeting of the
independent directors was held on March 13, 2026,
where they reviewed and discussed

the feedback on the functioning of the Board, Board
Committees, Chairperson and other directors
including Executive Directors. The Nomination and
Remuneration Committee at its meeting held on
March 30, 2026, also reviewed the feedback on the
evaluation of the functioning of the Board, Board
Committees, Chairperson and other directors. The
Board at its meeting held on March 30, 2026,
reviewed and discussed the feedback of the
evaluations. The area of improvements as
highlighted by the evaluation exercise shall be
implemented to further strengthen the corporate
governance of the organisation.

14. FAMILIARIZATION PROGRAMME FOR
BOARD MEMBERS

The Company has in place a structured induction
and Familiarisation Programme for all its directors
including the Independent Directors. They are
regularly updated on all business-related issues and
new initiatives. They are facilitated to visit the
various plants of the Company to familiarise them
with the manufacturing facilities, processes,
products, etc. of the Company and the CSR
initiatives taken by the Company towards Social
well-being.

They are also informed of the important policies of
the Company including the "Code of Conduct for
Directors and Senior Management Personnel" and
the "Code of Conduct for Prevention of Insider
Trading".

The details of Familiarisation Programs imparted to
Independent Directors during the financial year
2025-26 are available on the website of the
Company a t
https://www.trualtbioenergy.com/
Familarization

15. POLICY ON APPOINTMENT AND
REMUNERATION

The Company has in place a Nomination and
Remuneration Policy, which, inter alia, lays down the
criteria for appointment, remuneration, evaluation
and cessation of Directors, Key Managerial
Personnel and Senior Management Personnel, in
accordance with the provisions of the Act and the
SEBI Listing Regulations.

The details of the Policy, including the criteria for
determining qualifications, positive attributes and
independence of Directors, are provided in the
Corporate Governance Report and are also
available on the Company''s website at
https://www.trualtbioenergy.com/Nomination and
Remuneration Policy.pdf

16. MEETING OF INDEPENDENT DIRECTORS

Pursuant to the provisions of Section 149(8) read
with Schedule IV of the Act and Regulation 25(3) of
the SEBI Listing Regulations, a separate meeting of
the Independent Directors was held on March 13,
2026, without the presence of Non-Independent
Directors and members of the Management.

At the meeting, the Independent Directors reviewed
the performance of the Non-Independent Directors,
the Board as a whole and the Chairperson of the
Board. They also assessed the quality, quantity and
timeliness of the flow of information between the
Management and the Board and noted the outcome
of the Board and Committee performance
evaluation process for the FY 2025-26.

17. MEETINGS OF THE BOARD AND ITS
COMMITTEES

Twelve (12) meetings of the Board were held during
the year under review. The necessary quorum was
present for all the meetings. The maximum interval
between any two Board meetings did not exceed
120 days. For details of meetings and composition
of the Board and Committees of the Board, please
refer to the Corporate Governance Report, which
forms part of this Report.

18. DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act,
2013, the Board of Directors to the best of their
knowledge and ability, confirm:

a. That in the preparation of the annual accounts,
the applicable accounting standards have been
followed and there are no material departures;

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

c. That they have taken proper and sufficient care for
the maintenance of adequate accounting records in

accordance with the provisions of the Companies
Act, 2013 for safe guarding the assets of the
Company and for preventing and detecting fraud
and other irregularities;

d. That they have prepared the annual accounts on
a ''going concern basis'';

e. That they have laid down proper internal financial
controls and such internal financial controls are
adequate and operating effectively; and

f. That they have devised proper systems to ensure
compliance with the provisions of all applicable
laws and such systems are adequate and operating
effectively.

19. PARTICULARS OF LOANS, GUARANTEES
AND INVESTMENTS

During the year under review, the Company has
provided loans and guarantees covered under the
provisions of Section 186 of the Companies Act,
2013. The details of Loans and Guarantee provided,
and Investments made by the Company are given in
Annexure "B" forming part of the report.

20. RELATED PARTY TRANSACTIONS

All related party transactions entered in FY 2025-26
were in the ordinary course of business and on an
arm''s length basis and were in compliance with the
provisions of the Companies Act, 2013 and the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015. Prior omnibus approval of the
Audit Committee was obtained for repetitive
transactions and such transactions were reviewed
on a quarterly basis.

