Business

GNFC Annual Report 2025-26

By santosh manvar

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Published: Aug 21, 2026
Pages: 366
Language: English

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Coverth 50 Annual Report 2025-26
Page 2
A GOLDEN JUBILEE MARKED BY MILESTONESMarking GNFC’s Golden Jubilee, Shri Bhupendrabhai Patel, Hon’ble Chief Minister of Gujarat, unveiled the commemorative Golden Jubilee Coffee-Table Book and inaugurated the Miyawaki Forest and Namo Vad Van—two landmark green initiatives. On this momentous occasion, GNFC also launched ‘50 Viksit Villages, Vision 2047’, a transformative CSR initiative aimed at developing 50 villages into self-reliant communities and positively impacting 50,000 to 75,000 rural lives, in alignment with Viksit Bharat @2047.
CORPORATE INFORMATIONBOARD OF DIRECTORS (As on 31-03-2026)
CONTENTS01 Management Discussion & Analysis
MESSAGE FROM THE CHAIRMANDear Shareholders, As GNFC marks its Golden Jubilee, we celebrate far more than fifty years of industrial excellence. We commemorate the remarkable journey of an institution that has consistently contributed to India's agricultural and industrial progress through resilience, innovation, and an unwavering commitment to nation-building. From its beginnings in 1976 as a fertilizer enterprise to its evolution into a diversified organisation spanning fertilizers, chemicals, and information technology, GNFC's growth reflects its enduring focus on operational excellence, responsible governance, and long-term value creation. FY 2025-26 has unfolded against an evolving global landscape shaped by geopolitical uncertainty, shifting trade dynamics, and economic headwinds. Yet India's resilience, anchored in its sustained focus on growth, infrastructure, and reform, continues to inspire confidence in the nation's future. It is against this backdrop that I am pleased to share that GNFC has once again demonstrated resilience, agility, and operational excellence during FY 2025-26, strengthening its position while staying firmly committed to sustainable and inclusive growth.
MESSAGE FROM THE MANAGING DIRECTORDear Shareholders, As GNFC celebrates its Golden Jubilee, it is my privilege to present the Annual Report of Gujarat Narmada Valley Fertilizers Chemicals Limited for the financial year 2025–26. This milestone reflects fifty years of sustained growth, operational excellence, and an enduring commitment to serving India's agricultural and industrial sectors. While we take pride in this achievement, our focus remains firmly on strengthening the foundations for the future.
OUR JOURNEY50 YEARS OF BUILDING, GROWING AND MOVING FORWARD Powering a Greener Future
Strengthening the Industrial FootprintCommissioned the Ammonia Syngas plant in 2013 and the Dahej TDI-II plant in 2014 Scaling New Heights
Page 10POWERING INDUSTRY. NURTURING AGRICULTURE. ENABLING TECHNOLOGY. Chemicals
Fertilizer & Farmer SupportGNFC’s commitment to agriculture extends beyond the supply of fertilizers. Through quality fertilizers, soil-testing services, tissue-culture plants and neembased crop-protection solutions, the Company supports farmers throughout the crop cycle. Its fertilizers, previously marketed under the Narmada brand, are now marketed under the Bharat brand as part of the Government’s “One
FINANCIAL TRENDS AND VALUE CREATION (LAST 5 YEARS)(₹ Crores. except per share data) TOTAL REVENUE
FINANCIAL PERFORMANCE OVER A DECADE (STANDALONE)Crores. except per share data) PARTICULARS
SHAREHOLDER ENGAGEMENTBuilding stronger relationships through access, transparency & responsive service. OUR APPROACH
CLOSER TO OUR SHAREHOLDERSTaking investor services closer to shareholders through facilitation, digital enablement and continuous feedback. Shareholder Suvidha Camps
GROWTH CAPITAL Expanding Our Growth HorizonsA balanced expansion pipeline designed to strengthen integration, scale core capacities and build future-ready chemical platforms. Projects Under Execution
Vision 2047EXPANDING WITH PURPOSE. BUILDING FOR THE FUTURE. Building scale. Strengthening self-reliance. Creating enduring value.
MAKING A DIFFERENCE EVERY DAYThe chemistry of GNFC is woven into everyday life. From nutrients that enrich food and pharmaceuticals that support health, to dyes that add colour to our world, GNFC’s contribution may often go unseen, but its impact runs deep. Mattresses, Pillows & Quilts, Furniture Cushions, Car Seats, Padding, Lining and Paints.
Page 19CNA Nitrobenzene & Aniline, Nitro derivatives, Explosives, Nitro Aromatics, Nitro Cellulose, Production of Rocket Propellant.
Page 20EMPOWERING LIVES. BUILDING RESILIENT COMMUNITIES. Focused social investment that expands opportunity, strengthens local capabilities and supports inclusive rural progress.
Page 21STRENGTHENING ESSENTIAL SERVICES. CREATING LASTING SOCIAL VALUE. Healthcare, infrastructure and disciplined execution that enable enduring community progress.
RENEWABLE ENERGY FOOTPRINTAt GNFC, sustainability is integral to how we operate and grow. Our commitment is reflected in captive renewable energy assets across solar and wind, strategically integrated with our manufacturing operations for efficient and responsible energy use. Solar Energy
A GREENER WAY FORWARDGNFC continues to lead with an approach to development that puts environmental sustainability and ecological balance at the forefront. • Miyawaki plantations to expand green cover and restore biodiversity
Vision 204750Villages Viksit
Management Discussion & Analysis1. Global & Indian Economic Scenario:
STATUTORY REPORTSMANAGEMENT DISCUSSION AND ANALYSIS The month-wise distribution of rainfall during the SW Monsoon 2025 was as follows:
Page 27Coverage of Kharif Acreage in GNFC's Area as on 26.09.2025 ( Lakh, ha) State Gujarat Maharashtra Madhya Pradesh Rajasthan Uttar Pradesh
STATUTORY REPORTSMANAGEMENT DISCUSSION AND ANALYSIS Note: The state wide progressive area covered under Kharif and Rabi for 2025-26 had been retrieved from UPAg portal (UPAg Portal). UPAg is an advanced agricultural data management platform for retrieving, generating statistics related to Indian agriculture, which is maintained by Department of Agriculture and Farmers welfare.
Page 29Nutrient Based Subsidy rates-Kharif 2025 (01.04.25 to 30.09.25) and Rabi 2025-26 (01.10.25 to 31.03.26): Product DAP ANP 20:20:0:13 SSP MOP
STATUTORY REPORTSMANAGEMENT DISCUSSION AND ANALYSIS Raw Material & Fertilizer Price Trend:
Source: Department of Fertilizer th50 Annual Report 2025-2026 | 007
STATUTORY REPORTSMANAGEMENT DISCUSSION AND ANALYSIS 2.2. Chemical Industry
Page 33The journey so far is reproduced below: Product Ammonia Total Urea Methanol - I Formic Acid Methanol-II Concentrated Nitric Acid-I Weak Nitric Acid-I Ammonium Nitro Phosphate Calcium Ammonium Nitrate Aniline Toluene Di-Isocyanate-I Acetic acid Syn. Gas Generation unit Concentrated Nitric Acid-II Methanol Synthesis Unit Concentrated nitric acid-III Weak nitric acid - II Co-generation Power & Steam Unit (MWh) Ethyl Acetate Plant Ammonia Syngas Generation Plant Toluene Di-Isocyanate - II Concentrated Nitric Acid-IV
STATUTORY REPORTSMANAGEMENT DISCUSSION AND ANALYSIS 5.
Page 35Due to upward revision in NBS rates for Kharif-26, expecting better realization for ANP product. As always, there will be a preference to DAP due to low MRP with higher nutrients and the grade is well accepted by the Indian farmers. Under PM-PRANAM program, we are promoting FOM (Fermented Organic Manure) under MDA scheme. Apart from this, company is supporting initiatives taken by DOF/fertilizer ministry/Agri. dept like Namo Drone Didi scheme, PMKSK, PM-Kisan Sangosthi, PM-PRANAM, DBT (PoS) etc.
STATUTORY REPORTSMANAGEMENT DISCUSSION AND ANALYSIS Risk Management:
Page 37The Company has achieved remarkable production performance during the year 2024-25. Day to day plant operations were closely reviewed and plant operations were optimized accordingly, to maximize profit. During the year, strategic optimization of various plant operations had to be done keeping in line with prices of raw materials so as to achieve cost reduction in all aspects. New Records Established:
STATUTORY REPORTSMANAGEMENT DISCUSSION AND ANALYSIS Acetic Acid plant maintained stable operations and achieved a record continuous run of 273 days, surpassing the previous best of 237 days.
Page 398.2. Sales Performance: Qty in LMT
STATUTORY REPORTSMANAGEMENT DISCUSSION AND ANALYSIS Chemicals sales performance
Page 41Coal GNFC has been getting Indian Coal under the ambit of Fuel Supply Agreement (FSA) with M/s South Eastern Coalfields Limited (SECL) a subsidiary of Coal India Limited (CIL). FSA between GNFC and SECL is renewed w.e.f. 01-05-2023 and valid up to 30-04-2028. Annual Contracted Quantity (ACQ) is 2,20,000 MT.
STATUTORY REPORTSMANAGEMENT DISCUSSION AND ANALYSIS Projection of future price trend of natural gas remains higher, however, it is very difficult to forecast natural gas prices considering high volatility, supply-demand, Logistics challenges and geo-political disturbances.
ParticularsRevenue from operations Other income EBITDA @ PBT PAT Book value ( Per Share) EPS ( Per Share) FY 25-26
STATUTORY REPORTSMANAGEMENT DISCUSSION AND ANALYSIS The company’s proactive actions have resulted in harmonious, cordial and healthy industrial relations throughout the year without having no unrest situations and man-hours productions loss which has helped in sustained growth and enrichment of value for the shareholders.
NOTICE thNOTICE IS HEREBY given that the 50 Annual General Meeting (AGM) of the Members of Gujarat Narmada Valley Fertilizers & Chemicals Limited will be held on Wednesday, September 16, 2026 at 03:00 P.M. through two-way Video Conferencing (‘VC’) facility or Other Audio Visual Means (‘OAVM’) to transact the following business: ORDINARY BUSINESS:
STATUTORY REPORTSNOTICE recommendation of the Nomination and Remuneration Committee and the Board of Directors of the Company, the appointment of Prof. (Dr.) Mamata Biswal (DIN: 07156141), who was appointed as an Additional Director (Independent Director, Non-Executive) in terms of Section 161(1) of the Act and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing her candidature for the office of Director, being eligible, as an Independent Director of the Company, not liable to retire by rotation and to hold office for a term of three (3) consecutive years effective from August 20, 2026 to August 19, 2029, be and is hereby approved.” “RESOLVED FURTHER THAT the Board of Directors and/or the Company Secretary of the Company, be and is hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”
Page 47Further, the Securities and Exchange Board of India, vide its Circulars dated May 12, 2020, January 15, 2021, May 13, 2022, January 5, 2023, October 7, 2023, October 03, 2024 ('SEBI Circulars') and other applicable circulars issued in this regard, have provided relaxations from compliance with certain provisions of the SEBI Listing Regulations. In compliance with the applicable provisions of the Act, SEBI Listing Regulations and MCA Circulars, the 50th AGM of the Company is being held through VC/OAVM on Wednesday, September 16, 2026, at 3:00 P.M. (IST). The proceedings of the AGM will be deemed to be conducted at the Registered Office of the Company at the Board Room, P.O.: Narmadanagar - 392 015, District: Bharuch.
STATUTORY REPORTSNOTICE A. ELECTRONIC DISPATCH OF ANNUAL REPORT AND PROCESS FOR REGISTRATION OF EMAIL ID FOR OBTAINING COPY OF ANNUAL REPORT
Page 49(ii) In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.
STATUTORY REPORTSNOTICE (iii) It is clarified that for permanent registration of email address, the Members are requested to register their email address, in respect of electronic holdings with the Depository through the concerned DPs and in respect of physical holdings with the Company’s RTA, KFin Technologies Limited, Selenium, Tower B, Plot 31 & 32, Financial District, Nanakramguda, Serilingampally, Hyderabad-500 032, India, by following due procedure.
Page 51(a) (b)
STATUTORY REPORTSNOTICE 3. First time users can visit the e-voting website directly and follow the process below: a) URL: https://www.evoting.nsdl.com b) Click on the icon “Login” which is available under ‘Shareholder / Member’ section. c) Enter User ID (i.e. 16-digit demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen. d) Post successful authentication, you will be redirected to NSDL Depository site wherein you can see e-voting page. e) Click on company name or e-voting service provider name
Page 533. 4.
STATUTORY REPORTSNOTICE 16.
Page 55D. E.
STATUTORY REPORTSNOTICE No tax at source is required to be deducted, if during the financial year, the aggregate dividend paid or likely to be paid to an individual member does not exceed ₹ 10,000 (Rupees Ten Thousand Only).
Page 57due date of transfer to IEPF Authority. The due date(s) of transfer of shares and dividend to IEPF Authority is given below: Financial Year
STATUTORY REPORTSNOTICE In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, Members holding shares in physical form are advised to convert their holdings in demat form.
Page 59for raising service requests. KFIN is the only RTA which has enabled the option and can be accessed via the link below. https://ris.kfintech.com/clientservices/isr/isr1.aspx?mode=f3Y5zP9DDNI%3d
STATUTORY REPORTSNOTICE ANNEXURE TO THE NOTICE
Page 61a declaration confirming that she meets the criteria of Independence. Further, as per the requirements of Section 164(2) of the Act, she has submitted an intimation confirming that she is not disqualified from being appointed as a Director. The Company has also received:
STATUTORY REPORTSNOTICE The Board of Directors, on the recommendation of the Audit Committee, in its Meeting held on August 05, 2026 approved the appointment of M/s. K G Goyal & Associates, Cost Accountants, Jaipur, Rajasthan (Firm Registration No: 000024) as the Cost Auditor of the Company to conduct audit of the cost records of the Company for the Financial Year 2026-27, ending on March 31, 2027, at a remuneration of ₹ 1,10,000 /- (Rupees One Lakh Ten Thousand only) p.a. plus out of pocket expenses and statutory levies payable to the Cost Auditor.
Annexure - IADDITIONAL INFORMATION ON DIRECTORS RECOMMENDED FOR APPOINTMENT / REAPPOINTMENT AS REQUIRED UNDER REGULATION 36 (3) OF THE LODR REGULATIONS AND APPLICABLE SECRETARIAL STANDARDS. Name of Director
STATUTORY REPORTSNOTICE Qualification(s)
Page 65Chairperson/Member of the Committee of Directors of other Companies in which he/she is a Director** Gujarat State Fertilizers & Chemicals Limited Member – Audit Committee
STATUTORY REPORTSDIRECTORS' REPORT DIRECTORS' REPORT
PERFORMANCE OVERVIEW AND STATE OF THE COMPANY'S AFFAIRS1. Operational Performance: The Company has achieved remarkable production performance during the FY 2025-26. Day to day plant operations were closely reviewed and optimized to maximize profit.
STATUTORY REPORTSDIRECTORS' REPORT 3. (n)Code Solutions – IT Division:
Page 69Existing On-Going Projects: 1. Ammonia Plant revamp:
STATUTORY REPORTSDIRECTORS' REPORT 3. Upgradation of Effluent Treatment Plant (CETP & NETP):
Page 71norms and Sustainable Development Goals. Your Company has strived to actualize the principles of responsible business conduct in letter and spirit and is conducting its business in a manner that creates shared values for all Stakeholders whilst aiming to achieve the best targets on ESG fronts. The BRSR is appended as Annexure – B forming part of this Report.
STATUTORY REPORTSDIRECTORS' REPORT Requisite details are furnished in below table:
Page 73(iv) the directors had prepared Annual Accounts on a going concern basis; (v)
STATUTORY REPORTSDIRECTORS' REPORT they meet with the criteria of independence as laid down in Section 149(6) of the Companies Act, 2013 (as amended) and Regulation 16(1)(b) of the SEBI Listing Regulations, as amended. Change in Directorate
Page 75In accordance with the provisions of Section 139 and other applicable provisions, if any, of the Companies Act, 2013 and the relevant Rules framed thereunder, it is proposed to appoint M/s. B S R and Co, Chartered Accountants (Firm Registration No.: 128510W), as Statutory Auditor of the Company for a term of five consecutive th th years at the ensuing 50 AGM till the conclusion of 55 AGM, in place of retiring Auditors M/s. Suresh Surana & Associates LLP, Mumbai, Chartered Accountants, a member firm of RSM International. Notes to Financial Statements (Standalone and Consolidated) forming part of Audited Financial Statements for FY 2025-26 are self- explanatory and need no further explanation. The Auditors’ Reports on Audited Financial Statements (Standalone and Consolidated) does not contain any Modified Opinions.
STATUTORY REPORTSDIRECTORS' REPORT DETAILS OF FRAUDS, IF ANY, REPORTED BY THE AUDITORS
DISCLOSURE ON COMPLIANCE OF SECRETARIAL STANDARDSThe Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI), New Delhi and approved by the Central Government. DISCLOSURE OF MATERNITY BENEFIT COMPLIANCE
STATUTORY REPORTSDIRECTORS' REPORT ANNEXURE - A Annual Report on CSR Activities for FY 2025-26
Page 793. Provide the web-link(s) where Composition of CSR Committee, CSR Policy and CSR Projects approved by the board are disclosed on the website of the Company. A.
STATUTORY REPORTSDIRECTORS' REPORT (e) CSR amount spent or unspent for the Financial Year:
Page 818. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the Financial Year: No If yes, enter the number of Capital assets created / acquired Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:
STATUTORY REPORTSDIRECTORS' REPORT ABSTRACT FOR CSR ANNUAL REPORT FY 2025-26
Page 83ANNEXURE - B BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING SECTION A: GENERAL DISCLOSURES I. Details of the listed entity
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 2
Page 85c. A brief on type of customers
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 21. Participation/Inclusion/Representation of women:
Investors (other than shareholders)Shareholders Employees and workers
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 26. Overview of the entity's material responsible business conduct issues Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters that present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or mitigate the risk along-with its financial implications, as per the following format
Page 893 Water Consumpti o n
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 5
Page 917 Human rights
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING SECTION B: MANAGEMENT AND PROCESS DISCLOSURES
Page 938 9
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 10. Details of Review of NGRBCs by the Company:
PrinciplesPrinciple 1 Commitments/Goals Enhance awareness of quality, environment, safety, health, and energy related issues through regular in-house and external training programmes.
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING Strive to reduce lube oil consumption compared to the previous reporting year.
Page 97SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE PRINCIPLE 1: Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and Accountable. Essential Indicators
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-link to the policy.
Page 999. Open-ness of-business Provide details of concentration of purchases and sales with trading houses, dealers, and related parties along-with loans and advances & investments, with related parties, in the following format: Parameter Concentration of Purchases
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING PRINCIPLE 2: Businesses should provide goods and services in a manner that is sustainable and safe Essential Indicators
Page 101(c) (d)
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 4. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed, as per the following format:
Page 103PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains Essential Indicators
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 3. Accessibility of workplaces Are the premises / offices of the entity accessible to differently abled employees and workers, as per the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard
Page 1057. Membership of employees and worker in association(s) or Unions recognised by the listed entity: FY 2025-26 (Current Financial Year)
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 9. Details of performance and career development reviews of employees and worker: Category
Page 107c. d.
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING GNFC places strong emphasis on building awareness among employees and stakeholders. Initiatives such as annual health and safety quizzes, reward programmes, and safety skits are organised to promote engagement. Safety awareness is also extended to nearby schools through training sessions. During the National Safety Week 2025 to 2026, several initiatives were undertaken, including: • 1,739 employees participated in an online safety quiz • 124 employees, including 12 female employees, and 60 contract workers participated in a breathing apparatus rescue competition • 170 employees took part in a group safety quiz competition • 23 employees participated in an elocution competition on safety topics • 42 employees participated in a skit competition on safety themes • Safety training and quiz competitions with spot rewards were organised for contract workers • Training on safe transportation of hazardous chemicals was provided to auto tanker drivers The Fire & Safety Department also observed National Fire Service Day on 14 April through various awareness programmes. GNFC maintains a well-equipped fire fighting system supported by a trained fire crew and extends emergency response support to the Bharuch Municipality and nearby industrial areas when required. As part of community outreach, first aid and emergency preparedness training programmes were conducted across multiple schools in Bharuch and Dahej, including Vadadla Primary School, Rahadpor Primary School, Nandelav Primary School, Queens of Angel School in Vadadala, Bholav Primary School, Rahiyad Primary School, and Suva Primary School. Additionally, a first aid firefighting training and safety exhibition was organised for school children during the science fair at NCSC, GNFC Township on 22 December 2025. During the year, GNFC also responded to twenty-eight external fire and emergency calls from nearby industries and communities, demonstrating its preparedness and commitment to safety beyond its operations.
Page 1091 2
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders Essential Indicators
Government Regulatory / AuthoritiesCommunity Vendors and Suppliers
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING PRINCIPLE 5: Businesses should respect and promote human rights
Page 1133. Details of remuneration/salary/wages, in the following format: a. Median remuneration / wages: Male Number
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 7. Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, in the following format:
Page 115PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment Essential Indicators 1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING During the PAT-II trading period (14th February 2023 to 31st October 2023), GNFC also sold 8,918 ESCerts from the surplus available for the Urea plant. Subsequently, PAT-III trading sessions commenced on 19th March 2024 and were suspended after 2nd July 2024, during which 628 ESCerts of the Urea plant weretraded. GNFC continues to hold a balance of 15,343 ESCerts with perpetual validity. For the subsequent PAT cycles, fertilizer sector units, including Urea and Complex Fertilizer plants, have been exempted from target setting by BEE up to FY 2025–26, based on sectoral recommendations. Accordingly, no fresh energy saving targets or ESCerts have been prescribed for this period. GNFC continues to track regulatory developments, including the proposed transition from the PAT mechanism to the Carbon Credit Trading Scheme (CCTS), for which baseline audit activities for the Urea plant have already been completed and the final report is awaited.
Page 117With treatment – please specify level of treatment (v) Others No treatment With treatment – please specify level of treatment Total water discharged (in kilolitres) 0 0 0 0 41,06,521 *Note: The figure has been revised following a review of the previous year's data Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 8. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details. Yes, Gujarat Narmada Valley Fertilizers & Chemicals Limited (GNFC) has undertaken multiple initiatives to reduce greenhouse gas (GHG) emissions through renewable energy adoption, energy efficiency enhancement, and process optimisation measures. The Company has invested in renewable energy infrastructure, including installation of solar power systems at corporate facilities and a large-scale solar plant, along with utilisation of wind power across multiple operational locations to support cleaner energy consumption. GNFC has also implemented several energy conservation initiatives, including replacement of conventional lighting with energy efficientLED fixtures across plant and township areas, resulting in reduced electricity consumption. Further, process and equipment optimisation measures such as pump impeller trimming, utilisation of high-pressure natural gas in process feed systems, waste heat recovery, and optimisation of utility systems including air compressors and vacuum pumps have contributed towards improved operational efficiency and reduced fuel and energy consumption. Through continuous technology upgradation, renewable energy integration, and operational efficiency improvements, GNFC remains focused on reducing its carbon footprint and strengthening its commitment towards environmental sustainability and climate action.
Page 119Total (A+B + C + D + E + F + G + H) Waste intensity per rupee of turnover (Total waste generated / Revenue from operations in millions) 20,162.22
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 12. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current financial year: Name and brief details of project
Page 1212 3
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 3
Page 123PRINCIPLE 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent 1
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING PRINCIPLE 8: Businesses should promote inclusive growth and equitable development
Page 1251 Leadership Indicators
STATUTORY REPORTSBUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING PRINCIPLE 9: Businesses should engage with and provide value to their consumers in a responsible manner
Page 1275. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If available, provide a web-link of the policy. Yes, GNFC’s cybersecurity framework is guided by its “Information Security Policy,” which is implemented to ensure compliance with applicable regulations, address key risk exposures, and meet evolving customer expectations. The policy is available in the public domain on the Company’s website at the following link: https://www.ncodesolutions.com/company-policy.php
STATUTORY REPORTSDIRECTORS' REPORT ANNEXURE – C
Page 129Primary Reformer WHR coils were cleaned by dry ice blasting during annual shutdown. This measure will reduce consumption of NG. Total cost for the job is around 4.5 Lakh. e)
STATUTORY REPORTSDIRECTORS' REPORT g) TDI-II Dry Section, Dahej: Application of once through ODCB in vacuum pumps. By this measure, overall reliability of plant will improve and estimated steam saving of 0.955 MT/hr will be achieved. The scheme is under implementation. Estimated cost of the scheme is 365 Lakh.
Page 131RESEARCH & DEVELOPMENT: 1)
STATUTORY REPORTSDIRECTORS' REPORT 4) Expenditure on Research and Development:
ANNEXURE - DDISCLOSURE PURSUANT TO RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014 FOR FINANCIAL YEAR 2025-26. Sr. No.
STATUTORY REPORTSDIRECTORS' REPORT 2
Page 1356 Affirmation that the remuneration is as per the remuneration policy of the Company.
STATUTORY REPORTSDIRECTORS' REPORT ANNEXURE – E Form No. MR -3 Secretarial Audit Report (For the Financial year ended on 31st March, 2026) [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the To, Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Page 137F. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 – The Company has appointed Kfin Technologies Limited SEBI Registered Category I Registrar & Share Transfer Agent
STATUTORY REPORTSDIRECTORS' REPORT We further report that;
Page 139To, The Members, Gujarat Narmada Valley Fertilizers & Chemicals Limited, P.O. Narmadanagar, Dist. Bharuch – 392015, Gujarat, India Our Secretarial Audit Report of even date is to be read along with this letter.
STATUTORY REPORTSDIRECTOR’S REPORT DIVIDEND DISTRIBUTION POLICY
STATUTORY REQUIREMENTSThe Board of Directors shall recommend the dividend as per the Policy, in compliance with the provisions of the Companies Act, 2013, Rules made thereunder and other applicable laws, if any. Further, the Board of Directors of the Company will consider the recommendation of dividend for any financial year after taking into account the Profits of the Company and after transfer of such percentage of its profits for that financial year as it may consider appropriate to the reserves of the Company.
STATUTORY REPORTSDIRECTOR’S REPORT ii) Any other circumstances / factors which the Board may consider appropriate in the best interest of the Company and the shareholders.
REPORT ON CORPORATE GOVERNANCECOMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE Corporate Governance is an integral part of the Company’s philosophy in its pursuit of excellence, growth, and value creation. The Company strongly believes that having a robust governance structure is the stepping stone for every milestone ahead. The Company’s philosophy on Corporate Governance emanates from resolute commitment to protect stakeholder rights and interests, proactively manage risks and foster long-term corporate goals. The Company is committed to the principles of good governance in its letter and spirit.
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE Company’s Corporate Governance philosophy. The Company has an optimum combination of Executive and Non- Executive Directors which is in conformity with Regulation 17 of the SEBI Listing Regulations read with Section 149 and 152 of the Act. Additionally, the Board periodically evaluates the need for changes in its composition and size to ensure continued effectiveness.
Dr. T. Natarajan, IAS (DIN : 00396367)Shri Ashwini Kumar, IAS (DIN: 06581753) Dr. Rajender Kumar, IAS (DIN: 07161855)
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE The attendance of the Board Members at the Board Meetings and the Annual General Meeting of the Company held during FY 2025-26, is as follows:
Page 1474. Shri Sanjeev Kumar, IAS was appointed as an Additional Director of the Company w.e.f. August 11, 2025. Further, th
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE EQUITY SHARES HELD IN THE COMPANY BY NON-EXECUTIVE DIRECTORS
Page 149properly recorded in the minutes and follow up actions on the decisions are tracked and properly implemented. The terms of reference/charters are amended and updated from time to time in order to keep the functions and role of the Board and its Committees at par with the evolving statutes. Meeting effectiveness is ensured through a detailed agenda, circulation of materials in advance and as per statutory timelines, detailed presentations at the Meetings and systematic tracking of action taken reports at every Meeting. Additionally, based on the agenda, Meetings are attended by Members of the senior leadership as invitees, which bring in the requisite accountability and also provide developmental inputs. The Board plays a critical role in the strategy development of the Company. To enable the Board to discharge its responsibilities effectively and take informed decisions, the Managing Director apprises the Board on the overall performance of the Company every quarter. Amongst other things, the Board also reviews the compliance reports of the laws applicable to the Company, internal financial controls and financial reporting systems, adoption of quarterly/half-yearly/annual results, and minutes of the Meetings of the Committees of the Board. In addition to the information required under Regulation 17(7) read with Part A of Schedule II to the SEBI Listing Regulations, which is required to be placed before the Board, the Directors are also kept informed of significant developments and major events.
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE MEETING OF INDEPENDENT DIRECTORS
Page 151The details of familiarization programs including no. programs and no. of hours spent by each Independent Director are disclosed on the Company’s Website and can be accessed at web link – www.gnfc.in/wpcontent/uploads/2026/ 04/Familiarization_Programme_25-26.pdf DISCLOSURE REGARDING APPOINTMENT / REAPPOINTMENT OF DIRECTOR(S)
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE Audit Committee as on March 31, 2026 comprises Six (6) Directors viz.
Page 1531. Dr. N. Ravichandran ceased to be a member of the Audit Committee w.e.f. September 26, 2025. 2. Shri Susanta Kumar Roy was inducted as a member of Audit Committee w.e.f. September 29, 2025. 3. Shri Rajkumar Beniwal, IAS, was inducted as a Member of the Committee with effect from December 29, 2025, being the date of his assumption of charge as Managing Director. The Committee was re-constituted on February 10, 2026. th
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE (iii) For every appointment of an Independent Director, the Nomination and Remuneration Committee evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an Independent Director. The person recommended to the Board for appointment as an Independent Director shall have the capabilities identified in such description. For the purpose of identifying suitable candidates, the Committee may:
Page 155The Company has in place various grades for the purpose of remuneration to its employees including Senior Executives. KMP and SMP draw the remuneration of their respective grade and as per the terms and conditions of their appointment. DETAILS OF REMUNERATION PAID TO DIRECTORS
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE PERFORMANCE EVALUATION CRITERIA FOR INDEPENDENT DIRECTORS
Page 157The details of Meeting(s) and attendance of Members are as follows: 1. Shri S.J. Haider, IAS (Retd.), ceased to be member of the Committee w.e.f. December 31, 2025. 2. Shri Susanta Kumar Roy was inducted as a member of the Committee w.e.f. February 10, 2026. 3. Dr. T. Natarajan, IAS, ceased to be a member of the Committee w.e.f. February 10, 2026. 4. Shri Rajkumar Beniwal, IAS, was inducted as a Member of the Committee with effect from December 29, 2025, being the date of his assumption of charge as Managing Director. The Committee was re-constituted on February 10, 2026.
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE Complaints pending as on April 01, 2025
Page 159The details of Meeting(s) and attendance of Members are as follows: 1. Dr. N. Ravichandran ceased to be member of the Committee w.e.f. September 26, 2025. 2. Shri Ajai Bahadur Khare was inducted as a member of the Committee w.e.f. February 10, 2026. 3. Shri Rajkumar Beniwal, IAS, was inducted as a Member of the Committee with effect from December 29, 2025, being the date of his assumption of charge as Managing Director. The Committee was re-constituted on February 10, 2026. 4. Dr. T. Natarajan, IAS, ceased to be member of Committee w.e.f. February 10, 2026.
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE TERMS OF REFERENCE
PARTICULARS OF THE SENIOR MANAGEMENT AND CHANGES THEREOFName of Senior Management Personnel Dilipkumar Vinodchandra Parikh Designation
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE Name of Senior Management Personnel Satish Chandulal Mehta
Page 163SUBSIDIARY COMPANY The Company has no Subsidiary Company for the FY 2025-26. GENERAL BODY MEETINGS
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE Sr. No. 5.
Page 1652) BSE Limited (BSE).
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE Company at [email protected] or Registrar and Share Transfer Agent (KFin Technologies Limited) at [email protected].
SHAREHOLDING PATTERN OF THE COMPANY AS ON MARCH 31, 2026Category of Shareholders Promoters Mutual Funds Alternative Investment Fund Banks Insurance Companies Qualified Institutional Buyer NBFC Foreign Portfolio - Corp
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE DEMATERIALIZATION OF SHARES
Annual Report and AGMMedia Releases Company's Website
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE COMPANY'S WEBSITE
Page 171transferred to the IEPF Authority and simultaneously published notice in newspapers also. NODAL OFFICER AND DEPUTY NODAL OFFICER (IEPF) Details of Nodal Officer & Deputy Nodal Officer of the Company, appointed in accordance with the provisions of IEPF Rules, are given below:
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE PROCESS FOR CLAIMING DIVIDENDS/SHARES FROM IEPF
STAKEHOLDER AWARENESS AND FEEDBACK ENHANCEMENT INITIATIVESBuilding on its investor-centric approach, the Company has also introduced a “Shareholder Satisfaction Survey” to systematically capture feedback on communication effectiveness, service quality and grievance redressal. Insights from this initiative are being leveraged to further strengthen stakeholder engagement and service delivery. The Company as well as the Regulators such as SEBI, have been making continuous efforts to ensure physical shareholders convert their physical holdings to dematerialised form. As a result of the same, there has been significant reduction in number of shareholders holding shares in physical form in the last 3 years.
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE FOREIGN EXCHANGE RISK AND HEDGING ACTIVITIES
LIST OF CREDIT RATINGS OBTAINED BY THE COMPANYNature of Instrument Fund Based facilities. Non-Fund Based facilities. OTHER DISCLOSURES
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE DETAILS OF UTILIZATION OF FUNDS RAISED UNDER REGULATION 32 (7A).
Page 177DISCRETIONARY REQUIREMENT SPECIFIED UNDER PART E OF SCHEDULE II OF THE SEBI LISTING REGULATIONS The Company has adopted the following discretionary requirements:
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE CERTIFICATION FROM COMPANY SECRETARY IN PRACTICE
Annexure - 1To, The Board of Directors, Gujarat Narmada Valley Fertilizers & Chemicals Limited, PO: Narmadanagar - 392 015, DIST: BHARUCH Certificate pursuant to Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE Annexure - 2
Annexure - 3Certificate of Non-Disqualification of Directors For the Financial Year ended as on March 31, 2026 [Pursuant to Regulation 34(3) and Schedule V - Para C - Clause 10 (i) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]
STATUTORY REPORTSREPORT ON CORPORATE GOVERNANCE 1 2 3 4 5 6
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FINANCIAL STATEMENTSSTANDALONE INDEPENDENT AUDITORS' REPORT
Page 185We have determined the matters described below to be the key audit matters to be communicated in our report. Key audit matters
FINANCIAL STATEMENTSSTANDALONE Key audit matters
Page 187auditor’s report thereon. The above referred information is expected to be made available to us after the date of this auditor’s report. Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
FINANCIAL STATEMENTSSTANDALONE appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to these standalone financial statements in place and the operating effectiveness of such controls. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
Page 189(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended; (e) On the basis of the written representations received from the directors as on March 31,2026 taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2026 from being appointed as a director in terms of Section 164 (2) of the Act;
FINANCIAL STATEMENTSSTANDALONE contain any material misstatement. v.
ANNEXURE ‘1’ TO THE INDEPENDENT AUDITORS' REPORT(Referred to in paragraph 1 under the heading ‘Report on Other Legal and Regulatory Requirements’ of our report of even date) (i) In respect of the Company’s Property, Plant and Equipment and Intangible Assets: (a) (A) The Company has maintained proper records showing full particulars including quantitative details and situation of its Property, Plant and Equipment and relevant details of Right of Use Assets. (B) The Company has maintained proper records showing full particulars of its Intangible assets. (b) The Company has a regular program of physical verification of Property, Plant and Equipment in a phased manner so as to cover all the assets once every three years which, in our opinion, is reasonable having regard to size of the Company and nature of its assets. Pursuant to the program, a portion of the Property, Plant and Equipment have been physically verified by the management during the year. The discrepancies noticed on physical verification of Property, Plant and Equipment were not material and the same have been properly dealt with in the books of account. (c) According to the information and explanations given to us by the management, the title deeds of immovable properties included in property, plant and equipment are held in the name of the Company. In respect of immovable properties of land that have been taken on lease and disclosed as Right of Use Asset (Note 39) in the standalone financial statements, the lease agreement for two parcels of the leasehold land is yet to be entered in the name of the Company, although the Company is the lessee as per the arrangement as mentioned below: Description Gross of property carrying value (₹ Crores)
FINANCIAL STATEMENTSSTANDALONE the books of account. (b) The Company has been sanctioned working capital limits in excess of five crore rupees, in aggregate, from a bank on the basis of security of current assets. According to information and explanations given to us and the records examined by us, the quarterly returns, filed by the Company during the year with such bank are in agreement with books of account, except as under:
Page 193(b) According to the information and explanations given to us and based on the audit procedures carried out by us, in our opinion, the investments made during the year and the terms and conditions of the grant of loans provided during the year are prima facie, not prejudicial to the interest of the Company. The Company has not provided any guarantee during the year. (c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in the case of loans given, in our opinion, the repayment of principal and payment of interest has been stipulated and the repayments or receipts have been regular except in the case of three employees where principal and interest payment are overdue. Further, the Company has not given any advances in the nature of loans to any party during the year.
FINANCIAL STATEMENTSSTANDALONE Name of Statute
Page 195(x) (f) According to information and explanations given to us, the Company did not have any subsidiary or joint venture during the year. Further, the Company has not raised any loans on the pledge of securities held in its associate Company. Accordingly, reporting under clause 3(ix)(f) of the Order is not applicable to the Company.
FINANCIAL STATEMENTSSTANDALONE (xviii) There has been no resignation of the statutory auditors during the year. Accordingly, reporting under clause 3(xviii) of the Order is not applicable to the Company.
ANNEXURE ‘2’ TO THE INDEPENDENT AUDITOR’S REPORT(Referred to in paragraph 2(g) under the heading ‘Report on Other Legal and Regulatory Requirements’ of our report of even date) Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (the “Act”)
FINANCIAL STATEMENTSSTANDALONE over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls Over Financial Reporting with Reference to these Standalone Financial Statements
STANDALONE BALANCE SHEET AS AT MARCH 31, 2026Particulars Notes
FINANCIAL STATEMENTSSTANDALONE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2026 (₹ Crores)
Page 201STANDALONE STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2026 (A) Equity share capital Particulars Balance as at April 01, 2024 Changes in Equity Share Capital due to prior period errors Restated balance at the April 01, 2024 Changes in equity share capital during the year (Refer Note 17.1) Balance as at March 31, 2025 Note
FINANCIAL STATEMENTSSTANDALONE STANDALONE STATEMENT OF CASH FLOW FOR THE YEAR ENDED MARCH 31, 2026
Page 203STANDALONE STATEMENT OF CASH FLOW FOR THE YEAR ENDED MARCH 31, 2026 (₹ Crores)
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 1
Page 205NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 All other assets are classified as non-current. A liability is current when it is:
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:
Page 207NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 needs to be allocated (e.g. installation, warranties etc.) based on materiality of such obligation. In determining the transaction price for the sale of goods, the Company considers the effect of variable consideration and consideration payable to the customer (if any). Amount disclosed as revenue are net of trade discounts, rebates, incentives and goods & service tax (GST). The Company collects GST on behalf of the government and therefore, these are not economic benefits flowing to the Company. Hence, these are excluded from the revenue. The Company recognizes changes in the estimated amount of liability for discounts, rebates and incentives in the period in which the change occurs.
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Dividends
Page 209NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 the tax authorities in accordance with the Income-Tax Act, 1961 enacted in India. The tax rates and tax laws used to compute the amount are those that are enacted or substantially enacted, at the reporting date. Current income tax relating to items recognized outside the statement of profit and loss is recognized in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Deferred tax assets and liabilities are offset if and only if there is a legally enforceable right to offset corresponding current tax assets against current tax liabilities and when the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority on the Company.
Page 211NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Sr No
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognised in profit or loss in the period of derecognition.
Page 213NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Sr No
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 k) Inventories Inventories of Raw materials, Work-in-progress, Finished goods and Stock-in-trade are valued at the lower of cost and net realisable value. However, Raw materials and work-in-progress held for use in the production of inventories are not written down below cost if the finished products in which they will be incorporated are expected to be sold at or above cost. Raw materials: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Moving Weighted Average Cost basis. Finished goods and work in progress: Cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity, but excluding borrowing costs. Cost is determined on Moving Weighted Average Cost basis. Traded goods: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Moving Weighted Average Cost basis. All other inventories of stores and consumables (including coal) are valued at Moving Weighted Average Cost basis after providing for obsolescence and other losses considering the ageing of inventory and usability, where considered necessary on an item-by-item basis. Stores and Spares includes equipment spare parts, catalyst and others which are held as inventory by the Company.
Page 215NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Under Ind AS 116 para 33 right-of-use assets are subject to the impairment requirements of Ind AS 36 - Impairment of assets. m) Provisions and contingencies
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 months as long term compensated absences which are provided for based on actuarial valuation as at the end of the period. The actuarial valuation is done as per Projected Unit Credit Method and all gains / losses due to actuarial valuation are immediately recognised in profit or loss in the period in which they arise.
Page 217NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (a) the financial asset is held within a business model whose objective is to hold assets in order to collect contractual cash flows, and (b) the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding. This category generally applies to cash and bank balances, trade receivables, investments in unquoted equity shares of subsidiary entity and associate entity, investment in G-sec, loans & advances and other financial assets of the Company (Refer note 50 for further details).
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘passthrough’ arrangement and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
Page 219NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss. Loans, borrowings and payables are subsequently measured at amortised cost whereas derivatives are measured at fair value through profit and loss. All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines change in the business model as a result of external or internal changes which are significant to the Company’s operations. Such changes are evident to external parties. A change in the business model occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in business model. The Company does not restate any previously recognized gains, losses (including impairment gains or losses) or interest.
Page 221NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares. t)
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 3
Page 223NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. Refer Note 50 for further disclosures. The Company has invested in the equity instruments of various companies. The valuation exercise of unquoted equity instruments carried out by the Company with the help of an independent valuer, etc. has estimated fair value at each reporting period based on available historical annual reports and other information in the public domain.
FINANCIAL STATEMENTSSTANDALONE th 200 | 50 Annual Report 2025-2026
Page 225th 50 Annual Report 2025-2026 | 201
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 5 : Capital Work in Progress 5.1
Page 227NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Particulars
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Information regarding income and expenditure of Investment property
Page 229NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 8 : Investments
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 231NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 During the previous year, the Company had received 2,00,000 units of Roadstar Infra Investment Trust (RIIT) having a face value of ₹ 100 per unit, aggregating to ₹ 2 crores, under Round 2 and Round 3 of interim distribution from IL&FS. Although these units are listed on the stock exchange, there has been no active trading and fair price discovery remains pending. Consequently, the Company has recognised the investment at a nominal fair value of ₹ 0.22 as on 31.03.2026. As per the stock exchange filing of Gujarat Gas Limited (GGL) on 17.04.2026, Hon’ble MCA, vide its order dated 08.04.2026, has sanctioned the Composite Scheme of Arrangement wherein the Gujarat State Petroleum Corporation Limited (GSPC), Gujarat State Petronet Limited (GSPL) will be amalgamated with the GGL.
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 9 : Loans and advances
Page 233NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 10: Other financial assets Particulars
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 12: Other non-current assets
Page 235NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 15: Other bank balances (₹ Crores)C r o r e s )
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 17.2. Terms/rights attached to the equity shares Rights, preferences and restrictions attached to equity shares: The Company has only one class of equity shares having par value of ₹ 10 per share, i.e. equity shares which rank pari passu in all respects. Each holder of equity share is entitled to one vote per share. For the current financial year 2025-26, the Company has proposed dividend of ₹ 21/- per equity share to equity shareholder (for the previous financial year dividend of ₹ 18/- per share declared). The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders. 17.3. Number of Shares held by each shareholder holding more than 5% Shares in the Company
Page 237NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 18 : Other equity 18.1 : Reserves and surplus (₹ Crores)
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 18.3 : Dividend distribution made and proposed
Page 239NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 20 : Trade payables (₹ Crores)
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 241NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (₹ Crores) Particulars
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 25 : Provisions (current)
Page 243NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 c) Reconciliation of tax expenses and the accounting profit multiplied by India's domestic tax rate for the year ended March 31, 2026 and March 31, 2025
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 27 : Revenue from operations
Page 245NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 28 : Other income (₹ Crores)
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 30 : Changes in inventories of finished goods, work-in-progress and traded goods
Page 247NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 34 : Other expenses (₹ Crores)
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (a) Payment to auditors includes following :
Page 249NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 37 :Related party disclosures Related party disclosures, as required by Ind AS-24, “Related Party Disclosures”, are given below: (₹ Crores)
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (Amount ₹)
Page 251NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Set out below are the carrying amounts of right-of-use assets recognised as per Ind AS 116 and the movements during the year:
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Company as a lessor The Company has entered into operating leases on its investment property portfolio consisting of certain office. Rent income also includes rentals received from lease of office premises. These leases is generally for a period of three to four years. There are no restrictions imposed by lease arrangements. Future minimum rentals receivable under non-cancellable operating leases as at March 31 are as follows: (₹ Crores)
Page 253NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 41: Gratuity and other post employment benefit plans: A. Defined contribution plans: Amount of ₹ 49.84 crores (March 31, 2025: ₹ 51.11 crores) is recognised as expenses and included in Note No. 31 “Employee benefit expense”
FINANCIAL STATEMENTSSTANDALONE th 230 | 50 Annual Report 2025-2026
Page 255NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The major categories of plan assets of the fair value of the total plan assets of Gratuity are as follows: Particulars
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The followings are the expected future benefit payments for the defined benefit plan :
Page 257NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Therefore, vide an Agreement-Cum-Indemnity Bond dated 12.04.2014 executed between the Company and ING Satcom Limited, the assets of demerged business (other than the licenses) were transferred to ING Satcom, subject to certain terms and conditions, inter alia, including the terms for settling the Transaction in the eventuality of non-transfer of Licenses. Even though, both VSAT and ISP License have expired and the transfer of licenses to ING Satcom is now out of question, settlement of Demerger Transaction with ING Satcom, as per the terms and conditions of the Agreement- Cum- Indemnity Bond dated 12.04.2014, is still pending and therefore, no accounting treatment is given in the books of the Company since 2014-15 till the financial year ended 31.03.2026.
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 44: Ageing for trade receivables 44.1 : Ageing for trade receivables as at March 31, 2026 is as follows :
Page 259NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 45.2 : Ageing for trade payables as at March 31, 2025 is as follows : (₹ Crores)
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 46.2: Financial information about the primary business segment's assets and liabilities :
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Page 263NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 48 : Components of Other Comprehensive Income (OCI) The disaggregation of changes to OCI by each type of reserve in equity is shown below. (₹ Crores)
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 50 : Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management : 50.1 : Category-wise classification of financial instruments:
Page 265NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Particulars
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 50 : Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management : 50.2 : Fair value measurements: a)
Page 267NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b) Description of significant unobservable inputs to valuation: The significant unobservable inputs used in the fair value measurement categorized within Level 3 of the fair value hierarchy together with a quantitative sensitivity analysis as at March 31, 2026 and March 31, 2025 are as shown below:
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 269NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 management oversees the management of these risks. It manages its exposure to these risks through derivative financial instruments by hedging transactions as required. It uses derivative instruments such as foreign currency forward contract to manage currency risks. These derivative instruments reduce the impact of both favourable and unfavourable fluctuations. The Company’s risk management activities are subject to the management, direction and control of the management of the Company under the guideline of the Board of Directors of the Company. The management ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. It is the Company’s policy that no trading in derivatives for speculative purposes may be undertaken. The decision of whether and when to execute derivative financial instruments along with its tenure can vary from period to period depending on market conditions and the relative costs of the instruments. The tenure is linked to the timing of the underlying exposure, with the connection between the two being regularly monitored. The Company is exposed to losses in the event of non-performance by the counterparties to the derivative contracts. All derivative contracts are executed with counterparties that, in management's judgment, are creditworthy. The outstanding derivatives are reviewed periodically to ensure that there is no inappropriate concentration of outstanding to any particular counterparty. Further, all currency and interest risk as identified above is measured on a daily basis by monitoring the mark to market (MTM) of open and hedged position. For year ends, the MTM for each derivative instrument outstanding is obtained from respective banks. All gain / loss arising from MTM for open derivative contracts and gain / loss on settlement / cancellation / roll over of derivative contracts is recorded in statement of profit and loss. a) Market risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity price risk. Financial instruments affected by market risk include loans and borrowings, FVTOCI investments and derivative financial instruments. The sensitivity analysis in the following sections relate to the position as at March 31, 2026 and March 31, 2025. The sensitivity analysis have been prepared on the basis that the amount of net debt, interest rates of the debt and derivatives are all constant as at March 31, 2026. The analysis exclude the impact of movements in market variables on the carrying values of gratuity and other post-retirement obligations and provisions. The following assumptions have been made in calculating the sensitivity analysis: - The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2026 and March 31, 2025. (i) Interest rate risk The Company is exposed to changes in market interest rates due to financing, investing and cash management activities. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s short-term debt obligations. (ii) Foreign currency risk Exchange rate movements, particularly the United States Dollar (USD) and Euro (EUR) against Indian Rupee (INR), have an impact on the Company’s operating results. The Company manages its foreign currency risk by entering into various foreign exchange contracts to mitigate the risk arising out of foreign exchange rate movement on trade payables. Further, to hedge foreign currency future transactions in respect of which firm commitment are made or which are highly probable forecast transactions (for instance, foreign exchange denominated income) the Company has entered into foreign currency forward contracts as per the policy of the Company.
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The details of exposures hedged using forward contracts and the details of unhedged exposures are given as part of Note 49. The Company is mainly exposed to changes in USD and EURO. The below table demonstrates the sensitivity to a 5% increase or decrease in the respective foreign currency rates against INR, with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Company as at the reporting date. 5% represents management’s assessment of reasonably possible change in foreign exchange rate.
Page 271NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 c) contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables and other financial assets) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments. Customer credit risk is managed by the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive evaluation and individual credit limits are defined in accordance with this assessment. An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data. Credit risk from balances with banks and non-banking finance companies is managed by the Company’s treasury department in accordance with the Company’s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company’s Board of Directors on an annual basis, and may be updated throughout the year subject to approval of the Company’s management. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments. Trade receivables The Company’s receivables can be classified into two categories, one is from the customers/ dealers in the market and second one is from the central and state Government in the form of subsidy. As far as Government portion of receivables is concerned, credit risk is Nil except where there are uncertainties due to non-acknowledgement of claims. In respect of market receivables from the customers/ dealers, the Company extends credit to customers in normal course of business. The Company considers factors such as credit track record in the market and past dealings for extensions of credit to customers. The Company monitors the payment track record of the customers. Outstanding customer receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade receivables as for certain products it extends rolling credit to its customers, against the collateral. Trade receivables, other than subsidy receivables are secured to the extent of interest free security deposits and bank guarantees received from the customers amounting to ₹ 21.29 crores and ₹ 21.63 crores as at 31st March, 2026 and 31st March, 2025, respectively. (Refer Note No. 11 for Trade Receivables outstanding). The Company follows a ‘simplified approach’ (i.e. based on lifetime ECL) for recognition of impairment loss allowance on Trade receivables, other than those receivables from the Government of India. For the purpose of measuring lifetime ECL allowance for trade receivables, the company estimates irrecoverable amounts based on the ageing of the receivable balances and historical experience in respect of certain categories of the customers. Individual trade receivables are written off when management deems them not to be collectible Liquidity Risk Liquidity risk is the risk that the Company will encounter difficulty in raising funds to meet commitments associated with financial instruments that are settled by delivering cash or another financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value. The Company has an established liquidity risk management framework for managing its short term, medium term and long term funding and liquidity management requirements. The Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Company manages the liquidity risk by maintaining adequate funds in cash and bank balances. The Company also has adequate credit facilities agreed with banks to ensure that there is sufficient cash to meet all its normal operating commitments in a timely and cost-effective manner. The table below analyses derivative and non-derivative financial liabilities of the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 273NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 the accounting software. The audit trail was operated at application level throughout the year and the same has been enabled at the database level from May 17, 2025. The audit trail at the Oracle database level captures details of executed Data Manipulation Language (DML) and Data Definition Language (DDL) statements and it does not retain both old and new values in respect of data modifications. Further, there is no instance of audit trail feature being tampered with in respect of the accounting software where such feature is enabled. Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention. Note 51 : Additional disclosures required as per Schedule III to the Companies Act, 2013; (i) The Company has not traded or invested in Crypto currency or Virtual Currency during the year ended March 31, 2026 and March 31, 2025.
FINANCIAL STATEMENTSSTANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Certificates from the Banks. Once the same is received, the Company will file the “Satisfaction of Charge” with the Registrar of Companies (ROC). (viii) Utilisation of borrowed funds and share premium: I :- The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall: a)
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FINANCIAL STATEMENTSCONSOLIDATED INDEPENDENT AUDITORS’ REPORT
Key Audit MattersKey audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the financial year ended March 31, 2026. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context. We have determined the matters described below to be the key audit matters to be communicated in our report.
FINANCIAL STATEMENTSCONSOLIDATED Key audit matters
Page 279Information Other than the Consolidated Financial Statements and Auditor's Report Thereon The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Board ‘s report, (i.e. Directors’ report, Corporate governance, Management Discussion and Analysis and Shareholder’s information), but does not include the consolidated financial statements and our auditor’s report thereon. The above referred information is expected to be made available to us after the date of this auditor’s report.
FINANCIAL STATEMENTSCONSOLIDATED opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:
Page 281From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the financial year ended March 31, 2026 and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Other Matters
FINANCIAL STATEMENTSCONSOLIDATED (g)
Page 283(b) The Board of Directors of the Holding Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of dividend proposed is in accordance with Section 123 of the Act, as applicable.
FINANCIAL STATEMENTSCONSOLIDATED ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT
Page 285Meaning of Internal Financial Controls Over Financial Reporting with reference to these Consolidated Financial Statements A company's internal financial control over financial reporting with reference to these consolidated financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company's internal financial control over financial reporting with reference to consolidated financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.
FINANCIAL STATEMENTSCONSOLIDATED CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2026
Page 287STATEMENT OF CONSOLIDATED PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2026 Crores) Particulars
FINANCIAL STATEMENTSCONSOLIDATED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2026
Page 289STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2026 Crores)
FINANCIAL STATEMENTSCONSOLIDATED STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2026
Page 291NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 1 Corporate information
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Consolidation procedure:
Page 293NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 amount of the associate and its carrying value, and then recognises the loss as ‘Share of profit of an associate’ in the statement of profit or loss. b)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 In the principal market for the asset or liability, or In the absence of a principal market, the most advantageous market for the asset or liability.
Page 295NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 to be entitled in exchange for those goods or services. The Company derives its revenues from sale of goods such as fertilizers, industrial chemicals, government subsidies on sale of fertilizers and information technology related hardware / software services. The Company is generally the principal in its revenue arrangements because it controls goods or services before transferring them to the customer, except for the agency services where revenue is recognised on net basis. The disclosure of significant accounting judgements, estimates and assumptions relating to revenue from contract with customers are provided in Note 3.
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Direct dispatch from plant by road), subsidy income is recognized based on the lower of the normative notified rates approved by the GoI or the actual freight incurred.
Page 297NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 policies of financial assets in section p "Financial instruments – initial recognition and subsequent measurement." g)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 In respect of deductible temporary differences associated with investments in associates, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.
Page 299NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Capital Work in progress Cost of assets not ready for intended use, as on the balance sheet date, is shown as capital work in progress. Advances given towards acquisition of fixed assets outstanding at each balance sheet date are disclosed as Other Non-Current Assets.
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 i)
Page 301NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 k) Leases
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is re-measured if there is a modification, a change in the lease term, a change in the lease payments (e.g. changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.
Page 303NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or group of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. n)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 defined benefit plans. The contributions under the plans are made to separately administered funds. The cost of providing benefits under such defined benefit plans is determined based on the actuarial valuation using the Projected Unit Credit Method as at the date of the Balance sheet. In case of funded plans, the fair value of plan asset is reduced from the gross obligation under the defined benefit plans, to recognize the obligation on the net basis.
Page 305NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 assets in order to collect contractual cash flows while financial assets classified and measured at fair value through OCI are held within a business model with the objective of both holding to collect contractual cash flows and selling. In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to give rise to cash flows that are solely payment of principal and interest (SPPI) on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model.
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 within equity. Equity instruments designated at fair value through OCI are not subject to impairment assessment.
Page 307NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b) Financial assets that are equity instruments and are measured at fair value through other comprehensive income (FVTOCI)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognized in the statement of profit or loss.
Page 309NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Any gains or losses arising from changes in the fair value of derivative financial instrument or on settlement of such derivative financial instruments are recognized in statement of profit and loss and are classified as Foreign Exchange (Gain) / Loss except those relating to borrowings, which are separately classified under Finance Cost. r)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Ind AS 21 – The Effects of Changes in Foreign Exchange Rates
Page 311NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 will be available against which the credits can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and the level of future taxable profits together with future tax planning strategies. Further details on taxes are disclosed in Note 26. Defined benefit plans (gratuity benefits and other post-employment medical benefits)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Leases - Estimating the incremental borrowing rate
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Page 315NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 5 : Capital Work in Progress 5.1
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 317NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Information regarding income and expenditure of Investment property
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 319NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Particulars
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 321NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 9 : Loans and advances
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 323NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 12 : Other non-current assets
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 15 : Other bank balances
Page 325NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 17.2. Terms/rights attached to the equity shares Rights, preferences and restrictions attached to equity shares: The Company has only one class of equity shares having par value of 10 per share, i.e. equity shares which rank pari passu in all respects. Each holder of equity share is entitled to one vote per share. For the current financial year 2025-26, the Company has proposed dividend of 21/- per equity share to equity shareholder (for the previous financial year dividend of 18/- per share declared). The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders. 17.3. Number of Shares held by each shareholder holding more than 5% Shares in the Company
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 18 : Other equity Note 18.1 Reserves and surplus
Page 327NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 18.3 Dividend distribution made and proposed Crores)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 329NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Includes 6.66 crores (March 31, 2025 : 1.39 crores) payable to Micro and Small Enterprises which have been determined to the extent such parties have been identified on the basis of information collected by the Management. Escrow account liability represents amount received as Earnest Money Deposit & Tender fees against e-auction done on behalf of various local authorities of Government of Gujarat. Corresponding asset is disclosed in Note 15 as "Bank balances in escrow accounts". Not due for credit to "Investors Education and Protection Fund".
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 23 : Government grant (Deferred Income)
Page 331NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 26 : Income Tax The major component of income tax expenses for the year ended March 31, 2026 and March 31, 2025 are as under a) Statement of Profit and Loss Section Crores)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 d)
Page 333NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 27.3 - Timing of revenue recognition Crores)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 335NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 33 : Depreciation and amortization
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 337NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 37 :Related party disclosures Related party disclosures, as required by Ind AS-24, “Related Party Disclosures”, are given below:
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 339NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Crores)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 341NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 41: Gratuity and other post employment benefit plans: A.
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Page 343NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The major categories of plan assets of the fair value of the total plan assets of Gratuity are as follows:
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 345(b) Additional information as required by paragraph 2 of the 'General instruction for preparation of Consolidated Financial Statements' to schedule III to the Companies Act, 2013:
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 347NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 demand before the Telecom Disputes Settlement and Appellate Tribunal (TDSAT), which subsequently stayed the demand and restrained DoT from taking any coercive recovery action against the Company. Subsequently, in FY 2019-20, the Hon'ble Supreme Court of India, in the case of Union of India v. Association of Unified Telecom Service Providers of India, (2020) 3 SCC 525 ("AGR Judgment"), upheld DoT's interpretation of Adjusted Gross Revenue (AGR), affirmed that AGR includes revenue from both licensed as well as unlicensed activities. Pursuant to the Supreme Court ruling, DoT issued revised demand notices dated December 23, 2019, March 05, 2020 and July 15, 2022, amounting to 15,020 crores, 16,359 crores and 21,370 crores, respectively. The demand period was retrospectively extended to encompass the period FY 2005-06 through FY 2019-20. Aggrieved by these revised demands, the Company submitted representations to DoT on January 06, 2020, February 21, 2020, April 03, 2020 and March 04, 2022, requesting reconsideration and withdrawal of the demands. In its representations, the Company underscored that revenues from its Fertilizers & Chemicals business, which is entirely unrelated to VSAT and ISP-IT Licenses, should not be included in computation of AGR and License Fees. Subsequent legal & regulatory developments, such as distinction between non-Telecom PSUs and Core Telecom Companies, duly recognized by both DoT and the Hon’ble Supreme Court; the TDSAT Judgment in the case of Union of India Vs M/s Netmagic Solutions Pvt. Ltd, Civil Appeal 9012/2022 (“Netmagic Judgment”) and; the 2021 Telecom Reforms, have carved out several exceptions to the interpretation of the term “AGR” and computation of AGR and the License Fees. These exceptions provide critical relief, particularly for the similar category of licensees and the non-telecom / nonlicensed revenue streams. Based on a detailed and meticulous legal assessment in consultation with eminent Senior Advocates, the Company firmly believes that it has strong grounds to contest the demands raised by DoT. Consequently, the Company has neither provided for this amount in its books of account nor recognized it under contingent liability. th
FINANCIAL STATEMENTSCONSOLIDATED Note 44: Ageing for trade receivables 44.1 : Ageing for trade receivables as at March 31, 2026 is as follows :
Page 34945.2 : Ageing for trade payables as at March 31, 2025 is as follows : Crores)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 46.1: Financial information about the primary business segment's Revenue & Results :
Page 351NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 47 : Components of Other Comprehensive Income (OCI) The disaggregation of changes to OCI by each type of reserve in equity is shown below.
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 49 : Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management : 49.1 : Category-wise classification of financial instruments:
Page 353NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Crores)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 355NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b) Description of significant unobservable inputs to valuation: The significant unobservable inputs used in the fair value measurement categorized within Level 3 of the fair value hierarchy together with a quantitative sensitivity analysis as at March 31, 2026 and March 31, 2025 are as shown below:
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026
Page 357NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 In the ordinary course of business, the Company is mainly exposed to risks resulting from exchange rate fluctuation (currency risk), interest rate movements (interest rate risk) collectively referred as Market Risk, Credit Risk, Liquidity Risk and other price risks such as equity price risk and commodity price risk. The Company's senior management oversees the management of these risks. It manages its exposure to these risks through derivative financial instruments by hedging transactions as required. It uses derivative instruments such as foreign currency forward contract to manage currency risks. These derivative instruments reduce the impact of both favourable and unfavourable fluctuations. The Company’s risk management activities are subject to the management, direction and control of the management of the Company under the guideline of the Board of Directors of the Company. The management ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. It is the Company’s policy that no trading in derivatives for speculative purposes may be undertaken. The decision of whether and when to execute derivative financial instruments along with its tenure can vary from period to period depending on market conditions and the relative costs of the instruments. The tenure is linked to the timing of the underlying exposure, with the connection between the two being regularly monitored. The Company is exposed to losses in the event of non-performance by the counterparties to the derivative contracts. All derivative contracts are executed with counterparties that, in management's judgment, are creditworthy. The outstanding derivatives are reviewed periodically to ensure that there is no inappropriate concentration of outstanding to any particular counterparty. Further, all currency and interest risk as identified above is measured on a daily basis by monitoring the mark to market (MTM) of open and hedged position. For year ends, the MTM for each derivative instrument outstanding is obtained from respective banks. All gain / loss arising from MTM for open derivative contracts and gain / loss on settlement / cancellation / roll over of derivative contracts is recorded in statement of profit and loss. a) Market risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity price risk. Financial instruments affected by market risk include loans and borrowings, FVTOCI investments and derivative financial instruments. The sensitivity analysis in the following sections relate to the position as at March 31, 2026 and March 31, 2025. The sensitivity analysis have been prepared on the basis that the amount of net debt, interest rates of the debt and derivatives are all constant as at March 31, 2026. The analysis exclude the impact of movements in market variables on the carrying values of gratuity and other post-retirement obligations and provisions. The following assumptions have been made in calculating the sensitivity analysis: - The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2026 and March 31, 2025. (i) Interest rate risk The Company is exposed to changes in market interest rates due to financing, investing and cash management activities. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s short-term debt obligations. (ii) Foreign currency risk Exchange rate movements, particularly the United States Dollar (USD) and Euro (EUR) against Indian Rupee (INR), have an impact on the Company’s operating results. The Company manages its foreign currency risk by entering into various foreign exchange contracts to mitigate the risk arising out of foreign exchange rate movement on trade payables. Further, to hedge foreign currency future th
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 transactions in respect of which firm commitment are made or which are highly probable forecast transactions (for instance, foreign exchange denominated income) the Company has entered into foreign currency forward contracts as per the policy of the Company. The details of exposures hedged using forward contracts and the details of unhedged exposures are given as part of Note 48. The Company is mainly exposed to changes in USD and EURO. The below table demonstrates the sensitivity to a 5% increase or decrease in the respective foreign currency rates against INR, with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Company as at the reporting date. 5% represents management’s assessment of reasonably possible change in foreign exchange rate.
Page 359NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b) c)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The table below analyses derivative and non-derivative financial liabilities of the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
Page 361NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 50.5 : Audit Trail The Company uses an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the accounting software. The audit trail was operated at application level throughout the year and the same has been enabled at the database level from May 17, 2025. The audit trail at the Oracle database level captures details of executed Data Manipulation Language (DML) and Data Definition Language (DDL) statements and it does not retain both old and new values in respect of data modifications. Further, there is no instance of audit trail feature being tampered with in respect of the accounting software where such feature is enabled. Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention. Note 50 : Additional disclosures required as per Schedule III to the Companies Act, 2013; (i) (ii)
FINANCIAL STATEMENTSCONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (vii)
ANNEXURE TO THE CONSOLIDATED FINANCIAL STATEMENTSForm AOC- I (Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014) Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures PART "B": Associates and Joint Ventures Statement pursuant to Section 129(3) of the companies Act, 2013 related to Associate Company and Joint Ventures
FINANCIAL STATEMENTSCONSOLIDATED NOTES th
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Gujarat Narmada Valley Fertilizers & Chemicals LimitedISO 9001, ISO 14001, ISO 45001 & ISO 50001 Certified Company P.O. Narmadanagar - 392 015, Dist. Bharuch, Gujarat, INDIA. Ph.: +91 (02642) 247001, 247002 CIN: L24110GJ1976PLC002903 | Website: www.gnfc.in

Read this magazine as text364 sections · ~694 min read

Cover

th 50 Annual Report 2025-26

50 Annual Report 2025-26
Five Decades of Inspiring Progress
Atmanirbhar Bharat Ki Ore

GUJARAT NARMADA VALLEY FERTILIZERS & CHEMICALS LIMITED

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A GOLDEN JUBILEE MARKED BY MILESTONES

Marking GNFC’s Golden Jubilee, Shri Bhupendrabhai Patel, Hon’ble Chief Minister of Gujarat, unveiled the commemorative Golden Jubilee Coffee-Table Book and inaugurated the Miyawaki Forest and Namo Vad Van—two landmark green initiatives. On this momentous occasion, GNFC also launched ‘50 Viksit Villages, Vision 2047’, a transformative CSR initiative aimed at developing 50 villages into self-reliant communities and positively impacting 50,000 to 75,000 rural lives, in alignment with Viksit Bharat @2047.

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CORPORATE INFORMATION

BOARD OF DIRECTORS (As on 31-03-2026)

BOARD OF DIRECTORS
(As on 31-03-2026)
Shri Manoj Kumar Das, IAS, Chairman
Dr. T. Natarajan, IAS
Shri Ashwini Kumar, IAS
Dr. Rajender Kumar, IAS
Smt. Gauri Kumar, IAS (Retd.)
Prof. Ranjan Kumar Ghosh
Shri Bhadresh Mehta
Shri Ajai Bahadur Khare
Shri Susanta Kumar Roy
Shri Rajkumar Beniwal, IAS, Managing Director
KEY MANAGERIAL PERSONNEL

Shri D. V. Parikh Chief Financial Officer & Executive Director

Shri Rajesh Pillai Company Secretary & Compliance Officer

STATUTORY AUDITORS

M/s. Suresh Surana & Associates LLP Mumbai

COST AUDITORS

M/s. K. G. Goyal & Associates Jaipur

SECRETARIAL AUDITORS

J. J. Gandhi & Co. Practicing Company Secretary Vadodara

REGISTRAR AND SHARE TRANSFER AGENT
M/s. KFin Technologies Limited Hyderabad
REGISTERED OFFICE

P.O. Narmadanagar-392015, Dist: Bharuch, Gujarat, India Website: www.gnfc.in

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01 Management Discussion & Analysis

Management Discussion & Analysis
Notice
Directors' Report
Report on Corporate Governance
Auditors' Report on Standalone Financial Statements
Standalone Financial Statements
252 Financial Statements
Auditors' Report on Consolidated
Consolidated Financial Statements

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MESSAGE FROM THE CHAIRMAN

Dear Shareholders, As GNFC marks its Golden Jubilee, we celebrate far more than fifty years of industrial excellence. We commemorate the remarkable journey of an institution that has consistently contributed to India's agricultural and industrial progress through resilience, innovation, and an unwavering commitment to nation-building. From its beginnings in 1976 as a fertilizer enterprise to its evolution into a diversified organisation spanning fertilizers, chemicals, and information technology, GNFC's growth reflects its enduring focus on operational excellence, responsible governance, and long-term value creation. FY 2025-26 has unfolded against an evolving global landscape shaped by geopolitical uncertainty, shifting trade dynamics, and economic headwinds. Yet India's resilience, anchored in its sustained focus on growth, infrastructure, and reform, continues to inspire confidence in the nation's future. It is against this backdrop that I am pleased to share that GNFC has once again demonstrated resilience, agility, and operational excellence during FY 2025-26, strengthening its position while staying firmly committed to sustainable and inclusive growth.

FY 2025-26 has unfolded against an evolving global landscape shaped by geopolitical uncertainty, shifting trade dynamics, and economic headwinds. Yet India's resilience, anchored in its sustained focus on growth, infrastructure, and reform, continues to inspire confidence in the nation's future. It is against this backdrop that I am pleased to share that GNFC has once again demonstrated resilience, agility, and operational excellence during FY 2025-26, strengthening its position while staying firmly committed to sustainable and inclusive growth.

As India advances towards the vision of Atmanirbhar Bharat and Viksit Bharat 2047, GNFC remains committed to strengthening domestic capabilities, embracing technological advancement, and creating long-term value through sound governance, innovation, operational excellence, and sustainability.

Our journey has always been closely aligned with the nation's aspirations, and guided by the spirit of "Atmanirbhar Bharat Ki Ore”, we remain confident in our ability to contribute meaningfully to this next phase of the country's growth.

GNFC-Atmanirbhar Bharat Ki Ore

None of this would have been possible without the dedication of our employees, the trust of our shareholders, customers and business partners, and the continued support of the Government of Gujarat. Every milestone achieved over the past fifty years reflects their collective contribution.

As custodians of this remarkable institution, our responsibility extends beyond preserving its legacy—we must continue to strengthen it for future generations. Guided by our enduring values and unwavering commitment to excellence, I am confident that GNFC will continue to play a significant role in Gujarat's development, India's progress, and our shared vision of a stronger, more self-reliant, and sustainable nation.

Warm Regards M. K. Das, IAS

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MESSAGE FROM THE MANAGING DIRECTOR

Dear Shareholders, As GNFC celebrates its Golden Jubilee, it is my privilege to present the Annual Report of Gujarat Narmada Valley Fertilizers Chemicals Limited for the financial year 2025–26. This milestone reflects fifty years of sustained growth, operational excellence, and an enduring commitment to serving India's agricultural and industrial sectors. While we take pride in this achievement, our focus remains firmly on strengthening the foundations for the future.

Dear Shareholders, As GNFC celebrates its Golden Jubilee, it is my privilege to present the Annual Report of Gujarat Narmada Valley Fertilizers

Chemicals Limited for the financial year 2025–26. This milestone reflects fifty years of sustained growth, operational excellence, and an enduring commitment to serving India's agricultural and industrial sectors. While we take pride in this achievement, our focus remains firmly on strengthening the foundations for the future.

FY 2025-26 tested the Company's operational discipline, with volatility in energy and commodity markets, supply chain disruptions, and a fast-changing trade environment shaping the year's course. GNFC's response was to stay focused on what is within our control disciplined execution, operational excellence, and customer commitment — enabling the Company to deliver another year of resilient performance while reinforcing its position across its businesses.

Operational excellence continued to be at the core of our performance. Our manufacturing facilities maintained a strong focus on safety, reliability, efficiency, and cost optimisation through continuous process improvements, enhanced asset utilisation, and prudent operational planning. Our ability to respond swiftly to changing market conditions, while supporting national priorities through the production of critical products, reflects the strength, agility, and resilience of our operations.

The Chemicals Business continued to benefit from its diversified product portfolio and sustained demand across key industrial sectors. At the same time, our Fertilizers Business remained committed to ensuring the timely availability of quality fertilizers, supporting India's farming community while contributing to Government initiatives aimed at enhancing agricultural productivity and balanced nutrient application.

During the year, Gujarat Narmada Valley Fertilizers Chemicals Limited reported Revenue from Operations of ₹7,773 Crores, Earnings Before Interest, Tax, Depreciation and Amortisation (excluding Other Income) of ₹879 Crores, Profit Before Tax of ₹1,065 Crores, and Profit After Tax of ₹797 Crores. Earnings Per Share stood at ₹54.22, reflecting our continued focus on operational efficiency, financial discipline, and sustainable value creation.

In recognition of this strong performance and in line with the Company's long-term growth strategy, our Board of Directors has recommended a dividend of ₹21 per equity share (@210%) for the financial year 2025–26.

Alongside delivering strong operational performance, we continued to invest in the future through capacity enhancement, modernisation, digital enablement, and infrastructure development.

These initiatives are strengthening operational reliability, improving energy efficiency, expanding product capabilities, and building a more agile and sustainable organisation equipped to meet evolving customer and market requirements.

The success of these efforts is a reflection of the dedication, expertise, and unwavering commitment of our employees. I also extend my sincere appreciation to our shareholders, customers, business partners, Government authorities, and all other stakeholders for their continued trust and support. Their confidence continues to inspire us to pursue higher standards of performance and responsible growth.

As we enter the next phase of GNFC's journey, our priorities remain clear—to strengthen operational excellence, accelerate innovation, enhance competitiveness, and create sustainable long-term value for all stakeholders.

Warm Regards Rajkumar Beniwal, IAS

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OUR JOURNEY

50 YEARS OF BUILDING, GROWING AND MOVING FORWARD Powering a Greener Future

Capacity Grows Diversification Begins

50 YEARS OF BUILDING, GROWING AND MOVING FORWARD

Powering a Greener Future

Commissioned 21 MW of wind power in Kutch

A Vision Takes Root

Founded to strengthen India’s agriculture and support the Green Revolution

Production Begins

Commissioned one of the world’s largest single-stream Ammonia-Urea complex

Chemical

Entering the Digital Era

Diversified into IT with the launch of InfoTower, Ahmedabad

Capacity Grows

Boosted chemical manufacturing capabilities with the successful commissioning of a new 50,000 MTA Acetic Acid plant

Diversification Begins

Expanded into new chemical products and partnered with Chematur to enter Aniline and TDI manufacturing

FROM ONE STRONG FOUNDATION...

One beginning. A clear purpose.

GNFC began with a world-scale Ammonia-Urea complex, creating a strong foundation in fertilizers.

Then, the journey widened.

The company expanded into chemicals, petrochemicals, energy & other emerging areas.

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Strengthening the Industrial Footprint

Commissioned the Ammonia Syngas plant in 2013 and the Dahej TDI-II plant in 2014 Scaling New Heights

Commissioned the Ammonia Syngas plant in 2013 and the Dahej TDI-II plant in 2014

Scaling New Heights

Commissioned the 150 MTPD Concentrated Nitric Acid-IV plant, adding to production capacity

Expanding Infrastructure

Commissioned CNA-III and WNA-II plants in 2011, followed by an Ethyl Acetate plant and a 33 MW co-generation unit in 2012

A Step Towards Sustainability

Completed a 10 MW solar power project at Charanka Solar Park, Patan

Celebrating
50Years
Glorious

Five decades of progress, innovation & contribution to India’s growth

A WIDER FUTURE

New capabilities. New possibilities.

Strategic expansions and technology-led upgrades helped GNFC respond to the evolving needs of Indian industry.

Growth beyond business.

Its journey has also focused on communities, CSR, energy efficiency & more responsible use of resources.

A vision that looks ahead.

With Vision 2047 shaping its long-term direction, GNFC continues to build for a stronger, more sustainable future.

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POWERING INDUSTRY. NURTURING AGRICULTURE. ENABLING TECHNOLOGY. Chemicals

POWERING INDUSTRY. NURTURING AGRICULTURE. ENABLING TECHNOLOGY.

Chemicals

GNFC’s Chemicals Business advances India’s goals of selfreliance and import substitution through a diversified portfolio serving critical industries. The Company is India’s sole manufacturer of TDI, Acetic acid, Formic Acid, Methyl Formate and Technical-grade Urea, and is also a key producer of Nitric Acid and Nitrate.

Ammonium

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Fertilizer & Farmer Support

GNFC’s commitment to agriculture extends beyond the supply of fertilizers. Through quality fertilizers, soil-testing services, tissue-culture plants and neembased crop-protection solutions, the Company supports farmers throughout the crop cycle. Its fertilizers, previously marketed under the Narmada brand, are now marketed under the Bharat brand as part of the Government’s “One

“One

Nation, One Fertilizer” initiative. Through these efforts, GNFC contributes to farmer prosperity, sustainable agriculture and national food security.

Technology Footprint: (n)Code Solutions

(n)Code

Solutions drives digital transformation across

Government, Public Sector, regulatory and corporate organisations. Its technology portfolio spans digital governance, enterprise applications, ICT infrastructure, cloud and hosting, GIS, smart cities, PKI, digital signatures, surveillance, system integration and project management. Backed by strong delivery capabilities and globally recognised certifications, (n)Code delivers secure, reliable and future-ready solutions.

digital

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FINANCIAL TRENDS AND VALUE CREATION (LAST 5 YEARS)

(₹ Crores. except per share data) TOTAL REVENUE

(₹ Crores. except per share data)
TOTAL REVENUE
FY 21-22
FY 22-23
FY 23-24
FY 24-25
FY 25-26
PROFIT BEFORE TAX
FY 21-22
FY 22-23
FY 23-24
FY 24-25
FY 25-26
EBITDA
FY 21-22
FY 22-23
FY 23-24
FY 24-25
FY 25-26
EARNINGS PER SHARE
FY 21-22
FY 22-23
FY 23-24
FY 24-25
FY 25-26p. 32
DIVIDEND PER SHARE
FY 21-22
FY 22-23
FY 23-24
FY 24-25
FY 25-26p. 10
16.50p. 18
MARKET CAPITALISATION
FY 21-22
FY 22-23
FY 23-24
FY 24-25
FY 25-26
1.5k 3k

4.5k 6k 7.5k 9k 10.5k 12k 13.5k 15k

Market capitalisation is stated as on 31st March of the respective financial year; the remaining figures are for the year ended on that date.

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FINANCIAL PERFORMANCE OVER A DECADE (STANDALONE)

Crores. except per share data) PARTICULARS

Crores. except per share data)

PARTICULARS

KEY STATEMENT OF PROFIT AND LOSS ITEMS

Total Revenue
EBITDA *
Finance Costp. 6
Depreciation & amortisationp. 307
PBT
Taxp. 268
PAT
Total Comprehensive Income
KEY BALANCE SHEET ITEMS
Fixed Assets (Net Block)
Investments
Cash, Bank & Deposits
Total Equity
Total borrowings
Deferred tax liabilities (net)
8,981p. 208
PER SHARE DATA
EPS
Dividend
Dividend (%)
Book Valuep. 54
21.00p. 210
615p. 23
790p. 205
8,452p. 99
18.00p. 180
503p. 13
651p. 166
1,879p. 5
8,198p. 1
9,006p. 344
16.50p. 165
558p. 94
30.00p. 300
2,384p. 3
422p. 110
10.00p. 100
1,003p. 20
948p. 259
542p. 5
499p. 357
5,984p. 2
859p. 316
8.00p. 80
385p. 32
5.00p. 50
868p. 6
819p. 78
4,997p. 208
467p. 48
7.00p. 70
1,391p. 100
681p. 16
4,458p. 303
479p. 51
7.50p. 75
653p. 203
715p. 194
762p. 13
387p. 34
5.00p. 50

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SHAREHOLDER ENGAGEMENT

Building stronger relationships through access, transparency & responsive service. OUR APPROACH

Simplifying Investor Services What You Need to Know

Building stronger relationships through access, transparency & responsive service.

OUR APPROACH

Accessible. Timely. Accountable.

GNFC's shareholder engagement is anchored in transparency, timely communication and responsive investor services. Across physical and digital channels, we continue to make access simpler and more efficient.

STAY INFORMED

Keeping Shareholders Connected

We maintain regular and transparent communication with our shareholders through multiple channels, including:

w Timely dissemination of disclosures and information on the stock exchanges and the Company’s website i.e., https://www.gnfc.in/ w Quarterly Financial Results and Press Releases w Earning calls / Investor Meets w Annual Report & Annual General Meeting (AGM)

w Quarterly emails to shareholders highlighting financial performance and key developments

DIGITAL ACCESS

Simplifying Investor Services

Through Registrar & Transfer Agent i.e., KFin Technologies Limited, shareholders can conveniently access digital investor services including:

w Investor Support Portal w eSign Facility w Online KYC Status

Timely redressal of investor complaints registered with the Company, SEBI SCORES and Online

Dispute (ODR) platforms.
Resolution
SHAREHOLDER ACTION CENTRE

What You Need to Know

KYC Updation Physical shareholders must provide PAN, KYC and nomination details before making service requests.

Relevant forms are available on the Company website.

Unclaimed Dividends & Shares Transferred to IEPF Shareholders can approach the Company/RTA with the required documents and file Form IEPF-5 to claim dividends or shares transferred to IEPF.

Unclaimed Dividends Lying With The Company Reminder letters are sent to shareholders with unclaimed dividends.

Outstanding payments are made electronically for KYC-compliant folios.

Stay Updated.
Keep Your Folio Compliant.
Claim What's Due.

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CLOSER TO OUR SHAREHOLDERS

Taking investor services closer to shareholders through facilitation, digital enablement and continuous feedback. Shareholder Suvidha Camps

Shareholder Suvidha Camps Saksham Niveshak Campaign Special Window for Share Transfer DIGITAL FRAMEWORK GNFC uses Legatrix Compliance Management

Taking investor services closer to shareholders through facilitation, digital enablement and continuous feedback.

Shareholder Suvidha Camps

GNFC continues its unique investor outreach initiative through Shareholder Suvidha Camps. These camps support shareholders particularly senior citizens and small investors. These initiatives promote financial inclusion while simplifying regulatory compliance and also encourage shareholders to convert their physical holdings to dematerialised form.

Saksham Niveshak Campaign

The Company successfully implemented Campaign to assist shareholders in claiming unclaimed dividends. The Company ensured electronic credit of dividends and prevented the transfer of long pending dividend/shares to IEPF. The Company created awareness through emails, website and stock exchange disclosures.

We Listen. We Improve.

Understanding shareholder expectations is essential for continuous improvement. The Company's Shareholder Satisfaction Survey captures valuable feedback on Communication effectiveness, Investor servicing experience, Grievance redressal & Overall shareholder satisfaction. The insights received help strengthen future investor engagement initiatives and enhance service delivery.

Special Window for Share Transfer

Shareholders whose transfer deeds were executed before April 1, 2019, but were either not lodged for transfer or were lodged and subsequently rejected, returned or not attended due to deficiency in the documents have been provided a special relodgement window till February 4, 2027. Transfers made under this window will be credited only in dematerialised form.

DIGITAL FRAMEWORK

GNFC is strengthening shareholder engagement through timely, transparent and sustainable digital communication, including: • Email & SMS alerts for financial results and e-voting respectively. • Updates on dividends, AGM and KYC. • Dissemination of Annual Reports & convening virtual AGM. • Website updates on investor initiatives and transfer facilities.

COMPLIANCE THROUGH TECHNOLOGY

GNFC uses Legatrix Compliance Management

Tool to centrally monitor and manage statutory and regulatory compliances, supporting timely action, stronger oversight and effective governance.

DIVIDEND RECOMMENDED per equity share FY 2025-26

DEMATERIALISED of shares as on 31 March 2026

SHAREHOLDING

Promoter holding as on 31 March 2026

SHARE HOLDING
31 March 2026
Promoter
Institutional
Non Institutional
STATUS OF DEMATERIALISATION
NSDL 61.99%
CDSL 34.93%
Physical 3.08%
Segment Physical Demat Total
No. of holders 53,485 2,20,190 2,73,675
No. of shares 45,31,860 14,24,08,823 14,69,40,683

% of holding 3.08 % 96.92 % 100.00 %

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GROWTH CAPITAL Expanding Our Growth Horizons

A balanced expansion pipeline designed to strengthen integration, scale core capacities and build future-ready chemical platforms. Projects Under Execution

SUPPLY RELIABILITY MARKET STRENGTH

A balanced expansion pipeline designed to strengthen integration, scale core capacities and build future-ready chemical platforms.

Projects Under Execution

Capacity

1. Coal Based Steam & Power Plant (CCPP) –Dahej

2. Ammonia Expansion –Bharuch
3. Weak Nitric Acid –III –Bharuch
4. Ammonium Nitrate –II –Bharuch

150 MT/Hr Steam & +18 MW Power

50 KTPA
200 KTPA
163 KTPA
5. New CFBC Steam Boiler –Bharuch
180 ~ 200 MT/hr
FY 26-27
Committed Timeline
FY 27-28
FY 28-29
FY 29-30
FY 30-31
Projects Under Consideration
1. BisPhenol-A (BPA) –Dahej
2. Polyols –Dahej
3. Acetic Acid –Bharuch
Capacity
150 KTPA
100 KTPA
350 KTPA
FY 26-27
Indicative Timeline
FY 27-28
FY 28-29
FY 29-30
FY 30-31
STRATEGIC OUTCOMES Building resilience. Unlocking scale.
OPERATING LEVERAGE

Coal-based steam and power plant is expected to improve the operating margins of TDI-II.

SUPPLY RELIABILITY

Ammonia expansion is expected to improve reliability of the existing ammonia loop and deliver energycost savings.

MARKET STRENGTH

WNA-AN projects are expected to strengthen the Company's market position and support growth in revenue and profitability.

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Vision 2047

EXPANDING WITH PURPOSE. BUILDING FOR THE FUTURE. Building scale. Strengthening self-reliance. Creating enduring value.

EXPANDING WITH PURPOSE. BUILDING FOR THE FUTURE.

Building scale. Strengthening self-reliance. Creating enduring value.

GNFC's Vision 2047 is anchored in responsible scale - strengthening core businesses, creating new growth platforms and advancing India's self-reliance through world-class manufacturing and sustainable innovation.

OUR ASPIRATION

To be India's foremost integrated chemicals enterprise, delivering growth with competitiveness, sustainability and purpose.

SIX STRATEGIC PILLARS A focused roadmap connects long-term ambition with disciplined execution.

SCALE & COMPETITIVENESS

01 STRENGTHEN THE CORE

Expand proven product platforms through strategic capacity additions.

02 DIVERSIFY FOR THE FUTURE

Build positions in petrochemicals and green chemicals to create new growth engines.