Further, the Company has obtained a benchmarking
/ arm''s length pricing report from M/s. B B S R &
Associates LLP, an independent external agency,
confirming that the pricing methodology and terms
of the proposed transactions are at arm''s length
and in the ordinary course of business.

Pursuant to Regulation 23(4) of the SEBI Listing
Regulations, 2015, all material related party
transactions and subsequent material modification
as defined in the policy on materiality of related
party transaction shall require prior approval of the
shareholders through resolution and no related
party shall vote to approve such resolutions

whether the entity is a related party to the particular
transaction or not.

Further, as per Regulation 23(1) of SEBI Listing
Regulations, 2015, transaction with a related party
shall be considered material, if the transaction(s) to
be entered into individually or taken together with
previous transactions during a financial year,
exceeds ten per cent of the annual consolidated
turnover on scale-based materiality thresholds as
prescribed under revised RPT framework for listed
entities, effective from December 19,2025, as per
the last audited financial statements of the listed
entity,

In accordance with section 134(3)(h) of the Act, read
with rule 8(2) of the Companies (Accounts) Rules,
2014, and in accordance with Indian Accounting
Standards 24, the related party transactions entered
by the Company during the financial year under
review are disclosed in Annexure "C" in Form AOC-2,
which forms part of this report and also disclosed
under the relevant notes to financial statements.

21. CORPORATE SOCIAL RESPONSIBILITY

As a responsible corporate citizen, "TruAlt" is
committed to creating a positive impact on society
through well-structured initiatives and community
development programs. Our CSR initiatives are
guided by clearly defined sustainability goals that
align with stakeholder interests and support
sustainable business growth.

These initiatives are implemented through Nirani
Foundation (NF)—the dedicated CSR and
philanthropic arm focused on rural development,
skill and training, education, healthcare, and
women''s empowerment. It actively supports
agriculture, irrigation, and self-employment training
to improve livelihoods in surrounding communities
as part of its CSR initiatives.

Our initiatives aim to empower underserved youth
and women by equipping them with essential skills
that enable dignified and self-sufficient lives. At
Nirani Foundation Centre, we adopt modern
pedagogical approaches to provide holistic
education to underprivileged women and children,
ensuring they receive quality support tailored to their
needs. We also focus on strengthening remedial
programs in government schools to bridge
educational gaps and foster critical thinking.

Since inception, our CSR initiatives have impacted
over 300,000 lives (directly and indirectly) across
more than seven states in India. Our work
continues across identified thematic areas to
support the overall development of communities.

The Company constituted Corporate Social
Responsibility Committee in accordance with the
provisions of the Act.

During the year under review, the Company had
spent a sum of ? 1,64,50,000/- (Rupees One Crore
Sixty Four Lakhs Fifty Thousand Only) towards its
CSR obligation for FY 2025-26. Further, the Chief
Financial Officer has certified that the funds
disbursed have been utilized for the purpose and in
the manner approved by the Board for FY2025-26.

In accordance with the provisions of Section 135
of the Act read with the Companies (Corporate
Social Responsibility Policy) Rules, 2014 (''CSR
Rules''), the Company has formulated the CSR
Policy which can be accessed on the Company''s
website at https://www.trualtbioenergy.com/CSR
Policy

In terms of Section 135 of the Act read with Rule 8
of the CSR Rules as amended, the Annual Report
on CSR Activities undertaken by the Company
during the Financial Year 2025-26 are provided in
Annexure "E" forming part of this Report.

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

The information on conservation of energy,
technology absorption and foreign exchange
earnings and outgo stipulated under Section
134(3)(m) of the Companies Act, 2013 read with
Rule 8(3) of the Companies (Accounts)
Rules,2014, are provided in Annexure "F" forming
part of this Report.

23. CORPORATE GOVERNANCE

The Company is committed to maintaining the
highest standards of corporate governance and
believes that sound governance practices are
essential for enhancing stakeholder value and
ensuring sustainable growth.

During the financial year under review, the Company
has complied with all the applicable mandatory
requirements of Corporate Governance as
prescribed under Regulations 17 to 27 and other
relevant provisions of the Securities and Exchange
Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015, except with
respect to the appointment of a Woman
Independent Director on the Board. The Company is
in the process of appointing a Woman Independent
Director on its Board in compliance with the
applicable provisions of the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015. The appointment could not be
completed during the reporting period due to the
ongoing identification and evaluation of a suitable
candidate. The Board is actively pursuing the
appointment process and is committed to ensuring
compliance with the applicable regulatory
requirements at the earliest.