03 LEAD ON COST AND EFFICIENCY

Drive operational excellence, productivity and structural cost leadership.

FUTURE READINESS & VALUE

04 BECOME DIGITAL AND AI-FIRST

Embed data, digital and AI across plants, processes and decisions.

05 TRANSFORM THE ORGANISATION

Build future-ready talent, stronger capabilities and a highperformance culture.

06 ALLOCATE CAPITAL WITH DISCIPLINE

Prioritise investments that support resilient growth and long-term shareholder value creation.

VISION 2047 OUTCOMES
₹70,000+ Cr
Revenue aspiration by 2047
₹15,000+ Cr
Capex pipeline over 10 years
US$2.5 Bn+
Annual import substitution
1 Lakh+
Farmer reach
New employment opportunities

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MAKING A DIFFERENCE EVERY DAY

The chemistry of GNFC is woven into everyday life. From nutrients that enrich food and pharmaceuticals that support health, to dyes that add colour to our world, GNFC’s contribution may often go unseen, but its impact runs deep. Mattresses, Pillows & Quilts, Furniture Cushions, Car Seats, Padding, Lining and Paints.

Mattresses, Pillows & Quilts, Furniture Cushions, Car Seats, Padding, Lining and Paints.

TDI
Explosives, Herbicides/Insecticides, Nitrous Oxide (Laughing Gas).
AN Melt

PTA, Acetic Anhydride, Ethyl Acetate, Monochloro Acetic Acid, Textile Processing & Printing, Pharma Industry.

Acetic Acid

Solvents, Printing Inks, Aluminium Foils, Laminates, Perfumes, Pharmaceuticals, Thinners, Paints & Coatings.

Ethyl Acetate

Diesel Exhaust Fluid (DEF)/Adblue, Dyes, Pigments, CPC Blue, Laminates/Plywood, Cattle Feed, Urea Formaldehyde Resin (UFR).

TGU

Fuel additives, Acetanilide, Dyes and Dye Intermediates, Rubber Chemicals, Optical Brightener, Pharmaceuticals.

Aniline

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CNA Nitrobenzene & Aniline, Nitro derivatives, Explosives, Nitro Aromatics, Nitro Cellulose, Production of Rocket Propellant.

CNA

Nitrobenzene & Aniline, Nitro derivatives, Explosives, Nitro Aromatics, Nitro Cellulose, Production of Rocket Propellant.

Formic Acid

Drugs and Pharma, Textile Industry, Biofuel, Leather Industry, Rubber Chemicals, Pesticides.

WNA (Weak Nitric Acid)

CNA, Nitrogenous Fertilizers, Calcium Nitrate, Potassium Nitrate, Steel Pickling, Ammonium Nitrate, Dyes and Intermediates, Pharmaceuticals, Agrochemicals, Refining of Nuclear Fuel, Dairy Industry, Solar Cell Manufacturing.

Methanol

Formaldehyde, Pharma, Acetic Acid, Dyes, PTA, Disinfectant.

HCl

Dyes and Intermediates, Pharmaceutical, Steel Pickling, Gelatin Manufacturing.

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EMPOWERING LIVES. BUILDING RESILIENT COMMUNITIES. Focused social investment that expands opportunity, strengthens local capabilities and supports inclusive rural progress.

Education that Expands Opportunity Women at the Centre of Progress Skills for a Changing Economy

EMPOWERING LIVES. BUILDING RESILIENT COMMUNITIES.

Focused social investment that expands opportunity, strengthens local capabilities and supports inclusive rural progress.

GNFC's CSR approach is rooted in sustained engagement and a clear understanding of local priorities. Through institutional partnerships, community participation and structured implementation, the Company supports initiatives that broaden access to education and livelihoods, strengthen individual capabilities and create enduring value for communities.

Education that Expands Opportunity

Education is a key focus of GNFC's CSR efforts. Through Narmada Vidyalaya, Narmada Motlabai Public School and the Narmada Education & Scientific Research Society (NEST), GNFC supports learning from school through higher education. Smart classrooms, science laboratories, digital tools and improved infrastructure are helping rural students access quality education and turn their aspirations into opportunities.

Women at the Centre of Progress

GNFC supports Self-Help Groups and women-led micro-enterprises across food processing and other local businesses. Initiatives under the Namo Drone Didi Scheme further expand access to emerging agri-technologies, skills and livelihood opportunities.

Skills for a Changing Economy

Through the Narmada Industrial Training Institute (NITI), young people receive industryaligned technical, digital and practical training that enhances employability and opens pathways to sustainable livelihoods.

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STRENGTHENING ESSENTIAL SERVICES. CREATING LASTING SOCIAL VALUE. Healthcare, infrastructure and disciplined execution that enable enduring community progress.

Bringing Care Closer to Communities Infrastructure for Everyday Progress Accountability that Sustains Impact

STRENGTHENING ESSENTIAL SERVICES. CREATING LASTING SOCIAL VALUE.

Healthcare, infrastructure and disciplined execution that enable enduring community progress.

Bringing Care Closer to Communities

GNFC's community-health programmes focus on improving access to essential services, particularly in underserved areas. Mobile medical units bring care closer to villages and promote preventive health. Support for hospitals, healthcare infrastructure and nutrition programmes complements this outreach, while sanitation initiatives and smart anganwadis contribute to healthier environments for women and children.

Infrastructure for Everyday Progress

Reliable infrastructure is fundamental to thriving communities. GNFC's rural-development initiatives support roads, drainage, drinking-water facilities, panchayat infrastructure and other shared assets. In villages such as Rahiyad, these interventions form part of an integrated approach connecting essential infrastructure with mobility, sanitation, public services and community participation.

Accountability that Sustains Impact

Needs-based planning, regular monitoring and independent impact assessments strengthen the governance of GNFC's CSR programmes. This disciplined approach helps keep initiatives relevant to community priorities, accountable in delivery and focused on outcomes that can endure.

Purposeful action. | Accountable delivery. | Shared progress.

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RENEWABLE ENERGY FOOTPRINT

At GNFC, sustainability is integral to how we operate and grow. Our commitment is reflected in captive renewable energy assets across solar and wind, strategically integrated with our manufacturing operations for efficient and responsible energy use. Solar Energy

Solar Energy
14 MW AC
Solar Power Plant, Charanka Solar Park
Wind Energy
9 MW (6 x 1.5 MW)
Wind Power Plant, Lathedi, Kutch
12 MW (8 x 1.5 MW)
Wind Power Plant, Shikarpur, Kutch

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A GREENER WAY FORWARD

GNFC continues to lead with an approach to development that puts environmental sustainability and ecological balance at the forefront. • Miyawaki plantations to expand green cover and restore biodiversity

GNFC continues to lead with an approach to development that puts environmental sustainability and ecological balance at the forefront.

• Miyawaki plantations to expand green cover and restore biodiversity

• Rainwater harvesting to promote responsible water management

• Environmental awareness initiatives to encourage sustainable practices

• Biodiversity protection embedded into GNFC’s approach to sustainable growth

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Vision 2047

50Villages Viksit

50Villages

Viksit

GNFC’s landmark ‘50 Viksit Villages, Vision 2047’ initiative aims to transform 50 villages into self-reliant, future-ready communities.

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Management Discussion & Analysis

1. Global & Indian Economic Scenario:

Global & Indian Economic Scenario:

During FY 2025–26, the global economy witnessed steady but cautious growth amid persistent geopolitical uncertainties, evolving trade dynamics, and fluctuations in commodity and energy prices. Inflationary pressures moderated across several major economies, leading to gradual monetary policy adjustments, though growth remained uneven due to weaker industrial demand and global market volatility. The year also saw continued emphasis on supply chain diversification, energy transition, and sustainability-driven investments across industries.

India remained one of the fastest-growing major economies during FY 2025–26, supported by strong domestic demand, sustained infrastructure spending, stable macroeconomic fundamentals, and policy-driven industrial growth. The manufacturing, services, and agricultural sectors contributed positively to economic momentum, while government initiatives promoting self-reliance, clean energy, and infrastructure development further strengthened the growth outlook. However, challenges relating to input cost volatility and global economic uncertainties continued to require careful monitoring.

Industry Structure and Development:

2.1. Fertilizer Industry

Climatic Conditions

Rainfall received from the southwest monsoon season (Jun-Sep) during 2025 was 108% of its Long Period Average (LPA). Thus, the seasonal rainfall received was above normal as per the IMD forecast. The IMD reported that the 2025 Southwest Monsoon season yielded a total of 937.2 mm of rainfall for the country as a whole. This "above normal" rainfall ranks as the 5th highest since 2001 and the 38th highest since 1901.

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STATUTORY REPORTS

MANAGEMENT DISCUSSION AND ANALYSIS The month-wise distribution of rainfall during the SW Monsoon 2025 was as follows:

MANAGEMENT DISCUSSION AND ANALYSIS

The month-wise distribution of rainfall during the SW Monsoon 2025 was as follows:

Rainfall Actual Normal % departure
June 2025 180 165 9%
July 2025 294 281 5%
August 2025 268 255 5%
September 2025 194 168 15%
Source: IMD: rainfall figures in mm.

The same figures for SW monsoon 2024 are given in the table below:

SW Monsoon 2025 937 869 8%
Rainfall Actual Normal % departure
June 2024 147 165 -11%
July 2024 307 281 9%
August 2024 295 255 16%
September 2024 186 168 11%
SW Monsoon 2024 935 869 8%
Source: IMD, rainfall figures in mm.

Seasonal rainfall over Northwest India, Central India, South Peninsula, and Northeast India were 127%, 115%, 110% and 80% of the respective LPA. Rainfall over Northwest India was 747.9 mm which is highest since 2001 and 6th highest since 1901, However, Rainfall over East & Northeast India was 1089.9 mm which is 2nd lowest since 1901.

The Southwest Monsoon seasonal (Jun-Sep) rainfall over the monsoon core zone, which consists of most of the rainfed agriculture regions in the country, received 122% of LPA.

Acreages

Kharif (Apr to Sep) – Against Kharif normal acreage (average of previous 5 years) of 1097 Lakh hectare, the country had achieved 1121 Lakh hectare registering 2% growth over normal.

Source: agriwelfare.gov.in Progress - Kharif area coverage - As on 26.09.2025 - Lakh Hectare

Crop

Paddy Pulses Coarse Cereals Oil Seeds Sugarcane Jute & Mesta Cotton Total

Normal Acreage Kharif

Actual

Variance over PY

Acreage 6 1 12 (11) 2 (0) (3) 7

Coverage (%) against Normal of Season

The acreage under coarse cereals had been increased by 7 per cent and this is mainly due to rising demand for the same from the people as they are rich in nutrients (Commonly called as “Nutri- Cereals”). Though the oilseeds cropping was decreased than PY, but it is at par with the normal acreage covered.

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Coverage of Kharif Acreage in GNFC's Area as on 26.09.2025 ( Lakh, ha) State Gujarat Maharashtra Madhya Pradesh Rajasthan Uttar Pradesh

Coverage of Kharif Acreage in GNFC's Area as on 26.09.2025 ( Lakh, ha)

State Gujarat Maharashtra Madhya Pradesh Rajasthan Uttar Pradesh

Normal Acreage 50 111 127 121 110

Actual Acreage 73 157 140 129 138

% Coverage 146% 141% 110% 107% 126%

Total

In GNFC's operation area, the acreages have been as below:

Rabi (Oct to Mar) – Against Rabi normal acreage (average of previous 5 years) of 638 Lakh hectare, the country had achieved 677 Lakh hectare registering 6% growth over normal.

Crop

Wheat Paddy Pulses Coarse cereals Oilseeds Total

Progress - Rabi area coverage - As on 30.01.2026 - Lakh Hectare

Normal Acreage Rabi

Actual

Variance over PY

Acreage 6 0 5 1 4 16

Coverage (%) against Normal of Season

This year Rabi has shown increase in the area cultivated under crops, compared to previous year. The oilseeds crops and pulses crops recorded significant change in cultivation area due to government’s efforts to achieve selfsufficiency in Oilseed production.

Source: PIB, 2026

In GNFC’s operation area, the acreages have been as below:

Rabi Coverage of Acreage in GNFC's Area - Lakh Hectare (As on Jan 30, 2026)

State Gujarat Maharashtra Madhya Pradesh Rajasthan Uttar Pradesh Total

Normal Acreage 22 57 107 84 123 393

Actual Acreage 26 61 114 95 120 415

% Coverage 119% 107% 106% 113% 98% 106%

As per the production, second advance estimates of Department of Agriculture and Farmers welfare, total food grain production in 2025-26 is estimated to be 348.65 million tonnes (MT), against food production in the 2024-25 crop year which was pegged at 330.9 MT (Second Advance Estimates, 2025-26)

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STATUTORY REPORTS

MANAGEMENT DISCUSSION AND ANALYSIS Note: The state wide progressive area covered under Kharif and Rabi for 2025-26 had been retrieved from UPAg portal (UPAg Portal). UPAg is an advanced agricultural data management platform for retrieving, generating statistics related to Indian agriculture, which is maintained by Department of Agriculture and Farmers welfare.

MANAGEMENT DISCUSSION AND ANALYSIS Minimum Support Price (MSP)Source: MSP 2025-26 Government Policies - Fertilizers

MANAGEMENT DISCUSSION AND ANALYSIS

Note: The state wide progressive area covered under Kharif and Rabi for 2025-26 had been retrieved from UPAg portal (UPAg Portal). UPAg is an advanced agricultural data management platform for retrieving, generating statistics related to Indian agriculture, which is maintained by Department of Agriculture and Farmers welfare.

Minimum Support Price (MSP)

The MSPs of most of Kharif & Rabi crops for the year 2025-26 are increased over 2024-25.

Crops Paddy Jowar Bajra Maize Tur Moong Urad Cotton Groundnut Soyabean Sesame Wheat Barley Gram Lentil (Masur) Rapeseed & Mustard Safflower

Source: MSP 2025-26

Minimum Support Prices - Rs./ quintal FY25 2300 3371 2625 2225 7550 8682 7400 7121 6783 4892 9267 2425 1980 5650 6700 5950 5940

FY26 2369 3699 2775 2400 8000 8768 7800 7710 7263 5328 9846 2585 2150 5875 7000 6200 6540

% increase 3% 10% 6% 8% 6% 1% 5% 8% 7% 9% 6% 7% 9% 4% 4% 4% 10%

MSPs are increased by 2% to 10% over previous year. Going by the past three years’ data, the impact of the Minimum Support Price was almost nil on 12 of the 17 crops covered under MSP Scheme.

Government Policies - Fertilizers

No major changes in NBS/ Fertilizer Policy have been announced during the year. MDA (Market Development Assistance) of Rs 1,500 per MT on sales of Fermented Organic Manure (FOM, by-product of CBG Units under GOBARdhan Scheme) is going to conclude this year and its impact is currently under evaluation by NITI Aayog. (PIB, 10th March 2026)

Government has approved ‘Namo Drone Didi’ as Central Sector Scheme with an outlay of Rs. 1261 Crores for the period from 2023-24 to 2025-26 for providing drones to the selected Women Self Help Groups (SHGs) for providing rental services to farmers for agriculture purpose (application of fertilizers and pesticides) (PIB, 24th March 2026).

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Nutrient Based Subsidy rates-Kharif 2025 (01.04.25 to 30.09.25) and Rabi 2025-26 (01.10.25 to 31.03.26): Product DAP ANP 20:20:0:13 SSP MOP

% Change 7% 5% 5% 2% 0%% Change 36% 23% 24% 45% 0%

Nutrient Based Subsidy rates-Kharif 2025 (01.04.25 to 30.09.25) and Rabi 2025-26 (01.10.25 to 31.03.26):

Product DAP ANP 20:20:0:13 SSP MOP

Kharif 2025-26 27,799 17,324 17,663 7,263 1,428

Source: NBS Rates, KHARIF Fy26

Subsidy - Rs/MT Rabi 2025-26 29,805 18,196 18,569 7,408 1,428

Increase (+/-) 2,006 872 906 145 0

% Change 7% 5% 5% 2% 0%

Comparison of NBS rates for Rabi 2024-25 and Rabi 2025-26 is given in the table below:

Product DAP ANP 20:20:0:13 SSP MOP

Rabi 2024-25 21911 14764 14993 5121 1427

Subsidy - Rs/MT Rabi 2025-26 29,805 18,196 18,569 7,408 1,428

Increase (+/-) 7,894 3,432 3,576 2,287 1

Source: NBS rate RABI, FY 26

% Change 36% 23% 24% 45% 0%

The GoI has ensured price control in DAP and fixed the MRP @ Rs1,350 per bag. Reimbursement of “other costs” @ Rs 3500 pmt is continued for Kharif-26 in DAP like last Rabi 25-26. There is an additional provision of reimbursement of GST component included in MRP.

Product DAP Rock Phosphate Phosphoric Acid Natural Gas (MMBTu) Urea Ammonia MOP

International Fertilizer Price – In US $ per MT Mar’25 640 175 1060 4.11 425

Mar’26 708 194 1290 2.88 510

(Source: Monthly Bulletin of March, DoF)

% change 11% 11% 22% -30% 20% 24% 23% th

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STATUTORY REPORTS

MANAGEMENT DISCUSSION AND ANALYSIS Raw Material & Fertilizer Price Trend:

MANAGEMENT DISCUSSION AND ANALYSIS
Raw Material & Fertilizer Price Trend:
Source: Company th
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Source: Department of Fertilizer th

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STATUTORY REPORTS

MANAGEMENT DISCUSSION AND ANALYSIS 2.2. Chemical Industry

2.2. Chemical Industry Indian chemical market 2024, $ billion

MANAGEMENT DISCUSSION AND ANALYSIS

2.2. Chemical Industry

Over the past decade, India’s chemical industry structurally outperformed both global rivals and regional peers. While it navigates a shifting world order that complicates value creation and capital expenditure, its fundamental advantages and growth potential remain compelling. Performance is diverging across industry segments, with specialty and niche chemicals showing greater resilience than commoditized products. This inflection point presents an opportunity for companies to decisively reassess capital allocation and long-term positioning.

The Indian chemical market, currently estimated at approximately $ 155-165 billion, is expected to grow at a steady pace and reach $ 230-255 billion by 2030, implying a CAGR of 8-9%. This trajectory is likely to outpace overall GDP growth, reflecting both increase in domestic consumption and India’s share in global chemical production.

Despite current challenges, the Indian chemical industry is positioned to sustain growth momentum over the next five years.

Indian chemical market 2024, $ billion

This robust growth in the Indian chemical industry is expected to be supported by a combination of stable demand from traditional GDP-linked sectors such as consumer goods, packaging, textiles, automotive, and construction, alongside emerging opportunities in high-growth areas like electric vehicles, renewable energy, and semiconductors. In addition, India-based chemical companies could further accelerate growth by addressing India’s $20 billion to $30 billion supply-demand gap and by increasing exports. This could require them to align their capital and resources with the drivers of demand.

Overview of Company:

Gujarat Narmada Valley Fertilizers and Chemicals Limited (‘the Company’ or ‘GNFC’) operates businesses mainly in the Industrial Chemicals, Fertilizers apart from small presence of IT services.

In the chemical segment, it has a product portfolio of various bulk chemicals which are used in industries for manufacturing various specialty chemicals as well as end products.

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The journey so far is reproduced below: Product Ammonia Total Urea Methanol - I Formic Acid Methanol-II Concentrated Nitric Acid-I Weak Nitric Acid-I Ammonium Nitro Phosphate Calcium Ammonium Nitrate Aniline Toluene Di-Isocyanate-I Acetic acid Syn. Gas Generation unit Concentrated Nitric Acid-II Methanol Synthesis Unit Concentrated nitric acid-III Weak nitric acid - II Co-generation Power & Steam Unit (MWh) Ethyl Acetate Plant Ammonia Syngas Generation Plant Toluene Di-Isocyanate - II Concentrated Nitric Acid-IV

The journey so far is reproduced below:

Product Ammonia Total Urea Methanol - I Formic Acid Methanol-II Concentrated Nitric Acid-I Weak Nitric Acid-I Ammonium Nitro Phosphate Calcium Ammonium Nitrate Aniline Toluene Di-Isocyanate-I Acetic acid Syn. Gas Generation unit Concentrated Nitric Acid-II Methanol Synthesis Unit Concentrated nitric acid-III Weak nitric acid - II Co-generation Power & Steam Unit (MWh) Ethyl Acetate Plant Ammonia Syngas Generation Plant Toluene Di-Isocyanate - II Concentrated Nitric Acid-IV

Operational Year 1982 1982 1985 1989 1991 1991 1991 1991 1991 1995 1998 1995 1998 1999 2006 2011 2011 2012 2012 2013 2014 2023

Rated Capacity MTPA 4,45,500 6,36,900 50,000 19,720 1,88,100 33,000 2,47,500 1,42,500 1,42,500 35,000 14,000 1,00,000 2,01,960 KNm3 33,000 30,600 50,000 1,00,000 2,84,515 50,000 3,69,600 50,000 50,000

Production MTPA 6,59,169 8,33,679 0 33,773 7942 32,534 3,02,462 1,72,995 0 33,663 18,167 1,54,840 0 31,706 0 38,651 1,30,248 2,00,684 66,491 3,60,182 38,677 44,776

As it is evident from the above that gradual debottlenecking / revamping has resulted in achieving higher than rated capacities.

Opportunities and Strengths:

In chemical segment, to cater to demand growth, profitable opportunities are being explored in different chemicals. Major benefits envisaged from change of world’s view about China post pandemic.

Company has entered into Long/Mid Term / Annual Contracts / Agreements for supplies of most of the critical Raw Materials like Coal, Oil, Rock Phosphate, Packaging Materials etc. which are essential for continuous production. Company is continuously trying for broad basing supplier base.

In respect of fertilizers and chemicals, both, trading is another opportunity which is being explored.

For IT business, areas like software, e-Governance to support ever evolving client requirements are likely focus area apart from looking at evolving technologies for foray.

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STATUTORY REPORTS

MANAGEMENT DISCUSSION AND ANALYSIS 5.

MANAGEMENT DISCUSSION AND ANALYSIS
Segment-wise performance for FY 2025-26:
Segment Fertilizers Chemicals Others Total
Revenue 2,764 4,899 110 7,773
Revenue % 36% 63% 1% 100%
Result (186) 913 46 773 rores)

Result % (24%) 118% 6% 100%

Fertilizer Segment revenue has been decreased by 136 Crores from 2,900 Crores to 2,764 Crores mainly due to claimable subsidy of Urea in view of lower variable cost and lower volume in both the fertilizer products partially offset by higher realization of complex fertilizer. Fertilizer Segment Results decreased from loss of energy norms in Urea and lower volume partially offset by higher realization of complex fertilizer and lower input cost of complex fertilizer.

Chemical Segment revenue marginally lower by 1 Crores from 4,900 Crores to 4,899 Crores due to lower volume in all the chemical products except TDI, Formic Acid, AN Melt & CNA partially offset by higher realization in all the chemical products except Aniline, TDI, Acetic Acid & Ethyl Acetate. Chemical Segment Results increased from 665 Crores to 913 Crores higher by 37% at 248 Crores mainly due to decrease in input cost, higher realization, penalty income received due to delay in operation of CCPP plant during FY 25-26 and lower fixed cost partially offset by lower volume.

The other segment revenue increased by 18 Crores from 92 Crores to 110 Crores mainly due to increase in revenue of IT services provided by (n)Code Solutions. The other segment results increased from 23 Crores to 6.

Outlook:

6.1. Fertilizers Business:

The fertilizer industry continues to remain structurally resilient, supported by rising food demand, limited arable land, and increasing crop intensity. While global demand growth is moderate, India stands out with steady consumption growth driven by policy support and agricultural dependence.

The ongoing Middle East conflict has adversely impacted the fertilizer sector by disrupting key global supply chains, particularly through the Strait of Hormuz, a critical transit route. This has led to a rise in international prices specially urea along with constraints in LNG availability, which may affect domestic urea production.

Given India’s significant dependence on imports—approximately 50% for DAP and nearly 100% for potash, along with gas-linked urea production—these developments pose risks to timely availability and cost of fertilizers, especially during the Kharif season.

Despite these challenges, (like in the past) GOI expected to continue strong support through higher subsidies, price controls, and import measures, which should help maintain overall supply and prevent any major disruption in agricultural output. Government of India has allocated ~ 1.71 lakh crore for fertilizer subsidy in FY 2026–27 in which ~ 1.16 lakh cr is towards Urea and ~ 0.54 lakh Cr is towards NBS (P&K fertilizers)

The India Meteorological Department (IMD)/Skymet have forecasted below normal South West (SW, four-month active season) monsoon for the current year 2026 due to El Nino conditions during the monsoon season. As per the prediction, below normal rainfall is ranging between 92-94% (with a model error of +/- 5%) of long period average (LPA- 50-year average) of 868 mm (~87cm, ~35 inches) for the four-month season from June to Sep.

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Due to upward revision in NBS rates for Kharif-26, expecting better realization for ANP product. As always, there will be a preference to DAP due to low MRP with higher nutrients and the grade is well accepted by the Indian farmers. Under PM-PRANAM program, we are promoting FOM (Fermented Organic Manure) under MDA scheme. Apart from this, company is supporting initiatives taken by DOF/fertilizer ministry/Agri. dept like Namo Drone Didi scheme, PMKSK, PM-Kisan Sangosthi, PM-PRANAM, DBT (PoS) etc.

Under PM-PRANAM program, we are promoting FOM (Fermented Organic Manure) under MDA scheme. Apart from this, company is supporting initiatives taken by DOF/fertilizer ministry/Agri. dept like Namo Drone Didi scheme, PMKSK, PM-Kisan Sangosthi, PM-PRANAM, DBT (PoS) etc.

6.2. Chemicals Business:

The chemicals industry’s revenues grew at a CAGR of about 10.5 percent between fiscal years 2018 and 2024, compared to India’s GDP growth of around 9 percent during the same period. With industry revenue outpacing GDP growth, India’s chemicals industry has contributed to the country’s economic expansion. Despite dropping industry margins and the impact of macroeconomic pressures, revenue growth remains encouraging. The industry seems positioned as a relatively resilient, high-growth market garnering domestic as well the global demand.

Risk and concerns:

a. Most products are import substitutes and hence fierce competition from dominant foreign suppliers is a major threat.

b. Key raw materials and feedstock are purchased at import parity price and its availability from limited supplier base and at time almost single pre-dominant source operates as possible threat to profitable operations.

c. NBS support from time to time may not match with actual input costs hence may affect profitable operations.

d. Energy norms for fertilizers being prescribed without capital subsidy support increases further strain on resources is a source of major risk.

Internal control system, their adequacy and Risk Management:

The Company has an independent Internal Audit function with a well-established risk management framework. The scope and authority of the Internal Audit function are derived from the Internal Audit Charter approved by the Audit Committee.

The Company has engaged a reputable external firm to support the Internal Audit function for carrying out the Internal Audit reviews.

The Audit Committee meets every quarter to review and discuss the various Internal Audit reports and follow up action plans of past significant audit issues and compliance with the audit plan.

The Internal Financial Control framework of the company is subjected to review every year independently.

The Company has well-defined Enterprise Risk Management (ERM) framework in place which evolved over the years.

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MANAGEMENT DISCUSSION AND ANALYSIS Risk Management:

MANAGEMENT DISCUSSION AND ANALYSIS

Risk Management:

Risks are identified proactively periodically considering inputs from external as well as internal factors along with risk mitigation plans. The company has well defined Governance Structure viz., from Board to Committee to Risk Management function.

Company has developed the digital risk management platform where through the mechanism of action taken reports, the identified mitigation plans are monitored for their execution / current status against their set target dates.

Risk Management Committee meeting takes place twice during the year wherein the framework as well as various risks are reviewed thoroughly. In addition to this, Risk Management Report covering various risks is putup before the Board of Directors Meetings periodically for their review.

Operational & Financial performance
8.1. Operational Performance (Production):
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The Company has achieved remarkable production performance during the year 2024-25. Day to day plant operations were closely reviewed and plant operations were optimized accordingly, to maximize profit. During the year, strategic optimization of various plant operations had to be done keeping in line with prices of raw materials so as to achieve cost reduction in all aspects. New Records Established:

New Records Established:

During financial year 2025–26, a total of 30 new records were established, of which 20 were in Production and 10 in Filling/Dispatch/Sales. The highest-ever daily production was achieved for Total Urea and Formic Acid. The highestever monthly production was achieved for Ammonia, Total Urea, Technical Grade Urea, Methyl Formate, Formic Acid, Neo Neem Soap, and Hand Wash. The highest-ever yearly production was achieved for Formic Acid, Neo Neem Soap, and Hand Wash.

Production/ Operational Performance: 2025-26

Ammonia plant scheduled annual shutdown taken from 01/04/2025 to 19/04/2025. During this period, the leaky Ammonia product cooler (E-706) was replaced, and catalyst screening of R-401/402/403 was carried out. Synthesis gas Compressor(C-701) tripped on 17/09/2025 due to low seal oil level and remained under shutdown from 25/09/2025 to 04/10/2025 for seal replacement and inspection. The C-701 BCL barrel underwent replacement of both seal and rotor, while in the 2BCL barrel, seals were replaced. The plant achieved an annual production of 659,169 MT against a budget of 658,630 MT. Record monthly production was achieved consecutively in December (62,991 MT) and January (63,014 MT). Two gasifier operation commenced on 06/11/2025 and has continued thereafter due to the West Asia war crisis.

Ammonia Synthesis Gas Generation Plant (ASGP)was under shut down from 01/04/2025 to 20/04/2025 for annual maintenance. It was again stopped from 25/09/2025 to 04/10/2025 due to maintenance in the Ammonia plant. ASGP achieved an annual production of 360,182 MTs against the budgeted 369,470 MTs. Plant load is restricted as per NG availability in view of West Asia war crisis.NG preheater scheme was implemented in April 2025 for energy savings. Installation of H₂compressor for further energy optimization is currently in progress.

Urea Plant: FY 2025–26 posed significant operational challenges for the Urea plant, primarily due to repeated boiler tripping, leading to multiple shutdowns and load reductions. Despite this, the plant demonstrated strong resilience and achieved seven new performance records. The plant operated above 2,500 MT/day for 279 days and achieved its lowest-ever HPSH equivalent specific steam and power consumption. A high-efficiency condensate pump and a highcapacity MP carbamate pump were commissioned. Safety was enhanced by converting the HP ammonia pump discharge isolation valve to motor-operated valve. The new reactor foundation has been completed, and installation of a VFD for torque converter replacement in the HP ammonia pump is under progress.

Methanol-I, SGGU, and MSUplants remained shut throughout the year due to unfavorable economics.

Methanol-II plant operated from April to November 2024, after which it remained shut due to economic constraints. Methanol requirements for downstream plants were met through market procurement. Excess wet methanol from the Formic Acid (FA) plant was processed in the Methanol Distillation Unit (MDU). PSA continued operation using oilbased gases post Methanol-II shutdown.

Formic Acid plant achieved record-breaking daily, monthly, and annual production, along with the highest annual sales. Separate storage and handling of purchased methanol and reprocessed methanol ensured improved product quality and operational flexibility, leading to periodic operation of the MDU.

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MANAGEMENT DISCUSSION AND ANALYSIS Acetic Acid plant maintained stable operations and achieved a record continuous run of 273 days, surpassing the previous best of 237 days.

MANAGEMENT DISCUSSION AND ANALYSIS

Acetic Acid plant maintained stable operations and achieved a record continuous run of 273 days, surpassing the previous best of 237 days.

Ethyl Acetate plant reactor was replaced in December 2025 due to thickness reduction. The plant exceeded its benchmark by achieving 92 days of continuous operation at ≥195 MT production.

CATSOL unitfulfilled an annual catalyst supply order of 322 MT, with 529.6 MT orders already secured for FY 2026–27.

IP Filling Station achieved multiple dispatch milestones, including record daily and monthly CNA sales, total CNA dispatch (captive and external), methyl formate dispatch, and record sales of Acetic Acid in carboys and Formic Acid.

In the WNA-I plant, shutdown activities included high-pressure jetting of equipment 10E013 and cleaning of storage tank 11T012, resulting in recovery of valuable precious metals. Modification scheme for sustainable production of WNA-I plant, Phase-I improved process efficiency by reducing NOx inlet temperature and stabilizing absorption tower operation. Cooling tower upgrades and partial completion of Phase-II further enhanced reliability. VAM units were also commissioned during the year.

WNA-II plant successfully managed an online bypass of NOx exchanger leakage, with permanent rectification completed during the scheduled shutdown for catalyst replacement job.

ANP plant operated in line with WNA availability and production priorities. Safety improvements included implementation of a control valve scheme in the ANMFS fire water system. Mother liquor tank shell plate replacement carried out during shutdown.

Utility plants ensured uninterrupted supply of essential services. Replacement of ion exchange resins improved DM plant efficiency. Firefighting systems were strengthened through ongoing commissioning of diesel-driven pumps and validation of interconnections between plant areas.

Aniline plant operated for 337 on-stream days, with load adjustments based on market demand. The Energy Conservation Turbine generated 6.92 million kWh of power.

TDI plant operated for 327 days, aligned with market demand. Increased tanker dispatch reduced drum handling. Effluent streams were managed through internal reuse and external treatment. Structural strengthening of the Chlorine Scrubber has been initiated to enhance safety.

TDI-II Dahej plant operated for 276 days at 77% capacity utilization. Production was affected by equipment issues, maintenance activities, and natural gas supply constraints.

The GNFC Bharuch and Dahej complexes continue to hold ISO 9001:2015, ISO 14001:2015, ISO 45001:2018, and ISO 50001:2018 certifications from M/s. Bureau of Veritas India Ltd, valid until 17th August 2028. The first surveillance audit for these standards was successfully completed in March 2026.

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8.2. Sales Performance: Qty in LMT

8.2. Sales Performance:

Qty in LMT

Fertilizers Sales performance Comparison of Sales of own products from last year

Sales of Neem Coated Urea (MT)

Sales of ANP (MT)

During the FY 2025-26, company continued to serve farming community thru “Narmada Khedut Sahay Kendras (NKSKs)”- COCO model retail outlets by providing required agri-inputs both bulk fertilizers & value added non-bulk products along with advisory services.

During the year, Trading Activities were also continued in Muriate of Potash (MoP), Di-Ammonium Phosphate (DAP), Ammonium Sulphate (AS), Single Super Phosphate (SSP), Fermented Organic Manure (FOM), City Compost etc.

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STATUTORY REPORTS

MANAGEMENT DISCUSSION AND ANALYSIS Chemicals sales performance

Chemicals sales performance Feed stock availability Long Term Contracts Vendor Registration / Vendor Management Disposal of Used Equipment / Scrap

MANAGEMENT DISCUSSION AND ANALYSIS

Chemicals sales performance

GNFC's products have better resonance due to their application and use in different end use sectors. Hence, several industrial products of GNFC outperformed against the previous year viz. Toluene Di-Isocyanate (TDI), Formic Acid and Concentrated Nitric Acid (CNA). Milestone was created by achieving highest ever annual sales for Formic Acid in FY 2025-26. TGU, TDI & AN Melt made 22%, 22% & 17% share of the industrial products turnover respectively in the FY 2025-26.

8.3. Materials Management

Feed stock availability

Since inception of GNFC, IOCL has been meeting our entire requirement of petroleum feed-stock (HSFO/LSHS- P/FOHV). The pricing terms under the supply contract are finalized every year. The current price arrangement applicable for the period May-2025 to Apr-2027 is under management approval and accordingly the agreement between GNFC and IOCL for supply of FOHV, LSHS-P and HSFO shall be extended till 30-4-2031.

Long Term Contracts

Company has entered into Long Term / Annual Contracts / Agreements for supplies of most of the critical Raw Materials like Coal, HSFO/LSHS-P/FOHV, Natural gas, Rock Phosphate, Benzene, Toluene etc. and Packaging Materials, which are essential for continuous production.

Vendor Registration / Vendor Management

To have resourceful, competitive and cost-effective vendors in approved list, continuous efforts are being made to enlarge vendor base for supply of goods. In 2025-26, total 259 new applications were processed for vendor registration and 26 new vendors added in the vendor list. This will help in increasing competition and improvement in delivery of goods.

Disposal of Used Equipment / Scrap

With the sustained team efforts, the disposal of used equipment / scraps and surplus items worth Rs. 1,267.54 Lakh was achieved during 2025-26.

Location Bharuch TDI-II Dahej Total
Scrap Disposal 623 36 659
Surplus Disposal 575 33 609
(Amount in Rs. Lakh)
Total 1199 69 1268
Outlook for 2026-27
On raw material front;

FOHV/HSFO/LSHS-P

The prices vary depending on International crude indices. Yearly negotiation on price reduction is carried out in order to have better pricing for next procurement cycle. The Crude prices are difficult to forecast especially due to current geo-political disturbances.

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Coal GNFC has been getting Indian Coal under the ambit of Fuel Supply Agreement (FSA) with M/s South Eastern Coalfields Limited (SECL) a subsidiary of Coal India Limited (CIL). FSA between GNFC and SECL is renewed w.e.f. 01-05-2023 and valid up to 30-04-2028. Annual Contracted Quantity (ACQ) is 2,20,000 MT.

Coal

GNFC has been getting Indian Coal under the ambit of Fuel Supply Agreement (FSA) with M/s South Eastern Coalfields Limited (SECL) a subsidiary of Coal India Limited (CIL). FSA between GNFC and SECL is renewed w.e.f. 01-05-2023 and valid up to 30-04-2028. Annual Contracted Quantity (ACQ) is 2,20,000 MT.

Indian Coal is being utilized for the production of Urea Fertilizer. For the requirement of Coal towards balance plants, Imported Coal is being procured through competitive bidding followed by Reverse Auction / negotiation.

Benzene and Toluene

Benzene and Toluene are being procured on Import Price Parity basis. During the FY 2025-26, the annual average purchase rate of Benzene reduced from Rs. 88,151/- to Rs. 65,822/- (25.33%) and the annual average purchase rate of Toluene decreased from Rs. 83,363/- to Rs. 72,875/- (12.58%) PMT as compared to FY 2024- 25, on Net of Credit basis.

Currently, the commodity prices are highly volatile. It is anticipated that, the prices will remain volatile during 2026-27 till global business stability established. As a result, it is expected that aromatic market will remain unpredictable during FY 2026-27. Exchange rate for INR / USD is also one of the concern/s.

Considering above points of view, an annualized average prices of both Benzene and Toluene are expected to remain volatile during FY 2026-27.

Rock Phosphate

Phosphoric Acid prices:

During FY-2024-25 Phosphoric Acid prices were in the range of USD 948 – 1050 PMT. During FY 2025-26 it is increased in the range of USD 1153 – 1290 PMT. Phosphoric Acid prices for Apr-June-2026 is declared as USD 1,360 PMT.

Prices of Jordan origin Rock Phosphate 73/75 BPL grade is having increasing trend since April-2025. Due to geo-political disturbances in Middle East, a sharp escalation in prices is anticipated. The new prices will be applicable from June 2026 onwards.

Since November 2023, geopolitical disturbances in the Red Sea region have significantly impacted global shipping routes and freight economics. The situation further deteriorated from March 2026 due to escalating tensions involving the US, Israel, and Iran, leading to the Red Sea being categorized as a High-Risk Area. Consequently, there has been a substantial increase in marine insurance premiums and ocean freight rates, adversely affecting overall landed cost of Rock Phosphate.

Natural Gas:

Our total natural gas requirement for Urea production is tied up till December 2027. Any short fall in natural gas for Urea production is mitigated by submitting our deficit gas requirement to EPMC (pooling for Urea gas) or by floating spot tenders. Presently, due to Geo-political tension, the Gas supply of Urea Manufacturing units are being managed by pool operator, GAIL.

Total gas requirement for industrial products is being met by floating monthly spot tenders and/or through contract finalization on competitive bidding for Short or Medium term basis.

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STATUTORY REPORTS

MANAGEMENT DISCUSSION AND ANALYSIS Projection of future price trend of natural gas remains higher, however, it is very difficult to forecast natural gas prices considering high volatility, supply-demand, Logistics challenges and geo-political disturbances.

MANAGEMENT DISCUSSION AND ANALYSIS

Projection of future price trend of natural gas remains higher, however, it is very difficult to forecast natural gas prices considering high volatility, supply-demand, Logistics challenges and geo-political disturbances.

Comparative Financial Performance Highlights:

Charts A and B illustrate GNFC’s financial performance

1. Chart A: EBITDA and EBITDA %

FY 16-17
FY 17-18
FY 18-19
FY 19-20
FY 20-21
FY 21-22
FY 22-23
FY 23-24
FY 24-25
FY 25-26

2. Chart B: Revenue from Operations (RFO) and PAT

FY 16-17
FY 17-18
FY 18-19
FY 19-20
FY 20-21
FY 21-22
FY 22-23
FY 23-24
FY 24-25
FY 25-26
RFO
PAT
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Particulars

Revenue from operations Other income EBITDA @ PBT PAT Book value ( Per Share) EPS ( Per Share) FY 25-26

Revenue from operations Other income EBITDA @ PBT PAT Book value ( Per Share) EPS ( Per Share)

FY 25-26

FY 24-25

Change

Value

Crores)

@ EBITDA Excludes Other income

FY 25-26 revenue from operation is lower as compared to FY 24-25 mainly due to maintenance shutdown at Bharuch plants in current year partially offset by maintenance shutdown of TDI - Dahej plant in previous financial year.

There is a better financial performance on the back of operating performance where PBT improved by 35% for the full year mainly due to reduction in input cost.

Cash Flow Summary

Particulars

Operating cash flow before working capital changes Net change in working capital Taxes paid Net cash from operating activities Net cash (used in) investing activities Net cash (used in) financing activities Net increase / (decrease) in cash & cash equivalent

FY 25-26

FY 24-25

Change Value

Crores)

Outflow from investing activity represents mainly capital outlay, investment of surplus partially offset by interest & dividend income.

Outflow from financing activity mainly represents payment of dividend.

10. Material development in Human Resources/ Industrial Relations front including number of people employed

The company’s Human Resource is a highly valued contributor to the success of business of the company. Ensuring well-being of employees on the job and off the job remains top priority of the company with focused attention to provide an inclusive environment for promoting diversity in gender, age and culture and inculcating organizational values and ethics.

The Company makes all possible efforts to maintain work-life balance and enhance the overall well-being of its employees through various welfare schemes, thereby creating an atmosphere conducive to the sustained growth of the Company. The Company also conducts various in-house training programs on safety awareness, environmental protection, health awareness, and awareness of the Sexual Harassment Policy, along with programs aimed at enhancing employees’ skills and knowledge as well as catering to the various functional knowledge & skills upgradation training requirements.

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STATUTORY REPORTS

MANAGEMENT DISCUSSION AND ANALYSIS The company’s proactive actions have resulted in harmonious, cordial and healthy industrial relations throughout the year without having no unrest situations and man-hours productions loss which has helped in sustained growth and enrichment of value for the shareholders.

MANAGEMENT DISCUSSION AND ANALYSIS

The company’s proactive actions have resulted in harmonious, cordial and healthy industrial relations throughout the year without having no unrest situations and man-hours productions loss which has helped in sustained growth and enrichment of value for the shareholders.

Rightsizing of the company and continuous enhancement of productivity, learning and skill sets of the employees remains the prime focus of the company.

The total strength of the Human Assets of the Company was 2483 on 31.03.2026.

11. Significant changes in key financial ratios along with explanations:

Key Financial Ratios (Standalone) for the Financial Year ended 31.03.2026 are provided here below:

Particulars Debtors turnover Inventory turnover Interest coverage Current ratio Debt equity ratio Operating profit margin Net profit margin Return on net worth

FY 25-26 14.62 6.83 151.23 5.91

FY 24-25 15.05 6.64 26.81 4.67 0.01 10.31 7.42 7.03

Change (%) (3%) 3% 464% 27% (100%) 34% 38% 30%

Reason a b c d e f a. Interest coverage ratio has increased by 464% mainly due to higher profit before tax and lower interest expense compared to previous year.

b. Current ratio has increase by 27% mainly due to increase in inter corporate deposits and trade receivables and decrease in short term borrowings.

c. Debt equity ratio is decreased mainly due to Nil borrowings as on 31.03.2026 compared to previous year.

d. Operating profit margin has increased by 34% mainly due to higher profit before tax compared to previous year.

e. Net profit margin has increased by 38% mainly due to higher profit after tax.

f. Return on net worth increased by 30% mainly due to increase in net profit by previous year.

212 Crores compared to 12. Cautionary Statement:

The statements in Management Discussion and Analysis describing the company’s objectives, expectations or projections, may be forward looking and it is not unlikely that the actual outcome may differ materially from that expressed, influenced by wide variety of factors affecting the business environment and the company’s operations. The company assumes no responsibility to publicly amend, modify or revise any forward looking statements, on the basis of any subsequent developments, information or event.

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NOTICE th

NOTICE IS HEREBY given that the 50 Annual General Meeting (AGM) of the Members of Gujarat Narmada Valley Fertilizers & Chemicals Limited will be held on Wednesday, September 16, 2026 at 03:00 P.M. through two-way Video Conferencing (‘VC’) facility or Other Audio Visual Means (‘OAVM’) to transact the following business: ORDINARY BUSINESS:

ORDINARY BUSINESS:

1. To receive, consider and adopt the Audited Standalone Financial Statements and Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2026 and the Reports of the Board of Directors and Auditors’ thereon.

2. To declare Dividend on equity shares for the Financial Year ended March 31, 2026.

3. To appoint a Director in place of Dr. T. Natarajan, IAS (DIN: 00396367), who retires by rotation and being eligible, offers himself for re-appointment.

4. Appointment of M/s B S R and Co, Chartered Accountants (Firm Registration No. 128510W) as the Statutory Auditors of the Company.

To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Sections 139,141,142 and other applicable provisions, if any, of the Companies Act, 2013, (the Act) read with the Companies (Audit and Auditors) Rules, 2014, (the Rules) (including any statutory modification(s) or re-enactment thereof for the time being in force) and pursuant to the recommendations of Audit Committee and the Board of Directors of the Company, M/s B S R and Co, Chartered Accountants (Firm Registration No. 128510W), be and are hereby appointed as Statutory Auditors of the Company to hold such Office for a consecutive period of five years commencing from the conclusion of this th

Annual General Meeting till the conclusion of 55 Annual General Meeting of the Company, upon such terms as to remuneration per annum plus certification fees, applicable taxes and reimbursement of reasonable out of pocket expenses actually incurred by them during the course of Audit, as may be determined by the Board of Directors, based on the recommendation of Audit Committee, in consultation with the Statutory Auditors, from time to time.”

“RESOLVED FURTHER THAT the Board of Directors of the Company, the Company Secretary and the Chief Financial Officer of the Company be and are hereby severally authorised to do all such acts, deeds, matters and things as may be considered necessary, expedient or desirable for the purpose of giving effect to this Resolution.”

SPECIAL BUSINESS:

5. Appointment of Prof. (Dr.) Mamata Biswal (DIN: 07156141), as an Independent Director of the Company:

To consider and, if thought fit, to pass the following Resolution as a Special Resolution:

“RESOLVED THAT in accordance with the provisions of Sections 149, 150, 152 read with Schedule IV and other applicable provisions of the Companies Act, 2013 ("the Act"), read with the Companies (Appointment and Qualifications of Directors) Rules, 2014 ("Rules") (including any statutory modification(s) and/or reenactment(s) thereof for the time being in force), and Regulations 16(1)(b), 17(1) and 25(2A) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations"), as amended from time to time, the Articles of Association of the Company and pursuant to the th

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STATUTORY REPORTS

NOTICE recommendation of the Nomination and Remuneration Committee and the Board of Directors of the Company, the appointment of Prof. (Dr.) Mamata Biswal (DIN: 07156141), who was appointed as an Additional Director (Independent Director, Non-Executive) in terms of Section 161(1) of the Act and in respect of whom the Company has received a notice in writing under Section 160 of the Act from a Member proposing her candidature for the office of Director, being eligible, as an Independent Director of the Company, not liable to retire by rotation and to hold office for a term of three (3) consecutive years effective from August 20, 2026 to August 19, 2029, be and is hereby approved.” “RESOLVED FURTHER THAT the Board of Directors and/or the Company Secretary of the Company, be and is hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

“RESOLVED FURTHER THAT the Board of Directors and/or the Company Secretary of the Company, be and is hereby authorised to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this resolution.”

6. Ratification of remuneration payable to Cost Auditor of the Company for the financial year 2026-27.

To consider and, if thought fit, to pass the following Resolution as an Ordinary Resolution:

“RESOLVED THAT pursuant to the provisions of Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 (the Act) read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014, (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), the remuneration of ₹ 1,10,000 /- (Rupees One Lakh Ten Thousand only) p.a. plus out of pocket expenses and statutory levies payable to the Cost Auditor, M/s. K G Goyal & Associates, Cost Accountants, Jaipur, Rajasthan (Firm Registration No: 000024) for carrying out the audit of the cost records of the Company for the Financial Year 2026-27 ending on March 31, 2027, as recommended by the Audit Committee and approved by the Board of Directors, be and is hereby ratified.”

“RESOLVED FURTHER that the Board of Directors and / or its delegated authority be and is / are hereby authorized to do all such acts and take all steps as may be deemed necessary, proper or expedient to give effect to the above resolution.”

By Order of the Board of Directors For Gujarat Narmada Valley Fertilizers & Chemicals Limited

Registered Office: P.O.: Narmadanagar, Dist.: Bharuch: 392 015 CIN: L24110GJ1976PLC002903 Tele No.: (02642) 247001, 247002 Email Id: [email protected] Website: www.gnfc.in Dated: August 20, 2026

Rajesh Pillai Company Secretary Membership No.: ACS 27145

NOTES:NOTES:

1. Pursuant to Ministry of Corporate Affairs (MCA) General Circular Nos. 14/2020 dated April 8, 2020,17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020 and subsequent circulars issued in this regard, , the latest being 03/2025 dated September 22, 2025 (collectively referred to as 'MCA Circulars') has permitted the holding of the AGM through Video Conferencing ('VC') or through Other Audio-Visual Means ('OAVM'), without the physical presence of the Members at a common venue.

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Further, the Securities and Exchange Board of India, vide its Circulars dated May 12, 2020, January 15, 2021, May 13, 2022, January 5, 2023, October 7, 2023, October 03, 2024 ('SEBI Circulars') and other applicable circulars issued in this regard, have provided relaxations from compliance with certain provisions of the SEBI Listing Regulations. In compliance with the applicable provisions of the Act, SEBI Listing Regulations and MCA Circulars, the 50th AGM of the Company is being held through VC/OAVM on Wednesday, September 16, 2026, at 3:00 P.M. (IST). The proceedings of the AGM will be deemed to be conducted at the Registered Office of the Company at the Board Room, P.O.: Narmadanagar - 392 015, District: Bharuch.

In compliance with the applicable provisions of the Act, SEBI Listing Regulations and MCA Circulars, the 50th AGM of the Company is being held through VC/OAVM on Wednesday, September 16, 2026, at 3:00 P.M. (IST). The proceedings of the AGM will be deemed to be conducted at the Registered Office of the Company at the Board Room, P.O.: Narmadanagar - 392 015, District: Bharuch.

2. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and MCA Circulars, the Company is providing facility of remote e-voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with KFin Technologies Limited (the Registrar & Transfer Agents (RTA) of the Company for facilitating voting through electronic means, as the authorized e-Voting’s agency. The facility of casting votes by a member using remote e-voting as well as the e-voting system on the date of the AGM will be provided by KFintech.

3. The Members can join the AGM in the VC/OAVM mode 15 minutes before the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/OAVM will be made available to atleast 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis.

4. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of ascertaining the quorum under Section 103 of theAct.

5. The relative Explanatory Statement pursuant to Section 102 of the Act, in respect of the Business under Item No. 4, 5 and 6 set out above is annexed hereto. The information required to be furnished under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulations, 2015”) and Secretarial Standard – 2 on “General Meetings” issued by The Institute of Company Secretaries of India, in respect of persons seeking appointment / re-appointment as Director are also annexed.

6. As per SEBI (Listing Obligations and Disclosure Requirements) (Third Amendment) Regulations, 2024 which came into effect from December 12, 2024, the requirement to send proxy forms is not applicable to general meetings held only through electronic mode. As this AGM would be conducted through VC / OAVM, the requirement to provide facility for appointment of Proxy by the Members is not applicable. Hence, the Proxy Form and Attendance Slip including Route Map are not annexed to this Notice. However, in pursuance of Section 112 and Section 113 of the Companies Act, 2013, representatives of the members such as the President of India or the Governor of a State or body corporate can attend the AGM through VC/OAVM and cast their votes through e-voting.

7. In line with the MCA Circular No. 17/2020 dated April 13, 2020, the Notice calling the AGM has been uploaded on the website of the Company at www.gnfc.in. The Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www.nseindia.com respectively. The AGM Notice is also disseminated on the website of KFintech.

8. The Register of Members and Share Transfer Books of the Company will remain closed from Thursday, September 10, 2026 to Wednesday, September 16, 2026 (both days inclusive).

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STATUTORY REPORTS

NOTICE A. ELECTRONIC DISPATCH OF ANNUAL REPORT AND PROCESS FOR REGISTRATION OF EMAIL ID FOR OBTAINING COPY OF ANNUAL REPORT

NOTICE

A. ELECTRONIC DISPATCH OF ANNUAL REPORT AND PROCESS FOR REGISTRATION OF EMAIL ID FOR OBTAINING COPY OF ANNUAL REPORT

In compliance with the above mentioned Circulars, the Annual Report for the financial year 2025-26, the th

Notice of the 50 AGM, and instructions for e-voting are being sent through electronic mode to those Members whose email addresses are registered with the Company / RTA / Depositories.

(ii)

Those members who are holding shares in physical form and have not updated their email ids with the Company, are requested to update the same by submitting a duly filled and signed Form ISR-1 along with the copy of the signed request letter mentioning the name and address of the Member, self-attested copy of the Income-Tax PAN card and self-attested copy of any document (eg.: Driving License, Election Identity Card, Passport) in support of the address of the Member to the Company’s RTA at the below mentioned address or by email to [email protected] :

KFin Technologies Limited, Selenium Tower B, Plot 31 & 32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad–500032

Members holding shares in dematerialized mode are requested to register / update their email addresses with the relevant DPs. In case of any queries / difficulties in registering the e-mail address, Members may also write to [email protected].

(iii) Additionally, in accordance with Regulation 36 (1) (b) of the Listing Regulations, the Company is also sending a letter to Members whose e-mail ids are not registered with Company/RTA/DP providing the weblink of the company’s website from where the Annual Report for financial year 2025-26 can be accessed.

B. PROCESS FOR OBTAINING PHYSICAL COPY OF ANNUAL REPORT

(ii)

As per Listing Regulations, physical copy of the Annual Report is required to be sent only to those Members who specifically request for the same. Accordingly, Members who wish to obtain a physical copy of the Annual Report for the financial year 2025-26, may write to the Company at [email protected] requesting for the same by providing their holding details.

The Notice of the 50 AGM along with Annual Report for the financial year 2025-26, is available on the website of the Company at https://www.gnfc.in/statistics-annual-report/ and on the website of Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited.

C. INSTRUCTIONS TO SHAREHOLDERS FOR PARTICIPATING IN THE AGM THROUGH VC/OAVM AND FOR E-VOTING

Pursuant to the provisions of Section 108 of the Act read with Rule 20 of the Companies (Management and Administration) Rules, 2014, as amended from time to time, Secretarial Standard-2 on General Meetings issued by ICSI, Regulation 44 of the SEBI Listing Regulations, as amended from time to time and SEBI Circular no. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 9, 2020 in relation to “e-Voting Facility Provided by Listed Entities”, the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted as mentioned in the Notice of the AGM. For this purpose, the Company has appointed KFin Technologies Limited (“Kfintech”) for facilitating voting through electronic means. The facility for casting votes by a Member using remote e-Voting system as well as e-Voting during the AGM will be provided by Kfintech. However, it has been observed that the participation by the public non-institutional shareholders/retail shareholders is at a negligible level.

Currently, there are multiple e-voting service providers (ESPs) providing e-voting facility to listed entities in India. This necessitates registration on various ESPs and maintenance of multiple user IDs and passwords by the shareholders.

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(ii) In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

Updating bank account details 11-digit IFSC

(ii)

In order to increase the efficiency of the voting process, pursuant to a public consultation, it has been decided to enable e-voting to all the demat account holders, by way of a single login credential, through their demat accounts/ websites of Depositories/ Depository Participants. Demat account holders would be able to cast their vote without having to register again with the ESPs, thereby, not only facilitating seamless authentication but also enhancing ease and convenience of participating in e-voting process.

The Notice of the 50 AGM and the Annual Report for the financial year 2025-26 (including therein the Audited Financial Statements for year 2025-26), are being sent only by email to those Members whose email addresses are registered with the Company / Depositories /RTA. Therefore, those Members who have not yet registered their email addresses are requested to get their email addresses registered with their DP or RTA / Company for electronic and Physical Folios respectively, in the manner stated below. Process for registration of email address for obtaining Annual Report (if not received by the Member) and/or obtaining user ID/password for e-voting and process for updation of bank account mandate for receipt of dividend are stated as hereunder:

Type of Holder
Physical Holding
Demat Holding
Registering email address
Process to be followed

Updating bank account details

Send a written request to the RTA of the Company, KFin Technologies Limited at Selenium Tower B, Plot 31

32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad

500032, providing Folio Number, name of M e m b e r, c o p y o f t h e s h a r e c e r t i fi c a t e ( f ro n t a n d b a c k ) , Income-Tax PAN (self-attested copy of Income-Tax PAN card), Aadhaar (self-attested copy of Aadhaar card) for registering email address.

Send a written request to the RTA of the Company, KFin Technologies Limited at Selenium Tower B, Plot 31 & 32, Financial District, Nanakramguda, Serilingampally Mandal, Hyderabad–500032, providing Folio Number, name of Member, copy of the Share Certificate (front and back), Income-Tax PAN (self-attested copy of Income-Tax PAN card), Aadhaar (selfattested copy of Aadhaar card) and selfattested copy of the cancelled cheque leaf bearing the name of the first holder for updating bank account details.

T h e f o l l o w i n g a d d i t i o n a l d e t a i l s documents need to be provided in case of updating bank account details:

Name and branch of the bank in which you wish to receive the dividend, the bank account type

Bank account number allotted by their banks after implementation of core banking solutions

9-digit MICR Code Number

11-digit IFSC

Please contact your DP and register your email address and bank account details in your demat account, as per the process advised by your DP.

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STATUTORY REPORTS

NOTICE (iii) It is clarified that for permanent registration of email address, the Members are requested to register their email address, in respect of electronic holdings with the Depository through the concerned DPs and in respect of physical holdings with the Company’s RTA, KFin Technologies Limited, Selenium, Tower B, Plot 31 & 32, Financial District, Nanakramguda, Serilingampally, Hyderabad-500 032, India, by following due procedure.

NOTICE

(iii) It is clarified that for permanent registration of email address, the Members are requested to register their email address, in respect of electronic holdings with the Depository through the concerned DPs and in respect of physical holdings with the Company’s RTA, KFin Technologies Limited, Selenium, Tower B, Plot 31 & 32, Financial District, Nanakramguda, Serilingampally, Hyderabad-500 032, India, by following due procedure.

(iv) Those Members who have already registered their email address are requested to keep their email address validated with their DPs / the Company’s RTA- Kfintech, to enable servicing of Notices / documents / Annual Reports and other communications electronically to their email address.

The e-voting portal will open for voting on Saturday, September 12, 2026 at 9:00 A.M. (IST) and shall end on Tuesday, September 15, 2026 at 5:00 P.M. (IST) (both days inclusive). During this period, the Members of the Company holding shares either in physical form or dematerialized form, as on the cut-off date of Wednesday, September 09, 2026 may cast their vote electronically. The e-voting module will be disabled by Kfintech on Tuesday, September 15, 2026 at 5:00 P.M. (IST). Once vote on a resolution is cast by the Member, they shall not be allowed to change it subsequently or cast the vote again.

(vi) The Company has appointed Shri JJ Gandhi (FCS 3519 & COP No. 2515), or failing him Ms. Sonal Shimpi (ACS 23990 & COP No. 8678), Practicing Company Secretaries, to act as the Scrutinizer, to scrutinize the entire e-voting process in a fair and transparent manner.

(vii) A Member may participate in the 50 AGM even after exercising his right to vote through remote e-voting, but shall not be allowed to vote again at the meeting.

(viii) The Scrutinizer shall unblock the votes cast through remote e-voting in the presence of at least two witnesses, not in the employment of the Company and shall make, not later than 2 working days of the th conclusion of the 50 AGM, a consolidated Scrutinizer’s report of the total votes cast in favour or against, if any, to the Chairman or a person authorized by him in writing, who shall countersign the same and declare the result of the voting forthwith.

(ix) The Results declared along with the report of the Scrutinizer shall be placed on the website of the Company www.gnfc.in and on the website of Kfintech https://evoting.kfintech.com immediately after the declaration of result by the Chairperson or a person authorized by him in writing. The results shall also be immediately forwarded to BSE Limited and National Stock Exchange of India Limited.

In case a person has become a Member of the Company after dispatch of the Notice but on or before the cut-off date for e-voting i.e. Wednesday, September 09, 2026, they may obtain the User ID and Password in the manner stated above. Institutional/ Corporate shareholders may write to Kfintech at: [email protected]

INSTRUCTION FOR REMOTE E-VOTING

In case of Physical Shareholders & Non-Individual (Physical / Demat):

If the mobile number of the Member is registered against Folio No. / DP ID Client ID, the Member may send SMS: MYEPWD<space> E-voting Event number + Folio No. (in case of physical shareholders) / DP ID Client ID (in case of Demat shareholders) to 9212993399.

Example for NSDL
Example for CDSL
Example for Physical th
026 | 50 Annual Report 2025-2026
MYEPWD <SPACE> IN12345612345678
MYEPWD <SPACE> 1402345612345678
MYEPWD <SPACE> XXX1234567890

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(a) (b)

If email address or mobile number of the Member is registered against Folio No./ DP ID Client ID, then on the home page of https://evoting.kfintech.com, the Member may click “forgot password” and enter Folio No./ DP ID Client ID and Income-Tax PAN to generate a password.

Member may call Kfintech on toll free number 1800-3094-001 for all e-voting related matters [from 9:00 A.M. (IST) to 6:00 P.M. (IST) on all working day].

Member may send an email request to [email protected] for all e-voting related matters.

If the Member is already registered with Kfintech’s e-voting platform, then they can use their existing User ID and password for casting vote through remote e-voting.

The remote e-voting facility will be available during the following period:

Commencement of remote e-voting

End of remote e-voting

Saturday, September 12, 2026 at 9:00 A.M. (IST)

Tuesday, September 15, 2026 at 5:00 P.M. (IST)

The remote e-voting will not be allowed beyond the aforesaid date and time and the e-voting module shall be disabled/blocked by Kfintech upon expiry of aforesaid period. Once the vote on a resolution is cast by the Member(s), they shall not be allowed to change it subsequently or cast the vote again.

As per the SEBI circular No. SEBI/HO/CFD/CMD/CIR/P/2020/242 dated December 09, 2020 on e-voting facility provided by Listed Companies, Individual shareholders holding securities in Demat mode are allowed to vote through their demat account maintained with Depositories and DPs. Members are advised to update their mobile number and email address in their demat accounts in order to access e-voting facility.

NSDL

1. Users already registered for IDeAS facility: a) URL: https://eservices.nsdl.com b) Click on the “Beneficial Owner” icon under ‘IDeAS’ section. c) On the new page, enter existing User ID and Password. Post successful authentication, click on “Access to e-voting”. d) Click on company name or e-voting service provider - “KFintech” and you will be re-directed to e-voting service provider website for casting the vote during the remote e-voting period. 2. User not registered for IDeAS e-Services** a) To register click on link : https://eservices.nsdl.com (Select “Register Online for IDeAS”) or https://eservices.nsdl.com /SecureWeb/IdeasDirectReg.jsp b) Proceed with completing the required fields. (Post registration completion, follow the process as stated in point no.1 above)

CDSL

1. Existing users who have opted for Easi / Easiest a) URL: https://web.cdslindia.com/myeasitoken/home/login or URL: www.cdslindia.com b) Click on New System Myeasi. c) Login with user ID and password. d) Option will be made available to reach e-voting page without any further authentication. e) Click on e-voting service provider “KFintech” to cast your vote. 2. User not registered for Easi / Easiest** a) Option to register is available at https://web.cdslindia.com/myeasitoken/Home/Ea siRegistration b) Proceed with completing the required fields. (Post registration is completed, follow the process as stated in point no.1 above) 3. First time users can visit the e-voting website directly and follow the process below:

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STATUTORY REPORTS

NOTICE 3. First time users can visit the e-voting website directly and follow the process below: a) URL: https://www.evoting.nsdl.com b) Click on the icon “Login” which is available under ‘Shareholder / Member’ section. c) Enter User ID (i.e. 16-digit demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen. d) Post successful authentication, you will be redirected to NSDL Depository site wherein you can see e-voting page. e) Click on company name or e-voting service provider name

NOTICE

3. First time users can visit the e-voting website directly and follow the process below: a) URL: https://www.evoting.nsdl.com b) Click on the icon “Login” which is available under ‘Shareholder / Member’ section. c) Enter User ID (i.e. 16-digit demat account number held with NSDL), Password/OTP and a Verification Code as shown on the screen. d) Post successful authentication, you will be redirected to NSDL Depository site wherein you can see e-voting page. e) Click on company name or e-voting service provider name

“KFintech” and you will be redirected to e-voting service provider website for casting your vote during the remote e-voting period.

a) URL: www.cdslindia.com b) Provide demat Account Number and Income-Tax PAN No. c) System will authenticate user by sending OTP on registered Mobile demat Account.

Email as recorded in the d) After successful authentication, user will be provided links for the respective Electronic Service Provider (ESP) where the e-voting is in progress. e) Click on company name and you will be redirected to e-voting service provider “KFintech” website for casting your vote during the remote e-voting period.

Individual Shareholders (holding securities in demat mode) login through their DPs

You can also login using the login credentials of your demat account through your DP registered with NSDL/CDSL for e-voting facility. Once login, you will be able to see e-voting option. Please click on e-voting option and you will be redirected to NSDL/CDSL Depository site after successful authentication. Click on Company name or e-voting service provider name and you will be redirected to e-voting service provider website for casting your vote during the remote e-voting period or joining virtual meeting and e-Voting during the meeting.

Important Note:

Members who are unable to retrieve User ID / Password are advised to use “Forgot User ID” / “Forgot Password” options available on the websites of Depositories

Contact details in case of any technical issue on NSDL Website Members facing any technical issue during login can contact NSDL helpdesk by sending a request at [email protected] or contact at 022 - 4886 7000 and 022 - 2499 7000

Contact details in case of any technical issue on CDSL Website Members facing any technical issue during login can contact CDSL helpdesk by sending a request at [email protected] or contact on 1800 22 55 33.

Non-individual shareholders and shareholders holding physical shares can directly login through https://evoting.kfintech.com for casting votes during the e-voting period.

Procedure and Instructions for remote e-voting are as under:

Initial Password is provided in the body of the email.

Launch internet browser and type the URL: https://evoting.kfintech.com in the address bar.

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3. 4.

Enter the login credentials i.e. User ID and password mentioned in your email. Your Folio No. /DP ID Client ID will be your User ID. However, if you are already registered with KFintech for e-voting, you can use your existing User ID and password for casting your votes.

After entering the details appropriately, click on LOGIN.

You will reach the password change menu wherein you are required to mandatorily change your password. The new password shall comprise of minimum 8 characters with at least one upper case (A-Z), one lower case (a-z), one numeric value (0-9) and a special character (@,#,$,etc.). It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential.

You need to login again with the new credentials.

On successful login, the system will prompt the Member to select the e-voting Event Number “EVENT” for “GNFC Limited”.

On the voting page, enter the number of shares (which represents the number of votes) as on the cut-off date Wednesday, September 09, 2026, under “FOR / AGAINST” or alternatively, Member may partially enter any number in “FOR” and partially in “AGAINST” but the total number in “FOR / AGAINST” taken together should not exceed their total shareholding as on the cut-off date. You may also choose the option ‘ABSTAIN’ and the shares held will not be counted under either head.

Members holding multiple folios / demat accounts shall choose the voting process separately for each of the folios/demat accounts.

Voting must be done for each item of the Notice separately. In case Members do not desire to cast their vote on any specific item, it will be treated as abstained.

Members may then cast their vote by selecting an appropriate option and click on “SUBMIT”.

A confirmation box will be displayed. Click “OK” to confirm else “CANCEL” to modify. Once a Member confirms, they will not be allowed to modify. During the voting period, Members can login any number of times till they have voted on the Resolution(s).

Upon confirmation, the message ‘Vote cast successfully’ will be displayed. Once you have confirmed your vote, you cannot modify your vote.

Corporate/Institutional Members (i.e. other than Individuals, HUF, NRI etc.) are also required to send scanned certified true copy (PDF/JPG Format) of the Board Resolution/Authority Letter, etc., together with attested specimen signature(s)of the duly authorized representative(s), to the Scrutinizer at [email protected] with a copy to [email protected]. The scanned image of the above mentioned documents should be in the naming format “GNFC Limited_EVENT NO.”

Shareholders will be provided with a facility to attend the Meeting through VC/OAVM provided by Kfintech. Shareholders may access the same by https://emeetings.kfintech.com and clicking “Video Conference” and access the Shareholders/Members login by using the remote e-voting credentials. The link for Meeting will be available in Shareholder/Members login where the EVENT and the name of the Company can be selected. Members who do not have User ID and Password for e-voting or have forgotten the User ID and Password may retrieve the same by following the instructions mentioned in point C (ii).

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STATUTORY REPORTS

NOTICE 16.

NOTICE

Shareholders are encouraged to join the 50 AGM through Laptops with Google Chrome for better experience. Further shareholders will be required to switch on Camera, if any, and hence use Internet with a good speed to avoid any disturbance during the meeting.

Please note that participants connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to fluctuation in their respective network. It is therefore recommended to use stable Wi-Fi or LAN connection to mitigate any kind of aforesaid glitches.

System requirements for best VC/OAVM experience:
Instrument
Cell phone ioS PC/ Desktop

Description

Android 6.0+ Google Chrome 28+ Mozilla Firefox 24+ (Chrome doesn’t support screen sharing on Android). iOS 12.2+ Mobile Safari/ WebKit (iOS 11+) (Safari Mobile doesn’t support screen sharing on iOS)

Google Chrome (Best suggested) Firefox, Safari, Internet Explorer, Edge Microsoft Edge 12+ Google Chrome 28+ Mozilla Firefox, 22+ Safari 11+. Desktop should have outside mic and webca.m. introduced

Voting at the AGM through VC/OAVM a)

Members attending AGM through VC/OAVM who have not voted through remote e-voting may vote electronically during AGM, for up to 15 minutes after the conclusion of AGM.

Members who have already voted through remote e-voting may attend AGM but shall not be entitled to vote again.

Members attending AGM through VC/OAVM shall be counted for determining quorum under Section 103 of the Companies Act, 2013.

Upon commencement of e-voting, Members may click “Vote” option on their video screen to access “Instapoll” page and follow the instructions to cast their vote.

The same electronic voting system used for remote e-voting will be available during AGM until all resolutions are considered and voted upon, subject to a maximum of 15 minutes from the commencement of e-voting.

The e-voting facility during AGM is available only to Members holding shares as on the cut-off date, Wednesday, September 09, 2026, who are attending AGM and have not already cast their votes through remote e-voting.

Speaker Registration:

Members, who would like to express their views or ask questions during the AGM will have to register themselves as a speaker by visiting the URL https://emeetings.kfintech.com and clicking on the tab 'Speaker Registration' and mentioning their registered email id, mobile number and city, during the period starting from Friday, September 11, 2026 at 10:00 A.M. (IST) and will close on Monday, September 14, 2026 at 05:00 P.M. (IST). Only those Members who have registered themselves as a speaker will be allowed to express their views/ask questions during the AGM and the maximum time per speaker will be restricted to 3 minutes.

The Company reserves the right to restrict the number of speakers and display of videos uploaded by th

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D. E.

the Members depending on the availability of time for the AGM. Please note that questions of only those Members will be entertained/considered who are holding shares of Company as on the cut-off date viz Wednesday, September 09, 2026.

A video guide assisting the Members attending AGM either as a speaker or participant is available for quick reference at URL https://emeetings.kfintech.com/ d)

Members who need technical or other assistance before or during the AGM can contact Kfintech by sending email at [email protected] or Helpline: 1800 309 4001 (toll free). For any other kind of support/assistance related to the AGM, Members can also contact KFin Technologies Limited at 1800 309 4001.

Due to limitations of transmission and coordination during the Q&A session, the Company may dispense with the speaker registration during the AGM.

In case of any queries related to e-voting/ participation in the AGM, you may refer to the Frequently Asked Q u e s t i o n s ( FA Q ’s ) a n d e - vo t i n g u s e r m a n u a l ava i l a b l e i n t h e “ D o w n l o a d s ” s e c t i o n o f https://evoting.kfintech.com/ or contact KFin Technologies Limited at 1800 309 4001 (Toll Free).

PROCEDURE FOR INSPECTION OF DOCUMENTS:

All documents referred to in the Notice along with the Statutory Registers maintained by the Company as per the Act will be available for inspection in electronic mode upto the date of the AGM of the Company and will also be available electronically for inspection by the Members during the AGM. Members seeking to inspect such documents can send an email to [email protected].

DIVIDEND RELATED INFORMATION:

The Members, whose names appear in the Register of Members / list of Beneficial Owners as on Wednesday, September 09, 2026, i.e. record date will be paid the Final Dividend for the financial year ended March 31, 2026, as recommended by the Board, if approved at the AGM, on or after Friday, September 18, 2026.

(ii)

Members holding shares in demat form are hereby informed that bank particulars registered with their respective DPs, with whom they maintain their demat accounts, will be used by the Company for the payment of dividend. The Company or its Registrar cannot act on any request received directly from the Members holding shares in demat form for any change of bank particulars. Such changes are to be intimated only to the DPs of the Members. Members holding shares in demat form are requested to intimate any change in their address and/or bank mandate immediately to their Dps.

(iii) Shareholders may note that the dividend paid or distributed by a Company shall be taxable in the hands of the Shareholders. The Company shall therefore be required to deduct Tax at Source (TDS) at the time of making the final dividend. In order to enable us to determine the appropriate TDS rate as applicable, Members are requested to submit the documents in accordance with the provisions of the Income Tax Act, 2025 (“the Act”).

a. For Resident Shareholders: Tax at source shall be deducted under Section 393 (1)of the IT Act at 10% on the amount of dividend declared and paid by the Company during financial year 2026-27, subject to PAN details registered/updated by the Member. If PAN is not registered/updated in the demat account/folio as on the record date, TDS would be deducted @ 20%.

In case of individual shareholders, who are mandatorily required to have their PAN-Aadhaar linked and have not done so, their PAN would be considered as inoperative. Such inoperative PANs would be considered as invalid and a higher TDS rate as per Section 397 of the Income Tax Act would be applied.

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NOTICE No tax at source is required to be deducted, if during the financial year, the aggregate dividend paid or likely to be paid to an individual member does not exceed ₹ 10,000 (Rupees Ten Thousand Only).

NOTICE

No tax at source is required to be deducted, if during the financial year, the aggregate dividend paid or likely to be paid to an individual member does not exceed ₹ 10,000 (Rupees Ten Thousand Only).

Further, in cases where the shareholder provides Form 121 (applicable to all individuals including an Individual above the age of 60 years) along with a copy of PAN card, provided that the eligibility conditions are being met, no TDS shall be deducted b. For Non-Resident Shareholders: As per the provisions of Section 393(2) of the Act, the withholding tax shall be at the rate of 20% (plus applicable surcharge and cess) on the amount of dividend payable to non-resident Members. As per Section 159 of the Act, the non-resident Shareholder has the option to be governed by the provisions of the DTAA between India and the country of tax residence of the Shareholder, if they are more beneficial to them. For this purpose, i.e. to avail DTAA benefit, the non-resident Shareholders are required to submit the following:

a) Self-attested copy of the PAN card allotted by the Indian Income Tax authorities;

b) No Permanent Establishment Declaration;
c) Beneficial Ownership Declaration;
d) Tax Residency Certificate;

e) Copy of electronically filed Form 41 (erstwhile Form 10F)

f) Any other document which may be required.

(iv) The Company shall not be obligated to apply the beneficial DTAA rates at the time of tax deduction / withholding on dividend amounts. Application of beneficial DTAA Rate shall depend upon the completeness and satisfactory review by the Company of the documents submitted by the Non- Resident Member.

Kindly note that the aforementioned documents were required to be submitted at https://ris.kfintech.com/clientser vices/investors/taxforms.aspx by August 15, 2026, to enable the Company to determine and deduct TDS/withholding tax at the applicable rate. Any documents or requests received after the aforesaid date may not be considered for determining the applicable TDS/withholding tax rate. In case TDS is deducted at a higher rate due to non-receipt of the requisite details/documents, the shareholder may claim refund by filing the return of income, if eligible.

(vi) We shall arrange to e-mail the soft copy of TDS certificate to you at your registered e-mail ID in accordance with the provisions of Act 2025 after filing of the quarterly TDS Returns of the Company, post payment of the said Dividend.

(vii) In accordance with the provisions of Section 124 and other applicable provisions, if any, of the Companies Act, 2013 and relevant Rules made there under, the Company has transferred the dividend amount, remaining unclaimed for a period of seven years from the respective date of transfer to ‘Unpaid Dividend Account’ for the Financial Years 1999-2000 to 2017-18 to Investor Education & Protection Fund (IEPF), set up by the Central Government.

(viii) Shareholders may claim their unclaimed dividend for the years prior to and including the financial year 2017-18 and the corresponding shares, from the IEPF Authority by applying in the prescribed Form No.IEPF-5.

(ix) The unclaimed dividend for the below mentioned years and the corresponding shares will be transferred by the Company to IEPF in accordance with the schedule given below. In this regard, we have informed, vide our Notice published in newspaper dated August 01, 2026, to all those shareholders who have not claimed their unpaid dividend for a consecutive period of seven years from financial year 2018-19, advising them to contact KFintech at [email protected] and claim their dividend amount before th

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due date of transfer to IEPF Authority. The due date(s) of transfer of shares and dividend to IEPF Authority is given below: Financial Year

due date of transfer to IEPF Authority. The due date(s) of transfer of shares and dividend to IEPF Authority is given below:

Financial Year
Dividend Identification No.
thp. 35
thp. 36
thp. 37
thp. 38
thp. 39
thp. 40
stp. 41
Date of Declaration of Dividend
September 26, 2019
September 29, 2020
September 23, 2021
September 27, 2022
September 26, 2023
September 20, 2024
September 09, 2025

Due Date for transfer of shares and dividend to IEPF

October 31, 2026
November 03, 2027
November 28, 2028
November 01, 2029
October 31, 2030
October 25, 2031
October 15, 2032
OTHERS:
1. SEBI Mandate on KYC Compliance:

SEBI vide its Circular No. SEBI/HO/MIRSD/MIRSD_RTAMB/P/ CIR/2021/655 dated November 3, 2021 as amended, has mandated that with effect from April 1, 2024, dividend to security holders (holding securities in physical form), shall be paid only through electronic mode. Such payment shall be made only after furnishing the PAN, choice of nomination, contact details including mobile number, bank account details and specimen signature. Members may refer to FAQs issued by SEBI in this regard available on their website at https://www.sebi.gov.in/sebi_data/faqfiles/jan-2026/1767611333081.pdf (FAQ Nos. 47 & 48).

Further SEBI vide its Circular No. SEBI/HO/MIRSD/POD-1/P/CIR/2024/81 dated June 10, 2024, has informed that security holders holding securities in physical form shall be eligible for receipt of any payment including dividend, interest and redemption payment as well as to lodge grievance or avail any service request from the RTA even if “Choice of Nomination” is not submitted by these security holders.

The forms for updation of PAN, KYC, Bank details and Nomination viz., Forms ISR-1, ISR-2, ISR-3, SH-13 and the said SEBI Circular are available on our website at https://www.gnfc.in/investor-service-requestsforms/ . Members who hold shares in dematerialised form and wish to update their PAN, KYC, Bank details and Nomination, are requested to contact their respective DPs. Attention of the Members holding shares of the Company in physical form is invited to go through and submit the said Forms duly filled and signed by sending a physical copy to M/s. KFin Technologies Limited at Selenium Building, Tower-B, Plot No. 31 & 32, Financial District, Nanakramguda, Serilingampally, Hyderabad, Rangareddy, Telangana, India – 500032.

2. SEBI mandate on issuance of securities only in demat mode:

Regulation 40 of Listing Regulations, as amended, mandates that transfer, transmission and transposition of securities of listed companies held in physical form shall be effected only in demat mode. Further, SEBI vide its Circular dated January 25, 2022, has clarified that listed companies, with immediate effect, shall issue securities only in demat mode while processing service requests viz. Issue of duplicate securities certificate; claim from Unclaimed Suspense Account; Renewal/Exchange of securities certificate; Endorsement; Sub-division/Splitting of securities certificate; Consolidation of securities certificates/folios; Transmission and Transposition. Accordingly, Shareholders are requested to make service requests by submitting a duly filled and signed Form ISR–4, the format of which is available on the Company’s website under the web link at https://www.gnfc.in/investor-service-requests-forms/ service request can be processed only after the folio is KYC compliant.

it may be noted that any th

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NOTICE In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, Members holding shares in physical form are advised to convert their holdings in demat form.

NOTICE

In view of this and to eliminate all risks associated with physical shares and for ease of portfolio management, Members holding shares in physical form are advised to convert their holdings in demat form.

3. Nomination facility:

As per the provisions of Section 72 of the Act, the facility for making nomination is available to the Members in respect of the shares held by them.

Members who have not yet registered their nomination are requested to register the same by submitting Form No. SH-13, if a Member desires to change in nomination, the Member may submit the same Form SH-14, the said forms can be downloaded from the Company’s website at https://www.gnfc.in/investorservice-requests-forms/

4. Special window for re-lodgement of physical share transfer and dematerialisation requests:

Pursuant to SEBI Circular No. SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/97 dated July 02, 2025, a special window was opened for re-lodgment of transfer deeds of physical securities. Further, with a view to facilitate investors, SEBI, vide its Circular No. HO/38/13/11(2)2026-MIRSD-POD/I/3750/2026 dated January 30, 2026, has decided to open another special window for a period of one year, from February 05, 2026 to February 04, 2027, for transfer and dematerialisation of physical securities which were sold or purchased prior to April 01, 2019, where transfer requests could not be processed earlier due to deficiencies, rejection, or pendency. Accordingly, such shareholders may refer to this Circular available on the website of the Company at https://www.gnfc.in/special-window-for-transfer-dematerialisation-ofphysical-securities/ and re-lodge their requests within the said special window. After following the due process, securities shall be issued only in demat mode.

5. Simplification of procedure for issuance of Duplicate Share Certificates:

The SEBI Circular dated December 24, 2025 has simplified the framework for issuance of duplicate share certificates and related procedures. The documentation requirements have been standardized as below:

(iii)

Value Up to ₹10,000: Undertaking on plain paper (no notarisation required).

Value Above ₹10,000 and up to ₹10 lakh: Single Affidavit-cum-Indemnity Bond.

Value Above ₹10 lakh: Affidavit-cum-Indemnity Bond along with FIR/Police Complaint and Newspaper Advertisement.

With effect from April 02, 2026, SEBI has dispensed with the requirement of issuance of a Letter of Confirmation by the Company or the RTA while processing service request. Accordingly, securities will be credited directly to the Member’s demat account upon submission of valid demat account details along with the latest Client Master List, not older than 2 months, attested by their DP.

6. As part of our ongoing efforts to enhance the investor experience and leverage emerging technologies, our Registrar and Transfer Agent, KFin Technologies Limited, has already developed and implemented several digital applications for the benefit and convenience of our investors. The key applications are listed below.

Investor Support Centre: A webpage accessible via any browser enabled system. Investors can use a host of services like Post a Query , Raise a service request , Track the status of their DEMAT and REMAT request, Dividend status, Interest and Redemption status, Upload exemption forms (TDS), Download all ISR and other related forms.

https://ris.kfintech.com/clientservices/isc/default.aspx eSign Facility: Common and simplified norms for processing investor’s service requests by RTAs and norms for furnishing PAN, KYC details and Nomination requires that eSign option be provided to Investors th

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for raising service requests. KFIN is the only RTA which has enabled the option and can be accessed via the link below. https://ris.kfintech.com/clientservices/isr/isr1.aspx?mode=f3Y5zP9DDNI%3d

for raising service requests. KFIN is the only RTA which has enabled the option and can be accessed via the link below.

https://ris.kfintech.com/clientservices/isr/isr1.aspx?mode=f3Y5zP9DDNI%3d

KYC Status: Shareholders can access the KYC status of their folio. The webpage has been created to ensure that shareholders have the requisite information regarding their folios.

https://ris.kfintech.com/clientservices/isc/kycqry.aspx

KPRISM: A mobile application as well as a webpage which allows users to access Folio details , Interest and Dividend status, FAQs, ISR Forms and full suite of other investor services.

https://kprism.kfintech.com/signin.aspx th

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STATUTORY REPORTS

NOTICE ANNEXURE TO THE NOTICE

NOTICE

ANNEXURE TO THE NOTICE

AS REQUIRED BY SECTION 102 OF THE COMPANIES ACT, 2013 AND PURSUANT TO REGULATION 36 (3) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATION, 2015 AND SECRETARIAL STANDARD-2 ON GENERAL MEETINGS, THE FOLLOWING EXPLANATORY STATEMENT SET OUT ALL MATERIAL FACTS RELATING TO BUSINESS MENTIONED UNDER ITEM NO. 4,5 & 6 OF THE ACCOMPANYING NOTICE

Item No. 4:

Appointment of M/s B S R and Co, Chartered Accountants (Firm Registration No. 128510W) as the Statutory Auditors of the Company th

The Members of the Company at their 45 AGM held on September 23, 2021 had appointed M/s. Suresh Surana & Associates LLP, Mumbai (Firm Registration No. 121750W/W-100010), as the Statutory Auditors of the Company to th hold office for a term of 5 (five) consecutive years from the conclusion of said AGM till the conclusion of the 50 AGM. They will complete their consecutive period of five years as Statutory Auditors of the Company on conclusion of this AGM.

The Board of Directors of the Company (the Board), at its meeting held on May 18, 2026, considering the experience and expertise and based on the recommendation of the Audit Committee, has proposed to the Members of the Company, an appointment of M/s B S R and Co, Chartered Accountants (Firm Registration No. 128510W), as Statutory Auditors of the Company in place of M/s. Suresh Surana & Associates LLP, Mumbai. The th proposed appointment is for a term of 05 (five) consecutive years from the conclusion of 50 AGM till the th conclusion of the 55 AGM on payment of such remuneration as may be mutually agreed upon between the Board of Directors and the Statutory Auditors, from time to time.

Pursuant to Section 139 of the Companies Act, 2013 (the Act) and the Rules framed thereunder, the Company has received written consent from M/s B S R and Co, and an eligibility certificate that they satisfy the criteria provided under Section 141 of the Act and that the appointment, if made, shall be in accordance with the applicable provisions of the Act and Rules framed thereunder. As required under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, M/s B S R and Co, has confirmed that they hold a valid certificate issued by the Peer Review Board of ICAI.

None of the Directors or other Key Managerial Personnel and their relatives, are concerned or interested (financially or otherwise) in this Resolution. The Board recommends the Ordinary Resolution set out at Item No. 4 for the approval of Members.