Pursuant to Regulation 34(3) read with Schedule V
of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, a separate
Report on Corporate Governance is enclosed which
forms an integral part of this Report. The Report on
Corporate Governance, together with a certificate
from the Practicing Company Secretary regarding
compliance with the conditions of Corporate
Governance as stipulated under the SEBI Listing
Regulations, is annexed to and forms part of this
Report.

The Managing Director and Chief Financial Officer
have certified to the Board with regard to financial
statements and other matters as required under
Regulation 17(8) read with Schedule II to the Listing
Regulations.

24. NOMINATION AND REMUNERATION
POLICY

Pursuant to the provisions of Section 178 of the
Companies Act, 2013 and Regulation 19 read with
Part D of Schedule II of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015,
the Company has adopted a Nomination and
Remuneration Policy on the recommendation of the
Nomination and Remuneration Committee.

The Policy lays down the criteria for appointment,
re-appointment, removal and remuneration of
Directors, Key Managerial Personnel and Senior
Management Personnel. The Policy also includes
the criteria for determining qualifications, positive
attributes, independence of Directors, Board
diversity and evaluation of the performance of the
Board, its Committees and individual Directors.

The NRC Policy of the Company can also be
accessed on the Company''s website at
https://www.trualtbioenergy.com/Nomination and
Remuneration Policy.pdf

25. VIGIL MECHANISM/WHISTLE BLOWER
POLICY

In accordance with section 177 of the Companies
Act, 2013 and Regulation 22 of the Securities and
Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015, the
Company has put in place a Whistle Blower Policy
and has implemented a Vigil Mechanism, whereby
employees, directors and other stakeholders can
report matters such as generic grievances,
corruption, misconduct, fraud, misappropriation of
assets and non-compliance of code of conduct of
the Company. The policy safeguards the whistle
blowers to report concerns or grievances. The Audit
Committee oversees the functioning of this
mechanism to ensure transparency and
accountability. The Whistle-blower Policy / Vigil
Mechanism is available on the Company''s website
at
https://www.trualtbioenergy.com/Whistle Blower
Policy

During the year under review, the Company received
one (1) compliant which was withdrawn by the
Complainant subsequently. It is affirmed that
during the year under review none of the personnel
has been denied access to the Chairman of Audit
Committee.

26. RISK MANAGEMENT POLICY

The Board of Directors of the Company has
constituted a Risk Management Committee to
frame, implement and monitor the risk
management plan and its effectiveness for the
Company.

The Company has also laid down the procedures to
inform Board members about risk assessment and
minimisation. The Risk Management Committee
meets periodically, as deemed necessary, to review
the effectiveness of the Company''s risk

management framework and to recommend
appropriate enhancements. These reviews help
ensure a consistent, systematic and effective
approach to identifying, assessing, monitoring and
mitigating risks, thereby supporting the

achievement of the Company''s strategic and
operational objectives.

Regular assessment and review of risks, together
with the implementation of appropriate mitigation
measures, enable the Company to proactively
identify and address emerging risks and minimise
their potential impact on its operations and
strategic objectives. This approach helps safeguard
the interests of the Company and its stakeholders
while supporting sustainable business growth.

The Risk Management Policy of the Company is
made available on the website of the which can be
accessed at
https://www.trualtbioenergy.com/Risk
Management Policy

27. INTERNAL FINANCIAL CONTROL AND ITS
ADEQUACY

The Company''s internal control systems are
commensurate with the nature of its business, the
size and complexity of its operations and such
Internal Fnancial Controls with reference to the
financial statements are adequate.

The details in respect of Internal Fnancial Controls
and its adequacy are included in the Management
Discussion and Analysis, which forms part of this
Report.

28. PARTICULARS OF EMPLOYEES AND
RELATED DISCLOSURES

Disclosure of remuneration and other details as
required under Section 197(12) of the Act read with
Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules,
2014 are provided in Annexure "G" forming part of
this Report.

In accordance with the provisions of Section
197(14) of the Companies Act, 2013, none of the
Executive Directors of your Company receive any
remuneration or commission from any of its
subsidiaries.