Item No. 5:

Appointment of Prof. (Dr.) Mamata Biswal (DIN: 07156141), as an Independent Director of the Company

In terms of the provisions of Section 161(1) of the Companies Act, 2013 (“the Act”), read with Article 144 of the Articles of Association of the Company, and upon recommendation of the Nomination and Remuneration Committee (“NRC”), the Board of Directors of the Company appointed Prof. (Dr.) Mamata Biswal (DIN: 07156141) as an Additional Director (Independent Director, Non-Executive) with effect from August 20, 2026, to hold office up to the date of the next General Meeting, pursuant to the provisions of Section 161 of the Act.

The NRC, after evaluating the balance of skills, knowledge, and experience of the existing Board, reviewed the profile of Prof. (Dr.) Mamata Biswal (DIN: 07156141) and found her suitable for appointment as an Additional Director (Independent Director, Non-Executive).

Pursuant to Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”), Prof. (Dr.) Mamata Biswal (DIN: 07156141) has submitted th

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a declaration confirming that she meets the criteria of Independence. Further, as per the requirements of Section 164(2) of the Act, she has submitted an intimation confirming that she is not disqualified from being appointed as a Director. The Company has also received:

The Company has also received:

Consent in writing from Prof. (Dr.) Mamata Biswal (DIN: 07156141) to act as a Director in Form DIR-2 in accordance with Section 152(5) of the Act read with Rule 8 of the Companies (Appointment and Qualification of Directors) Rules, 2014;

Notice in writing from a Member under Section 160(1) of the Act, proposing her candidature for appointment as an Independent Director; and 3.

Declaration confirming that she is not debarred from holding the office of Director by virtue of any order of the Securities and Exchange Board of India (SEBI) or any other such authority.

Prof. (Dr.) Mamata Biswal (DIN: 07156141) brings 25 years of rich teaching experience to her role as a Professor of Law and ICSSR Senior Research Fellow at Gujarat National Law University, Gujarat. Holding a Ph.D. in Law, she has a B.Sc. (Honours) and an LLM in Commercial Law (Corporate and Business Law). She has cleared the NET (UGC) and has been recognised as an ICSSR Senior Research Fellow.

In terms of Regulation 17(1C) of the Listing Regulations, the appointment of a Director is required to be approved by the Members in the next General Meeting or within a period of three months from the date of appointment, whichever is earlier.

The Board is of the opinion that Prof. (Dr.) Mamata Biswal (DIN: 07156141) fulfills the conditions specified under Sections 149, 152, 160, and other applicable provisions of the Act, read with the Companies (Appointment and Qualification of Directors) Rules, 2014, and Listing Regulations for appointment as an Independent Director. She is independent of the management and is not related to any Director or Key Managerial Personnel of the Company in terms of Section 2(77) of the Act.

It is proposed to appoint Prof. (Dr.) Mamata Biswal (DIN: 07156141) as an Independent Director of the Company for a term of three (3) consecutive years commencing from August 20, 2026, to August 19, 2029, not liable to retire by rotation. The said appointment shall be subject to the approval of Members of the Company at the ensuing General Meeting, which may be convened through Video Conferencing (“VC”) / Other Audio-Visual Means (“OAVM”) or through Postal Ballot, in compliance with applicable regulatory provisions.

The Board considers that the appointment of Prof. (Dr.) Mamata Biswal (DIN: 07156141) would bring immense benefit to the Company, considering her vast experience and professional acumen, and recommends the Special Resolution as set out in Item No. 5 of the accompanying Notice for the approval of Members.

Except Prof. (Dr.) Mamata Biswal (DIN: 07156141), being an appointee, none of the Directors and Key Managerial Personnel of the Company and their respective relatives is, in any way, concerned or interested, financially or otherwise, in the said Resolution.

Item No. 6:

Ratification of remuneration payable to Cost Auditors of the Company for the Financial Year 2026-27

Pursuant to Section 148 of the Companies Act, 2013 read with the Companies (Cost Records and Audit) Rules, 2014, as amended from time to time, the Company is required to have the audit of its cost records conducted by a Cost Accountant in practice. Further, the remuneration payable to the Cost Auditor as recommended by the Audit Committee and approved by the Board of Directors has to be ratified by the Shareholders.

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STATUTORY REPORTS

NOTICE The Board of Directors, on the recommendation of the Audit Committee, in its Meeting held on August 05, 2026 approved the appointment of M/s. K G Goyal & Associates, Cost Accountants, Jaipur, Rajasthan (Firm Registration No: 000024) as the Cost Auditor of the Company to conduct audit of the cost records of the Company for the Financial Year 2026-27, ending on March 31, 2027, at a remuneration of ₹ 1,10,000 /- (Rupees One Lakh Ten Thousand only) p.a. plus out of pocket expenses and statutory levies payable to the Cost Auditor.

NOTICE

The Board of Directors, on the recommendation of the Audit Committee, in its Meeting held on August 05, 2026 approved the appointment of M/s. K G Goyal & Associates, Cost Accountants, Jaipur, Rajasthan (Firm Registration No: 000024) as the Cost Auditor of the Company to conduct audit of the cost records of the Company for the Financial Year 2026-27, ending on March 31, 2027, at a remuneration of ₹ 1,10,000 /- (Rupees One Lakh Ten Thousand only) p.a. plus out of pocket expenses and statutory levies payable to the Cost Auditor.

Accordingly, consent of the Shareholders is sought by way of an Ordinary Resolution as set out at Item No. 6 of the accompanying Notice for ratification of the remuneration amounting to ₹ 1,10,000 /- (Rupees One Lakh Ten Thousand only) p.a. plus out of pocket expenses and statutory levies payable to the Cost Auditor for the Financial Year ending on March 31, 2027.

None of the Directors or KMP of the Company and their respective relatives is/are concerned or interested, financially or otherwise, in the said resolution.

Registered Office: P.O.: Narmadanagar, Dist.: Bharuch: 392 015 CIN: L24110GJ1976PLC002903 Tele No.: (02642) 247001, 247002 Email: [email protected] Website: www.gnfc.in Date:August 20, 2026

By Order of the Board of Directors For Gujarat Narmada Valley Fertilizers & Chemicals Limited

Rajesh Pillai Company Secretary Membership No.: ACS 27145 th

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Annexure - I

ADDITIONAL INFORMATION ON DIRECTORS RECOMMENDED FOR APPOINTMENT / REAPPOINTMENT AS REQUIRED UNDER REGULATION 36 (3) OF THE LODR REGULATIONS AND APPLICABLE SECRETARIAL STANDARDS. Name of Director

ADDITIONAL INFORMATION ON DIRECTORS RECOMMENDED FOR APPOINTMENT / REAPPOINTMENT AS REQUIRED UNDER REGULATION 36 (3) OF THE LODR REGULATIONS AND APPLICABLE SECRETARIAL STANDARDS.

Name of Director
DIN
Age

Date of appointment/ change in terms of appointment

Relationship with Directors
Expertise in specific functional area
Dr. T. Natarajan, IAS
Prof. (Dr.) Mamata Biswal
None

None

Dr. T. Natarajan is a 1996 batch Indian Prof. (Dr.) Mamata Biswal brings 25 years Administrative Officer from Gujarat of rich teaching experience to her role as C a d r e . H e h e l d a r a n g e o f K e y a Professor of Law and ICSSR Senior responsibilities in Gujarat Government Research Fellow at Gujarat National Law including District Collector and District University, Gujarat. Holding a Ph.D. in Development Officer. He has served in the Law, she has a B.Sc. (Honours) and an depar tments of Finance, Revenue, LLM in Commercial Law (Corporate and I n d u s t r y M i n i n g a n d Te c h n i c a l Business Law). She has cleared the NET Education and held leadership positions (UGC) and has been recognised as an in many Public Sector Undertakings.

He was entrusted with the responsibility of Senior Advisor to the Executive Director of India in the International Monetary Fund at Washington DC by the Government of India. He also served as Additional Secretary in the Department of Economic Affairs in Government of India. Before the current assignment as Additional Chief Secretary, Finance Department, Government of Gujarat, he served as Additional Secretary (Defence Production), Ministry of Defence in Government of India.

ICSSR Senior Research Fellow. She was a visiting scholar to the University of Illinois, Urbana Champaign, USA. She has been a resource person in various training programme in (State and National level) training of the Grade A officers of IFSCA, CBI Law Officers Capacity Building Program, Probationary Officers (5th

Batch) of the Indian Corporate Law Service, Ministry of Corporate Affairs, Capacity Building program of CBI Law officers, GNLU Indian Business& Commercial Laws Academy (GIBCLA), the Insolvency and Bankruptcy Board of India Awareness Programme etc. She has been the course coordinator and resource person for different c e r t i fi c a t e c o u r s e s o n C o r p o ra t e Governance, the Companies Act, 2013, Insolvency and Bankruptcy Laws, Financial Market Laws etc.

Her prolific contributions to legal academia include numerous published articles, books, and research papers on th

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STATUTORY REPORTS

NOTICE Qualification(s)

Directorships held in other Companies*Hindustan Aeronautics Limited

NOTICE

Qualification(s)

Number of Shares held in the Company various legal subjects. Her expertise has been acknowledged globally, as she has been invited as a guest speaker, expert member, and panelist by numerous institutions both within India and internationally. Her extensive academic and research background underscores her significant impact on the field of legal education.

He has completed his graduation in Prof. (Dr.) Mamata Biswal holds a Ph.D. in Mining Engineering from college of Law and an LL.M. in Commercial Law, Engineering, Guindy, Anna University in with specialisation in Corporate and Tamil Nadu and M.B.A in Finance from Business Law. She has also completed Bharathidasan Institute of Management, her B.Sc. (Honours) and has qualified the Tamil Nadu. Later, he acquired additional UGC-NET examination. She is a Professor education qualifications including of Law and ICSSR Senior Research Fellow Master’s in International Development at at Gujarat National Law University, Duke University in USA.

Gujarat, with over 25 years of rich teaching and academic experience.

NIL

Directorships held in other Companies*

Directorship in other Companies along with listed entities from which the person has resigned in the past three years*

Gujarat State Investment Limited Gujarat Alkalies and Chemicals Limited Gujarat State Fertilizers & Chemicals Limited Sardar Sarovar Narmada Nigam Limited Gujarat Metro Rail Corporation (GMRC) Limited Gujarat International Finance Tec-city Company Limited Gujarat Energy Limited (Erstwhile Gujarat Gas Limited) Gujarat State Financial Services Limited Gujarat State Petroleum Corporation Limited

The Fertiliser Association Of India
Bharat Electronics Limited
Goa Shipyard Limited

Hindustan Aeronautics Limited

Gujarat Industries Power Company Limited; Gujarat State Financial Services Limited; National Stock Exchange of India Limited ; GSPC LNG Limited; Gujarat State Energy Generation Limited

GSPC Pipavav Power Company Limited;
Gujarat Industrial Investment Corporation Limited th
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Chairperson/Member of the Committee of Directors of other Companies in which he/she is a Director** Gujarat State Fertilizers & Chemicals Limited Member – Audit Committee

Remuneration proposed to be paid Last drawn remuneration NIL

Chairperson/Member of the Committee of Directors of other Companies in which he/she is a Director**

Gujarat State Fertilizers & Chemicals Limited Member – Audit Committee

Gujarat Energy Limited (Erstwhile Gujarat Gas Limited) Member – Audit Committee

Gujarat Metro Rail Corporation (GMRC) Limited Member – Audit Committee

Gujarat Industries Power Company Limited; Member – Audit Committee

Gujarat State Financial Services Limited; Member – Audit Committee

GSPC LNG Limited; Member – Audit Committee

Gujarat State Energy Generation Limited Member – Audit Committee

Key Terms and Conditions for appointment

As per resolution at Item no. 3 of this Notice

As per resolution at Item no. 5 of this Notice

Remuneration proposed to be paid

Remuneration of Non-Executive Directors (NEDs) is decided by the Board. NEDs are paid remuneration by way of sitting fees only for attending the Board or Committees meeting(s).

Last drawn remuneration NIL

Remuneration of Non-Executive Directors (NEDs) is decided by the Board. NEDs are paid remuneration by way of sitting fees only for attending the Board or Committees meeting(s).

NIL

Skills and capabilities required for role & manner in which Director meets such requirements

Number of Board Meetings attended during the year 2025-26

Dr. T. Natarajan, IAS (DIN: 00396367), is a 1996-batch IAS officer of the Gujarat Cadre with extensive experience in the Government of Gujarat and India. He has held key positions including Senior Advisor to Executive Director of India at IMF, Washington D.C. He also served as Additional Secretar y (Defence Production), Ministry of Defence and currently serves as Additional Chief S e c r e t a r y, F i n a n c e D e p a r t m e n t , Government of Gujarat.

4 of 4

Please refer explanatory statement for Item no. 5 forming part of this Notice.

NA As per disclosures received from Directors. Committee Membership includes only Audit Committee and Stakeholders' Relationship Committee of Public Limited Company (whether listed or not).

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STATUTORY REPORTS

DIRECTORS' REPORT DIRECTORS' REPORT

To, The Members, th FINANCIAL RESULTS

DIRECTORS' REPORT

To, The Members, th

The Board of Directors is pleased to hereby present its Fiftieth (50 ) Annual Report on the performance of the Company together with Audited Financial Statements (Standalone and Consolidated) for the Financial Year (FY) ended on March 31, 2026.

FINANCIAL RESULTS

During the year under review, the Company achieved remarkable performance on operational and financial fronts. The Company established total Thirty (30) new records during the FY 2025-26, out of which Twenty (20) records were established in production and Ten (10) for sale / dispatch.

Financial Highlights on Standalone basis are summarized as follows:

(₹ in crores)
Particulars
Income from operations
Other Income
Total Income

Total Expenditure (Excluding Depreciation and Finance Cost)

Profit before Depreciation, Finance Cost and Tax

Depreciation
Finance Cost
Profit Before Tax
Tax Expense
Net Profit for the year

Re-measurement (loss) on defined employee benefit plans (Net of tax)

Balance brought forward from previous year
Amount available for Appropriation
Appropriations :
Dividend paid
Transferred to General Reserve
Surplus carried to Balance Sheet
A+B+C

DIVIDEND

Keeping in view the Company's performance for the FY 2025-26, long term growth strategy and to ensure that the Shareholders get sustained return on their investments, your Directors have recommended a Dividend of ₹ 21 per Equity Share (@ 210%) on 14,69,40,683 Equity Shares of ₹ 10/- each fully paid up, subject to approval of Shareholders at the Annual General Meeting. The Dividend payout works out to be ₹ 308.58 Crores. This amounts to 39% of the Net Profit of the Company for the FY 2025-26.

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PERFORMANCE OVERVIEW AND STATE OF THE COMPANY'S AFFAIRS

1. Operational Performance: The Company has achieved remarkable production performance during the FY 2025-26. Day to day plant operations were closely reviewed and optimized to maximize profit.

1. Operational Performance:

The Company has achieved remarkable production performance during the FY 2025-26. Day to day plant operations were closely reviewed and optimized to maximize profit.

During the year, several Plants achieved over 100% capacity utilization level. Ammonia (6,59,169 MTs i.e. 147.96%), Urea (8,33,679 MTs i.e. 130.90%), M.F (43,941 MTs i.e. 192.72%), Formic Acid (33,773 MTs i.e. 171.26%), Acetic Acid (1,54,840 MTs i.e. 154.84%), ANP (1,72,995 MTs i.e. 121.40%), WNA-I (3,02,462 MTs i.e. 122.21%), WNA-II (1,30,248 MTs i.e. 130.25%), TDI-I, Bharuch (18,167 MTs i.e. 129.76%), EA (66,491 MTs i.e. 132.98%) were among the plants that excelled in capacity utilization.

During the year, strategic optimization of various plant operations and product mix was undertaken keeping in line with price of raw materials so as to achieve cost reduction in all aspects.

TDI-II, Dahej plant operated for 276 days at 77% capacity utilization. Production was affected by equipment issues, maintenance activities, and natural gas supply constraints.

2. Financial Performance:

During FY 2025-26, Revenue from operation is not comparable due to annual turnaround at Bharuch Complex in current FY and at Dahej Complex in Previous FY 2024-25. PBT improved by 35% for the full year mainly due to reduction in input cost. The change in other comprehensive income is attributable to change in the fair market value of both quoted and unquoted investments as well as actuarial assumptions of employee benefit obligations. The revision in both energy and fixed cost is being pursued with the Government at industry level.

The Board of Directors at its meeting held on May 18, 2026 has recommended dividend of ₹ 21/- per Equity Share (i.e. 210%).

SALES

1. Industrial Products:

2. Fertilizers Business:

During the FY 2025-26, our Company has achieved total sales of 6.19 Lakh Metric Tonnes of Urea which was 0.23 Lakh MT lower than previous year (i.e. 6.42 Lakh Metric Tonnes). The lower sales in Urea was due to less production during March 2026 due to geo-political reason/limited supply of feed stock. Sales of Nitro phosphate (20-20-0) stood at 1.73 Lakh Metric Tonnes, which was similar with previous year (i.e., 1.73 Lakh Metric Tonnes). During the FY 2025-26, company continued to serve farming community through “Narmada Khedut Sahay Kendras (NKSKs)”- COCO model retail outlets by providing required agri-inputs both bulk fertilizers & value added non-bulk products along with advisory services.

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STATUTORY REPORTS

DIRECTORS' REPORT 3. (n)Code Solutions – IT Division:

MANAGEMENT DISCUSSION & ANALYSIS FERTILIZERS INDUSTRY – GOVERNMENT POLICY On-Going Projects / New Projects/ Revamp Schemes

DIRECTORS' REPORT

3. (n)Code Solutions – IT Division:

During FY 2025-26, (n)Code Solutions – IT Division continued to deliver a broad spectrum of IT services, including Digital Signature Certificates (DSC), PKI solutions, e-Procurement, e-Governance Solutions and system integration solutions.

The Division recorded a total income of ₹ 95 Crores, reflecting a growth of approximately 19% over ₹ 80 Crores in the previous year. This growth was primarily driven by new project wins in the e-Governance vertical and continued growth in (n)procure services. Profit before Tax (PBT) stood at ₹ 35 Crores, representing an increase of approximately 106% from ₹ 17 Crores in the previous year, attributable to higher revenues while fixed costs remained largely stable.

Key achievements during the year include:

(n)Procure services, extended to all Government of Gujarat departments, recorded its ever-highest revenue of ₹ 42 Crores.

New project wins in the e-Governance vertical - particularly in the education sector for various GoG departments, covering recruitment processes and allied services - contributed the ever-highest revenue of ₹ 13 Crores.

Successful onboarding of MSME Commissioner, Statue of Unity - SOU as a new client.

Going forward, the Division remains focused on expanding its pan-India presence and deepening its footprint in the government and enterprise segments across its product and services portfolio, while continuing to drive digital transformation through advanced and scalable software solutions.

For more details on the Company's operational, sales and financial performance, please refer to Management Discussion & Analysis (MDA).

MANAGEMENT DISCUSSION & ANALYSIS

The Management Discussion & Analysis, as required in terms of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’), forms part of this Annual Report.

FERTILIZERS INDUSTRY – GOVERNMENT POLICY

Government Policies in respect of fertilizers have remained same during the FY 2025-26. Reasonability of MRPs in fertilizer governed through Nutrient Based Subsidy Policy is continued.

The DoF’s initiatives viz. PM-PRANAM-Programme for Restoration, Awareness Generation, Nourishment, and Amelioration of Mother-Earth (for soil health improvement, promoting organic manures and reducing chemical fertilizers) and NAMO DRONE DIDI (bringing technological advancements/improvements in agriculture through women empowerment) have gained momentum during FY 2025-26. Besides, initiatives like ONOF- One Nation One Fertilizer, PMKSK-Pradhan Mantri Kisan Samriddhhi Kendra are being strengthened.

Nutrient Based Subsidy (NBS) was announced on six monthly basis during FY 2025-26. For GNFC’s Nitro phosphate the NBS Subsidy was ₹17,324 per Metric Tonne in first half and ₹18,196 per Metric Tonne during second half of the year.

On-Going Projects / New Projects/ Revamp Schemes

Your Company is continuously looking for the Growth opportunities and has initiated actions for implementation of various Projects as follows:

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Existing On-Going Projects: 1. Ammonia Plant revamp:

Existing On-Going Projects:

1. Ammonia Plant revamp:

At present, Company is producing about 1,950 MTPD Ammonia from both fuel oil and natural gas route after installation of S-300 revamp. It is planned to increase the Ammonia production capacity from 1,950 MTPD to 2,100 MTPD by installation of Ammonia Make-up Gas Convertor Loop [AMUGL], in existing Ammonia Synthesis Loop (ASL). The Project will also increase the reliability of existing ASL.

This will increase Ammonia production by 50,000 MT per annum. Agreement has been signed with M/s. Topsoe, Denmark, the Technology Licensor for providing Basic Engineering Package (BEP) & supply of proprietary equipment & commissioning assistance.

Project shall be executed on EPC basis and is likely to be completed by Second quarter of the FY 2027-28.

2. Coal based Captive Co-Generation Power Plant (CCPP) at Dahej:

The Company has set up 100 MT/Hr capacity gas based Boiler at TDI – II Dahej Complex to meet captive steam requirement, while power is being sourced from DGVCL Grid. There is large variation in gas prices.

The Board of Directors has approved the implementation of coal based Captive Generation Power Plant (CCPP) Project having a capacity to produce 18 MW Power and 150 MT/ Hr. Steam in October 2022, in order to reduce cost of steam and power and to improve reliability of TDI-II Dahej Plant. LSTK Contract has been awarded to M/s. Thyssenkrupp Industries India Private Limited in October 2022.

Engineering, Procurement and Construction activities are progressing and Power Project is expected to be completed by November 2026.

3. Weak Nitric Acid-III (WNA-III)

The Board of Directors has approved the implementation of WNA-III Plant having a capacity of 600 MTPD in August 2024.

LEPC Contract has been awarded to M/s. Thyssenkrupp UHDE India Pvt. Ltd. (tkUIPL) in September 2024.

Engineering, Procurement and Construction activities are progressing and Project is expected to be completed by June 2027.

4. Ammonium Nitrate-II (AN-II) Project:

The Board of Directors have already approved the implementation of AN-II project having capacity of 480 MTPD in November 2025.

EPC Contract has been awarded to M/s. Toyo Engineering India Pvt. Ltd in December 2025.

Engineering, Procurement and Construction activities are progressing and Project is expected to be completed by August 2027.

NEW UPCOMING PROJECTS:

1. New CFBC Boiler:

Your Company is planning to install New CFBC boiler having capacity of 180~200 MT/hr in view of replacement of existing old coal fired Boilers. Board has approved the project on February 10, 2026. Pre-project activity is under progress.

2. New four power lines of 132 KV:

Your Company is planning to install four power lines of 132 KV to improve reliability of GETCO Power supply for GNFC complex, Bharuch site. Board has approved the project on February 10, 2026. Pre-project activity is under progress.

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STATUTORY REPORTS

DIRECTORS' REPORT 3. Upgradation of Effluent Treatment Plant (CETP & NETP):

CREDIT RATING TRANSFER TO RESERVES CORPORATE SOCIAL RESPONSIBILITY (CSR)

DIRECTORS' REPORT

3. Upgradation of Effluent Treatment Plant (CETP & NETP):

Your Company is planning to upgrade existing Effluent Treatment Plant. Board has approved the project on November 05, 2025. Pre-project activity is under progress.

CREDIT RATING

Your Company’s financial discipline and prudence is reflected in the strong credit ratings ascribed by rating agencies. The details of credit rating are disclosed in the Corporate Governance Report, which forms part of this Annual Report.

APPROPRIATIONS

Your Company has registered a Net Profit of ₹ 797.48 Crores for the FY 2025-26. After deducting therefrom ₹ 44.13 Crores, being the re-measurement loss on defined employee benefit plans and, adding thereto ₹ 4,212.95 Crores, being the balance of Statement of Profit & Loss brought forward from previous year, an amount of ₹ 5,054.56 Crores is available for appropriation. Out of this ₹ 264.49 Crores is appropriated towards payment of dividend for the FY 2024-25 and ₹ 300 Crores is transferred to General Reserve. The balance amount of ₹ 4,490.07 Crores is proposed to be carried to Balance Sheet.

TRANSFER TO RESERVES

The Board of Directors has decided to transfer ₹ 350 Crores of profits of FY 2025-26 to General Reserve.

FIXED DEPOSITS

The Company has not invited or accepted any fixed deposits during the year.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

In compliance with the provisions of Section 135 of the Companies Act, 2013, read with the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Company has constituted a Corporate Social Responsibility (CSR) Committee and formulated a CSR Policy. As a responsible corporate, the Company undertakes various societal initiatives directly and through its dedicated CSR arm Narmadanagar Rural Development Society (NARDES), focusing on priority areas outlined in the CSR Policy and Schedule VII of the Act.

The Company’s CSR Policy is accessible on its official website at: https://www.gnfc.in/wp-content/uploads/2021/04/CSR- Policy-Revised_17-05-2021.PDF

As per the provisions of Section 135 of the Companies Act, 2013 (as amended), the statutory amount (i.e. 2% of the average net profits of the last three Financial Years) that was required to be spent by the Company for various CSR activities / projects during the FY 2025-26 was ₹ 22.54 Crores. The Company had actually spent ₹ 5.22 Crores, towards various CSR Activities/Projects during the FY 2025-26 and transferred ₹ 17.32 Crores to Unspent CSR Account of FY 2025-26 as per Section 135(6) of the Companies Act, 2013 (as amended). During the FY 2025-26, no amount (being excess spending of previous FY) was available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social Responsibility Policy) Rules, 2014.

Further, pursuant to Rule 12 of the Companies (Accounts) Rules, 2014, the Company has duly filed Form CSR-2 for FY 2024–25 on October 03, 2025.

The Annual Report on CSR activities, as required under Rule 9 of the Companies (Accounts) Rules, 2014, read with Rule 8 of the Companies (CSR Policy) Rules, 2014, is enclosed as Annexure – A to this Report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

Business Responsibility and Sustainability Report (BRSR) is based on Environment, Social and Governance (ESG)

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norms and Sustainable Development Goals. Your Company has strived to actualize the principles of responsible business conduct in letter and spirit and is conducting its business in a manner that creates shared values for all Stakeholders whilst aiming to achieve the best targets on ESG fronts. The BRSR is appended as Annexure – B forming part of this Report.

RISK MANAGEMENT VIGIL MECHANISM-CUM-WHISTLE BLOWER POLICY

The BRSR is appended as Annexure – B forming part of this Report.

PARTICULARS OF CONTRACT OR ARRANGEMENT MADE WITH RELATED PARTY (IES)

In line with the requirements of the Companies Act, 2013 (‘the Act’) and SEBI Listing Regulations, as amended from time to time, the Company has formulated a Policy on Related Party Transactions (‘RPT Policy’) for identifying, reviewing, approving and monitoring of Related Party Transactions and the same is available on the Company’s website at https://www.gnfc.in/wp-content/uploads/2026/02/Annexure_A_RPT-Policy-GNFC_V1.pdf

All related party transactions entered into during FY 2025-26 were on arm’s length basis and in the ordinary course of business and were reviewed and approved by the Audit Committee. The Audit Committee has granted omnibus approval for RPTs, which are routine and repetitive in nature, based on the criteria approved by the Board of Directors within the overall framework of the said Policy. All RPTs under the omnibus approval are placed before the Audit Committee periodically for its review and approval.

The Company has not entered into any contract or arrangement with related parties, as referred to in Section 188(1) of the Companies Act, 2013 (as amended) during the FY 2025-26. Accordingly, the disclosure of RPTs in Form AOC-2, as required under Section 134(3)(h) of the Companies Act, 2013 (as amended), is not applicable to your Company. Details of Related Party as per Ind AS-24 is given in Note No. 37 to the Standalone Financial Statements.

Requisite details on RPTs have also been furnished in the ‘Report on Corporate Governance’ forming part of this Report.

RISK MANAGEMENT

The Company has in place Risk Management Policy (RMP). Under this Policy, various risks pertaining to Operations & Maintenance of the Plants, financial and other organizational risks are assessed, evaluated and continuously monitored for taking effective steps for its mitigation.

In compliance with Regulation 21 of the SEBI Listing Regulations, the Board of Directors has constituted a Risk Management Committee (RMC) defining its Terms of Reference (ToR). The details as to the constitution of RMC and its major ToR included in the “Report on Corporate Governance” are forming part of this Report.

The Risk Management Report, inter-alia, containing key risk areas and action plans for its mitigation and noteworthy risk management activities carried out by the Company is put up before the Meetings of the Audit Committee, RMC and the Board of Directors, from time to time, for its / their review.

VIGIL MECHANISM-CUM-WHISTLE BLOWER POLICY

The Company has formulated a “Vigil Mechanism-cum-Whistle Blower Policy” for its Directors and Employees to report their genuine concerns, details of which have been furnished in the “Report on Corporate Governance”, forming part of this Report.

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

Pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (‘POSH Act’) and Rules made thereunder, the Company has formed an Internal Committee (‘IC’) for its workplaces to address complaints pertaining to sexual harassment in accordance with the POSH Act.

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STATUTORY REPORTS

DIRECTORS' REPORT Requisite details are furnished in below table:

CONSOLIDATED FINANCIAL STATEMENTS INTERNAL FINANCIAL CONTROLS SYSTEM DIRECTORS’ RESPONSIBILITY STATEMENT

DIRECTORS' REPORT

Requisite details are furnished in below table:

Details of the complaints:

No. of Complaints received during the financial year.

No. of Complaints disposed of during the financial year.

No. of cases pending for more than Ninety (90) days.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

Investment in the equity shares of GACL th

The Board, at its 439 meeting held on February 10, 2026, approved the acquisition of up to 1% of the share capital of Gujarat Alkalies and Chemicals Limited (GACL).

Pursuant to this approval, the Company acquired 7,34,369 equity shares of GACL, for a total consideration of ₹ 36.49 crores.

Following this acquisition, the Company’s shareholding in GACL increased from 2.40% to 3.40% of the total paid-up share capital.

The Company has not made any other investment in other bodies corporate or given any Loan or Guarantee or provided any Security in connection with loan to any other body corporate or person during the FY 2025-26.

CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to Section 129(3)(c) of the Companies Act, 2013 (as amended), read with Regulation 33 of the Securities and Exchange Board of India (Listing Obligations & Disclosure Requirements) Regulations, 2015, as amended (SEBI Listing Regulations), the Company has prepared Consolidated Financial Statements in respect of Associate Company viz. Gujarat Green Revolution Company Limited (GGRCL) for the FY 2025-26 and forms part of this Annual Report.

DETAILS OF SUBSIDIARY / JOINT VENTURES / ASSOCIATE COMPANIES

The Company has an Associate Company viz. Gujarat Green Revolution Company Limited (GGRCL). The Statements containing salient features of Financial Statements are given in Form AOC-1 as Annexure to the Consolidated Financial Statements and the same have not been repeated here for the sake of brevity.

INTERNAL FINANCIAL CONTROLS SYSTEM

The Company has adequate internal financial control system which commensurate with the nature of business, size and complexity of its operations. Details of internal control system and its adequacy are furnished in “Management Discussion & Analysis Report” forming part of this Report.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the provisions of Sections 134(3)(c) read with 134(5) of the Companies Act, 2013 (as amended), your Directors confirm that–

in the preparation of Annual Accounts for the financial year ended March 31, 2026, the applicable Accounting Standards had been followed along with proper explanation relating to material departures, if any;

(ii)

the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at end of the financial year on March 31, 2026 and of the profit of the Company for that period;

(iii) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 (as amended) for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities, if any;

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(iv) the directors had prepared Annual Accounts on a going concern basis; (v)

REPORT ON CORPORATE GOVERNANCE Retirement of Director(s) by Rotation Declaration by Independent Directors

(iv) the directors had prepared Annual Accounts on a going concern basis;

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 (vi) 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.

REPORT ON CORPORATE GOVERNANCE

The Report on Corporate Governance together with the following are attached herewith and form part of this Annual Report:

Declaration by Managing Director regarding compliance of the Company’s Code of Conduct by the Board Members and Senior Management Personnel;

Certificate by Practicing Company Secretary certifying:

(ii)

compliance of the conditions of Corporate Governance by the Company; and that none of the Directors of the Company have been debarred or disqualified from being appointed or continuing as Directors of Companies by the Securities and Exchange Board of India / Ministry of Corporate Affairs or any such Statutory Authority.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Chairman of the Company:

Shri Pankaj Joshi, IAS ceased to be Director and Chairman of the Company consequent upon superannuation from Service of Government of Gujarat w.e.f. October 31, 2025.

Consequently, Shri Manoj Kumar Das, IAS was nominated and appointed as a Director and Chairman of the Company w.e.f. November 01, 2025 by the Govt. of Gujarat (GoG) vide its Letter No: EPCD/0010/11/2025.

Change in Key Managerial Personnel of the Company

Managing Director:

Dr. Thiruvenkadam Natarajan, IAS ceased to be the Managing Director pursuant to the General Administration Department Order No. AIS/35.2025/56/G dated December 23, 2025. He has relinquished the charge of Managing Director of the Company w.e.f. December 29, 2025. However, he continued as Non-Executive Non-Independent Director on the Board of the Company.

Company Secretary & Compliance Officer:

Shri Rajesh Pillai, a qualified Company Secretary, was appointed as the Company Secretary and Compliance Officer of the Company with effect from May 23, 2025.

Retirement of Director(s) by Rotation

In terms of Section 152 of the Companies Act, 2013 (as amended), Dr. T. Natarajan, IAS will retire by rotation at this AGM and being eligible, offers himself for re-appointment.

Declaration by Independent Directors

In terms of Section 149(7) of the Companies Act, 2013 (as amended) and the SEBI Listing Regulations, the Company has received necessary declarations for the FY 2025-26, from all Independent Directors, to the effect that th

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STATUTORY REPORTS

DIRECTORS' REPORT they meet with the criteria of independence as laid down in Section 149(6) of the Companies Act, 2013 (as amended) and Regulation 16(1)(b) of the SEBI Listing Regulations, as amended. Change in Directorate

Change in Directorate PARTICULARS OF EMPLOYEES AND REMUNERATION Statutory Auditor

Change in Directorate

The information relating to change in Directorate during the year is furnished in the ‘Report on Corporate Governance’ forming part of this Report.

Your Directors place on record their deep sense of appreciation for the valuable services rendered by the outgoing Director(s) and take this opportunity to welcome the incoming Director(s).

PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

The Company has carried out annual performance evaluation of the Board, its Committees and Individual Directors in line with the provisions of the Companies Act, 2013 (as amended) and the SEBI Listing Regulations, as amended.

REMUNERATION POLICY FOR DIRECTORS / KEY MANAGERIAL PERSONNEL / SENIOR MANAGEMENT AND OTHER EMPLOYEES

The Company has formulated a Nomination, Remuneration & Evaluation Policy as required under Section 178 of the Companies Act, 2013 (as amended) and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the same is available on the Company’s website at web link https://www.gnfc.in/wp-content/uploads/2025/02/NRC_Policy.pdf. The details of remuneration paid to Directors / Key Managerial Personnel / Senior Management and other employees are furnished in the Report on Corporate Governance, forming part of this Report.

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

As required under Section 134(3)(m) of the Companies Act, 2013 (as amended) read with Rule 8(3) of the Companies (Accounts) Rules, 2014, requisite information on conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is furnished in the enclosed Annexure – C forming part of this Report.

PARTICULARS OF EMPLOYEES AND REMUNERATION

There were 1,971 permanent employees of the Company as of March 31, 2026. The disclosures with respect to the remuneration of Directors and employees as required under Section 197 of the Companies Act, 2013 (as amended) and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (the ‘Rules’) have been appended as Annexure – D, forming part of this Report. Details of employee remuneration as required under the provisions of Section 197 of the Companies Act, 2013 (as amended) and Rules 5(2) and 5(3) of the Rules are available to any Shareholder for inspection on request. If any shareholder is interested in obtaining a copy thereof, such shareholder may write to the Company Secretary, where upon a copy would be sent through email only.

AUDITORS

Statutory Auditor

Pursuant to the provisions of Section 139 and other applicable provisions of the Companies Act, 2013 (as th amended) and relevant Rules made there under, the Shareholders of the Company had at their 45 AGM held on September 23, 2021 appointed M/s. Suresh Surana & Associates LLP, Mumbai, Chartered Accountants (Firm Registration No.: 121750W/W100010), a member firm of RSM International as Statutory Auditors of the Company th for a term of five (5) consecutive years, until conclusion of the forthcoming 50 AGM to be held in the year 2026, on such remuneration as may be determined by the Board of Directors, based on the recommendation of the Audit Committee plus certification fees, applicable taxes and reasonable out of pocket expenses actually incurred by them during the course of Audit.

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In accordance with the provisions of Section 139 and other applicable provisions, if any, of the Companies Act, 2013 and the relevant Rules framed thereunder, it is proposed to appoint M/s. B S R and Co, Chartered Accountants (Firm Registration No.: 128510W), as Statutory Auditor of the Company for a term of five consecutive th th years at the ensuing 50 AGM till the conclusion of 55 AGM, in place of retiring Auditors M/s. Suresh Surana & Associates LLP, Mumbai, Chartered Accountants, a member firm of RSM International. Notes to Financial Statements (Standalone and Consolidated) forming part of Audited Financial Statements for FY 2025-26 are self- explanatory and need no further explanation. The Auditors’ Reports on Audited Financial Statements (Standalone and Consolidated) does not contain any Modified Opinions.

Cost Auditor Secretarial Auditor DIVIDEND DISTRIBUTION POLICY

Notes to Financial Statements (Standalone and Consolidated) forming part of Audited Financial Statements for FY 2025-26 are self- explanatory and need no further explanation. The Auditors’ Reports on Audited Financial Statements (Standalone and Consolidated) does not contain any Modified Opinions.

Cost Auditor

As per Section 148 of the Companies Act, 2013 (as amended) read with the Companies (Cost Records and Audit) Rules, 2014 (as amended), the Company is required to prepare, maintain as well as have the audit of its cost records conducted by a Cost Accountant and accordingly, it has made and maintained such cost accounts and records. The Board of Directors, on the recommendation of the Audit Committee, has appointed M/s. K G Goyal & Associates, Cost Accountants, Jaipur, Rajasthan (Firm Registration No: 000024) as the Cost Auditor of the Company for the FY 2026-27 at a remuneration of ₹ 1,10,000/- (Rupees One Lakh and Ten Thousand only) p.a. plus out of pocket expenses and statutory levies.

M/s. K G Goyal & Associates, have confirmed that they are free from disqualification specified under Section 141(3) and proviso to Section 148(3) read with Section 141(4) of the Act and that the appointment meets the requirements of the Act. They have further confirmed their independent status and an arm’s length relationship with the Company.

The remuneration payable to the Cost Auditor is required to be placed before the Shareholders in General Meeting for ratification. Accordingly, a resolution seeking Shareholders’ ratification for the remuneration payable to M/s. K G th

Goyal & Associates, forms part of the Notice of 50 AGM, forming part of this Annual Report.

Secretarial Auditor

In terms of provisions of Section 204 of the Act and Regulation 24A of SEBI Listing Regulations, CS J. J. Gandhi, of M/s J.J. Gandhi

Co., Practicing Company Secretaries, Vadodara, having Firm Registration Number S1996GJ018900, were appointed as Secretarial Auditors of the Company, for a term of five consecutive years i.e. from FY 2025-26 to FY 2029-30.

M/s J.J. Gandhi & Co. have confirmed they are not disqualified from being appointed as the Secretarial Auditors of the Company and satisfy the prescribed eligibility criteria.

The Secretarial Audit Report in Form MR-3 in respect of Secretarial Audit work carried out by him for the FY 2025- 26 is enclosed at Annexure – E, forming part of this Report. The said Report does not contain any qualification, reservation or adverse remark.

DIVIDEND DISTRIBUTION POLICY

As per Regulation 43A of the SEBI Listing Regulations, Dividend Distribution Policy of the Company inter-alia, setout the various parameters and circumstances that are to be taken into account while determining the distribution of Dividend to the Shareholders and / or retaining profits by the Company. The said Policy is enclosed at Annexure – F, forming part of this Report and the same is also available on the Company’s website at web link https://www.gnfc.in/wp-content/uploads/2024/08/2-Dividend-Distribution-Policy.pdf.

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STATUTORY REPORTS

DIRECTORS' REPORT DETAILS OF FRAUDS, IF ANY, REPORTED BY THE AUDITORS

INVESTOR EDUCATION AND PROTECTION FUND (IEPF)SIGNIFICANT AND MATERIAL ORDERS

DIRECTORS' REPORT

DETAILS OF FRAUDS, IF ANY, REPORTED BY THE AUDITORS

During the year under review, the Statutory Auditors, Cost Auditors and Secretarial Auditors have not reported any instance of fraud committed in the Company by its officers or employees to the Audit Committee under Section 143(12) of the Act, details of which need to be mentioned in this Report.

GENERAL DISCLOSURES

MEETINGS OF THE BOARD AND COMMITTEES THEREOF:

(i) Board Meeting:

Four (4) meetings of the Board of Directors were held during the year.

(ii) Committees of the Board:

Presently, there are Five (5) statutory Committees of the Board:

Audit Committee (AC);
Stakeholders’ Relationship Committee (SRC);
Nomination and Remuneration Committee (NRC);
Corporate Social Responsibility (CSR) Committee;
Risk Management Committee (RMC);

Details of composition of the Board and its Committees, which are mandatorily required to be constituted, major Terms of Reference of these Committees, Meetings held during the year and attendance of Directors at such Meetings are furnished in the ‘Report on Corporate Governance’ forming part of this Report.

All the recommendations made by the Audit Committee were accepted by the Board.

INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

Pursuant to the applicable provisions of the Companies Act, 2013 (as amended), read with the IEPF Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (‘the Rules’), as amended, all unpaid or unclaimed dividends which were required to be transferred by the Company to the IEPF were transferred to IEPF Authority. The Company has also transferred 1,94,435 shares held by 2,915 Shareholders in respect of which dividend amount remained unpaid / unclaimed for a consecutive period of seven years or more to IEPF Authority within stipulated time.

The details of unpaid / unclaimed dividend and the shares transferred to IEPF Authority are available on the Company’s website at web link – https://www.gnfc.in/about-us/share-holders/details-of-dividend-due-for-transferto-iepf/#1616490425105-a659e48f-287b

SIGNIFICANT AND MATERIAL ORDERS

There are no significant or material orders passed by the Regulators or Courts or Tribunals impacting the going concern status of the Company and its operations in future.

DETAILS OF APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016 DURING THE YEAR ALONG WITH THEIR STATUS AS AT THE END OF THE FY 2025-26

During FY 2025-26, there was no application made and no proceeding was pending against the company, under the Insolvency and Bankruptcy Code, 2016.

DETAILS OF ONE-TIME SETTLEMENT WITH BANKS/FINANCIAL INSTITUTIONS

The Company didn’t make one time settlement with banks/financial institutions during the financial year.

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DISCLOSURE ON COMPLIANCE OF SECRETARIAL STANDARDS

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI), New Delhi and approved by the Central Government. DISCLOSURE OF MATERNITY BENEFIT COMPLIANCE

DISCLOSURE OF MATERNITY BENEFIT COMPLIANCE ANNUAL RETURN INDUSTRIAL RELATIONS

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI), New Delhi and approved by the Central Government.

DISCLOSURE OF MATERNITY BENEFIT COMPLIANCE

During F.Y. 2025-26, the Company has complied with all the applicable provisions relating to the Maternity Benefit Act, 1961.

INSURANCE

The properties, insurable assets and interest of the Company such as Buildings, Plant & Machinery and Stocks, amongst others, are adequately insured. As required under the Public Liability Insurance Act, 1991, the Company has also taken necessary insurance cover.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3) (a) of the Companies Act, 2013 (as amended), the Draft Annual Return in Form MGT-7 as on March 31, 2026 is available on the Company’s website at https://www.gnfc.in/wpcontent/uploads/2026/05/MGT-7_25-26_Draft.pdf

INDUSTRIAL RELATIONS

The Industrial Relations within the Company remained cordial and harmonious throughout the year. It has helped the Company to achieve satisfactory performance on Operational and Financial fronts and in achieving targets.

Your Directors place on record their sincere appreciation for the dedicated and committed contributions made by all employees at all levels for the sustainable growth of the Company.

ACKNOWLEDGEMENTS

The Board of Directors wish to place on record their deep sense of gratitude for the kind support and guidance received from the Government of India and the Government of Gujarat. Your Directors also take this opportunity of extending their wholehearted thanks to all our Consumers, Dealers, Customers, Banks, Business Associates, SEBI, NSDL, CDSL, Stock Exchanges and other Agencies for their continued support and co-operation and valued Investors for strengthening their bond with the Company.

Place: Gandhinagar Date: August 05, 2026

For and on behalf of the Board of Directors

Shri Manoj Kumar Das, IAS Chairman DIN: 06530792 th

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STATUTORY REPORTS

DIRECTORS' REPORT ANNEXURE - A Annual Report on CSR Activities for FY 2025-26

DIRECTORS' REPORT

ANNEXURE - A Annual Report on CSR Activities for FY 2025-26

(Pursuant to Section 135 of the Companies Act, 2013 read with Rule 9 of Companies (Accounts) Rules, 2014 and Rule 8 of Companies (Corporate Social Responsibility Policy) Rules, 2014)

1. Brief outline on CSR Policy of the Company:

At Gujarat Narmada Valley Fertilizers & Chemicals Limited (GNFC), Corporate Social Responsibility (CSR) is embedded in the Company's approach towards sustainable and responsible growth. The Company undertakes CSR initiatives with the objective of creating measurable social impact and strengthening community well-being in its areas of operation.

During the year, the Company continued to focus on key thematic areas including education, healthcare, rural development, livelihood enhancement, and women empowerment ensuring that the interventions are need-driven and aligned with broader developmental priorities.

The CSR Policy of the Company, framed in accordance with the provisions of the Companies Act, 2013 and the applicable CSR Rules, provides the guiding framework for selection, implementation, and monitoring of CSR projects and programmes. The detailed CSR Policy is available on the Company's website at: https://www.gnfc.in/wp-content/uploads/2021/04/CSR-Policy-Revised_17-05-2021.PDF

2. Composition of CSR Committee:
Sr. No.
Name of Director

Smt. Gauri Kumar, IAS (Retd.) Prof. Ranjan Kumar Ghosh Shri Bhadresh Mehta i

Dr. N. Ravichandran ii
Shri Ajai Bahadur Khare iii
Dr. T. Natarajan, IAS iv
Shri Rajkumar Beniwal, IAS

Designation /Nature of Directorship Chairperson Member Member Member Member Member Member

Number of meetings of CSR Committee held during the year 02 02 02 00 01 01 02

Number of meetings of CSR Committee attended during the year 02 02 02 00 01 00 02 i. ii. iii. iv.

Dr. N. Ravichandran – Member of the committee from 04-02-2022 to 26-09-2025. Shri Ajai Bahadur Khare – Member of the committee with effect from 10-02-2026. Dr. T. Natarajan, IAS – Member of the committee with effect from 05-02-2025 to 10-02-2026. Shri Rajkumar Beniwal, IAS – Member of the committee with effect from 29-12-2025.

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3. Provide the web-link(s) where Composition of CSR Committee, CSR Policy and CSR Projects approved by the board are disclosed on the website of the Company. A.

3. Provide the web-link(s) where Composition of CSR Committee, CSR Policy and CSR Projects approved by the board are disclosed on the website of the Company.

Composition of the CSR Committee is available on the Company’s website at: https://www.gnfc.in/wp-content/uploads/2026/02/Committee-List.pdf

The CSR Policy is available on the Company’s website at: https://www.gnfc.in/wp-content/uploads/2021/04/CSR-Policy-Revised_17-05-2021.PDF

The details of various CSR projects and activities approved by the Board of Directors of the Company for the financial year 2025-26 are available on the Company’s website at: https://www.gnfc.in/wpcontent/uploads/2025/04/CSR-Annual-Action-Plan-FY-2025-26.pdf

4. Provide the executive summary along with web-link(s) of Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of rule 8, if applicable.

Pursuant to the provisions of Rule 8(3) of the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Company has undertaken impact assessment of its CSR projects through an independent external agency, M/s GPCL Consulting Services Limited.

The impact assessment, inter alia, evaluates the effectiveness of CSR interventions in terms of relevance, efficiency, sustainability, and overall socio-economic impact on the targeted beneficiaries.

The detailed impact assessment report is in the final stage of review. Upon completion, the same will be placed on the Company’s website and disclosed in accordance with the applicable statutory requirements.

D E Average net profit of the Company as per sub-section (5) of section 135. Two percent of average net profit of the Company as per sub-section (5) of section 135. Surplus arising out of the CSR Projects or programmes or activities of the previous financial years. Amount required to be set-off for the financial year, if any. Total CSR obligation for the financial year [(b) + (c)-(d)].

₹1,12,680.94 Lakh

₹ 2,253.62 Lakh

NIL NIL ₹ 2,253.62 Lakh

6. (a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project)- ₹ 500.65 lakh (b) Amount spent in Administrative overheads- ₹ 11.51 lakh (c) Amount spent on Impact Assessment, if applicable- ₹ 9.59 lakh (d) Total amount spent for the Financial Year [(a) + (b) + (c)]- ₹ 521.75 lakh th

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STATUTORY REPORTS

DIRECTORS' REPORT (e) CSR amount spent or unspent for the Financial Year:

DIRECTORS' REPORT

(e) CSR amount spent or unspent for the Financial Year:

Total Amount Spent for the Financial section 135 Year (in ₹)

₹ 521.75 lakh

Amount Unspent (in ₹)

Total Amount transferred to Unspent CSR Account as per sub-section (6) of section 135

Amount transferred to any fund specified under Schedule VII as per second proviso to sub-section (5) of Amount (in ₹)

₹ 1731.87 lakh
Date of transfer
Name of the Fund
NA Amount
Nil

Date of transfer

NA The total expenditure on CSR activities during the Financial Year 2025-26 amounted to ₹ 1,528.16 Lakh, comprising ₹ 521.75 Lakh spent against the CSR obligation for FY 2025-26, ₹ 491.38 Lakh from the unspent CSR amount of FY 2023-24 and ₹ 515.03 Lakh from the unspent CSR amount of FY 2024-25.

(f) Excess amount for set off, if any- Nil

Sr. No.
(iii)
Particular

Two percent of average net profit of the Company as per sub-section (5) of section 135

Total amount spent for the Financial Year

Excess amount spent for the financial year [(ii)-(i)]

Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any

Amount available for set off in succeeding financial years [(iii)-(iv)]

Amount (in ₹)
₹ 2,253.62 Lakh
₹ 521.75 lakh
NIL

7. Details of Unspent Corporate Social Responsibility amount for the preceding three Financial Years:

Amount transferred to Unspent CSR Account under sub -section (6) of section 135 (₹ in Lakh)

2341.87p. 4

Balance Amount in Unspent CSR Account under sub -section (6) of section 135 (₹ in Lakh)

Amount Spent in the Financial Year (₹ in Lakh)

Amount transferred to a fund specified under Schedule VII as per second proviso to sub-section (5) of section 135

Amount (in ₹)
Date of transfer
515.03p. 7

Amount remaining to be spent in succeeding financial year (₹ in Lakh)

Deficiency, if any
Nil
Nil
Nil

It includes interest accrued/ received on the unspent amount deposited in bank, which will be spent for the purpose of CSR only.

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8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the Financial Year: No If yes, enter the number of Capital assets created / acquired Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:

Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year:

Sr No.

Short particulars of the property asset(s) [including complete address and location of the property]

Pin code of the property or asset(s)

Date of creation

Amount of CSR amount spent

Details of entity / Authority /beneficiary of the registered owner

CSR Registration Number, if applicable

Name

Registered Address

(All the fields should be captured as appearing in the revenue record, flat no, house no, Municipal Office/Municipal Corporation/ Gram Panchayat are to be specified and also the area of the immovable property as well as boundaries)

9. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per section 135(5)-

As per the provisions of Section 135 of the Companies Act, 2013, the statutory amount (i.e., 2% of the average net profits of the last three Financial Years) that was required to be spent by the Company for various CSR activities during the Financial Year 2025-26 was ₹ 2,253.62 Lakh. The Company had spent ₹ 521.75 lakh towards various CSR activities during the Financial Year 2025-26. ₹ 1731.87 lakh pertaining to ongoing projects were transferred to the Unspent Corporate Social Responsibility (CSR) Account of GNFC for FY 2025-26. In this manner, GNFC had met its obligation under Section 135 of the Companies Act, 2013.

Shri Rajkumar Beniwal, IAS DIN: 07195658 (Managing Director)

Smt. Gauri Kumar, IAS, (Retd.) DIN: 01585999 (Chairperson - CSR Committee)

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STATUTORY REPORTS

DIRECTORS' REPORT ABSTRACT FOR CSR ANNUAL REPORT FY 2025-26

DIRECTORS' REPORT

ABSTRACT FOR CSR ANNUAL REPORT FY 2025-26

In FY 2025-26, GNFC continued to advance its Corporate Social Responsibility (CSR) initiatives with a clear focus on creating sustainable and inclusive impact. The Company remained committed to addressing key development needs of communities through structured and outcome-oriented interventions.

CSR efforts during the year were concentrated across priority areas including education, healthcare, rural development, skill development, livelihood generation, and women empowerment. The initiatives were designed to enhance access, improve service delivery, and enable long-term community development.

GNFC adopted a collaborative approach, working with implementation partners and local institutions to strengthen programme delivery and expand outreach. Emphasis was placed on capacity building and promoting self-reliance at the community level.

The Company continued to strengthen its monitoring and evaluation framework, including undertaking independent impact assessments of selected CSR projects, to enhance effectiveness and ensure accountability.

GNFC remains committed to driving responsible growth by creating measurable social values and contributing to the development of resilient and empowered communities.

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ANNEXURE - B BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING SECTION A: GENERAL DISCLOSURES I. Details of the listed entity

ANNEXURE - B BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING SECTION A: GENERAL DISCLOSURES

I. Details of the listed entity

Sr. No. 1

Required Information Corporate Identity Number (CIN) of the Listed Entity Name of the Listed Entity Year of incorporation Registered office address Corporate address E-mail Telephone Website Financial year for which reporting is being done Name of the Stock Exchange(s) where shares are listed Paid-up Capital (in ₹) Name and contact details (telephone, email address) of the person who may be contacted in case of any queries on the BRSR report Reporting boundary - Are the disclosures under this report made on a standalone basis (i.e. only for the entity) or on a consolidated basis (i.e. for the entity and all the entities which form a part of its consolidated financial statements, taken together). Name of Assurance Provider Type of Assurance obtained

L24110GJ1976PLC002903

Gujarat Narmada Valley Fertilizers & Chemicals Limited 1976 P.O.: Narmadanagar - 392015, District: Bharuch, Gujarat P.O.: Narmadanagar - 392015, District: Bharuch, Gujarat [email protected] (02642) 247001, 247002 http://www.gnfc.in/ April 1, 2025 - March 31, 2026

National Stock Exchange of India Limited and BSE Limited Equity Share Capital of ₹ 146.94 crores Rajesh Pillai Company Secretary 02642-203405 [email protected] Disclosures under this report are made on Standalone Basis

Not Applicable as per SEBI’s criteria Not Applicable

II. Products / Services

16. Details of business activities (accounting for 90% of the turnover): Sr. No.

Description of Main Activity

Description of Business Activity

Chemical segments

GNFC has established a core setup for chemicals and Petrochemicals Plants such as Methanol, Formic Acid, Acetic Acid, Toluene Di- Isocyanate (TDI), Technical Grade Urea (TGU), Weak Nitric Acid, Concentrated Nitric Acid, Ethyl Acetate, Aniline and Ammonium Nitrate. GNFC is the only producer of Acetic Acid and Formic Acid in India and has the largest single-stream Aniline plant in India. It is the only manufacturer of Toluene Di–Isocyanate (TDI) in Southeast Asia and the Indian Sub- Continent.

% of Turnover of the entity
63.03% th
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STATUTORY REPORTS

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 2

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

Fertilizers segment

This segment began with the establishment of one of the largest single-stream Ammonia Urea Plants. It includes the manufacturing of Urea and Ammonium Nitro phosphate, which was being marketed under the brand 'Narmada' till Dec 2022. Thereafter these are being marketed under brand 'Bharat' as mandated by GoI under “One Nation One Fertilizer” (ONOF) Initiative-under Pradhanmantri Bhartiya Janurvarak Pariyojna (PMBJP) subsidy scheme.

17. Products/Services sold by the entity (accounting for 90% of the entity's Turnover): Sr. No.

Product / Service
Ammonium Nitro Phosphate
NIC Code
% of total Turnover contributed 96%p. 2
Neem Coated Urea
24123p. 3
Acetic Acid
AN Melt
20123p. 5
Aniline
Concentrated Nitric Acid
Weak Nitric Acid
Ethyl Acetate
Formic Acid
Methanol
Toluene Di-lsocynate (TDI)
Technical Grade Urea (TGU)
III. Operations

18. Number of locations where plants and/or operations/offices of the entity are situated: Location

Number of plants
Number of offices
Nationalp. 2
International
Totalp. 7

19. Market Served by the entity: a.

Number of locations
Locations
National (No. of States)
International (No. of Countries)

What is the contribution of exports as a percentage of the total turnover of the entity?

Numberp. 27
0.44% th
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c. A brief on type of customers

A brief on type of customers

The Company's operations are structured across three principal business segments: the Fertilizer Segment, the Industrial Products Segment, and the Information Technology and Digital Services Segment through its division, (n)Code Solutions. The Fertilizer Segment addresses a broad and diverse customer base, including agricultural federations, agro based industries, cooperatives, private distributors, institutional buyers, and individual cultivators. Through its product offerings, the segment plays a significant role in strengthening the agricultural ecosystem, enhancing farm productivity, and contributing to the economic upliftment of rural communities. The Industrial Products Segment primarily operates on a business-to-business model, catering to a wide range of customers comprising micro, small and medium enterprises (MSMEs), large industrial organizations, government bodies, public sector enterprises, and small-scale manufacturing units. By supplying critical industrial inputs and raw materials, the segment facilitates industrial development and supports the growth of downstream industries across multiple sectors. The (n)Code Solutions division caters to a diverse customer base including individuals, corporates, government departments, and public sector entities, providing digital signature certificates, secure online transaction solutions, e-procurement services, and managed IT and cybersecurity services to support their digital and operational requirements.

IV. Employees

20. Details as at the end of Financial Year:

a. Employees and workers (including differently abled): Sr. No.

Particulars

Total (A)

Permanent (D) Other than Permanent (E) Total employees (D+E)

Permanent (F) Other than Permanent (G) Total workers (F+G)

Employees 1971 393 2364 Workers
Male
No.(B)

95% 95% b. Differently abled Employees & workers: Sr. No.

Particulars

Permanent (D) Other than Permanent (E) Total differently abled employees (D+E)

Permanent (F) Other than Permanent (G) Total differently abled workers (F+G)

Total (A)

No.(B) Differently Abled Employees 8 1 9

Differently Abled Workers
Male
Female No.(C)%
Female
No.(C)
0% 0% th
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STATUTORY REPORTS

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 21. Participation/Inclusion/Representation of women:

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING
21. Participation/Inclusion/Representation of women:
Particulars
Board of Directors Key Management Personnel
Total (A) 10 3
No. (B) 1 0

No. and percentage of Females % (B / A) 10% 0%

22. Turnover rate for permanent employees and workers (Disclose trends for the past 3years) FY 2025-26 (Turnover rate in current FY)

FY 2024-25 (Turnover rate in previous FY)

FY 2023-24 (Turnover rate in the year prior to the previous FY)

Permanent Employees Permanent Workers
Male
Female
To tal
Male
Female
Total
Male
Female
Total

V. Holding, Subsidiary and Associate Companies (including joint ventures) 23. (a) Name of holding / subsidiary / associate companies / joint ventures Sr. No.

Name of the holding / subsidiary / associate companies / joint ventures (A)

Indicate whether holding/ Subsidiary/ Associate/ JointVenture

% of shares held by listed entity

Gujarat Green Revolution Company Limited

Associate Company

Does the entity indicated at column A, participate in the Business Responsibility initiatives of the listed entity? (Yes/No)

No VI. CSR Details 24 (I) Whether CSR is applicable as per section 135 of Companies Act, 2013(Yes/No) Yes

(ii) Turnover (in ₹)
(iii) Net worth (in ₹)
₹ 7,773 Crores

₹ 8,981 Crores

VII. Transparency and Disclosure Compliances 25. Complaints/Grievances on any of the principles (Principles 1to 9) under the National Guidelines on Responsible Business Conduct: Stakeholder group from whom complaint is received

Grievance Redressal Mechanism in Place (Yes/No) (If Yes, then provide web link for grievance redress policy)

FY 2025-26 (Current Financial Year)

Number of complaints filed during the year

Number of complaints pending resolution at close of the year

Remarks

FY 2024-25 (Previous Financial Year)

Number of complaints filed during the year

Number of complaints pending resolution at close of the year

Remarks

Communities

Yes A mechanism is in place to interact with community leaders to understand & address their concerns, if any.

Nil
Nil
Nil
Nil
Nil
Nil th
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Investors (other than shareholders)

Shareholders Employees and workers

Shareholders
Employees and workers
Customers

Value Chain Partners Other (Total)

Yes A mechanism is in place to identify, understand, and address any concerns that may arise. Yes Shareholders can register their grievances on SCORES Portal at https:// scores.sebi. gov.in/and on ODR Portal at https:// smartodr.in/ Yes https://www .gnfc.in/cod e-ofconductspolicies/ Yes A mechanism is in place to identify, understand, and address any concerns that may arise. Yes

A Yes mechanism is in place to identify, understand, and address any concerns that may arise.

Nilp. 83
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nilp. 1
NILp. 91
NIL
NIL
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil
Nil

Note: The number of complaints reported under shareholders primarily consists of queries or information requests, rather than actual grievances.

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STATUTORY REPORTS

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 26. Overview of the entity's material responsible business conduct issues Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters that present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or mitigate the risk along-with its financial implications, as per the following format

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

26. Overview of the entity's material responsible business conduct issues Please indicate material responsible business conduct and sustainability issues pertaining to environmental and social matters that present a risk or an opportunity to your business, rationale for identifying the same, approach to adapt or mitigate the risk along-with its financial implications, as per the following format

Sr. No.

Material issue identified

Reducing Carbon footprint by using renewable energy

Climate Change
Indicate whether risk or opportunity (R/O)
Opportunity
Risk

Rationale for identifying the risk / opportunity

In case of risk, approach to adapt or mitigate

GNFC is progressively enhancing the proportion of renewable energy in its overall energy mix while systematically reducing dependence on conventional fossil-based sources, thereby contributing meaningfully to the reduction of its carbon footprint. This strategic shift not only improves operational efficiency through cost optimisation but also strengthens the Company’s positioning as a responsible and sustainability -driven organisation.

The Company is exposed to environmental risks arising from climate change, including challenges such as water scarcity and the increasing frequency of extreme weather events. These factors have the potential to disrupt operations and may adversely affect longterm business continuity and stability.

GNFC is steadily advancing the integration of renewable energy within its operations. Nearly 42% of the plant area has been developed as a green belt, including a dedicated Oxygen Park. Additionally, the Company has been identified as a Designated Consumer (DC) under the Perform, Achieve and Trade (PAT) Scheme, under which multiple energy efficiency and conservation

Financial implications of the risk or opportunity (Indicate positive or negative implications)

Positive. The shift towards renewable energy sources enables the Company to optimise energy expenditure over the long term while simultaneously reinforcing investor trust and confidence in its sustainabilitydriven growth strategy.

Negative. . The implications of climate change may result in interruptions to operations and necessitate additional investments in mitigation and resilience -building infrastructure , thereby increasing overall costs.

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3 Water Consumpti o n

Water Consumpti o n

Risk

Waste management

Risk initiatives are being implemented. A range of strategic measures has also been adopted to minimise potential operational disruptions.

As a producer of fertilizers and chemical products, the Company’s operations are inherently water-intensive and depend significantly on the availability of freshwater resources, exposing it to risks such as water scarcity arising from climatic variations, including extreme weather events, as well as reliance on local water sources, which may pose challenges to operational continuity and adversely impact its ability to maintain stable production levels over the long term.

Waste generation exposes the Company to regulatory compliance risks and may contribute to increased operating costs. As a chemical and fertilizer manufacturer, its operations generate hazardous waste that may pose environmental concerns if not managed effectively.

The Company has undertaken initiatives to enhance water sustainability , including the installation of 55 groundwater recharge wells within its green belt to support aquifer replenishment during the monsoon season, along with the development of a concrete reservoir for water storage. It has also established targets aimed at reducing overall water consumption in the forthcoming year.

GNFC ensures responsible handling of hazardous waste through systematic collection and storage at designated facilities. Waste management practices are aligned with the requirements of the Consolidated (CC&A) Consent & Authorization issued by the Gujarat Pollution Control Board (GPCB) and comply with the Hazardous and Other Wastes (Management and Transboundary Movement) Rules, 2016, as amended.

Negative. Increasing water scarcity may lead to higher operational costs due to greater reliance on alternative water sources.

Negative.

Failure to comply or inefficiencies in waste management practices may result in regulatory penalties & elevated disposal- related costs.

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 5

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING
Occupational Health & Safety
Risk
Protection of employment

Risk labour rights

The Company’s operations involve inherent occupational health and safety risks, which may expose employees and workers to various workplace hazards.

The Company is exposed to reputational and regulatory risks arising from any reported instances of noncompliance with ethical labour standards, which may also attract penalties from regulatory authorities.

The Company has established a comprehensive Occupational Health and Safety Management System aimed at preventing workplace incidents and ensuring a safe working environment. This system is continuously strengthened to mitigate and, where possible, eliminate operational risks. For additional details, refer to Principle 3.

GNFC has instituted a structured framework of policies and processes focused on employee welfare and fair labour practices. A formal grievance redressal system is in place to facilitate prompt and equitable resolution of concerns, complemented by initiatives such as a digital suggestion platform to encourage employee participation in continuous improvement. Additionally, an established industrial relations mechanism enables workers to channel concerns through recognised union forums. The Company maintains strict adherence to all applicable labour laws and statutory requirements.

Negative. Workplace incidents or lapses in safety measures may result in compensation liabilities and increased insurancerelated costs.

Negative. Breaches of labour regulations may lead to statutory sanctions and could adversely affect the Company’s reputation and stakeholder confidence.

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7 Human rights

Human rights

Risk

Incidents involving human rights violations may expose the Company to statutory penalties and could adversely affect its reputation.

GNFC has instituted strong governance frameworks and control mechanisms aimed at preventing violations. It has adopted comprehensive corporate policies, including the Whistleblower Policy, POSH Policy, and Business Responsibility Policy, which guide the implementation of rigorous oversight and vigilance measures to safeguard human rights.

Negative.

Any breach of human rights standards may result in regulatory action and could negatively impact the Company’s brand and stakeholder perception.

Compliance management
Risk
Business ethics

Risk

Non-adherence to statutory requirements may expose the Company to financial penalties and could also result in reputational risks.

Unethical business conduct may adversely impact the Company’s reputation and stakeholder perception.

GNFC has established a structured compliance framework to monitor and ensure adherence to applicable regulatory obligations.

Negative. Any non-compliance may lead to penalties, additional legal expenditures, and potential reputational harm.

GNFC has instituted key governance frameworks, including the Whistle Blower Policy, POSH Policy, and a formal Code of Conduct, to promote ethical practices across its operations.

Negative. Breaches of ethical standards may result in regulatory action, disruption of business relationships, and a decline in stakeholder trust.

Talent attraction, Training and development

Customer Retention

Opportunity

To maintain competitiveness and support sustained growth and operational efficiency, GNFC focuses on attracting high-quality talent, continuously enhancing employee capabilities, and fostering strong workforce engagement.

Opportunity

Sustained customer retention enables GNFC to optimise costs related to acquiring new customers, while also strengthening long-term relationships and enhancing brand advocacy.

Positive. Investment in talent development improves workforce productivity and helps optimise costs associated with employee attrition.

Positive Higher customer retention contributes to consistent revenue streams and lowers customer acquisition costs.

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING SECTION B: MANAGEMENT AND PROCESS DISCLOSURES

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

SECTION B: MANAGEMENT AND PROCESS DISCLOSURES

This section is aimed at helping businesses demonstrate the structures, policies and processes put in place towards adopting the NGRBC Principles and Core Elements.

Disclosure Questions Policy and management processes 1 a.

Whether your entity’s policy/policies cover each principle and its core elements of the NGRBCs. (Yes/No)

Has the policy been approved by the Board? (Yes/No)

Web Link of the Policies, if available Whether the entity has translated the policy into procedures. (Yes / No) Do the enlisted policies extend to your value chain partners? (Yes/No) Name of the national and international codes/ certifications/ labels/ standards (e.g. Forest Stewardship Council, Fairtrade, Rainforest Alliance, Trustee) standards (e.g. SA 8000, OHSAS, ISO, BIS) adopted by your entity and mapped to each principle.

Specific commitments, goals and targets set by the entity with defined timelines, if any.

Performance of the entity against the specific commitments, goals and targets along-with reasons in case the same are not met.

Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y GNFC is certified with ISO 9001:2015, ISO 14001:2015, ISO 45001:2018 and ISO 50001:2018

Kindly refer to the Note 1
Kindly refer to the Note 1
Governance, leadership and oversight

Statement by director responsible for the business responsibility report, highlighting ESG related challenges, targets and achievements (listed entity has flexibility regarding the placement of this disclosure)

GNFC remains committed to conducting its business in a responsible, sustainable, and ethical manner by integrating Environmental, Social, and Governance (ESG) principles into its operations and long-term strategy. As a leading fertilizer and chemicals company, we recognize the growing challenges associated with climate change, resource management, process safety, and evolving stakeholder expectations. Accordingly, we continue to strengthen our approach towards sustainable growth, operational excellence, and long-term resilience. During FY 2025–26, the Company further advanced its sustainability agenda through initiatives focused on renewable energy adoption, energy efficiency enhancement, waste recovery, water conservation, and biodiversity preservation. GNFC continued to strengthen its green belt development programmes, groundwater recharge initiatives, and circular economy practices, including wastewater recycling, reuse of process materials, and responsible waste management.

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8 9

Details of the highest authority responsible for implementation and oversight of the Business Responsibility policy (ies).

Does the entity have a specified Committee of the Board/ Director responsible for decision making on sustainability related issues? (Yes / No). If yes, provide details.

Health and safety remained a key priority across all operations. The Company strengthened its Occupational Health and Safety Management System in line with ISO 45001:2018 through regular training programmes, emergency preparedness drills, HAZOP studies, safety audits, and workplace safety initiatives. GNFC also continued to foster a strong safety culture through active employee participation, awareness campaigns, and continuous improvement initiatives across its operational locations.

The Company remained committed to upholding high standards of corporate governance, employee welfare, human rights, and stakeholder engagement while ensuring compliance with all applicable regulatory requirements. Through various Corporate Social Responsibility (CSR) initiatives focused on healthcare, education, livelihood enhancement, rural development, and community well-being, GNFC continued to contribute towards inclusive and sustainable socio-economic growth.

The Company also demonstrated its commitment towards national priorities and responsible corporate citizenship during the period under review. In the wake of geopolitical disruptions affecting global supply chains, GNFC proactively enhanced production of critical industrial inputs, including Technical Grade Urea (TGU) required for Diesel Exhaust Fluid (DEF) used in BS-VI compliant vehicles and Ammonium Nitrate for the mining sector, thereby supporting uninterrupted operations of key industries and contributing towards national supply security. The Company also implemented process optimization and waste heat recovery initiatives to enhance production efficiencies and improve resource utilization. These efforts reflect GNFC's continued commitment to placing the broader interests of the nation, industry, and society at the forefront while ensuring sustainable and responsible business operations.

As we move forward, GNFC will continue to focus on enhancing operational efficiency, strengthening climate resilience, conserving natural resources, and embedding ESG considerations more deeply across its business operations and value chain. This Business Responsibility and Sustainability Report reflects our unwavering commitment to responsible business conduct, transparency, accountability, and sustainable value creation for all stakeholders.

The Managing Director, operating under the strategic direction and oversight of the Board of Directors and its Committees, shall lead and oversee the execution of the Company’s policies, strategic objectives, and sustainability programs, ensuring full adherence to applicable corporate governance norms and best practices.

The Company has constituted a “Risk Management Committee” of Directors to provide strategic oversight and direction in relation to enterprise-wide risks. The Committee plays a critical role in ensuring that health, safety, sustainability, and other key risk considerations are appropriately embedded into the Company’s core business strategies and decision-making processes. Through systematic risk identification, assessment, and mitigation, the Committee enhances the Company’s long-term resilience, stability, and sustainable growth trajectory.

Members of Risk Management Committee Prof. Ranjan Kumar Ghosh Smt. Gauri Kumar, IAS (Retd.) Shri Ajai Bahadur Khare Shri Rajkumar Beniwal, IAS Shri D. V. Parikh

Designation Chairman of the Committee, Independent Director Non-Executive - Independent Director, Member Non-Executive - Independent Director, Member Managing Director, Member ED & CFO

DIN 08551618 01585999 07416463 07195658 07653680 th

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STATUTORY REPORTS

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 10. Details of Review of NGRBCs by the Company:

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

10. Details of Review of NGRBCs by the Company:

Subject of Review

Indicate whether review was undertaken by Director / Committee of the Board/ Any other Committee

Frequency (Annually/ Half yearly/ Quarterly/ Any other – please specify)

Performance against above policies and follow up action

Compliance with statutory requirements of relevance to the principles, & rectification of any non-compliances

GNFC’s Business Responsibility policies are subject to periodic review by the Senior Management Team, or more frequently as required. These reviews evaluate the effectiveness of the policies, and necessary revisions or improvements to the policies and associated procedures are undertaken accordingly

GNFC complies with all applicable regulatory requirements. A Statutory Compliance Certificate, covering adherence to relevant laws, is submitted by the Company Secretary to the Board of Directors.

11. Has the entity carried out independent assessment / evaluation of the working of its policies by an external agency? (Yes/No). If yes, provide name of the agency

P9 GNFC conducts periodic internal evaluations of its Charters and Policies through the Senior Management Team and relevant Board Committees. These reviews inform the development and execution of policies, initiatives, and performance objectives pertaining to Business

Responsibility and Sustainability.

12. If answer to question (1) above is “No” i.e. not all Principles are covered by a policy, reasons to be stated: Questions

P1
P2
P3
P4
P5
P6
P7
P8 a.

The entity does not consider the principles material to its business (Yes/No)

P9 b.

The entity is not at a stage where it is in a position to formulate and implement the policies on specified principles (Yes/No)

The entity does not have the financial or/human and technical resources available for the task (Yes/No)

Not Applicable.

GNFC has established its policies in alignment with the nine principles of the National Guidelines on Responsible Business Conduct (NGRBC). For further details, please refer to the response to Question 1 in Section B of this report.

It is planned to be done in the next financial year (Yes/No)

Any other reason (please specify)

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Principles

Principle 1 Commitments/Goals Enhance awareness of quality, environment, safety, health, and energy related issues through regular in-house and external training programmes.

Principle 1 Principle 6

Principle 1

Commitments/Goals Enhance awareness of quality, environment, safety, health, and energy related issues through regular in-house and external training programmes.

Principle 2

Foster mutually beneficial supplier relationships through the development of new vendors.

Improve safety and health performance by reducing the number of accidents within Company premises.

Principle 3

Minimise fire incidents through strengthened safety protocols.

Reduce incidents of chemical leakage and toxic gas release to safeguard workplace health & safety.

Principle 4

Engage with stakeholders periodically to strengthen confidence and trust in the Company’s operations.

Principle 5

Principle 6

Uphold and promote human rights by fostering a safe, secure, & healthy work environment for all employees.

Expand green belt development through plantation initiatives within GNFC premises.

Performance FY26 Conducted 118 training programmes for employees and 116 training programmes for workers covering environment, safety, energy conservation, occupational health, management development, motivation, and skill development.

POSH, Implemented sustainable sourcing practices with 100% of inputs sourced through established procedures and continued supplier engagement through the Vendor Registration Portal and Supplier Code of Conduct

Maintained an excellent safety performance with zero fatalities and no high-consequence injuries, while fostering a strong safety culture through timely reporting, thorough investigations, and effective implementation of corrective and preventive actions to continuously enhance workplace safety.

Targets FY27 Continue strengthening employee awareness on quality, environment, safety, health, and energy management through structured internal and external capacity building programmes.

Expand and strengthen sustainable supplier partnerships through onboarding and development of new vendors.

Continue efforts to strengthen occupational health and safety performance by minimising workplace accidents and incidents.

Conducted regular fire drills and awareness programmes and maintained a well-equipped firefighting system. No fatal fire incidents were reported during FY26.

Strengthened process safety through HIRA, HAZOP studies, permit to work systems and emergency preparedness mechanisms. No major incidents relating to chemical leakage or toxic gas release were reported.

Continued periodic engagement with employees, farmers, customers, regulators, communities, logistics partners and suppliers through meetings, reviews and feedback mechanisms.

Reinforce fire prevention and emergency preparedness measures to further reduce fire related incidents.

Strengthen process safety controls to minimize incidents related to chemical leakage and toxic gas emissions.

Continue periodic stakeholder engagement initiatives to strengthen transparency, trust, and long-term relationships.

Maintained zero incidents related to discrimination, child labour, forced labour, wages, sexual harassment and other human rights issues during FY26.

Continued biodiversity enhancement and maintained nearly 42% of plant area under green belt, including the Oxygen Park.

Continue promoting human rights and employee wellbeing through a safe, inclusive, and healthy workplace environment.

Enhance green belt development through additional plantation and biodiversity improvement initiatives across GNFC premises.

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING Strive to reduce lube oil consumption compared to the previous reporting year.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

Strive to reduce lube oil consumption compared to the previous reporting year.

Principle 6

Work towards reducing total water consumption in comparison to FY 2024–25.

Continued operational efficiency initiatives and monitoring practices aimedat optimizing lube oil consumption.

Reduced total water consumption from 15.56 million KL in FY25 to 15.02 million KL in FY26.

Principle 7

Principle 8

Achieve a reduction in specific power consumption across production processes compared to FY 2024–25.

Reduce total lighting energy consumption compared to FY 2024–25.

Ensure responsible and transparent participation in public and regulatory policy initiatives.

Increase local procurement to support sustainable development & strengthen local communities.

Improved energy efficiency with energy intensity in terms of physical output decreasing from 7.50 to 7.20 GJ per tonne of production.

Continued replacement of conventional lighting with energy efficient LED fixtures across plant and township areas.

Continued participation through industry associations and trade bodies with affiliations to ten industry associations.

Increased procurement within India to 86.31% compared to 70.14% in FY25, supporting domestic suppliers and communities.

Principle 9

Strive to achieve zero customer complaints relating to product quality and packaging across all product lines.

Achieved zero complaints related to product quality, packaging, delivery, unfair trade practices, advertising and data privacy during FY26.

Work towards optimizing lube oil consumption through improved operational efficiency and monitoring practices.

Continue implementing water conservation initiatives to further optimize overall water consumption.

Improve energy efficiency across production processes to reduce specific power consumption.

Enhance energy conservation measures aimed at reducing lighting related energy consumption.

Continue responsible and transparent participation in relevant public and regulatory policy advocacy initiatives.

Further enhance local procurement practices to support regional economic development and community empowerment.

Maintain focus on product quality and packaging excellence with the objective of minimising customer complaints across product lines.

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SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE PRINCIPLE 1: Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and Accountable. Essential Indicators

SECTION C: PRINCIPLE WISE PERFORMANCE DISCLOSURE PRINCIPLE 1: Businesses should conduct and govern themselves with integrity, and in a manner that is Ethical, Transparent and Accountable.

Essential Indicators

1. Percentage coverage by training and awareness programmes on any of the Principles during the financial year:

Segment

Total number of training and awareness programmes held

Topics / principles covered under the training and its impact

% age of persons in respective category covered by the awareness programmes

Board of Directors

Training and awareness programmes were conducted on the nine (9) Principles of NGRBC.

Key Managerial Personnel
Employees
Workers

Training and awareness programmes were conducted on the nine (9) Principles of NGRBC.

Environment, Safety, Energy Saving, Occupational Health, Management

Development, POSH, Motivational, Skill development related Programs Environment, Safety, Energy Saving, Occupational Health, Management

Development, POSH, Motivational, Skill development related Programs

2. Details of fines / penalties /punishment/ award/ compounding fees/ settlement amount paid in proceedings (by the entity or by directors / KMPs) with regulators/ law enforcement agencies/ judicial institutions, in the financial year, in the following format (Note: the entity shall make disclosures on the basis of materiality as specified in Regulation 30 of SEBI (Listing Obligations and Disclosure Obligations) Regulations, 2015 and as disclosed on the entity’s website):

Penalty/ Fine Settlement Compounding fee
Imprisonment Punishment
NGRBC Principle
NGRBC Principle

Monetary Name of the regulatory/ enforcement agencies/ judicial institutions

Non- Monetary Name of the regulatory/ enforcement agencies/ judicial institutions NIL NIL

Amount (In INR)
Brief of the Case
Has an appeal been preferred? (Yes/No)
Brief of the Case

Has an appeal been preferred? (Yes/No) NIL NIL

3. Of the instances disclosed in Question 2 above, details of the Appeal/ Revision preferred in cases where monetary or non-monetary action has been appealed.

Case Details

Name of the regulatory/ enforcement agencies/ judicial institutions

Not Applicable. GNFC has not received any form of fine/ penalties/ punishment/ award/ compounding fees against any of the NGRBC Principles for the reporting period.

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-link to the policy.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

4. Does the entity have an anti-corruption or anti-bribery policy? If yes, provide details in brief and if available, provide a web-link to the policy.

GNFC has established and operationalized a comprehensive Business Responsibility Policy that embeds robust principles on anti-corruption and anti-bribery. The policy is applicable across all areas of operations and is anchored in the Company’s commitment to ethical conduct, transparency, and accountability. GNFC adheres to all applicable legal and regulatory requirements and maintains a zero-tolerance approach towards corrupt, unethical, or anticompetitive practices.

To reinforce this framework, GNFC has instituted a Whistleblower Policy along with a Vigil Mechanism, enabling stakeholders to report concerns related to unethical behavior, suspected fraud, or violations of the Code of Conduct and internal policies through a formal and structured channel.

The Business Responsibility Policy is accessible at: https://www.gnfc.in/wp-content/uploads/2021/04/GNFC-BRPolicy2017.pdf

5. Number of Directors/KMPs/employees/workers against whom disciplinary action was taken by any law enforcement agency for the charges of bribery/ corruption:

Directors KMPs Employees Workers

FY 2025-26 (Current Financial Year) NIL NIL NIL NIL

FY 2024-25 (Previous Financial Year) NIL NIL NIL NIL

6. Details of complaints with regard to conflict of interest:

Number of complaints received in relation to issues of Conflict of Interest of the Directors

Number of complaints received in relation to issues of Conflict of Interest of the KMPs

FY 2025-26 (Current Financial Year)
Number
Remarks
NIL
NIL
NIL
NIL
FY 2024-25 (Previous Financial Year)
Number
Remarks
NIL
NIL
NIL
NIL

7. Provide details of any corrective action taken or underway on issues related to fines / penalties / action taken by regulators/ law enforcement agencies/ judicial institutions, on cases of corruption and conflicts of interest. Not Applicable. GNFC has not incurred any fines, penalties, punishments, awards, or compounding fees in relation to any of the NGRBC Principles during the reporting period. Accordingly, no corrective actions are required or underway with respect to regulatory or legal matters, including cases pertaining to corruption or conflicts of interest.

8. Number of days of accounts payables ((Accounts payable *365) / Cost of goods/services procured) in the following format:

FY 2025-26 (Current Financial Year)
FY 2024 -25 (Previous Financial Year)
Number of days of accounts payable
28.16 th
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9. Open-ness of-business Provide details of concentration of purchases and sales with trading houses, dealers, and related parties along-with loans and advances & investments, with related parties, in the following format: Parameter Concentration of Purchases

Concentration of Purchases Concentration of Sales Leadership Indicators Topics / principles covered under the training in which they have a direct

Concentration of Purchases

Metrics a. Purchases from trading houses as % of total purchases b. Number of trading houses where purchases are made from FY 2025-26 (Current Financial Year)

FY 2024 -25 (Previous Financial Year)

Concentration of Sales

Shares of RPTs in c. Purchases from top 10 trading houses as % of total purchases from trading houses a. Sales to dealers/ distributors as % of total sales b. Number of dealers / distributors to whom sales are made c. Sales to top 10 dealers/distributors as % of total sales to dealers / distributors a. Purchases (Purchases with related parties/ total purchases) b. Sales (Sales to related parties/ total sales) c. Loans & advances (Loans & advances given to related parties / total loans and advances) d. Investments (Investments in related parties / total investments made)

Leadership Indicators

1. Awareness programmes conducted for value chain partners on any of the Principles during the financial year: Total number of awareness programmes held

Topics / principles covered under the training

% age of value chain partners covered (by value of business done with such partners) under the awareness programmes

2. Does the entity have processes in place to avoid/ manage conflict of interests involving members of the Board? (Yes/No) If Yes, provide details of the same

NIL

Yes, all Directors of GNFC disclose their interests in the Company, as well as in other companies, bodies corporate, firms, or associations of individuals, including details of shareholding, on an annual basis or upon any change therein. In addition, an annual declaration is obtained from the Directors under the Code of Conduct affirming that they act in the best interests of the Company and ensure that their external engagements do not give rise to any conflict with the Company’s operations or their roles therein. The Senior Management also provides an annual affirmation confirming that they have not entered any material financial or commercial transactions that could potentially conflict with the interests of the Company. During Board meetings, Directors abstain from participating in discussions or decisionmaking on matters or indirect interest.

in which they have a direct

For effective identification and monitoring of potential conflicts of interest involving Directors and Key Managerial Personnel (KMPs), the Company maintains a comprehensive database of their interests and associated entities. This information is shared with the Finance function, which flags such related parties within its systems to enable tracking and monitoring of transactions undertaken by the Company with such entities.

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING PRINCIPLE 2: Businesses should provide goods and services in a manner that is sustainable and safe Essential Indicators

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING Quick Links Plastics (including packaging)

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

PRINCIPLE 2: Businesses should provide goods and services in a manner that is sustainable and safe Essential Indicators

1. Percentage of R&D and capital expenditure (capex) investments in specific technologies to improve the environmental and social impacts of product and processes to total R&D and capex investments made by the entity, respectively FY 2025-26

FY 2024-25 (Current Financial Previous Financial Year)

Year
Capex
NIL

Details of improvements in environmental and social impacts

During the previous financial year, the Company invested ₹ 3.7 crores in advanced R&D instrumentation. No incremental hardware CAPEX was undertaken during the current year. The R&D team focused on optimizing existing infrastructure, improving processes, and enhancing experimental workflows to accelerate product development.

2 a. Does the entity have procedures in place for sustainable sourcing? (Yes/No)

Yes, GNFC has established and implemented a comprehensive Supplier Code of Conduct applicable to all suppliers, vendors, service providers, traders, agents, contractors, and consultants associated with the Company, including those providing or intending to provide goods and services. The Code requires adherence to all applicable legal and regulatory requirements, and suppliers are assessed against defined environmental and social parameters. For engagement with GNFC, suppliers are required to register through the Company’s ‘Vendor Registration Portal’. The Supplier Code of Conduct, along with access to the registration portal, is available on GNFC’s official website at the specified link: Website Path: www.gnfc.in

Quick Links

Supplier Code of Conduct / Vendor Registration Direct Link: https://www.gnfc.in/information-technology/vendor-registration/ b. If yes, what percentage of inputs were sourced sustainably? 100%

3. Describe the processes in place to safely reclaim your products for reusing, recycling and disposing at the end of life, for:

Plastics (including packaging)

GNFC adheres to the Extended Producer Responsibility (EPR) framework prescribed by the Central Pollution Control Board (CPCB) and is registered as both a Brand Owner and an Importer under the Plastic Waste Management Rules, 2016, as amended. The company procures EPR certificate (for both rigid and flexible plastic waste) from registered plastic waste processor for the quantity equivalent to the EPR target given by the CPCB on online EPR portal.

E-waste

E-waste generated by GNFC is responsibly disposed of through CPCB/SPCBregistered recyclers and dismantlers, in compliance with E-Waste Management Rules-2022 as amended.

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Leadership Indicators Action Taken

Hazardous waste other waste.

1. Landfillable hazardous waste generated by GNFC is responsibly disposed of through GPCB-authorized Common Treatment, Storage, and Disposal Facilities (TSDFs). 2. Incinerable hazardous waste generated by GNFC is responsibly disposed of through GPCB-authorized common incineration facilities or through captive incineration units. 3. Recyclable hazardous waste generated by GNFC is responsibly disposed of through CPCB/SPCB- registered recyclers for safe and compliant processing. 4. Co-processable hazardous waste generated by GNFC is sent to SPCB authorized cement industries, where it is utilized as an alternative fuel, supporting waste-to-energy initiatives.

Other wastes like (insulation waste, FRP waste, Canteen waste etc.) generated by GNFC is disposed of as per the prevailing environment rules.

Whether Extended Producer Responsibility (EPR) is applicable to the entity’s activities (Yes / No). If yes, whether the waste collection plan is in line with the Extended Producer Responsibility (EPR) plan submitted to Pollution Control Boards? If not, provide steps taken to address the same.

Yes, Extended Producer Responsibility (EPR) is applicable under the Plastic Waste Management Rules, 2016, as amended. GNFC fulfils its EPR obligations by procuring certificates from authorised plastic waste processors, in line with applicable regulatory provisions.

Leadership Indicators

1. Has the entity conducted Life Cycle Perspective / Assessments (LCA) for any of its products (for manufacturing industry) or for its services (for service industry)? If yes, provide details in the following format?

NIC Code
Name of Product /Service
% of total Turnover contributed

Boundary for which the Life Cycle Perspective / Assessment was conducted

Whether conducted by independent external agency (Yes/No)

Results communicated in public domain (Yes/No) If yes, provide the web-link.

NIL

2. If there are any significant social or environmental concerns and/or risks arising from production or disposal ofIf there are any significant social or environmental concerns and/or risks arising from production or disposal of your products / services, as identified in the Life Cycle Perspective / Assessments (LCA) or through any otheryour products / services, as identified in the Life Cycle Perspective / Assessments (LCA) or through any other means, briefly describe the same along-with action taken to mitigate the same.means, briefly describe the same along-with action taken to mitigate the same.

Name of Product / Service

Description of the risk / concern

Action Taken

NIL 3. Percentage of recycled or reused input material to total material (by value) used in production (for manufacturing industry) or providing services (for service industry).

Indicate input material

Recycled or re-used input material to total material

FY 2025-26 (Current Financial Year)

FY 2024-25 (Previous Financial Year)

The input raw materials cannot be recycled or reused.

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 4. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed, as per the following format:

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING Indicate product category

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

4. Of the products and packaging reclaimed at end of life of products, amount (in metric tonnes) reused, recycled, and safely disposed, as per the following format:

Plastics (including packaging)
FY 2025-26 (Current Financial Year) Re-Used
Recycled
Safely Disposed

FY 2024-25 (Previous Financial Year) * Re-Used

Recycled
Safely Disposed
E-waste Hazardous waste Other waste

0 0 0 Note: *Previous year data has been restated, as the product is directly consumed by end users and does not generate e waste, hazardous waste, or any other form of waste.

5. Reclaimed products and their packaging materials (as percentage of products sold) for each product category

Indicate product category

Reclaimed products and their packaging materials as % of total products sold in respective category The Company's product portfolio includes fertilizers and industrial chemicals, which are not reclaimable. However, GNFC procure EPR credit through CPCB/SPCB registered plastic waste re-processor for the equivalent quantity of plastic packaging under Categories 1 and 2 Which is 5593 MT for FY 2025-26.

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PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains Essential Indicators

PRINCIPLE 3: Businesses should respect and promote the well-being of all employees, including those in their value chains

Essential Indicators

a. Details of measures for the well-being of employees:

Category
Total (A)
Health Insurance No. (B)

% of employees covered by Accident insurance

Maternity benefits
No.(C)
No. (D)
Paternity Benefits No. (E)
Day Care facilities No. (F)
Male
Permanent employees 1907
Female
Total
100% Other than Permanent employees
Male Female Total
NA 64 64
NA 47 47
NA 100% 100%
NA 100% 100%
0 NA 0
0 NA 0
0% NA 0%
0% NA 0%

0% 0% 0% b. Details of measures for the well-being of workers:

Category
Total (A)
Health Insurance No. (B)

% of employees covered by Accident insurance

Maternity benefits
No.(C)
No. (D)
Paternity Benefits No. (E)
Day Care facilities No. (F)
Male Female Total
Other than Permanent workers
Male Female Total
NA 127 127
NA 100% 100%
0 NA 0
0% NA 0%

0% 0% 0% c Spending on measures towards well-being of employees and workers (including permanent and other than permanent) in the following format – FY 2025-26 (Current Financial Year)

Cost incurred on well-being measures as a % of total revenue of the company

FY 2024-25 (Previous Financial Year)

2 Details of retirement benefits, for Current FY and Previous Financial Year. Benefits

FY 2025-26 (Current Financial Year)

FY 2024-25 (Previous Financial Year)

No. of employees covered as a % of total employees

No. of workers covered as a % of total workers

Deducted & deposited with the authority (Y/N/N.A.)

No. of employees covered as a % of total employees

No. of workers covered as a % of total workers

Deducted and deposited with the authority (Y/N/N.A.)

PF Gratuity ESI Others -Pls specify
Y Y th
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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 3. Accessibility of workplaces Are the premises / offices of the entity accessible to differently abled employees and workers, as per the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

3. Accessibility of workplaces Are the premises / offices of the entity accessible to differently abled employees and workers, as per the requirements of the Rights of Persons with Disabilities Act, 2016? If not, whether any steps are being taken by the entity in this regard

Yes, GNFC ensures that its office and plant facilities are designed to be accessible to differently abled employees and workers, in accordance with the provisions of the Rights of Persons with Disabilities Act, 2016.

4. Does the entity have an equal opportunity policy as per the Rights of Persons with Disabilities Act, 2016? If so, provide a weblink to the policy.

Yes, GNFC is committed to fostering an inclusive workplace by providing equal opportunities to all employees. The Company upholds a zero-tolerance policy, prohibiting bias based on race, caste, religion, colour, ancestry, marital status, gender, sexual orientation, age, nationality, ethnic origin, disability, or any other legally protected attribute. Equal opportunity principles are embedded within GNFC’s Business Responsibility Policy, which is accessible on the Company’s website.Policy Link: https://www.gnfc.in/wpcontent/uploads/2024/08/1-Business-Responsibility-andSustainability-Reporting -Policy.pdf

5. Return to work and Retention rates of permanent employees and workers that took parental leave. Gender

Permanent employees
Permanent workers
Male
Return to work rate
Retention rate
Return to work rate
Retention rate
Female Total

NA NA 6. Is there a mechanism available to receive and redress grievances for the following categories of employees and worker? If yes, give details of the mechanism in brief.

Permanent Workers Other than Permanent Workers Permanent Employees Other than Permanent Employees

Yes/No (If Yes, then give details of the mechanism in brief)

Yes, GNFC has implemented a comprehensive grievance redressal mechanism. In general, routine grievances are addressed by the Heads of the respective Departments (HODs). Cases that cannot be resolved at the departmental level are escalated to the General Manager (HR), who addresses them by initiating a domestic enquiry where necessary. Apart from these the rest general matters are referred to by the Industrial Relations Committee for further review and resolution on a case-by-case basis. A designated HR Single Point of Contact (SPOC) serves as the Grievance Redressal Officer, with grievances accepted via email, verbal communication, or written letters directed to HR or the Managing Director. The HR SPOC is responsible for analyzing the grievance and forwarding it to the relevant department for investigation, resolution, and feedback. An Industrial Relations Committee, comprising 15 members from both management and the staff union, is tasked with addressing employee grievances. Additionally, grievances from non-permanent workers are routed through their respective contractors, who escalate the concerns to the HR Department for resolution.

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7. Membership of employees and worker in association(s) or Unions recognised by the listed entity: FY 2025-26 (Current Financial Year)

7. Membership of employees and worker in association(s) or Unions recognised by the listed entity:

FY 2025-26 (Current Financial Year)
FY 2024-25 (Previous Financial Year)
Category

Total Permanent Employees Male Female Total Permanent Workers Male Female

Total employees / workers in respective category (A)

No. of employees / workers in respective category, who are part of association(s) or Union (B)

Total employees / workers in respective category (C)

No. of employees / workers in respective (D / C) category, who are part of association(s) or Union (D)

8. Details of training given to employees and workers: Category

FY 2025-26 (Current Financial Year)
Total (A)
On Health and safety measures
On Skill upgradation
FY 2024-25 (Previous Financial Year)
Total (D)
On Health and safety measures
On Skill upgradation
No. (B)
No.(C)
No.(E)
No. F
Employees
Male Female Total
2395 Workers
Male Female
Total

Note: *The reported figures may not represent the exact number of unique workers trained during the reporting period, as workers participating in multiple training sessions may have been counted more than once due to the absence of unique worker level tracking.

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 9. Details of performance and career development reviews of employees and worker: Category

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

9. Details of performance and career development reviews of employees and worker: Category

FY 2025-26 (Current Financial Year)
FY 2024-25 (Previous Financial Year)
Total (A)
No.(B)
Total (C)
No.(D)
Employees
Male Female Total
Workers
Male Female Total

0 0 0 Note – There are no permanent workers in GNFC. Other than permanent workers are engaged through independent contractor

10. Health and safety management system: a.

Whether an occupational health and safety management system has been implemented by the entity? (Yes/ No). If yes, the coverage such system?

Yes, GNFC has established a comprehensive Occupational Health and Safety Management System across its operations, including the Bharuch and TDI-II, Dahej facilities. The system is supported by a well-defined Occupational Health and Safety Policy, which guides the effective implementation and continuous enhancement of health and safety practices throughout the organization.

What are the processes used to identify work-related hazards and assess risks on a routine and basis by the entity?

non-routine

GNFC has instituted a comprehensive Hazard Identification and Risk Assessment (HIRA) framework to systematically identify, evaluate, and manage risks associated with both routine and non-routine operations. The HIRA register is maintained and reviewed at regular intervals, including biannual assessments. In addition, Job Safety Analysis (JSA) is carried out for all operational activities, while Hazard and Operability (HAZOP) studies are integrated into the Management of Change (MoC) process to ensure risk-informed decision-making. To effectively mitigate occupational hazards, GNFC has adopted a structured hierarchy of controls, supported by robust systems and practices, including: • A formalized permit-to-work system governing critical activities • Established electrical isolation and lockout procedures • A structured mechanism for reporting and tracking safety observations Defined processes for reporting, investigating, and analyzing incidents and near-miss events Continuous monitoring to ensure compliance with applicable statutory requirements related to processes, plants, and equipment Provision and upkeep of appropriate Personal Protective Equipment (PPE) Regular inspection and maintenance of fire protection systems Periodic fire drills, mock drills, and tabletop exercises to strengthen the Emergency Management System and drive continuous improvement These measures collectively reinforce GNFC’s commitment to maintaining a safe and resilient work environment.

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c. d.

Whether you have processes for workers to report the work-related hazards and to remove themselves such risks. (Y/N)

from Yes, GNFC has put in place a structured system to systematically identify, document, and oversee work-related hazards. The Company utilizes a digital Accident Reporting System (ARS) to log and monitor incidents, near-miss events, and unsafe conditions across its operations, while encouraging active employee participation in reporting such occurrences to strengthen preventive measures. GNFC also emphasizes continuous improvement in safety practices through regular Occupational Health and Safety training programmes for employees and workers. Observations relating to unsafe behaviors and hazardous conditions are recorded and periodically evaluated. Safety Committee and Sub-Committee members further contribute by identifying risk areas, with necessary corrective actions assigned to relevant departments to ensure timely closure and adherence to safety standards.

Do the employees/ worker of the entity have access to non-occupational medical and healthcare services? (Yes/ No)

Yes, GNFC provides medical facilities to its employees and workers, as well as their family members, in accordance with its established medical policy.

11. Details of safety related incidents, in the following format: Safety Incident/Number

STATUTORY REPORTS

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING GNFC places strong emphasis on building awareness among employees and stakeholders. Initiatives such as annual health and safety quizzes, reward programmes, and safety skits are organised to promote engagement. Safety awareness is also extended to nearby schools through training sessions. During the National Safety Week 2025 to 2026, several initiatives were undertaken, including: • 1,739 employees participated in an online safety quiz • 124 employees, including 12 female employees, and 60 contract workers participated in a breathing apparatus rescue competition • 170 employees took part in a group safety quiz competition • 23 employees participated in an elocution competition on safety topics • 42 employees participated in a skit competition on safety themes • Safety training and quiz competitions with spot rewards were organised for contract workers • Training on safe transportation of hazardous chemicals was provided to auto tanker drivers The Fire & Safety Department also observed National Fire Service Day on 14 April through various awareness programmes. GNFC maintains a well-equipped fire fighting system supported by a trained fire crew and extends emergency response support to the Bharuch Municipality and nearby industrial areas when required. As part of community outreach, first aid and emergency preparedness training programmes were conducted across multiple schools in Bharuch and Dahej, including Vadadla Primary School, Rahadpor Primary School, Nandelav Primary School, Queens of Angel School in Vadadala, Bholav Primary School, Rahiyad Primary School, and Suva Primary School. Additionally, a first aid firefighting training and safety exhibition was organised for school children during the science fair at NCSC, GNFC Township on 22 December 2025. During the year, GNFC also responded to twenty-eight external fire and emergency calls from nearby industries and communities, demonstrating its preparedness and commitment to safety beyond its operations.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING Health and safety practices Working Conditions

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

GNFC places strong emphasis on building awareness among employees and stakeholders. Initiatives such as annual health and safety quizzes, reward programmes, and safety skits are organised to promote engagement. Safety awareness is also extended to nearby schools through training sessions. During the National Safety Week 2025 to 2026, several initiatives were undertaken, including: • 1,739 employees participated in an online safety quiz • 124 employees, including 12 female employees, and 60 contract workers participated in a breathing apparatus rescue competition • 170 employees took part in a group safety quiz competition • 23 employees participated in an elocution competition on safety topics • 42 employees participated in a skit competition on safety themes • Safety training and quiz competitions with spot rewards were organised for contract workers • Training on safe transportation of hazardous chemicals was provided to auto tanker drivers The Fire & Safety Department also observed National Fire Service Day on 14 April through various awareness programmes. GNFC maintains a well-equipped fire fighting system supported by a trained fire crew and extends emergency response support to the Bharuch Municipality and nearby industrial areas when required. As part of community outreach, first aid and emergency preparedness training programmes were conducted across multiple schools in Bharuch and Dahej, including Vadadla Primary School, Rahadpor Primary School, Nandelav Primary School, Queens of Angel School in Vadadala, Bholav Primary School, Rahiyad Primary School, and Suva Primary School. Additionally, a first aid firefighting training and safety exhibition was organised for school children during the science fair at NCSC, GNFC Township on 22 December 2025. During the year, GNFC also responded to twenty-eight external fire and emergency calls from nearby industries and communities, demonstrating its preparedness and commitment to safety beyond its operations.

13. Number of Complaints on the following made by employees and workers: FY 2025-26 (Current Financial Year) Filed During Pending the year resolution at the end of year

Remarks

FY 2024-25 (Previous Financial Year) Filed during the year

Pending resolution at the end of year

Remarks
Working Conditions
NIL
NIL
NIL
NIL
NIL
NIL
Health & Safety
NIL
NIL
NIL
NIL
NIL
NIL
14. Assessments for the year:

Health and safety practices Working Conditions

% of your plants and offices that were assessed (by entity or statutory authorities or third parties) 100% 100%

15. Provide details of any corrective action taken or underway to address safety-related incidents (if any) and on significant risks / concerns arising from assessments of health & safety practices and working conditions.

There were no incidents of fatalities and reportable disability reported during the last reporting period -FY 2025-26. There were reportable accidents and First-aid-related incidents reported during the reporting period which have been investigated and appropriate corrective and preventive actions have been taken to avoid the recurrence. Toolbox talks are conducted on daily basis to reduce the potential work-related hazards and risks. Training on Standard Operating Procedure (SOPs) is imparted on a periodic basis.

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1 2

Leadership Indicators Health and safety practices

Does the entity extend any life insurance or any compensatory package in the event of death of (A) Employees (Y/N) (B) Workers (Y/N).

Leadership Indicators

Yes, the Company extends Group Personal Accident insurance coverage against to all employees, providing round-the-clock protection accidental death and permanent or partial disability, irrespective of whether the incident occurs during or outside working hours. Contract workers are covered under applicable statutory provisions, including the Workmen’s Compensation Policy or the Employees’ State Insurance Corporation (ESIC), as relevant.

Provide the measures undertaken by the entity to ensure that statutory dues have been deducted and deposited by the value chain partners.

The Company obtains monthly statements from contractors confirming compliance with Provident Fund (PF) and Employees’ State Insurance (ESIC) requirements for contract workers engaged at its sites.

Provide the number of employees / workers having suffered high consequence work related injury / ill-health / fatalities (as reported in Q11 of Essential Indicators above), who have been rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment:

Total no. of affected employees/ workers

of employees/workers that are rehabilitated and placed in suitable employment or whose family members have been placed in suitable employment

FY 2025-26 (Current FY 2024-25 (Previous FY 2025-26 (Current FY 2024-25 (Previous Financial Year)

Financial Year)
Financial Year)
Financial Year)
Employees Workers

NIL 2 Does the entity provide transition assistance programs to facilitate continued employability and the management of career endings resulting from retirement or termination of employment? (Yes/ No)

NIL NIL

No NIL NIL

Details on assessment of value chain partners:

Health and safety practices

% of value chain partners (by value of business done with such partners) that were assessed

NIL
Working Conditions
NIL

Provide details of any corrective actions taken or underway to address significant risks / concerns arising from assessments of health and safety practices and working conditions of value chain partners.

No th

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders Essential Indicators

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

PRINCIPLE 4: Businesses should respect the interests of and be responsive to all its stakeholders Essential Indicators

1. Describe the processes for identifying key stakeholder groups of the entity

The Company identifies its stakeholders based on their capacity to influence, or be influenced by, its value creation activities. Accordingly, employees are classified as internal stakeholders, while shareholders, customers, value chain partners, regulators, and farmers are recognized as key external stakeholders. Stakeholder engagement is guided by the relative levels of influence, impact, and interest that each group holds in relation to the Company’s operations. GNFC adopts a proactive approach by facilitating structured interactions and periodically reviewing its stakeholder mapping to ensure continued alignment with the evolving business landscape. In identifying its key stakeholder groups, the Company considers factors such as dependency, urgency, responsibility, vulnerability, and influence, thereby maintaining a dynamic and responsive approach to stakeholder management.

2. List stakeholder groups identified as key for your entity and the frequency of engagement with each stakeholder group Stakeholder Group

Whether identified as Vulnerable & Marginalized Group (Yes/No)

Channels of communication (Email, SMS, Newspaper, Pamphlets, Advertisement, Community Meetings, Notice Board, Website), Other

Frequency of engagement (Annually/ Half yearly/Quarterly / others -specify)

Purpose and scope of engagement including key topics and concerns raised during such engagement

Employees & Workers

No Departmental meetings HR Programs Meetings, seminars and reviews Circulars

Periodically

Understanding employee expectations and addressing workplace concerns. Discussions on fair and equitable remuneration practices.

Logistic Partner
No • Logistic partner meets
Periodically

Ensuring safe, efficient, and responsible transportation of raw materials & finished goods

Farmers
Customers other than farmers
No • Farmers meet

No Formal & informal feedback Email Monthly magazines

Periodically

Obtaining Customer Feedback on products and services Focus on improving product quality and reliability

Capturing customer insights for continuous improvement Enhancing product performance, quality, and reliability th

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Government Regulatory / Authorities

Community Vendors and Suppliers

Community
Vendors and Suppliers
No • Scheduled meetings
No No CSR meets Stakeholder meets

Contract revision & negotiation meetings Suppliers meeting

Periodically
Periodically
Periodically

Ensuring compliance with applicable environmental, social, and regulatory requirements

Understanding community expectations and aligning CSR initiatives accordingly

Promoting transparent procurement practices and effective contract management

Provide the processes for consultation between stakeholders and the Board on economic, environmental, and social topics or if consultation is delegated, how is feedback from such consultations provided to the Board.

Whether stakeholder consultation is used to support the identification and management of environmental, and social topics (Yes

No). If so, provide details of instances as to how the inputs received from stakeholders on these topics were incorporated into policies and activities of the entity.

Leadership Indicators

The Company’s management maintains continuous engagement with its key stakeholders - including investors, customers, suppliers, and employees - through regular and structured interactions.

The Company, through its CSR arm, Narmada Nagar Rural Development Society (NARDES), engages with stakeholders to identify and prioritizekey economic, environmental, and social issues. This structured approach to engagement ensures that the perspectives and concerns of local communities and other stakeholders are appropriately incorporated into the Company's CSR planning. By aligning its initiatives with stakeholder expectations and broader sustainability objectives, the Company enhances itsrelevance, effectiveness, and overall impact of its CSR programmes, thereby contributing to inclusive and sustainable development. The Company follows a structured stakeholder consultation process, employing participatory methods such as community meetings, need assessments, focus group discussions, & feedback from institutions including schools, health departments, and local governing bodies. Inputs gathered from stakeholders are used to prioritizeCSR initiatives and design interventions aligned with community needs, thereby strengthening the acceptance, effectiveness, and long-term sustainability of the Company's CSR efforts.

Provide details of instances of engagement with, and actions taken to, address the concerns of vulnerable/ marginalized stakeholder groups.

The Company follows an integrated and inclusive development approach, prioritizingsupport for disadvantaged, vulnerable, and marginalizedcommunities. It is committed to ensuring that its initiatives meaningfully reach underserved populations and create equitable development outcomes. Through its CSR arm, Narmada Nagar Rural Development Society (NARDES), the Company engages continuously with communities in and around its operational areas to understand and respond to key social development needs. CSR programmes are designed based on detailed need assessments, with a focused emphasis on vulnerable and marginalizedgroups. Participatory methods, including stakeholder consultations, community interactions, and rural appraisals, are used to capture local insights. These inputs guide the development of targeted interventions aimed at addressing development gaps, enhancing quality of life, and fostering sustained socio-economic wellbeing within the communities.

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING PRINCIPLE 5: Businesses should respect and promote human rights

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

PRINCIPLE 5: Businesses should respect and promote human rights

Essential Indicators

1. Employees and workers who have been provided training on human rights issues and policy(ies) of the entity, in the following format:

FY 2025-26 (Current Financial Year)
FY 2024-25 (Previous Financial Year)
Category
Total (A)

No. of employees / workers covered (B)*

Total (C)

No. of employees / workers covered (D)

Permanent Other than permanent Total Employees
Permanent Other than permanent Total Workers
NA Employees 84%
Workers
NA 87%

NA Note* – The Company has no permanent workers. Training for other than permanent workers has not been conducted.

*The Reported figures may not represent the exact number of unique workers trained during the reporting period, as workers participating in multiple training sessions may have been counted more than once due to the absence of unique worker level tracking

2. Details of minimum wages paid to employees and workers, in the following format: Category

FY 2025-26 (Current Financial Year)

FY 2024-25 (Previous Financial Year)

Permanent Male Female Other than permanent Male Female

Total (A)

Equal to More than Minimum Wage Minimum Wage

Total (D)
No. (B) % (B/A)
No. (C)
% (C/A) Employees 100% 100%
100% 100% Workers
Equal to Minimum Wage
No. (E)
More than Minimum Wage
No. F
100% 100% th
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3. Details of remuneration/salary/wages, in the following format: a. Median remuneration / wages: Male Number

3. Details of remuneration/salary/wages, in the following format: a. Median remuneration / wages:

Male Number

Median remuneration/ salary/ wages of respective category

Female Number

Median remuneration/ salary/ wages of respective category

Board of Directors (BoD) Key Managerial Personnel Employees other than BoD and KMP

Kindly refer the note 1,640,615 2,133,071

Kindly refer the note 0 1,306,813

Workers Note – Remuneration of Non-Executive Directors (NEDs) is decided by the board. NEDs are paid remuneration by way of sitting fees only for attending the Board or committees meeting(s). They are paid sitting fees @ INR 20,000 per meeting attended by them. Workers are engaged through third party contractor. *Employees continued for the entire reporting period have only been considered. b. Gross wages paid to females as % of total wages paid by the entity, in the following format: FY 2025-26 (Current Financial Year)

FY 2024-25 (Previous Financial Year)

Gross wages paid to females as % of total wages

4. Do you have a focal point (Individual/ Committee) responsible for addressing human rights impacts or issues caused or contributed to by the business? (Yes/No) Yes, GNFC has designated an HR Single Point of Contact (SPOC) to oversee and address matters relating to human rights across its operations.

5. Describe the internal mechanisms in place to redress grievances related to human rights issues.

GNFC has established a formal grievance redressal framework, wherein a designated HR Single Point of Contact (SPOC) functions as the Grievance Redressal Officer. Grievances may be raised through multiple channels, including email, verbal communication, or written submissions addressed to HR or the Managing Director. The HR SPOC evaluates the concerns and coordinates with the relevant departments for investigation and appropriate resolution. An Industrial Relations Committee, comprising 15 members representing both Management and the Staff Union, is responsible for addressing employee-related grievances. For non-permanent workers, concerns are routed through respective contractors, who escalate them to the HR Department for necessary action and resolution.

6. Number of Complaints on the following made by employees and workers: FY 2025-26 (Current Financial Year)

Sexual Harassment Discrimination at workplace Child Labour

Filed during the year

Pending resolution at the end of year

Remarks

Forced Labour/ Involuntary Labour Wages Other Human rights related issues

FY 2024-25 (Previous Financial Year)

Filed during the year

Pending resolution at the end of year

Remarks

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 7. Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, in the following format:

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING FY 24-25 (Previous Financial Year)Leadership Indicators

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

7. Complaints filed under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, in the following format:

FY 25-26 (Current Financial Year)

FY 24-25 (Previous Financial Year)

Total Complaints reported under Sexual Harassment on of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 (POSH)

Complaints on POSH as a % of female employees / workers Complaints on POSH upheld

8. Mechanisms to prevent adverse consequences to the complainant in discrimination and harassment cases

GNFC has established a “Vigil Mechanism-cum-Whistle Blower Policy” to provide Directors and employees with a formal channel to report concerns relating to unethical practices, suspected fraud, or misconduct. The policy incorporates adequate safeguards to protect individuals from any form of retaliation or victimisation. It is available in the public domain on the Company’s website and can be accessed at: https://www.gnfc.in/wp-content/uploads/2021/04/Vigill-MechanismCum-Whistle%20Blower-Policy_21102014.pdf

9. Do human rights requirements form part of your business agreements and contracts? (Yes/No) Yes. GNFC has specific clauses included in the business Agreements and Contracts

10. Assessments for the year:

Child labour Forced/involuntary labour Sexual harassment Discrimination at workplace Wages Others – please specify

% of your plants and offices that were assessed (by entity or statutory authorities or third parties)

11. Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 10 above.

Nil. There were no incident related to human rights across the operations of GNFC in the reporting period.

Leadership Indicators

Details of a business process being modified / introduced as a result of addressing human rights grievances/complaints.

NA Details of the scope and coverage of any Human rights due-diligence conducted. Is the premise/office of the entity accessible to differently abled visitors, as per the requirements of the Rights of Persons with Disabilities Act, 2016?

NA Yes

Details on assessment of value chain partners:

% of value chain partners (by value of business done with such partners) that were assessed

Sexual Harassment Discrimination at workplace Child Labour Forced Labour/Involuntary Labour Wages Others – please specify Provide details of any corrective actions taken or underway to address significant risks / concerns arising from the assessments at Question 4 above.

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PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment Essential Indicators 1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:

PRINCIPLE 6: Businesses should respect and make efforts to protect and restore the environment Essential Indicators

1. Details of total energy consumption (in Joules or multiples) and energy intensity, in the following format:

Parameter

FY 2025-26 (Current Financial Year) (Giga Joules)

FY 2024-25 (Previous Financial Year) (Giga Joules)

From renewable sources Total electricity consumption (A) Total fuel consumption (B) Energy consumption through other sources (C) Total energy consumed from renewable sources (A+B+C) From non-renewable sources Total electricity consumption (D) Total fuel consumption (E) Energy consumption through other sources (F)

7,37,780.14 2,00,45,544.10 NIL

5,77,417.26 2,23,91,559.64 NIL

Total energy consumed from non-renewable sources (D+E+F)

Total energy consumed (A+B+C+D+E+F)

Energy intensity per rupee of turnover (Total energy consumed/ revenue from operations in millions) Energy intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP) (Total energy consumed / Revenue from operations adjusted for PPP in millions)

Energy intensity in terms of physical output Energy intensity (optional)

Note: * Revenue from operations adjusted for PPP has been revised based on the industry standard. Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency

No 2. Does the entity have any sites / facilities identified as designated consumers (DCs) under the Performance, Achieve and Trade (PAT) Scheme of the Government of India? (Y/N) If yes, disclose whether targets set under the PAT scheme have been achieved. In case targets have not been achieved, provide the remedial action taken, if any.

Yes, GNFC has two production facilities designated as Designated Consumers (DCs) under the Government of India’s Perform, Achieve and Trade (PAT) Scheme: Urea plant: DC reg. no.: FTZ0006GJ (Sector: Fertilizer Sector). ANP plant: DC reg. no.: FTZ0032GJ (Sector: Fertilizer Sector, Sub Sector: Complex Fertilizer). During PAT Cycle-I (FY 2012–13 to 2014–15), the Urea plant was the only notified DC. The Company was assigned a SpecificEnergy Consumption (SEC) target of 0.49 MTOE/MT for FY 2014–15. GNFC surpassed this target by achieving an SEC of 0.436 MTOE/MT. As a result of this overachievement, the Company was awarded 33,557 Energy Saving Certificates (ESCerts), which were subsequently banked with the Registry. In PAT Cycle-II (FY 2016–17 to 2018–19), both the Urea and ANP plants were notified as DCs under the Fertilizer sector. The SEC targets assigned were as follows: Urea:0.3907MTOE/MT ANP: 0.2817 MTOE/MT While these targets were not fully achieved, GNFC complied with the regulatory requirements by procuring the necessary ESCerts as directed by the Bureau of Energy Efficiency (BEE). For the Urea plant, the requirement of 8,668 ESCerts was addressed through the utilisation of surplus ESCerts available with the Company (24,889 ESCerts). For the ANP plant, the obligated purchase of 10,464 ESCerts was completed during the trading session on 14th February 2023.

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING During the PAT-II trading period (14th February 2023 to 31st October 2023), GNFC also sold 8,918 ESCerts from the surplus available for the Urea plant. Subsequently, PAT-III trading sessions commenced on 19th March 2024 and were suspended after 2nd July 2024, during which 628 ESCerts of the Urea plant weretraded. GNFC continues to hold a balance of 15,343 ESCerts with perpetual validity. For the subsequent PAT cycles, fertilizer sector units, including Urea and Complex Fertilizer plants, have been exempted from target setting by BEE up to FY 2025–26, based on sectoral recommendations. Accordingly, no fresh energy saving targets or ESCerts have been prescribed for this period. GNFC continues to track regulatory developments, including the proposed transition from the PAT mechanism to the Carbon Credit Trading Scheme (CCTS), for which baseline audit activities for the Urea plant have already been completed and the final report is awaited.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 1,34,67,666 63,600 NIL NIL 14,38,964 1.44

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

During the PAT-II trading period (14th February 2023 to 31st October 2023), GNFC also sold 8,918 ESCerts from the surplus available for the Urea plant. Subsequently, PAT-III trading sessions commenced on 19th March 2024 and were suspended after 2nd July 2024, during which 628 ESCerts of the Urea plant weretraded. GNFC continues to hold a balance of 15,343 ESCerts with perpetual validity. For the subsequent PAT cycles, fertilizer sector units, including Urea and Complex Fertilizer plants, have been exempted from target setting by BEE up to FY 2025–26, based on sectoral recommendations. Accordingly, no fresh energy saving targets or ESCerts have been prescribed for this period. GNFC continues to track regulatory developments, including the proposed transition from the PAT mechanism to the Carbon Credit Trading Scheme (CCTS), for which baseline audit activities for the Urea plant have already been completed and the final report is awaited.

3. Provide details of the following disclosures related to water, in the following format: Parameter

FY 2025-26 (Current Financial Year) (Kilolitres)

Water withdrawal by source (in kilolitres) (i) Surface water

(ii) Groundwater (iii) Third party water (tanker) (iv) Seawater / desalinated water (v) Others (GIDC reservoir)

(vi) Water Bottles / Aquaguard (Ltr X number of bottle) (KL)

1,34,67,666 63,600 NIL NIL 14,38,964 1.44

Total volume of water withdrawal (in kilolitres) (I + ii + iii + iv + v)

Total volume of water consumption (in kilolitres) Water intensity per rupee of turnover (Total water consumption / Revenue from operations in millions)

FY 2024-25 (Previous Financial Year) (Kilolitres)

1,41,54,040 63,600 NIL NIL 12,74,041 1.44 1,54,91,682

Water intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP) (Total water consumption / Revenue from operations adjusted for PPP in millions) Water intensity in terms of physical output

Water intensity (optional) – per employee 1. Water withdrawal through Ground Water pertains to GIFT CITY Office, Gandhinagar 2. Water Bottles / Aquaguard is also pertains to GIFT CITY Office, Gandhinagar Note: * Revenue from operations adjusted for PPP has been revised based on the industry standard Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency

No 4. Provide the following details related to water discharged:

Parameter

Water discharge by destination and level of treatment (in kilolitres) (i) To Surface water No treatment With treatment – please specify level of treatment (ii) To Groundwater No treatment With treatment – please specify level of treatment (iii) To Seawater No treatment With treatment – please specify level of treatment (iv) Sent to third parties No treatment

FY 25-26 (Current Financial Year)
NIL NIL
NIL 3,83,272
FY 24-25 (Previous Financial Year)
NIL 34,43,569
NIL NIL
NIL 3,59,025
24,581 th
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With treatment – please specify level of treatment (v) Others No treatment With treatment – please specify level of treatment Total water discharged (in kilolitres) 0 0 0 0 41,06,521 *Note: The figure has been revised following a review of the previous year's data Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency

With treatment – please specify level of treatment (v) Others No treatment With treatment – please specify level of treatment Total water discharged (in kilolitres)

0 0 0 0 41,06,521 *Note: The figure has been revised following a review of the previous year's data Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency

NIL

NIL NIL 38,27,175

No 5. Has the entity implemented a mechanism for Zero Liquid Discharge? If yes, provide details of its coverage & implementation.

GNFC has not implemented a mechanism for zero liquid discharge.

6. Please provide details of air emissions (other than GHG emissions) by the entity, in the following format:

Parameter
Please specify unit
FY 2025-26

FY 2024-25 (Current Financial Year) (Previous Financial Year)

NOx SOx Particulate matter (PM) NH3 Total F HC

CO HCL CL2 Persistent organic pollutants (POP) Volatile organic compounds (VOC) Hazardous air pollutants (HAP)

22.50 1.61 0.42 N.A. NIL N.A.

Others – please specify

MT/Year

NIL Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency

3,409.00 3,123.00 650 331 0 1.24 36.00 0.50 NIL N.A. NIL N.A. NIL No 7. Provide details of greenhouse gas emissions (Scope 1 and Scope 2 emissions) & its intensity, in the following format:

Parameter
Unit
FY 2025-26 (Current Fin. Yr)

FY 2024-25 (Previous Fin. Yr)

Total Scope 1 emissions (Break-up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available) Total Scope 2 emissions (Break-up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, NF3, if available) Total Scope 1 and Scope 2 emissions per rupee of turnover (Total Scope 1 and Scope 2 GHG emissions / Revenue from operations PPP in millions) Total Scope 1 & Scope 2 emission intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP) (Total Scope 1 and Scope 2 GHG emissions / Revenue from operations adjusted for PPP in millions)

Metric tonnes of CO2 equivalent Metric tonnes of CO2 equivalent

Metric tonnes of CO2 / Revenue in million

Total Scope 1 and Scope 2 emission intensity in terms of physical output Total Scope 1 and Scope 2 emission intensity (optional) – per employee

Metric tonnes of CO2 /Tonnes of production

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency. Note: * Revenue from operations adjusted for PPP has been revised based on the industry standard.

No th

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 8. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details. Yes, Gujarat Narmada Valley Fertilizers & Chemicals Limited (GNFC) has undertaken multiple initiatives to reduce greenhouse gas (GHG) emissions through renewable energy adoption, energy efficiency enhancement, and process optimisation measures. The Company has invested in renewable energy infrastructure, including installation of solar power systems at corporate facilities and a large-scale solar plant, along with utilisation of wind power across multiple operational locations to support cleaner energy consumption. GNFC has also implemented several energy conservation initiatives, including replacement of conventional lighting with energy efficientLED fixtures across plant and township areas, resulting in reduced electricity consumption. Further, process and equipment optimisation measures such as pump impeller trimming, utilisation of high-pressure natural gas in process feed systems, waste heat recovery, and optimisation of utility systems including air compressors and vacuum pumps have contributed towards improved operational efficiency and reduced fuel and energy consumption. Through continuous technology upgradation, renewable energy integration, and operational efficiency improvements, GNFC remains focused on reducing its carbon footprint and strengthening its commitment towards environmental sustainability and climate action.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING FY 2025-26 (Current Financial Year)

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

8. Does the entity have any project related to reducing Green House Gas emission? If Yes, then provide details. Yes, Gujarat Narmada Valley Fertilizers & Chemicals Limited (GNFC) has undertaken multiple initiatives to reduce greenhouse gas (GHG) emissions through renewable energy adoption, energy efficiency enhancement, and process optimisation measures. The Company has invested in renewable energy infrastructure, including installation of solar power systems at corporate facilities and a large-scale solar plant, along with utilisation of wind power across multiple operational locations to support cleaner energy consumption. GNFC has also implemented several energy conservation initiatives, including replacement of conventional lighting with energy efficientLED fixtures across plant and township areas, resulting in reduced electricity consumption. Further, process and equipment optimisation measures such as pump impeller trimming, utilisation of high-pressure natural gas in process feed systems, waste heat recovery, and optimisation of utility systems including air compressors and vacuum pumps have contributed towards improved operational efficiency and reduced fuel and energy consumption. Through continuous technology upgradation, renewable energy integration, and operational efficiency improvements, GNFC remains focused on reducing its carbon footprint and strengthening its commitment towards environmental sustainability and climate action.

9. Provide details related to waste management by the entity, in the following format:

Parameter

FY 2025-26 (Current Financial Year)

Total Waste generated (in metric tonnes) Plastic waste (A) E-waste (B) Bio-medical waste (C) Construction and demolition waste (D) Battery waste (E) Radioactive waste (F) Other Hazardous waste (G): Furnace debris Process Waste (Tarry residue - Solid and liquid) Organic residue from process Spent Catalyst & Molecular Sieve Waste & residues containing oil Spent acid from batteries Spent catalyst Ethyl Acetate reactor residue Process waste residue & Sludge of Paints, Inks, Pigments, Varnish & Lacquers. Empty Barrels containers / liners contaminate with hazardous chemicals / wastes. Spent Resin ETP Sludge Sludge from wet scrubber Incinerator Ash Gasifire Slag Insulated Copper wire Scrap Scrubbed liquid (Spent caustic) generated from TDI plant scrubbers Lead washer Carbon Soot Used Oil Spent Sulphuric Acid Other non-hazardous waste generated (H). Please specify, if any. (Break-up by composition i.e. by materials relevant to the sector) Insulation waste, paper and food waste*

FY 2024-25 (Previous Financial Year)

136.81 th

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Total (A+B + C + D + E + F + G + H) Waste intensity per rupee of turnover (Total waste generated / Revenue from operations in millions) 20,162.22

No 4,631.09 19.75 41.13 668.94 0.296 9,059.18 Type of operations

Total (A+B + C + D + E + F + G + H) Waste intensity per rupee of turnover (Total waste generated / Revenue from operations in millions)

Waste intensity per rupee of turnover adjusted for Purchasing Power Parity (PPP) (Total waste generated / Revenue from operations adjusted for PPP in millions)

Waste intensity in terms of physical output Waste intensity (optional) – the relevant metric may be selected by the entity

For each category of waste generated, total waste recovered through recycling, re-using or other recovery operations (in metric tonnes)

Category of waste (i) Recycled (ii) Re-used (iii) Other recovery operations

Total

11,573.436 For each category of waste generated, total waste disposed by nature of disposal method (in metric tonnes) Category of waste (i) Incineration (ii) Landfilling (iii) Other disposal operations

Co-processing Preprocessing Composting

Utilization of C&D waste

Sent to common bio medical waste treatment facility Total

0.39 10491.25 Note: * Revenue from operations adjusted for PPP has been revised based on the industry standard Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency

No 4,631.09 19.75 41.13 668.94 0.296 9,059.18

10. Briefly describe the waste management practices adopted in your establishments. Describe the strategy adopted by your company to reduce usage of hazardous and toxic chemicals in your products and processes and the practices adopted to manage such wastes

Hazardous waste generated at GNFC is systematically collected and stored at designated facilities earmarked for such materials. Its handling and disposal are undertaken in accordance with the Consolidated Consent & Authorization (CC&A) issued by the Gujarat

Pollution Control Board (GPCB) and in compliance with the Hazardous and Other Wastes

(Management and Transboundary Movement) Rules, 2016, as amended.

11. If the entity has operations/offices in/around ecologically sensitive areas (such as national parks, wildlife sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forests, coastal regulation zones etc.) where environmental approvals / clearances are required, please specify details in the following format:

S. No Location of operations/offices

Type of operations

Whether the conditions of environmental approval / clearance are being complied with? (Y/N) If no, the reasons thereof and corrective action taken, if any

GNFC’s operational facilities at Bharuch and Dahej are situated within designated industrial zones, with the Dahej site located in a notified Petroleum, Chemicals and Petrochemicals Investment Region (PCPIR). None of the Company’s sites or offices are located within or in proximity to environmentally sensitive areas such as national parks, wildlife sanctuaries, biosphere reserves, wetlands, biodiversity hotspots, forest regions, or coastal regulation zones.

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 12. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current financial year: Name and brief details of project

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING Leadership Indicators FY 2025-26 (Current Financial Year)

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

12. Details of environmental impact assessments of projects undertaken by the entity based on applicable laws, in the current financial year: Name and brief details of project

EIA Notification No.

Date

Whether conducted by independent external agency (Yes / No)

Results communicated in public domain (Yes / No)

Relevant Web link

NIL

S. No Specify the law / regulation / guidelines which was not complied with Provide details of the noncompliance

Any fines / penalties / action taken by regulatory agencies such as pollution control boards or by courts

C o r r e c t i v e action taken, if any

GNFC maintains full compliance with the provisions of the Water (Prevention and Control of Pollution) Act, the Air (Prevention and Control of Pollution) Act, and the Environment (Protection) Act, along with the applicable rules and regulations. No fines or penalties were levied by regulatory authorities during the reporting period.

Leadership Indicators

Water withdrawal, consumption and discharge in areas of water stress (in kilolitres): For each facility / plant located in areas of water stress, provide the following information: (i) Name of the area (ii) Nature of operations (iii) Water withdrawal, consumption and discharge in the following format:

Parameter

FY 2025-26 (Current Financial Year)

Water withdrawal by source (in kilolitres) (i) Surface water (ii) Groundwater (iii) Third party water (iv) Seawater / desalinated water (v) Others Total volume of water withdrawal (in kilolitres) Total volume of water consumption (in kilolitres) Water intensity per rupee of turnover (Water consumed / turnover) Water intensity (optional) – the relevant metric may be selected by the entity Water discharge by destination and level of treatment (in kilolitres) (i) Into Surface water ---No treatment ---With treatment – please specify level of treatment

(ii) Into Groundwater ---No treatment ---With treatment – please specify level of treatment

(iii) Into Seawater ---No treatment ---With treatment – please specify level of treatment

(iv) Sent to third-parties ---No treatment ---With treatment – please specify level of treatment (v) Others ---No treatment

FY 2024-25 (Previous Financial Year)

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2 3

---With treatment – please specify level of treatment

Total water discharged (in kilolitres) Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency Please provide details of total Scope 3 emissions & its intensity, in the following format:

Parameter

Unit

FY 2025-26 (Current Financial Year)

Total Scope 3 emissions (Break-up of the GHG into CO2, CH4, N2O, HFCs, PFCs, SF6, Nf3, if available)

TCO2e

No FY 2024-25 (Previous Financial Year)

Total Scope 3 emissions per rupee of turnover

Total Scope 3 emission intensity (optional) – the relevant metric may be selected by the entity

TCO2e/ Revenue from operations in millions

Note: For FY26 scope 3 emission has been done for employee commute and business travel (Airways and roadways).

Note: Indicate if any independent assessment/ evaluation/assurance has been carried out by an external agency? (Y/N) If yes, name of the external agency

No With respect to the ecologically sensitive areas reported at Question 11 of Essential Indicators above, provide details of significant direct & indirect impact of the entity on biodiversity in such areas along-with prevention and remediation activities.

GNFC’s operations are not situated within or in proximity to ecologically sensitive areas such as national parks, wildlife sanctuaries, or coastal regulation zones. Accordingly, the Company does not have any significant direct or indirect impact on biodiversity in such regions, and no specific mitigation or restoration measures are necessitated. The Company continues to ensure adherence to applicable environmental regulations and remains committed to conducting its operations in a sustainable and responsible manner.

If the entity has undertaken any specific initiatives or used innovative technology or solutions to improve resource efficiency, or reduce impact due to emissions / effluent discharge / waste generated, please provide details of the same as well as outcome of such initiatives, as per the following format:

S. No Initiative undertaken

Details of the initiative (Weblink, if any, may be provided along-with summary)

Outcome of the initiative

Amine wastewater treatment at GNFC-Dahej Unit in place of incineration at GNFC, Bharuch

Recycling of yellow wastewater

Reduction in emission & fuel consumption incinerators in TDI

Reduction in emission, fuel consumption in TDI incinerators and reduction in hazardouswastegeneration th

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING 3

Resource recovery No significant impact

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

Re-use of spent caustic at both Bharuch and Dahej unit

Recycling of treated ANP discontinuous effluent

TDI Tar co-processing at cement industries

Recycling of NETP chemical & biological sludge at mix fertilizer units

Reduction in emission, fuel consumptioninTDI incinerators and reduction in hazardous wastegeneration

Resource recovery

Equivalent quantity of coal consumption is reduced at cementindustries

Resource recovery

5. Does the entity have a business continuity and disaster management plan? Give details in 100 words/ web link.

The Company has a comprehensive Emergency Preparedness Plan in place to effectively respond to unforeseen disruptions. Periodic Disaster Recovery (DR) drills are conducted to assess and enhance the readiness of systems and personnel. Business Continuity Plans (BCP) have been developed to ensure a structured and swift recovery from disruptions in production activities, particularly across manufacturing units. The key objectives of the BCP for Manufacturing Plants include: Identifying potential threats that could disrupt business operations; Establishing pre-emptive arrangements and procedures for effective emergency response; Ensuring continuity of critical business functions during disruptions; Minimizing employee injuries or loss of life and reducing operational losses; Safeguarding essential facilities, equipment, vital records, and critical assets; Defining roles and responsibilities of crisis response teams for coordinated action; Facilitating timely and effective decision-making for operational restoration; Identifying alternative actions to mitigate the impact of crises and reduce response time; Assessing the impact of disruptive events in terms of cost, time, business continuity, and workforce implications; Ensuring rapid recovery and resumption of full-scale manufacturing operations.

Disclose any significant adverse impact to the environment, arising from the value chain of the entity. What mitigation or adaptation measures have been taken by the entity in this regard

No significant impact

Percentage of value chain partners (by value of business done with such partners) that were assessed for environmental impacts.

How many Green Credits have been generated or procured: a. By the listed entity

As per the Green Credit Rules, 2023, participation in the Green Credit Programme is voluntary in nature. GNFC has not participated in the programme as of the reporting period.

b. By the top ten (in terms of value of purchases and sales, respectively) value chain partners

NIL th

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PRINCIPLE 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent 1

PRINCIPLE 7: Businesses, when engaging in influencing public and regulatory policy, should do so in a manner that is responsible and transparent

Essential Indicators a. Number of affiliations with trade and industry chambers/ associations.

10 b. List the top 10 trade and industry chambers/ associations (determined based on the total members of such body) the entity is a member of/ affiliated to. S. No Name of the trade and industry chambers/ associations

Reach of trade and industry chambers/ associations (State / National)

Fertilizer Association of India Federation of Gujarat Industries Dahej Industrial Association Gujarat Safety Council National Safety Council Safety, Health and Environment Association

Gujarat Chamber of Commerce & Industry Gujarat Chemical Association All India Management Association Indian Polyurethane Association Indian Chemical Council

2. Provide details of corrective action taken or underway on any issues related to anticompetitive conduct by the entity, based on adverse orders from regulatory authorities. Name of authority

Brief of the case

Corrective action taken

Nil. No instances of anti-competitive conduct were reported by regulatory authorities during the reporting period.

Leadership Indicators

Details of public policy positions advocated by the entity: S. No Public policy advocated

Method resorted forsuch advocacy

Whether information available in public domain? (Yes/No)

Advocacy for reasonable statutory and regulatory enactments that affect the company.

Use of drone in agriculture Safe use of Agrochemicals by Farmers

Usually through industry-related trade associations to which the company belongs.

Through Industry bodies Through Industry bodies

Frequency of Review by Board (Annually/ Half yearly/ Quarterly / Others – please specify)

As needed
As needed
As needed
Web Link, if available th
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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING PRINCIPLE 8: Businesses should promote inclusive growth and equitable development

Essential Indicators FY 2024-25 (Previous Financial Year) 4.89% 70.14%

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

PRINCIPLE 8: Businesses should promote inclusive growth and equitable development

Essential Indicators

1. Details of Social Impact Assessments (SIA) of projects undertaken by the entity based on applicable laws, in the current financial year. Name and brief details of project

SIA Notification No.

Date of notification

Whether conducted by independent external agency (Yes / No)

Results communicated in public domain (Yes / No)

Relevant Web link

Not applicable because no requirement for Social Impact assessment during the FY 2025-26.

2. Provide information on project(s) for which ongoing Rehabilitation and Resettlement (R&R) is being undertaken by your entity, in the following format: S. No Name of Project for which R&R is ongoing

State
District
No. of Project Affected Families (PAFs)
% of PAFs covered by R&R

Amounts paid to PAFs in the FY (In INR)

Not applicable since CSR Projects are not in aspirational districts identified by Government Authority.

3. Describe the mechanisms to receive and redress grievances of the community. GNFC has established a structured grievance redressal framework, with a designated HR Single Point of Contact (SPOC) acting as the Grievance Redressal Officer. Employees may raise concerns through multiple channels, including email, verbal communication, or written submissions addressed to the HR Department or the Managing Director. The HR SPOC reviews the grievances and coordinates with the concerned departments for investigation, resolution, and feedback. In addition, an Industrial Relations Committee has been constituted to address employee grievances. The Committee comprises fifteen members representing both Management and the Staff Union, ensuring a balanced and collaborative approach to grievance resolution.

4. Percentage of input material (inputs to total inputs by value) sourced from suppliers:

Parameter

FY 2025-26 (Current Financial Year)

Directly sourced from MSMEs/ small producers Directly sourced within India

FY 2024-25 (Previous Financial Year) 4.89% 70.14%

5. Job creation in smaller towns – Disclose wages paid to persons employed (including employees or workers employed on a permanent or non-permanent / on contract basis) in the following locations, as % of total wage cost

Location

Rural Semi-urban Urban Metropolitan

FY 2025-26 (Current Financial Year) 12.50 82.20 0.59 4.72

FY 2024-25 (Previous Financial Year) 12.32 81.83 0.63 5.22 th

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1 Leadership Indicators

Leadership Indicators Basis of calculating benefit share

Leadership Indicators

Provide details of actions taken to mitigate any negative social impacts identified in the Social Impact Assessments (Reference: Question 1 of Essential Indicators above):

Details of negative social impact identified

Corrective action taken

Not applicable because no requirement for Social Impact assessment during the FY 2025-26.

Provide the following information on CSR projects undertaken by your entity in designated aspirational districts as identified by government bodies: S. No.

State
Aspirational District
Amount spent (In INR)

Not applicable since CSR Projects are not in aspirational districts identified by Government Authority.

Do you have a preferential procurement policy where you give preference to purchase from suppliers comprising marginalized /vulnerable groups? (Yes/No)

No (b)

From which marginalized /vulnerable groups do you procure?

NA (c)

What percentage of total procurement (by value) does it constitute?

NA Details of the benefits derived and shared from the intellectual properties owned or acquired by your entity (in the current financial year), based on traditional knowledge: S. No.

Intellectual Property based on traditional knowledge
Owned/ Acquired (Yes/No)
Benefit shared (Yes / No)

Basis of calculating benefit share

NIL Details of corrective actions taken or underway, based on any adverse order in intellectual property related disputes wherein usage of traditional knowledge is involved. Name of authority

Brief of the Case
Corrective action taken
Not Applicable

Details of beneficiaries of CSR Projects: S. No.

CSR Project

Livelihood Enhancement by Vocational Skills Upgradation through NITI Development activities in Narmada Motlabai Public School Revival of SHGs (Entrepreneurial Activities) Support to Seva Yagna Samiti (Healthcare Support) Support to Meritorious Students of Bharuch Mobile Medical Van Project Support to Rural Students through Sewa Rural, Jhagadia Appointment of Expert Teachers in Govt. Schools Aashirwad Recreation Centre (Elderly Care) Development of facilities in Narmada College (NEST) Development of facilities in Narmada Vidyalaya Support to Shala Praveshotsav – Kanya Kelavani Repair & Maintenance of Drones for SHG Women Support to Kala Gurjari

No. of persons benefitted from CSR Projects

30 300+ 25 1,000+ 14 1,500+ students 35 2,500+ 2,200+ 1,000+ 150+ 100+

% of beneficiaries from vulnerable and marginalized groups

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BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING PRINCIPLE 9: Businesses should engage with and provide value to their consumers in a responsible manner

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING Essential Indicators

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORTING

PRINCIPLE 9: Businesses should engage with and provide value to their consumers in a responsible manner

Essential Indicators

1. Describe the mechanisms in place to receive and respond to consumer complaints and feedback.

GNFC has established a comprehensive framework for addressing consumer complaints. An online feedback form is available on the Company’s website at https://www.gnfc.in/contact-us/ Customers may also raise product-related concerns through multiple channels, including email to the respective Head of Department (HOD) or customer care, telephonic communication via the customer care number printed on fertilizer bags, and in-person visits to Narmada Khedut Sahay Kendra (NKSK) retail outlets. Details of NKSK locations are available at https://www.gnfc.in/narmada-khedut-sahay-kendra/ and GNFC office locations at https://www.gnfc.in/divisions/gnfc-areaoffices/. Farmers may also approach regional offices, area offices, or retail outlets, where complaint registers are maintained for systematic recording and resolution of grievances. In addition, feedback forms are shared with major consumers and dealers to gather insights and facilitate continuous improvement of the grievance redressal mechanism.

2. Turnover of products and/ services as a percentage of turnover from all products/service that carry information about: As a percentage to total turnover

Environmental and social parameters relevant to the product

Safe and responsible usage

Recycling and/or safe disposal

3. Number of consumer complaints in respect of the following: FY 2025-26 (Current Financial Year) Received during the year

Pending resolution at end of year

Remarks

Data privacy Advertising Cyber-security Delivery of Products Quality of Products Restrictive Trade Practices Unfair Trade Practices Other

FY 2024-25 (Previous Financial Year) Received during the year

Pending resolution at end of year
NIL
NIL
NIL
NIL
NIL
NIL
NIL
NIL
NIL
NIL
Remarks
NIL
NIL
NIL
NIL
NIL

4. Details of instances of product recalls on account of safety issues: Number

Voluntary recalls Forced recalls
NIL NIL
Reasons for recall NA NA th
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5. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If available, provide a web-link of the policy. Yes, GNFC’s cybersecurity framework is guided by its “Information Security Policy,” which is implemented to ensure compliance with applicable regulations, address key risk exposures, and meet evolving customer expectations. The policy is available in the public domain on the Company’s website at the following link: https://www.ncodesolutions.com/company-policy.php

5. Does the entity have a framework/ policy on cyber security and risks related to data privacy? (Yes/No) If available, provide a web-link of the policy.

Yes, GNFC’s cybersecurity framework is guided by its “Information Security Policy,” which is implemented to ensure compliance with applicable regulations, address key risk exposures, and meet evolving customer expectations. The policy is available in the public domain on the Company’s website at the following link: https://www.ncodesolutions.com/company-policy.php

6. Provide details of any corrective actions taken or underway on issues relating to advertising, and delivery of essential services; cyber security and data privacy of customers; re-occurrence of instances of product recalls; penalty / action taken by regulatory authorities on safety of products / services

NA 7. Provide the following information relating to data breaches: a. Number of instances of data breaches b. Percentage of data breaches involving personally identifiable information of customers c. Impact, if any, of the data breaches

NIL

NA NA

Leadership Indicators

Channels / Platforms where information on products and services of the entity can be accessed (provide web link, if available).

Information on GNFC’s products and services is available on the Company’s official websites Website: www.gnfc.in & www.gnfcneem.in The Company has a customer care number (02642202243), specific Email id ([email protected]) through which customers can reach out. Weblink: https://www.gnfc.in/services/chemicals/

Steps taken to inform and educate consumers about safe and responsible usage of products and/or services.

GNFC undertakes various initiatives to inform and educate consumers on the safe and responsible use of its products. This includes direct engagement with farmers through fieldlevel interactions and on-site demonstrations to promote correct usage practices. The Company also disseminates product information and safety guidelines through e-bulletins, participation in agricultural fairs, and exhibitions. In addition, Safety Data

Sheets (SDS) are provided to customers to ensure safe handling, storage, and usage of products.

Mechanisms in place to inform consumers of any risk of disruption/discontinuation of services essential

Does the entity display product information on the product over and above what is mandated as per local laws? (Yes/No/Not Applicable) If yes, provide details in brief. Did your entity carry out any survey with regard to consumer satisfaction relating to the major products / services of the entity, significant locations of operation of the entity or the entity as a whole? (Yes/No)

In case of disruption or discontinuation of essential services, GNFC informs customers through periodic engagement forums and meetings, ensuring timely communication.

All GNFC products are approved in compliance with the provisions of the Fertilizer Control Order and requisite product information is clearly displayed on the packaging in accordance with regulatory requirements. In addition, customer satisfaction surveys are conducted annually in alignment with ISO standards to evaluate and improve service quality.

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DIRECTORS' REPORT ANNEXURE – C

DIRECTORS' REPORT

ANNEXURE – C

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO FOR FINANCIAL YEAR 2025-2026

[Pursuant to Section 134(3)(m) of The Companies Act, 2013 read with Rule 8(3) of The Companies (Accounts) Rules, 2014]

CONSERVATION OF ENERGY

Steps taken or impact on Conservation of Energy: Company framed its energy policy in February, 2005 in accordance with Energy Conservation Act (EC Act 2001) & the same is in force.

The Company complies the regulation formed by Bureau of Energy Efficiency (BEE), Min. of Power under Perform Achieve Trade (PAT) mechanism.

The Company has acquired ISO-50001 (Energy Management System) certification for Bharuch unit in May 2021 and for Dahej unit in December 2019.

Details of various Energy Saving Measures / Schemes implemented during the year 2025-26 are as given below:

Township Admin Office: In the specific areas of the Township, total 458 nos. of old conventional light fixtures were replaced with energy efficient LED fixtures. The total investment cost for the same is 2.56 Lakh. By this measure, estimated power saving of 7,982 kWh was achieved in the last FY 2025-26.

In the gymnasium at S&R club, 14 nos. of old split AC units (2 TR capacity each) were replaced by a common energy efficient VRF/VRV-based HVAC system (24 HP/20 TR capacity). Total investment cost for VRF/VRV based HVAC system is 10.97 Lakh. By this measure, estimated power saving of 27,095 kWh was achieved in the last FY 2025-26.

Electrical System, Bharuch: In various plant areas, total 1281 nos. old conventional light fittings were replaced with energy efficient LED fixtures. Total investment cost was 45.8 Lakh. By this measure, total 2,12,589 kWh of energy saving is achieved in the last FY 2025-26.

By improving Power Factor, GNFC received power factor rebate of 162 Lakh in the last FY 2025-26.

Electrical System, Dahej: By improving Power Factor, GNFC received power factor rebate of 103 Lakh in the last FY 2025-26.

ASGP Plant: Process condensate heat which being lost in cooling water is partially recovered by preheating NG. By this measure, NG saving of 75 sm³/hr and HP steam saving of 73 kg/hr is estimated. Estimated cost of the scheme is 67 Lakh.

Reduction in Radiation Losses by providing Thermal Insulation to uninsulated/damaged portions in the Reformer for reduction in Heat losses. By this measure, around 1.1 lakh sm³ per year NG saving is anticipated.

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Primary Reformer WHR coils were cleaned by dry ice blasting during annual shutdown. This measure will reduce consumption of NG. Total cost for the job is around 4.5 Lakh. e)

Primary Reformer WHR coils were cleaned by dry ice blasting during annual shutdown. This measure will reduce consumption of NG. Total cost for the job is around 4.5 Lakh.

Urea plant: Installation of condensate pump with optimized head and capacity. Estimated power saving is 25.4 kW. Total cost of the scheme is 40.8 Lakh.

Boilers: Reduction in Radiation Losses by providing Thermal Insulation to uninsulated/damaged portions in the Boilers for reduction in Heat losses. By this measure, around 26.6 Tons per year Coal saving is anticipated.

Energy Saving Measures under implementation or planned for implementation:

Electrical System, Bharuch: Total power saving of 2,93,664 kWh has been planned by replacing old conventional light fittings with energy efficient LED fittings (total 1538 nos.). The estimated cost would be 46.8 Lakh.

ASGP: Replacing Syn gas by H2 rich feed gas of PSA in Reformer Feed. The scheme is under execution stage. Yearly estimated energy saving will be around 6673.7 Gcal.

Urea Plant: Conversion of Main Ammonia feed pump (P-1A/B/C) Torque Convertor to Variable Frequency Drive (VFD). Estimated power saving is 150 kW. Estimated cost of the Scheme is 1037 Lakh.

Installation of high efficiency Hydrolyzer Feed Pump by replacing existing old pump-motor set. This scheme is having power saving potential of 30 KW.

CNA-III Plant: Replacement of existing Cooling Water pumps by new energy efficient lower head pumps. This scheme is having power saving potential up to 5,87,395 KWH per year.

Ammonia Plant: Replacement of existing Naptha pump by new energy efficient lower head pump. This scheme is having power saving potential up to 2,03,291 KWH per year.

Replacement of existing Cooling Water pump for air pre-cooling tower by new energy efficient lower head pump. This scheme is having power saving potential up to 1,37,157 KWH per annum. Estimated cost of the scheme is 24.8 Lakh.

TDI-II Wet section, Dahej: Preheating of Dehydration Column Feed against waste heat in MTD plant. Estimated saving in steam is 0.385 MT/hr. The scheme is under implementation. Estimated cost of the scheme is 159 Lakh.

Installation of new pump with lower head in MTD Hydrogenator Loop Water. Estimated saving in power is around 320 MWH per year. The scheme is under implementation. Estimated cost of the scheme is 76.10 Lakh.

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DIRECTORS' REPORT g) TDI-II Dry Section, Dahej: Application of once through ODCB in vacuum pumps. By this measure, overall reliability of plant will improve and estimated steam saving of 0.955 MT/hr will be achieved. The scheme is under implementation. Estimated cost of the scheme is 365 Lakh.

DIRECTORS' REPORT g)

TDI-II Dry Section, Dahej: Application of once through ODCB in vacuum pumps. By this measure, overall reliability of plant will improve and estimated steam saving of 0.955 MT/hr will be achieved. The scheme is under implementation. Estimated cost of the scheme is 365 Lakh.

Overall Steam Trap Survey is conducted by third party in all the plant at Bharuch unit for finding out nonperforming traps and reducing the steam consumption by replacing them. By this measure, significant amount of HP Steam saving is anticipated.

(ii)

The steps taken by the Company for utilizing alternate sources of energy: Solar Photo Voltaic power generation systems have been installed at Corporate Building, School building and Guest house building having total capacity of 300 kW. 10 MW solar plant is installed at village Charanka which was commissioned on 17/11/2020. In addition to this, 4 MW Solar Project is installed at village Charanka and commissioned on 05/06/2024, its power is being utilized at TDI-II Dahej unit.

In all around 1,05,97,396 KWH of power was generated from solar plants during the last year.

(iii)

Total installed capacity of Wind Power Turbo Generators (installed at Lathedi and Shikarpur sites in Kutch) is 21 MW. During the last year, around 2,40,01,127 KWH of power was generated from Wind Mills.

In 2025-26, Solar RE is also purchased through PPA with third party. Total 1,61,88,895 KWH RE power is purchased through this agreement.

Capital investment on Energy Conservation Equipment / Measures: The company has made total capital investment of around measures in FY 2025-26.

171.6 Lakh on energy conservation

Technology Absorption:

Efforts in brief, made towards technology absorption: Implementation of various reliably, safety and energy saving schemes carried out in plants for safe and reliable operations, improving machine / equipment performance and energy saving.

We interact with know how supplier/consultant for solving plant problems, and reliability to sustain productivity and improving plant performance.

(ii)

The benefits derived like product improvement, cost reduction, product development or import substitution: Import substitution: Potassium Methoxide is catalyst used in the Formic Acid plant for the synthesis of Methyl Formate, which is an intermediate in the production of Formic Acid. Catalyst was being sourced through imports. Since Jan-2025, the entire requirement of Potassium Methoxide is being met through indigenous source. With this transition, a cost saving of around 2.4 crores per year has been achieved.

(iii)

In case of imported technology (Imported during the last three years reckoned from the beginning of the financial year): NIL th

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RESEARCH & DEVELOPMENT: 1)

RESEARCH & DEVELOPMENT:

Specific R&D Assignments and Benefits:

Research was carried out in areas of Development of Catalysts for In-house captive use, Value added products from by-products, etc.

During the year, R&D team focused on Indigenous resource development by validating Indian column packing materials used in Distillation Column of Formic Acid plant as high quality alternatives to imported counterparts. Through comprehensive testing at our R&D facility, we have established performance equivalency. This initiative has led to effective technology absorption, strengthening our domestic sourcing capabilities and supporting our commitment to “Make in India” and import substitution goals.

(ii) Successfully developed and validated a high-efficiency biocide targeting sulfur bacteria. The project progressed from laboratory formulation to a successful 200 kg plant trial.

Benefits derived as a result of R&D:

Commercialization of R&D product on large scale.

(ii) Strategic Import Substitution:

Potassium Methoxide Catalyst: Successfully transitioned to an Indian manufactured catalyst with plant data confirming performance purity with imported benchmarks.

This Initiatives significantly reduce supply chain risks and optimize operational costs while supporting the “Make in India” Initiative

(iii) Recycling, Green Chemistry and Environment improvement benefits.

Future Plans of Action:

To scale up Process catalysts for captive use.

(ii) To take up Value added products development from Fly ash.

(iii) To provide technical services to Customers and Process Plants.

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DIRECTORS' REPORT 4) Expenditure on Research and Development:

DIRECTORS' REPORT
4) Expenditure on Research and Development:
No. 1. 2. 3. 4.

Nature of Expenditure Capital Expenditure Recurring Expenditure Salaries to R&D Personnel Power and Fuel Total Total R&D expenditure as percentage of Total Turnover Gross Turn-over

Particulars Foreign Exchange Used Foreign Exchange Earned

FY 2025-26

FY 2025-26 627.61 10.38 in crores)

FY 2024-25 0.12 0.05 2.98 0.07 3.22 0.0408% 7892.45 in crores)

FY 2024-25 487.49 6.59 th

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ANNEXURE - D

DISCLOSURE PURSUANT TO RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014 FOR FINANCIAL YEAR 2025-26. Sr. No.

DISCLOSURE PURSUANT TO RULE 5(1) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014 FOR FINANCIAL YEAR 2025-26.

Sr. No.
Requirement
Details

Ratio of remuneration of each Director to the median remuneration of the employees of the Company.

Non-Executive Directors are paid remuneration by way of Sitting Fees only for attending the Meetings of the Board of Directors and various Committees of the Company.

Appointment of Managing Director (MD) (Executive Director) is made by the Board of Directors in consultation with Government of Gujarat (GoG) and he/she is usually a Senior IAS Officer. MD is paid remuneration as per the terms and conditions prescribed and notified by GoG and as determined by the Board of Directors in accordance with the Articles of Association of the Company, The Companies Act, 2013 (the Act) and the relevant Rules framed thereunder as amended from time to time and subject to the approval of Shareholders.

Dr. T. Natarajan, IAS, Additional Chief Secretary to Govt. of Gujarat - Finance Dept., held the additional charge of Managing Director of the Company up to December 29, 2025. Subsequently, Shri Rajkumar Beniwal, IAS, who was nominated as Managing Director of the Company vide GoG, GAD notification no. AIS/35.2025/56/G dated December 23, 2025, assumed the charge of Managing Director w.e.f. December 29, 2025.

Remuneration has been paid to Shri Rajkumar Beniwal, IAS, for holding the said charge. The Government of Gujarat, General Administration Department (GAD), vide Notification No. AIS/30.2026/0334/G dated January 17, 2026, has notified that the post of Managing Director of the Company shall be treated as equivalent to an IAS cadre post in terms of status and responsibilities.

Accordingly, the services of Shri Rajkumar Beniwal, IAS, as Managing Director of the Company have been considered equivalent to an IAS cadre post, and he is receiving remuneration as prescribed for IAS cadre officers by the Government of Gujarat. The remuneration comprises pay, allowances, perquisites, and other benefits as admissible to IAS officers under the relevant rules, instructions, and orders issued by the Government of Gujarat from time to time.

Payment of Special Pay/Charge Allowance shall be subject to the ceiling and shall not exceed the limits specified under Schedule V of the Companies Act, 2013.

In view of the above, ratio of remuneration of each Director to the median remuneration of the employees is not comparable and hence details are not furnished under this column.

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DIRECTORS' REPORT 2

DIRECTORS' REPORTp. 2

Percentage increase in remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any.

Percentage increase in the median remuneration of employees.

Sr. No.
Director / KMP
1 2 3 4p. 1
Dr. T. Natarajan, IASp. 2

Shri Rajkumar Beniwal, IAS Shri D.V. Parikh

Shri Rajesh Pillai
Title
MD MD CFO CS
% increase / decrease in remuneration

1. Dr. T. Natarajan, IAS ceased as Managing Director pursuant to the General Administration Department Order No. AIS/35.2025/56/G dated December 23, 2025. He has relinquished the charge of Managing Director of the Company w.e.f. December 29, 2025. However, he continued as Non-Executive Non-Independent Director on the Board of the Company.

2. Shri Rajkumar Beniwal, IAS, who was nominated as Managing Director of the Company vide GoG, GAD notification no. AIS/35.2025/56/G dated December 23, 2025, assumed the charge of Managing Director w.e.f. December 29, 2025.

3. Shri Rajesh Pillai was appointed as the Company Secretary and Compliance Officer of the Company with effect from May 23, 2025.

4. Non-Executive Directors are paid only sitting fees for attending the Board / Committee Meetings.

3.56% considering full year present of Regular employees in employment for FY 2025-26 & FY 2024-25.

Number of permanent employees on the rolls of Company at the end of the year.

Average percentile increase already made in the salaries of employees other than the managerial personnel in the last Financial Year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration.

There was -0.97% average percentile increase in the salary of employees other than Key Managerial Personnel (KMP) as against this there was increase of -03.20% in the remuneration of KMP for FY 2025-26 compared to FY 2024- 25.

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6 Affirmation that the remuneration is as per the remuneration policy of the Company.

Affirmation that the remuneration is as per the remuneration policy of the Company.

The Company has in place different Grades of remuneration for KMP other than MD, Senior Management Personnel and Other Employees. The remuneration is paid to them as per the grade in which they are employed and as per the terms of their appointment. The remuneration is paid to MD as per the terms and conditions prescribed and notified by GoG with requisite approval of Board of Directors and Members of the Company under the law.

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DIRECTORS' REPORT ANNEXURE – E Form No. MR -3 Secretarial Audit Report (For the Financial year ended on 31st March, 2026) [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the To, Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

DIRECTORS' REPORT

ANNEXURE – E Form No. MR -3 Secretarial Audit Report (For the Financial year ended on 31st March, 2026) [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the To, Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

The Members, Gujarat Narmada Valley Fertilizers & Chemicals Limited, P.O. Narmadanagar, Dist. Bharuch – 392015, Gujarat, India.

Dear Sirs, We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practice by Gujarat Narmada Valley Fertilizers

Chemicals Limited (CIN L24110GJ1976PLC002903) (hereinafter called “the Company”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing our opinion thereon.

Based on our verification of the Company’s books, papers, minutes books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of secretarial audit, we hereby report that in our opinion, the st

Company has, during the audit period covering the financial year ended 31 March, 2026, complied with the statutory provisions listed hereunder and also that the Company has proper Board processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We have examined the books, papers, minute books, forms and returns filed and other records maintained by the st

Company, for the financial year ended on 31 March, 2026, according to the provisions of;

1. The Companies Act, 2013 (the Act) and the rules made thereunder;

2. The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;

3. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;

4. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment (FDI) and Overseas Direct Investment (ODI) and External Commercial Borrowings (ECB);

5. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’);

A. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011.

B. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015.

C. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 - Not Applicable during the Financial year under review.

D. Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 - Not Applicable during the Financial year under review.

E. The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021 - Not Applicable during the Financial year under review.

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F. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 – The Company has appointed Kfin Technologies Limited SEBI Registered Category I Registrar & Share Transfer Agent

The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 – The Company has appointed Kfin Technologies Limited SEBI Registered Category I Registrar & Share Transfer Agent

G. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2021. - Not Applicable during the Financial year under review.

H. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 2018 - Not Applicable during the Financial year under review.

Securities and Exchange Board of India (Depositories and Participants) Regulations, 2018;

6. We further report that, having regard to the compliance system prevailing in the Company and on the examination of the relevant records on test check basis, the Company has complied with the following specific laws to the extent applicable to the Company;

1. The Environment (Protection) Act, 1986

2. The Air (Prevention and Control of Pollution) Act, 1981

3. The Water (Prevention and Control of Pollution) Act, 1974

4. The Ammonium Nitrate Rules, 2012

5. The Petroleum Act, 1934

6. The Explosives Act, 1884 and Explosive Rules, 2008 and 7. The Hazardous and other Wastes (Management and Transboundary Movement) Rules, 2016.

We have also examined compliance with the applicable clauses of the following;

(i) The Mandatory Secretarial Standards (SS-1 and SS-2) issued by The Institute of Company Secretaries of India.

(ii) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and amendments made thereunder.

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards mentioned above.

We further report that;

A. The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non- Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the year under review were carried out in compliance with the provisions of the Act.

B. Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent atleast seven days in advance and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

C. We further report that as per the minutes of the meetings duly recorded and signed by the Chairman, the decisions were carried at meetings without any dissent.

D. Based on the Compliance mechanism established by the Company and on the basis of information provided by the officers of the Company and the compliance certificates placed before the Board and taken on record by the Board of Directors at their meetings, we are of the opinion that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

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DIRECTORS' REPORT We further report that;

th th Practising Company Secretaries

DIRECTORS' REPORT

We further report that;

th th

The Company has passed Special Resolutions at the 49 AGM held on 9 September, 2025 for Re-appointment of Shri Bhadresh Mehta (DIN: 02625115) as an Independent Non-Executive Director of the Company for a second th th term of three consecutive years commencing from 27 September, 2025 to 26 September, 2028 and Appointment of Shri Susanta Kumar Roy (DIN: 07940997), as an Independent Non-Executive Director of the Company for a term th th of three consecutive years effective from 6 August, 2025 to 5 August, 2028.

During the financial year 2025-26, the Company has completed three Postal Ballot process which were concluded rd st th on 3 April, 2025, 1 January, 2026 and 27 March, 2026.

Place: Vadodara

Date: May 18, 2026 for J. J. Gandhi & Co.

Practising Company Secretaries

(J. J. Gandhi) Proprietor FCS No. 3519 and CP No. 2515 P R No. 7600/2026 UDIN F003519H000339591

This report is to be read with our letter of even date which is annexed as Annexure - A and forms an integral part of this report.

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To, The Members, Gujarat Narmada Valley Fertilizers & Chemicals Limited, P.O. Narmadanagar, Dist. Bharuch – 392015, Gujarat, India Our Secretarial Audit Report of even date is to be read along with this letter.

To, The Members, Gujarat Narmada Valley Fertilizers & Chemicals Limited, P.O. Narmadanagar, Dist. Bharuch – 392015, Gujarat, India

Our Secretarial Audit Report of even date is to be read along with this letter.

ANNEXURE – A 1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.

2. We have followed the audit practices and the processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.

3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company. The Compliance of applicable financial laws like direct and indirect laws have not been reviewed in this Audit since the same have been subject to review by Statutory Financial Audit and Other designated professionals.

4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events etc.

5. The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the verification of procedures on test basis.

6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company.

Place: Vadodara Date: May 18, 2026

For J. J. Gandhi & Co. Practising Company Secretaries

(J. J. Gandhi) Proprietor FCS No. 3519 and CP No. 2515 P R No. 7600/2026 th

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DIRECTOR’S REPORT DIVIDEND DISTRIBUTION POLICY

DIRECTOR’S REPORT
DIVIDEND DISTRIBUTION POLICY
ANNEXURE - F

INTRODUCTION

As per Regulation 43A of Securities & Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended), prescribed listed companies based on market capitalization, to formulate a ‘Dividend Distribution Policy’, which shall be disclosed on the website of the listed entity and a web-link to be provided in the Annual Report.

OBJECTIVE AND SCOPE

The intent of the policy is to broadly specify the internal and external factors, including financial parameters that shall be considered while recommending the dividend and the circumstances under which the shareholders of the Company may or may not expect dividend, etc.

DEFINITIONS

In the Policy, unless the context otherwise requires:

“Act” shall mean the Companies Act, 2013 and the Rules framed thereunder, including any modifications, amendments, clarifications, circulars or re-enactment thereof.

“Applicable Laws” shall mean the Companies Act, 2013 and the rules made thereunder, the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015; as amended from time to time and such other act, rules or regulations which provides for the distribution of Dividend.

“Board” or “Board of Directors”means the collective body of the Directors of the Company.

“Company”means Gujarat Narmada Valley Fertilizers & Chemicals Limited.

“Dividend”means dividend on equity shares of the Company and includes interim dividend.

“Listing Regulations” means Securities and Exchange Board of India (Listing Obligation and Disclosure Requirements) Regulations, 2015 as amended from time to time or any reenactment thereof.

“Policy”means this Dividend Distribution Policy of the Company.

All the words and expression used in this Policy, unless defined in the Policy, shall have the same meaning respectively assigned to them under the Applicable Laws.

EFFECTIVE DATE AND APPLICABILITY

This Policy shall be effective from the date of its adoption by the Board.

The Policy shall not be applicable in the following circumstances:

Determination and declaring dividend on preference shares, if any; Distribution of dividend in kind, i.e. by issue of fully or partly paid bonus shares or other securities, subject to applicable laws; Any distribution of cash as an alternative to payment of dividend by way of buyback of equity shares.

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STATUTORY REQUIREMENTS

The Board of Directors shall recommend the dividend as per the Policy, in compliance with the provisions of the Companies Act, 2013, Rules made thereunder and other applicable laws, if any. Further, the Board of Directors of the Company will consider the recommendation of dividend for any financial year after taking into account the Profits of the Company and after transfer of such percentage of its profits for that financial year as it may consider appropriate to the reserves of the Company.

The Board of Directors shall recommend the dividend as per the Policy, in compliance with the provisions of the Companies Act, 2013, Rules made thereunder and other applicable laws, if any.

Further, the Board of Directors of the Company will consider the recommendation of dividend for any financial year after taking into account the Profits of the Company and after transfer of such percentage of its profits for that financial year as it may consider appropriate to the reserves of the Company.

The Board of Directors may declare interim dividend, subject to the provisions of the Companies Act, 2013 and the Rules made thereunder, during any financial year, out of the surplus in the profit and loss account and out of profits of the financial year, in which such interim dividend is sought to be declared.

FINANCIAL PARAMETERS / INTERNAL AND EXTERNAL FACTORS FOR DECLARATION OF DIVIDEND

The decision of dividend payout or retention of profits by the Board shall, inter-alia, depend, including but not limited to the following financial parameters / internal and external factors:

Financial Parameters:

i) ii) iii) iv)

Quantum of anticipated capital expenditure; Magnitude of realized profits; Operating cash flow and liquidity; Investment opportunities;

Capacity to service interest / principal (borrowings);

Cost of borrowings vis-à-vis cost of capital; vii) Sales volume; viii) Anticipated expenses; ix)

Financial ratios (e.g. EPS-post dividend), etc.
Internal & External Factors:
i) ii) iii)

Cash flow position of the Company; Stability of earnings; Cost of borrowings;

iv) v)

Number of shareholders; Future growth plans / strategies / capital expenditure, etc;

Past dividend trends; vii) Over-all economic / regulatory environment including tax laws; viii) Macro-economic conditions / Industry outlook and stage of business cycle for underlined business; ix)

Dividend payout ratios of companies in same industries;

Government Guidelines;

As may be directed by the Promoter(s) of the Company from time to time; xii) Any other contingency plans.

CIRCUMSTANCES UNDER WHICH THE SHAREHOLDERS MAY OR MAY NOT EXPECT DIVIDEND

The shareholders of the Company may not expect dividend under the following circumstances:

Inadequacy of profits or losses – If during any financial year, the Board determines that the profits of the Company are inadequate or the Company has incurred losses, the Board may decide not to declare dividends for that financial year;

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DIRECTOR’S REPORT ii) Any other circumstances / factors which the Board may consider appropriate in the best interest of the Company and the shareholders.

DIRECTOR’S REPORT ii)MANNER OF UTILIZATION OF RETAINED EARNINGS AMENDMENT IN POLICY CAUTIONARY STATEMENT

DIRECTOR’S REPORT ii)

Any other circumstances / factors which the Board may consider appropriate in the best interest of the Company and the shareholders.

MANNER OF UTILIZATION OF RETAINED EARNINGS

The Board may retain its earnings in order to make better use of available funds and increase the value of stakeholders in the long run. The decision of utilization of retained earnings of the Company shall be mainly based on the following factors:

Strategic and long term plans; Diversification & expansion opportunities; Revamp of ageing plants and for achieving better energy efficiency; Non-fund based need of the Company, its Subsidiary and Joint Ventures which may require to have healthy. consolidated balance sheet; Any other criteria which the Board may consider appropriate.

PARAMETERS TO BE ADOPTED WITH REGARD TO VARIOUS CLASSES OF SHARES

The Company has presently issued only one class of shares i.e. Equity Shares with equal voting rights. The Policy shall be suitably revisited at the time of issue of any new class of shares, subject to the provisions of the Companies Act, 2013 and other applicable laws prevailing from time to time.

AMENDMENT IN POLICY

The Board of the Company shall have the authority to amend or modify this Policy to align with any amendments made to the Act and rules made thereunder or Listing Regulations or applicable Accounting Standards or such other circulars, SOP, guidelines or regulations issued by SEBI or any other statutory authority.

In the event of any subsequent amendment / modification in the Listing Regulations, Act and/or applicable laws then this Policy shall stand modified to the extent applicable.

In the event of inconsistency of this Policy with any statutory provisions, then the relevant provisions of such applicable law shall prevail upon the provisions of this Policy.

CAUTIONARY STATEMENT

The Policy reflects the intent of the Company to reward its shareholders by sharing a portion of its profits after retaining sufficient funds for growth of the company. The Company shall pursue this Policy to pay dividend, subject to the circumstances and factors enlisted here-in-above, which shall be consistent with the performance of the Company over the years.

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REPORT ON CORPORATE GOVERNANCE

COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE Corporate Governance is an integral part of the Company’s philosophy in its pursuit of excellence, growth, and value creation. The Company strongly believes that having a robust governance structure is the stepping stone for every milestone ahead. The Company’s philosophy on Corporate Governance emanates from resolute commitment to protect stakeholder rights and interests, proactively manage risks and foster long-term corporate goals. The Company is committed to the principles of good governance in its letter and spirit.

COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE CODE OF CONDUCT COMPOSITION OF THE BOARD OF DIRECTORS

COMPANY’S PHILOSOPHY ON CORPORATE GOVERNANCE

Corporate Governance is an integral part of the Company’s philosophy in its pursuit of excellence, growth, and value creation. The Company strongly believes that having a robust governance structure is the stepping stone for every milestone ahead. The Company’s philosophy on Corporate Governance emanates from resolute commitment to protect stakeholder rights and interests, proactively manage risks and foster long-term corporate goals. The Company is committed to the principles of good governance in its letter and spirit.

It permeates in all aspects of working – workplace management, marketplace responsibility, community engagement, and business decisions. The Company’s business strategies are guided by its philosophy on Corporate Governance, which ensures fiscal accountability, ethical corporate behaviour, and fairness to all stakeholders comprising regulators, employees, customers, vendors, investors, and the society at large.

The Company operates within accepted standards of propriety, fair play, and justice and aims at creating a culture of openness in relationships between itself and its Stakeholders. It has set up a system that enables all its employees to voice their concerns openly and without any fear or inhibition.

Our corporate governance framework ensures that we make timely disclosures and share accurate information regarding our financials and performance, as well as disclosures related to the leadership and governance of the Company.

The Company is in compliance with the requirements stipulated under Regulations 17 to 27 read with Para C and D of Schedule V and clauses (b) to (i) and (t) of Regulation 46(2) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) as applicable with regard to Corporate Governance.

CODE OF CONDUCT

The Board has laid down a Code of Conduct for the Board Members inter alia incorporating the duties of Independent Directors as laid down in the Companies Act, 2013 (‘Act’). The Board has also laid down the Code of Conduct for Senior Management Personnel of the Company. These Codes set ethical standards for Directors and Senior Management Personnel. Both the Codes are available on the Company’s Website viz. www.gnfc.in. All the Board Members and Senior Management Personnel have affirmed their compliance with the said Code of Conduct. A declaration to this effect signed by the Managing Director for the FY 2025-26 is annexed to this Report.