29. DISCLOSURE OF ACCOUNTING
TREATMENT

The financial statements have been prepared in
accordance with Indian Accounting Standards
(IND AS). The Company has prepared these
financial statements to comply in all material
respects with the IND AS, notified under section
133 of the Companies Act, 2013 ("the Act") read
together with paragraph 7 of the Companies
(Accounts) Rules, 2014.

30. DEPOSITS FROM PUBLIC

The Company has not accepted any deposits from
the public under Section 73 of the Companies Act,
2013 during the year under review and as such no
amount of principal or interest was outstanding as
on March 31,2026.

31. AUDITORS AND AUDITORS'' REPORT
Statutory Auditors

At the 2nd Annual General Meeting (AGM) held on
November 13, 2023, the Members approved
appointment of M/s. N. M. Raiji & Co, Chartered
Accountants (ICAI Registration no. 108296W) as
Statutory Auditors of the Company to hold office
for a period of Five (5) years commencing from the
conclusion of that AGM till the conclusion of the
7th AGM of the Company to be held for the
financial year 2027-2028.

The observations of Statutory Auditor in its reports
on standalone and consolidated financial
statements are self-explanatory and therefore do
not call for any further comments.

There were no instances of fraud reported by the
auditors. Further, there are no qualifications,
reservations or adverse remarks contain in the
Auditor''s Report for the year under review.

Cost Auditors

The cost accounts and records as required to be
maintained under Section 148 (1) of the Companies
Act, 2013 are duly made and maintained by the
Company.

M/s. S. R. Nanabhoy & Co, Cost Accountants (Firm
Registration No. 000010) were the Cost Auditors of
the Company for FY 2025-26. The cost audit report
for FY 2025-26 submitted by the said Cost Auditors
during the FY 2025-26 does not contain any
qualification, reservation or adverse remark.

The Board of Directors upon recommendation of
the Audit Committee has appointed M/s. S. R.
Nanabhoy & Co, Cost Accountants (Firm
Registration No. 000010), as the Cost Auditors for
FY 2026-27. In accordance with the provisions of
Section 148(3) of the Companies Act, 2013 read
with the Companies (Audit and Auditors) Rules,
2014, a resolution seeking ratification of the
remuneration payable to the Cost Auditors forms
part of the Notice convening the ensuing Annual
General Meeting of the Company.

Secretarial audit

Pursuant to the provisions of Section 204 of the Act,
the Board had appointed M/s S.P. Ghali & Co,
Practicing Company Secretaries (FCS No. [7037],
CP No. [7537]), as the Secretarial Auditors of the
Company for the financial year ended March 31,
2026, to undertake secretarial audit of the
Company. A report from the secretarial auditor in
the prescribed Form MR-3 for the year ended March
31, 2026 is annexed to this Report as an Annexure
"D"

Pursuant to Regulation 24A (2) of SEBI Listing
Regulations, Annual Secretarial Compliance Report
for the financial year ended March 31, 2026 on
compliance of all applicable SEBI Regulations and
circulars/ guidelines issued thereunder, was
obtained from M/s. S.P. Ghali & Co, Company
Secretaries, Secretarial Auditor of the Company and
the same has been submitted with the stock
exchange within the prescribed timelines. The said
report is available on the website of the Company.

The Secretarial Audit Report contains the following
observation;

The Company failed to appoint the Woman
Independent Director in compliance Regulation No.
17(1)a of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

Management Response: The Company has been
making sincere and continuous efforts to identify and
appoint a suitable Woman Independent Director
possessing the requisite qualifications, experience,
industry expertise relevant to the Company''s business,
and independence, in accordance with the provisions
of the Companies Act, 2013 and the SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015. The Company has exercised due
diligence in the selection process to ensure that the
proposed appointee would meaningfully contribute to
the Board''s effectiveness and the Company''s
corporate governance framework. Despite the
Company''s best efforts, the appointment could not be
completed within the prescribed timeline due to the
time involved in identifying an appropriate candidate
and obtaining the necessary approvals. The matter is
receiving the highest priority of the management and
the Nomination and Remuneration Committee, and the
Company is in the advanced stage of finalizing a
suitable candidate. The appointment of a Woman
Independent Director shall be placed before the Board
for its consideration at the earliest possible
opportunity, and the Company will ensure compliance
at the earliest.

Pursuant to the provisions of Section 204 of the
Companies Act and Regulation 24A of Listing
Regulations, the Board of Directors, on the
recommendations of the Audit Committee, in it''s
meeting held on August 4, 2026 has recommended to
the shareholders of the Company, an appointment of
Mr. Deepak Sadhu, Practicing Company Secretaries,
(ACS: 39541 COP: 14992) (Peer review No:
2387/2022), as the Secretarial Auditor of the
Company for a term of five consecutive years
commencing from financial year 2026-27 till financial
year 2030-31.

Mr. Deepak Sadhu, Practicing Company Secretaries,
(ACS: 39541 COP: 14992) (Peer review No:
2387/2022), have given his consent to act as
Secretarial Auditor of the Company and confirmed
that his aforesaid appointment would be within the
prescribed limits under the Act & Rules made
thereunder and Listing Regulations.

Mr. Deepak Sadhu has also confirmed that he is not
disqualified to be appointed as Secretarial Auditor in
terms of provisions of the Act & Rules made
thereunder and Listing Regulations.

Internal Auditors

The Board appointed M/s. ZADN & Associates,
Chartered Accountants, Mumbai as the Internal
Auditors of the Company for the Financial Year
2025-26, who have conducted the internal audits
periodically and shared their reports and findings
with the Audit Committee and follow-up actions
thereon from time to time. The Audit Committee
reviews the adequacy and effectiveness of the
Company''s internal control environment and
monitors the implementation of audit
recommendations including those relating to
strengthening the Company''s risk management
policies and systems.

32. SIGNIFICANT AND MATERIAL ORDERS

No significant or material orders were passed by the
Regulators or Courts or Tribunals which will impact
the going concern status and Company''s operations
in future.

33. ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a)
of the Act, the Annual Return of the Company is
available on the Company''s website at
https://www.trualtbioenergy.com/investor-relations

34. MANAGEMENT DISCUSSION & ANALYSIS
REPORT

Pursuant to SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, Management
Discussion & Analysis is enclosed elsewhere in this
Annual Report forms part of this Report.

35. COMPLIANCE OF SECRETARIAL STANDARDS

The Company has complied with the applicable
Secretarial Standards on Meetings of the Board of
Directors (SS-1) and General Meetings (SS-2)
specified by the Institute of Company Secretaries of
India.

36. SUSPENSION OF SECURITIES OF THE
COMPANY

The securities of the Company have not been
suspended from trading in any of the stock
exchanges.

37. INVESTOR EDUCATION AND
PROTECTION FUND

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

In terms of the foregoing provisions of the Act, no
dividend amount or shares were required to be
transferred to the IEPF by the Company during the
year ended March 31, 2026.

38. BUSINESS RESPONSIBILITY AND
SUSTAINABILITY REPORT

Your Company is adhering to the Business
Responsibility and sustainability Reporting (BRSR)
Requirements.

The BRSR indicates the Company''s performance
against the principles of the ''National Guidelines on
Responsible Business Conduct''. This would enable
the Members to have an insight into Environmental,
Social and Governance initiatives of the Company.

A detailed Business Responsibility and Sustainabili¬
ty Report in terms of the provisions of Regulation 34
of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 is enclosed
elsewhere in this Annual Report and forms an
integral part of this Report.

39. CREDIT RATING

During the FY 2025-26, CRISIL Ratings reaffirmed its credit rating of "CRISIL A-/Stable" on the long-term bank
facilities of the Company on October 28, 2025.

Subsequent to the close of the financial year, India Ratings & Research Private Limited ("India Ratings"), vide
its press release dated April 27, 2026, assigned credit ratings to the Company. The details of the ratings
assigned are provided below:

Instrument

Type

Date of Issuance

Size of Issue
(million)

Rating Assigned
with Outlook/Watch

Rating Action

Bank loan
facilities

April 27, 2026

INR17,660

IND A-/Stable/
IND A2

Assigned

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

Your Company is fully committed to uphold and
maintain the dignity of women working in the
Company and has zero tolerance towards any
actions which may fall under the ambit of sexual
harassment at workplace. An Internal Committee
(''IC'') under the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal)
Act, 2013 (''POSH Act'') has been constituted to
redress the complaints received regarding sexual
harassment and it presently comprises of four (4)
members out of which all members are women as
on the date of this report.

The Company has adopted a Policy for Prevention
of Sexual Harassment of Women at Workplace.
Periodic sessions were also conducted to apprise
employees and build awareness on the subject
matter.