CODE OF CONDUCT FOR PREVENTION OF INSIDER TRADING AND CODE OF PRACTICES AND PROCEDURES FOR FAIR DISCLOSURES OF UNPUBLISHED PRICE SENSITIVE INFORMATION

In accordance with the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015, (‘SEBI Insider Trading Regulations’), as amended from time to time, the Board of Directors of the Company has adopted the Code of Conduct for Prevention of Insider Trading (‘Insider Trading Code’) and the Code of Practices and Procedures for Fair Disclosures of Unpublished Price Sensitive Information.

Mr. Rajesh Pillai, Company Secretary is the ‘Compliance Officer’ in terms of this Insider Trading Code, with effect from May 23, 2025.

BOARD OF DIRECTORS

COMPOSITION OF THE BOARD OF DIRECTORS

The Company has an active, experienced, diverse, and well-informed Board of Directors. The Board along with its Committees undertakes its fiduciary duties, keeping in mind the interests of all the Stakeholders aligned with the th

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REPORT ON CORPORATE GOVERNANCE Company’s Corporate Governance philosophy. The Company has an optimum combination of Executive and Non- Executive Directors which is in conformity with Regulation 17 of the SEBI Listing Regulations read with Section 149 and 152 of the Act. Additionally, the Board periodically evaluates the need for changes in its composition and size to ensure continued effectiveness.

REPORT ON CORPORATE GOVERNANCE Directorship in other Listed Companies

REPORT ON CORPORATE GOVERNANCE

Company’s Corporate Governance philosophy. The Company has an optimum combination of Executive and Non- Executive Directors which is in conformity with Regulation 17 of the SEBI Listing Regulations read with Section 149 and 152 of the Act. Additionally, the Board periodically evaluates the need for changes in its composition and size to ensure continued effectiveness.

Regulation 17 (1) (b) of the SEBI Listing Regulations prescribes that at least 50% of the Directors on the Board of a Company shall be Independent Directors, where the Chairperson is related to the Promoter. Out of the total ten (10) Directors as on March 31, 2026, five (5) are Independent Directors constituting 50% of the Board. The Company has one (1) woman Independent Director on the Board as on the said date. A detailed profile of all Directors is available on the Company’s website at https://www.gnfc.in/board-ofdirectors/

Composition of Board of Directors

Executive Directors 10%

The Board met four (4) times during the FY 2025-26, on the following dates:

May 23, 2025
August 06, 2025
Non-Executive Directors 90%
November 12, 2025
February 10, 2026
Non-Executive Directors
Executive Directors

The gap between any two consecutive Meetings did not

Out of the total Ten (10) Directors, Nine (9) are Non-Executive Directors, including Five (5) Independent Directors, of whom One (1) is a Woman Independent Director.

exceed 120 days and the Meetings were conducted in compliance with all applicable provisions of the laws. The necessary quorum was present for all the Meetings.

CATEGORY AND ATTENDANCE OF DIRECTORS The category of Directors including the number of Directorships and Committee Chairpersonships/Memberships held by them in other companies and Directorships held by them in other listed entities as on March 31, 2026 are as follows:

Name of Director

Shri Manoj Kumar Das, IAS (DIN : 06530792)

Number of Directorships in other Companies

Number of Committee positions held in other Companies

Chairperson
Director
Chairperson
Member NON-EXECUTIVE, NON-INDEPENDENT DIRECTOR 7

Directorship in other Listed Companies

1. Gujarat State Petronet Limited – Executive, Nominee Director. 2. Gujarat Energy Limited (erstwhile Gujarat Gas Limited) Non-Executive, Non-Independent Director. 3. Gujarat State Fertilizers & Chemicals Limited – Non-Executive, Nominee Director.

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Dr. T. Natarajan, IAS (DIN : 00396367)

Shri Ashwini Kumar, IAS (DIN: 06581753) Dr. Rajender Kumar, IAS (DIN: 07161855)

Shri Ashwini Kumar, IAS (DIN: 06581753)

Dr. Rajender Kumar, IAS (DIN: 07161855)

Shri Rajkumar Beniwal, IAS (DIN : 07195658)

Smt. Gauri Kumar, IAS (Retd.) (DIN : 01585999)

Shri Bhadresh Mehta (DIN : 02625115)

Prof. Ranjan Kumar Ghosh (DIN : 08551618)

Shri Susanta Kumar Roy (DIN : 07940997)

Shri Ajai Bahadur Khare (DIN : 07416463)

1. Gujarat Alkalies and Chemicals Limited - Non-Executive, Non- Independent Director. 2. Gujarat State Fertilizers & Chemicals Limited – Non- Executive, Non-Independent Director. 3. Gujarat Energy Limited (erstwhile Gujarat Gas Limited) Non- Executive, Non-Independent Director.

EXECUTIVE DIRECTOR 1

1. Gujarat State Fertilizers & Chemicals Limited - Non- Executive, Non-Independent Director. 2. Gujarat Energy Limited (erstwhile Gujarat Gas Limited) - Non- Executive, Non-Independent Director. 1. Gujarat State Fertilizers & Chemicals Limited - Executive, Nominee Director.

NON- EXECUTIVE, INDEPENDENT DIRECTOR 5

1. Gujarat State Fertilizers & Chemicals Limited – Non- Executive, Independent Director. 2. Gujarat Mineral Development Corporation Limited - Non- Executive, Independent Director. 3. TVS Supply Chain Solutions Limited - Non – Executive, Independent Director.

1. Gujarat Energy Limited (erstwhile Gujarat Gas Limited)Non – Executive, Independent Director.

1. Gujarat Industries Power Company Limited- Non – Executive, Independent Director.

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REPORT ON CORPORATE GOVERNANCE The attendance of the Board Members at the Board Meetings and the Annual General Meeting of the Company held during FY 2025-26, is as follows:

REPORT ON CORPORATE GOVERNANCE

The attendance of the Board Members at the Board Meetings and the Annual General Meeting of the Company held during FY 2025-26, is as follows:

Shri Pankaj Joshi, IAS ceased to be Director and Chairman of the Company consequent upon superannuation from Service of Government of Gujarat w.e.f. October 31, 2025, after closure of working hours.

Shri Manoj Kumar Das, IAS was nominated and appointed as a Director and Chairman of the Company w.e.f. November 01, 2025 by the Govt. of Gujarat (GoG) vide its Letter No: EPCD/0010/11/2025. Further, Members approval was obtained for his appointment as a Director and Chairman of the Company through postal ballot completed on January 01, 2026.

Shri Kamal Dayani, IAS (Retd.) ceased to be a Director of the Company consequent upon superannuation from service of Government of Gujarat w.e.f. July 31, 2025, after closure of working hours.

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4. Shri Sanjeev Kumar, IAS was appointed as an Additional Director of the Company w.e.f. August 11, 2025. Further, th

Shri Sanjeev Kumar, IAS was appointed as an Additional Director of the Company w.e.f. August 11, 2025. Further, th

Members approval was obtained for his appointment as a Non-Executive Director at 49 Annual General Meeting. Further, Shri Sanjeev Kumar tendered his resignation as Director of the Company w.e.f. January 02, 2026, after closure of working hours.

Dr. Rajender Kumar, IAS was appointed as an Additional Director of the Company w.e.f. February 10, 2026. Further, Members approval was obtained for his appointment as a Non-Executive Director of the Company through postal ballot completed on March 27, 2026.

Shri S. J. Haider, IAS ceased to be Director of the Company consequent upon superannuation from service of Government of Gujarat w.e.f. December 31, 2025, after closure of working hours.

Shri Ashwini Kumar, IAS was appointed as an Additional Director of the Company w.e.f. January 27, 2026. Further, Members approval was obtained for his appointment as a Non-Executive Director of the Company through postal ballot completed on March 27, 2026.

Dr. T. Natarajan, IAS ceased as Managing Director pursuant to the General Administration Department Order No. AIS/35.2025/56/G dated December 23, 2025. He has relinquished the charge of Managing Director of the Company w.e.f. December 29, 2025. However, he continued as Non-Executive Non-Independent Director on the Board of the Company.

Shri Rajkumar Beniwal, IAS, who was nominated as Managing Director of the Company vide GoG, GAD notification no. AIS/35.2025/56/G dated December 23, 2025, assumed the charge of Managing Director w.e.f. December 29, 2025. Further, Members approval was obtained for his appointment as a Managing Director of the Company through postal ballot completed on March 27, 2026.

10. Shri Bhadresh Mehta was re-appointed as a Non-Executive Independent Director for a second term, effective from th

September 27, 2025, to September 26, 2028, with the approval of Members at 49 Annual General Meeting.

11. Dr. N. Ravichandran ceased to be the Independent Director of the Company upon completion of his term on September 26, 2025, after closure of working hours.

12. Shri Susanta Kumar Roy was appointed as an Additional Director of the Company w.e.f. August 06, 2025. Further, Members approval was obtained for his appointment as a Non-Executive Independent Director of the Company th at 49 Annual General Meeting.

None of the Directors on the Board is a Member of more than ten (10) Committees and Chairperson of more than five (5) Committees [Committees being Audit Committee and Stakeholders Relationship Committee as per Regulation 26(1) of the SEBI Listing Regulations] across all the public companies in which he/she is a Director. All the Directors have made the requisite disclosures regarding committee positions held by them in other companies.

None of the Directors hold office in more than ten (10) public limited companies as prescribed under Section 165(1) of the Act. No Director holds Directorships in more than seven (7) listed companies. None of the Non- Executive Directors serve as an Independent Director in more than seven (7) listed companies as required under the SEBI Listing Regulations. Further, the Managing Director does not serve as an Independent Director in any listed company.

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REPORT ON CORPORATE GOVERNANCE EQUITY SHARES HELD IN THE COMPANY BY NON-EXECUTIVE DIRECTORS

REPORT ON CORPORATE GOVERNANCE

EQUITY SHARES HELD IN THE COMPANY BY NON-EXECUTIVE DIRECTORS

Shri Bhadresh Mehta, Independent Director, is a joint holder of 75 equity shares of the Company along with Dr. Jaina Bhadresh Mehta (his spouse), who is the first holder of the said shares, as on March 31, 2026. None of the other Non- Executive Directors held any equity shares of the Company as on March 31, 2026. The Company has not issued any convertible instruments. The Company has not granted any Stock Options to its Directors.

KEY SKILLS, EXPERTISE, AND COMPETENCIES OF THE BOARD OF DIRECTORS

The Board of Directors of the Company is adequately structured to ensure a high degree of diversity by age, educational qualifications, professional background, sector expertise and specialized skills. Based on the recommendations of Nomination & Remuneration Committee, the Board of Directors has identified the following core skills/expertise/competencies as required in the context of businesses and sectors of the Company for its effective functioning and the same is mapped against each of the Directors.

The Board also periodically reviews/evaluates this framework to align with evolving business needs and regulatory expectations, thereby reinforcing its commitment to strong governance and strategic oversight:

Name of the Director

Shri Manoj Kumar Das, IAS Dr. T. Natarajan, IAS

Shri Ashwini Kumar, IAS

Dr. Rajender Kumar, IAS Smt. Gauri Kumar, IAS (Retd)

Prof. Ranjan Kumar Ghosh
Shri Bhadresh Mehta
Shri Ajai Bahadur Khare
Shri Susanta Kumar Roy
Shri Rajkumar Beniwal, IAS
Core Skills / Competencies / Expertise
Knowledge
Behavioral Skills
Strategic thinking and decision making
Financial Skills
Technical / Professional skills

Specialized knowledge to assist the ongoing aspects of the business

Eligibility of an individual to be appointed as a Director of the Company is determined by whether the individual possesses requisite skill sets identified by the Board as above and whether the individual is a proven leader in running a business that is relevant to the Company’s operations or is a proven academician in the field aligned with the Company’s business. The Directors so appointed are drawn from diverse backgrounds and possess special skills with regard to the industries / fields from where they come.

BOARD PROCEDURE

The Company Secretary tracks and monitors the Board and its Committees proceedings to ensure that decisions are th

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properly recorded in the minutes and follow up actions on the decisions are tracked and properly implemented. The terms of reference/charters are amended and updated from time to time in order to keep the functions and role of the Board and its Committees at par with the evolving statutes. Meeting effectiveness is ensured through a detailed agenda, circulation of materials in advance and as per statutory timelines, detailed presentations at the Meetings and systematic tracking of action taken reports at every Meeting. Additionally, based on the agenda, Meetings are attended by Members of the senior leadership as invitees, which bring in the requisite accountability and also provide developmental inputs. The Board plays a critical role in the strategy development of the Company. To enable the Board to discharge its responsibilities effectively and take informed decisions, the Managing Director apprises the Board on the overall performance of the Company every quarter. Amongst other things, the Board also reviews the compliance reports of the laws applicable to the Company, internal financial controls and financial reporting systems, adoption of quarterly/half-yearly/annual results, and minutes of the Meetings of the Committees of the Board. In addition to the information required under Regulation 17(7) read with Part A of Schedule II to the SEBI Listing Regulations, which is required to be placed before the Board, the Directors are also kept informed of significant developments and major events.

INDEPENDENT DIRECTORS CONFIRMATION OF INDEPENDENCE

The Board plays a critical role in the strategy development of the Company. To enable the Board to discharge its responsibilities effectively and take informed decisions, the Managing Director apprises the Board on the overall performance of the Company every quarter. Amongst other things, the Board also reviews the compliance reports of the laws applicable to the Company, internal financial controls and financial reporting systems, adoption of quarterly/half-yearly/annual results, and minutes of the Meetings of the Committees of the Board. In addition to the information required under Regulation 17(7) read with Part A of Schedule II to the SEBI Listing Regulations, which is required to be placed before the Board, the Directors are also kept informed of significant developments and major events.

This holistic framework ensures that the Board remains proactive, transparent, and effective in steering the Company toward its long term objectives. It reinforces the Board’s ability to anticipate challenges, uphold accountability, and provide strategic direction that safeguards stakeholder interests.

INDEPENDENT DIRECTORS

Independent Directors play a pivotal role in reinforcing corporate governance by providing oversight on internal controls, financial reporting, and risk management. Their independent judgment and strategic counsel enhance transparency and accountability, thereby contributing to the Company’s long-term value creation and sustainability. By bringing an objective perspective to Board deliberations, they help balance economic, individual, and social interests, ensuring that business decisions are aligned with ethical standards and stakeholder expectations.

As on date, the Company has five (5) Non-Executive Independent Directors, constituting half of the total Board strength. Their appointments are in accordance with the provisions of the Companies Act, 2013, and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The Nomination and Remuneration Committee (NRC) plays a key role in identifying suitable candidates for appointment as Independent Directors. This is done through a well-defined process that considers criteria such as integrity, expertise, experience, and board diversity in terms of skills and backgrounds. Based on its assessment, the NRC recommends the candidates to the Board for approval.

CONFIRMATION OF INDEPENDENCE

The Company has received a declaration from the Independent Directors confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Act read with Regulation 16(1)(b) of the SEBI Listing Regulations. In terms of Regulation 25(8) of the SEBI Listing Regulations, the Independent Directors have confirmed that they are not aware of any circumstances or situations which exist or may be reasonably anticipated that could impair or impact their ability to discharge their duties.

In the opinion of the Board, the Independent Directors fulfil the conditions of independence specified in the Act and the SEBI Listing Regulations and are independent of the Management.

Further, the Independent Directors have in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment & Qualification of Directors) Rules, 2014, as amended, confirmed that they have enrolled themselves in the Independent Directors’ Databank maintained with the Indian Institute of Corporate Affairs (‘IICA’).

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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE MEETING OF INDEPENDENT DIRECTORS

MEETING OF INDEPENDENT DIRECTORS FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

REPORT ON CORPORATE GOVERNANCE

MEETING OF INDEPENDENT DIRECTORS

During the year under review, one (1) Meeting of the Independent Directors of the Company was held on March 03, 2026, as required under Schedule IV to the Act ('Code for Independent Directors') and Regulation 25(3) of the SEBI Listing Regulations. At their Meeting, the Independent Directors reviewed the performance of Non- Independent Directors and the Board as a whole including the Chairman of the Board after taking the views of Executive and Non- Executive Directors and also assessed the quality, quantity and timeliness of flow of information between the Management and the Board that is necessary for the Board to effectively and reasonably perform their duties.

The Meeting was attended by all the Independent Directors as on that date. The Meeting was chaired by Smt. Gauri Kumar, IAS (Retd.).

TERMS AND CONDITIONS OF APPOINTMENT OF INDEPENDENT DIRECTORS

All the Independent Directors of the Company have been appointed as per the provisions of the Act and the SEBI Listing Regulations. Formal letters of appointment are issued to the Independent Directors after their appointment by the Members. As required by Regulation 46 of the SEBI Listing Regulations, the terms and conditions of their appointment have been disclosed on the website of the Company at https://www.gnfc.in/wp-content/uploads/2024/12/Terms- Conditions-of-Appointment-of-Independent-Directors.pdf

FAMILIARIZATION PROGRAMME FOR INDEPENDENT DIRECTORS

A system is in place to familiarize the Independent Directors about the Company by providing a Director’s information pack covering the details about the Company as follows:

Sr. No. 1 2 3 4 5 6

Particulars Operational and financial highlights. Various Plants with installed capacity and products manufactured by the Company. CSR Projects / Activities. Their role, rights, and responsibilities as per the Act, Rules and the SEBI Listing Regulations. Nature of industry in which the Company operates. Business model of the Company.

An induction kit is provided to new Directors which includes the Annual Report, overview of the Code of Conduct for Board of Directors & Senior Management, Code of Conduct for Prevention of Insider Trading and Code of Practices and Procedures for Fair Disclosures of Unpublished Price Sensitive Information, including a presentation on Insider Trading.

Pursuant to Regulation 25 (7) of the SEBI Listing Regulations, the Company imparted familiarisation programmes to its Directors including review of long-term strategy, industry outlook, regulatory updates at the Board and Committee Meetings. Besides the above, presentation on Risk Management, CSR, Safety and Sustainability initiatives, HR Strategy and Succession planning, etc. are made at the respective Committee Meetings where some of the Independent Directors are also Members. While considering quarterly and Annual Financial Results, a presentation is made to the Audit Committee and to the Board of Directors, inter-alia, covering Operational and Financial performance of the Company.

Special visit for Shri Susanta Kumar Roy was organised for both the plants of the Company (i.e., Bharuch plant & Dahej plant) as a part of familiarization programme.

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The details of familiarization programs including no. programs and no. of hours spent by each Independent Director are disclosed on the Company’s Website and can be accessed at web link – www.gnfc.in/wpcontent/uploads/2026/ 04/Familiarization_Programme_25-26.pdf DISCLOSURE REGARDING APPOINTMENT / REAPPOINTMENT OF DIRECTOR(S)

COMMITTEES OF THE BOARD CONSTITUTION & COMPOSITION

DISCLOSURE REGARDING APPOINTMENT / REAPPOINTMENT OF DIRECTOR(S)

As required under Regulation 36(3) of the SEBI Listing Regulations and revised Secretarial Standard - 2 on General Meetings issued by the Institute of Company Secretaries of India, particulars of the Directors seeking re-appointment are given in the Notice of the AGM which forms part of this Annual Report.

COMMITTEES OF THE BOARD

The Committees constituted by the Board play an important role on the governance structure of the Company. The Committees are constituted and function in line with the applicable provisions of the Act, Rules, and the SEBI Listing Regulations, as amended. The signed minutes of the Committee Meetings are tabled at the next Board Meeting.

Statutory Board Committees
Audit Committee
Nomination and Remuneration Committee
Stakeholders' Relationship Committee
Corporate Social Responsibility Committee
Risk Management Committee
AUDIT COMMITTEE

CONSTITUTION & COMPOSITION

Audit Committee seeks to serves as a cornerstone of the Company’s Corporate Governance framework and provide assistance to the Board of Directors in fulfilling its overall responsibilities. Audit Committee is constituted in accordance with Regulation 18 of the SEBI Listing Regulations, read with Section 177 of the Act.

The Audit Committee’s primary role is to assist the Board in overseeing the governance function and responsibilities in relation to the Company’s financial reporting process carried out by the Management, internal control system, risk management system and internal and external audit functions.

In addition, the Committee regularly reviews emerging regulatory developments and industry practices to ensure that the Company’s governance standards remain robust, transparent, and aligned with stakeholder expectations.

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REPORT ON CORPORATE GOVERNANCE Audit Committee as on March 31, 2026 comprises Six (6) Directors viz.

REPORT ON CORPORATE GOVERNANCE

Audit Committee as on March 31, 2026 comprises Six (6) Directors viz.

Name Shri Bhadresh Mehta
Role in the Committee Category Chairman
Non-Executive Independent Director.
Smt. Gauri Kumar, IAS (Retd.) Member
Prof. Ranjan Kumar Ghosh
Member
Shri Susanta Kumar Roy
Dr. T. Natarajan, IAS
Shri Rajkumar Beniwal, IAS
Member
Member
Member
Non-Executive Independent Director.
Non-Executive Independent Director.
Non-Executive Independent Director.
Non- Executive Non-Independent Director.
Managing Director.

All Members possess good knowledge of finance and accounts. The Company Secretary acts as the Secretary to the Committee.

TERMS OF REFERENCE The terms of reference of Audit committee are in line with the Regulation 18 of the SEBI Listing Regulations, read with Section 177 of the Act, which, inter-alia, include the followings:

Review of Quarterly and Annual Financial Statements with the Management before submission to the Board for approval; ii. Recommendation for appointment, remuneration and terms of appointment of Auditors of the Company; iii. Review of adequacy of Internal Control Systems and procedures; iv. Evaluation of internal financial controls and Risk Management Systems; v. Review of reports furnished by the Internal Auditors; vi. Reviewing the utilization of loans and / or advances from/investment by the holding company in the subsidiary exceeding Rs.100.00 Crore or 10% of the asset size of the subsidiary, whichever is lower including existing loans / advances / investments existing as on the date of coming into force of this provision; and vii. Review of management discussion and analysis of financial condition and results of operations.

NUMBER OF MEETINGS & ATTENDANCE OF MEMBERS During FY 2025-26, Four (4) Meetings of the Audit Committee were held with a time-gap of not more than 120 days between any two Meetings. Requisite Quorum was present for all the Meetings.

The details of Meeting(s) and attendance of Members are as follows:

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1. Dr. N. Ravichandran ceased to be a member of the Audit Committee w.e.f. September 26, 2025. 2. Shri Susanta Kumar Roy was inducted as a member of Audit Committee w.e.f. September 29, 2025. 3. Shri Rajkumar Beniwal, IAS, was inducted as a Member of the Committee with effect from December 29, 2025, being the date of his assumption of charge as Managing Director. The Committee was re-constituted on February 10, 2026. th

CONSTITUTION & COMPOSITION TERMS OF REFERENCE

Shri Bhadresh Mehta, Chairman of Audit Committee remained present at the 49 AGM of the Company held on September 09, 2025.

The Statutory Auditors, Internal Auditors, and Senior Management Personnel attend the meetings by invitation. The Cost Auditor attends the meeting by invitation as and when the Cost Audit Report is discussed.

The recommendations of the Audit Committee are placed before the Board for its consideration and approval.

B. NOMINATION AND REMUNERATION COMMITTEE

CONSTITUTION & COMPOSITION

The Board has constituted Nomination and Remuneration Committee (‘NRC’) in compliance with Section 178 of the Act and Regulation 19 of the SEBI Listing Regulations. This Committee as on March 31, 2026 comprises of Four (4) Directors viz.

Name Smt. Gauri Kumar, IAS (Retd.) Shri Ashwini Kumar, IAS Prof. Ranjan Kumar Ghosh Shri Bhadresh Mehta

Role in the Committee Chairperson Member Member Member

The role of the NRC is to oversee the selection of Directors and Senior Management based on criteria related to the specific requirement of expertise and independence. The NRC evaluates the performance of Directors and Senior Management based on the expected performance criteria and recommends to the Board the remuneration payable to them.

The NRC also emphasizes fairness, transparency, and accountability in its processes, thereby reinforcing stakeholder confidence in the Company’s governance framework.

The Company Secretary acts as Secretary to the Committee.

TERMS OF REFERENCE

The terms of reference of Nomination and Remuneration Committee are in line with Regulation 19 of the SEBI Listing Regulations, read with Section 178 of the Companies Act, 2013 which,inter-alia,include the following:

Identifying persons who are qualified to become Directors and who may be appointed in senior management in accordance with the criteria laid down and recommend to the Board for their appointment and removal;

(ii)

Formulation of criteria for determining qualifications, positive attributes and independence of a director and recommend to the Board a policy relating to the remuneration of Directors, key managerial personnel and other employees;

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REPORT ON CORPORATE GOVERNANCE (iii) For every appointment of an Independent Director, the Nomination and Remuneration Committee evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an Independent Director. The person recommended to the Board for appointment as an Independent Director shall have the capabilities identified in such description. For the purpose of identifying suitable candidates, the Committee may:

REPORT ON CORPORATE GOVERNANCE NUMBER OF MEETINGS & ATTENDANCE OF MEMBERS

REPORT ON CORPORATE GOVERNANCE

(iii) For every appointment of an Independent Director, the Nomination and Remuneration Committee evaluate the balance of skills, knowledge and experience on the Board and on the basis of such evaluation, prepare a description of the role and capabilities required of an Independent Director. The person recommended to the Board for appointment as an Independent Director shall have the capabilities identified in such description. For the purpose of identifying suitable candidates, the Committee may:

(a) use the services of an external agencies, if required; (b) consider candidates from a wide range of backgrounds, having due regard to diversity; and (c) consider the time commitments of the candidates. (iv) Whether to extend or continue the term of appointment of the independent director, on the basis of the report of performance evaluation of independent directors;

Devising a policy on diversity of board of directors; and (vi) Recommend to the board, all remuneration, in whatever form, payable to senior management. Senior management includes core management team one level below the Board of Directors, functional heads, and the key managerial personnels, other than the board of directors.

NUMBER OF MEETINGS & ATTENDANCE OF MEMBERS

During FY 2025-26, Two (2) Meetings of the Nomination & Remuneration Committee were held. Requisite Quorum was present for all the Meetings.

The details of Meeting(s) and attendance of Members are as follows:

1. Shri S. J. Haider, IAS (Retd.) ceased to be a member of the Committee w.e.f. December 31, 2025. 2. Dr. N. Ravichandran ceased to be a member of the Committee w.e.f. September 26, 2025. 3. Shri Ashwini Kumar, IAS, was inducted as a Member of the Committee with effect from January 27, 2026, being the date of his appointment as an Additional Director. The Committee was re-constituted on February 10, 2026.

REMUNERATION OF DIRECTORS / KEY MANAGERIAL PERSONNEL / SENIOR MANAGEMENT PERSONNEL AND PERFORMANCE EVALUATION OF DIRECTORS

The Board has approved “Nomination, Remuneration & Evaluation Policy” based on the recommendations of the Nomination & Remuneration Committee. The said Policy, inter alia, deals with composition and functioning of Nomination & Remuneration Committee, procedure for selection and appointment of Directors, Key Managerial Personnel (KMP) and Senior Management Personnel (SMP), remuneration to Directors, KMP and SMP, performance evaluation of Directors, Board Diversity and criteria for performance evalution of Directors.

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The Company has in place various grades for the purpose of remuneration to its employees including Senior Executives. KMP and SMP draw the remuneration of their respective grade and as per the terms and conditions of their appointment. DETAILS OF REMUNERATION PAID TO DIRECTORS

MANAGING DIRECTOR NON-EXECUTIVE DIRECTORS

DETAILS OF REMUNERATION PAID TO DIRECTORS

MANAGING DIRECTOR

In exercise of the powers vested under Article 136 of the Articles of Association of the Company (AoA), Dr. T. Natarajan, IAS, Additional Chief Secretary to Government of Gujarat - Finance Department, held the additional charge of Managing Director of the Company up to December 29, 2025. Subsequently, Shri Rajkumar Beniwal, IAS, who was nominated as Managing Director of the Company vide GoG, GAD notification no. AIS/35.2025/56/G dated December 23, 2025, assumed the charge of Managing Director w.e.f. December 29, 2025.

Payment of Special Pay/Charge Allowance shall be subject to the ceiling and shall not exceed the limits specified under Schedule V of the Companies Act, 2013.

The remuneration payable to the Managing Director is decided by the GoG. Such remuneration is fixed as per the Government Rules / Norms and is not linked with the performance criteria of the Company.

NON-EXECUTIVE DIRECTORS

Sitting Fees of 20,000/- is paid to the Non-Executive Independent Directors as well as Non-Executive Non- Independent Directors for attending each Meeting of the Board or Committee thereof plus incidental expenses of 4,000/- per day for attending such Meetings.

Details of Sitting Fees paid to Non-Executive Directors during FY 2025-26. Director Shri Pankaj Joshi, IAS* Shri Manoj Kumar Das, IAS Shri Kamal Dayani, IAS (Retd.)* Shri S. J. Haider, IAS (Retd.)* Shri Sanjeev Kumar, IAS* Dr. T. Natarajan, IAS* Shri Ashwini Kumar, IAS* Dr. Rajender Kumar, IAS Smt. Gauri Kumar, IAS (Retd.) Prof. Ranjan Kumar Ghosh Shri Bhadresh Mehta Dr. N. Ravichandran Shri Ajai Bahadur Khare Shri Susanta Kumar Roy

Sitting Fees Paid (in 40,000 40,000 20,000 1,80,000 40,000 60,000 0 20,000 3,20,000 4,00,000 3,00,000 1,00,000 1,80,000 1,40,000

* Amount deposited in Government Treasury. NOTE - Except for sitting fees and incidental expenses, the Non-Executive Directors had no material pecuniary relationship or transactions with the Company during FY 2025-26.

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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE PERFORMANCE EVALUATION CRITERIA FOR INDEPENDENT DIRECTORS

PERFORMANCE EVALUATION CRITERIA FOR INDEPENDENT DIRECTORS CONSTITUTION & COMPOSITION NUMBER OF MEETINGS & ATTENDANCE OF MEMBERS

REPORT ON CORPORATE GOVERNANCE

PERFORMANCE EVALUATION CRITERIA FOR INDEPENDENT DIRECTORS

The entire Board carried out evaluation of an Independent Director in the same way as it is done for other Directors of the Company, while keeping in view the role and responsibilities of Independent Directors outlined in Schedule – IV to the Act. The interested Director has not participated in the evaluation process. This structured approach ensures objectivity, fairness, and alignment with the principles of independence and accountability expected of Independent Directors.

Independent Directors were also evaluated on the following parameters:

Exercise of objective independent judgment in the best interest of the Company. (ii) Ability to contribute to and monitor Corporate Governance practices. (iii) Adherence to the Code of Conduct for Independent Directors.

C. STAKEHOLDERS RELATIONSHIP COMMITTEE

CONSTITUTION & COMPOSITION

The Stakeholders Relationship Committee was constituted in compliance with Section 178 of the Act and Regulation 20 of the SEBI Listing Regulations. This Committee as on March 31, 2026 comprises of Three (3) Directors viz.

Name Prof. Ranjan Kumar Ghosh Shri Susanta Kumar Roy Shri Rajkumar Beniwal, IAS

Role in the Committee Chairman Member Member

Category Non-Executive Independent Director. Non-Executive Independent Director. Managing Director.

The Stakeholders Relationship Committee (‘SRC’) looks into various aspects of interest of shareholders. The Committee ensures cordial investor relations and oversees the mechanism for redressal of investors’ grievances.

The Company Secretary acts as the Secretary to the Committee.

TERMS OF REFERENCE

The terms of reference of the Committee,inter alia,include –

(ii) (iii)

(iv)

Resolving the grievances of the security holders of the Company including complaints related to transfer/transmission of shares, non-receipt of annual report, non-receipt of declared dividends, issue of new/duplicate certificates, general meetings etc.; Review of measures taken for effective exercise of voting rights by shareholders; Review of adherence to the service standards adopted by the Company in respect of various services being rendered as Registrar & Share Transfer Agent; and Review of various measures and initiatives taken by the Company for reducing the quantum of unclaimed dividends and ensuring timely receipt of dividend warrants/annual reports/statutory notices by the Shareholders.

NUMBER OF MEETINGS & ATTENDANCE OF MEMBERS

During FY 2025-26, Seven (7) Meetings of the Stakeholder Relationship Committee were held. Requisite Quorum was present for all the Meetings.

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The details of Meeting(s) and attendance of Members are as follows: 1. Shri S.J. Haider, IAS (Retd.), ceased to be member of the Committee w.e.f. December 31, 2025. 2. Shri Susanta Kumar Roy was inducted as a member of the Committee w.e.f. February 10, 2026. 3. Dr. T. Natarajan, IAS, ceased to be a member of the Committee w.e.f. February 10, 2026. 4. Shri Rajkumar Beniwal, IAS, was inducted as a Member of the Committee with effect from December 29, 2025, being the date of his assumption of charge as Managing Director. The Committee was re-constituted on February 10, 2026.

COMPLIANCE OFFICER INVESTORS’ GRIEVANCE REDRESSAL

The details of Meeting(s) and attendance of Members are as follows:

1. Shri S.J. Haider, IAS (Retd.), ceased to be member of the Committee w.e.f. December 31, 2025. 2. Shri Susanta Kumar Roy was inducted as a member of the Committee w.e.f. February 10, 2026. 3. Dr. T. Natarajan, IAS, ceased to be a member of the Committee w.e.f. February 10, 2026. 4. Shri Rajkumar Beniwal, IAS, was inducted as a Member of the Committee with effect from December 29, 2025, being the date of his assumption of charge as Managing Director. The Committee was re-constituted on February 10, 2026.

COMPLIANCE OFFICER

Mr. Rajesh Pillai, a qualified Company Secretary, was appointed as the Company Secretary and Compliance Officer of the Company with effect from May 23, 2025.

INVESTORS’ GRIEVANCE REDRESSAL

Status of Investor Complaints as on March 31, 2026, as reported under Regulation 13(3) of the SEBI Listing Regulations is as follows:

No. of complaint pending-1
No. of complaint resolved-82
No. of complaint received-83
No. of complaint received
No. of complaint resolved
No. of complaint pending th
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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE Complaints pending as on April 01, 2025

CONSTITUTION & COMPOSITION TERMS OF REFERENCE NUMBER OF MEETINGS & ATTENDANCE OF MEMBERS

REPORT ON CORPORATE GOVERNANCE

Complaints pending as on April 01, 2025

Received during the year
Resolved during the year
Pending as on March 31, 2026

The complaints have been resolved to the satisfaction of the shareholders. The correspondence identified as investor complaints are letters/emails received through statutory/regulatory bodies. The complaint pending as on March 31, 2026 has since been resolved on April 7, 2026.

D. CORPORATE SOCIAL RESPONSIBILITY COMMITTEE

CONSTITUTION & COMPOSITION

The Corporate Social Responsibility Committee (CSR Committee) was constituted in compliance with Section 135 and Schedule-VII to the Act. This committee as on March 31, 2026 comprises of Five (5) Directors viz. –

Name Smt. Gauri Kumar, IAS (Retd.) Prof. Ranjan Kumar Ghosh Shri Bhadresh Mehta Shri Ajai Bahadur Khare Shri Rajkumar Beniwal, IAS

Role in the Committee Chairperson. Member. Member. Member. Member.

The Company Secretary acts as the Secretary to the Committee.

TERMS OF REFERENCE

The terms of reference of the Committee as per section 135 of the Companies Act, 2013 read with Companies (Corporate Social Responsibility Policy), Rules, 2014inter-alia,include –

(i) Formulation and recommendation to the Board a CSR Policy indicating CSR projects / programs / activities to be undertaken falling within the purview of Schedule-VII to the Act; (ii) Developing the process of monitoring CSR projects / programs / activities stated in CSR Policy from time to time; and (iii) Ensuring that the Company spends on CSR Activities, in every financial year, at least 2% of the average Net Profits made during the three immediately preceding financial years in pursuance of its CSR Policy.

NUMBER OF MEETINGS & ATTENDANCE OF MEMBERS

During FY 2025-26, Two (2) Meetings of the Corporate Social Responsibility Committee were held. Requisite Quorum was present for all the Meetings.

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The details of Meeting(s) and attendance of Members are as follows: 1. Dr. N. Ravichandran ceased to be member of the Committee w.e.f. September 26, 2025. 2. Shri Ajai Bahadur Khare was inducted as a member of the Committee w.e.f. February 10, 2026. 3. Shri Rajkumar Beniwal, IAS, was inducted as a Member of the Committee with effect from December 29, 2025, being the date of his assumption of charge as Managing Director. The Committee was re-constituted on February 10, 2026. 4. Dr. T. Natarajan, IAS, ceased to be member of Committee w.e.f. February 10, 2026.

The details of Meeting(s) and attendance of Members are as follows:

1. Dr. N. Ravichandran ceased to be member of the Committee w.e.f. September 26, 2025. 2. Shri Ajai Bahadur Khare was inducted as a member of the Committee w.e.f. February 10, 2026. 3. Shri Rajkumar Beniwal, IAS, was inducted as a Member of the Committee with effect from December 29, 2025, being the date of his assumption of charge as Managing Director. The Committee was re-constituted on February 10, 2026. 4. Dr. T. Natarajan, IAS, ceased to be member of Committee w.e.f. February 10, 2026.

E. RISK MANAGEMENT COMMITTEE

CONSTITUTION & COMPOSITION

Risk Management Committee ('RMC') was constituted in compliance with the Regulation 21 of the SEBI Listing Regulations. This committee as on March 31, 2026 comprises of Five (5) Members viz.

Name Prof. Ranjan Kumar Ghosh Smt. Gauri Kumar, IAS (Retd.) Shri Ajai Bahadur Khare Shri Rajkumar Beniwal, IAS Shri D.V.Parikh

Role in the Committee Chairman Member Member Member Member

Category Non-Executive Independent Director. Non-Executive Independent Director. Non-Executive Independent Director. Managing Director. Executive Director & CFO.

The role of the RMC is to assist the Board of Directors in overseeing the Company’s risk management framework, processes and controls. The RMC, through the Enterprise Risk Management in the Company, seeks to mitigate or minimise potential adverse impact on the business objectives while enhancing stakeholder value. The Company has appointed a Chief Risk Officer to oversee the Risk Management function of the Company.

The Committee also periodically reviews emerging risks and regulatory developments, thereby ensuring that the Company’s risk governance practices remain robust, proactive, and aligned with long-term strategic goals.

The Company Secretary also acts as the Secretary to the Committee.

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REPORT ON CORPORATE GOVERNANCE TERMS OF REFERENCE

TERMS OF REFERENCE NUMBER OF MEETINGS & ATTENDANCE OF MEMBERS

REPORT ON CORPORATE GOVERNANCE

TERMS OF REFERENCE

The terms of reference of Risk Management Committee are in line with the Regulation 21 of the SEBI Listing Regulations, which,inter-alia,include the following

(i) To formulate a detailed risk management policy; (ii) To ensure that appropriate methodology, processes and systems are in place to monitor and evaluate risks associated with the business of the Company; (iii) To monitor and oversee implementation of the risk management policy, including evaluating the adequacy of risk management systems; (iv) To periodically review the risk management policy, at least once in two years, including by considering the changing industry dynamics and evolving complexity; (v) To keep the board of directors informed about the nature and content of its discussions, recommendations and actions to be taken; and (vi) The appointment, removal and terms of remuneration of the Chief Risk Officer (if any) shall be subject to review by the Risk Management Committee.

NUMBER OF MEETINGS & ATTENDANCE OF MEMBERS

During FY 2025-26, Two (2) Meetings of the Risk Management Committee were held with a time-gap of not more than 210 days between any two Meetings. Requisite Quorum was present for all the Meetings.

The details of Meeting(s) and attendance of Members are as follows:

1. Dr. N. Ravichandran ceased to be member of the Committee w.e.f. September 26, 2025. 2. Shri Bhadresh Mehta ceased to be a member of the Committee w.e.f. February 10, 2026. 3. Shri Ajai Bahadur Khare was inducted as a member of Committee w.e.f. February 10, 2026. 4. Dr. T. Natarajan, IAS, ceased to be a member of the committee w.e.f. February 10, 2026. 5. Shri Rajkumar Beniwal, IAS, was inducted as a Member of the Committee with effect from December 29, 2025, being the date of his assumption of charge as Managing Director. The Committee was re-constituted on February 10, 2026.

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PARTICULARS OF THE SENIOR MANAGEMENT AND CHANGES THEREOF

Name of Senior Management Personnel Dilipkumar Vinodchandra Parikh Designation

Name of Senior Management Personnel Dilipkumar Vinodchandra Parikh

Designation
Executive Director and Chief Financial Officer
Pankaj Kanaiyalal Purohit
Executive Director
Nitin Nanjibhai Patel
Executive Director
Department

Changes/ Remarks

Finance (incl. Risk Mgt. & Excise cell), Staff Welfare Trust, Business & Strategy Development Deptt., Project Group Fire & Safety (incl. TDI-II F&S),R&D, Laboratory (incl. TDI-II Lab.),All activities of Neem Complex, Operational areas of Neem FMCG,ECU, S&R Club, Design & Construction (D&C),Civil(M),ISD, Telecomm, Medical Centre (incl. TDI-II), - O&M of TDI-II plant, including Civil(M), Electrical and Instrument Maint. of TDI-II, Dahej

No change during the year

Promoted as ED w.e.f. 01/04/2025

Operation & Maintenance (O&M) for all the plants of Bharuch Complex

Retired on 28/02/2026 and on extension after retirement w.e.f.

incl.,Electrical &

Instrumentation, Management Representative for ISO, Technical Services, Inspection (incl. TDI-II Inspection)

Tejas Arvindbhai Shah
General Manager
Darshak Dilipray Vaishnav
General Manager
Mktg (Ind. Product),GPS Cell, CSR
Promoted as GM w.e.f. 01/04/2025
O&M of TDI-II plant, including

Promoted as GM w.e.f. Civil, Electrical and Instrument 01/04/2025 Maintenance of TDI-II, Dahej

Dilip Chandulal Rana
General Manager
Hirjibhai Nanjibhai Sarvaiya
General Manager
Purushottam Lal Audichya General Manager

Laboratory (incl. TDI-II, Lab.),R&D, Neem Production, ISD & Telecomm, Civil(M)

Promoted as GM w.e.f. 01/04/2025

Steam & Power Generation, Urea & Bagging Plant

Finance
Promoted as GM w.e.f. 01/04/2025
Promoted as GM w.e.f. 01/04/2025 th
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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE Name of Senior Management Personnel Satish Chandulal Mehta

REPORT ON CORPORATE GOVERNANCE

Name of Senior Management Personnel Satish Chandulal Mehta

Designation
General Manager
Vishwanath Biradar
Addl. General Manager
Nirmeshkumar Bipinchandra Desai
Addl. General Manager
Department
Changes/ Remarks

Human Resources, PR&A, TAO, Guest House, Admin, Security, Training Centre

In regular grade of the Company w.e.f. 26/12/2025

Fertilizer Marketing, Neem FMCG Marketing , D&T & Delhi Office, All Agri. Service and Dispatch Operation of all Neem Products

In regular grade of the Company w.e.f. 26/12/2025

Material Management (incl.
No change during the year
TDI-II), Mumbai Liaison Office
Heena R Patel Sunil V Lathigara
Rikesh I Patel
Rajesh Pillai
Jagdish Hiralal Thakkar
Shardul Narendra Vora
Murtaza Ismail Shamsi
Bhavesh Chhaganbhai Merja Shailesh Munendra Bhatnagar
Yogesh Nagajibhai Patel
Addl. General Manager

(n)Code Division Chief Marketing Manager Mktg.(Guj), HR and Admin. Of (n)Code

Chief Manager

Secretarial & Legal

No change during the year No change during the year

No change during the year
CS & Manager
General Manager
General Manager
Executive Director
Addl. General Manager
General Manager
HOD(O&M)

Secretarial

Appointed as Company Secretary and Compliance Officer during the year w.e.f May 23,2025 Project Group, CCPP Project, Completion of contract WNA-III Project w.e.f. 18/01/2026

Mechanical Maintenance of Ammonia, ASGP, SGGU, IP Group, CMG, S&PG, Central Mechanical Workshop & Electrical

Completion of contract w.e.f. 30/09/2025

Material Management (incl.

Retired on dtd. 30/04/2025 TDI-II),Mumbai Liaison Office and re-engaged w.e.f. ,Business & Strategy Development Deptt.,Project Group ,CSR, Medical Centre (incl. TDI-II)

05/05/2025 and Completion of contract w.e.f. close of business hours on 31/10/2025

Materials Management, Mumbai Office

Completion of contract w.e.f. 30/04/2025

Mech. Maintenance of Completion of contract Bharuch Complex, Inspection w.e.f. 31/03/2026 (incl. TDI-II Inspection),Spare Planning Group of TDI-II, Dahej Operations & Maintenance of Resigned on closure of Bharuch Complex, Business Strategy Development, Projects and Medical Centre (incl. TDI-II)

business hours on 19/07/2025 th

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SUBSIDIARY COMPANY The Company has no Subsidiary Company for the FY 2025-26. GENERAL BODY MEETINGS

GENERAL BODY MEETINGS Friday, September Tuesday, September 26, 2023 at 3:00 PM Particulars of Resolution

SUBSIDIARY COMPANY The Company has no Subsidiary Company for the FY 2025-26.

GENERAL BODY MEETINGS

(a) ANNUAL GENERAL MEETING (AGM) The date and time of AGMs held during last three years and the Special Resolutions passed thereat are as follows:

Year
Day, Date and Time
Venue
Special Resolution Passed

Tuesday, September Through Video Conferencing / 9, 2025 at 03:00 PM Other Audio Video Mode

1. Re-appointment of Shri Bhadresh Mehta (DIN: 02625115) as an Independent Non-

Friday, September

Executive Director of the Company. Deemed Venue: Registered Office 2. Appointment of Shri Susanta Kumar Roy of the Company, at the Board Room, P.O.: Narmadanagar - 392 015, District: Bharuch.

(DIN: 07940997), as an Independent Non- Executive Director of the Company. 1. Re-appointment of Prof. Ranjan Kumar

20, 2024 at 3:00 PM

Ghosh (DIN: 08551618) as an Independent Non-Executive Director of the Company.

Tuesday, September 26, 2023 at 3:00 PM

1. Payment of remuneration as per the terms and conditions of appointment, Shri Vipul Mittra, IAS Chairman.

All the resolutions moved at the last Annual General Meeting were passed with requisite majority.

(b) EXTRA-ORDINARY GENERAL MEETING No Extra-ordinary General Meeting of Members was held during FY 2025-26.

POSTAL BALLOT

SPECIAL RESOLUTION During period under review, no Special Resolution was passed through Postal Ballot.

ORDINARY RESOLUTION: During period under review, Seven (7) Ordinary Resolutions were passed through Postal Ballot.

Sr. No. 1.

Particulars of Resolution

Change in designation and appointment of Dr. T. Natarajan, IAS (DIN: 00396367) as Managing Director of the Company Appointment of Shri Pankaj Joshi, IAS (DIN: 01532892) as Director and Chairman of the Company

Date of passing Resolution

April 03, 2025

Appointment of Shri Manoj Kumar Das, IAS (DIN: 06530792) as a Director and Chairman of the Company

Ratification of remuneration payable to Cost Auditor of the Company for the Financial Year 2025-26

January 01, 2026 th

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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE Sr. No. 5.

REPORT ON CORPORATE GOVERNANCE

Sr. No. 5.

Particulars of Resolution

Appointment of Shri Rajkumar Beniwal, IAS (DIN: 07195658) as a Director and Managing Director of the Company Appointment of Shri Ashwini Kumar, IAS (DIN: 06581753) as a Director of the Company Appointment of Dr. Rajender Kumar, IAS (DIN: 07161855) as a Director of the Company

Date of passing Resolution
March 27, 2026
PROCEDURE FOR POSTAL BALLOT:

The Company engaged the services of KFin Technologies Limited, Registrar and Share Transfer Agents (RTA) of the Company, for facilitating e-voting to enable the Members to cast their votes electronically. The Board of Directors had appointed CS J J Gandhi, Proprietor of J J Gandhi & Co., Practicing Company Secretaries, as the Scrutinizer for conducting the Postal Ballot through the e-voting process in a fair and transparent manner. A newspaper advertisement, as required under the Act, was published in the Ahmedabad edition of “Business Standard” (English Newspaper) and Vadodara edition of “Loksatta Jansatta” (Gujarati Newspaper) for Public Notice of Postal Ballot.

The results were also displayed on the Website of the Company at www.gnfc.in and on the Website of KFin Technologies Limited and can be accessed by clicking on https://www.kfintech.com/ and also communicated to BSE Limited (BSE), National Stock Exchange of India Limited (NSE).

GENERAL SHAREHOLDER INFORMATION

Annual General Meeting Day Date Time Venue

Financial Year Financial Calendar : (Tentative) Results for quarter ending on June 30, 2026.

Wednesday September 16, 2026 3:00 PM The AGM of the Company is being held through VC/OAVM. The deemed venue th for the 50 AGM will be the Registered Office of the Company, at the Board Room, P.O.: Narmadanagar - 392 015, District: Bharuch. April 01, 2026 to March 31, 2027.

Announced / will be announced by August 05, 2026

September 30, 2026.
November 14, 2026*
December 31, 2026. March 31, 2027.

February 14, 2027* May 30, 2027 * * These are indicative dates subject to change as per the MCA Circular(s) that may be issued from time to time.

Books Closure Closure of Register of Members and Share Transfer Books Dividend Payment Date

Thursday, September 10, 2026 to Wednesday, September 16, 2026 (both days inclusive).

On or after September 18, 2026

LISTING :

Equity shares of the Company are presently listed with the following two Stock Exchanges:

National Stock Exchange of India Limited (NSE).

Exchange Plaza, 5th Floor, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051; and th

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2) BSE Limited (BSE).

LISTING FEES TO STOCK EXCHANGES CUSTODIAL FEES TO DEPOSITORIES INVESTORS’ SERVICES SHARE TRANSFER SYSTEM

BSE Limited (BSE).

PJ Towers, Dalal Street, Mumbai - 400 001.

LISTING FEES TO STOCK EXCHANGES

The Company has already paid Annual Listing Fees to NSE and BSE for the FY 2026-27.

CUSTODIAL FEES TO DEPOSITORIES

The Company has already paid Custodial Fees to National Securities Depository Limited (NSDL), and Central Depository Services (India) Limited (CDSL), for the FY 2026-27.

INVESTORS’ SERVICES

The Company has appointed “M/s. KFin Technologies Limited”, Hyderabad (SEBI Registration No. INR000000221) as its Registrar and Share Transfer Agent (RTA) for both the forms of Registry viz. Physical as well as Electronic Connectivity.

SHARE TRANSFER SYSTEM

All communications regarding share certificates, change of address, dividends, etc. should be addressed to the RTA.

According to the amended SEBI Listing Regulations, no shares can be transferred unless they are held in dematerialised mode. Members holding shares in physical form are therefore requested to convert their holdings into dematerialized mode to avoid loss of shares and fraudulent transactions and avail better investor servicing. Accordingly, only valid transmission or transposition cases may be processed by the RTA of the Company, subject to compliance with the guidelines prescribed by SEBI.

KFin Technologies Limited is the common Share Transfer Agent for both physical and dematerialised mode. Transfer of shares in electronic form were processed and approved by NSDL and CDSL through their Depository Participant without the involvement of the Company.

The SEBI vide its Notification No. SEBI/LAD-NRO/GN/2018/24 dated June 08, 2018 and No. SEBI/LAD- NRO/GN/2018/49 dated November 30, 2018, has mandated that effective from April 01, 2019, transfer of securities would be carried out only in dematerialised form. Further, with effect from January 24, 2022, the SEBI has made it mandatory for listed companies to issue securities in Demat mode only while processing any investor service requests viz. issue of duplicate share certificates, exchange/sub-division/ splitting/consolidation of securities, transmission/ transposition of securities.

Pursuant to SEBI Circular No. HO/38/13/(3)2026 MIRSD POD/I/3763/2026 dated January 30, 2026, the requirement for issuance of a Letter of Confirmation (LOC) in lieu of physical share certificates has been dispensed effective April 02, 2026. Further, SEBI has now mandated to effect direct credit of securities into the dematerialisation account of the investor/ claimant within 30 days of receipt of such request after removing objections. Any LOC issued prior to April 02, 2026, may be submitted by the investors to Depository Participant for dematerialisation within the specified timeline i.e. 120 days from the date of issuance of such LOC.

SPECIAL WINDOW FOR RE-LODGEMENT OF TRANSFER REQUESTS OF PHYSICAL SHARES:

SEBI Circular No. SEBI/HO/MIRSD/MIRSD-PoD/P/CIR/2025/97 dated July 02, 2025, SEBI had opened a special window for re-lodgement of transfer deeds of physical securities.

Further, with a view to facilitate investors, SEBI, vide Circular No. HO/38/13/11(2)2026-MIRSD-POD/I/3750/2026 dated January 30, 2026, has decided to open another special window, for a period of one year, from February 05, 2026 to February 04, 2027, for transfer and dematerialization of physical securities which were sold or purchased prior to April 01, 2019. Securities will be credited only in demat form and will be subject to a one-year lock-in, during which they cannot be transferred, pledged, or encumbered.

The detailed process and Circular is available on the website of the Company at https://www.gnfc.in/special-windowfor-transfer-dematerialisation-of-physical securities/ and Eligible shareholders may submit their request to the th

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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE Company at [email protected] or Registrar and Share Transfer Agent (KFin Technologies Limited) at [email protected].

SIMPLIFIED NORMS FOR PROCESSING INVESTOR SERVICE REQUEST SECRETARIAL AUDIT RECONCILIATION OF SHARE CAPITAL AUDIT

REPORT ON CORPORATE GOVERNANCE

Company at [email protected] or Registrar and Share Transfer Agent (KFin Technologies Limited) at [email protected].

Shareholders are advised to complete the requisite formalities within the prescribed window period.

SIMPLIFIED NORMS FOR PROCESSING INVESTOR SERVICE REQUEST

SEBI, vide its Master Circular No. SEBI/HO/MIRSD/POD-1/P/CIR/2024/37 dated May 7, 2024, Circular No. SEBI/HO/MIRSD/POD-1/P/CIR/2024/81 dated June 10, 2024 and Master Circular No. HO/38/13/(4)2026-MIRSD- POD/1/4298/2026 dated February 6, 2026, as amended, mandated that the holders of physical securities whose folio(s) are not updated with the KYC details (any of the details viz., PAN; Choice of Nomination; Contact Details; Mobile Number and Bank Account Details and signature, if any) shall be eligible to lodge grievance or avail any investor service only after furnishing complete documents / details required for KYC for any payment including dividend, interest or redemption in respect of such folios, only through electronic mode with effect from April 01, 2024 only after furnishing the above mentioned KYC details.

The concerned Members are therefore urged to furnish PAN, KYC and Nomination/ Opt out of Nomination forms duly filled and signed by sending a physical copy to the M/s. KFin Technologies Limited at Selenium Tower B, Plot 31-32, Gachibowli Financial District, Nanakramguda, Hyderabad-500 032.

SECRETARIAL AUDIT

In accordance with the Regulation 24A of the SEBI Listing Regulations, 2015, M/s J J Gandhi & Co. (Firm Registration No. S1996GJ0118900), Practising Company Secretaries, were appointed as Secretarial Auditors of the Company by the Members at their 49th Annual General Meeting held on September 09, 2025 for the term of five (5) consecutive years commencing from financial year 2025-26 till financial year 2029-30. The Secretarial Audit Report confirms that the Company has complied with all applicable provisions of the Act, Secretarial Standards, Depositories Act, 1996, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, SEBI (Prohibition of Insider Trading) Regulations, 2015, each as amended and all other regulations and guidelines of SEBI as applicable to the Company. The Secretarial Audit Report forms part of the Board’s Report.

RECONCILIATION OF SHARE CAPITAL AUDIT

Mrs. Savita Jyoti, from Savita Jyoti Associates, qualified Practicing Company Secretary carried out Share Capital Audit to reconcile the total admitted equity share capital with the National Securities Depository Limited (“NSDL”) and the Central Depository Services (India) Limited (“CDSL”) and the total issued and listed equity share capital. The audit report confirms that the total issued / paid-up capital is in agreement with the total number of shares in physical mode and the total number of dematerialized shares held with NSDL and CDSL. Such Quarterly Reports are submitted to BSE and NSE within thirty (30) days from the end of each quarter and also placed before the Board Meetings for noting.

DISTRIBUTION OF SHARE HOLDING AS ON MARCH 31, 2026 Category of Equity Shares 1 - 5000 5001 - 10000

No of Share holders

% to total Share holders 99.65 0.18

100001 and above

TOTAL

NOTE - The No. of shareholders is computed on the basis of PAN.

No of Shares

% to Total Equity Capital 24.15 2.36 2.02 1.17 0.84

0.82 1.66 66.96 100.00 th

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SHAREHOLDING PATTERN OF THE COMPANY AS ON MARCH 31, 2026

Category of Shareholders Promoters Mutual Funds Alternative Investment Fund Banks Insurance Companies Qualified Institutional Buyer NBFC Foreign Portfolio - Corp

Category of Shareholders Promoters Mutual Funds Alternative Investment Fund Banks Insurance Companies Qualified Institutional Buyer NBFC

Foreign Portfolio - Corp

Foreign Institutional Investors

Overseas Corporate Bodies

I E P F Resident Individuals Non Resident Indians (Rept. / Non Rept.) Foreign Nationals Bodies Corporates H U F

Clearing Members
Trusts
Total

Total No. of Shares 6,06,93,667 1,25,75,252 10,25,638 8,304 75 26,34,433 13,625

% of Total Equity Capital 41.30 8.56 0.70 0.01 0.00 1.79 0.01

CATEGORY-WISE SHAREHOLDING AS ON MARCH 31, 2026

Promoters
Mutual Funds
Foreign Portfolio - Corp
Resident Individuals
Bodies Corporates
Others
8% th
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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE DEMATERIALIZATION OF SHARES

DEMATERIALIZATION OF SHARES Analyst/Investor Meets

REPORT ON CORPORATE GOVERNANCE

DEMATERIALIZATION OF SHARES

As on March 31, 2026, 96.92% of the shares were held in dematerialized mode and remaining shares in physical mode. As notified by the SEBI, the equity shares of the Company are permitted to be traded only in dematerialized mode.

Status of Dematerializatlon
NSDL
CDSL
Physical

NOTE: CONVERT TO DEMAT TO MAKE IT 100% DIGITAL AND FULLY TRANSFERABLE SHARES

Particulars Physical Segment

NSDL (A) CDSL (B) Total (A+B) TOTAL

No. of Holders
No. of Shares
Demat Segment
COMMUNICATION TO SHAREHOLDERS

Effective communication of information is an essential component of Corporate Governance. It is a process of sharing information, ideas, thoughts, opinions, and plans to all stakeholders, which promotes management-shareholder relations. The Company regularly interacts with shareholders through multiple channels of communication, such as:

Results Announcements

Analyst/Investor Meets

The Quarterly, Half yearly and Annual Results of the Company's performance are published in leading newspapers such as Business Standard, Indian Express, Sandesh and Gujarat Samachar.

The Chief Financial Officer and Sr. Executives of the Company hold quarterly briefs with analysts, shareholders and major stakeholders where the Company's performance is discussed.

The official press releases, the presentation made to the institutional investors and analysts, audio/video recording and transcript of the calls with analysts for quarterly/half-yearly/ annual results are available on the Company's website at www.gnfc.in and uploaded on the website of NSE & BSE.

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Annual Report and AGM

Media Releases Company's Website

Stock Exchanges For Investor: [email protected]SCORES (SEBI Investor Grievance Redressal System)

Media Releases
Company's Website
Designated Email Ids

Stock Exchanges

The Annual Report containing Audited Standalone and Consolidated Financial Statements together with Report of Board of Directors, Management Discussion and Analysis Report, Corporate Governance Report, Auditors Report, and other important information are circulated to the Members. In the AGM, the shareholders also interact with the Board and the Management.

All our news releases and presentations made at investor conferences and to analysts are hosted on the website of the Company.

The Company's website contains a dedicated section for Investors where Annual Reports, Quarterly and Annual Results, Stock Exchange filings, Press Releases, Quarterly Reports, and all Statutory Policies are available, apart from the details about the Company, Board of Directors and Management. The website also displays vital information relating to the Company and its performance, official press releases and presentation to analysts etc.

For Investor: [email protected]

All price sensitive information and matters that are material to shareholders are disclosed to the respective Stock Exchanges where the securities of the Company are listed. The Quarterly Results, Shareholding Pattern and all other corporate communication to the Stock Exchanges are filed through NSE Electronic Application Processing System (NEAPS), NSE Digital Exchange platform and BSE Listing Centre, for dissemination on their respective websites. The stock exchange filings are also made available on the website of the Company at www.gnfc.in

SCORES (SEBI Investor Grievance Redressal System)

SCORES platform of SEBI facilitates online filing of investor grievance and online view of the status. The Company endeavours to redress the grievance of the Investors as soon as it receives it from the SCORES platform.

Smart ODR (Online Dispute Resolution) Securities and Exchange Board of India ("SEBI"), has introduced a common Portal

Online Dispute Resolution Portal ("ODR Portal") to facilitate online conciliation and arbitration for resolution of disputes arising in the Indian securities market.

OTHER COMMUNICATION TO SHAREHOLDERS

FURNISHING OF PAN, KYC DETAILS AND NOMINATION DETAILS BY PHYSICAL SHAREHOLDERS

Communications are done at regular intervals to the physical shareholders for furnishing details of PAN, e-mail address, mobile number, bank account details and nomination details.

UPDATION OF DETAILS FOR DIVIDEND PAYMENT AND TDS

The Company voluntarily sends a official mail communication to all those shareholders whose email addresses were registered with the Company regarding TDS on dividend and requesting them to update their residential status and other details.

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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE COMPANY'S WEBSITE

COMPANY'S WEBSITE SHARES HELD IN “UNCLAIMED SUSPENSE ACCOUNT”

REPORT ON CORPORATE GOVERNANCE

COMPANY'S WEBSITE

In order to make the corporate website user-friendly with a great communication mix and enable ease of navigation and better accessibility to the information, the Company has in place a corporate website wherein comprehensive information such as the Company's business and operations, policies, stock exchange intimations, press releases, etc. can be accessed. The 'Investors' tab on the website provides information relating to financial performance, annual reports, corporate governance reports, general meetings, details of unclaimed dividend and shares transferred to IEPF, th frequently asked questions and presentations made to analysts/investors. The proceedings of the 49 AGM held on September 9, 2025 are also available on the Company's website at www.gnfc.in. Additionally, various downloadable forms required to be executed by the shareholders have also been provided on the Company's website.

SHARES HELD IN “UNCLAIMED SUSPENSE ACCOUNT”

Statement showing the details of delivery of unclaimed shares given to Shareholders during the period from April 01, 2025 to March 31, 2026 as per Regulation 39(4) of the SEBI Listing Regulations and also an aggregate number of shareholders and the outstanding shares lying in the Unclaimed Suspense Account as on March 31, 2026:

Sr. No.

ii iii iv v

Particulars

Aggregate number of shareholders and the outstanding shares lying in the Unclaimed Suspense Account at the beginning of the year. Number of shareholders who approached the Company for transfer of shares from the Unclaimed Suspense Account during the year.

No. of No. of Shareholders Shares 238

Number of shareholders to whom shares were transferred from the Unclaimed Suspense Account during the year.

No. of Shares transferred to IEPF Authority Demat A/C as per IEPF Authority Rules and hence transferred on April 23, 2026.

Aggregate number of shareholders and the outstanding shares lying in the Unclaimed Suspense Account at the end of the year.

Notes: 1.

All corporate benefits in terms of securities accruing on such shares viz. bonus shares, split etc. shall also be credited to such Unclaimed Suspense Account. The voting rights on such shares shall remain frozen till the rightful owner claims the shares. This Account is being held by the Company purely on behalf of the shareholders entitled for their unclaimed shares.

UNPAID/UNCLAIMED DIVIDENDS AND INVESTOR EDUCATION AND PROTECTION FUND (IEPF)

STATUTORY REQUIREMENTS REGARDING TRANSFER OF DIVIDEND AND/OR SHARES TO IEPF In accordance with the provisions of Sections 124 and 125 of Act and Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 (IEPF Rules) dividends not encashed / claimed up to seven (07) consecutive years from the date of declaration are to be transferred to the Investor Education and Protection Fund (IEPF) Authority.

The IEPF Rules mandate Companies to transfer Shares of Members whose dividends remain unpaid / unclaimed for a continuous period of seven years to the Demat account of the IEPF Authority. The Members whose dividend / shares are transferred to the IEPF Authority can claim their shares / dividend from the Authority. In accordance with the said IEPF Rules as amended, the Company had sent notices to all the Shareholders whose shares were due to be th

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transferred to the IEPF Authority and simultaneously published notice in newspapers also. NODAL OFFICER AND DEPUTY NODAL OFFICER (IEPF) Details of Nodal Officer & Deputy Nodal Officer of the Company, appointed in accordance with the provisions of IEPF Rules, are given below:

No. of shares 1,94,435 Date of Declaration of Dividend

transferred to the IEPF Authority and simultaneously published notice in newspapers also. NODAL OFFICER AND DEPUTY NODAL OFFICER (IEPF)

Details of Nodal Officer & Deputy Nodal Officer of the Company, appointed in accordance with the provisions of IEPF Rules, are given below:

Nodal Officer: Mr. Rajesh Pillai, Company Secretary & Compliance Officer

Dy. Nodal Officer: Mr. Vinay Rana

Contact Details Phone : +91 (2642) 202227 / 202208 Email : [email protected]

LETTERS AND REMINDERS TO SHAREHOLDERS FOR UNCLAIMED SHARES/DIVIDENDS

Pursuant to the provisions of the Act, the Company sends reminder letters to those shareholders whose unclaimed dividend/shares are liable to be transferred to the Investor Education and Protection Fund (‘IEPF’) account. In addition to the aforesaid statutory requirement, the Company sends a reminder to the shareholders who have not claimed their dividends, on an annual basis.

The Company has uploaded the names of the Members and the details of the unclaimed dividend by the Members on its website at https://www.gnfc.in/about-us/share-holders/details-of-dividend-due-for-transfer-toiepf/#1616490425105-a659e48f-287b.

The Members may log in to find out details of dividends outstanding for any of the previous years.

It may be noted that outstanding payments will be credited directly to the bank account of the shareholder, only if the folio is KYC compliant.

TRANSFER OF UNPAID OR UNCLAIMED DIVIDENDS AND SHARES TO IEPF

Details of dividends and shares transferred to IEPF, during the FY 2025-26, in accordance with the applicable provisions of the Act and IEPF Rules, are given below:

Year 2017-18
Dividend th
DIVIDENDS DUE FOR TRANSFER TO IEPF
Amount of Dividend 2,38,98,670/-

No. of shares 1,94,435

The shareholders are advised to contact KFintech at [email protected] and claim their dividend amount before due date of transfer to IEPF Authority. The unclaimed dividend for the below mentioned years and the corresponding shares will be transferred by the Company to IEPF in accordance with the schedule given below:

Financial Year
Dividend Identification No.
35th 36th 37th 38th 39th
40th
41st

Date of Declaration of Dividend

September 26, 2019 September 29, 2020 September 23, 2021 September 27, 2022 September 26, 2023

September 20, 2024
September 9, 2025
Dividend per share (₹)

Due Date for transfer of shares and dividend to IEPF

October 31, 2026 November 03, 2027 November 28, 2028 November 01, 2029 October 31, 2030

October 25, 2031
October 15, 2032 th
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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE PROCESS FOR CLAIMING DIVIDENDS/SHARES FROM IEPF

PROCESS FOR CLAIMING DIVIDENDS/SHARES FROM IEPF SHAREHOLDERS OUTREACH THROUGH “SHAREHOLDER SUVIDHA CAMPS”

REPORT ON CORPORATE GOVERNANCE

PROCESS FOR CLAIMING DIVIDENDS/SHARES FROM IEPF

The Members, whose dividends and/or shares are transferred to IEPF, can claim the same from the IEPF Authority after complying with the prescribed procedures.

The procedure in detail is given below:

Online Application vide Form IEPF-5 on MCA V3 with all required documents.

Send a self-attested hard copy of the form and supporting documents to the company's Nodal/Deputy Nodal Officer.

Upload of proof of dispatch on MCA V3 Portal.

The company reviews the claim and submits its E-Verification Report within 30 days.

IEPF Authority to release shares and/or dividends - Upon approval by both the company and IEPF Authority, shares/dividends are credited to the claimant's demat or bank account.

INITIATIVES FOR THE BENEFIT OF SHAREHOLDERS

SHAREHOLDERS OUTREACH THROUGH “SHAREHOLDER SUVIDHA CAMPS”

The Company has undertaken investor outreach initiative by organizing “Shareholder Suvidha Camps” primarily organised at key locations across Gujarat. These camps are designed to provide assistance to shareholders particularly senior citizens and small investors in completing KYC formalities, dematerialization of shares and understanding evolving regulatory requirements in a simplified and accessible manner. The initiative reflects the Company’s commitment to inclusive investor servicing and ease of compliance.

To strengthen investor communication and participation, the Company has adopted a comprehensive multi-channel engagement approach. This includes personalized communication to shareholders in English and regional languages, along with regular updates through email and Letters. The Company also actively supported investor awareness campaigns such as “Saksham Niveshak”, encouraging shareholders to claim unpaid dividends.

MULTI-CHANNEL INVESTOR AWARENESS AND ENGAGEMENT th

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STAKEHOLDER AWARENESS AND FEEDBACK ENHANCEMENT INITIATIVES

Building on its investor-centric approach, the Company has also introduced a “Shareholder Satisfaction Survey” to systematically capture feedback on communication effectiveness, service quality and grievance redressal. Insights from this initiative are being leveraged to further strengthen stakeholder engagement and service delivery. The Company as well as the Regulators such as SEBI, have been making continuous efforts to ensure physical shareholders convert their physical holdings to dematerialised form. As a result of the same, there has been significant reduction in number of shareholders holding shares in physical form in the last 3 years.

The Company as well as the Regulators such as SEBI, have been making continuous efforts to ensure physical shareholders convert their physical holdings to dematerialised form. As a result of the same, there has been significant reduction in number of shareholders holding shares in physical form in the last 3 years.

OUTCOME OF INITIATIVES - REDUCTION IN PHYSICAL SHAREHOLDERS

Physical shareholders

NON-RESIDENT SHAREHOLDERS

The non-resident Shareholders are requested to notify the following to the Company/ Company’s RTA - Kfin Tech in respect of shares held in physical mode and to their Depository Participants (DPs) in respect of shares held in dematerialized mode: Indian address for sending all communications, if not provided so far; Change in their residential status on return to India for permanent settlement; Particulars of Bank Account maintained with a Bank in India, if not furnished earlier; RBI permission reference number with date to facilitate the credit of the dividend in their bank account.

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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE FOREIGN EXCHANGE RISK AND HEDGING ACTIVITIES

REPORT ON CORPORATE GOVERNANCE

FOREIGN EXCHANGE RISK AND HEDGING ACTIVITIES

During FY 2025-26, the Company managed the foreign exchange risks and hedged to the extent considered necessary. The Company enters into forward contracts for hedging (including natural hedging) foreign exchange exposures against imports and exports.

PLANT LOCATIONS The Company's Bharuch manufacturing complex is located at Narmadanagar. The TDI - II plant is located at Dahej.

IT activities are carried out at the Registered Office, GNFC Infotower, Ahmedabad and GIFT City, Gandhinagar.

ADDRESS FOR CORRESPONDENCE All correspondence relating to the Company’s Shares should be forwarded to:

REGISTRAR & SHARE TRANSFER AGENT (RTA) OF THE COMPANY KFin Technologies Limited Unit: Gujarat Narmada Valley Fertilizers & Chemicals Limited Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad - 500 032.

INVESTOR SERVICE CENTRE Secretarial & Legal Department; Gujarat Narmada Valley Fertilizers & Chemicals Limited ‘Narmada House’, Corporate Office, P.O.: Narmadanagar - 392 015, Dist.: Bharuch. Tele No. (02642) 202227/202208 | E-mail: [email protected]

EXCLUSIVE E-MAIL ID FOR REDRESSAL OF INVESTORS’ COMPLAINTS The Company has designated E-mail ID “[email protected]” exclusively for the purpose of registering complaints by the Investors.

WEB-BASED QUERY REDRESSAL SYSTEM Members may utilise the facility extended by the Registrar and Share Transfer Agent for redressal of queries, by visiting www.kfintech.com and clicking on ‘INVESTORS SERVICES’ option for query registration through an identity registration process. Investors can submit their query in the ‘QUERIES’ option provided on the said website, that would generate the query registration number. For accessing the status/response to the query submitted, the query registration number can be used at the option ‘VIEW REPLY’ after 24 hours. Investors can continue to put an additional query, if any, relating to the grievance till they get a satisfactory reply.

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LIST OF CREDIT RATINGS OBTAINED BY THE COMPANY

Nature of Instrument Fund Based facilities. Non-Fund Based facilities. OTHER DISCLOSURES

Nature of Instrument Fund Based facilities. Non-Fund Based facilities.

OTHER DISCLOSURES

Present Rating ACUITE AA+ / Stable / Assigned ACUITE A1+ / Assigned

RELATED PARTY TRANSACTIONS

The Company has formulated a Policy on Related Party Transactions (RPT Policy), which is available on the Company’s Website and can be accessed at the Link https://www.gnfc.in/wp-content/uploads/2026/02/Annexure_A_RPT-Policy-GNFC_V1.pdf

During FY 2025-26, the Company has not entered into any contract / arrangement / transaction with Related Parties, which could be considered material in accordance with the Policy on RPTs. In terms of the omnibus approval accorded by the Audit Committee, a Statement in the summary form of transactions with Related Parties, which are routine and repetitive in nature, in the ordinary course of business and on arm’s length basis, is periodically placed before the Audit Committee for review and approval. None of the transactions with Related Parties were in conflict with the Company’s interest.

DETAILS OF NON-COMPLIANCE

The Company has complied with all applicable provisions of the Companies Act, 2013, including the Rules, Regulations, Guidelines, and Standards issued thereunder, as amended from time to time.

DIRECTORS & OFFICERS INSURANCE POLICY

In terms of Regulation 25(10) of the SEBI Listing Regulations, the Company has a Directors & Officers Insurance Policy in place for such quantum and risk coverage, as determined by the Board.

VIGIL MECHANISM CUM WHISTLE BLOWER POLICY

The Company has in place “Vigil Mechanism-cum-Whistle Blower Policy” to provide a formal mechanism to the directors and employees to report their genuine concerns about the unethical behaviour, actual or suspected fraud, etc. The mechanism provides for adequate safeguards against the victimization of employees who use such a mechanism. During the year, no employee was denied access to the Audit Committee. The Policy is displayed on the Company’s Website and can be accessed at link – https://www.gnfc.in/wp-content/uploads/2021/04/Vigill- Mechanism-Cum-Whistle%20Blower-Policy_21102014.pdf

ACCOUNTING TREATMENT

The Company has followed Indian Accounting Standards (Ind AS) in the preparation of the Financial Statements for the FY 2025-26 as per the road map announced by the Ministry of Corporate Affairs (MCA), Government of India. The Significant Accounting Policies, which are consistently applied, are set out in the Notes to the Financial Statements.

CEO / CFO CERTIFICATION

In terms of Regulation 17(8) of the SEBI Listing Regulations, the Managing Director and Chief Financial Officer (CFO) have furnished Annual Certification on financial reporting and internal controls to the Board of Directors. The same is appended with this Report as Annexure 1. They have also furnished quarterly certification on unaudited financial results to the Board under Regulation 33(2) of the SEBI Listing Regulations.

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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE DETAILS OF UTILIZATION OF FUNDS RAISED UNDER REGULATION 32 (7A).

REPORT ON CORPORATE GOVERNANCE

DETAILS OF UTILIZATION OF FUNDS RAISED UNDER REGULATION 32 (7A).

No funds were raised through preferential allotment or Qualified Institutional Placement as per the Regulation 32(7A) of SEBI Listing Regulations.

LOANS AND ADVANCES IN WHICH DIRECTORS ARE INTERESTED

The Company has not provided any loans and advances to any firms/companies in which Directors are interested.

TOTAL FEES FOR ALL THE SERVICES RENDERED BY THE STATUTORY AUDITORS AND ALL ENTITIES IN THE NETWORK ENTITY IN WHICH THE STATUTORY AUDITOR IS A PART th

The Members of the Company had, in the 45 AGM held in the year 2021, approved the appointment of M/s Suresh th

Surana & Associates LLP as Statutory Auditors for a period of five (5) consecutive years from the conclusion of 45 th

AGM till the conclusion of 50 AGM of the Company, vice M/s SRBC & Co. LLP.

Total Fees paid to the Statutory Auditors is:

Name of the Statutory Auditors (M/s Suresh Surana & Associates LLP)

Statutory Audit Fee. Other Services including reimbursement of expenses.

Amount (₹ in Crore)

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

The Company is committed to ensuring that all employees work in an environment that not only promotes diversity and equality but also mutual trust, equal opportunity, and respect for human rights. The Company is also committed to provide a work environment that ensures every woman employee is treated with dignity, respect, and afforded equal treatment.

The Company has formulated a Policy on prevention of Sexual Harassment in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules made thereunder, which is aimed at providing every woman at the workplace a safe, secure and dignified work environment.

The Company has constituted an Internal Committee to redress the complaint(s).

Details of the complaints:

No. of Complaints filed during the financial year. No. of Complaints disposed of during the financial year. No. of Complaints pending as on end of the financial year.

COMPLIANCE WITH CORPORATE GOVERNANCE REQUIREMENTS SPECIFIED IN SEBI LISTING REGULATIONS

The Company has complied with the requirements of sub-paras (2) to (10) of Part-C to Schedule-V to the SEBI Listing Regulations.

The Company has also complied with Corporate Governance requirements specified in Regulation 17 to 27 and Clauses (b) to (i) of sub-regulation (2) of Regulation 46 of the SEBI Listing Regulations and necessary disclosures have been made in this Corporate Governance Report.

A Certificate as to the compliance of conditions of Corporate Governance issued by Practising Company Secretary is appended with this Report asAnnexure 2.

MANDATORY REQUIREMENTS

The Company is fully compliant with the applicable mandatory requirements of the SEBI Listing Regulations for the FY 2025-26.

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DISCRETIONARY REQUIREMENT SPECIFIED UNDER PART E OF SCHEDULE II OF THE SEBI LISTING REGULATIONS The Company has adopted the following discretionary requirements:

RISK MANAGEMENT MANAGEMENT DISCUSSION & ANALYSIS Vigil Mechanism cum Whistle Blower Policy

DISCRETIONARY REQUIREMENT SPECIFIED UNDER PART E OF SCHEDULE II OF THE SEBI LISTING REGULATIONS

The Company has adopted the following discretionary requirements:

iii.

The Board: Shri Manoj Kumar Das, IAS, Non-Executive Chairman has a separate office which is not maintained by the Company.

Non-Executive Chairman’s Office: Chairman’s Office is separate from that of the Managing Director. The Chairman is a Non-Executive Director and not related to the Managing Director.

Shareholders’ Rights: The quarterly and half-yearly financial performance are published in the newspapers and are posted on the Company’s Website.

Modified Opinion in Auditors Report: The Company’s Financial Statements for the Financial Year ended March 31, 2026 do not contain any modified Audit Opinion.

Reporting of Internal Auditor: The Internal Auditor reports to the Audit Committee. They regularly attend Meetings of the Audit Committee wherein they present their Audit Observations to the Audit Committee.

RISK MANAGEMENT

The Company has laid down procedures to inform the Board Members about the risk assessment and risk mitigation mechanism. Risk Management Report is periodically reviewed by the Risk Management Committee / Audit Committee / Board of Directors.

MANAGEMENT DISCUSSION & ANALYSIS

Management Discussion & Analysis Report forms part of this Annual Report and include discussions on various matters specified under Regulation 34(3) and Schedule-V of the SEBI Listing Regulations.

CORPORATE POLICIES:

Code of Conduct for prevention of insider trading in securities of the company Code of Practices and Procedures for Fair Disclosures of Unpublished Price Sensitive Information

Nomination, Remuneration and Evaluation Policy
Business Responsibility and Sustainability Reporting Policy
Dividend Distribution Policy
Policy for Determining Material Subsidiary

Vigil Mechanism cum Whistle Blower Policy

Related Party Transactions Policy https://www.gnfc.in/wp-content/uploads/2021/03/COCfor-Insider-Trading-dat.pdf https://www.gnfc.in/wpcontent/uploads/2021/07/PITR-Fair-Disc-Code.pdf https://www.gnfc.in/wpcontent/uploads/2025/02/NRC_Policy.pdf https://www.gnfc.in/wp-content/uploads/2024/08/1- Business-Responsibility-and-Sustainability-Reporting- Policy.pdf https://www.gnfc.in/wp-content/uploads/2024/08/2- Dividend-Distribution-Policy.pdf https://www.gnfc.in/wp-content/uploads/2024/08/4- Policy-for-Determining-Material-Subsidary.pdf https://www.gnfc.in/wpcontent/uploads/2021/04/Vigill-Mechanism-Cum- Whistle%20Blower-Policy_21102014.pdf https://www.gnfc.in/wpcontent/uploads/2026/02/Annexure_A_RPT-Policy- GNFC_V1.pdf th

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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE CERTIFICATION FROM COMPANY SECRETARY IN PRACTICE

REPORT ON CORPORATE GOVERNANCE

CERTIFICATION FROM COMPANY SECRETARY IN PRACTICE

Certificate as required under Part C of Schedule V to the SEBI Listing Regulations, received from Shri Suresh Kumar Kabra, (CP No. 9927) partner of Samdani Shah & Kabra, Practicing Company Secretaries, Vadodara, that none of the Directors on the Board of the Company have been debarred or disqualified from being appointed or continuing as Directors of the Company by the Securities and Exchange Board of India / Ministry of Corporate Affairs or any such statutory authority. The same is appended with this Report asAnnexure 3.

DECLARATION REGARDING COMPLIANCE OF COMPANY’S CODE OF CONDUCT BY THE BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL

In accordance with the SEBI Listing Regulations, I hereby declare that all the Board Members and Senior Management Personnel have affirmed compliance with their respective Code of Conduct as adopted by the Board of Directors of the Company for the Financial Year ended March 31, 2026.

Place: Gandhinagar Date: May 18, 2026

Shri Rajkumar Beniwal, IAS DIN: 07195658 MANAGING DIRECTOR th

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Annexure - 1

To, The Board of Directors, Gujarat Narmada Valley Fertilizers & Chemicals Limited, PO: Narmadanagar - 392 015, DIST: BHARUCH Certificate pursuant to Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015

To, The Board of Directors, Gujarat Narmada Valley Fertilizers & Chemicals Limited, PO: Narmadanagar - 392 015, DIST: BHARUCH

Certificate pursuant to Regulation 17(8) of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015

Dear Sirs, We, hereby certify that -

We have reviewed financial statements and the cash flow statement for the year ended on March 31, 2026 and that to the best of our knowledge and belief:

i. These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;

ii. These statements together present a true and fair view of the company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.

To the best of our knowledge and belief, no transactions have been entered into by the company during the year, which are fraudulent, illegal or violate of the Company’s Code of Conduct.

We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of Internal Control Systems of the Company pertaining to financial reporting and we have disclosed to the auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.

We have indicated to the auditors and the Audit Committee – i. significant changes in internal control over financial reporting during the year;

ii. significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial statements; and iii. Instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an employee having a significant role in the company’s internal control system over financial reporting.

For Gujarat Narmada Valley Fertilizers & Chemicals Limited

Place: Bharuch Date: May 18, 2026

Sd/- D V Parikh (Executive Director & CFO)

Sd/- Rajkumar Beniwal, IAS (Managing Director)

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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE Annexure - 2

Corporate Governance Compliance Certificate Suresh Kumar Kabra Partner

REPORT ON CORPORATE GOVERNANCE

Annexure - 2

Corporate Governance Compliance Certificate

For the Financial Year ended March 31, 2026 [Pursuant to Schedule V – Para E of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

The Members, Gujarat Narmada Valley Fertilizers & Chemicals Limited

We have examined the compliance of the conditions of Corporate Governance by Gujarat Narmada Valley Fertilizers & Chemicals Limited (“Company”), for the financial year ended March 31, 2026 (“review period”), as stipulated in Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”).

The Compliance of conditions of Corporate Governance is the responsibility of the Company’s Management. Our examination was limited to the procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of an opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, and the representations provided by the Management, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in regulations 17 to 27 and clauses (b) to (i) and (t) of Regulation 46(2) and para C, D and E of Schedule V of the Listing Regulations for the review period.

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the Management has conducted the affairs of the Company.

Place: Vadodara Date: May 18, 2026

Suresh Kumar Kabra Partner

Samdani Shah and Kabra Company Secretaries ACS No. 9711 | CP No. 9927 ICSI Peer Review No.: 7619/2026 ICSI Unique Code: P2008GJ016300 UDIN: A009711H000393413 th

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Annexure - 3

Certificate of Non-Disqualification of Directors For the Financial Year ended as on March 31, 2026 [Pursuant to Regulation 34(3) and Schedule V - Para C - Clause 10 (i) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

Certificate of Non-Disqualification of Directors Dr. Rajendra Kumar, IAS

Certificate of Non-Disqualification of Directors

For the Financial Year ended as on March 31, 2026 [Pursuant to Regulation 34(3) and Schedule V - Para C - Clause 10 (i) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015]

To The Members of Gujarat Narmada Valley Fertilizers & Chemicals Limited

We have examined the Registers, Papers, Books, Records, Forms, Returns, Declarations, Disclosures and other related documents of Gujarat Narmada Valley Fertilizers & Chemicals Limited (“Company”), having CIN: L24110GJ1976PLC002903, and registered office situated at P.O.: Narmadanagar Dist.: Bharuch- 392015, Gujarat, India, as produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para C Clause 10 (i) of the Securities and Exchange Board of India (“SEBI”) (Listing Obligations and Disclosure Requirements) Regulations, 2015.

In our opinion and to the best of our information and according to the verifications [including Directors Identification Number (“DIN”) status at the portal www.mca.gov.in] as considered necessary and explanations furnished to us by the Company, its officers and representatives, we hereby certify that none of the Directors on the Board of the Company, as stated below for the Financial Year ended as on March 31, 2026, have been debarred or disqualified from being appointed or continuing as Director of the Company by the SEBI, Ministry of Corporate Affairs, or any such other Statutory Authority.

Sr. No. 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15.

Dr. Thiruvenkadam Natarajan, IAS Prof. Ranjan Kumar Ghosh Shri Bhadresh Vinaychandra Mehta

Dr. Narasimhan Ravichandran Smt. Gauri Kumar, IAS (Retd.)

Shri Susanta Kumar Roy Shri Ajai Bahadur Khare

Dr. Rajendra Kumar, IAS

DIN 07195658 01532892 05351774 06530792 02879522 00396367 08551618 02625115 02065298 01585999 07940997 07416463 06581753 03600655 07161855

*Initial Date of Appointment 29-12-2025 16-07-2020 09-02-2024 01-11-2025 13-08-2024 11-09-2024 29-10-2020 29-12-2021 29-12-2021 30-03-2020 06-08-2025 17-01-2025 27-01-2026 11-08-2025 10-02-2026

* Date of Appointment is mentioned as reflected in Master data of the company at MCA Portal.

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STATUTORY REPORTS

REPORT ON CORPORATE GOVERNANCE 1 2 3 4 5 6

REPORT ON CORPORATE GOVERNANCE

Shri Rajkumar Beniwal, IAS, was appointed as Managing Director w.e.f. December 29, 2025. Shri Pankaj Joshi, IAS ceased to be Director and Chairman w.e.f. October 31, 2025, after closure of working hours. Shri Kamal Dayani, IAS (Retd.) ceased to be Director w.e.f. July 31, 2025, after closure of working hours. Shri Manoj Das, IAS was appointed as Director and Chairman w.e.f. November 01, 2025. Shri Syed Jawaid Haider, IAS ceased to be Director w.e.f. December 31, 2025, after closure of working hours. Dr. Thiruvenkadam Natarajan, IAS ceased as Managing Director w.e.f. December 29, 2025 and continued as Director on the Board of the Company. Dr. Narasimhan Ravichandran ceased to be Independent Director w.e.f. September 26, 2025 after closure of working hours. Shri Susanta Kumar Roy was appointed as Independent Director w.e.f. August 6, 2025.

Shri Ashwinikumar Rajendraprasad Yadav, IAS was appointed as Director w.e.f. January 27, 2026. 10 Shri Sanjeev Kumar, IAS was appointed as Director w.e.f. August 11, 2025 and ceased as Director w.e.f. January 02, 2026, after closure of working hours. 11 Dr. Rajender Kumar, IAS was appointed as Director w.e.f. February 10, 2026.

Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the Management of the Company. Our responsibility is to express an opinion on these, based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company.

Place: Vadodara Date: May 18, 2026

Suresh Kumar Kabra Partner

Samdani Shah and Kabra Company Secretaries ACS No. 9711 | CP No. 9927 ICSI Peer Review No.: 7619/2026 ICSI Unique Code: P2008GJ016300 UDIN: A009711H000393413 th

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FINANCIAL STATEMENTS

STANDALONE INDEPENDENT AUDITORS' REPORT

Basis for Opinion Emphasis of Matter Key Audit Matters

STANDALONE

INDEPENDENT AUDITORS' REPORT

To, The Members of Gujarat Narmada Valley Fertilizers & Chemicals Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone financial statements of Gujarat Narmada Valley Fertilizers & Chemicals Limited (the “Company”), which comprise the Balance Sheet as at 31 March 2026, the Statement of Profit and Loss, including Other Comprehensive Income, the Statement of Changes in Equity and the Statement of Cash Flows for the year then ended, and notes to the standalone financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as “the standalone financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013, as amended (the “Act”) in the manner so required and give a true and fair view in conformity with Indian Accounting Standard prescribed under Section 133 of the Act, read with the Companies (Indian Accounting Standard) Rules 2015 as amended (“Ind AS”) and the accounting principles generally accepted in India, of the state of affairs of the Company as at 31 March 2026, the profit and other comprehensive income, changes in equity and its cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the standalone financial statements’ section of our report. We are independent of the Company in accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements.

Emphasis of Matter

We draw attention to note 43(B) to the standalone financial statements regarding a matter relating to demand of ₹ 21,370 crores (including interest and penalty computed till November 30, 2021) on the Company by Department of Telecommunications (DoT) towards Very Small Aperture Terminal (‘VSAT’) and Internet Service Provider (‘ISP’) Licenses fee relating to earlier years. Based on the legal assessment in consultation with Senior Advocates of the said demand, the Company is of the view that no provision is required to be made at this point of time in respect of the above matter.

Our opinion is not modified in respect of the above matter.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements for the financial year ended 31 March 2026. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context.

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We have determined the matters described below to be the key audit matters to be communicated in our report. Key audit matters

Recognition and measurement of Urea Subsidy Income Valuation of Inventories, including Stores and Spares 62.66 crores, finished goods

We have determined the matters described below to be the key audit matters to be communicated in our report.

Key audit matters

How our audit addressed the key audit matter

Recognition and measurement of Urea Subsidy Income

The Urea Subsidy Income is recognized and measured by the Company in accordance with notification circular/ policies issued by the Department of Fertilizers, Government of India.

During the year ended March 31, 2026, the Company has recognized Urea Subsidy Income of ₹ 1,689.59 crores and has outstanding Urea subsidy receivables of ₹ 438.31 crores.

The measurement of Urea Subsidy Income involves application of relevant regulatory pronouncements and notifications, understanding of applicable energy norms, and management estimates judgements including in respect of escalation / de-escalation in the price of the inputs, etc. for the year. The recognised subsidy income may deviate on account of revision / changes in such interpretation, estimates and judgements, arising from notification by the Department of Fertilizers.

Accordingly, recognition and measurement of subsidy income is determined to be a key audit matter for our audit of standalone financial statements.

Our audit procedures included the following:

Assessed the Company’s revenue recognition policy for Urea Subsidy Income.

Understood, evaluated and tested, on a sample basis, the design and operating effectiveness of key internal controls over recognition and measurement of Urea Subsidy Income.

Reviewed the relevant regulatory pronouncement in respect of Urea Subsidy Income and verified, on a sample basis, the claims filed by the Company along-with underlying accounting evidence in respect of such income.

Tested calculations for Urea Subsidy Income and reviewed estimates for escalation / de-escalation by comparing with actual production cost relevant for measurement of subsidy amount including final adjustment related to earlier years.

Reviewed follow-ups made by the Company with the Department of Fertilizers, Government of India and management assessment of recoverability of aged balances.

Tested the collections made during the year as well as subsequent period against such subsidy income recognized by the Company.

Assessed the appropriateness of disclosures in the Standalone financial statements in respect of Urea Subsidy Income.

Valuation of Inventories, including Stores and Spares

The Company has total inventory of ₹ 1,018.34 crores (net of provision for excess inventory of stores and spares aggregating to Rs. 43.74 crores) which comprises of raw materials ₹ 360.86 crores, work-inprogress

62.66 crores, finished goods

65.47 crores, traded goods ₹ 2.19 crores and stores and spares ₹ 527.16 crores (including coal inventory of ₹ 39.20 crores) as at March 31,2026.

The Company has created the provision of ₹ 43.74 crores for excess inventory of stores and spares based on physical verification and on evaluation of its usability including for aged items.

Our audit procedures included the following:

Reviewed the management policy for physical verification and the documents related to management’s physical count procedure actually followed during the year.

Understood the management process for assessment of value in use/ net realisable value of various class of inventories and making provision for excess inventory.

Reviewed the management’s judgement applied in estimating the value of excess inventory for stores th

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FINANCIAL STATEMENTS

STANDALONE Key audit matters

STANDALONE

Key audit matters

Accordingly, appropriateness of the estimates used to identify the valuation of inventories, including stores and spares is determined to be a key audit matter for our audit of standalone financial statements.

How our audit addressed the key audit matter

& spares, taking into consideration management assessment of the present and future condition of the inventory.

Performed substantive audit procedures that includes review of working prepared by the management for valuation of inventories and observed that appropriate allocation of fixed cost and variable cost is done in respect of Finished Goods and Work-in-Progress which is in line with prevailing accounting standards.

Performed physical verification of inventories as at March 31, 2026 and our procedures did not identify any material exceptions.

Evaluation of uncertain tax demand positions and other legal litigations

The Company has material uncertain tax demand positions including matters under dispute which involves significant judgment to determine the possible outcome of these disputes and significant open legal proceedings under arbitration and courts for various matters with its contractors / vendors and in Government departments, continuing from earlier years which are part of Contingent Liability.

Due to complexity involved in these litigation matters, management’s judgement regarding recognition and measurement of provisions for these legal proceedings is inherently uncertain and might change over time as the outcomes of the legal cases are determined.

Our audit procedures included the following:

Obtained details of completed tax assessments and demands as at 31 March 2026 from the management.

Inquired with the management, including in- house legal experts.

Reviewed the minutes of the meetings and those charged with governance, and correspondence between the Company and the external legal experts and other evidence to corroborate management assessment in respect of disputed tax matters.

Assessed the management’s position through discussions with the in-house legal expert and external legal opinions obtained by the Company (where considered necessary) on both, the probability of success in the aforesaid cases, and the magnitude of any potential loss.

Discussed with the management on the development in the litigations during the year ended 31 March 2026 and required provision for contingencies have been made during the financial year 2025-26.

Information Other than the Standalone Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Board’s report (i.e. Directors’ Report, Corporate Governance, Management Discussion and Analysis and Shareholder’s information), but does not include the standalone financial statements and our th

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auditor’s report thereon. The above referred information is expected to be made available to us after the date of this auditor’s report. Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

auditor’s report thereon. The above referred information is expected to be made available to us after the date of this auditor’s report.

Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information and, in doing so, consider whether such other information is materially inconsistent with the standalone financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

When we read the Other Information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance as required under SA 720 (Revised) 'The Auditor's responsibilities Relating to Other Information'.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended including the Companies (Indian Accounting Standards) Amendment Rules, 2020. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, the management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are th

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STANDALONE appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to these standalone financial statements in place and the operating effectiveness of such controls. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.

Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements for the financial year ended March 31,2026 and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act, we give in the “Annexure 1” a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

2. As required by Section 143(3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books except for the matters stated in the paragraph 2 (i) (vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014;

(c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss including the Statement of Other Comprehensive Income, Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows dealt with by this Report are in agreement with the books of account;

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(d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended; (e) On the basis of the written representations received from the directors as on March 31,2026 taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2026 from being appointed as a director in terms of Section 164 (2) of the Act;

(e) On the basis of the written representations received from the directors as on March 31,2026 taken on record by the Board of Directors, none of the directors is disqualified as on March 31,2026 from being appointed as a director in terms of Section 164 (2) of the Act;

(f) The modifications relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph 2(b) above on reporting under Section 143(3)(b) of the Act and paragraph 2 (i) (vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.

(g) With respect to the adequacy of the internal financial controls over financial reporting of the Company with reference to these standalone financial statements and the operating effectiveness of such controls, refer to our separate Report in “Annexure 2” to this report;

(h) With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of Section 197(16) of the Act, as amended, In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid / provided by the Company to its directors including sitting fees paid to directors, during the year is in accordance with the provisions of Section 197 read with Schedule V to the Act;

With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:

The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements – Refer Note 36(A) to the standalone financial statements;

The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, on long-term contracts including derivative contracts – Refer Note 10 to the standalone financial statements;

iii. There has been no delay in transferring the amounts required to be transferred, to the Investor Education and Protection Fund by the Company.

iv. (a) The Management has represented that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person or entity, including foreign entity (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(b) The management has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company from any person or entity, including foreign entity (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries;

(c) Based on the audit procedures that has been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, th

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STANDALONE contain any material misstatement. v.

STANDALONE contain any material misstatement.

(a) The final dividend proposed in the previous year, declared and paid by the Company during the year is in accordance with Section 123 of the Act, as applicable.

(b) The Board of Directors of the Company have proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of dividend proposed is in accordance with Section 123 of the Act, as applicable.

vi. Based on our examination, which included test checks, the Company has used accounting software for maintaining its books of account for the financial year ended 31 March 2026 which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all relevant transactions recorded in the software. The audit trail was operated at application level throughout the year and the same has been enabled at the database level from 17 May 2025. The audit trail at the Oracle database level captures details of executed Data Manipulation Language (DML) and Data Definition Language (DDL) statements and it does not retain both old and new values in respect of data modifications. Further, where audit trail (edit log) facility was enabled and operated throughout the year for the accounting software, we did not come across any instance of the audit trail features being tempered with.

Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention.

For Suresh Surana & Associates LLP
Chartered Accountants
Firm’s Reg. No. 121750W/W100010
Place: Gandhinagar
Dated: 18 May 2026
Ramesh Gupta
Partner
Membership No.: 102306
UDIN: 26102306TOOORP2306 th
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ANNEXURE ‘1’ TO THE INDEPENDENT AUDITORS' REPORT

(Referred to in paragraph 1 under the heading ‘Report on Other Legal and Regulatory Requirements’ of our report of even date) (i) In respect of the Company’s Property, Plant and Equipment and Intangible Assets: (a) (A) The Company has maintained proper records showing full particulars including quantitative details and situation of its Property, Plant and Equipment and relevant details of Right of Use Assets. (B) The Company has maintained proper records showing full particulars of its Intangible assets. (b) The Company has a regular program of physical verification of Property, Plant and Equipment in a phased manner so as to cover all the assets once every three years which, in our opinion, is reasonable having regard to size of the Company and nature of its assets. Pursuant to the program, a portion of the Property, Plant and Equipment have been physically verified by the management during the year. The discrepancies noticed on physical verification of Property, Plant and Equipment were not material and the same have been properly dealt with in the books of account. (c) According to the information and explanations given to us by the management, the title deeds of immovable properties included in property, plant and equipment are held in the name of the Company. In respect of immovable properties of land that have been taken on lease and disclosed as Right of Use Asset (Note 39) in the standalone financial statements, the lease agreement for two parcels of the leasehold land is yet to be entered in the name of the Company, although the Company is the lessee as per the arrangement as mentioned below: Description Gross of property carrying value (₹ Crores)

GIDC, Bharuch *Not in dispute

Description Gross of property carrying value (₹ Crores)

Held in name of Whether promoter, director or their relative or employee

Period held – Reason for not being held in the name of indicate the Company* range, where appropriate

Land leasehold

GIDC, Bharuch

No September 4, The lease deed for plots allotted are not 2012 executed in favour of Company because some of the portion of the lands are Gaucher and Government Land are falling in the plot allotted to the Company and lease will be executed after allotment of Gaucher and Government Land to GNFC.

*Not in dispute

(d) The Company has not revalued its Property, Plant and Equipment (including Right of Use Assets) and Intangible assets during the year.

(e) According to information and explanations given to us, no proceedings have been initiated or are pending against the Company as of March 31,2026 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.

(ii) In respect of the Inventories, according to the information and explanations given to us and on the basis of our examination of the records of the Company:

(a) Physical verification of inventory (i.e stores and spares including capital stores) has been conducted by the management at reasonable intervals during the year and no material discrepancies were noticed on such physical verification. In our opinion, the frequency of verification is reasonable. The discrepancies noticed on physical verification of inventory as compared to book records have been properly dealt with in th

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STANDALONE the books of account. (b) The Company has been sanctioned working capital limits in excess of five crore rupees, in aggregate, from a bank on the basis of security of current assets. According to information and explanations given to us and the records examined by us, the quarterly returns, filed by the Company during the year with such bank are in agreement with books of account, except as under:

STANDALONE the books of account.

(b) The Company has been sanctioned working capital limits in excess of five crore rupees, in aggregate, from a bank on the basis of security of current assets. According to information and explanations given to us and the records examined by us, the quarterly returns, filed by the Company during the year with such bank are in agreement with books of account, except as under:

(₹ Crores)

Quarter ended

Nature of current

Amount Assets / Liabilities disclosed as where differences were observed per quarterly return / statement

Amount as per books of account
Amount of Difference
Reasons for material difference
June 30, 2025
Trade payable
Note – 1
September 30, 2025
Trade payable
Note – 1
December 31, 2025
March 31, 2026
Trade payable
Trade receivables
Trade payable
Note – 1
Note – 2
Note 1 & 3
Trade receivables
Note – 2
Notes:

Liabilities towards accrued expenses not considered in returns / statements submitted to bank.

Change in estimated subsidy receivables after submission of stock statement not considered in returns / statements submitted to bank.

Reclassification adjustments after submission of stock statement not considered in returns / statements submitted to bank.

(iii) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not provided guarantees, security or granted advances in the nature of loans, secured or unsecured, to companies, firms, limited liability partnership or any other parties during the year. The Company has made investments, granted loans to companies and other parties in respect of which the requisite information is provided in clause (a) to (f) below, to the extent applicable. The Company has not made any investments in or provided any guarantee or security to firms or limited liability partnership.

(a) Based on the audit procedures carried out by us and as per the information and explanations given to us, the Company has provided loans as below:

(₹ Crores)

Particulars

Loans

Aggregate amount of loan given during the year - Other than related parties Employees Company Balance outstanding as at balance sheet date - Other than related parties Employees Company

235.86 2,410.00 th

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(b) According to the information and explanations given to us and based on the audit procedures carried out by us, in our opinion, the investments made during the year and the terms and conditions of the grant of loans provided during the year are prima facie, not prejudicial to the interest of the Company. The Company has not provided any guarantee during the year. (c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in the case of loans given, in our opinion, the repayment of principal and payment of interest has been stipulated and the repayments or receipts have been regular except in the case of three employees where principal and interest payment are overdue. Further, the Company has not given any advances in the nature of loans to any party during the year.

(c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, in the case of loans given, in our opinion, the repayment of principal and payment of interest has been stipulated and the repayments or receipts have been regular except in the case of three employees where principal and interest payment are overdue. Further, the Company has not given any advances in the nature of loans to any party during the year.

(d) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no overdue amount for more than ninety days in respect of loans given except in respect of three employees as mentioned above amounting to ₹ 0.28 crore (Including interest of ₹ 0.16 crore). As per the information and explanations provided to us, the Company has filed the civil suit against these employees for violating the service rules and final settlement are pending. Further, the Company has not given any advances in the nature of loans to any party during the year.

(e) According to the information and explanations given to us and on the basis of our examination of the records of the Company, there is no loan or advance in the nature of loan granted falling due during the year, which has been renewed or extended or fresh loans granted to settle the overdues of existing loans given to same parties.

(f) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not granted any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment.

(iv) According to information and explanations given to us, the Company has not granted any loan, or made investment in or provided any guarantee or security to the parties covered under Section 185 and 186 of the Act during the year. Accordingly, reporting under clause 3(iv) of the Order is not applicable to the Company.

In our opinion and according to the information and explanations given to us, the Company has not accepted any deposits or amounts which are deemed to be deposits within the meaning of Sections 73 to 76 of the Act and the rules made thereunder. Accordingly, reporting under clause 3(v) of the Order is not applicable to the Company.

(vi) We have broadly reviewed the books of account maintained by the Company pursuant to the rules made by the Central Government for the maintenance of cost records under section 148(1) of the Companies Act, 2013, related to the manufacture of fertilizer and industrial products and for the services provided by the Company. In our opinion prima facie, the specified accounts and records have been made and maintained. We have not, however, made a detailed examination of the same.

(vii) In respect of statutory dues:

(a) According to the information and explanations given to us, the Company has been regular in depositing the undisputed statutory dues including provident fund, employees’ state insurance, income tax, goods and service tax, duty of customs, cess and any other statutory dues as applicable to the appropriate authorities. There are no undisputed amounts payable in respect of aforesaid statutory dues, which were outstanding as on the last day of the financial year for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us and the records of the Company examined by us, the dues of income-tax, sales-tax, duty of excise, value added tax and cess as at 31 March, 2026 which have not been deposited on account of any dispute are as follows:

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STANDALONE Name of Statute

STANDALONE
Name of Statute
Nature of dues
Central Excise Act, 1944
Excise Duty

Central Sales Tax Act, 1994/Gujarat Value Added Tax Act, 2004

Maharashtra Goods & Service Tax Act, 2017

Customs Act,1962
Value Added Tax/Central Sales tax
GST
Custom Duty
The Income Tax Act, 1961
Income Tax
Forum where dispute is pending
Principal Commissioner, Custom House, Kandla
High Court, Gujarat

Commercial Tax Department, Government of Madhya Pradesh

Appellate Authority-GST
Period to which the amount related
FY 2015-16
Amount involved/Unpaid (₹ Crores)
FY 2009-13
FY 2015-16
FY 2021-22
High Court, Gujarat
National Faceless Appeals Centre
High Court
Supreme Court
FY 2017-18 to 2020-21
AY 2017-18
AY 2018-19
AY 2020-21
AY 2024-25
AY 2009-10
AY 2010-11
AY 2011-12

* Net of amount paid under protest amounting to ₹ 0.19 crore.

(viii) According to the information and explanations given to us, there were no unrecorded transactions that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 as income during the year.

(ix)

(a) According to information and explanations given to us, the Company has not defaulted in repayment of dues to any lender. Accordingly, reporting under clause 3(ix)(a) of the Order is not applicable to the Company.

(b) According to information and explanations given to us, the Company has not been declared willful defaulter by any bank or financial institution or other lender. Accordingly, reporting under clause 3(ix)(b) of the Order is not applicable to the Company.

(c) According to information and explanations given to us, the Company has not obtained any term loan. Accordingly, reporting under clause 3(ix)(c) of the Order is not applicable to the Company.

(d) According to information and explanations given to us, and on the basis of our examination of the records of the Company, funds raised on short term basis have, prima facie, not been utilised for long term purposes by the Company. Accordingly, reporting under clause 3(ix)(d) of the Order is not applicable to the Company.

(e) According to information and explanations given to us, the Company did not have any subsidiary or joint venture during the year. Further, the Company has not taken any funds to meet the obligations of its associate Company. Accordingly, reporting under clause 3(ix)(e) of the Order is not applicable to the Company.

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(x) (f) According to information and explanations given to us, the Company did not have any subsidiary or joint venture during the year. Further, the Company has not raised any loans on the pledge of securities held in its associate Company. Accordingly, reporting under clause 3(ix)(f) of the Order is not applicable to the Company.

(f) According to information and explanations given to us, the Company did not have any subsidiary or joint venture during the year. Further, the Company has not raised any loans on the pledge of securities held in its associate Company. Accordingly, reporting under clause 3(ix)(f) of the Order is not applicable to the Company.

(a) According to the information and explanations given to us, the Company has not raised moneys by way of public offer (including debt instruments) during the year. Accordingly, reporting under clause 3(x)(a) of the Order is not applicable to the Company.

(xi)

(b) According to information and explanations given to us, the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year. Accordingly, reporting under clause 3(x)(b) of the Order is not applicable to the Company.

(a) Based upon the audit procedures performed and according to the information and explanations given to us, we report that no fraud by the Company or on the Company has been noticed or reported during the year.

(b) According to information and explanations given to us, no report under sub-section (12) of Section 143 of the Act has been filed in Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules 2014 with the Central Government, during the year and up to the date of this report.

(c) The Company is having whistle blower mechanism and as per the information provided to us, no whistle blower complaints received by the Company during the year (and upto the date of this report), while determining the nature, timing and extent of our audit procedures.

(xii)

According to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, reporting under clause 3(xii) of the Order is not applicable to the Company.

(xiii) According to the information and explanations given to us, in our opinion, transactions with related parties are in compliance with Sections 177 and 188 of the Act. The details of such related party transactions have been disclosed in the financial statements as required by the applicable accounting standards.

(xiv) (a) According to the information and explanations given to us, in our opinion and based on our examination, the Company has an adequate internal audit system commensurate with the size and nature of its business.

(b) We have considered the internal audit reports for the year under audit and covering the period up to March 31,2026.

(xv)

According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into any non-cash transactions with directors or persons connected with them during the year. Accordingly, reporting under clause 3(xv) of the Order is not applicable to the Company.

(xvi) In respect of the Reserve Bank of India Act, 1934:

(a) In our opinion, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Hence, reporting under clauses 3(xvi)(a), (b) and (c) of the Order are not applicable to the Company.

(b) In our opinion, there is no core investment company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016) and accordingly, reporting under clause 3(xvi)(d) of the Order is not applicable to the Company.

(xvii) According to the information and explanations given to us, the Company has not incurred any cash losses during the financial year covered by our audit and in the immediately preceding financial year.

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STANDALONE (xviii) There has been no resignation of the statutory auditors during the year. Accordingly, reporting under clause 3(xviii) of the Order is not applicable to the Company.

STANDALONE

(xviii) There has been no resignation of the statutory auditors during the year. Accordingly, reporting under clause 3(xviii) of the Order is not applicable to the Company.

(xix) According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report that the Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date. We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due.

(xx)

According to the information and explanations given to us and on the basis of examination of the records, there are no amounts unspent in respect of corporate social responsibilities towards other than ongoing projects. In respect of ongoing projects, the Company has transferred the unspent amount to special account in compliance with provision of sub-section (6) of Section 135 of the said Act.

Place: Gandhinagar Date: 18 May 2026

For Suresh Surana & Associates LLP Chartered Accountants Firm’s Reg. No. 121750W/W100010

Ramesh Gupta Partner Membership No.: 102306 UDIN: 26102306TOOORP2306 th

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ANNEXURE ‘2’ TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 2(g) under the heading ‘Report on Other Legal and Regulatory Requirements’ of our report of even date) Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (the “Act”)

Management’s Responsibility for Internal Financial Controls Auditor’s Responsibility

(Referred to in paragraph 2(g) under the heading ‘Report on Other Legal and Regulatory Requirements’ of our report of even date)

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (the “Act”)

We have audited the internal financial controls over financial reporting of Gujarat Narmada Valley Fertilizers & Chemicals Limited (the “Company”) as of March 31,2026 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Management’s Responsibility for Internal Financial Controls

The Company’s Management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting with reference to these standalone financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, as specified under section 143(10) of the Companies Act, 2013, as amended, to the extent applicable to an audit of internal financial controls and issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting with reference to these standalone financial statements was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls over financial reporting with reference to these standalone financial statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to these standalone financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal financial controls over financial reporting with reference to these standalone financial statements.

Meaning of Internal Financial Controls Over Financial Reporting

A Company's internal financial controls over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company's internal financial controls th

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FINANCIAL STATEMENTS

STANDALONE over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Company's assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls Over Financial Reporting with Reference to these Standalone Financial Statements

Inherent Limitations of Internal Financial Controls Over Financial Reporting with Reference to these Standalone Financial Statements

Because of the inherent limitations of internal financial controls over financial reporting with reference to these standalone financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting with reference to these standalone financial statements to future periods are subject to the risk that the internal financial control over financial reporting with reference to these standalone financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls with reference to standalone financial statements and such internal financial controls with reference to standalone financial statements were operating effectively as at March 31,2026, based on the internal financial control criteria with reference to standalone financial statements established by the Company considering the essential components of internal control stated in the Guidance Note.

Place: Gandhinagar Date: 18 May 2026

For Suresh Surana & Associates LLP Chartered Accountants Firm’s Reg. No. 121750W/W100010

Ramesh Gupta Partner Membership No.: 102306 UDIN: 26102306TOOORP2306 th

174 | 50 Annual Report 2025-2026

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STANDALONE BALANCE SHEET AS AT MARCH 31, 2026

Particulars Notes

Non-current liabilities (a) Financial liabilities (i)Current liabilities (a) Financial liabilities (i)

Particulars
Notes
ASSETS I.

Non-current assets (a) Property, plant and equipment (b) Capital work-in-progress (c) Investment property (d) Right of use asset (e) Intangible assets (f) Financial assets (i)

Investments (ii) Loans and advances (iii) Other financial assets (g) Income tax assets (net) (h) Other non-current assets

Current assets (a) Inventories (b) Financial assets (i)

Investments (ii) Trade receivables (iii) Cash and cash equivalents (iv) Other bank balances (v) Loans and advances (vi) Other financial assets (c) Other current assets

Total Assets
EQUITY AND LIABILITIES Equity (a) (b)
Equity share capital Other equity
Liabilities I.

Non-current liabilities (a) Financial liabilities (i)

Lease liabilities (ii) Other financial liabilities (b) Provisions (c) Deferred tax liabilities (net) (d) Government grants (deferred income)

Current liabilities (a) Financial liabilities (i)

Borrowings (ii) Lease liabilities (iii) Trade payables: (A) total outstanding dues of micro and small enterprises (B) total outstanding dues of creditors other than micro and small enterprises (iv) Other financial liabilities (b) Other current liabilities (c) Provisions (d) Government grants (deferred income) (e) Current tax liabilities (net)

Total Equity and Liabilities Summary of Material Accounting Policies The accompanying notes are an integral part of the standalone financial statements

As at March 31, 2026

(₹ Crores)

As at March 31, 2025

D. V. Parikh Executive Director & CFO

Place : Gandhinagar Date

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

For and on behalf of the Board of Directors, Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

As per our report of even date For Suresh Surana & Associates LLP Chartered Accountants (Firm Registration No. 121750W /W100010)

Ramesh Gupta Partner Membership No. 102306 th

50 Annual Report 2025-2026 | 175

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FINANCIAL STATEMENTS

STANDALONE STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2026 (₹ Crores)

STANDALONE

STANDALONE STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2026 (₹ Crores)

Particulars
Income
Revenue from operations
Other income
Total
Notes
As at March 31, 2026
As at March 31, 2025p. 27
Expenses
Cost of raw materials consumed

Purchase of traded goods and goods & services of IT division

Changes in inventories of finished goods, work-in-progress and traded goods

Power, fuel and other utilities
Employee benefits expense
Finance costs
Depreciation and amortisation
Other expenses
Totalp. 29
Profit before tax
Tax expense / (credit)
Current tax

Earlier year tax adjustments -short / (excess)

Deferred tax (credit)
Total tax expense / (credit)
Profit for the yearp. 26
Other comprehensive income / (expense)

Other comprehensive income not to be reclassified to profit or loss in subsequent periods:

- Re-measurement (losses) / gain on defined benefit plans

- Income tax effect credit / (charge)

- Net (loss) / gain on FVTOCI equity investments

- Income tax effect credit / (charge)

Net other comprehensive (expense) / income not to be reclassified to profit or loss in subsequent periods

Total other comprehensive (expense) / income for the year, net of tax

Total comprehensive income for the year, net of tax

Earnings per share - (Face value of ₹ 10 each) Basic and Diluted (in ₹ )

Summary of Material Accounting Policies

The accompanying notes are an integral part of the standalone financial statements

D. V. Parikh Executive Director & CFO

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

Place : Gandhinagar Date
Place : Gandhinagar Date
: 18-05-2026 th
176 | 50 Annual Report 2025-2026

For and on behalf of the Board of Directors, Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

As per our report of even date For Suresh Surana & Associates LLP Chartered Accountants (Firm Registration No. 121750W /W100010)

Ramesh Gupta Partner Membership No. 102306

Open page 200

Page 201

STANDALONE STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2026 (A) Equity share capital Particulars Balance as at April 01, 2024 Changes in Equity Share Capital due to prior period errors Restated balance at the April 01, 2024 Changes in equity share capital during the year (Refer Note 17.1) Balance as at March 31, 2025 Note

Note

Changes in Equity Share Capital due to prior period errors Restated balance at the March 31, 2025 Changes in equity share capital during the year Balance as at March 31, 2026

(₹ Crores) Amount 146.94
(B) Other equity
Particulars
Reserves and surplus
Capital reserve
Capital redemption reserve
Securities premium
General reserve
Retained earnings

Equity instruments at fair value through other comprehen sive income

(₹ Crores)
Total
Balance as at April 01, 2024
Note 18.1 0.64
Note 18.1 8.48

Note 18.1

Profit for the year Other comprehensive income for the year Total comprehensive income for the year Dividend paid during the year (refer Note 18.3) Transfer from retained earnings Balance as at March 31, 2025 Profit for the year

Other comprehensive income for the year Total comprehensive income for the year Dividend paid during the year (refer Note 18.3) Transfer from retained earnings Balance as at March 31, 2026

Summary of Material Accounting Policies

2 The accompanying notes are an integral part of the standalone financial statements

Note 18.1 3,179.76

Note 18.1 4,134.96 585.52 (15.08) 570.44 (242.45) (250.00) 4,212.95 797.48 44.13 841.61 (264.49) (300.00) 4,490.07

Note 18.2 726.96

D. V. Parikh Executive Director & CFO

Place : Gandhinagar Date

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

For and on behalf of the Board of Directors, Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

As per our report of even date For Suresh Surana & Associates LLP Chartered Accountants (Firm Registration No. 121750W /W100010)

Ramesh Gupta Partner Membership No. 102306 th

50 Annual Report 2025-2026 | 177

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FINANCIAL STATEMENTS

STANDALONE STANDALONE STATEMENT OF CASH FLOW FOR THE YEAR ENDED MARCH 31, 2026

STANDALONE

STANDALONE STATEMENT OF CASH FLOW FOR THE YEAR ENDED MARCH 31, 2026

Particulars

Cash flow from operating activities

Profit before tax as per statement of profit and loss

Adjustments for:

Loss on sale / discard / write off of property, plant and equipment (net)

Loss / (gain) on sale of investments (net)

Interim distribution towards investments

Depreciation and amortization

Interest expense on employee loan fair valuation

Interest income
Dividend income
Amortization of grant income

Fair valuation loss / (gain) on investments measured at FVTPL (net)

Unclaimed liabilities / excess provision for doubtful debt written back

Unrealised foreign exchange fluctuation (gain) / loss

Finance costs
Premium on forward contracts
Provision for excess Inventory
Provision for Unspent CSR obligation
Provision for contingencies

Advances / bad debts / other receivables written off

Provision for doubtful debts / advances (net)

Operating profit before working capital changes

Movements in working capital :

(Increase) / Decrease in trade receivables, including subsidy

Decrease / (increase) in inventories

(Increase) / decrease in financial assets

(Increase) in loans and advances and other assets

Increase / (decrease) in provisions

(Decrease) / Increase in trade payables and other liabilities

(Decrease) in financial liabilities
Cash generated from operations
Income taxes paid (net)

Net cash flow generated from operating activities (A)

Cash flows from investing activities

Payment for purchase of property, plant & equipment (Including capital work In progress and capital advances)

Proceeds from sale / concession received of property, plant and equipment

Year ended March 31, 2026
(₹ Crores)
Year ended March 31, 2025
1.83 th
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STANDALONE STATEMENT OF CASH FLOW FOR THE YEAR ENDED MARCH 31, 2026 (₹ Crores)

STANDALONE STATEMENT OF CASH FLOW FOR THE YEAR ENDED MARCH 31, 2026

(₹ Crores)
Particulars
Year ended March 31, 2026
Year ended March 31, 2025
Purchase of investments (refer Note 8)

Proceeds from sale / maturity of investments / other advances

(Increase) in deposits with corporates (net)

Decrease / (increase) in deposits / balances with banks (net)

Interest received

Dividend received

Net cash flow (used in) investing activities (B)

Cash flows from financing activities
Proceeds from short term borrowings
Repayment of short term borrowings
Interest paid
Dividend paid
Premium on forward contracts

Net cash flow (used in) financing activities (C)

Net increase / (decrease) in cash and cash equivalents (A + B + C)

Cash and cash equivalents at the beginning of the year

Cash and cash equivalents at the end of the year

Notes:
Component of Cash and Cash equivalents
- Cash on hand

- Debit balance in cash credit and overdraft accounts

- Balances with bank in current accounts

Total (refer Note 14)

Less: Cash credit and overdraft accounts (refer Note 19)

Total cash and cash equivalents

Summary of Material Accounting Policies

The accompanying notes are an integral part of the standalone financial statements

(1) The Cash flow statement has been prepared under the indirect method as set out in the "Indian Accounting Standard (Ind AS) 7 - Statement of Cash Flows" issued by the Institute of Chartered Accountants of India.

(2) Disclosure with regards to changes in liabilities arising from Financing activities as set out in Ind AS 7 – Statement of Cash Flows is presented under Note-21(a).

D. V. Parikh Executive Director & CFO

Place : Gandhinagar Date

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

For and on behalf of the Board of Directors, Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

As per our report of even date For Suresh Surana & Associates LLP Chartered Accountants (Firm Registration No. 121750W /W100010)

Ramesh Gupta Partner Membership No. 102306 th

50 Annual Report 2025-2026 | 179

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 1

Corporate information Basis of preparation Current versus non-current classification

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 1

Corporate information

The financial statements comprise financial statements of Gujarat Narmada Valley Fertilizers & Chemicals Limited (‘the Company’) for the year ended March 31, 2026. The Company is a public company domiciled in India and incorporated under the provisions of the Companies Act applicable in India. Its shares are listed on two recognized stock exchanges in India (i.e. National Stock Exchange (NSE) and Bombay Stock Exchange (BSE)). The registered office of the Company is located at P.O: Narmadanagar-392 015, Dist.: Bharuch, Gujarat.

The Company is one of India’s leading entities engaged in the manufacturing and selling of fertilizers, industrial chemical products and providing IT services.

The financial statements were approved for issue in accordance with a resolution of the Board of Directors on May 18, 2026.

Material accounting policies

Basis of preparation

These financial statements have been prepared in accordance with the Indian Accounting Standards (referred to as “Ind AS”) notified under section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015 as amended from time to time and presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind AS compliant Schedule III).

The financial statements have been prepared on going concern basis using historical cost, except for the following assets and liabilities which have been measured at fair value amount:

Derivative financial instruments, Defined benefit plans – plan assets measured at fair value; and Certain financial assets and liabilities measured at fair value (refer accounting policy regarding financial instruments).

Historical cost is the amount of cash or cash equivalents paid or the fair value of the consideration given to acquire assets at the time of their acquisition, or the amount of proceeds received in exchange for the obligation, or at the amount of cash or cash equivalents expected to be paid to satisfy the liability in the normal course of business.

Financial statements are presented in Indian Rupees (₹) which is the functional currency, and all values are rounded off to the nearest crores as per the requirement of Schedule III to the Companies Act, 2013, except where otherwise indicated.

Summary of material accounting policies a)

Current versus non-current classification

The Company presents assets and liabilities in the balance sheet based on current / non-current classification. An asset is treated as current when it is:

Expected to be realized or intended to be sold or consumed in normal operating cycle; or Held primarily for the purpose of trading; or Expected to be realized within twelve months after the reporting period; or Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 All other assets are classified as non-current. A liability is current when it is:

Foreign currency transactions Fair value measurement

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 All other assets are classified as non-current.

A liability is current when it is:

It is expected to be settled in normal operating cycle; or b)

It is held primarily for the purpose of trading; or It is due to be settled within twelve months after the reporting period; or There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period

The Company classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as non-current assets and liabilities respectively.

The operating cycle is the time between the acquisition of assets for processing and their realization in cash and cash equivalents.

The Company has identified twelve months as its operating cycle.

Foreign currency transactions

The Company’s financial statements are presented in Indian Rupees (₹), which is also the functional currency of the Company.

Transactions in foreign currencies are initially recorded at the exchange rate prevailing at the date of the transaction.

Monetary assets and liabilities denominated in foreign currencies are translated at the exchange rate prevailing on the balance sheet date and the resultant exchange gains or losses are recognised in the Statement of Profit and Loss.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the date of initial transactions.

Fair value measurement

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

In the principal market for the asset or liability, or In the absence of a principal market, the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible by the Company.

The fair value of an asset or a liability is measured using the assumptions that the market participants would use when pricing the asset or liability, assuming that the market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant’s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximizing the use of relevant observable inputs and minimizing the use of unobservable inputs.

50 Annual Report 2025-2026 | 181

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Revenue from contracts with customers Sale of goods

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities d)

Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

For assets and liabilities that are recognized in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by re-assessing categorization (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

External valuers are involved for valuation of significant assets, such as investments properties, unquoted investments and loan to employees.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

Disclosures for valuation methods, significant estimates and assumptions (refer Note 50)

Quantitative disclosures of fair value measurement hierarchy (refer Note 50.2)

Investment in unquoted equity shares (refer Note 8)

Investment properties (refer Note 6)

Financial instruments (including those carried at amortized cost) (refer Note 50.1)

Revenue from contracts with customers

Revenue from contracts with customers is recognised when the control of the goods or services are transferred to the customer at an amount that reflects the consideration to which the Company expects to be entitled in exchange for those goods or services. The Company derives its revenues from sale of goods such as fertilizers, industrial chemicals, government subsidies on sale of fertilizers and information technology related hardware / software services. The Company is generally the principal in its revenue arrangements because it controls goods or services before transferring them to the customer, except for the agency services where revenue is recognised on net basis.

The disclosure of significant accounting judgements, estimates and assumptions relating to revenue from contract with customers are provided in Note 3.

Sale of goods

Revenue from sale of goods is recognised at the point in time when control of the goods is transferred to the customer, generally on delivery of the goods except in certain cases where goods are sold under bill and hold arrangement.

182 | 50 Annual Report 2025-2026

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 needs to be allocated (e.g. installation, warranties etc.) based on materiality of such obligation. In determining the transaction price for the sale of goods, the Company considers the effect of variable consideration and consideration payable to the customer (if any). Amount disclosed as revenue are net of trade discounts, rebates, incentives and goods & service tax (GST). The Company collects GST on behalf of the government and therefore, these are not economic benefits flowing to the Company. Hence, these are excluded from the revenue. The Company recognizes changes in the estimated amount of liability for discounts, rebates and incentives in the period in which the change occurs.

Urea product subsidy ANP product subsidy Urea and ANP freight subsidy Rendering of services (including contracted services)Interest income

Amount disclosed as revenue are net of trade discounts, rebates, incentives and goods & service tax (GST). The Company collects GST on behalf of the government and therefore, these are not economic benefits flowing to the Company. Hence, these are excluded from the revenue. The Company recognizes changes in the estimated amount of liability for discounts, rebates and incentives in the period in which the change occurs.

Installation, as applicable, is integral part of delivery of goods. The Company typically provides warranties for general repairs of defect that existed at the time of sale, as required by law. These assurance type warranties are accounted for under Ind AS 37 - Provisions, Contingent Liabilities and Contingent Assets unless it is fully realisable from the supplier.

Urea product subsidy

Urea Subsidy under (i) New Pricing Scheme (NPS) – Stage-III and Modified NPS-III and (ii) New Urea Policy (NUP) 2015 is recognised as per concession rates notified by the Government of India (GoI) at the point in time when the quantity is transferred/delivered to customers. Urea Subsidy is further adjusted for input price escalation/de-escalation as estimated by the Management based on the prescribed norms. The Company recognizes the subsidy based on quantity sold.

ANP product subsidy

ANP Subsidy under Nutrient Based Subsidy [NBS] w.e.f. 01.04.2010 and amendments thereto is recognized as per the concession rates notified by the Government of India [GoI] at the point in time when quantity is transferred / delivered to customers. ANP Subsidy is further adjusted for expected downward change, if any, in NBS rates based on functional forecast. In case the GoI has notified the rates after the completion of financial year but before audited / reviewed accounts are approved then impact of such rates is factored based on the quantity remaining unsold to end customer. The Company recognises the subsidy based on quantity of first point sales.

Urea and ANP freight subsidy

Freight subsidy recognised under Uniform Freight Policy for the quantity transferred / delivered to customers based on the notified rates approved by the GoI. In the case of ANP for primary freight (i.e. Direct dispatch from plant by road), subsidy income is recognized based on the lower of the normative notified rates approved by the GoI or the actual freight incurred.

Rendering of services (including contracted services)

Income from services rendered by the Information Technology division (including operation and maintenance) is recognized as and when the services are transferred to the customer at an amount that reflect the consideration to which the Company expects to be entitled in exchange for those services.

Interest income

For all financial instruments measured at amortized cost, interest income is recorded using the effective interest rate (EIR). The EIR is the rate that exactly discounts the estimated future cash receipts over the expected life of the financial instrument or a shorter period, where appropriate, to the gross carrying amount of the financial asset. Interest income is included in other income in the statement of profit and loss.

50 Annual Report 2025-2026 | 183

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Dividends

Insurance claims Government grants Export incentive Contract assets Trade receivables (including subsidy receivables)Contract liabilities Current income tax

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Dividends

Dividend income is recognized when the Company’s right to receive the payment is established, which is generally when shareholders approve the dividend except for interim dividend which is recognised based on approval of the Board of Directors of investee company.

Insurance claims

Claims receivable on account of insurance are accounted for to the extent no significant uncertainty exist for the measurement and realisation of the amount.

Government grants

Government grants are recognized where there is reasonable assurance that the grant will be received and all attached conditions will be complied with. When the grant relates to an expense item, it is recognized as income on a systematic basis over the periods that the related costs, for which it is intended to compensate, are expensed. When the grant relates to an asset, it is recognized as income in equal amounts over the expected useful life of the related asset except to the extent adjustments are recognised on account of change in estimate as per para 37 of Ind AS 8 to the carrying amount of the related assets.

Export incentive

Export incentives under various schemes notified by government are accounted for in the year of exports based on the eligibility, reasonable accuracy and conditions precedent to claim are fulfilled.

Contract balances

Contract assets

A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Company performs by transferring goods or services to a customer before the customer pays consideration or before payment is due, a contract asset is recognised for the earned consideration that is conditional.

Trade receivables (including subsidy receivables)

A receivable represents the Company’s right to an amount of consideration that is unconditional (i.e., only the passage of time is required before payment of the consideration is due). Refer to accounting policies of financial assets in section O "Financial instruments – initial recognition and subsequent measurement."

Contract liabilities

A contract liability is the obligation to transfer goods or services to a customer for which the Company has received consideration (or an amount of consideration is due) from the customer. If a customer pays consideration before the Company transfers goods or services to the customer, a contract liability is recognised when the payment is made or the payment is due (whichever is earlier). Contract liabilities are recognised as revenue when the Company performs under the contract.

Taxes

Tax expense comprises of current income tax and deferred tax.

Current income tax

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 the tax authorities in accordance with the Income-Tax Act, 1961 enacted in India. The tax rates and tax laws used to compute the amount are those that are enacted or substantially enacted, at the reporting date. Current income tax relating to items recognized outside the statement of profit and loss is recognized in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Current income tax relating to items recognized outside the statement of profit and loss is recognized in correlation to the underlying transaction either in OCI or directly in equity. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Current tax assets and current tax liabilities are offset where the entity has a legally enforceable right to offset the recognized amounts and where it intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Deferred tax

Deferred tax is provided using the liability approach on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax liabilities are recognized for all taxable temporary differences, except

When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

In respect of taxable temporary differences associated with investments in associates, when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognized for all deductible temporary differences, the carry forward of unused tax credits and any unused tax losses. Deferred tax assets are recognized to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized, except:

When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

In respect of deductible temporary differences associated with investments in associates, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient future taxable profit will be available to allow all or part of the deferred tax asset to be utilized. Unrecognized deferred tax assets are re-assessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognized outside the statement of profit or loss is recognized outside profit or loss (either in other comprehensive income or in equity). Deferred tax items are recognized in correlation to the underlying transaction either in OCI or directly in equity.

50 Annual Report 2025-2026 | 185

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Deferred tax assets and liabilities are offset if and only if there is a legally enforceable right to offset corresponding current tax assets against current tax liabilities and when the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority on the Company.

Measurement at recognition Capital Work in progress

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Deferred tax assets and liabilities are offset if and only if there is a legally enforceable right to offset corresponding current tax assets against current tax liabilities and when the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority on the Company.

Property, plant and equipment (PPE)

Measurement at recognition

An item of property, plant and equipment that qualifies as an asset is measured on initial recognition at cost. Following initial recognition, items of property, plant and equipment are carried at its cost less accumulated depreciation and accumulated impairment losses, if any.

The cost of an item of property, plant and equipment comprises of its purchase price including import duties and other non- refundable purchase taxes or levies, directly attributable cost of bringing the asset to its working condition for its intended use and the initial estimate of decommissioning, restoration and similar liabilities, if any. Any trade discounts and rebates are deducted in arriving at the purchase price.

Subsequent expenditure related to an item of PPE is capitalised only when it is probable that future economic benefits associated with these will flow to the Company and the cost of the item can be measured reliably. Such cost includes the cost of replacing part of the plant and equipment if the recognition criteria are met. When significant parts of plant and equipment are required to be replaced at intervals, the Company depreciates them separately based on their specific useful lives. Likewise, when a major inspection is performed, its cost is recognised in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in the Statement of Profit and Loss as incurred.

Items of stores and spares that meet the definition of property, plant and equipment are capitalized at cost and depreciated over their useful life.

The Company had adjusted exchange differences arising on translation difference/settlement of long term foreign currency monetary items outstanding in the Indian GAAP financial statements for the period ending immediately before the beginning of the first Ind AS financial statements i.e. March 31, 2016 and pertaining to the acquisition of a depreciable asset to the cost of asset and depreciates the same over the remaining life of the asset.

Capital Work in progress

Cost of assets not ready for intended use, as on the balance sheet date, is shown as capital work in progress. Advances given towards acquisition of fixed assets outstanding at each balance sheet date are disclosed as Other Non-Current Assets.

Depreciation

Depreciation on each part of an item of property, plant and equipment is provided using the Straight Line Method based on the useful life of the asset as prescribed under Part C of Schedule II of the Companies Act, 2013 or based on technical assessment by the Company taking into account the nature of the asset, the usage of the asset, expected physical wear and tear, the operating conditions of the asset, anticipated technological changes, past history of replacements, manufacturers warranties and maintenance support, etc.

The useful lives for certain categories of property, plant and equipments are different from those prescribed under Part C of Schedule II of the Companies Act, 2013 based on management estimates. The management believes that these estimated useful lives are realistic and reflect fair approximation of the period over which the assets are likely to be use. Category wise details are as under:

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Sr No

Ranging from 4 to 10 years h)Investment Properties

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Sr No
Category
Plant and equipment (including capital spares)
Furniture and Fixtures
Office equipments
Roads, culverts and compound wall
Water supply and drainage system
Building
Railway sidings
Vehicles
Useful life in years
Ranging from 2 to 40 years
Ranging from 2 to 20 years
Ranging from 2 to 13 years
Ranging from 3 to 30 years
Ranging from 5 to 15 years
Ranging from 3 to 60 years
15 years

Ranging from 4 to 10 years h)

The identified components of Property, Plant and Equipments are depreciated over their useful lives and the remaining components are depreciated over the life of principal assets.

Freehold land is not depreciated.

The useful lives, residual values of each part of an item of property, plant and equipment and the depreciation methods are reviewed at the end of each financial year. If any of these expectations differ from previous estimates, such change is accounted for as a change in an accounting estimate and adjusted prospectively, if appropriate.

De-recognition

The carrying amount of an item of property, plant and equipment is derecognized on disposal or when no future economic benefits are expected from its use or disposal. The gain or loss arising from the De-recognition of an item of property, plant and equipment is measured as the difference between the net disposal proceeds and the carrying amount of the item and is recognized in the Statement of Profit and Loss when the item is derecognized.

Investment Properties

Investment properties are measured initially at original cost, including transaction costs. Subsequent to initial recognition, investment properties are stated at cost less accumulated depreciation and accumulated impairment loss, if any. The cost includes the cost of replacing parts and borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts of the investment property are required to be replaced at intervals, the Company depreciates them separately based on their specific useful lives. All other repair and maintenance costs are recognized in profit or loss as incurred.

The Company depreciates building component of investment property over 60 years from the date of original purchase.

Though the Company measures investment property using cost based measurement, the fair value of investment property is disclosed in the notes. Fair values are determined based on an annual evaluation performed by an accredited external independent valuer applying a valuation model recommended by the International Valuation Standards Committee.

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognised in profit or loss in the period of derecognition.

Intangible assets Company as a lessee (i) Right-of-use Assets

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognised in profit or loss in the period of derecognition.

Intangible assets

Intangible assets acquired separately are measured on initial recognition at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and accumulated impairment losses. Cost incurred on internally generated intangible assets are not capitalized and the related expenditure is reflected in profit or loss in the period in which the expenditure is incurred.

Intangible assets with infinite lives are amortized over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortization method for an intangible asset with a infinite useful life are reviewed at least at the end of each reporting period. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are considered to modify the amortization period or method, as appropriate, and are treated as changes in accounting estimates. The amortization expense on intangible assets with finite lives is recognized in the statement of profit and loss.

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit or loss when the asset is derecognized.

A summary of the policies applied to the Company’s intangible assets is as follows:

Sr No Intangible Assets
Computer software
Licenses

Method of Amortization Estimated Useful life on straight line basis

Three years or validity period whichever is lower

Over its useful life of 20 years j)

Leases

The determination of whether an arrangement is (or contains) a lease is based on the substance of the arrangement at the inception of the lease. The arrangement is, or contains, a lease if fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset or assets, even if that right is not explicitly specified in an arrangement.

Company as a lessee

The Company applies a single recognition and measurement approach for all leases, except for shortterm leases and leases of low-value assets. The Company recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

(i) Right-of-use Assets

The Company recognises right-of-use assets at the commencement date of the lease (i.e. the date the underlying asset is available for use). Right-of-use assets are measured at cost less any accumulated depreciation and impairment losses, and adjusted for any re-measurement of lease liabilities. The cost of right-of-use assets includes the amount of lease liabilities recognised, initial direct costs incurred and lease payments made before the commencement date less any lease incentives received. Right-of-use assets are depreciated on a straight-line basis over the shorter of the lease term or the estimated useful lives of the assets, as follows:

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Sr No

3 years (ii) Lease liabilities Company as a lessor

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Sr No
Category
Lease hold land

Building (includes Godown / warehouses & office premises)

Vehicle
Life
8 to 99 years
3 to 5 years

3 years

If ownership of the leased asset transfers to the Company at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset.

The right-of-use assets are also subject to impairment. Refer to the accounting policies in section (l) Impairment of non-financial assets.

(ii) Lease liabilities

At the commencement date of the lease, the Company recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Company and payments of penalties for terminating the lease, if the lease term reflects the Company exercising the option to terminate. Variable lease payments that do not depend on an index or a rate are recognised as expenses (unless they are incurred to produce inventories) in the period in which the event or condition that triggers the payment occurs.

In calculating the present value of lease payments, the Company uses its incremental borrowing rate at the lease commencement date because the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is re-measured if there is a modification, a change in the lease term, a change in the lease payments (e.g. changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

(iii) Short-term leases and leases of low-value assets

The Company applies the short-term lease recognition exemption to its short-term leases of building, machinery and equipment (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered to be low value. Lease payments on short-term leases and leases of low-value assets are recognised as expense on a straight-line basis over the lease term.

Company as a lessor

Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are classified as operating leases. Rental income from operating lease is recognized on a straight-line basis over the lease term. Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset and recognized over the lease term on the same basis as rental income. Contingent rents are recognised as revenue in the period in which they are earned.

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 k) Inventories Inventories of Raw materials, Work-in-progress, Finished goods and Stock-in-trade are valued at the lower of cost and net realisable value. However, Raw materials and work-in-progress held for use in the production of inventories are not written down below cost if the finished products in which they will be incorporated are expected to be sold at or above cost. Raw materials: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Moving Weighted Average Cost basis. Finished goods and work in progress: Cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity, but excluding borrowing costs. Cost is determined on Moving Weighted Average Cost basis. Traded goods: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Moving Weighted Average Cost basis. All other inventories of stores and consumables (including coal) are valued at Moving Weighted Average Cost basis after providing for obsolescence and other losses considering the ageing of inventory and usability, where considered necessary on an item-by-item basis. Stores and Spares includes equipment spare parts, catalyst and others which are held as inventory by the Company.

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 k) Inventories Inventories of Raw materials, Work-in-progress, Finished goods and Stock-in-trade are valued at the lower of cost and net realisable value. However, Raw materials and work-in-progress held for use in the production of inventories are not written down below cost if the finished products in which they will be incorporated are expected to be sold at or above cost. Raw materials: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Moving Weighted Average Cost basis. Finished goods and work in progress: Cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity, but excluding borrowing costs. Cost is determined on Moving Weighted Average Cost basis. Traded goods: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Moving Weighted Average Cost basis. All other inventories of stores and consumables (including coal) are valued at Moving Weighted Average Cost basis after providing for obsolescence and other losses considering the ageing of inventory and usability, where considered necessary on an item-by-item basis. Stores and Spares includes equipment spare parts, catalyst and others which are held as inventory by the Company.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale. Impairment of non-financial assets The Company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) fair value less costs of disposal and its value in use. The recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or group of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded companies or other available fair value indicators. Impairment losses including impairment on inventories, are recognized in the statement of profit and loss. For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is an indication that previously recognized impairment losses no longer exist or have decreased. If such indication exists, the Company estimates the asset’s or CGU’s recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in the statement of profit and loss as an exceptional item.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Under Ind AS 116 para 33 right-of-use assets are subject to the impairment requirements of Ind AS 36 - Impairment of assets. m) Provisions and contingencies

m) Provisions and contingencies n) Retirement and other employee benefits

m) Provisions and contingencies

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. The expense relating to a provision is presented in the statement of profit and loss net of any reimbursement.

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be made.

Provisions and contingent liabilities are reviewed at each Balance Sheet date.

n) Retirement and other employee benefits

Retirement benefit in the form of Provident Fund is a defined benefit contribution scheme. The Company has no obligation other than the contribution payable to the Provident Fund. The Company recognizes contribution payable to the Provident fund scheme as an expenditure, when an employee renders the related service. If the contribution payable to the scheme for service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized as a liability.

The employee’s gratuity fund scheme and post-retirement medical benefit schemes are Company’s defined benefit plans. The contributions under the plans are made to separately administered funds. The cost of providing benefits under such defined benefit plans is determined based on the actuarial valuation using the Projected Unit Credit Method as at the date of the Balance sheet. In case of funded plans, the fair value of plan asset is reduced from the gross obligation under the defined benefit plans, to recognize the obligation on the net basis.

Re-measurements, comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets (excluding amounts included in net interest on the net defined benefit liability), are recognized immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI in the period in which they occur. Re-measurements are not reclassified to profit or loss in subsequent periods.

Net interest is calculated by applying the discount rate to the net defined benefit liability or asset. The Company recognizes the following changes in the net defined benefit obligation as an expense in the statement of profit and loss:

Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-routine settlements; and Net interest expense or income

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 months as long term compensated absences which are provided for based on actuarial valuation as at the end of the period. The actuarial valuation is done as per Projected Unit Credit Method and all gains / losses due to actuarial valuation are immediately recognised in profit or loss in the period in which they arise.

o) Financial instruments Initial recognition and measurement

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 months as long term compensated absences which are provided for based on actuarial valuation as at the end of the period. The actuarial valuation is done as per Projected Unit Credit Method and all gains / losses due to actuarial valuation are immediately recognised in profit or loss in the period in which they arise.

o) Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets

Initial recognition and measurement

All financial assets are recognized initially at fair value plus, in case of financial asset not recorded at fair value through profit and loss, transaction cost that are attributable to the acquisition of the financial assets.

The classification of financial assets at initial recognition depends on the financial asset's contractual cash flow characteristics and the Company's business model for managing them. With the exception of trade receivables that do not contain a significant financing component or for which the Company has applied the practical expedient are measured at the transaction price determined under Ind AS 115. Refer to the accounting policies in section (e) for Revenue from contracts with customers.

The Company's business model for managing financial assets refers to how it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from collecting contractual cash flows, selling the financial assets or both. Financial assets classified and measured at amortised cost are held within a business model with the objective to hold financial assets in order to collect contractual cash flows while financial assets classified and measured at fair value through OCI are held within a business model with the objective of both holding to collect contractual cash flows and selling.

In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to give rise to cash flows that are solely payment of principal and interest (SPPI) on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model.

Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognised on the trade date. i.e. the date that the Company commits to purchase or sell the asset.

Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in three categories:

Financial assets measured at amortized cost (debt instrument)

(ii) Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition (equity instruments)

(iii) Financial assets measured at fair value through profit or loss (FVTPL)

Financial assets measured at amortized cost (debt instrument)

A 'financial asset' is measured at amortized cost if both the following conditions are met:

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (a) the financial asset is held within a business model whose objective is to hold assets in order to collect contractual cash flows, and (b) the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding. This category generally applies to cash and bank balances, trade receivables, investments in unquoted equity shares of subsidiary entity and associate entity, investment in G-sec, loans & advances and other financial assets of the Company (Refer note 50 for further details).

This category generally applies to cash and bank balances, trade receivables, investments in unquoted equity shares of subsidiary entity and associate entity, investment in G-sec, loans & advances and other financial assets of the Company (Refer note 50 for further details).

This category is most relevant to the Company. After initial measurement, such financial assets are subsequently measured at amortized cost using the effective interest rate (EIR) method. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included in interest income in the profit or loss.

(ii) Financial assets designated at fair value through OCI (equity instruments)

All equity investments in scope of Ind-AS 109 are measured at fair value. Equity instruments which are held for trading are classified as at FVTPL. For all other equity instruments, the Company may make an irrevocable election to present in other comprehensive income subsequent changes in the fair value. The Company makes such election on an instrument-by-instrument basis. The classification is made on initial recognition and is irrevocable.

If the Company decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument, excluding dividends, are recognized in the OCI. There is no recycling of the amounts from OCI to P&L, even on sale of investment / de- recognition of investment on restructuring by investee. However, the Company may transfer the cumulative gain or loss into retained earnings within equity. Equity instruments designated at fair value through OCI are not subject to impairment assessment.

(iii) Financial assets at fair value through profit or loss (FVTPL)

Financial assets at fair value through profit or loss include financial assets held for trading, debt securities and financial assets designated upon initial recognition at fair value through profit or loss. Financial assets at fair value through profit or loss are carried in the balance sheet at fair value with net changes in fair value recognised in the statement of profit and loss.

FVTPL is a residual category for financial assets. Any financial asset, which does not meet the criteria for categorization as at amortized cost or as FVTOCI, is classified as at FVTPL.

In addition, the Company may elect to designate a financial asset, which otherwise meets amortized cost or fair value through other comprehensive income criteria, as at fair value through profit or loss. However, such election is allowed only if doing so reduces or eliminates a measurement or recognition inconsistency (referred to as ‘accounting mismatch’). The Company has designated Loans to employees, investments in Government Securities, Debentures and State Development Loans and other advances. (Refer note 50 for further details).

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised (i.e. removed from the Company’s balance sheet) when :

The rights to receive cash flows from the asset have expired, or th

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘passthrough’ arrangement and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘passthrough’ arrangement and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the Company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the Company continues to recognize the transferred asset to the extent of the Company’s continuing involvement. In that case, the Company also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Company could be required to repay.

On Derecognition of a financial asset, (except as mentioned in (ii) above for financial assets measured at FVTOCI), the difference between the carrying amount and the consideration received is recognized in the Statement of Profit and Loss.

Impairment of financial assets

The Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss on the following financial assets and credit risk exposure;

Financial assets that are debt instruments, and are measured at amortized cost e.g. loans, debt securities, deposits and bank balances.

Financial assets that are equity instruments and are measured at fair value through other comprehensive income (FVTOCI)

Trade receivables or any contractual right to receive cash or another financial asset that result from transactions that are within the scope of Ind AS 115.

The Company follows ‘simplified approach’ for recognition of impairment loss allowance on trade receivables or contract revenue receivables.

Under the simplified approach, the Company does not track changes in credit risk. Rather, it recognizes impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition. Lifetime ECL are the expected credit losses resulting from all possible default over the expected life of a financial instrument.

For recognition of impairment loss on other financial assets and risk exposure, the Company determines that whether there has been a significant increase in the credit risk since initial recognition. If credit risk has not increased significantly, 12 month ECL is used to provide for impairment loss. However, if credit risk has increased significantly, lifetime ECL is used.The Company uses the practical expedient in Ind AS 109 for measuring expected credit losses for trade receivables using a provision matrix based on ageing of receivables. This amount is reflected under the head "Other Expense / Other Income" in the P&L.

Financial liabilities
Initial recognition and measurement th
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss. Loans, borrowings and payables are subsequently measured at amortised cost whereas derivatives are measured at fair value through profit and loss. All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Company’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts and derivative financial instruments.

Subsequent measurement

For the purpose of subsequent measurement, financial liabilities are classified into two categories:

Financial liabilities measured at fair value through profit or loss

(ii) Financial liabilities measured at amortised cost (loans and borrowings)

Financial liabilities at fair value through profit or loss

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term. This category also includes derivative financial instruments entered into by the Company that are not designated as hedging instruments in hedge relationships as defined by Ind AS 109.

Gains or losses on liabilities held for trading are recognized in the profit or loss.

Financial liabilities designated upon initial recognition at fair value through profit or loss are designated as such at the initial date of recognition, and only if the criteria in Ind AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains / losses attributable to changes in own credit risk are recognized in OCI. These gains / losses are not subsequently transferred to P&L. However, the Company may transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognized in the statement of profit or loss.

Financial liabilities measured at amortised cost (loans and borrowings)

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortized cost using the EIR method. Gains and losses are recognized in profit or loss when the liabilities are derecognized as well as through the EIR amortization process.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortization is included as finance costs in the statement of profit and loss.

This category generally applies to borrowings.

Derecognition

A financial liability is derecognized when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognized in the statement of profit and loss.

Reclassification of financial assets and liabilities

The Company determines classification of financial assets and liabilities on initial recognition. After th

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines change in the business model as a result of external or internal changes which are significant to the Company’s operations. Such changes are evident to external parties. A change in the business model occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in business model. The Company does not restate any previously recognized gains, losses (including impairment gains or losses) or interest.

Offsetting of financial instruments Initial recognition and subsequent measurement q) Cash and cash equivalents s) Earnings per share

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines change in the business model as a result of external or internal changes which are significant to the Company’s operations. Such changes are evident to external parties. A change in the business model occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in business model. The Company does not restate any previously recognized gains, losses (including impairment gains or losses) or interest.

Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

p) Derivative financial instruments

Initial recognition and subsequent measurement

The Company uses derivative financial instruments, such as forward currency contracts to hedge its foreign currency risks. Such derivative financial instruments are initially recognized at fair value through profit or loss (FVTPL) on the date on which a derivative contract is entered into and are subsequently remeasured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.

Any gains or losses arising from changes in the fair value of derivative financial instrument or on settlement of such derivative financial instruments are recognized in statement of profit and loss and are classified as Foreign Exchange (Gain) / Loss except those relating to borrowings, which are separately classified under Finance Cost.

q) Cash and cash equivalents

Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits with an original maturity of three months or less, that are readily convertible to a known amount of cash and subject to an insignificant risk of changes in value.

For the purpose of the statement of cash flows, cash and cash equivalents consists of cash and shortterm deposits, as defined above, net of outstanding bank overdrafts and cash credit facilities as they are considered an integral part of the Company’s cash management.

Cash dividend to equity holders of the Company

The Company recognizes a liability to pay dividend to equity holders of the Company when the distribution is authorized and the distribution is no longer at the discretion of the Company. As per the corporate laws in India, a distribution is authorized when it is approved by the shareholders. A corresponding amount is recognized directly in equity.

s) Earnings per share

Basic earnings per share are calculated by dividing the profit for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.

For the purpose of calculating diluted earnings per share, the profit for the period attributable to equity th

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares. t)

Segment Accounting 2.3 Recent accounting pronouncements Ind AS 12, Income Taxes

Segment Accounting

The Chief Operational Decision Maker monitors the operating results of its business Segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. The Operating segments have been identified on the basis of the nature of products/services.

The accounting policies adopted for segment reporting are in line with the accounting policies of the Company. Segment revenue, segment expenses, segment assets and segment liabilities have been identified to segments on the basis of their relationship to the operating activities of the segment. Inter segment revenue, if any, are recognised at sales price. Profit or loss on inter segment transfer are eliminated at the Company level. Revenue, expenses, assets and liabilities which relate to the Company as a whole and are not allocated to segments on a reasonable basis have been included under “unallocated revenue / expenses / assets / liabilities".

The identified reportable segments are Fertilizers, Chemicals and Others in terms of the requirements of Ind AS 108 "Operating Segments" as notified under section 133 of the Companies Act, 2013.

2.3 Recent accounting pronouncements

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time.

Ind AS 21 – The Effects of Changes in Foreign Exchange Rates

In May 2025, MCA notified amendments to Ind AS 21 - The Effects of Changes in Foreign Exchange Rates, applicable w.e.f. April 1, 2025. The Company has reviewed the amendment and based on its evaluation has determined that it does not have any significant impact in its financial statements.

Ind AS 1 – Presentation of Financial Statements

In August 2025, MCA notified amendments to Ind AS 1, applicable w.e.f. April 1, 2025. The amendment relates to classification of liabilities as current or non-current and non-current liabilities with covenants. In the context of classifying a liability as current, it removes the requirement of existence of a right to defer settlement for at least 12 months after the reporting date and instead requires that the said right should exist on the reporting date and have substance. The amendment also introduces guidance on classification of liabilities with covenants. The Company has no impact of these amendments in its classification criteria of current and non-current liabilities.

Ind AS 7- Statement of Cash Flows and Ind AS 107 - Financial Instruments: Disclosures

In August 2025, MCA notified amendments to Ind AS 7 & Ind AS 107, applicable w.e.f. April 1, 2025. The amendment in Ind AS 7 requires to inform users of financial statements of the existence of supplier finance arrangements and explain the nature of the arrangements, the carrying amount of liabilities and the range of payment due dates. Ind AS 107 has been amended to add supplier finance arrangements as a factor that may cause concentration of liquidity risk. The Company has reviewed the amendment and based on its evaluation has determined that it does not have any impact in its financial statements.

Ind AS 12, Income Taxes

In August 2025, MCA notified amendments to Ind AS 12 with respect to International tax reform—Pillar Two model rules. It does not have any impact on financial statements.

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 3

Significant accounting judgement, estimates and assumptions Estimates and assumptions Fair value measurement of financial instruments

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 3

Significant accounting judgement, estimates and assumptions

The preparation of the Company’s Financial Statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

Judgements

In the process of applying the Companies accounting policies, management has made the following judgements which have the most significant effects on the amounts recognised in the financial statements.

Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

Taxes

Deferred tax assets are recognized for unused tax credits to the extent that it is probable that taxable profit will be available against which the credits can be utilised. Significant management judgment is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and the level of future taxable profits together with future tax planning strategies. Further details on taxes are disclosed in Note 26.

Defined benefit plans (gratuity benefits and other post-employment medical benefits)

The cost of the defined benefit gratuity plan and other post-employment medical benefits and the present value of these obligations are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases, medical cost escalations and mortality rates etc. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds / securities in currencies consistent with the currencies of the post- employment benefit obligation.

The mortality rate is based on publicly available mortality tables for the specific countries. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future inflation rates and Company's obligation under Long Term Wage Settlement which is evaluated in block of four years. Medical cost escalations are based on expected future medical expenditure.

Further details about gratuity and post-employment medical benefits obligations are given in Note 41.

Fair value measurement of financial instruments

When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be th

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. Refer Note 50 for further disclosures. The Company has invested in the equity instruments of various companies. The valuation exercise of unquoted equity instruments carried out by the Company with the help of an independent valuer, etc. has estimated fair value at each reporting period based on available historical annual reports and other information in the public domain.

Impairment of non-financial assets Leases - Estimating the incremental borrowing rate

The Company has invested in the equity instruments of various companies. The valuation exercise of unquoted equity instruments carried out by the Company with the help of an independent valuer, etc. has estimated fair value at each reporting period based on available historical annual reports and other information in the public domain.

Impairment of non-financial assets

Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less costs of disposal calculation is based on available data for similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a Discounted Cash Flow (DCF) model. The cash flows are derived from the budget for the future years and do not include restructuring activities that the Company is not yet committed to or significant future investments that will enhance the asset’s performance being tested. The cash flow projections, beyond period covered by the most recent budget / forecast, the Company extrapolates cash flow projections taking base of budget working using a steady or declining growth rate for subsequent years unless an increasing trend can be justified. The recoverable amount is sensitive to the discount rate used for the DCF model as well as the expected future cash-inflows and the growth rate used for extrapolation purposes.

Leases - Estimating the incremental borrowing rate

The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the Company would have to pay to borrow over a similar term, and with a similar security, the funds necessary to obtain an asset of a similar value to the right-of-use asset in a similar economic environment. The IBR therefore reflects what the Company ‘would have to pay’, which requires estimation when no observable rates are available or when they need to be adjusted to reflect the terms and conditions of the lease. The Company estimates the IBR using observable inputs (such as market interest rates) when available and is required to make certain entityspecific estimates.

Evaluation of uncertain tax demand positions and other legal litigation

The Company has material uncertain tax demand positions including matters under dispute which involves significant judgement to determine the possible outcome of these disputes and significant open legal proceedings under arbitration and courts for various matters with its contractors vendors and in Government departments, continuing from earlier years which are part of Contingent Liability. The Company has made estimates to recognize the provisions mainly for probable claims arising out of litigations / disputes pending with authorities under various statutes and with other parties. The probability and the timing of the outflow with regard to these matters depend on the outcome of the litigations/disputes. Hence, the Company is not able to reasonably ascertain the timing of the outflow.

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FINANCIAL STATEMENTS

STANDALONE th 200 | 50 Annual Report 2025-2026

STANDALONE th

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 5 : Capital Work in Progress 5.1

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 5 : Capital Work in Progress 5.1

Major items / projects under Capital work in progres: It mainly includes cost incurred on Coal based captive power plant at dahej ( ₹ 375.58 crores), WNA-III project (₹ 355.68 crores) AMUGL Project (₹ 28.21 crores), TDI II Dahej Plant (₹ 16.50 crores), Re-routing of water pipeline (₹ 20.05 crores), Urea Plant (₹ 42.28 crores) and Capital Inventory (₹ 39.08 crores). CWIP Ageing Schedule

(₹ Crores)

Particulars

As on 31.03.2026 Projects in progress Projects temporarily suspended Total as on 31.03.2026 As on 31.03.2025 Projects in progress Projects temporarily suspended Total as on 31.03.2025

Less than 1 year

Amount in CWIP for a period of 1 to 2 year

2 to 3 year more than 3 years

Grand Total

CWIP completion schedule For capital-work-in progress, whose completion is overdue or has exceeded its cost compared to its original plan.

(₹ Crores)
Particulars
Less than 1 year

To be completed in 1 to 2 year

2 to 3 year more than 3 years

As on 31.03.2026 - Projects and Schemes in Progress - 18MW CCPP Project - Urea Reactor replacement - Rerouting of Gadkhol water supply - Conversion of Torque Converter to VFD - Installation of H2 Compressor at ASGP plant - Liaison Office Renovation - New Delhi - Real-Time Gas Dispersion Modeling System - Once through ODCB in vacuum pump - Rerouting GNFC Dahej Effluent discharge - New CMG Office Building - Dehydration Column Feed Preheater - Fire fighting system for GNFC Township - Filled Carbouy platform construction - Dedicated fibre-optic network - Construction of mechanical workshop for Dry sectin - Fire water pump house upgradation S-500869 - DM water filling & Drainage System upgradation - Meth2: UPS, 115V & 230V ACDB replacement - Renovation of Boiler Officers' offices - Other Various Modification / Upgradation schemes * Total as on 31.03.2026

26.38 None of the projects has exceeded it's cost compared to its original plan except Security building at TDI II location which is exceeded by ₹ 0.63 crore.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Particulars

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Particulars

Less than 1 year

To be completed in 1 to 2 year

2 to 3 year

(₹ Crores)

more than 3 years

As on 31.03.2025 - Projects and Schemes in Progress - Urea Reactor replacement - Installation of H2 Compressor at ASGP plant - Liaison Office Renovation - New Delhi - Rock phosphate 2A silo height increase - New CMG Office Building - Fire fighting system for GNFC Township - Installation of Buffer tank EA plant - Filled Carbouy platform construction - Dedicated fibre-optic network - Construction of mechanical workshop for Dry sectin - Additional MTD storage tanks * - Fire water pump house upgradation S-500869 - DM water filling & Drainage System upgradation - Other Various Modification / Upgradation schemes Total as on 31.03.2025

11.05 None of the projects has exceeded it's cost compared to its original plan except additional MTD storage tank which is exeeded by ₹ 0.47 crore.

Note 6 : Investment property
Particulars
Building
(₹ Crores)
Total
Cost
As at April 01, 2024
Additions (subsequent expenditure)
As at March 31, 2025
Additions (subsequent expenditure)
As at March 31, 2026
Depreciation
As at April 01, 2024
Depreciation for the year
As at March 31, 2025
Depreciation for the year
As at March 31, 2026
Net Block
As at March 31, 2026
As at March 31, 2025
36.15 th
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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Information regarding income and expenditure of Investment property

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Information regarding income and expenditure of Investment property

(₹ Crores)
Particulars
Year ended March 31, 2026

Year ended March 31, 2025

Rental income derived from Investment properties Direct operating expenses (including repairs and maintenance) generating rental income Direct operating expenses (including repairs and maintenance) that did not generate rental income Profit arising from investment property before depreciation and indirect expenses Less : Depreciation Profit arising from investment property before indirect expenses

(ii)

As at March 31, 2026 and March 31, 2025, the fair values of the investment property is ₹ 120.16 crores and ₹ 112.57 crores respectively, based on valuations performed by an accredited independent valuer, who is a specialist in valuing such types of investment properties. The Company has no restrictions on the realisability of its investment property and no contractual obligations to purchase, construct or develop investment properties or for repairs, maintenance and enhancements.

(iii)

Fair value hierarchy disclosure for investment properties have been provided in Note 50.2. Note 7 : Intangible assets

(₹ Crores)
Particulars
Computer software
Licenses
Others *

Total

During the previous year, the Company has capitalized, the contribution made towards desalination project, as Intangible assets with capitalization date of November 2022.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 8 : Investments

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Note 8 : Investments
Particulars
As at March 31, 2026
(₹ Crores)
As at March 31, 2025

Investment in Associate at cost (Unquoted) Investment in equity instrument (In fully paid up equity shares) 12,50,000 (previous year 12,50,000) Equity shares of Gujarat Green Revolution Company Limited of ₹ 10/- each Total (ii) Investments at fair value through other comprehensive income (FVTOCI) [Refer note (a & b)] Investments at FVTOCI Investments in equity instruments-quoted (In fully paid up equity shares) A) 75,00,000 (previous year 75,00,000) Equity Shares of Gujarat State Fertilizers & Chemicals Limited of ₹ 2/- each B) 24,94,365 (previous year 17,59,996) Equity Shares of Gujarat Alkalies & Chemicals Limited of ₹ 10/- each ** C) Nil (previous year 80,00,000) Equity Shares of Gujarat State Petronet Limited of ₹ 10/- each **** D) 71,26,625 (previous year 2,66,445) Equity Shares of Gujarat Gas Limited of ₹ 2/- each ****

Investments in equity instruments-unquoted A) Nil (previous year 2,15,43,200) equity shares of Gujarat State Petroleum Corporation Limited of ₹ 1/- each **** B) 42,000 (previous year 42,000) equity shares of Bharuch Enviro Infrastructure Limited of ₹ 10/- each C) 20,000 (previous year 20,000) equity shares of Gujarat Venture Finance Limited of ₹ 10/- each D) 18,39,60,000 (previous year 18,39,60,000) equity shares of Gujarat Chemical Port Limited of ₹ 1/- each (formerly known as Gujarat Chemical Port Terminal Company Limited) E) 2,42,10,000 (previous year 2,42,10,000) equity shares of Ecophos GNFC Private Limited of ₹ 10/- each @ , # F) 1,35,30,000 (previous year 1,35,30,000) equity shares of Bharuch Dahej Railway Company Limited of ₹ 10/- each

Total Investments at FVTOCI
20.32 392.27 871.19 th
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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Particulars
As at March 31, 2026
(₹ Crores)

As at March 31, 2025

(iii) Investments at fair value through profit and loss (FVTPL) Investments at FVTPL - Quoted A) Investments in InvIT fund of Roadstar infra investment trust (2,00,000 units of ₹ 100/- each) *** Investments at FVTPL - Unquoted A) Investments in Government securities B) Investments in Debentures $ C) Investments in State Development Loans Total Investments at FVTPL (iv) Investments at amortized cost Investments at Amortized cost - Unquoted A) Investments in Government securities Total Investments at Amortized cost Non-current Current Total investments Aggregate book value of quoted investments and market value thereof Aggregate amount of unquoted investments

Amount nullified on conversion to ₹ crores.

During the current year, the Company has made investment of ₹ 35.71 crores by acquiring 7,34,369 equity shares of GACL, having face value of ₹10/- each at an average price of ₹ 486.29/- per equity share. The post issue, shareholding of the Company has changed from 2.40% to 3.40% of the total paid up share capital of GACL.

The Company is carrying physical share certificate in respect of this investment.

M/s Ecophos GNFC India Private Limited (EGIPL) is the joint venture company formed by the Company and M/s Ecophos S.A - a Belgium based company for manufacturing of Di-Calcium Phosphate (DCP) at Dahej location. The Company holds 15% shareholding of EGIPL at issued value of ₹ 24.21 crores. During the FY 2019-20, M/s Eophos S.A. (shareholder) holding 85% shareholding of EGIPL had applied for bankruptcy. Consequently all the nominee directors of EGIPL, Managing Director and Company Secretary of EGIPL resigned. Plant installation for manufacturing of DCP didn't commenced. Accordingly, the Company valued such investment as at March 31, 2026 and as at March 31, 2025 at the nominal consideration of ₹ 1.

The Company had acquired various securities from GNFC-EPFT which includes investments in various long term secured/unsecured Non-Convertible Debentures (NCD) issued by IL&FS Group. Such investments have been recorded at the nominal fair values of ₹ 4.94 only (i.e. ₹ 1 for each security reduced by the amount received till date) as against total face value of ₹ 26.07 crores as on 31.03.2026.

Further, during the previous year, the Company has received ₹ 3.56 crores from Reliance Capital as full and final settlement towards investments in its two non-convertible debentures series. The Company had already made good the loss while transferring the PF corpus to the Employees’ Provident Fund Organisation (EPFO) by considering the fair value of securities at ₹ 1 each. Total face value of investments was ₹ 6 crores.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 During the previous year, the Company had received 2,00,000 units of Roadstar Infra Investment Trust (RIIT) having a face value of ₹ 100 per unit, aggregating to ₹ 2 crores, under Round 2 and Round 3 of interim distribution from IL&FS. Although these units are listed on the stock exchange, there has been no active trading and fair price discovery remains pending. Consequently, the Company has recognised the investment at a nominal fair value of ₹ 0.22 as on 31.03.2026. As per the stock exchange filing of Gujarat Gas Limited (GGL) on 17.04.2026, Hon’ble MCA, vide its order dated 08.04.2026, has sanctioned the Composite Scheme of Arrangement wherein the Gujarat State Petroleum Corporation Limited (GSPC), Gujarat State Petronet Limited (GSPL) will be amalgamated with the GGL.

As per the stock exchange filing of Gujarat Gas Limited (GGL) on 17.04.2026, Hon’ble MCA, vide its order dated 08.04.2026, has sanctioned the Composite Scheme of Arrangement wherein the Gujarat State Petroleum Corporation Limited (GSPC), Gujarat State Petronet Limited (GSPL) will be amalgamated with the GGL.

Further, GGL has fixed 12.05.2026 as the Record Date for determining the shareholders of GSPC and GSPL who shall be issued and allotted the shares of GGL under the Scheme.

Considering the above facts, the Company, has considered this event as an adjusting event under Ind AS 10. Accordingly, the Company has de-recognised the investments in GSPC and GSPL as on 31.03.2026 and recognised the shares to be received from GGL, as per the approved share exchange ratio, at market price of GGL as on last trading day of financial year. The impacts of ₹ 11.31 crores is recognised in other comprehensive income as per the option already selected by the company at the time of adoption of Ind AS.

The fair value of the quoted equity investments are derived from quoted market prices in active market.

Investments include investment in unquoted equity shares. Fair value of unquoted investment in equity instrument have been carried out by independent valuer using Net Assets Value model and comparable companies model following Market Approach and Asset Approach. The valuation requires management to make certain assumptions about the model inputs, including forecast cash flows, discount rate, credit risk, volatility, net assets and market multiples. The probabilities of various estimates within the range can be reasonably assessed and are used in management's estimates for fair value for these unquoted equity instruments.

Reconciliation of fair value measurement of the investments in equity shares

(₹ Crores)
Particulars
Year ended March 31, 2026

Year ended March 31, 2025

Opening Balance Add : Investment made during the year Add : Fair value gain / (loss) recognised in Other Comprehensive Income Closing Balance

(75.69) 871.19 th

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 9 : Loans and advances

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 9 : Loans and advances

Particulars
As at March 31, 2026
(₹ Crores)

As at March 31, 2025

Current Loans Considered good Deposits with a body corporate (unsecured) Loans to employees * # @ Total Non-Current Loans Considered good Deposits with a body corporate (unsecured) Loans to employees * # @ Unsecured - considered doubtful Loan to / other recoverable from employee Less: Provision for doubtful loans

Loan to other companies Less: Provision for doubtful loans

Total Total loans and advances

161.23 726.43 includes gross interest accrued ₹ 2.91 crores (previous year ₹ 3.24 crores) in current loans to employees and of ₹ 40.68 crores (previous year ₹ 35.96 crores) in non-current loans to employees. No loans are due from Promoters, Directors, KMPs and the related parties (as defined under Companies Act, 2013,) either severally or jointly with any other person, that are repayable on demand or without specifying any terms or period of repayment. includes secured Loans to employees having fair value of ₹ 13.45 crores (previous year ₹ 13.07 crores) in current and ₹ 144.05 crores (previous year ₹ 138.38 crores) in non-current amount. Employees have mortgaged / hypothecated their Buildings and Vehicles to the Company th

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 10: Other financial assets Particulars

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 10: Other financial assets

Particulars

Current Other financial assets Accrued interest Fair value of derivative contracts Other receivables Deposits with suppliers Export benefit receivable Total Non-Current Other financial assets Deposits with suppliers Other receivables * Bank deposits with more than 12 months maturity Deposits with suppliers & other receivable Less: Provision for doubtful receivables

As at March 31, 2026
(₹ Crores)
As at March 31, 2025

Total Total other financial assets * Amount nullified on conversion to ₹ crores.

Note 11: Trade receivables

Particulars

Trade receivables - Secured, Considered good - Unsecured, Considered good - Unsecured, Credit impaired Subsidy receivables (Considered good) - Unsecured, Considered good - Unsecured, Credit impaired

Less : Impairment Allowances (Allowance for doubtful debts) Trade receivables - Credit impaired Subsidy Receivables (Credit impaired) Total

As at March 31, 2026
(₹ Crores)
As at March 31, 2025
Note: a) b)

Refer Note 44 for Ageing of Trade receivables as on March 31, 2026 and March 31, 2025. No trade or other receivables are due from Directors or other officers of the Company either severally or jointly with any other person; nor any trade or other receivables are due from firms or private companies in which any Director is a partner, a director or a member. The fair value of trade receivables (including subsidy receivables) is not materially different from the carrying value presented. Trade receivables are non interest bearing and are generally on terms of 30 to 90 days. Trade receivables of (n)Code division (IT) are of ₹ 31.66 crores (previous year ₹ 32.60 crores) are governed by the terms of respective contract agreement. Out of the dues, the Company has provided impairment allowance of ₹ 4.36 crores as on March 31, 2026 (as on March 31, 2025: ₹ 1.63 crores) based on credit risk model followed by the Company. Subsidy receivables represents amount receivable from government against sale of fertilizers.

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 12: Other non-current assets

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 12: Other non-current assets

Particulars

Unsecured, considered good Unamortized value of employee loan benefits Capital advances Deposits / Recoverable balances from customs, VAT and others Prepaid expense Unsecured - considered doubtful Advances to suppliers Less: Provision for doubtful advances

As at March 31, 2026
(₹ Crores)
As at March 31, 2025

Balances / deposits of recoverable customs, taxes, cess etc. Less: Provision for doubtful balances

Receivable from others Less: Provision for doubtful balances

Total

Note 13: Inventories (Valued at lower of Cost and Net realisable value)

Particulars
Raw materials
As at March 31, 2026

(Includes in transit inventory as on March 31, 2026 ₹ 129.11 crores; as on March 31, 2025 - ₹ 178.62 crores) Work-in-progress *

Finished goods * Traded goods Stores and spares (Including coal)

(Includes in transit inventory as on March 31, 2026 ₹ 0.92 crore; as on March 31, 2025 ₹ 0.33 crore) Less: Provision for excess inventory Total

(₹ Crores)

As at March 31, 2025

During the current year, the Company has adjusted inventories of finished goods by ₹ 1.80 crores (previous year ₹ 11.45 crores) and Work-in-progress by ₹ 1.95 crores (Previous year ₹ 3.78 crores) so as to value such inventories at net realizable value.