The disclosure with respect to complaints under
Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 is
as follows;

Sl.No.

Particulars

Details

1

Number of complaints of sexual harassment received in the year

Nil

2

Number of complaints disposed off during the year

Nil

3

Number of cases pending for more than ninety days

Nil


41. HUMAN RESOURCES

For the Company, fostering a strong work culture is
a top priority, backed by solid HR systems and
development initiatives. While changes in
operations may affect employee numbers, the
company is committed to maintaining an agile,
high-performance, and diverse workplace. With a
strong emphasis on values like innovation,
customer focus, and sustainability, the Company
enhances customer relationships through the
collective skills and dedication of its workforce,
making it a preferred employer. The Company
consistently fosters harmonious industrial relations
across its facilities, ensuring continuous
operational excellence.

Our Company employs a diverse workforce across
various departments and locations. These
departments include Accounts, Administration,
Civil, Co-Generation, Effluent Treatment Plant,
Electrical, Environment, HR, Instrumentation,
Industrial Relations (IR), Mechanical, Welding,
Production, Process, Quality Assurance and Quality
Control, Research and Development (R&D),
Purchase, Security, Sales, Stores, and Water
Treatment Plant. Additionally, we engage
independent contractors who oversee on-site
contract labour for specific ancillary operations. Our
operations have been free from major work
stoppages due to labour disputes or work
cessation. Our attrition rates reflect stable
employee retention efforts during these periods.
For more details on Human Resources kindly refer
management discussion and analysis report.

42. HEALTH, SAFETY AND SECURITY
MEASURES:

Ensuring the safety and well-being of our workforce
is paramount at our Company. We maintain
stringent health, safety, and security measures
across all our facilities. As responsible corporate
citizens, we prioritize human health and safety,
strictly adhering to Occupational Health and Safety
management standards. This commitment is
ingrained in our daily operations, integrating
responsibilities for occupational health, hygiene,
and safety seamlessly. Regular safety inspections
and audits are conducted at all plants and project
sites to uphold these standards. Furthermore, we
actively promote health and safety awareness
through programs across our locations, fostering a
culture of well-being among our employees.

The Company places utmost importance on the
safety and well-being of its employees. Through
proactive implementation of precautionary
measures and rigorous safety protocols, we
demonstrate our unwavering commitment to
protecting our workforce from potential risks. By
consistently enforcing preventive safeguards at all
our plants and sites, we ensure a secure and safe
work environment for everyone.

43. OTHER DISCLSOURES

Directors state that no disclosure or reporting is
required in respect of the following items as there
were no transactions for the same during the year
under review:

a. The Company did not revise its financial
statements during the fiscal year under review.

b. There were no applications made or proceedings
pending against the Company under the Insolvency
and Bankruptcy Code, 2016, and this status
remained unchanged at the end of the financial
year.

c. No valuations of the Company were conducted
during the year for One Time Settlement (OTS)
purposes or for obtaining loans from
banks/financial institutions.

d. Receipt of any remuneration or commission from any of its subsidiary companies by the Managing Director
or the Whole-Time Director of the Company;

e. Non-exercising of voting rights in respect of shares purchased directly by employees under a scheme
pursuant to Section 67(3) of the Companies Act, 2013 read with Rule 16(4) of Companies (Share Capital and
Debentures) Rules, 2014;

f. Compliance with Maternity Benefit Act, 1961: The Company has complied with the applicable provisions of
the Maternity Benefit Act, 1961, including those relating to maternity leave, nursing breaks, and other
prescribed benefits and entitlements for employees. The Company remains committed to supporting the
health and well-being of its workforce in accordance with the law.

44. ACKNOWLEDGEMENT

Your Directors take this opportunity to thank and acknowledge with gratitude, the contributions made by the
employees through their hard work, dedication, competence, commitment and co-operation towards the
success of your Company and have been core to our existence that helped us to face all challenges.

Your Directors are also thankful for consistent co-operation and assistance received from its shareholders,
investors, business associates, customers, vendors, bankers, regulatory and government authorities and
showing their confidence in the Company.

By order of the Board

For TruAlt Bioenergy LimitedVijaykumar Murugesh Nirani Vishal Nirani

Managing Director Executive Director

DIN:07413777 DIN:08434032

Date: 28-07-2026
Place: Bengaluru

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