Note 14: Cash and cash equivalents

Particulars

Cash and cash equivalents Balances with banks in: Current accounts Debit balance in cash credit and overdraft accounts Cash on hand Total

As at March 31, 2026
(₹ Crores)
As at March 31, 2025
0.75 17.73 0.07 18.55 th
210 | 50 Annual Report 2025-2026

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 15: Other bank balances (₹ Crores)C r o r e s )

As at March 31, 2025 As at March 31, 2025

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 15: Other bank balances

(₹ Crores)C r o r e s )

Particulars

As at March 31, 2026

As at March 31, 2025

Balances with banks Unpaid dividend accounts Bank balances in escrow accounts * Bank balances in Unspent CSR accounts Deposit with original maturity more than 3 months but remaining maturities of less than 12 months # Total

2,289.85 Balance in escrow account represents amount received as Earnest Money Deposit & Tender fees against e-auction done on behalf of various local authorities of Government of Gujarat. Corresponding liability is disclosed in Note 21 as "Other current financial liabilities". Includes ₹ 204.80 crores (previous year ₹ 702.86 crores) pledged with lenders and Government authorities. Note 16: Other current assets

(₹ Crores)C r o r e s )

Particulars

As at March 31, 2026

As at March 31, 2025

Deposits / Recoverable balances from customs, VAT and others Advance to suppliers Goods and Service Tax Receivable Contract assets * Receivable from others Gratuity Fund (Refer Note 41) Prepaid expenses Unamortized employee loan benefits Energy savings certificates $ Total

63.14 Classified as non financial asset as the contractual right to consideration is dependent on completion of contractual milestones. Amount nullified on conversion to ₹ crores.

Note 17: Share capital

Particulars

Authorised share capital Equity shares of ₹10 each

Issued, subscribed and fully paid up Equity shares of ₹10 each subscribed and fully paid up Total issued, subscribed and fully paid up share capital

As at March 31, 2026 No. of shares

₹ Crores

C r o r e s )

As at March 31, 2025 No. of shares

₹ Crores

17.1. Reconciliation of shares outstanding at the beginning and at the end of the reporting period

Particulars

Equity Shares At the beginning of the year Changes in Equity Share Capital due to prior period errors Restated balance at the beginning of the year Shares extinguished on buy-back during the year Outstanding at the end of the year

As at March 31, 2026 No. of shares

₹ Crores

As at March 31, 2025 No. of shares

₹ Crores
146.94 th
50 Annual Report 2025-2026 | 211

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 17.2. Terms/rights attached to the equity shares Rights, preferences and restrictions attached to equity shares: The Company has only one class of equity shares having par value of ₹ 10 per share, i.e. equity shares which rank pari passu in all respects. Each holder of equity share is entitled to one vote per share. For the current financial year 2025-26, the Company has proposed dividend of ₹ 21/- per equity share to equity shareholder (for the previous financial year dividend of ₹ 18/- per share declared). The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders. 17.3. Number of Shares held by each shareholder holding more than 5% Shares in the Company

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 17.2. Terms/rights attached to the equity shares Rights, preferences and restrictions attached to equity shares: The Company has only one class of equity shares having par value of ₹ 10 per share, i.e. equity shares which rank pari passu in all respects. Each holder of equity share is entitled to one vote per share. For the current financial year 2025-26, the Company has proposed dividend of ₹ 21/- per equity share to equity shareholder (for the previous financial year dividend of ₹ 18/- per share declared). The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders. 17.3. Number of Shares held by each shareholder holding more than 5% Shares in the Company

Name of the shareholders

Gujarat State Investments Ltd. Gujarat State Fertilizers & Chemicals Ltd.

As at March 31, 2026 No. of shares

% of shareholding

As at March 31, 2025 No. of shares

% of shareholding

17.4. Equity shares movement during five years preceding March 31, 2026 Equity shares extinguished on buy-back During the FY 2023-24, the Company bought back 84,78,100 equity shares for an aggregate amount of ₹ 652.81 crores being 5.46% of pre-buy back fully paid up equity share capital at ₹ 770 per equity share. The equity shares bought back were extinguished on December 21, 2023. 17.5. Disclosure of Shareholding of Promoters Disclosure of shareholding of promoters as at March 31, 2026 is as follows :

Name of the Promoter

Gujarat State Investments Ltd. Gujarat State Fertilizers & Chemicals Ltd.

As at March 31, 2026 No. of shares

% of shareholding

As at March 31, 2025 No. of shares

% of shareholding

Disclosure of shareholding of promoters as at March 31, 2025 is as follows :

% change during the year

Name of the Promoter

Gujarat State Investments Ltd. Gujarat State Fertilizers & Chemicals Ltd.

As at March 31, 2025 No. of shares

% of shareholding

As at March 31, 2024 No. of shares

% of shareholding
% change during the year
0.00% 0.00% th
212 | 50 Annual Report 2025-2026

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 18 : Other equity 18.1 : Reserves and surplus (₹ Crores)

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 18 : Other equity 18.1 : Reserves and surplus

(₹ Crores)

Particulars

As at April 01, 2024 Profit for the year Re-measurement gain on defined benefit plans (net of tax) Balance available for appropriation Less : Appropriations Transfer to General reserve Dividend paid during the year As at March 31, 2025 Profit for the year Re-measurement gain on defined benefit plans (net of tax) Balance available for appropriation Less : Appropriations Transfer to General reserve Dividend paid during the year As at March 31, 2026

Capital Reserve
Capital Redemption Reserve (CRR)
Securities Premium
General Reserve
Retained Earnings
Total

Securities Premium: Securities premium is used to record the premium on issue of shares. This reserve is utilized in accordance with the provision of section 52 (2) (c) of the Companies Act, 2013. Capital redemption reserve: As per Companies Act, 2013, capital redemption reserve is created when company purchases its own shares out of free reserves or securities premium. A sum equal to the nominal value of the shares so purchased is transferred to capital redemption reserve. The reserve is utilised in accordance with the provisions of section 69 of the Companies Act, 2013. 18.2 : Other comprehensive income (OCI)

(₹ Crores)

Particulars

As at April 01, 2024 Other comprehensive income / (expense) during the year : Net (loss) on FVTOCI equity investments for the year Income tax effect As at March 31, 2025 Other comprehensive income / (expense) during the year : Net (loss) on FVTOCI equity investments for the year Income tax effect As at March 31, 2026

Net gain / (loss) on FVTOCI equity Investments

Total
(45.04) (3.66) 604.90 th
50 Annual Report 2025-2026 | 213

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 18.3 : Dividend distribution made and proposed

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 18.3 : Dividend distribution made and proposed

Particulars

Dividends on equity shares declared and paid Final dividend for year ended March 31, 2025: ₹ 18 per share (March 31, 2024: ₹ 16.50 per share) Proposed dividends on equity shares Final dividend proposed for the year ended March 31, 2026: ₹ 21 per share (March 31, 2025: ₹ 18 per share)

Year ended March 31, 2026
(₹ Crores)
Year ended March 31, 2025

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognised as a liability as at balance sheet date. Note 19 : Borrowings

(₹ Crores)

Particulars

Short-term interest bearing borrowings Secured From Bank- cash credit and overdraft accounts Total

As at March 31, 2026

As at March 31, 2025

Security details

Short term borrowings from banks as cash credit and overdraft accounts of ₹ Nil (March 31, 2025: ₹ 99.16 crores) are secured by first charge by way of hypothecation of inventories and trade receivables and all other movable assets, both present and future and further secured by second charge by way of mortgage on all immovable properties. These charges are ranking pari-passu among the working capital lenders.

Interest rate details for short term borrowings:

Cash credit and overdrafts facilities carries interest rates ranging from 7.45% to 9.80% p.a. (Previous year range is 8.00% to 10.10% p.a.)

214 | 50 Annual Report 2025-2026

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 20 : Trade payables (₹ Crores)

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 20 : Trade payables

(₹ Crores)

Particulars

As at March 31, 2026

(A) total outstanding dues of micro and small enterprises (B) total outstanding dues of creditors other than micro and small enterprises Total

- Refer Note 45 for Ageing of Trade payables as on March 31, 2026 and March 31, 2025.

Particulars

Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 as amended (“MSMED Act”): (i)

Principal amount remaining unpaid to any supplier as at the end of the accounting year (ii) Interest due thereon remaining unpaid to any supplier as at the end of the accounting year (iii) The amount of interest paid along with the amounts of the payment made to the supplier beyond the appointed day (iv) The amount of interest due and payable for the year (v) The amount of interest accrued and remaining unpaid at the end of the accounting year (vi) The amount of further interest due and payable even in the succeeding year, until such date when the interest dues as above are actually paid

As at March 31, 2026
As at March 31, 2025
As at March 31, 2025

Dues to Micro, Small and Medium Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. Note 21 : Other current financial liabilities

(₹ Crores)

Particulars

Current Other financial liabilities at amortised cost Liability towards capital grant received (net) (*) Deposits / retention money from customers / vendors / others Payable for capital goods Rebate / discounts payable to customers Liability towards employee benefit Liability for Escrow Accounts Unclaimed dividends # Fair Value of Derivative contracts Interest payable on delayed MSME payments Liability for unspent CSR expense Total Non - Current Deposit / Retention money from customers / vendors Total Total other financial liabilities

As at March 31, 2026

As at March 31, 2025

The capital grant of ₹1,213.06 crores from Government of India, Ministry of Chemicals & Fertilizers, Department of Fertilizers for feed stock conversion project from ‘LSHS/FO’ to ‘Gas’ vide sanction letter no th

50 Annual Report 2025-2026 | 215

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

14023/22/2007-FP dated 14.12.2009 has accrued to the Company since the conditions attached to the grant have been fulfilled by the Company. Till date, the government had disbursed ₹ 1,146.43 crores towards capital grant as against ₹ 1,213.06 crores and ₹ 348.45 crores towards grant as reimbursement of borrowing cost as against total borrowing cost of ₹ 195.47 crores. Accordingly, the Company has, pending settlement, recorded a net liability of ₹ 85.06 crores (net of adjustment of receivable against return on investment of ₹ 1.29 crores) towards capital grant. Includes ₹ 6.66 crores (March 31, 2025 : ₹ 1.39 crores) payable to Micro and Small Enterprises which have been determined to the extent such parties have been identified on the basis of information collected by the Management. Escrow account liability represents amount received as Earnest Money Deposit & Tender fees against e-auction done on behalf of various local authorities of Government of Gujarat. Corresponding asset is disclosed in Note 15 as "Bank balances in escrow accounts". Not due for credit to "Investors Education and Protection Fund". Disclosure with regards to changes in liabilities arising from financing activities as per Ind AS 7 Statement of Cash Flows: Disclosure of changes in liabilities arising from financing activities, including changes arising from cash flows and non-cash changes (such as foreign exchange gains or losses) is as under:

(₹ Crores)

Particulars

Borrowings (includes Current Maturities) and Interest accrued but not due

Unclaimed Dividend

Derivatives

Total

As on April 01, 2024 Net Cash Flow Changes in Fair Value Charged to P&L during the year Dividend recognised during the year As on March 31, 2025 Net Cash Flow Changes in Fair Value Charged to P&L during the year Dividend recognised during the year As on March 31, 2026 Note 22 : Provisions (Non-current)

20.79 (261.95) 4.82 21.67 242.45 27.78 (268.90) (6.97) 4.51 264.49 20.91 (₹ Crores)

Particulars

Provision for leave encashment Provision for post retirement medical benefit (refer Note 41) Provision for contingencies Total

As at March 31, 2026

As at March 31, 2025

241.29 115.19 213.82 570.30 These provisions represent estimates made mainly for probable claims arising out of litigations / disputes pending with authorities under various statutes (Excise duty) and with other parties. The probability and the timing of the outflow with regard to these matters depend on the final outcome of the litigations/disputes. Hence, the Company is not able to reasonably ascertain the timing of the outflow. The movement of other provision is as under:

216 | 50 Annual Report 2025-2026

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (₹ Crores) Particulars

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (₹ Crores)

Particulars

Opening balance Provision made during the year Closing balance

Year ended March 31, 2026

Year ended March 31, 2025

Note 23 : Government grant (Deferred Income)

Particulars

Current Grant from Government of India (refer note a) Other Government grant Total Non Current Grant from Government of India (refer note a) Other Government grant Total Total government grant (deferred income)

(a) Movement in Grant from Government of India

Particulars

Opening Amortised to statement of profit and loss Closing

As at March 31, 2026
(₹ Crores)
As at March 31, 2025
Year ended March 31, 2026
(₹ Crores)
Year ended March 31, 2025

The capital grant from Government of India, Ministry of Chemicals & Fertilizers, Department of Fertilizers for feed stock conversion project from ‘LSHS/FO’ to ‘Gas’ vide sanction letter no 14023/22/2007-FP dated 14.12.2009 has accrued to the Company since the conditions attached to the grant have been fulfilled by the Company. Accordingly, the grant of ₹ 1,213.06 crores was recorded as deferred income as contemplated under Para 7 and 12 of Ind AS - 20 on ‘Accounting for Government Grants and Disclosure of Government Assistance’ and it is being amortized over the useful life of the corresponding assets. The aforesaid grant has been disbursed by the Government of India.

Note 24 : Other liabilities

(₹ Crores)

Particulars

Statutory and other liabilities Other current liabilities (Refer Note 43 (A)) Contract liabilities (including advance from customers) Total other liabilities

As at March 31, 2026
As at March 31, 2025
44.96 24.34 31.17 100.47 th
50 Annual Report 2025-2026 | 217

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 25 : Provisions (current)

As at March 31, 2025 Note 26 : Income Tax

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 25 : Provisions (current)

(₹ Crores)
Particulars
As at March 31, 2026

As at March 31, 2025

Provision for gratuity (Refer Note 41) Provision for leave encashment Provision for post retirement medical benefit (Refer Note 41) Provision for contingencies ** Total

4.84 32.29 4.49 1.59 43.21 The Company had created a contingency provision for possible contractual obligation of IT business. The movement of other provision is as under:

(₹ Crores)

Particulars

Opening balance Amount utilised / reversed during the year Closing balance

Year ended March 31, 2026

Year ended March 31, 2025

Note 26 : Income Tax

The major component of income tax expenses for the year ended March 31, 2026 and March 31, 2025 are as under a)

Statement of Profit and Loss Section

(₹ Crores)

Particulars

Current Income tax Current tax charges Earlier year tax adjustments -short / (excess) (refer note (f) below) Deferred Tax - Relating to origination and reversal of temporary differences

Year ended March 31, 2026

Year ended March 31, 2025

Tax Expense reported in the Statement of Profit and Loss

A + B + C

Other Comprehensive Income ('OCI') Section Income tax / Deferred tax related to items recognised in OCI during the year : - Remeasurement losses on defined benefit plans, (charge) / credit - Unrealised gain / loss on FVTOCI equity investments, credit b)

Balance Sheet Section

Particulars

Income tax assets (net) Liabilities for current tax (net) Net tax asset / (liability) outstanding th

218 | 50 Annual Report 2025-2026
As at March 31, 2026
(₹ Crores)
As at March 31, 2025

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 c) Reconciliation of tax expenses and the accounting profit multiplied by India's domestic tax rate for the year ended March 31, 2026 and March 31, 2025

Year ended March 31, 2025 Amount Year ended March 31, 2026

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 c)

Reconciliation of tax expenses and the accounting profit multiplied by India's domestic tax rate for the year ended March 31, 2026 and March 31, 2025

(₹ Crores)
Particulars
Year ended March 31, 2026 Amount

Year ended March 31, 2025 Amount

Profit Before tax Tax using domestic tax rate for Company Tax Effect of: Deduction u/s 80M Non-deductible expenses Sale of assets & asset written off Right of Use Asset - Ind AS 116 Adjustment in depreciation net book value of assets Previous Year short/ excess I Tax ROI diff Contribution for 4 MLD Desalination plant - Dahej Claim as a revenue Bonus Other adjustments Effective tax rate and tax expenses as per Books

(5.88) 8.97 0.29 (0.30) 10.89 7.18 (8.60) (8.79) 2.18 204.87 d)

Deferred Tax Liability (net)

(₹ Crores)

Particulars

(Liability) on Accelerated depreciation for tax purpose Assets on provision for Leave encashment Assets on deferred government grant of ASGP Assets on deferred government grant of EPCG & other Assets on Provision for doubtful debts and advances (Liability) on equity investment FVTOCI Assets on other adjustments Total e)

Reconciliation of deferred tax liabilities (net)

Balance Sheet as at March 31, 2026

March 31, 2025

Statement of Profit and Loss
Year ended March 31, 2026
Year ended March 31, 2025

(₹ Crores)

Particulars

Year ended March 31, 2026

Opening balance as of April 01 Tax (credit) / expenses during the period recognised in statement of profit and loss Tax charge / (credit) during the period recognised in OCI Closing balance as of March 31

Year ended March 31, 2025

269.53 (19.21) (2.33) 247.99 f)

Based on reconciliation of income tax liabilities pertaining to current tax provision of earlier years as per books of account with tax liabilities acknowledged in respective year’s income tax return / assessed tax liabilities, during the current year short provision of ₹ 0.65 crore (previous year ₹ 7.18 crores) has been charged to tax expense in books of account.

50 Annual Report 2025-2026 | 219

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 27 : Revenue from operations

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 27 : Revenue from operations

(₹ Crores)

Particulars

27.1 Sale of products Own products (refer below note 27.2) Traded products

Rendering of services Other operating revenue Export incentive Recovery of administrative charges (Fly Ash) Sale of scrap / surplus / unserviceable materials

Total 27.2 - Sale of own products above includes: Subsidy from Government of India under New Urea Policy / Retention Price Scheme / Nutrient Based Subsidy Scheme (including escalation / de-escalation) - Pertaining to current year - Pertaining to earlier year recognised during current year Total 27.3 - Timing of revenue recognition Goods transferred / services rendered at point in time Services transferred over time Total

As at March 31, 2026

As at March 31, 2025

There are no inter-segment transfers in case of revenue from contracts with customers, accordingly no reconciliation is required with amounts disclosed in the segment information.

Reconciliation of amounts of revenue recognized in the statement of profit and loss with the contracted price. (₹ Crores)

Particulars

Gross Revenue as per contracted price with customer Adjustments: Rebates / discounts / incentives Dealer's margin Net Revenue as per contracted price with customer Subsidy income from Government of India Total Revenue from operations

Year ended March 31, 2026
Year ended March 31, 2025
A B A+B
(399.36) (38.18) 5,782.81 2,109.64 7,892.45 th
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 28 : Other income (₹ Crores)

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 28 : Other income

(₹ Crores)

Particulars

Year Ended March 31, 2026

Grant income Interest income * Lease rental income Gain (adjustment) on decapitalisation of property, plant and equipment Unclaimed liabilities / excess provision for doubtful debt & inventories written back Dividend income ** Exchange variance gain on monetary items Profit on sale of property, plant & equipments (net of losses) Insurance claim Fair valuation gain on investments measured at FVTPL (net) Gain on sale of investments carried at FVTPL Gain on Lease modification/ termination (net of losses) *** Miscellaneous income # Total

Year Ended March 31, 2025

Including ₹ 11.18 crores (previous year ₹ 11.70 crores) on FVTPL Financial Assets.

Including ₹ 24.15 crores (previous year ₹ 23.25 crores) on FVTOCI Financial Assets.

Amount nullified on conversion to ₹ Crores.

Miscellaneous income for the previous year includes ₹ 6 crores received towards maturity amount of nonconvertible debentures of AP Power Fin Corp Ltd. The said investment was matured during the FY 2023-24 however the maturity amount was not received till the 31.03.2024 and accordingly it was fair valued to ₹ 1 during FY 2023-24. Therefore, the aforesaid receipt has been recorded as income of the Company.

Miscellaneous income for the previous year includes previous year ₹ 3.06 crores received from IL&FS Financial Services Limited as interim distribution towards investments in its non-convertible debentures. Further, it includes

₹ 3.56 crores received from Reliance Capital as full and final settlement towards investments in its non-convertible debentures. The Company had already made good the loss while transferring the PF corpus to the Employees’ Provident Fund Organisation (EPFO) by considering the fair value of securities at ₹ 1 each and therefore, the aforesaid receipt has been recorded as income of the Company.

Note 29: Cost of raw materials consumed

(₹ Crores)

Particulars

Inventory at the beginning of the year Add : Purchases

Less : Inventory at the end of the year Total

Year Ended March 31, 2026
Year Ended March 31, 2025
365.98 4,451.07 4,817.05 362.97 4,454.08 th
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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 30 : Changes in inventories of finished goods, work-in-progress and traded goods

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 30 : Changes in inventories of finished goods, work-in-progress and traded goods

(₹ Crores)

Particulars

Inventory at the beginning of the year Work-in-progress Finished goods Traded goods

Inventory at the end of the period Work-in-progress Finished goods Traded goods

Total
Year Ended March 31, 2026
Year Ended March 31, 2025
Note 31 : Employee benefits expense

Particulars

Salaries and wages Contribution to provident and pension fund (refer Note 41) Contribution and provision towards gratuity (refer Note 41) Employees' welfare expenses Total

Note 32 : Finance costs

Particulars

Interest on borrowings Interest others Bank charges and commission Interest on lease liability (refer Note 39) Total

Year Ended March 31, 2026
Year Ended March 31, 2026
(₹ Crores)
Year Ended March 31, 2025
(₹ Crores)
Year Ended March 31, 2025
Note 33 : Depreciation and amortization

Particulars

Depreciation on property, plant and equipment (refer Note 4) Depreciation on investment property (refer Note 6) Amortization on intangible assets (refer Note 7) Depreciation on RoU assets (refer Note 39) Total

Year Ended March 31, 2026
(₹ Crores)
Year Ended March 31, 2025
284.73 0.82 13.13 4.15 302.83 th
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Page 247

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 34 : Other expenses (₹ Crores)

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 34 : Other expenses

(₹ Crores)
Particulars
As at March 31, 2026

As at March 31, 2025

Stores, chemicals and catalysts Packing expenses Insurance Repairs and maintenance : - Building - Plant and equipment - Others Material handling expenses Outward freight and other charges Sales promotion expenses Selling commission Rates & taxes Operating lease Rent Printing & stationery, communication and advertisement expense Traveling and conveyance expenses Fire fighting, safety and security expenses Electricity charges Professional and consultancy charges Payment for contract services Exchange variance on monetary items Director's fees Payment to auditors (refer note (a) below) Contributions towards corporate social responsibilities (refer Note 40) Provision for unspent CSR obligation Premium on forward contracts Provision for doubtful debts / advances Provision for excess inventory Advances / Bad debts / other receivables written off Provision for contingencies Fair valuation loss on investments measured at FVTPL (net) Loss on sale of investments carried at FVTPL Inventory written off Less: Utilization of provision for inventory obsolescence Assets written off Miscellaneous expenses * Total

Includes ₹ 25.11 crores (previous year ₹ 25.08 crores) related to by-product & waste handling expense.

1.17 52.48 730.80 th

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (a) Payment to auditors includes following :

Year Ended March 31, 2025 Year Ended March 31, 2026

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (a) Payment to auditors includes following :

(₹ Crores)
Particulars
Year Ended March 31, 2026

Year Ended March 31, 2025

Payments to Statutory Auditors comprise: (Net of GST Input Credit, where applicable) As auditor: (i) Statutory audit fees (ii) Limited review fees In other capacity: (i) Certification fees (ii) Tax audit fees Reimbursement of expenses Total

Note 35 : Earnings per share

Particulars

Net profit after tax Weighted average number of equity shares of nominal value of ₹ 10 each in calculating Earnings Per Share Basic and diluted earnings per share

Unit
₹ Crores Nos.
Year Ended March 31, 2026
(₹ Crores)
Year Ended March 31, 2025

Note 36 : Contingent liabilities and other commitments (to the extent not provided for)

Particulars

Year Ended March 31, 2026

(A) Contingent liabilities (i) Claims against the Company not acknowledged as debts (In the nature of business contractual claims) (ii) Liability under Employees' State Insurance Act, 1948 for contract labour (iii) Income tax assessment orders contested (iv) Demands in respect of Central Excise Duty, Custom Duty, Service Tax, GST and Value Added Tax as estimated by the Company Total contingent liabilities In respect of the above, the expected outflow will be determined at the time of final resolution of the dispute. (B) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) (C) Other commitments (i) Export obligation on account of benefit of concessional rate of Custom duty availed under EPCG license scheme on imports of capital goods. Total other commitments

Amount not ascertainable 23.95
(₹ Crores)
Year Ended March 31, 2025
Amount not ascertainable 22.24
1.12 th
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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 37 :Related party disclosures Related party disclosures, as required by Ind AS-24, “Related Party Disclosures”, are given below: (₹ Crores)

(₹ Crores)

Name of the Company

Gujarat Green Revolution Company Limited Gujarat State Fertilizers & Chemicals Limited

Gujarat State Investments Ltd. Narmadanagar Rural Development Society

Name of the Person
Nature of Relationship Associate
Nature of Transactions
Dividend received
Year Ended March 31, 2026 0.13
Year Ended March 31, 2025 0.13
Promotor
Promotor Other related party

Purchase of goods and services Dividend received Dividend paid Dividend paid Towards CSR activities

Nature of Relationship
Nature of Transactions
(Amount ₹)
Year Ended

Year Ended March 31, 2026 March 31, 2025

Shri Raj Kumar, IAS Chairman (From 01.08.2023 to 31.01.2025)

Shri Pankaj Joshi, IAS Chairman (from 06.02.2025 to 31.10.2025) (Managing Director upto 05.02.2025)

Shri Manoj Kumar Das, IAS - Chairman (From 01.11.2025)

Dr. Rajender Kumar, IAS - Director (From 10.02.2026)

Smt. Mamta Verma, IAS - Director (Upto 01.08.2024)

Shri Sanjeev Kumar, IAS - Director (from 11.08.2025 to 02.01.2026)

Shri J P Gupta, IAS - Director (Upto 05.08.2024)

Shri Kamal Dayani, (IAS), Director (Upto 31.07.2025)

Shri S.J. Haider, (IAS), Director (Upto 31.12.2025)

Smt. Gaurikumar, IAS (Rtd.) - Director
Prof. Ranjan Kumar Ghosh - Director
Shri Bhadresh Mehta
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Sitting Fees @
Managerial remuneration Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees
Sitting Fees
Sitting Fees
3,70,000 th
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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (Amount ₹)

Key Management Personnel (From 23.05.2025)

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (Amount ₹)

Name of the Person
Nature of Relationship
Nature of Transactions
Year Ended

Year Ended March 31, 2026 March 31, 2025

Dr. N. Ravichandran, Director (Upto 26.09.2025)
Key Management Personnel
Prof. Piyushkumar Sinha, Director (Upto 07.03.2025)
Key Management Personnel

Shri Ajay Bahadur Khare, Director (From 17.01.2025)

Key Management Personnel

Shri Susanta Kumar Roy, Director (From 06.08.2025)

Key Management Personnel

Shri T Natarajan, IAS, Managing Director (from 05.02.2025 up to 29.12.2025) (appointed as a Director From 11.09.2024)

Key Management Personnel

Shri Rajkumar Beniwal, IAS, Managing Director (from 29.12.2025)

Key Management Personnel

Shri D. V. Parikh (ED & CFO)

Key Management Personnel
Shri Rajesh Pillai, Company Secretary
Key Management

(From 23.05.2025)

Personnel Ms. Chetna Dharajiya, Company Secretary Key Management (From 01.06.2024 to 26.03.2025) Shri A C Shah (GM & CS) (upto 31.05.2024)

Personnel Key Management Personnel
Sitting Fees
Sitting Fees
Sitting Fees
Sitting Fees
Managerial remuneration Sitting Fees @
Managerial remuneration
Remuneration
Remuneration
Remuneration
Remuneration

Amount deposited in Government Treasury ₹ 0.03 crore Outstanding payable as on March 31, 2026. ₹ 0.06 crore Outstanding payable as on March 31, 2026 (₹ 0.05 crore as on March 31, 2025).

Note 38 : Research and development expenses The statement of profit and loss includes following nature of research & development expenses in the respective heads: (₹ Crores)

Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025

Personnel expenses Consumables and spares Power and fuel consumption Total research and development expenses

Note 39 : Leases: Company as a lessee The Company has taken various land, warehouses, godowns, guest houses, office premises and vehicles used in its operations. These are generally cancellable having a term between one to three year extendable for further period as per the terms of rental agreements. The Company also has certain leases of warehouses, godowns, office premises and vehicles with lease terms of 12 months or less. The Company applies the ‘short-term lease’ recognition exemptions for these leases.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Set out below are the carrying amounts of right-of-use assets recognised as per Ind AS 116 and the movements during the year:

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Set out below are the carrying amounts of right-of-use assets recognised as per Ind AS 116 and the movements during the year:

(₹ Crores)

Particulars

As at April 01, 2024 Additions Deletion / Termination Depreciation for the year Dep on Disposals / termination As at March 31, 2025 Additions Deletion / Termination Reclassification Depreciation for the year Dep on Disposals / termination As at March 31, 2026

Land *

Building

Vehicles

Total

Set out below are the carrying amounts of lease liabilities and the movements during the year:

(₹ Crores)

Particulars

As at April 01, 2024 Additions Accretion of interest Payments Lease termination As at March 31, 2025 Additions Accretion of interest Payments Lease termination As at March 31, 2026 Current Non-Current

Amount

The maturity analysis of lease liabilities are disclosed in Note 50.3 The effective interest rate for lease liabilities is 8.70%, with maturity between 2020-2049 The following are the amounts recognised in Statement of profit and loss:

Particulars

Depreciation expense of right-of-use assets Interest expense on lease liabilities Expense relating to short-term leases (included in other expenses) Total amount recognised in profit and loss

Year Ended March 31, 2026
(₹ Crores)
Year Ended March 31, 2025
4.15 0.28 3.09 7.52 th
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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Company as a lessor The Company has entered into operating leases on its investment property portfolio consisting of certain office. Rent income also includes rentals received from lease of office premises. These leases is generally for a period of three to four years. There are no restrictions imposed by lease arrangements. Future minimum rentals receivable under non-cancellable operating leases as at March 31 are as follows: (₹ Crores)

As at March 31, 2025 Ongoing Project Refer below note (b) 12.98

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Company as a lessor The Company has entered into operating leases on its investment property portfolio consisting of certain office. Rent income also includes rentals received from lease of office premises. These leases is generally for a period of three to four years. There are no restrictions imposed by lease arrangements. Future minimum rentals receivable under non-cancellable operating leases as at March 31 are as follows: (₹ Crores)

Particulars

As at March 31, 2026

As at March 31, 2025

Not later than one year Later than one year not later than five years Total

Note 40: Corporate social responsibility

Particulars

A) Gross amount required to be spent by the Company during the year B) Amount spent during the year on (I) Construction/acquisition of any asset (II) On purposes other than (I) above C) Shortfall / (excess) at the end of the year before set off D) Amount available for set off for the year E) Shortfall / (excess) at the end of the year after set off (Refer below note (a)) F) Reason for shortfall G) Nature of CSR activities H) Details of related party transactions in relation to CSR expenditure as per Ind AS 24, Related Party Disclosures (Refer below note (c))

Year Ended March 31, 2026
(₹ Crores)
Year Ended March 31, 2025

Ongoing Project Refer below note (b) 14.99

Ongoing Project Refer below note (b) 12.98

Note (a) : The shortfall in CSR expenditure for the financial year ended March 31, 2026 and March 31, 2025, has been deposited into the designated ‘Unspent CSR Account’ by April 30, 2026 and April 30, 2025 respectively, in accordance with Section 135(6) of the Companies Act, 2013 Note (b) : The CSR expenditure has been incurred towards implementation of various developmental projects and community-centric initiatives across multiple thematic areas including sectors like Women Empowerment, Rural Development, Livelihood Enhancement, Preventive Healthcare, Promoting Education, Disaster Management, Environmental Sustainability, Promoting Gender Equality. All projects undertaken fall within the scope of Schedule VII of the Companies Act, 2013 and are aligned with the Sustainable Development Goals (SDGs). Note (c) : Represents contribution to Narmadanagar Rural Development Society (NARDES), the CSR implementation arm of the Company for execution of the CSR programs across operational geographies.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 41: Gratuity and other post employment benefit plans: A. Defined contribution plans: Amount of ₹ 49.84 crores (March 31, 2025: ₹ 51.11 crores) is recognised as expenses and included in Note No. 31 “Employee benefit expense”

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 41: Gratuity and other post employment benefit plans: A.

Defined contribution plans: Amount of ₹ 49.84 crores (March 31, 2025: ₹ 51.11 crores) is recognised as expenses and included in Note No. 31 “Employee benefit expense”

(₹ Crores)
Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025

Provident fund Contribution to pension scheme Total

Defined benefit plans: The Company has following post employment benefits which are in the nature of defined benefit plans: (a) Gratuity (b) Post retirement medical benefit The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity as per payment of Gratuity Act, 1972. The Scheme is funded with Gratuity Trust, which in turn makes contribution to Life Insurance Corporation of India (LIC) in the form of qualifying insurance policy for future payment of gratuity to the employees. Each year the management reviews the level of funding in the gratuity fund. Such review includes the asset - liability matching strategy. The management decides its contributions based on the results of this review. The management aims to keep annual contributions relatively stable at a level such that no plan deficit (based on valuation performed) will arise. The plan for the Post retirement medical benefit is unfunded. The following table summarises the components of net benefit expense recognised in statement of profit and loss and the funded status and amounts recognised in the balance sheet for the respective plans:

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FINANCIAL STATEMENTS

STANDALONE th 230 | 50 Annual Report 2025-2026

STANDALONE th

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The major categories of plan assets of the fair value of the total plan assets of Gratuity are as follows: Particulars

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The major categories of plan assets of the fair value of the total plan assets of Gratuity are as follows:

Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025
Insurance fund with LIC*

* As the gratuity fund is managed by LIC, details of fund invested by insurer are not available with the Company. The principal assumptions used in determining above defined benefit obligations for the Company’s plans are shown below:

Gratuity
Post retirement medical benefit
Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025
Year Ended March 31, 2026
Year Ended March 31, 2025
Discount rate Future salary increase

Medical Inflation Rate Expected rate of return on plan assets Employee Turnover Rate

Mortality rate during employment

Mortality rate after employment

7.67% 9% and 7% as per category N.A 7.67%

8% and 1% as per category Indian Assured Lives Mortality (2012-14) (Urban) N.A

6.82% 9% and 7% as per category N.A 6.82%

8% and 1% as per category Indian Assured Lives Mortality (2012-14) (Urban) N.A

7.87% N.A
7.05% N.A
5.00% N.A
5.00% N.A

Indian Assured Lives Mortality (2012-14) (Urban) Indian Individual AMT (2012-15)

A quantitative sensitivity analysis for significant assumption is as shown below:

(₹ Crores) Increase / (decrease) in defined benefit obligation (Impact) Gratuity

Post retirement medical benefit
Particulars
Sensitivity level
Year Ended March 31, 2026
Year Ended

Year Ended March 31, 2025 March 31, 2026

Year Ended March 31, 2025
Discount rate
Salary increase
Medical cost inflation

Employee turnover

(26.99) 32.02 31.88 (27.37) N.A N.A 1.74 (2.03)

(29.87) 35.60 35.17 (30.08) N.A N.A (0.43) 0.46

(12.54) 15.69 N.A N.A 16.00 (12.96) (3.53) 4.21

(15.26) 19.38 N.A N.A 19.60 (15.66) (4.56) 5.48 th

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The followings are the expected future benefit payments for the defined benefit plan :

Year Ended March 31, 2025 NOTE: 43 (A)

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The followings are the expected future benefit payments for the defined benefit plan :

(₹ Crores)
Gratuity
Post retirement medical benefit
Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025
Year Ended March 31, 2026

Year Ended March 31, 2025

Within the next 12 months (next annual reporting period) Between 2 and 5 years Between 6 and 10 years Total expected payments

Weighted average duration of defined plan obligation (based on discounted cash flows)

Particulars
Year Ended March 31, 2026
Gratuity Post retirement benefit obligation

The followings are the expected contributions to planned assets for the next year:

Particulars
Year Ended March 31, 2026
Gratuity Post retirement medical benefit
(Years)
Year Ended March 31, 2025
(₹ Crores)
Year Ended March 31, 2025

Note 42: Investments in Subsidiary and Associates

Name of Entity
Relationship
Gujarat Green Revolution Company Limited
Associate
Place of Business
India
(₹ Crores)
Ownership March 31, 2026
March 31, 2025

Note: Method of accounting of investments in associate company is at cost.

NOTE: 43 (A)

In earlier year, Hon’ble high Court of Gujarat sanctioned the Scheme of Arrangement and Demerger for transfer of VSAT and ISP Gateway Business of the Company to ING Satcom Ltd., an unlisted Company against cash th consideration of ₹ 6 crores vide its Common Oral Order dated 15 June, 2012.

The “Appointed Date” of the Scheme is 1 April, 2010.

Pursuant to the Order of the Hon’ble High Court of Gujarat sanctioning the Scheme of Demerger, the Company submitted two separate applications dated 31st January, 2013 to the Department of Telecommunications (DoT) for transfer of VSAT and ISP License in the name of the Transferee Company viz. ING Satcom Limited.

However, the License Transfer Applications remained pending with DoT and as per the legal opinion and assessment, though the Scheme of Demerger was sanctioned by the Hon’ble High Court, the Scheme of Demerger is subject to and conditional upon the approval of DoT for transfer of Licenses from the Company to ING Satcom Limited.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Therefore, vide an Agreement-Cum-Indemnity Bond dated 12.04.2014 executed between the Company and ING Satcom Limited, the assets of demerged business (other than the licenses) were transferred to ING Satcom, subject to certain terms and conditions, inter alia, including the terms for settling the Transaction in the eventuality of non-transfer of Licenses. Even though, both VSAT and ISP License have expired and the transfer of licenses to ING Satcom is now out of question, settlement of Demerger Transaction with ING Satcom, as per the terms and conditions of the Agreement- Cum- Indemnity Bond dated 12.04.2014, is still pending and therefore, no accounting treatment is given in the books of the Company since 2014-15 till the financial year ended 31.03.2026.

Even though, both VSAT and ISP License have expired and the transfer of licenses to ING Satcom is now out of question, settlement of Demerger Transaction with ING Satcom, as per the terms and conditions of the Agreement- Cum- Indemnity Bond dated 12.04.2014, is still pending and therefore, no accounting treatment is given in the books of the Company since 2014-15 till the financial year ended 31.03.2026.

Necessary accounting treatment will be given in the books of accounts of the Company either on disposal of applications for transfer of Licences in the name of ING Satcom Limited by the competent authorities or on finalization of settlement of transaction with ING Satcom Limited. The amount received is classified under other current liabilities (refer Note 24).

NOTE: 43(B) - Demand Notice from Department of Telecommunication (DoT)

In the Financial Year (FY) 2014-15, the Company received a demand of ₹ 2,752 crores from the Department of Telecommunications (DoT), Ministry of Telecommunications, Government of India, towards License Fee, including interest and penalty, for the "Very Small Aperture Terminal (VSAT) License" and "Category A - Internet Service Provider (ISP) - IT License." This demand pertained to the period from FY 2009-10 to FY 2013-14. The Company challenged the demand before the Telecom Disputes Settlement and Appellate Tribunal (TDSAT), which subsequently stayed the demand and restrained DoT from taking any coercive recovery action against the Company.

Subsequently, in FY 2019-20, the Hon'ble Supreme Court of India, in the case of Union of India v. Association of Unified Telecom Service Providers of India, (2020) 3 SCC 525 ("AGR Judgment"), upheld DoT's interpretation of Adjusted Gross Revenue (AGR), affirmed that AGR includes revenue from both licensed as well as unlicensed activities.

Pursuant to the Supreme Court ruling, DoT issued revised demand notices dated December 23, 2019, March 05, 2020 and July 15, 2022, amounting to ₹ 15,020 crores, ₹ 16,359 crores and ₹ 21,370 crores, respectively. The demand period was retrospectively extended to encompass the period FY 2005-06 through FY 2019-20.

Aggrieved by these revised demands, the Company submitted representations to DoT on January 06, 2020, February 21, 2020, April 03, 2020 and March 04, 2022, requesting reconsideration and withdrawal of the demands. In its representations, the Company underscored that revenues from its Fertilizers & Chemicals business, which is entirely unrelated to VSAT and ISP-IT Licenses, should not be included in computation of AGR and License Fees.

Subsequent legal & regulatory developments, such as distinction between non-Telecom PSUs and Core Telecom Companies, duly recognized by both DoT and the Hon’ble Supreme Court; the TDSAT Judgment in the case of Union of India Vs M/s Netmagic Solutions Pvt. Ltd, Civil Appeal 9012/2022 (“Netmagic Judgment”) and; the 2021 Telecom Reforms, have carved out several exceptions to the interpretation of the term “AGR” and computation of AGR and the License Fees.

These exceptions provide critical relief, particularly for the similar category of licensees and the non-telecom / nonlicensed revenue streams.

Based on a detailed and meticulous legal assessment in consultation with eminent Senior Advocates, the Company firmly believes that it has strong grounds to contest the demands raised by DoT. Consequently, the Company has neither provided for this amount in its books of account nor recognized it under contingent liability.

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 44: Ageing for trade receivables 44.1 : Ageing for trade receivables as at March 31, 2026 is as follows :

Grand Total Grand Total Grand Total

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 44: Ageing for trade receivables 44.1 : Ageing for trade receivables as at March 31, 2026 is as follows :

(₹ Crores)

Particulars

Outstanding for following periods from due date of payment

Not Less than due
6 Months
6 months to 1 year
1 to 2 year

2 to 3 year more than 3 years

Grand Total

Trade Receivables Undisputed, considered Good Undisputed, Credit Impaired Disputed, considered Good Disputed, Credit Impaired Subsidy Receivable Undisputed, considered Good Undisputed, Credit Impaired Total as on 31.03.2026

44.2 : Ageing for trade receivables as at March 31, 2025 is as follows :

(₹ Crores)

Particulars

Outstanding for following periods from due date of payment

Not Less than due
6 Months
6 months to 1 year
1 to 2 year

2 to 3 year more than 3 years

Grand Total

Note 45 : Ageing for trade Payable 45.1 : Ageing for trade payables as at March 31, 2026 is as follows :

(₹ Crores)
Particulars
Not due

Outstanding for following periods from due date of payment

Less than 1 year

1 to 2 year

2 to 3 year more than 3 years

Grand Total

Trade Payables Undisputed - MSME Undisputed - Others Disputed - MSME Disputed - Others Total - MSME Total - Others

26.07 422.54 0.03 5.38 26.10 427.92 th

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 45.2 : Ageing for trade payables as at March 31, 2025 is as follows : (₹ Crores)

Grand Total (₹ Crores)

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 45.2 : Ageing for trade payables as at March 31, 2025 is as follows :

(₹ Crores)
Particulars
Not due

Outstanding for following periods from due date of payment

Less than 1 year

1 to 2 year

2 to 3 year more than 3 years

Grand Total

Trade Payables Undisputed - MSME Undisputed - Others Disputed - MSME Disputed - Others Total - MSME Total - Others

Note 46 : Segment Information Operating Segments The identified reportable segments are Fertilizers, Chemicals and Others in terms of the requirements of Ind AS 108 Operating Segments as notified under section 133 of the Companies Act, 2013. Other Segment mainly includes Information Technology division activities and neem product related activities. Identification of Segments: The chief operational decision maker monitors the operating results of its Business segment separately for the purpose of making decision about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements, Operating segment have been identified on the basis of nature of products and other quantitative criteria specified in the Ind AS 108. Segment revenue and results: The expenses and income which are not directly attributable to any business segment are shown as unallocable expenditure and unallocable income. Segment assets and liabilities: Segment assets include all operating assets used by the operating segment and mainly consist of property, plant and equipment, trade receivables, inventory and other operating assets. Segment liabilities primarily include trade payable and other liabilities. Common assets and liabilities which cannot be allocated to any of the business segments are shown as unallocable assets / liabilities. Inter Segment transfer: Inter Segment revenues are recognised at sales price. The same is based on market price and business risks. Profit or loss on inter segment transfer are eliminated at the Company level. Summary of segment information is given below: Note 46.1: Financial information about the primary business segment's Revenue & Results :

(₹ Crores)

A REVENUE: External sales revenue Intersegment revenue Total Revenue B RESULT: Segment result Unallocable income Unallocable expenses Operating profit Finance costs Profit before tax

Fertilizers 2025-26
Chemicals 2025-26
Others 2025-26
Total 2025-26

508.05 360.83 (55.54) 813.34 (22.95) 790.39 th

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 46.2: Financial information about the primary business segment's assets and liabilities :

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 46.2: Financial information about the primary business segment's assets and liabilities :

(₹ Crores)

Assets & Liabilities

Segment assets Segment liabilities Other unallocable corporate assets Other unallocable corporate liabilities Total capital employed Capital assets/ expenditure incurred during the year: Capital assets including capital work in progress Other unallocable capital expenditures Total

Fertilizers As At 31-03-2026 2,147.12 (1,118.77)
Chemicals As At 31-03-2026 2,790.84 (597.67)
Others As At 31-03-2026 149.73 (115.48)
Total As At 31-03-2026 31-03-2025 5,087.69

Note 46.3: As per the directives issued by Department of Fertilizers (DoF) for evaluation of reasonableness of MRP of P & K fertilizers under the NBS policy, every Company needs to report P & K fertilizers as a separate segment in Annual Audited Accounts. Accordingly, in accordance with Ind AS 108 for FY 25-26, the P & K Fertilizers Revenue is reported at ₹ 719 crores and Result is reported at ₹ (40) crores.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 48 : Components of Other Comprehensive Income (OCI) The disaggregation of changes to OCI by each type of reserve in equity is shown below. (₹ Crores)

(₹ Crores)

Particulars

Re-measurement (loss) / gain on defined benefit plans (net of tax) Net (loss) / gain on FVTOCI on equity Investments (net of tax)

FVTOCI Reserve Year Ended March 31, 2026

Year Ended March 31, 2025

Retained Earnings Year Ended March 31, 2026

Year Ended March 31, 2025

Total Year Ended March 31, 2026 44.13

Year Ended March 31, 2025 (15.08)

Note 49 : Details of hedged and unhedged exposure in foreign currency (FC) denominated monetary items : (a) (i)

Exposure in foreign currency - Hedged Amounts Payable in Foreign Currency :

Particulars

As at March 31, 2026 ₹ Crores

Amount in FC
USD
Euro USD
Euro

As at March 31, 2025 ₹ Crores

Amount in FC
USD
Euro USD
Euro

* The above payable amounts are hedged against Forward exchange Contracts. (b) Exposure in foreign currency - Unhedged (i) Amounts payable in foreign currency :

Particulars

As at March 31, 2026 ₹ Crores

Amount in FC
Euro
USD CHF SEK JPY

As at March 31, 2025 ₹ Crores

Amount in FC
Euro
USD CHF SEK JPY

The following significant exchange rates have been applied specific for unhedged :

INR

USD 1 EURO 1 SEK 1 CHF 1 JPY 1

Year end spot rate March 31, 2026

March 31, 2025

Import - ₹ 94.81 ₹ 109.2375 ₹ 10.0575 ₹ 118.9175 N.A.

Import - ₹ 85.47 ₹ 92.43 N.A. N.A. ₹ 0.5698 th

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 50 : Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management : 50.1 : Category-wise classification of financial instruments:

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 50 : Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management : 50.1 : Category-wise classification of financial instruments:

As at March 31, 2026
(₹ Crores)
Particulars
Refer Note
Fair Value through other Comprehensive income
Fair Value through profit or loss
Amortised cost

Carrying Value

Financial assets Cash and cash equivalents Other bank balances Investments in equity shares (other than investment in subsidiary & associate entity)

Investments in unquoted equity shares of subsidiary entity and associate entity

Investments in unquoted debentures, Govt Securities & State development Loans

Trade receivables

Loans and advances

9 Derivatives instruments not designated as hedge 10 Other financial assets

Total Financial liabilities Trade payables Lease liability Other financial liabilities Total

454.02 5.39 360.37 819.78 th

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Particulars

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Particulars

Refer Note

Financial assets Cash and cash equivalents Other bank balances Investments in equity shares (other than investment in subsidiary & associate entity)

Investments in unquoted equity shares of subsidiary entity and associate entity Investments in unquoted debentures, Govt Securities & State development Loans Trade receivables Loans and advances Other financial assets Total

Financial liabilities Borrowings
Trade payables
Lease Liability

39 Derivatives instruments not designated as hedge 21 Other financial liabilities Total

Fair Value through other Comprehensive income
As at March 31, 2025
Fair Value through profit or loss
Amortised cost
(₹ Crores)
Carrying Value

99.16 494.88 6.44 3.08 338.46 942.02 th

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FINANCIAL STATEMENTS

STANDALONE

Quantitative disclosures of fair value measurement hierarchy for financial assets and financial liabilities The following table provides the fair value measurement hierarchy of the Company's financial assets and liabilities:

(₹ Crores)
Particulars
As at March 31, 2026

Significant Significant Significant observable observable observable inputs (Level 1*)

inputs (Level 2)
inputs (Level 3)
As at March 31, 2025

Total Significant Significant Significant observable observable observable inputs (Level 1*)

inputs (Level 2)

inputs (Level 3)

Total

Financial assets measured at fair value Investment in quoted equity investments measured at FVTOCI (refer Note 8) Investment in unquoted equity investments measured at FVTOCI (refer Note 8) Investments in unquoted debentures Govt Securities & State development Loans and advances (refer Note 9) Derivative instruments (refer Note 10 Total Financial liabilities measured at fair value: Derivative instruments (refer Note 21 Total Asset for which fair values are disclosed : Investment properties (refer Note 6)

*The fair value of the quoted equity investments are derived from quoted market prices in active market.

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b) Description of significant unobservable inputs to valuation: The significant unobservable inputs used in the fair value measurement categorized within Level 3 of the fair value hierarchy together with a quantitative sensitivity analysis as at March 31, 2026 and March 31, 2025 are as shown below:

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b)

Description of significant unobservable inputs to valuation: The significant unobservable inputs used in the fair value measurement categorized within Level 3 of the fair value hierarchy together with a quantitative sensitivity analysis as at March 31, 2026 and March 31, 2025 are as shown below:

Particulars
Valuation technique
Significant unobservable inputs
Range (weighted average)

Sensitivity of the input to fair value

FVTOCI assets in unquoted equity

Sum Of The Parts shares (Gujarat State (“SOTP”) Petroleum valuation

Corporation Limited)

approach *

Gas marketing As on 31.03.2026, the Company has de-recognised the investments in business

GSPC on account of its amalgamation into Gujarat Gas Limited. Refer Note 8 for further details. 10% increase (decrease) in the Gas marketing business would result in increase / (decrease) in fair value as of March 31, 2025 : ₹ 1.42 crores (₹ 1.42 crores).

FVTOCI assets in unquoted equity shares (Gujarat Chemical Port Limited) (Formerly known as Gujarat Chemical Port Terminal Company Limited)

FVTOCI assets in unquoted equity shares (Gujarat Venture Finance Limited)

Income Approach - DCF Method FCFE
Terminal Growth Rate
Weighted Average Cost of Capital (WACC)
EBITDA (₹ Crores)
Market Approach - Comparable companies
Market multiple
Cost Approach - Net asset value
Share holders fund (₹ Crores)

Discount to Book Value

31 March 2026 : 1% - 3% (2%) 31 March 2025 : 4% - 6% (5%)

31 March 2026 : 12% - 14% (13%) 31 March 2025 : 13.10% - 15.10% (14.10%)

31 March 2026 : Price to Book market multiple in the range of 1.25 to 1.50.

31 March 2025 : ₹ 35.72 crores - ₹ 39.48 crores (₹ 37.60 crores)

31 March 2025 : 15% - 25% (20%)

1% increase / decrease in the terminal growth rate would result in increase / (decrease) in fair value as of March 31, 2026 : ₹ 17.20 crores (₹ 14.07 crores) {1% increase decrease in the terminal growth rate would result in increase (decrease) in fair value as of March 31, 2025 : ₹ 14.07 crores (₹ 12.51 crores)}

1% increase / decrease in the WACC would result in decrease / (increase) in fair value as of March 31, 2026 : ₹ 18.76 crores (₹ 24.24 crores) {1% increase / decrease in the WACC would result in decrease / (increase) in fair value as of March 31, 2025 : ₹ 17.98 crores (₹ 21.11 crores)}

10% increase / decrease in the EBITDA would result in increase / (decrease) in fair value as of March 31, 2026 : ₹ 39.87 crores (₹ 39.09 crores) {10% increase decrease in the EBITDA would result in increase / (decrease) in fair value as of March 31, 2025 : ₹ 30.49 crores (₹ 31.27 crores)}

As on 31.03.2026, Price to Book market multiple of 1.50 and 1.25 would result in increase / (decrease) in fair value as of March 31, 2026 by ₹ 0.11 crore / (₹ 0.11) crore.

1.88 crores increase decrease in the shareholders fund would result in increase / (decrease) in fair value as of March 31, 2025 by ₹ 0.03 crore (₹ 0.03 crore).

5% increase / decrease in the discount to book value would result in decrease (increase) in fair value as of March 31, 2025 : ₹ 0.04 crore (₹ 0.04 crore).

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Particulars
Valuation technique
Significant
Range unobservable (weighted average) inputs

Sensitivity of the input to fair value

FVTOCI assets in unquoted equity shares (Bharuch Enviro Infrastructure Limited)

Market Approach - Comparable companies
Market multiple
Market Multiple Discount
EBITDA (₹ Crores)

FVTOCI assets in unquoted equity shares (Bharuch Dahej Railway Company Limited)

Market Approach - Comparable companies
Market multiple
Cost Approach &

Discount to Market approach Book Value -Comparable Company Multiple and Net Asset Value

31 March 2026 :

As on 31.03.2026, Enterprise Value / EBITDA Enterprise Value/ EBITDA market multiple of 8.00 and 7.50 would result in market multiple in the range of 7.50 to 8.00.

increase / (decrease) in fair value as of March 31, 2026 by ₹ 0.18 crore / (₹ 0.18) crore.

31 March 2025 : 30% - 40% (35%)

31 March 2025 : ₹ 137.56 crores - ₹ 152.04 crores (₹ 144.80 crores)

5% increase / decrease in the market multiple discount would result in decrease / (increase) in fair value as of March 31, 2025: ₹ 0.86 crore (₹ 0.85 crore)

7.24 crores increase decrease in the EBITDA would result in increase / (decrease) in fair value as of March 31, 2025 : ₹ 0.56 crore (₹ 0.56 crore)

31 March 2026 :

As on 31.03.2026, Enterprise Value / EBITDA Enterprise Value/ EBITDA market multiple of 5.50 and 5.00 would result market multiple in the range of 5.00 to 5.50.

in increase / (decrease) in fair value as of March 31, 2026 by ₹ 0.85 crore / (₹ 0.85) crore.

31 March 2025 : 25% - 35% (30%)

5% increase / decrease in the discount to book value would result in decrease (increase) in fair value as of March 31, 2025 : ₹ 1.45 crores (₹ 1.45 crores)

FVTOCI assets in unquoted equity shares (Ecophos GNFC India Private Limited)

As on March 31, 2020, the parent Company M/s EcoPhos S.A. holding 85% in the entity has applied for bankruptcy hence the Company has Fair valued the investment as Rs. 1 (Refer Note 8). During the year there is no change in bankruptcy status.

The SOTP approach is normally used for valuing a firm by separately assessing the value of each business segment or subsidiary or associate companies or Investments and adding them up to get thetotal value of the firm. The valuation approach used to value each Business/Investment Companies are Cost Approach/Market Approach/Income Approach. The appropriate approach method with appropriate adjustment is used considering size, nature and complexities of business/investment. Financial Instrument measured at amortised cost The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled. 50.3 : Financial Risk objective and policies: The Company’s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include loans, deposits, investments, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company also holds FVTOCI & FVTPL investments and enters into derivative transactions. In the ordinary course of business, the Company is mainly exposed to risks resulting from exchange rate fluctuation (currency risk), interest rate movements (interest rate risk) collectively referred as Market Risk, Credit Risk, Liquidity Risk and other price risks such as equity price risk and commodity price risk. The Company's senior th

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 management oversees the management of these risks. It manages its exposure to these risks through derivative financial instruments by hedging transactions as required. It uses derivative instruments such as foreign currency forward contract to manage currency risks. These derivative instruments reduce the impact of both favourable and unfavourable fluctuations. The Company’s risk management activities are subject to the management, direction and control of the management of the Company under the guideline of the Board of Directors of the Company. The management ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. It is the Company’s policy that no trading in derivatives for speculative purposes may be undertaken. The decision of whether and when to execute derivative financial instruments along with its tenure can vary from period to period depending on market conditions and the relative costs of the instruments. The tenure is linked to the timing of the underlying exposure, with the connection between the two being regularly monitored. The Company is exposed to losses in the event of non-performance by the counterparties to the derivative contracts. All derivative contracts are executed with counterparties that, in management's judgment, are creditworthy. The outstanding derivatives are reviewed periodically to ensure that there is no inappropriate concentration of outstanding to any particular counterparty. Further, all currency and interest risk as identified above is measured on a daily basis by monitoring the mark to market (MTM) of open and hedged position. For year ends, the MTM for each derivative instrument outstanding is obtained from respective banks. All gain / loss arising from MTM for open derivative contracts and gain / loss on settlement / cancellation / roll over of derivative contracts is recorded in statement of profit and loss. a) Market risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity price risk. Financial instruments affected by market risk include loans and borrowings, FVTOCI investments and derivative financial instruments. The sensitivity analysis in the following sections relate to the position as at March 31, 2026 and March 31, 2025. The sensitivity analysis have been prepared on the basis that the amount of net debt, interest rates of the debt and derivatives are all constant as at March 31, 2026. The analysis exclude the impact of movements in market variables on the carrying values of gratuity and other post-retirement obligations and provisions. The following assumptions have been made in calculating the sensitivity analysis: - The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2026 and March 31, 2025. (i) Interest rate risk The Company is exposed to changes in market interest rates due to financing, investing and cash management activities. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s short-term debt obligations. (ii) Foreign currency risk Exchange rate movements, particularly the United States Dollar (USD) and Euro (EUR) against Indian Rupee (INR), have an impact on the Company’s operating results. The Company manages its foreign currency risk by entering into various foreign exchange contracts to mitigate the risk arising out of foreign exchange rate movement on trade payables. Further, to hedge foreign currency future transactions in respect of which firm commitment are made or which are highly probable forecast transactions (for instance, foreign exchange denominated income) the Company has entered into foreign currency forward contracts as per the policy of the Company.

Market risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity price risk. Financial instruments affected by market risk include loans and borrowings, FVTOCI investments and derivative financial instruments. The sensitivity analysis in the following sections relate to the position as at March 31, 2026 and March 31, 2025. The sensitivity analysis have been prepared on the basis that the amount of net debt, interest rates of the debt and derivatives are all constant as at March 31, 2026. The analysis exclude the impact of movements in market variables on the carrying values of gratuity and other post-retirement obligations and provisions. The following assumptions have been made in calculating the sensitivity analysis: - The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2026 and March 31, 2025. (i) Interest rate risk The Company is exposed to changes in market interest rates due to financing, investing and cash management activities. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s short-term debt obligations. (ii) Foreign currency risk Exchange rate movements, particularly the United States Dollar (USD) and Euro (EUR) against Indian Rupee (INR), have an impact on the Company’s operating results. The Company manages its foreign currency risk by entering into various foreign exchange contracts to mitigate the risk arising out of foreign exchange rate movement on trade payables. Further, to hedge foreign currency future transactions in respect of which firm commitment are made or which are highly probable forecast transactions (for instance, foreign exchange denominated income) the Company has entered into foreign currency forward contracts as per the policy of the Company.

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The details of exposures hedged using forward contracts and the details of unhedged exposures are given as part of Note 49. The Company is mainly exposed to changes in USD and EURO. The below table demonstrates the sensitivity to a 5% increase or decrease in the respective foreign currency rates against INR, with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Company as at the reporting date. 5% represents management’s assessment of reasonably possible change in foreign exchange rate.

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The details of exposures hedged using forward contracts and the details of unhedged exposures are given as part of Note 49. The Company is mainly exposed to changes in USD and EURO. The below table demonstrates the sensitivity to a 5% increase or decrease in the respective foreign currency rates against INR, with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Company as at the reporting date. 5% represents management’s assessment of reasonably possible change in foreign exchange rate.

(₹ Crores)

Particulars

Impact on Profit before tax For the year ended March 31, 2026

March 31, 2025

Impact on Pre-tax Equity For the year ended March 31, 2026

March 31, 2025

(0.14) 0.14 b)

(iii) Commodity price risk The Company’s operating activities require the ongoing purchase of natural gas. Natural gas being an international commodity is subject to price fluctuation on account of the change in the crude oil prices, demand supply pattern of natural gas and exchange rate fluctuations. The Company is not affected by the price volatility of the natural gas to the extent consumed for Urea as under the Urea pricing formula the cost of natural gas is pass through if the consumption of natural gas is within the permissible norm for manufacturing of Urea. The Company also deals in purchase of other feed stock materials (i.e. Rock phosphate, Toluene and Denatured Ethyl Alcohol) which are imported by the Company and used in the manufacturing of Ammonium Nitro Phosphate, Toluene Di-isocyanate and Ethyl Acetate. The import prices of these materials are governed by international demand and supply pattern. There is a price and material availability risk, which is managed by senior management team through sensitivity analysis, commodity price tracking. (iv) Equity price risk The Company’s investment in listed and non-listed equity securities are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Company manages the equity price risk through diversification and by placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Company’s senior management on a regular basis. The Company’s Board of Directors reviews and approves all equity investment decisions. At the reporting date, the exposure to unlisted equity securities at fair value was ₹ 396.65 crores. Sensitivity analyses of these investments have been provided in Note 50.2(b). At the reporting date, the exposure to listed equity securities at fair value was ₹ 465.21 crores. A decrease of 5% on the BSE market price could have an impact of approximately ₹ 23.26 crores on the OCI or equity attributable to the Group. An increase of 5% in the value of the listed securities would also impact OCI and equity. These changes would not have an effect on profit or loss. Credit risk Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer th

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 c) contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables and other financial assets) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments. Customer credit risk is managed by the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive evaluation and individual credit limits are defined in accordance with this assessment. An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data. Credit risk from balances with banks and non-banking finance companies is managed by the Company’s treasury department in accordance with the Company’s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company’s Board of Directors on an annual basis, and may be updated throughout the year subject to approval of the Company’s management. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments. Trade receivables The Company’s receivables can be classified into two categories, one is from the customers/ dealers in the market and second one is from the central and state Government in the form of subsidy. As far as Government portion of receivables is concerned, credit risk is Nil except where there are uncertainties due to non-acknowledgement of claims. In respect of market receivables from the customers/ dealers, the Company extends credit to customers in normal course of business. The Company considers factors such as credit track record in the market and past dealings for extensions of credit to customers. The Company monitors the payment track record of the customers. Outstanding customer receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade receivables as for certain products it extends rolling credit to its customers, against the collateral. Trade receivables, other than subsidy receivables are secured to the extent of interest free security deposits and bank guarantees received from the customers amounting to ₹ 21.29 crores and ₹ 21.63 crores as at 31st March, 2026 and 31st March, 2025, respectively. (Refer Note No. 11 for Trade Receivables outstanding). The Company follows a ‘simplified approach’ (i.e. based on lifetime ECL) for recognition of impairment loss allowance on Trade receivables, other than those receivables from the Government of India. For the purpose of measuring lifetime ECL allowance for trade receivables, the company estimates irrecoverable amounts based on the ageing of the receivable balances and historical experience in respect of certain categories of the customers. Individual trade receivables are written off when management deems them not to be collectible Liquidity Risk Liquidity risk is the risk that the Company will encounter difficulty in raising funds to meet commitments associated with financial instruments that are settled by delivering cash or another financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value. The Company has an established liquidity risk management framework for managing its short term, medium term and long term funding and liquidity management requirements. The Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Company manages the liquidity risk by maintaining adequate funds in cash and bank balances. The Company also has adequate credit facilities agreed with banks to ensure that there is sufficient cash to meet all its normal operating commitments in a timely and cost-effective manner. The table below analyses derivative and non-derivative financial liabilities of the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 c)

contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables and other financial assets) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments. Customer credit risk is managed by the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive evaluation and individual credit limits are defined in accordance with this assessment. An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data. Credit risk from balances with banks and non-banking finance companies is managed by the Company’s treasury department in accordance with the Company’s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company’s Board of Directors on an annual basis, and may be updated throughout the year subject to approval of the Company’s management. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments. Trade receivables The Company’s receivables can be classified into two categories, one is from the customers/ dealers in the market and second one is from the central and state Government in the form of subsidy. As far as Government portion of receivables is concerned, credit risk is Nil except where there are uncertainties due to non-acknowledgement of claims. In respect of market receivables from the customers/ dealers, the Company extends credit to customers in normal course of business. The Company considers factors such as credit track record in the market and past dealings for extensions of credit to customers. The Company monitors the payment track record of the customers. Outstanding customer receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade receivables as for certain products it extends rolling credit to its customers, against the collateral. Trade receivables, other than subsidy receivables are secured to the extent of interest free security deposits and bank guarantees received from the customers amounting to ₹ 21.29 crores and ₹ 21.63 crores as at 31st March, 2026 and 31st March, 2025, respectively. (Refer Note No. 11 for Trade Receivables outstanding). The Company follows a ‘simplified approach’ (i.e. based on lifetime ECL) for recognition of impairment loss allowance on Trade receivables, other than those receivables from the Government of India. For the purpose of measuring lifetime ECL allowance for trade receivables, the company estimates irrecoverable amounts based on the ageing of the receivable balances and historical experience in respect of certain categories of the customers. Individual trade receivables are written off when management deems them not to be collectible Liquidity Risk Liquidity risk is the risk that the Company will encounter difficulty in raising funds to meet commitments associated with financial instruments that are settled by delivering cash or another financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value. The Company has an established liquidity risk management framework for managing its short term, medium term and long term funding and liquidity management requirements. The Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Company manages the liquidity risk by maintaining adequate funds in cash and bank balances. The Company also has adequate credit facilities agreed with banks to ensure that there is sufficient cash to meet all its normal operating commitments in a timely and cost-effective manner. The table below analyses derivative and non-derivative financial liabilities of the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

(₹ Crores)

Particulars

As at March 31, 2026 Borrowings Trade payables Lease liability Derivatives Instruments not designated as hedge Other financial liabilities Total As at March 31, 2025 Borrowings Trade payables Lease liability Derivatives Instruments not designated as hedge Other financial liabilities Total

Refer Note
On Demand
Less than 1 year
1 to 5 years
Over 5 years
Total

50.4 : Capital Management: For the purposes of the Company’s capital management, capital includes issued capital and all other equity. The primary objective of the Company’s capital management is to maximize shareholder value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants. The Company monitors capital using gearing ratio, which is net debt (total debt less cash and bank balance) divided by total capital plus net debt.

(₹ Crores)
Particulars
March 31, 2026

March 31, 2025

Total Borrowings (refer note 19) Less: Cash and bank balances (refer Note 14 and 15) Net Debt (A) Total Equity (B) Total Equity and Net Debt (C = A + B) Gearing ratio

Since net debt is negative, same is considered as zero. In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current period. No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2026 and March 31, 2025. 50.5 : Audit Trail The Company uses an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in th

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NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 the accounting software. The audit trail was operated at application level throughout the year and the same has been enabled at the database level from May 17, 2025. The audit trail at the Oracle database level captures details of executed Data Manipulation Language (DML) and Data Definition Language (DDL) statements and it does not retain both old and new values in respect of data modifications. Further, there is no instance of audit trail feature being tampered with in respect of the accounting software where such feature is enabled. Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention. Note 51 : Additional disclosures required as per Schedule III to the Companies Act, 2013; (i) The Company has not traded or invested in Crypto currency or Virtual Currency during the year ended March 31, 2026 and March 31, 2025.

The Company has not traded or invested in Crypto currency or Virtual Currency during the year ended March 31, 2026 and March 31, 2025.

(iii)

(vi)

No proceedings have been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder, as at March 31, 2026 and March 31, 2025. The Company is not a declared wilful defaulter by any bank or financial Institution or other lender, in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India, during the year ended March 31, 2026 and March 31, 2025. The Company did not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956 during the year ended March 31, 2026 and March 31, 2025. There have been no transactions which have not been recorded in the books of accounts, that have been surrendered or disclosed as income during the year ended March 31, 2026 and March 31, 2025, in the tax assessments under the Income Tax Act, 1961. There have been no previously unrecorded income and related assets which were to be properly recorded in the books of account during the year ended March 31, 2026 and March 31, 2025. The Company has taken borrowings from banks and financial institutions and utilised them for the specific purpose for which they were taken as at the Balance sheet date. Quarterly statements of current assets filed by the Company with Bank are in agreement with the books of accounts of the Company for the respective periods, except for the following :

(₹ Crores)

Quarter ended

Nature of current Assets / Liabilities where differences were observed

Amount

Amount disclosed as per as per books quarterly return / statement of accounts

Amount of Difference

Reasons for material difference

June 30, 2025 September 30, 2025 December 31, 2025

March 31, 2026

Notes: Note-1 : Liability towards accrued expenses not considered in returns / statements submitted to bank. Note-2 : Change in estimated subsidy receivables after submission of stock statement not considered in returns / statements submitted to bank. Note-3 : reclassification adjustments after submission of stock statement not considered in returns / statements submitted to bank (vii) Based on the Ministry of Corporate Affairs (MCA) portal, charges aggregating to ₹ 0.46 crore are appearing as “Open” as of March 31, 2026 which were executed with Banks (the lender) in relation to securing repayment of loan facility related to year 1990. The Company is in process to obtain the No Objection th

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FINANCIAL STATEMENTS

STANDALONE NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Certificates from the Banks. Once the same is received, the Company will file the “Satisfaction of Charge” with the Registrar of Companies (ROC). (viii) Utilisation of borrowed funds and share premium: I :- The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall: a)

STANDALONE

NOTES TO THE STANDALONE FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Certificates from the Banks. Once the same is received, the Company will file the “Satisfaction of Charge” with the Registrar of Companies (ROC). (viii) Utilisation of borrowed funds and share premium: I :- The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall: a)

directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or b)

provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries. II :- The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall: a)

directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or b)

provide any guarantee, security or the like on behalf of the ultimate beneficiaries. Note 52 : Code on Social Security On November 21, 2025, the Government of India notified the four Labour codes - The code on Wages, 2019, The Industrial Relations code, 2020, The code on Social Security, 2020 and The Occupational Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing Labour Laws. The Company has assessed the impact of these changes on the basis of internal assessment with guidance provided by the Institute of Chartered Accountants of India. Accordingly, the Company has estimated and recognised past service cost towards incremental obligation in gratuity and leave encashment aggregating to ₹ 3.12 crores based on the best available information and review of the existing wage structure, which is included in Employee Benefits Expense for the year ended March 31, 2026. The Company continues to monitor the finalisation of Central / State Rules and any clarifications from the Government on other aspects of the New Labour Codes and would provide appropriate accounting effect in the relevant period on the basis of such developments as needed. Note 53 : Balances of certain trade receivables, advances given and trade payables are subject to confirmation/ reconciliation, if any. The management does not expect any material difference affecting the financial statements on such reconciliation / adjustments. Note 54 : Event occurred after the Balance Sheet Date: The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval of the financial statements to determine the necessity for recognition and/or reporting of any of these events and transactions in the financial statements. As of May 18, 2026, there were no material subsequent events to be recognized or reported that are not already previously disclosed. Note 55 : The previous year’s figures have been regrouped / reclassified, wherever necessary, to conform to the figures of the current year presentation.

D. V. Parikh Executive Director & CFO

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

For and on behalf of the Board of Directors, Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

Place Date
: Gandhinagar : 18-05-2026
Place Date

: Gandhinagar : 18-05-2026

As per our report of even date For Suresh Surana & Associates LLP Chartered Accountants (Firm Registration No. 121750W /W100010)

Ramesh Gupta Partner Membership No. 102306 th

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CONSOLIDATED INDEPENDENT AUDITORS’ REPORT

Basis for Opinion Emphasis of Matter

CONSOLIDATED

INDEPENDENT AUDITORS’ REPORT

To, The Members of Gujarat Narmada Valley Fertilizers & Chemicals Limited

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated financial statements of Gujarat Narmada Valley Fertilizers & Chemicals Limited (hereinafter referred to as “the Holding Company” or ”the Company”), and its associate, comprising of the consolidated Balance Sheet as at March 31, 2026, the consolidated Statement of Profit and Loss (including other comprehensive income), the consolidated Statement of Changes in Equity and the consolidated Statement of Cash Flows for the year then ended, and notes to the consolidated financial statements, including a summary of material accounting policies and other explanatory information (hereinafter referred to as the “consolidated financial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated financial statements give the information required by the Companies Act, 2013, as amended (the “Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standard prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standard) Rules 2015 as amended (Ind AS) and the accounting principles generally accepted in India, of the state of affairs of Company and its associate as at March 31, 2026, the consolidated profit and consolidated other comprehensive income, consolidated changes in equity and its consolidated cash flows for the year ended on that date.

Basis for Opinion

We conducted our audit of the consolidated financial statements in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the consolidated financial statements’ section of our report. We are independent of the Company and its associate in accordance with the ‘Code of Ethics’ issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements.

Emphasis of Matter

We draw attention to note 43(B) to the consolidated financial statements regarding a matter relating to demand of 21,370 crores (including interest and penalty computed till November 30, 2021) on the Company by Department of Telecommunications (DoT) towards Very Small Aperture Terminal (‘VSAT’) and Internet Service Provider (‘ISP’) Licenses fee relating to earlier years. Based on the legal assessment in consultation with Senior Advocates of the said demand, the Company is of the view that no provision is required to be made at this point of time in respect of above matter.

Our opinion is not modified in respect of above matter.

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Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the consolidated financial statements for the financial year ended March 31, 2026. These matters were addressed in the context of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in that context. We have determined the matters described below to be the key audit matters to be communicated in our report.

We have determined the matters described below to be the key audit matters to be communicated in our report.

Key audit matters

How our audit addressed the key audit matter

Recognition and measurement of Urea Subsidy Income The Urea Subsidy Income is recognized and measured by Our audit procedures included the following: the Company in accordance with notification/ circular/ policies issued by the Department of Fertilizers, Government of India.

Assessed the Company’s revenue recognition policy for Urea Subsidy Income.

During the year ended March 31, 2026, the Company has recognized Urea Subsidy Income of 1,689.59 crores and has outstanding Urea subsidy receivables of 438.31 crores.

The measurement of Urea Subsidy Income involves application of relevant regulatory pronouncements and notifications, understanding of applicable energy norms, and management estimates / judgements including in respect of escalation / de-escalation in the price of the inputs, etc. for the year. The recognised subsidy income may deviate on account of revision / changes in such interpretation, estimates and judgements, arising from notification by the Department of Fertilizers.

Understood, evaluated and tested, on a sample basis, the design and operating effectiveness of key internal controls over recognition and measurement of Urea Subsidy Income.

Accordingly, recognition and measurement of subsidy income is determined to be a key audit matter for our audit of consolidated financial statements.

Valuation of Inventories, including Stores and Spares

Reviewed follow-ups made by the Company with the Department of Fertilizers, Government of India and management assessment of recoverability of aged balances.

Tested the collections made during the year as well as subsequent period against such subsidy income recognized by the Company.

Assessed the appropriateness of disclosures in the consolidated financial statements in respect of Urea Subsidy Income.

The Company has total inventory of 1,018.34 crores Our audit procedures included the following: (net of provision for excess inventory of stores and spares aggregating to Rs. 43.74 crores) which comprises of raw materials

360.86 crores, work-in progress 62.66 crores, finished goods 65.47 crores, Reviewed the management policy for physical verification and the documents related to management’s physical count procedure actually followed during the year.

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CONSOLIDATED Key audit matters

CONSOLIDATED

Key audit matters

How our audit addressed the key audit matter traded goods

2.19 crores and stores and spares 527.16 crores (including coal inventory of crores) as at March 31,2026.

The Company has created the provision of 43.74 crores for excess inventory of stores and spares based on physical verification and on evaluation of its usability including for aged items.

Accordingly, appropriateness of the estimates used to identify the valuation of inventories, including stores and spares is determined to be a key audit matter for our audit of consolidated financial statements.

Understood the management process for assessment of value in use/ net realisable value of various class of inventories and making provision for excess inventory.

Reviewed the management’s judgement applied in estimating the value of excess inventory for stores & spares, taking into consideration management assessment of the present and future condition of the inventory.

Performed substantive audit procedures that included review of working prepared by the management for valuation of inventories and observed that appropriate allocation of fixed cost and variable cost is done in respect of Finished Goods and Work-in-Progress which is in lines with prevailing accounting standards.

Performed Physical verification of inventories as at March 31, 2026. Our procedures did not identify any material exceptions.

Evaluation of uncertain tax demand positions and other legal litigations

The Company has material uncertain tax demand Our audit procedures included the following: positions including matters under dispute which involves significant judgment to determine the possible outcome of these disputes and significant open legal proceedings under arbitration and courts for various matters with its contractors / vendors and in Government departments, continuing from earlier years which are part of Contingent Liability.

Obtained details of completed tax assessments and demands as at 31 March 2026 from the management.

Inquired with the management including in- house legal experts.

Reviewed the minutes of the meetings and those charged with governance, and correspondences between the Company and the external legal experts and other evidences to corroborate management assessment in respect of disputed tax matters.

D i s c u s s e d w i t h t h e m a n a g e m e n t o n t h e development in the litigations during the year ended 31 March 2026 and required provision for contingencies have been made during the Financial Year 2025-26.

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Information Other than the Consolidated Financial Statements and Auditor's Report Thereon The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Board ‘s report, (i.e. Directors’ report, Corporate governance, Management Discussion and Analysis and Shareholder’s information), but does not include the consolidated financial statements and our auditor’s report thereon. The above referred information is expected to be made available to us after the date of this auditor’s report.

Information Other than the Consolidated Financial Statements and Auditor's Report Thereon

The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Board ‘s report, (i.e. Directors’ report, Corporate governance, Management Discussion and Analysis and Shareholder’s information), but does not include the consolidated financial statements and our auditor’s report thereon. The above referred information is expected to be made available to us after the date of this auditor’s report.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether such other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements

The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these consolidated financial statements that give a true and fair view of the consolidated financial position, consolidated financial performance including consolidated other comprehensive income, consolidated changes in equity and consolidated cash flows of the Company and its associate in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended including the Companies (Indian Accounting Standards) Amendment Rules, 2020.

The respective Board of Directors of the Company and of its associate are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and of its associate and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the consolidated financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of the Company, as aforesaid.

In preparing the consolidated financial statements, the respective Board of Directors of the Company and of its associate are responsible for assessing the ability of the Company and of its associate to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company and its associate or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the Company and of its associate are also responsible for overseeing the financial reporting process of the Company and of its associate.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our th

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CONSOLIDATED opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to these consolidated financial statements in place and the operating effectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.

Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Company and of its associate to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company and its associate to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities of the Company and its associate to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the audit of the financial statements of such entities included in the consolidated financial statements of which we are the independent auditors. We remain solely responsible for our audit opinion.

Materiality is the magnitude of misstatements in the consolidated financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the consolidated financial statements.

We communicate with those charged with governance of the Company and such other entities included in the consolidated financial statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

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From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements for the financial year ended March 31, 2026 and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Other Matters

Other Matters

The accompanying consolidated financial statements include the Company’s share of net profit of 11.14 crores for the year ended March 31, 2026 in respect of an associate, whose financial information have not been audited and have been furnished to us by the Management and our opinion on the consolidated financial statements, in so far as it relates to amounts and disclosures included in respect of the associate, and our report in terms of sub-sections (3) of Section 143 of the Act in so far as it relates to the aforesaid associate, is based solely on the such unaudited financial information.

Our opinion on the consolidated financial statements, and our report on Other Legal and Regulatory Requirements below, is not modified in respect of the above matters with respect to our reliance on such unaudited financial information certified by the management.

Report on Other Legal and Regulatory Requirements

As required by Section 143(3) of the Act, based on our audit we report, to the extent applicable, that:

We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements;

In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidation financial statements have been kept by the Company so far as it appears from our examination of those books except for the matters stated in the paragraph 1 (i) (vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.

The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flows dealt with by this Report are in agreement with the books of account maintained for the purpose of preparation of the consolidated financial statements;

In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with the Companies (Indian Accounting Standards) Rules, 2015, as amended:

On the basis of the written representations received from the directors of the Company as on March 31, 2026 taken on record by the Board of Directors of the Company, none of the directors of the Company and its Associate Company incorporated in India, is disqualified as on March 31, 2026 from being appointed as a director in terms of Section 164 (2) of the Act;

The modifications relating to the maintenance of accounts and other matters connected therewith are as stated in the paragraph 1(b) above on reporting under Section 143(3)(b) of the Act and paragraph 1 (i) (vi) below on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014.

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CONSOLIDATED (g)

CONSOLIDATED

With respect to the adequacy of the internal financial controls over financial reporting with reference to these consolidated financial statements of the Company and of its associate incorporated in India and the operating effectiveness of such controls, refer to our separate Report in “Annexure 1” to this report;

With respect to the other matters to be included in the Auditor's Report in accordance with the requirements of Section 197(16) of the Act, as amended:

In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid / provided by the Company to its directors including sitting fees paid to directors, during the year is in accordance with the provisions of Section 197 read with Schedule V to the Act;

With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the explanations given to us and based on the consideration of unaudited financial statements furnished to us by the management in respect of the associate, as noted in the ‘Other matter’ paragraph above:

i. The consolidated financial statements disclose the impact of pending litigations on its consolidated financial position of the Company in its consolidated financial statements - Refer Note 36 (A) to the consolidated financial statements;

ii. Provision has been made in the consolidated financial statements, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts – Refer Note 10 to the consolidated financial statements;

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

iv. (a)

The respective managements of the Company and of its associate has represented that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company and its associate to or in any other person or entity, including foreign entity (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company and its associate (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

The respective managements of Company and its associate has represented, that, to the best of its knowledge and belief, no funds (which are material either individually or in the aggregate) have been received by the Company and its associate from any person or entity, including foreign entity (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Company and its associate shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

Based on the audit procedures that has been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (a) and (b) above, contain any material misstatement.

The final dividend proposed in the previous year, declared and paid by the Company and its associate during the year is in accordance with Section 123 of the Act, as applicable.

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(b) The Board of Directors of the Holding Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of dividend proposed is in accordance with Section 123 of the Act, as applicable.

The Board of Directors of the Holding Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of dividend proposed is in accordance with Section 123 of the Act, as applicable.

Based on our examination, which included test checks, the Holding Company has used accounting software for maintaining its books of account for the financial year ended 31 March 2026 which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all relevant transactions recorded in the software. The audit trail was operated at application level throughout the year and the same has been enabled at the database level from 17 May 2025. The audit trail at the Oracle database level captures details of executed Data Manipulation Language (DML) and Data Definition Language (DDL) statements and it does not retain both old and new values in respect of data modifications. Further, where audit trail (edit log) facility was enabled and operated throughout the year for the accounting software, we did not come across any instance of the audit trail features being tempered with.

Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention.

In case of associate company incorporated in India, we are unable to comment on reporting under Rule 11(g) of the Companies (Audit and Auditors) Rules, 2014 as the audited financial statements has not been issued by its auditor till the date of this report.

With respect to matters specified in paragraphs 3 (xxi) and 4 of the Companies (Auditors Report) Order,2020, (the “Order” / “CARO”), in our opinion and according to the information and explanations given to us, the Holding Company has qualifications or adverse remarks given by the auditor in his report under the Companies (Auditor’s Report) Order, 2020 (CARO):

Name of the Company Gujarat Narmada Valley Fertilizers & Chemicals Limited Gujarat Green Revolution Company Limited

CIN L24110GJ1976PLC002903

Clause number of the CARO report 3(i)(c) , 3(ii)(b), 3 (iii)(c) & (d), 3(vii)(b)

U63020GJ1998PLC035039

Refer note below

In respect an associate company incorporated in India, included in the consolidated financial statements, the CARO report has not been issued by its auditor till the date of this report and the management has furnished the certified unaudited financial information.

Place: Gandhinagar Dated:18 May 2026

For Suresh Surana & Associates LLP Chartered Accountants Firm’s Reg. No. 121750W/W100010

Ramesh Gupta Partner Membership No.: 102306 UDIN: 26102306SPLWOL5500 th

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CONSOLIDATED ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT

ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT Management’s Responsibility for Internal Financial Controls Auditor’s Responsibility

CONSOLIDATED

ANNEXURE 1 TO THE INDEPENDENT AUDITOR’S REPORT

(Referred to in paragraph 1(g) under the heading ‘Report on Other Legal and Regulatory Requirements’ of our report of even date)

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”)

In conjunction with our audit of the consolidated financial statements of the Gujarat Narmada Valley Fertilizers & Chemicals Limited (hereinafter referred to as “the Holding Company” or ”the Company”) as of and for the year ended 31 March 2026, we have audited the internal financial controls over financial reporting with reference to the financial statements of the Company and its associate which are companies incorporated in India, as of that date.

Management’s Responsibility for Internal Financial Controls

The Management of the Company and its associate, which are incorporated in India are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company and its associate considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

Auditor’s Responsibility

Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting with reference to these consolidated financial statements based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, specified under Section 143(10) of the Companies Act, 2013, as amended, to the extent applicable to an audit of internal financial controls, both, issued by Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting with reference to consolidated financial statements was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls over financial reporting with reference to these consolidated financial statements and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting with reference to these consolidated financial statements, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

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Meaning of Internal Financial Controls Over Financial Reporting with reference to these Consolidated Financial Statements A company's internal financial control over financial reporting with reference to these consolidated financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company's internal financial control over financial reporting with reference to consolidated financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Meaning of Internal Financial Controls Over Financial Reporting with reference to these Consolidated Financial Statements

A company's internal financial control over financial reporting with reference to these consolidated financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company's internal financial control over financial reporting with reference to consolidated financial statements includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorisations of management and directors of the Company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over financial reporting with reference to these Consolidated Financial Statements

Because of the inherent limitations of internal financial controls over financial reporting with reference to these consolidated financial statements, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting with reference to consolidated financial statements to future periods are subject to the risk that the internal financial controls over financial reporting with reference to these consolidated financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion and to the best of our information and according to the explanations given to us and based on the consideration of unaudited financial information furnished to us by the management as mentioned in “Other Matter” paragraph below, the Holding Company has, in all material respects, maintained adequate internal financial controls with reference to the consolidated financial statements and such internal financial controls with reference to the consolidated financial statements were operating effectively as at March 31,2026, based on the internal financial control criteria with reference to the consolidated financial statements established by the Holding Company considering the essential components of internal financial control stated in the Guidance Note.

Other Matters

In respect of an associate company incorporated in India, included in the consolidated financial statements, reporting under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls over financial reporting has not been given as the reporting under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls has not been issued by its auditor till the date of this report and the management has furnished the certified unaudited financial information.

Place: Gandhinagar Dated:18 May 2026

For Suresh Surana & Associates LLP Chartered Accountants Firm’s Reg. No. 121750W/W100010

Ramesh Gupta Partner Membership No.: 102306 UDIN: 26102306SPLWOL5500 th

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FINANCIAL STATEMENTS

CONSOLIDATED CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2026

Non-current liabilities (a) Financial liabilities (i)Current liabilities (a) Financial liabilities (i)

CONSOLIDATED

CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2026

Particulars
Notes
As at March 31, 2026
ASSETS I.

Non-current assets (a) Property, plant and equipment (b) Capital work-in-progress (c) Investment property (d) Right of use asset (e) Intangible assets (f) Financial assets (i)

Investments (ii) Loans and advances (iii) Other financial assets (g) Income tax assets (net) (h) Other non-current assets

Current assets (a) Inventories (b) Financial assets (i)

Investments (ii) Trade receivables (iii) Cash and cash equivalents (iv) Other bank balances (v) Loans and advances (vi) Other financial assets (c) Other current assets

Total Assets

EQUITY AND LIABILITIES Equity (a) Equity share capital (b) Other equity

Crores)

As at March 31, 2025

Liabilities I.

Non-current liabilities (a) Financial liabilities (i)

Lease liabilities (ii) Other financial liabilities (b) Provisions (c) Deferred tax liabilities (net) (d) Government grants (deferred income)

Current liabilities (a) Financial liabilities (i)

Total Equity and Liabilities Summary of Material Accounting Policies The accompanying notes are an integral part of the consolidated financial statements

D. V. Parikh Executive Director & CFO

Place : Gandhinagar Date

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

For and on behalf of the Board of Directors, Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

As per our report of even date For Suresh Surana & Associates LLP Chartered Accountants (Firm Registration No. 121750W /W100010)

Place : Gandhinagar Date

Ramesh Gupta Partner Membership No. 102306 th

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STATEMENT OF CONSOLIDATED PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2026 Crores) Particulars

STATEMENT OF CONSOLIDATED PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2026 Crores)

Particulars
Income
Revenue from operations
Other income
Total
Notes
As at March 31, 2026
As at March 31, 2025
Expenses
Cost of raw materials consumed

Purchase of traded goods and goods & services of IT division

Changes in inventories of finished goods, work-in-progress and traded goods

Power, fuel and other utilities
Employee benefits expense
Finance costs
Depreciation and amortisation
Other expenses
Total
Profit before tax
Tax expense / (credit)
Current tax

Earlier year tax adjustments -short / (excess)

Deferred tax (credit)
Total tax expense / (credit)
Profit for the year
Share in Profit of Associate
Profit for the year
Other comprehensive income / (expense)

Other comprehensive income not to be reclassified to profit or loss in subsequent periods:

- Re-measurement (losses) / gain on defined benefit plans

- Income tax effect credit / (charge)

- Net (loss) / gain on FVTOCI equity investments

- Income tax effect credit / (charge)

Net other comprehensive (expense) / income not to be reclassified to profit or loss in subsequent periods

Total other comprehensive (expense) / income for the year, net of tax

Total comprehensive income for the year, net of tax

Earnings per share - (Face value of ₹ 10 each) Basic and Diluted (in

Summary of Material Accounting Policies

The accompanying notes are an integral part of the consolidated financial statements

D. V. Parikh Executive Director & CFO

Place : Gandhinagar Date

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

For and on behalf of the Board of Directors, Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

As per our report of even date For Suresh Surana & Associates LLP Chartered Accountants (Firm Registration No. 121750W /W100010)

Ramesh Gupta Partner Membership No. 102306 th

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FINANCIAL STATEMENTS

CONSOLIDATED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED MARCH 31, 2026

(A) Equity share capital

Crores)

Particulars Balance as at April 01, 2024 Changes in Equity Share Capital due to prior period errors

Note

Amount 146.94

Restated balance at the April 01, 2024 Changes in equity share capital during the year (Refer Note 17.1) Balance as at March 31, 2025 Changes in Equity Share Capital due to prior period errors Restated balance at the March 31, 2025 Changes in equity share capital during the year Balance as at March 31, 2026

(B) Other equity
Particulars
Reserves and surplus
Capital reserve
Capital redemption reserve
Securities premium
General reserve
Retained earnings

Equity instruments at fair value through other comprehen sive income

Crores)
Total
Note 18.1
Note 18.1
Note 18.1
Note 18.1
Note 18.1
Note 18.2
Balance as at April 01, 2024

Other comprehensive income for the year Total comprehensive income for the year Dividend paid during the year (refer Note 18.3) Transfer from retained earnings Balance as at March 31, 2026

Summary of Material Accounting Policies

2 The accompanying notes are an integral part of the consolidated financial statements

D. V. Parikh Executive Director & CFO

Place : Gandhinagar Date

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

For and on behalf of the Board of Directors, Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

As per our report of even date For Suresh Surana & Associates LLP Chartered Accountants (Firm Registration No. 121750W /W100010)

Place : Gandhinagar Date

Ramesh Gupta Partner Membership No. 102306 th

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STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2026 Crores)

STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2026

Crores)
Particulars
Cash flow from operating activities

Profit before tax as per statement of profit and loss

Adjustments for:

Loss on sale / discard / write off of property, plant and equipment (net)

Loss / (gain) on sale of investments (net)

Interim distribution towards investments

Depreciation and amortization

Interest expense on employee loan fair valuation

Interest income
Dividend income
Amortization of grant income

Fair valuation loss / (gain) on investments measured at FVTPL (net)

Unclaimed liabilities / excess provision for doubtful debt written back

Unrealised foreign exchange fluctuation (gain) / loss

Finance costs
Premium on forward contracts
Provision for excess Inventory
Provision for Unspent CSR obligation
Provision for contingencies

Advances / bad debts / other receivables written off

Provision for doubtful debts / advances (net)

Operating profit before working capital changes

Movements in working capital :

(Increase) / Decrease in trade receivables, including subsidy

Decrease / (increase) in inventories

(Increase) / decrease in financial assets

(Increase) in loans and advances and other assets

Increase / (decrease) in provisions

(Decrease) / Increase in trade payables and other liabilities

(Decrease) in financial liabilities
Cash generated from operations
Income taxes paid (net)

Net cash flow generated from operating activities (A)

Cash flows from investing activities

Payment for purchase of property, plant & equipment (Including capital work In progress and capital advances)

Proceeds from sale / concession received of property, plant and equipment

Year ended March 31, 2026
Year ended March 31, 2025
1.83 th
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FINANCIAL STATEMENTS

CONSOLIDATED STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2026

Crores)
Particulars
Year ended March 31, 2026
Year ended March 31, 2025
Purchase of investments (refer Note 8)

Proceeds from sale / maturity of investments / other advances

(Increase) in deposits with corporates (net)

Decrease / (increase) in deposits / balances with banks (net)

Interest received

Dividend received

Net cash flow (used in) investing activities (B)

Cash flows from financing activities
Proceeds from short term borrowings
Repayment of short term borrowings
Interest paid
Dividend paid
Premium on forward contracts

Net cash flow (used in) financing activities (C)

Net increase / (decrease) in cash and cash equivalents (A + B + C)

Cash and cash equivalents at the beginning of the year

Cash and cash equivalents at the end of the year

Notes:
Component of Cash and Cash equivalents
- Cash on hand

- Debit balance in cash credit and overdraft accounts

- Balances with bank in current accounts

Total (refer Note 14)

Less: Cash credit and overdraft accounts (refer Note 19)

Total cash and cash equivalents

Summary of Material Accounting Policies

The accompanying notes are an integral part of the consolidated financial statements

(2) Disclosure with regards to changes in liabilities arising from Financing activities as set out in Ind AS 7 – Statement of Cash Flows is presented under Note-21(a).

D. V. Parikh Executive Director & CFO

Place : Gandhinagar Date

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

For and on behalf of the Board of Directors, Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

As per our report of even date For Suresh Surana & Associates LLP Chartered Accountants (Firm Registration No. 121750W /W100010)

Ramesh Gupta Partner Membership No. 102306 th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 1 Corporate information

Basis of preparation Basis of Consolidation

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 1

Corporate information

The Company is one of India’s leading entities engaged in the manufacturing and selling of fertilizers, industrial chemical products and providing IT services.

The financial statements were approved for issue in accordance with a resolution of the Board of Directors on May 18, 2026.

Material accounting policies

Basis of preparation

These consolidated financial statements have been prepared in accordance with the Indian Accounting Standards (referred to as “Ind AS”) notified under section 133 of the Companies Act, 2013 read with the Companies (Indian Accounting Standards) Rules, 2015 as amended from time to time and presentation requirements of Division II of Schedule III to the Companies Act, 2013, (Ind AS compliant Schedule III).

The consolidated financial statements have been prepared on going concern basis using historical cost, except for the following assets and liabilities which have been measured at fair value amount:

Consolidated Financial statements are presented in Indian Rupees ( ) which is the functional currency, and all values are rounded off to the nearest crores as per the requirement of Schedule III to the Companies Act, 2013, except where otherwise indicated.

Basis of Consolidation

The consolidated financial statements comprise the financial statements of the Group and its subsidiary as at March 31, 2026.

Consolidated financial statements are prepared using uniform accounting policies for like transactions and other events in similar circumstances. If a member of the group uses accounting policies other than those adopted in the consolidated financial statements for like transactions and events in similar circumstances, appropriate adjustments are made to that group member’s financial statements in preparing the consolidated financial statements to ensure conformity with the group’s accounting policies.

The financial statements of subsidiary used for the purpose of consolidation are drawn up to same reporting date as that of the parent Group, i.e., year ended on March 31, 2026.

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Consolidation procedure:

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Consolidation procedure:

(a) Combine like items of assets, liabilities, equity, income, expenses and cash flows of the parent with those of its subsidiary. For this purpose, income and expenses of the subsidiary are based on the amounts of the assets and liabilities recognised in the consolidated financial statements from the date of incorporation.

(b) Offset (eliminate) the carrying amount of the parent’s investment in a subsidiary.

(c) Eliminate in full intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between entities of the group (profits or losses resulting from intragroup transactions that are recognised in assets, such as inventory and fixed assets, are eliminated in full). Intragroup losses may indicate an impairment that requires recognition in the consolidated financial statements. Ind AS 12 Income Taxes applies to temporary differences that arise from the elimination of profits and losses resulting from intragroup transactions.

Summary of material accounting policies a)

Investment in associates

An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee, but is not control or joint control over those policies.

The considerations made in determining whether significant influence or joint control are similar to those necessary to determine control over the subsidiaries.

The Group’s investments in its associate are accounted for using the equity method. Under the equity method, the investment in an associate is initially recognised at cost. The carrying amount of the investment is adjusted to recognise changes in the Group’s share of net assets of the associate since the acquisition date. Goodwill relating to the associate is included in the carrying amount of the investment and is not tested for impairment individually.

The statement of profit and loss reflects the Group’s share of the results of operations of the associate. In addition, when there has been a change recognised directly in the equity of the associate, the Group recognises its share of any changes, when applicable, in the statement of changes in equity. Unrealised gains and losses resulting from transactions between the Group and the associate are eliminated to the extent of the interest in the associate.

If an entity’s share of losses of an associate equals or exceeds its interest in the associate (which includes any long term interest that, in substance, form part of the Group’s net investment in the associate), the entity discontinues recognising its share of further losses. Additional losses are recognised only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate. If the associate subsequently reports profits, the entity resumes recognising its share of those profits only after its share of the profits equals the share of losses not recognised.

The financial statements of the associate are prepared for the same reporting period as the Group. When necessary, adjustments are made to bring the accounting policies in line with those of the Group.

After application of the equity method, the Group determines whether it is necessary to recognise an impairment loss on its investment in its associate. At each reporting date, the Group determines whether there is objective evidence that the investment in the associate is impaired. If there is such evidence, the Group calculates the amount of impairment as the difference between the recoverable th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 amount of the associate and its carrying value, and then recognises the loss as ‘Share of profit of an associate’ in the statement of profit or loss. b)

Foreign currency transactions Fair value measurement

Upon loss of significant influence over the associate, the Group measures and recognises any retained investment at its fair value. Any difference between the carrying amount of the associate upon loss of significant influence and the fair value of the retained investment and proceeds from disposal is recognised in profit or loss.

Current versus non-current classification c)

The Company presents assets and liabilities in the balance sheet based on current / non-current classification. An asset is treated as current when it is:

All other assets are classified as non-current.

A liability is current when it is:

It is expected to be settled in normal operating cycle; or It is held primarily for the purpose of trading; or It is due to be settled within twelve months after the reporting period; or There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period

The Company classifies all other liabilities as non-current.

Deferred tax assets and liabilities are classified as non-current assets and liabilities respectively.

The operating cycle is the time between the acquisition of assets for processing and their realization in cash and cash equivalents. The Company has identified twelve months as its operating cycle.

Foreign currency transactions

The Company’s financial statements are presented in Indian Rupees ( ), which is also the functional currency of the Company.

Transactions in foreign currencies are initially recorded at the exchange rate prevailing at the date of the transaction.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the date of initial transactions.

Fair value measurement

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 In the principal market for the asset or liability, or In the absence of a principal market, the most advantageous market for the asset or liability.

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 In the principal market for the asset or liability, or In the absence of a principal market, the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible by the Company.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorized within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities

Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable

External valuers are involved for valuation of significant assets, such as investments properties, unquoted investments and loan to employees.

This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant notes.

Disclosures for valuation methods, significant estimates and assumptions (refer Note 49)

Quantitative disclosures of fair value measurement hierarchy (refer Note 49.2)

Investment in unquoted equity shares (refer Note 8)

Investment properties (refer Note 6)

Financial instruments (including those carried at amortized cost) (refer Note 49.1)

Revenue from contracts with customers

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 to be entitled in exchange for those goods or services. The Company derives its revenues from sale of goods such as fertilizers, industrial chemicals, government subsidies on sale of fertilizers and information technology related hardware / software services. The Company is generally the principal in its revenue arrangements because it controls goods or services before transferring them to the customer, except for the agency services where revenue is recognised on net basis. The disclosure of significant accounting judgements, estimates and assumptions relating to revenue from contract with customers are provided in Note 3.

Sale of goods Urea product subsidy ANP product subsidy Urea and ANP freight subsidy

The disclosure of significant accounting judgements, estimates and assumptions relating to revenue from contract with customers are provided in Note 3.

Sale of goods

The Company considers whether there are other promises in the contract (supply of information technology goods) that are separate performance obligations to which a portion of the transaction price needs to be allocated (e.g. installation, warranties etc.) based on materiality of such obligation. In determining the transaction price for the sale of goods, the Company considers the effect of variable consideration and consideration payable to the customer (if any).

Urea product subsidy

ANP product subsidy

Urea and ANP freight subsidy

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Direct dispatch from plant by road), subsidy income is recognized based on the lower of the normative notified rates approved by the GoI or the actual freight incurred.

Rendering of services (including contracted services)Interest income Insurance claims Government grants Export incentive Contract assets Trade receivables (including subsidy receivables)

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Direct dispatch from plant by road), subsidy income is recognized based on the lower of the normative notified rates approved by the GoI or the actual freight incurred.

Rendering of services (including contracted services)

Interest income

Dividends

Insurance claims

Claims receivable on account of insurance are accounted for to the extent no significant uncertainty exist for the measurement and realisation of the amount.

Government grants

Export incentive

Export incentives under various schemes notified by government are accounted for in the year of exports based on the eligibility, reasonable accuracy and conditions precedent to claim are fulfilled.

Contract balances

Contract assets

Trade receivables (including subsidy receivables)

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 policies of financial assets in section p "Financial instruments – initial recognition and subsequent measurement." g)

Contract liabilities Current income tax Deferred tax

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 policies of financial assets in section p "Financial instruments – initial recognition and subsequent measurement."

Contract liabilities

Taxes

Tax expense comprises of current income tax and deferred tax.

Current income tax

Current income tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. Current income tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income-Tax Act, 1961 enacted in India. The tax rates and tax laws used to compute the amount are those that are enacted or substantially enacted, at the reporting date.

Deferred tax

Deferred tax liabilities are recognized for all taxable temporary differences, except

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 In respect of deductible temporary differences associated with investments in associates, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 In respect of deductible temporary differences associated with investments in associates, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.

Deferred tax assets and liabilities are offset if and only if there is a legally enforceable right to offset corresponding current tax assets against current tax liabilities and when the deferred tax assets and deferred tax liabilities relate to income taxes levied by the same tax authority on the Company.

Property, plant and equipment (PPE)

Measurement at recognition

Items of stores and spares that meet the definition of property, plant and equipment are capitalized at cost and depreciated over their useful life.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Capital Work in progress Cost of assets not ready for intended use, as on the balance sheet date, is shown as capital work in progress. Advances given towards acquisition of fixed assets outstanding at each balance sheet date are disclosed as Other Non-Current Assets.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Capital Work in progress

Depreciation

Sr No
Category
Plant and equipment (including capital spares)
Furniture and Fixtures
Office equipments
Roads, culverts and compound wall
Water supply and drainage system
Building
Railway sidings
Vehicles
Useful life in years
Ranging from 2 to 40 years
Ranging from 2 to 20 years
Ranging from 2 to 13 years
Ranging from 3 to 30 years
Ranging from 5 to 15 years
Ranging from 3 to 60 years
15 years

Ranging from 4 to 10 years

The identified components of Property, Plant and Equipments are depreciated over their useful lives and the remaining components are depreciated over the life of principal assets.

Freehold land is not depreciated.

De-recognition

The carrying amount of an item of property, plant and equipment is derecognized on disposal or when no future economic benefits are expected from its use or disposal. The gain or loss arising from the Derecognition of an item of property, plant and equipment is measured as the difference between the net disposal proceeds and the carrying amount of the item and is recognized in the Statement of Profit and Loss when the item is derecognized.

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 i)

Investment Properties Intangible assets

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 i)

Investment Properties

The Company depreciates building component of investment property over 60 years from the date of original purchase.

Investment properties are derecognised either when they have been disposed off or do not meet the criteria of investment property i.e. when investment property is permanently withdrawn from use and no future economic benefit is expected from their disposal. The difference between the net disposal proceeds and the carrying amount of the asset is recognised in profit or loss in the period of derecognition.

Intangible assets

A summary of the policies applied to the Company’s intangible assets is as follows:

Sr No Intangible Assets
Computer software
Licenses

Method of Amortization on straight line basis

Estimated Useful life

Three years or validity period whichever is lower

Over its useful life of 20 years th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 k) Leases

Company as a lessee (i) Right-of-use Assets 3 years (ii) Lease liabilities

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 k)

Leases

Company as a lessee

(i) Right-of-use Assets

Sr No
Category
Lease hold land

Building (includes Godown / warehouses & office premises)

Vehicle
Life
8 to 99 years
3 to 5 years

3 years

The right-of-use assets are also subject to impairment. Refer to the accounting policies in section (m) Impairment of non-financial assets.

(ii) Lease liabilities

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is re-measured if there is a modification, a change in the lease term, a change in the lease payments (e.g. changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

Company as a lessor l)m) Impairment of non-financial assets

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is re-measured if there is a modification, a change in the lease term, a change in the lease payments (e.g. changes to future payments resulting from a change in an index or rate used to determine such lease payments) or a change in the assessment of an option to purchase the underlying asset.

(iii) Short-term leases and leases of low-value assets

Company as a lessor l)

Inventories

Inventories of Raw materials, Work-in-progress, Finished goods and Stock-in-trade are valued at the lower of cost and net realisable value. However, Raw materials and work-in-progress held for use in the production of inventories are not written down below cost if the finished products in which they will be incorporated are expected to be sold at or above cost.

Raw materials: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Moving Weighted Average Cost basis.

Finished goods and work in progress: Cost includes cost of direct materials and labour and a proportion of manufacturing overheads based on the normal operating capacity, but excluding borrowing costs. Cost is determined on Moving Weighted Average Cost basis.

Traded goods: Cost includes cost of purchase and other costs incurred in bringing the inventories to their present location and condition. Cost is determined on Moving Weighted Average Cost basis.

All other inventories of stores and consumables (including coal) are valued at Moving Weighted Average Cost basis after providing for obsolescence and other losses considering the ageing of inventory and usability, where considered necessary on an item-by-item basis. Stores and Spares includes equipment spare parts, catalyst and others which are held as inventory by the Company.

Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.

m) Impairment of non-financial assets

The Company assesses, at each reporting date, whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset’s recoverable amount. An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s (CGU) fair value less costs of disposal and its value in use. The th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 recoverable amount is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or group of assets. When the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. n)

Provisions and contingencies Retirement and other employee benefits

In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs of disposal, recent market transactions are taken into account. If no such transactions can be identified, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded companies or other available fair value indicators.

Impairment losses including impairment on inventories, are recognized in the statement of profit and loss.

For assets excluding goodwill, an assessment is made at each reporting date to determine whether there is an indication that previously recognized impairment losses no longer exist or have decreased. If such indication exists, the Company estimates the asset’s or CGU’s recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the asset’s recoverable amount since the last impairment loss was recognised. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in the statement of profit and loss as an exceptional item.

Under Ind AS 116 para 33 right-of-use assets are subject to the impairment requirements of Ind AS 36 - Impairment of assets.

Provisions and contingencies

Provisions and contingent liabilities are reviewed at each Balance Sheet date.

Retirement and other employee benefits

The employee’s gratuity fund scheme and post-retirement medical benefit schemes are Company’s th

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 defined benefit plans. The contributions under the plans are made to separately administered funds. The cost of providing benefits under such defined benefit plans is determined based on the actuarial valuation using the Projected Unit Credit Method as at the date of the Balance sheet. In case of funded plans, the fair value of plan asset is reduced from the gross obligation under the defined benefit plans, to recognize the obligation on the net basis.

Financial instruments Initial recognition and measurement

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 defined benefit plans. The contributions under the plans are made to separately administered funds. The cost of providing benefits under such defined benefit plans is determined based on the actuarial valuation using the Projected Unit Credit Method as at the date of the Balance sheet. In case of funded plans, the fair value of plan asset is reduced from the gross obligation under the defined benefit plans, to recognize the obligation on the net basis.

Service costs comprising current service costs, past-service costs, gains and losses on curtailments and non-routine settlements; and Net interest expense or income

Accumulated leave, which is expected to be utilised within the next twelve months, is treated as short term employee benefits. The Company measures the expected cost of such absence as the additional amount that is expected to pay as a result of the unused entitlement that has accumulated at the reporting date. The Company treats accumulated leave expected to be carried forward beyond twelve months as long term compensated absences which are provided for based on actuarial valuation as at the end of the period. The actuarial valuation is done as per Projected Unit Credit Method and all gains / losses due to actuarial valuation are immediately recognised in profit or loss in the period in which they arise.

Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial assets

Initial recognition and measurement

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 assets in order to collect contractual cash flows while financial assets classified and measured at fair value through OCI are held within a business model with the objective of both holding to collect contractual cash flows and selling. In order for a financial asset to be classified and measured at amortised cost or fair value through OCI, it needs to give rise to cash flows that are solely payment of principal and interest (SPPI) on the principal amount outstanding. This assessment is referred to as the SPPI test and is performed at an instrument level. Financial assets with cash flows that are not SPPI are classified and measured at fair value through profit or loss, irrespective of the business model.

Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in three categories:

Financial assets measured at amortized cost (debt instrument)

(ii) Financial assets designated at fair value through OCI with no recycling of cumulative gains and losses upon derecognition (equity instruments)

(iii) Financial assets measured at fair value through profit or loss (FVTPL)

(i) Financial assets measured at amortized cost (debt instrument)

A 'financial asset' is measured at amortized cost if both the following conditions are met:

(a) the financial asset is held within a business model whose objective is to hold assets in order to collect contractual cash flows, and (b) the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

(ii) Financial assets designated at fair value through OCI (equity instruments)

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 within equity. Equity instruments designated at fair value through OCI are not subject to impairment assessment.

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 within equity. Equity instruments designated at fair value through OCI are not subject to impairment assessment.

(iii) Financial assets at fair value through profit or loss (FVTPL)

FVTPL is a residual category for financial assets. Any financial asset, which does not meet the criteria for categorization as at amortized cost or as FVTOCI, is classified as at FVTPL.

Derecognition

A financial asset (or, where applicable, a part of a financial asset or part of a group of similar financial assets) is primarily derecognised (i.e. removed from the Company’s balance sheet) when :

The rights to receive cash flows from the asset have expired, or The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ‘passthrough’ arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

Impairment of financial assets

The Company applies expected credit loss (ECL) model for measurement and recognition of impairment loss on the following financial assets and credit risk exposure;

Financial assets that are debt instruments, and are measured at amortized cost e.g. loans, debt securities, deposits and bank balances.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b) Financial assets that are equity instruments and are measured at fair value through other comprehensive income (FVTOCI)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b)

Financial assets that are equity instruments and are measured at fair value through other comprehensive income (FVTOCI)

Trade receivables or any contractual right to receive cash or another financial asset that result from transactions that are within the scope of Ind AS 115.

The Company follows ‘simplified approach’ for recognition of impairment loss allowance on trade receivables or contract revenue receivables.

Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss. Loans, borrowings and payables are subsequently measured at amortised cost whereas derivatives are measured at fair value through profit and loss.

All financial liabilities are recognized initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The Company’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts and derivative financial instruments.

Subsequent measurement

For the purpose of subsequent measurement, financial liabilities are classified into two categories:

Financial liabilities measured at fair value through profit or loss

(ii) Financial liabilities measured at amortised cost (loans and borrowings)

Financial liabilities at fair value through profit or loss

Gains or losses on liabilities held for trading are recognized in the profit or loss.

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognized in the statement of profit or loss.

Reclassification of financial assets and liabilities Offsetting of financial instruments Initial recognition and subsequent measurement

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognized in the statement of profit or loss.

Financial liabilities measured at amortised cost (loans and borrowings)

This category generally applies to borrowings.

Derecognition

Reclassification of financial assets and liabilities

The Company determines classification of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The Company’s senior management determines change in the business model as a result of external or internal changes which are significant to the Company’s operations. Such changes are evident to external parties. A change in the business model occurs when the Company either begins or ceases to perform an activity that is significant to its operations. If the Company reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in business model. The Company does not restate any previously recognized gains, losses (including impairment gains or losses) or interest.

Offsetting of financial instruments

Derivative financial instruments

Initial recognition and subsequent measurement

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Any gains or losses arising from changes in the fair value of derivative financial instrument or on settlement of such derivative financial instruments are recognized in statement of profit and loss and are classified as Foreign Exchange (Gain) / Loss except those relating to borrowings, which are separately classified under Finance Cost. r)

Cash and cash equivalents Earnings per share u)Segment Accounting 2.4 Recent accounting pronouncements

Cash and cash equivalents

Cash dividend to equity holders of the Company t)

Earnings per share u)

Basic earnings per share are calculated by dividing the profit for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period.

For the purpose of calculating diluted earnings per share, the profit for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.

Segment Accounting

The identified reportable segments are Fertilizers, Chemicals and Others in terms of the requirements of Ind AS 108 "Operating Segments" as notified under section 133 of the Companies Act, 2013.

2.4 Recent accounting pronouncements

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time.

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Ind AS 21 – The Effects of Changes in Foreign Exchange Rates

Ind AS 12, Income Taxes Significant accounting judgement, estimates and assumptions Estimates and assumptions

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Ind AS 21 – The Effects of Changes in Foreign Exchange Rates

Ind AS 1 – Presentation of Financial Statements

Ind AS 7- Statement of Cash Flows and Ind AS 107 - Financial Instruments: Disclosures

Ind AS 12, Income Taxes

In August 2025, MCA notified amendments to Ind AS 12 with respect to International tax reform—Pillar Two model rules. It does not have any impact on financial statements.

Significant accounting judgement, estimates and assumptions

Judgements

Estimates and assumptions

Taxes

Deferred tax assets are recognized for unused tax credits to the extent that it is probable that taxable profit th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 will be available against which the credits can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognized, based upon the likely timing and the level of future taxable profits together with future tax planning strategies. Further details on taxes are disclosed in Note 26. Defined benefit plans (gratuity benefits and other post-employment medical benefits)

Fair value measurement of financial instruments Impairment of non-financial assets

Defined benefit plans (gratuity benefits and other post-employment medical benefits)

Further details about gratuity and post-employment medical benefits obligations are given in Note 41.

Fair value measurement of financial instruments

When the fair values of financial assets and financial liabilities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. Refer Note 49 for further disclosures.

Impairment of non-financial assets

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Leases - Estimating the incremental borrowing rate

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Leases - Estimating the incremental borrowing rate

Evaluation of uncertain tax demand positions and other legal litigation

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th 50 Annual Report 2025-2026 | 289

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FINANCIAL STATEMENTS

CONSOLIDATED th 290 | 50 Annual Report 2025-2026

CONSOLIDATED th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 5 : Capital Work in Progress 5.1

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 5 : Capital Work in Progress

: Major items / projects under Capital work in progres: It mainly includes cost incurred on Coal based captive power plant at dahej ( 375.58 crores), WNA-III project ( 355.68 crores), AMUGL Project ( 28.21 crores), TDI II Dahej Plant ( 16.50 crores), Re-routing of water pipeline ( 20.05 crores), Urea Plant ( 42.28 crores) and Capital Inventory ( 39.08 crores).

: CWIP Ageing Schedule Particulars

As on 31.03.2026 Projects in progress Projects temporarily suspended Total as on 31.03.2026 As on 31.03.2025 Projects in progress Projects temporarily suspended Total as on 31.03.2025

Less than 1 year

Amount in CWIP for a period of 1 to 2 year

2 to 3 year more than 3 years

Crores) Grand Total

CWIP completion schedule For capital-work-in progress, whose completion is overdue or has exceeded its cost compared to its original plan.

Crores)

Particulars

To be completed in As on 31.03.2026 - Projects and Schemes in Progress - 18MW CCPP Project - Urea Reactor replacement - Rerouting of Gadkhol water supply - Conversion of Torque Converter to VFD - Installation of H2 Compressor at ASGP plant - Liaison Office Renovation - New Delhi - Real-Time Gas Dispersion Modeling System - Once through ODCB in vacuum pump - Rerouting GNFC Dahej Effluent discharge - New CMG Office Building - Dehydration Column Feed Preheater - Fire fighting system for GNFC Township - Filled Carbouy platform construction - Dedicated fibre-optic network - Construction of mechanical workshop for Dry sectin - Fire water pump house upgradation S-500869 - DM water filling & Drainage System upgradation - Meth2: UPS, 115V & 230V ACDB replacement - Renovation of Boiler Officers' offices - Other Various Modification / Upgradation schemes * Total as on 31.03.2026

Less than 1 year

1 to 2 year

2 to 3 year more than 3 years

* None of the projects has exceeded it's cost compared to its original plan except Security building at TDI II location which is exceeded by 0.63 crore.

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Crores)
Particulars
Less than 1 year

To be completed in 1 to 2 year

2 to 3 year more than 3 years

11.05 * None of the projects has exceeded it's cost compared to its original plan except Additional MTD storage tanks which is exceeded by 0.47 crore.

Note 6
Investment property
Particulars
Building
Crores) Total
Cost
As at April 01, 2024
Additions (subsequent expenditure)
As at March 31, 2025
Additions (subsequent expenditure)
As at March 31, 2026
Depreciation
As at April 01, 2024
Depreciation for the year
As at March 31, 2025
Depreciation for the year
As at March 31, 2026
Net Block
As at March 31, 2026
As at March 31, 2025
36.15 th
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Information regarding income and expenditure of Investment property

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Information regarding income and expenditure of Investment property

Particulars

Year ended March 31, 2026

Crores) Year ended March 31, 2025

As at March 31, 2026 and March 31, 2025, the fair values of the investment property is 120.16 crores and 112.57 crores respectively, based on valuations performed by an accredited independent valuer, who is a specialist in valuing such types of investment properties.

(iii)

The Company has no restrictions on the realisability of its investment property and no contractual obligations to purchase, construct or develop investment properties or for repairs, maintenance and enhancements. Fair value hierarchy disclosure for investment properties have been provided in Note 50.2. Note 7 : Intangible assets

Crores)
Particulars
Computer software
Licenses
Others *

Total

During the previous year, the Company has capitalized, the contribution made towards desalination project, as Intangible assets with capitalization date of November 2022.

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Note 8 : Investments
Particulars
As at March 31, 2026
Crores)
As at March 31, 2025

Investment in Associate at cost (Unquoted) Investment in equity instrument (In fully paid up equity shares) 12,50,000 (previous year 12,50,000) Equity shares of Gujarat Green Revolution Company Limited of 10/- each** Total (ii) Investments at fair value through other comprehensive income (FVTOCI) [Refer note (a & b)] Investments at FVTOCI Investments in equity instruments-quoted (In fully paid up equity shares) A) 75,00,000 (previous year 75,00,000) Equity Shares of Gujarat State Fertilizers & Chemicals Limited of 2/- each B) 24,94,365 (previous year 17,59,996) Equity Shares of Gujarat Alkalies & Chemicals Limited of 10/- each ## C) Nil (previous year 80,00,000) Equity Shares of Gujarat State Petronet Limited of 10/- each **** D) 71,26,625 (previous year 2,66,445) Equity Shares of Gujarat Gas Limited of 2/- each ****

Investments in equity instruments-unquoted A) Nil (previous year 2,15,43,200) equity shares of Gujarat State Petroleum Corporation Limited of 1/- each **** B) 42,000 (previous year 42,000) equity shares of Bharuch Enviro Infrastructure Limited of 10/- each C) 20,000 (previous year 20,000) equity shares of Gujarat Venture Finance Limited of 10/- each D) 18,39,60,000 (previous year 18,39,60,000) equity shares of Gujarat Chemical Port Limited of 1/- each (formerly known as Gujarat Chemical Port Terminal Company Limited) E) 2,42,10,000 (previous year 2,42,10,000) equity shares of Ecophos GNFC Private Limited of 10/- each @ , # F) 1,35,30,000 (previous year 1,35,30,000) equity shares of Bharuch Dahej Railway Company Limited of 10/- each

Total Investments at FVTOCI
20.32 392.27 871.19 th
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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Particulars

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Particulars
As at March 31, 2026
Crores)

As at March 31, 2025

(iii) Investments at fair value through profit and loss (FVTPL) Investments at FVTPL - Quoted A) Investments in InvIT fund of Roadstar infra investment trust (2,00,000 units of 100/- each) *** Investments at FVTPL - Unquoted A) Investments in Government securities B) Investments in Debentures $ C) Investments in State Development Loans Total Investments at FVTPL (iv) Investments at amortized cost Investments at Amortized cost - Unquoted A) Investments in Government securities Total Investments at Amortized cost Non-current Current Total investments

Aggregate book value of quoted investments and market value thereof Aggregate amount of unquoted investments

Amount nullified on conversion to crores. ** Investment in Associate is accounted under Equity method as under: Opening Carrying Value of Investments Additon during the year Carrying Value of Investments at the year end

During the current year, the Company has made investment of 35.71 crores by acquiring 7,34,369 equity shares of GACL, having face value of 10/- each at an average price of 486.29/- per equity share. The post issue, shareholding of the Company has changed from 2.40% to 3.40% of the total paid up share capital of GACL.

The Company is carrying physical share certificate in respect of this investment.

M/s Ecophos GNFC India Private Limited (EGIPL) is the joint venture company formed by the Company and M/s Ecophos S.A - a Belgium based company for manufacturing of Di-Calcium Phosphate (DCP) at Dahej location. The Company holds 15% shareholding of EGIPL at issued value of 24.21 crores. During the FY 2019-20, M/s Eophos S.A. (shareholder) holding 85% shareholding of EGIPL had applied for bankruptcy. Consequently all the nominee directors of EGIPL, Managing Director and Company Secretary of EGIPL resigned. Plant installation for manufacturing of DCP didn't commenced. Accordingly, the Company valued such investment as at March 31, 2026 and as at March 31, 2025 at the nominal consideration of 1.

1 for each security reduced by the amount received till date) as against total face value of 26.07 crores as on 31.03.2026.

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Further, during the previous year, the Company has received

3.56 crores from Reliance Capital as full and final settlement towards investments in its two non-convertible debentures series. The Company had already made good the loss while transferring the PF corpus to the Employees’ Provident Fund Organisation (EPFO) by considering the fair value of securities at 1 each. Total face value of investments was 6 crores. During the previous year, the Company had received 2,00,000 units of Roadstar Infra Investment Trust (RIIT) having a face value of 100 per unit, aggregating to 2 crores, under Round 2 and Round 3 of interim distribution from IL&FS. Although these units are listed on the stock exchange, there has been no active trading and fair price discovery remains pending. Consequently, the Company has recognised the investment at a nominal fair value of 0.22 as on 31.03.2026. As per the stock exchange filing of Gujarat Gas Limited (GGL) on 17.04.2026, Hon’ble MCA, vide its order dated 08.04.2026, has sanctioned the Composite Scheme of Arrangement wherein the Gujarat State Petroleum Corporation Limited (GSPC), Gujarat State Petronet Limited (GSPL) will be amalgamated with the GGL.

All the Companies involved in the Composite Scheme of Arrangement have filed certified copy of the aforesaid Order, along with a copy of the Composite Scheme of Arrangement, in e-Form INC-28 with the Registrar of Companies, Ahmedabad on 01.05.2026 and the Scheme has become effective. Further, GGL has fixed 12.05.2026 as the Record Date for determining the shareholders of GSPC and GSPL who shall be issued and allotted the shares of GGL under the Scheme. Considering the above facts, the Company, has considered this event as an adjusting event under Ind AS 10. Accordingly, the Company has de-recognised the investments in GSPC and GSPL as on 31.03.2026 and recognised the shares to be received from GGL, as per the approved share exchange ratio, at market price of GGL as on last trading day of financial year. The impacts of 11.31 crores is recognised in other comprehensive income as per the option already selected by the company at the time of adoption of Ind AS. The fair value of the quoted equity investments are derived from quoted market prices in active market. Investments include investment in unquoted equity shares. Fair value of unquoted investment in equity instrument have been carried out by independent valuer using Net Assets Value model and comparable companies model following Market Approach and Asset Approach. The valuation requires management to make certain assumptions about the model inputs, including forecast cash flows, discount rate, credit risk, volatility, net assets and market multiples. The probabilities of various estimates within the range can be reasonably assessed and are used in management's estimates for fair value for these unquoted equity instruments. Reconciliation of fair value measurement of the investments in equity shares

Crores)
Particulars
Year ended March 31, 2026

Year ended March 31, 2025

Opening Balance Add : Investment made during the year Add : Fair value gain / (loss) recognised in Other Comprehensive Income Closing Balance

(75.69) 871.19 th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 9 : Loans and advances

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Note 9 : Loans and advances
Particulars
As at March 31, 2026
Crores)

As at March 31, 2025

Loan to other companies Less: Provision for doubtful loans

Total Total loans and advances

161.23 726.43 includes gross interest accrued 2.91 crores (previous year

3.24 crores) in current loans to employees and of 40.68 crores (previous year 35.96 crores) in non-current loans to employees. No loans are due from Promoters, Directors, KMPs and the related parties (as defined under Companies Act, 2013,) either severally or jointly with any other person, that are repayable on demand or without specifying any terms or period of repayment. includes secured Loans to employees having fair value of 13.45 crores (previous year

13.07 crores) in current and 144.05 crores (previous year

138.38 crores) in non-current amount. Employees have mortgaged / hypothecated their Buildings and Vehicles to the Company.

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Note 10 : Other financial assets

Particulars

As at March 31, 2026
Crores)
As at March 31, 2025

Total Total other financial assets * Amount nullified on conversion to crores.

Note 11 : Trade receivables

Particulars

Trade receivables - Secured, Considered good - Unsecured, Considered good - Unsecured, Credit impaired Subsidy receivables (Considered good) - Unsecured, Considered good - Unsecured, Credit impaired

Less : Impairment Allowances (Allowance for doubtful debts) Trade receivables - Credit impaired Subsidy Receivables (Credit impaired) Total

As at March 31, 2026
Crores)
As at March 31, 2025
Note: a) b)

32.60 crores) are governed by the terms of respective contract agreement. Out of the dues, the Company has provided impairment allowance of 4.36 crores as on March 31, 2026 (as on March 31, 2025: ₹ 1.63 crores) based on credit risk model followed by the Company. Subsidy receivables represents amount receivable from government against sale of fertilizers.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 12 : Other non-current assets

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Note 12 : Other non-current assets

Particulars

As at March 31, 2026
Crores)
As at March 31, 2025

Balances / deposits of recoverable customs, taxes, cess etc. Less: Provision for doubtful balances

Receivable from others Less: Provision for doubtful balances

Total

Note 13 : Inventories (Valued at lower of Cost and Net realisable value)

Particulars
Raw materials
As at March 31, 2026

(Includes in transit inventory as on March 31, 2026 129.11 crores; as on March 31, 2025 -

178.62 crores)

Work-in-progress *

Finished goods * Traded goods Stores and spares (Including coal) (Includes in transit inventory as on March 31, 2026 0.92 crore; as on March 31, 2025 0.33 crore) Less: Provision for excess inventory Total

Crores)

As at March 31, 2025

During the current year, the Company has adjusted inventories of finished goods by 1.80 crores (previous year

11.45 crores)

and Work-in-progress by 1.95 crores (Previous year

3.78 crores) so as to value such inventories at net realizable value.

Note 14 : Cash and cash equivalents

Particulars

Cash and cash equivalents Balances with banks in: Current accounts Debit balance in cash credit and overdraft accounts Cash on hand Total

As at March 31, 2026
Crores)
As at March 31, 2025
0.75 17.73 0.07 18.55 th
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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 15 : Other bank balances

As at March 31, 2025 As at March 31, 2025

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 15 : Other bank balances

Crores)
Particulars
As at March 31, 2026

As at March 31, 2025

2,289.85 Balance in escrow account represents amount received as Earnest Money Deposit & Tender fees against e-auction done on behalf of various local authorities of Government of Gujarat. Corresponding liability is disclosed in Note 21 as "Other current financial liabilities". Includes 204.80 crores (previous year 702.86 crores) pledged with lenders and Government authorities.

Note 16 : Other current assets
Crores)
Particulars
As at March 31, 2026

As at March 31, 2025

63.14 * Classified as non financial asset as the contractual right to consideration is dependent on completion of contractual milestones. $ Amount nullified on conversion to crores.

Note 17 : Share capital

Particulars

Authorised share capital Equity shares of 10 each

Issued, subscribed and fully paid up Equity shares of 10 each subscribed and fully paid up Total issued, subscribed and fully paid up share capital

As at March 31, 2026 No. of shares

Crores

As at March 31, 2025 No. of shares

Crores

17.1. Reconciliation of shares outstanding at the beginning and at the end of the reporting period

Particulars

As at March 31, 2026 No. of shares

Crores

As at March 31, 2025 No. of shares

Crores
146.94 th
300 | 50 Annual Report 2025-2026

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 17.2. Terms/rights attached to the equity shares Rights, preferences and restrictions attached to equity shares: The Company has only one class of equity shares having par value of 10 per share, i.e. equity shares which rank pari passu in all respects. Each holder of equity share is entitled to one vote per share. For the current financial year 2025-26, the Company has proposed dividend of 21/- per equity share to equity shareholder (for the previous financial year dividend of 18/- per share declared). The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders. 17.3. Number of Shares held by each shareholder holding more than 5% Shares in the Company

17.3. Number of Shares held by each shareholder holding more than 5% Shares in the Company

Particulars

Gujarat State Investments Ltd. Gujarat State Fertilizers & Chemicals Ltd.

As at March 31, 2026 No. of shares

% of shareholding

As at March 31, 2025 No. of shares

% of shareholding

17.4. Equity shares movement during five years preceding March 31, 2026 Equity shares extinguished on buy-back During the FY 2023-24, the Company bought back 84,78,100 equity shares for an aggregate amount of 652.81 crores being 5.46% of pre-buy back fully paid up equity share capital at 770 per equity share. The equity shares bought back were extinguished on December 21, 2023.

17.5. Disclosure of Shareholding of Promoters Disclosure of shareholding of promoters as at March 31, 2026 is as follows :

Name of the Promoter

Gujarat State Investments Ltd. Gujarat State Fertilizers & Chemicals Ltd.

As at March 31, 2026 No. of shares

% of shareholding

As at March 31, 2025 No. of shares

% of shareholding

Disclosure of shareholding of promoters as at March 31, 2025 is as follows :

Name of the Promoter

Gujarat State Investments Ltd. Gujarat State Fertilizers & Chemicals Ltd.

As at March 31, 2025 No. of shares

% of shareholding

As at March 31, 2024 No. of shares

% of shareholding
% change during the year
% change during the year
0.00% 0.00% th
50 Annual Report 2025-2026 | 301

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 18 : Other equity Note 18.1 Reserves and surplus

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 18 : Other equity Note 18.1 Reserves and surplus

Particulars
Capital
Capital
Securities Reserve Redemption Premium Reserve (CRR)
General Reserve
Retained Earnings

Crores) Total

Note 18.2 Other comprehensive income (OCI)

Particulars

Net gain / (loss) on FVTOCI equity Investments

Crores) Total
(45.04) (3.66) 604.90 th
302 | 50 Annual Report 2025-2026

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 18.3 Dividend distribution made and proposed Crores)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 18.3 Dividend distribution made and proposed

Crores)

Particulars

Dividends on equity shares declared and paid Final dividend for year ended March 31, 2025: 18 per share (March 31, 2024: 16.50 per share)

Year ended March 31, 2026

Year ended March 31, 2025

Proposed dividends on equity shares Final dividend proposed for the year ended March 31, 2026: 21 per share (March 31, 2025: 18 per share)

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognised as a liability as at balance sheet date.

Note 19 : Borrowings
Crores)
Particulars
As at March 31, 2026
As at March 31, 2025

Short-term interest bearing borrowings Secured From Bank- cash credit and overdraft accounts Total

Security details Short term borrowings from banks as cash credit and overdraft accounts of Nil (March 31, 2025:

99.16 crores) are secured by first charge by way of hypothecation of inventories and trade receivables and all other movable assets, both present and future and further secured by second charge by way of mortgage on all immovable properties. These charges are ranking pari-passu among the working capital lenders.

Interest rate details for short term borrowings: (i) Cash credit and overdrafts facilities carries interest rates ranging from 7.45% to 9.80% p.a. (Previous year range is 8.00% to 10.10% p.a.)

Note 20 : Trade payables

Particulars

(A) total outstanding dues of micro and small enterprises (B) total outstanding dues of creditors other than micro and small enterprises Total - Refer Note 45 for Ageing of Trade payables as on March 31, 2026 and March 31, 2025.

As at March 31, 2026
Crores)
As at March 31, 2025
19.17 475.71 494.88 th
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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Crores)
Particulars
As at March 31, 2026

As at March 31, 2025

Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006 as amended (“MSMED Act”): (i) Principal amount remaining unpaid to any supplier as at the end of the accounting year (ii) Interest due thereon remaining unpaid to any supplier as at the end of the accounting year (iii) The amount of interest paid along with the amounts of the payment made to the supplier beyond the appointed day (iv) The amount of interest due and payable for the year (v) The amount of interest accrued and remaining unpaid at the end of the accounting year (vi) The amount of further interest due and payable even in the succeeding year, until such date when the interest dues as above are actually paid

Dues to Micro, Small and Medium Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management.

Note 21 : Other current financial liabilities

Particulars

Current Other financial liabilities at amortised cost Liability towards capital grant received (net) (*) Deposits / retention money from customers / vendors / others Payable for capital goods @ Rebate / discounts payable to customers Liability towards employee benefit Liability for Escrow Accounts $ Unclaimed dividends # Fair Value of Derivative contracts Interest payable on delayed MSME payments Liability for unspent CSR expense Total Non - Current Deposit / Retention money from customers / vendors Total Total other financial liabilities

As at March 31, 2026
Crores)
As at March 31, 2025

The capital grant of 1,213.06 crores from Government of India, Ministry of Chemicals & Fertilizers, Department of Fertilizers for feed stock conversion project from ‘LSHS/FO’ to ‘Gas’ vide sanction letter no 14023/22/2007-FP dated 14.12.2009 has accrued to the Company since the conditions attached to the grant have been fulfilled by the Company. Till date, the government had disbursed 1,146.43 crores towards capital grant as against 1,213.06 crores and 348.45 crores towards grant as reimbursement of borrowing cost as against total borrowing cost of 195.47 crores. Accordingly, the Company has, pending settlement, recorded a net liability of 85.06 crores (net of adjustment of receivable against return on investment of 1.29 crores) towards capital grant.

304 | 50 Annual Report 2025-2026

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Includes 6.66 crores (March 31, 2025 : 1.39 crores) payable to Micro and Small Enterprises which have been determined to the extent such parties have been identified on the basis of information collected by the Management. Escrow account liability represents amount received as Earnest Money Deposit & Tender fees against e-auction done on behalf of various local authorities of Government of Gujarat. Corresponding asset is disclosed in Note 15 as "Bank balances in escrow accounts". Not due for credit to "Investors Education and Protection Fund".

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Includes 6.66 crores (March 31, 2025 : 1.39 crores) payable to Micro and Small Enterprises which have been determined to the extent such parties have been identified on the basis of information collected by the Management. Escrow account liability represents amount received as Earnest Money Deposit & Tender fees against e-auction done on behalf of various local authorities of Government of Gujarat. Corresponding asset is disclosed in Note 15 as "Bank balances in escrow accounts". Not due for credit to "Investors Education and Protection Fund".

(a) Disclosure with regards to changes in liabilities arising from financing activities as per Ind AS 7 Statement of Cash Flows:

Disclosure of changes in liabilities arising from financing activities, including changes arising from cash flows and non-cash changes (such as foreign exchange gains or losses) is as under:

Crores)

Particulars

Borrowings (includes Current Maturities) and Interest accrued but not due

Unclaimed Derivatives Dividend

Total

Note 22 : Provisions (Non-current)
Crores)
Particulars
As at March 31, 2026

As at March 31, 2025

Provision for leave encashment Provision for post retirement medical benefit (refer Note 41) Provision for contingencies* Total

241.29 115.19 213.82 570.30 * These provisions represent estimates made mainly for probable claims arising out of litigations / disputes pending with authorities under various statutes (Excise duty) and with other parties. The probability and the timing of the outflow with regard to these matters depend on the final outcome of the litigations/disputes. Hence, the Company is not able to reasonably ascertain the timing of the outflow. The movement of other provision is as under:

Crores)
Particulars
Year ended March 31, 2026
Year ended March 31, 2025

Opening balance Provision made during the year Closing balance

160.01 53.81 213.82 th

50 Annual Report 2025-2026 | 305

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 23 : Government grant (Deferred Income)

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 23 : Government grant (Deferred Income)

Crores)

Particulars

Opening Amortised to statement of profit and loss Closing

As at March 31, 2026
As at March 31, 2025
Year ended March 31, 2026
454.90 0.36 455.26 516.05 Crores)

Year ended March 31, 2025

576.20 (60.65) 515.55 The capital grant from Government of India, Ministry of Chemicals & Fertilizers, Department of Fertilizers for feed stock conversion project from ‘LSHS/FO’ to ‘Gas’ vide sanction letter no 14023/22/2007-FP dated 14.12.2009 has accrued to the Company since the conditions attached to the grant have been fulfilled by the Company. Accordingly, the grant of 1,213.06 crores was recorded as deferred income as contemplated under Para 7 and 12 of Ind AS - 20 on ‘Accounting for Government Grants and Disclosure of Government Assistance’ and it is being amortized over the useful life of the corresponding assets. The aforesaid grant has been disbursed by the Government of India.

Note 24 : Other liabilities

Particulars

Statutory and other liabilities Other current liabilities (Refer Note 43 (A)) Contract liabilities (including advance from customers) Total other liabilities Note 25 : Provisions (current)

Particulars

Provision for gratuity (Refer Note 41) Provision for leave encashment Provision for post retirement medical benefit (Refer Note 41) Provision for contingencies ** Total

As at March 31, 2026
As at March 31, 2026
Crores)
As at March 31, 2025
44.96 24.34 31.17 100.47 Crores)
As at March 31, 2025

** The Company had created a contingency provision for possible contractual obligation of IT business. The movement of other provision is as under:

Crores)
Particulars
Year ended March 31, 2026
Year ended March 31, 2025

Opening balance Amount utilised / reversed during the year Closing balance

1.59 th

306 | 50 Annual Report 2025-2026

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 26 : Income Tax The major component of income tax expenses for the year ended March 31, 2026 and March 31, 2025 are as under a) Statement of Profit and Loss Section Crores)

Year ended March 31, 2025 As at March 31, 2025 Tax using domestic tax rate for Company

Crores)
Particulars
Year ended March 31, 2026

Year ended March 31, 2025

Current Income tax Current tax charges Earlier year tax adjustments -short / (excess) (refer note (f) below)

Deferred Tax - Relating to origination and reversal of temporary differences

Tax Expense reported in the Statement of Profit and Loss

A + B + C

Particulars

Income tax assets (net) Liabilities for current tax (net) Net tax asset / (liability) outstanding

As at March 31, 2026

5.07 2.33 7.40 Crores)

As at March 31, 2025

40.43 (7.56) 32.87 c) Reconciliation of tax expenses and the accounting profit multiplied by India's domestic tax rate for the year ended March 31, 2026 and March 31, 2025

Crores)
Particulars
Year ended March 31, 2026
Year ended March 31, 2025
Amount
Amount
Profit Before tax

Tax using domestic tax rate for Company

Tax Effect of: Deduction u/s 80M Non-deductible expenses Sale of assets & asset written off Right of Use Asset - Ind AS 116 Adjustment in depreciation net book value of assets Previous Year short/ excess I Tax ROI diff Contribution for 4 MLD Desalination plant - Dahej Claim as a revenue

Bonus Other adjustments Effective tax rate and tax expenses as per Books

(8.79) 2.18 204.87 th

50 Annual Report 2025-2026 | 307

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 d)

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 d)

Deferred Tax Liability (net)
Crores)
Particulars

Balance Sheet as at Statement of Profit and Loss

March 31, 2026

March 31, 2025

Year ended

Year ended March 31, 2026 March 31, 2025

Reconciliation of deferred tax liabilities (net)
Particulars
Crores)
Statement of Profit and Loss
Year ended

Year ended March 31, 2026 March 31, 2025

0.65 crore (previous year
7.18 crores) has been
Note 27 : Revenue from operations
Particulars

27.1 Sale of products Own products (refer below note 27.2) Traded products

Rendering of services Other operating revenue Export incentive Recovery of administrative charges (Fly Ash) Sale of scrap / surplus / unserviceable materials

Total

27.2 - Sale of own products above includes: Subsidy from Government of India under New Urea Policy / Retention Price Scheme / Nutrient Based Subsidy Scheme (including escalation / de-escalation) - Pertaining to current year - Pertaining to earlier year recognised during current year Total

Year Ended March 31, 2026
Crores)
Year Ended March 31, 2025
2,144.92 (35.28) 2,109.64 th
308 | 50 Annual Report 2025-2026

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 27.3 - Timing of revenue recognition Crores)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 27.3 - Timing of revenue recognition

Crores)
Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025

Goods transferred / services rendered at point in time Services transferred over time Total

27.4 There are no inter-segment transfers in case of revenue from contracts with customers, accordingly no reconciliation is required with amounts disclosed in the segment information. 27.5 Reconciliation of amounts of revenue recognized in the statement of profit and loss with the contracted price. Crores)

Particulars

Year Ended March 31, 2026

Year Ended March 31, 2025

A B A+B

Note 28 : Other income

Particulars

Grant income Interest income * Lease rental income Gain (adjustment) on decapitalisation of property, plant and equipment Unclaimed liabilities/excess provision for doubtful debt & inventories written back Dividend income ** Exchange variance gain on monetary items Profit on sale of property, plant & equipments (net of losses) Insurance claim Fair valuation gain on investments measured at FVTPL (net) Gain on sale of investments carried at FVTPL Gain on Lease modification/ termination (net of losses) *** Miscellaneous income # Total

Year Ended March 31, 2026

Crores)

Year Ended March 31, 2025

Including 11.18 crores (previous year 11.70 crores) on FVTPL Financial Assets. Including 24.15 crores (previous year 23.25 crores) on FVTOCI Financial Assets. Amount nullified on conversion to Crores. Miscellaneous income for the previous year includes

6 crores received towards maturity amount of nonconvertible debentures of AP Power Fin Corp Ltd. The said investment was matured during the FY 2023-24 however the maturity amount was not received till the 31.03.2024 and accordingly it was fair valued to during FY 2023-24. Therefore, the aforesaid receipt has been recorded as income of the Company.

50 Annual Report 2025-2026 | 309

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Miscellaneous income for the previous year includes

3.06 crores received from IL&FS Financial Services Limited as interim distribution towards investments in its non-convertible debentures. Further, it includes 3.56 crores received from Reliance Capital as full and final settlement towards investments in its nonconvertible debentures. The Company had already made good the loss while transferring the PF corpus to the Employees’ Provident Fund Organisation (EPFO) by considering the fair value of securities at 1 each and therefore, the aforesaid receipt has been recorded as income of the Company.

Note 29: Cost of raw materials consumed

Particulars

Inventory at the beginning of the year Add : Purchases

Less : Inventory at the end of the year Total

Year Ended March 31, 2026

Note 30 : Changes in inventories of finished goods, work-in-progress and traded goods

Particulars

Year Ended March 31, 2026

Inventory at the beginning of the year Work-in-progress Finished goods Traded goods

Inventory at the end of the period Work-in-progress Finished goods Traded goods

Total

Note 31 : Employee benefits expense

Particulars

Salaries and wages Contribution to provident and pension fund (refer Note 41) Contribution and provision towards gratuity (refer Note 41) Employees' welfare expenses Total Note 32 : Finance costs

Particulars

Interest on borrowings Interest others Bank charges and commission Interest on lease liability (refer Note 39) Total

Year Ended March 31, 2026
Year Ended March 31, 2026
Crores)
Year Ended March 31, 2025
Crores)
Year Ended March 31, 2025
Crores)
Year Ended March 31, 2025
Crores)
Year Ended March 31, 2025
5.28 16.11 1.28 0.28 22.95 th
310 | 50 Annual Report 2025-2026

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 33 : Depreciation and amortization

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Note 33 : Depreciation and amortization

Particulars

Year Ended March 31, 2026
Crores)
Year Ended March 31, 2025
Note 34 : Other expenses
Particulars
Year Ended March 31, 2026
Crores)

Year Ended March 31, 2025

* Includes 25.11 crores (previous year 25.08 crores) related to by-product & waste handling expense.

1.17 52.48 730.80 th

50 Annual Report 2025-2026 | 311

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

(a) Payment to auditors includes following :

Particulars

Note 35 : Earnings per share

Particulars

Unit

Net profit after tax Weighted average number of equity shares of nominal value of 10 each in calculating Earnings Per Share Basic and diluted earnings per share

Crores Nos.
Year Ended March 31, 2026
Year Ended March 31, 2026
Crores)
Year Ended March 31, 2025
Crores)
Year Ended March 31, 2025

Note 36 : Contingent liabilities and other commitments (to the extent not provided for)

Particulars

(iii) Income tax assessment orders contested (iv) Demands in respect of Central Excise Duty, Custom Duty, Service Tax, GST and Value Added Tax as estimated by the Company Total contingent liabilities In respect of the above, the expected outflow will be determined at the time of final resolution of the dispute. (B) Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) (C) Other commitments (i) Export obligation on account of benefit of concessional rate of Custom duty availed under EPCG license scheme on imports of capital goods. Total other commitments

As at March 31, 2026
Amount not ascertainable 23.95 105.47
Crores)
As at March 31, 2025
Amount not ascertainable 22.24 118.76
1.12 th
312 | 50 Annual Report 2025-2026

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 37 :Related party disclosures Related party disclosures, as required by Ind AS-24, “Related Party Disclosures”, are given below:

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Note 37 :Related party disclosures Related party disclosures, as required by Ind AS-24, “Related Party Disclosures”, are given below:

Crores)

Name of the Company

Gujarat Green Revolution Company Limited Gujarat State Fertilizers & Chemicals Limited

Gujarat State Investments Ltd. Narmadanagar Rural Development Society

Name of the Person
Nature of Relationship Associate
Nature of Transactions
Dividend received
Year Ended March 31, 2026 0.13
Year Ended March 31, 2025 0.13
Promotor
Promotor Other related party

Purchase of goods and services Dividend received Dividend paid Dividend paid Towards CSR activities

Nature of Relationship
Nature of Transactions
Amount)
Year Ended

Year Ended March 31, 2026 March 31, 2025

Shri Raj Kumar, IAS Chairman (From 01.08.2023 to 31.01.2025)

Shri Pankaj Joshi, IAS Chairman (from 06.02.2025 to 31.10.2025) (Managing Director upto 05.02.2025)

Shri Manoj Kumar Das, IAS - Chairman (From 01.11.2025)

Dr. Rajender Kumar, IAS - Director (From 10.02.2026)

Smt. Mamta Verma, IAS - Director (Upto 01.08.2024)

Shri Sanjeev Kumar, IAS - Director (from 11.08.2025 to 02.01.2026)

Shri J P Gupta, IAS - Director (Upto 05.08.2024)

Shri Kamal Dayani, (IAS), Director (Upto 31.07.2025)

Shri S.J. Haider, (IAS), Director (Upto 31.12.2025)

Smt. Gaurikumar, IAS (Rtd.) - Director
Prof. Ranjan Kumar Ghosh - Director
Shri Bhadresh Mehta
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Key Management Personnel
Sitting Fees @
Managerial remuneration Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees @
Sitting Fees
Sitting Fees
Sitting Fees
3,70,000 th
50 Annual Report 2025-2026 | 313

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Key Management Personnel Shri Rajesh Pillai, Company Secretary (From 23.05.2025)

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Name of the Person
Nature of Relationship
Nature of Transactions
Year Ended

Year Ended March 31, 2026 March 31, 2025

Dr. N. Ravichandran, Director (Upto 26.09.2025)
Key Management Personnel
Prof. Piyushkumar Sinha, Director (Upto 07.03.2025)

Shri Ajay Bahadur Khare, Director (From 17.01.2025)

Key Management Personnel

Shri Susanta Kumar Roy, Director (From 06.08.2025)

Key Management Personnel

Shri T Natarajan, IAS, Managing Director (from 05.02.2025 up to 29.12.2025) (appointed as a Director From 11.09.2024)

Key Management Personnel
Sitting Fees
Sitting Fees
Sitting Fees
Sitting Fees
Managerial remuneration Sitting Fees @

Shri Rajkumar Beniwal, IAS, Managing Director (from 29.12.2025)

Key Management Personnel

Managerial remuneration

Shri D V Parikh (ED & CFO)

Key Management Personnel

Shri Rajesh Pillai, Company Secretary (From 23.05.2025)

Key Management Personnel Ms. Chetna Dharajiya, Company Secretary Key Management (From 01.06.2024 to 26.03.2025) Shri A C Shah (GM & CS) (upto 31.05.2024)

Personnel Key Management Personnel
Remuneration
Remuneration
Remuneration
Remuneration

Amount deposited in Government Treasury 0.03 crore Outstanding payable as on March 31, 2026. 0.06 crore Outstanding payable as on March 31, 2026 ( 0.05 crore as on March 31, 2025).

Note 38 : Research and development expenses The statement of profit and loss includes following nature of research & development expenses in the respective heads:

Crores)
Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025

Personnel expenses Consumables and spares Power and fuel consumption Total research and development expenses

314 | 50 Annual Report 2025-2026

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Page 339

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Crores)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Crores)

Particulars

Land *

Building

Vehicles

Total

It inlcudes leasehold land in possession of the Company as a Licensee, pending completion formalities of the lease agreement for a term of 99 years in respect of certain land areas situated at Dahej and Atali. Set out below are the carrying amounts of lease liabilities and the movements during the year:

Crores)

Particulars

Amount

The maturity analysis of lease liabilities are disclosed in Note 49.3 The effective interest rate for lease liabilities is 8.70%, with maturity between 2020-2049 The following are the amounts recognised in Statement of profit and loss:

Particulars

Depreciation expense of right-of-use assets Interest expense on lease liabilities Expense relating to short-term leases (included in other expenses) Total amount recognised in profit and loss

Year Ended March 31, 2026
Crores)
Year Ended March 31, 2025
4.15 0.28 3.09 7.52 th
50 Annual Report 2025-2026 | 315

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

As at March 31, 2025 Ongoing Project Refer below note (b) 12.98

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Company as a lessor The Company has entered into operating leases on its investment property portfolio consisting of certain office. Rent income also includes rentals received from lease of office premises. These leases is generally for a period of three to four years. There are no restrictions imposed by lease arrangements. Future minimum rentals receivable under non-cancellable operating leases as at March 31 are as follows:

Crores)
Particulars
As at March 31, 2026

As at March 31, 2025

Not later than one year Later than one year not later than five years Total

Note 40: Corporate social responsibility

Particulars

Year Ended March 31, 2026
Crores)
Year Ended March 31, 2025

Ongoing Project Refer below note (b) 14.99

Ongoing Project Refer below note (b) 12.98

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 41: Gratuity and other post employment benefit plans: A.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Note 41: Gratuity and other post employment benefit plans: A.

Defined contribution plans: Amount of 49.84 crores (March 31, 2025: No. 31 “Employee benefit expense”

51.11 crores) is recognised as expenses and included in Note

Crores)
Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025

Provident fund Contribution to pension scheme Total

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FINANCIAL STATEMENTS

CONSOLIDATED th 318 | 50 Annual Report 2025-2026

CONSOLIDATED th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The major categories of plan assets of the fair value of the total plan assets of Gratuity are as follows:

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

The major categories of plan assets of the fair value of the total plan assets of Gratuity are as follows:

Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025
Insurance fund with LIC*

Gratuity
Post retirement medical benefit
Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025
Year Ended March 31, 2026
Year Ended March 31, 2025
Discount rate Future salary increase

Medical Inflation Rate Expected rate of return on plan assets Employee Turnover Rate

Mortality rate during employment

Mortality rate after employment

7.67% 9% and 7% as per category N.A 7.67%

8% and 1% as per category Indian Assured Lives Mortality (2012-14) (Urban) N.A

6.82% 9% and 7% as per category N.A 6.82%

8% and 1% as per category Indian Assured Lives Mortality (2012-14) (Urban) N.A

7.87% N.A
7.05% N.A
5.00% N.A
5.00% N.A

Indian Assured Lives Mortality (2012-14) (Urban) Indian Individual AMT (2012-15)

A quantitative sensitivity analysis for significant assumption is as shown below:

Crores) Increase / (decrease) in defined benefit obligation (Impact) Gratuity

Post retirement medical benefit
Particulars
Sensitivity level
Year Ended March 31, 2026
Year Ended

Year Ended March 31, 2025 March 31, 2026

Year Ended March 31, 2025
Discount rate
Salary increase
Medical cost inflation

Employee turnover

(26.99) 32.02 31.88 (27.37) N.A N.A 1.74 (2.03)

(29.87) 35.60 35.17 (30.08) N.A N.A (0.43) 0.46

(12.54) 15.69 N.A N.A 16.00 (12.96) (3.53) 4.21

(15.26) 19.38 N.A N.A 19.60 (15.66) (4.56) 5.48 th

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

The followings are the expected future benefit payments for the defined benefit plan :

Crores)
Gratuity
Post retirement medical benefit
Particulars
Year Ended March 31, 2026
Year Ended March 31, 2025
Year Ended March 31, 2026

Year Ended March 31, 2025

Within the next 12 months (next annual reporting period) Between 2 and 5 years Between 6 and 10 years

Total expected payments

Weighted average duration of defined plan obligation (based on discounted cash flows)

Particulars
Year Ended March 31, 2026
Gratuity Post retirement benefit obligation
(Years)
Year Ended March 31, 2025

The followings are the expected contributions to planned assets for the next year:

Particulars
Year Ended March 31, 2026
Gratuity Post retirement medical benefit

Note 42: Investments in Subsidiary and Associates

Crores)
Year Ended March 31, 2025
Name of Entity
Relationship
Gujarat Green Revolution Company Limited
Associate
Place of Business
India
Ownership March 31, 2026
March 31, 2025

Note: Method of accounting of investments in associate company is at cost.

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(b) Additional information as required by paragraph 2 of the 'General instruction for preparation of Consolidated Financial Statements' to schedule III to the Companies Act, 2013:

Additional information as required by paragraph 2 of the 'General instruction for preparation of Consolidated Financial Statements' to schedule III to the Companies Act, 2013:

Particulars

Net Asset (i.e Total Asset Share of Profit or Loss - Total Liabilities)

Share in other Comprehensive income
As % of consolidated net assets
Amount Crores)

As % of consolidate d profit and loss

Parent Gujarat Narmada Valley Fertilizers and Chemicals Limited Balance as at March 31, 2026 Balance as at March 31, 2025 Indian associate Gujarat Green Revolution Company Limited Balance as at March 31, 2026 Balance as at March 31, 2025 Total Balance as at March 31, 2026 Balance as at March 31, 2025

Amount

As % of Crores) consolidated other comprehensi ve income

Amount Crores)

Nil Nil

(c) Investment in Associate The Group has a 46.87% interest in Gujarat Green Revolution Company Limited (GGRCL), which is appointed as a nodal agency by the Government of Gujarat. GGRCL is a public company that is not listed on any public exchange. The Group’s interest in GGRCL is accounted for using the equity method in the consolidated financial statements. The following table illustrates the summarised financial information of the Group’s investment in GGRCL :

Particulars

Current assets Non-current assets Current liabilities Non-current liabilities Equity Proportion of the group’s ownership Carrying amount of the group's investment

As at March 31, 2026

Crores)

As at March 31, 2025

1,037.72 13.60 (784.00) (1.65) 265.67 46.87% 124.52 th

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Crores)

Particulars

Revenue Changes in inventories of finished goods Depreciation & amortization Finance cost * Employee benefit Other expenses Profit before Tax Income tax expense Profit for the year Total Comprehensive income for the year Group's share of profit for the year Group's share of other comprehensive income for the year

Year ended March 31, 2026

Year ended March 31, 2025

* Amount for the year ended March 31, 2025 nullified on conversion to crores.

NOTE: 43 (A) In earlier year, Hon’ble high Court of Gujarat sanctioned the Scheme of Arrangement and Demerger for transfer of VSAT and ISP Gateway Business of the Company to ING Satcom Ltd., an unlisted Company against cash consideration of 6 crores vide its Common Oral Order dated 15th June, 2012. The “Appointed Date” of the Scheme is 1st April, 2010. Pursuant to the Order of the Hon’ble High Court of Gujarat sanctioning the Scheme of Demerger, the Company submitted two separate applications dated 31st January, 2013 to the Department of Telecommunications (DoT) for transfer of VSAT and ISP License in the name of the Transferee Company viz. ING Satcom Limited. However, the License Transfer Applications remained pending with DoT and as per the legal opinion and assessment, though the Scheme of Demerger was sanctioned by the Hon’ble High Court, the Scheme of Demerger is subject to and conditional upon the approval of DoT for transfer of Licenses from the Company to ING Satcom Limited. Therefore, vide an Agreement-Cum-Indemnity Bond dated 12.04.2014 executed between the Company and ING Satcom Limited, the assets of demerged business (other than the licenses) were transferred to ING Satcom, subject to certain terms and conditions, inter alia, including the terms for settling the Transaction in the eventuality of nontransfer of Licenses. Even though, both VSAT and ISP License have expired and the transfer of licenses to ING Satcom is now out of question, settlement of Demerger Transaction with ING Satcom, as per the terms and conditions of the Agreement- Cum- Indemnity Bond dated 12.04.2014, is still pending and therefore, no accounting treatment is given in the books of the Company since 2014-15 till the financial year ended 31.03.2026. Necessary accounting treatment will be given in the books of accounts of the Company either on disposal of applications for transfer of Licences in the name of ING Satcom Limited by the competent authorities or on finalization of settlement of transaction with ING Satcom Limited. The amount received is classified under other current liabilities (refer Note 24).

NOTE: 43(B) - Demand Notice from Department of Telecommunication (DoT) In the Financial Year (FY) 2014-15, the Company received a demand of 2,752 crores from the Department of Telecommunications (DoT), Ministry of Telecommunications, Government of India, towards License Fee, including interest and penalty, for the "Very Small Aperture Terminal (VSAT) License" and "Category A - Internet Service Provider (ISP) - IT License." This demand pertained to the period from FY 2009-10 to FY 2013-14. The Company challenged the th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 demand before the Telecom Disputes Settlement and Appellate Tribunal (TDSAT), which subsequently stayed the demand and restrained DoT from taking any coercive recovery action against the Company. Subsequently, in FY 2019-20, the Hon'ble Supreme Court of India, in the case of Union of India v. Association of Unified Telecom Service Providers of India, (2020) 3 SCC 525 ("AGR Judgment"), upheld DoT's interpretation of Adjusted Gross Revenue (AGR), affirmed that AGR includes revenue from both licensed as well as unlicensed activities. Pursuant to the Supreme Court ruling, DoT issued revised demand notices dated December 23, 2019, March 05, 2020 and July 15, 2022, amounting to 15,020 crores, 16,359 crores and 21,370 crores, respectively. The demand period was retrospectively extended to encompass the period FY 2005-06 through FY 2019-20. Aggrieved by these revised demands, the Company submitted representations to DoT on January 06, 2020, February 21, 2020, April 03, 2020 and March 04, 2022, requesting reconsideration and withdrawal of the demands. In its representations, the Company underscored that revenues from its Fertilizers & Chemicals business, which is entirely unrelated to VSAT and ISP-IT Licenses, should not be included in computation of AGR and License Fees. Subsequent legal & regulatory developments, such as distinction between non-Telecom PSUs and Core Telecom Companies, duly recognized by both DoT and the Hon’ble Supreme Court; the TDSAT Judgment in the case of Union of India Vs M/s Netmagic Solutions Pvt. Ltd, Civil Appeal 9012/2022 (“Netmagic Judgment”) and; the 2021 Telecom Reforms, have carved out several exceptions to the interpretation of the term “AGR” and computation of AGR and the License Fees. These exceptions provide critical relief, particularly for the similar category of licensees and the non-telecom / nonlicensed revenue streams. Based on a detailed and meticulous legal assessment in consultation with eminent Senior Advocates, the Company firmly believes that it has strong grounds to contest the demands raised by DoT. Consequently, the Company has neither provided for this amount in its books of account nor recognized it under contingent liability. th

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FINANCIAL STATEMENTS

CONSOLIDATED Note 44: Ageing for trade receivables 44.1 : Ageing for trade receivables as at March 31, 2026 is as follows :

CONSOLIDATED

Note 44: Ageing for trade receivables 44.1 : Ageing for trade receivables as at March 31, 2026 is as follows :

Outstanding for following periods from due date of payment

Particulars
Not Less than due
6 Months
6 months to 1 year
1 to 2 year

2 to 3 year more than 3 years

Crores)

Grand Total

44.2 : Ageing for trade receivables as at March 31, 2025 is as follows :

Outstanding for following periods from due date of payment

Particulars
Not Less than due
6 Months
6 months to 1 year
1 to 2 year

2 to 3 year more than 3 years

Crores)

Grand Total

Note 45 : Ageing for trade Payable 45.1 : Ageing for trade payables as at March 31, 2026 is as follows :

Outstanding for following periods from due date of payment

Particulars
Not due
Less than 1 year
1 to 2 year

2 to 3 year more than 3 years

Trade Payables Undisputed - MSME Undisputed - Others Disputed - MSME Disputed - Others Total - MSME Total - Others

Crores)

Grand Total

26.07 422.54 0.03 5.38 26.10 427.92 th

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45.2 : Ageing for trade payables as at March 31, 2025 is as follows : Crores)

Grand Total Operating Segments

45.2 : Ageing for trade payables as at March 31, 2025 is as follows :

Crores)
Particulars
Not due

Outstanding for following periods from due date of payment

Less than 1 year

1 to 2 year

2 to 3 year more than 3 years

Grand Total

Trade Payables Undisputed - MSME Undisputed - Others Disputed - MSME Disputed - Others Total - MSME Total - Others

Note 46 : Segment Information

Operating Segments

The identified reportable segments are Fertilizers, Chemicals and Others in terms of the requirements of Ind AS 108 Operating Segments as notified under section 133 of the Companies Act, 2013. Other Segment mainly includes Information Technology division activities and neem product related activities.

Identification of Segments:

The chief operational decision maker monitors the operating results of its Business segment separately for the purpose of making decision about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements, Operating segment have been identified on the basis of nature of products and other quantitative criteria specified in the Ind AS 108.

Segment revenue and results:

The expenses and income which are not directly attributable to any business segment are shown as unallocable expenditure and unallocable income.

Segment assets and liabilities:

Segment assets include all operating assets used by the operating segment and mainly consist of property, plant and equipment, trade receivables, inventory and other operating assets. Segment liabilities primarily include trade payable and other liabilities. Common assets and liabilities which cannot be allocated to any of the business segments are shown as unallocable assets / liabilities.

Inter Segment transfer:

Inter Segment revenues are recognised at sales price. The same is based on market price and business risks. Profit or loss on inter segment transfer are eliminated at the Company level.

Summary of segment information is given below:

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 46.1: Financial information about the primary business segment's Revenue & Results :

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 46.1: Financial information about the primary business segment's Revenue & Results :

A REVENUE: External sales revenue Intersegment revenue Total Revenue B RESULT: Segment result Unallocable income Unallocable expenses Operating profit Finance costs Profit before tax

Fertilizers 2025-26
Chemicals 2025-26
Others 2025-26
Crores)
Total 2025-26

Note 46.2: Financial information about the primary business segment's assets and liabilities :

Crores)

Assets & Liabilities

Fertilizers As At 31-03-2026
Chemicals As At 31-03-2026
Others As At 31-03-2026
Total As At 31-03-2026 31-03-2025 5,087.69

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 47 : Components of Other Comprehensive Income (OCI) The disaggregation of changes to OCI by each type of reserve in equity is shown below.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Note 47 : Components of Other Comprehensive Income (OCI) The disaggregation of changes to OCI by each type of reserve in equity is shown below.

Crores)

Particulars

Re-measurement (loss) / gain on defined benefit plans (net of tax) Net (loss) / gain on FVTOCI on equity Investments (net of tax)

FVTOCI Reserve Year Ended March 31, 2026

Year Ended March 31, 2025

Retained Earnings Year Ended March 31, 2026

Year Ended March 31, 2025

Total Year Ended March 31, 2026 44.13

Year Ended March 31, 2025 (15.08)

Note 48 : Details of hedged and unhedged exposure in foreign currency (FC) denominated monetary items : (a)

Exposure in foreign currency - Hedged

Amounts Payable in Foreign Currency :

Particulars

As at March 31, 2026 Crores
Amount in FC
USD
Euro USD Euro
As at March 31, 2025 Crores
Amount in FC
USD
Euro USD Euro

* The above payable amounts are hedged against Forward exchange Contracts. (b) Exposure in foreign currency - Unhedged (i) Amounts payable in foreign currency :

Particulars

As at March 31, 2026 Crores
Amount in FC
Euro USD CHF SEK JPY
As at March 31, 2025 Crores
Amount in FC
Euro USD CHF SEK JPY

The following significant exchange rates have been applied specific for unhedged :

INR

Year end spot rate March 31, 2026

March 31, 2025

USD 1 EURO 1 SEK 1 CHF 1 JPY 1

Import - 94.81 109.2375 10.0575 118.9175 N.A.

Import -
85.47 92.43 N.A. N.A. 0.5698 th
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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 49 : Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management : 49.1 : Category-wise classification of financial instruments:

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Note 49 : Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management : 49.1 : Category-wise classification of financial instruments:

As at March 31, 2026
Crores)
Particulars
Refer Note
Fair Value through other Comprehensive income
Fair Value through profit or loss
Amortised cost

Carrying Value

Financial assets Cash and cash equivalents Other bank balances Investments in equity shares (other than investment in subsidiary & associate entity) Investments in unquoted equity shares of subsidiary entity and associate entity Investments in unquoted debentures, Govt Securities & State development Loans Trade receivables Loans and advances Derivatives instruments not designated as hedge Other financial assets Total Financial liabilities Trade payables Lease liability Other financial liabilities Total

454.02 5.39 360.37 819.78 th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 Crores)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Crores)
As at March 31, 2025
Particulars
Refer Note
Fair Value through other Comprehensive income
Fair Value through profit or loss
Amortised cost

Carrying Value

Financial assets Cash and cash equivalents Other bank balances Investments in equity shares (other than investment in subsidiary & associate entity) Investments in unquoted equity shares of subsidiary entity and associate entity Investments in unquoted debentures, Govt Securities & State development Loans Trade receivables Loans and advances Other financial assets Total Financial liabilities Borrowings Trade payables

Lease Liability

39 Derivatives instruments not designated as hedge 21 Other financial liabilities Total

99.16 494.88 6.44 3.08 338.46 942.02 th

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Note 49 : Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management : 49.2 : Fair value measurements: a)

Crores)
Particulars
As at March 31, 2026

Significant Significant Significant observable observable observable inputs (Level 1*)

inputs (Level 2)
inputs (Level 3)
As at March 31, 2025

Total Significant Significant Significant observable observable observable inputs (Level 1*)

inputs (Level 2)

inputs (Level 3)

Total

Loans and advances (refer Note 9) Derivative instruments (refer Note 10 Total Financial liabilities measured at fair value: Derivative instruments (refer Note 21 Total Asset for which fair values are disclosed : Investment properties (refer Note 6)

*The fair value of the quoted equity investments are derived from quoted market prices in active market.

112.57 th

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b) Description of significant unobservable inputs to valuation: The significant unobservable inputs used in the fair value measurement categorized within Level 3 of the fair value hierarchy together with a quantitative sensitivity analysis as at March 31, 2026 and March 31, 2025 are as shown below:

1.42 crores Share holders fund (Rs. Crores)18.76 crores (31.27 crores)}

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b)

Particulars
Valuation technique
Significant unobservable inputs
Range (weighted average)

Sensitivity of the input to fair value

FVTOCI assets in unquoted equity

Sum Of The Parts shares (Gujarat State (“SOTP”) Petroleum Corporation Limited)

valuation approach *

Gas marketing As on 31.03.2026, the Company has de-recognised the investments in business

1.42 crores

FVTOCI assets in unquoted equity shares (Gujarat Chemical Port Limited) (Formerly known as Gujarat Chemical Port Terminal Company Limited)

FVTOCI assets in unquoted equity shares (Gujarat Venture Finance Limited)

Income Approach - DCF Method FCFE
Terminal Growth Rate
Weighted Average Cost of Capital (WACC)
EBITDA Crores)
Market Approach - Comparable companies
Cost Approach - Net asset value
Market multiple

Share holders fund (Rs. Crores)

31 March 2026 : 1% - 3% (2%) 31 March 2025 : 4% - 6% (5%)

31 March 2026 : 12% - 14% (13%) 31 March 2025 : 13.10% - 15.10% (14.10%)

31 March 2026 : Price to Book market multiple in the range of 1.25 to 1.50.

1% increase / decrease in the terminal growth rate would result in increase / (decrease) in fair value as of March 31, 2026 : crores ( 14.07 crores)

{1% increase decrease in the terminal growth rate would result in increase (decrease) in fair value as of March 31, 2025 : 14.07 crores ( 12.51 crores)}

1% increase / decrease in the WACC would result in decrease / (increase) in fair value as of March 31, 2026 :

18.76 crores (

24.24 crores) {1% increase / decrease in the WACC would result in decrease / (increase) in fair value as of March 31, 2025 : crores)}

17.98 crores (

10% increase / decrease in the EBITDA would result in increase / (decrease) in fair value as of March 31, 2026 : crores)

39.87 crores (

{10% increase decrease in the EBITDA would result in increase / (decrease) in fair value as of March 31, 2025 :

30.49 crores

31.27 crores)}

As on 31.03.2026, Price to Book market multiple of 1.50 and 1.25 would result in increase / (decrease) in fair value as of March 31, 2026 by 0.11 crore / ( 0.11) crore.

31 March 2025 :

1.88 crores increase decrease in the 35.72 crores -

39.48 shareholders fund would result in increase / crores ( 37.60 crores ) (decrease) in fair value as of March 31, 2025 by 0.03 crore ( 0.03 crore).

Discount to Book Value

31 March 2025 : 15% - 25% (20%)

5% increase / decrease in the discount to book value would result in decrease (increase) in fair value as of March 31, 2025 : 0.04 crore ( 0.04 crore).

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

As on 31.03.2026, Enterprise Value / EBITDA As on 31.03.2026, Enterprise Value / EBITDA

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026

Particulars
Valuation technique
Significant unobservable inputs
Range (weighted average)

Sensitivity of the input to fair value

FVTOCI assets in unquoted equity shares (Bharuch Enviro Infrastructure Limited)

Market Approach - Comparable companies
Market multiple
Market Multiple Discount
EBITDA Crores)

FVTOCI assets in unquoted equity shares (Bharuch Dahej Railway Company Limited)

Market Approach - Comparable companies

Market multiple

Cost Approach & Market approach - Comparable Company Multiple and Net Asset Value

Discount to Book Value

31 March 2026 :

As on 31.03.2026, Enterprise Value / EBITDA

Enterprise Value/ market multiple of 8.00 and 7.50 would result EBITDA market multiple in increase / (decrease) in fair value as of in the range of 7.50 to 8.00.

March 31, 2026 by crore.

0.18 crore / (

31 March 2025 : 30% - 40% (35%)

5% increase / decrease in the market multiple discount would result in decrease (increase) in fair value as of March 31, 2025 : 0.86 crore ( 0.85 crore)

31 March 2025 : 137.56 crores - ₹ 152.04 crores 144.80 crores)

7.24 crores increase / decrease in the EBITDA would result in increase / (decrease) in fair value as of March 31, 2025 : 0.56 crore ( 0.56 crore)

31 March 2026 :

As on 31.03.2026, Enterprise Value / EBITDA

Enterprise Value/ market multiple of 5.50 and 5.00 would result EBITDA market multiple in increase / (decrease) in fair value as of in the range of 5.00 to 5.50.

March 31, 2026 by crore.

0.85 crore / (

31 March 2025 : 25% - 35% (30%)

5% increase / decrease in the discount to book value would result in decrease (increase) in fair value as of March 31, 2025 : 1.45 crores ( 1.45 crores)

FVTOCI assets in unquoted equity shares (Ecophos GNFC India Private Limited)

As on March 31, 2020, the parent Company M/s EcoPhos S.A. holding 85% in the entity has applied for bankruptcy hence the Company has Fair valued the investment as

(Refer Note 8). During the year there is no change in bankruptcy status.

The SOTP approach is normally used for valuing a firm by separately assessing the value of each business segment or subsidiary or associate companies or Investments and adding them up to get thetotal value of the firm. The valuation approach used to value each Business/Investment Companies are Cost Approach/Market Approach/Income Approach. The appropriate approach method with appropriate adjustment is used considering size, nature and complexities of business/investment. Financial Instrument measured at amortised cost The carrying amount of financial assets and financial liabilities measured at amortised cost in the financial statements are a reasonable approximation of their fair values since the Company does not anticipate that the carrying amounts would be significantly different from the values that would eventually be received or settled. 49.3 : Financial Risk objective and policies: The Company’s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include loans, deposits, investments, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company also holds FVTOCI & FVTPL investments and enters into derivative transactions.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 In the ordinary course of business, the Company is mainly exposed to risks resulting from exchange rate fluctuation (currency risk), interest rate movements (interest rate risk) collectively referred as Market Risk, Credit Risk, Liquidity Risk and other price risks such as equity price risk and commodity price risk. The Company's senior management oversees the management of these risks. It manages its exposure to these risks through derivative financial instruments by hedging transactions as required. It uses derivative instruments such as foreign currency forward contract to manage currency risks. These derivative instruments reduce the impact of both favourable and unfavourable fluctuations. The Company’s risk management activities are subject to the management, direction and control of the management of the Company under the guideline of the Board of Directors of the Company. The management ensures appropriate financial risk governance framework for the Company through appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives. It is the Company’s policy that no trading in derivatives for speculative purposes may be undertaken. The decision of whether and when to execute derivative financial instruments along with its tenure can vary from period to period depending on market conditions and the relative costs of the instruments. The tenure is linked to the timing of the underlying exposure, with the connection between the two being regularly monitored. The Company is exposed to losses in the event of non-performance by the counterparties to the derivative contracts. All derivative contracts are executed with counterparties that, in management's judgment, are creditworthy. The outstanding derivatives are reviewed periodically to ensure that there is no inappropriate concentration of outstanding to any particular counterparty. Further, all currency and interest risk as identified above is measured on a daily basis by monitoring the mark to market (MTM) of open and hedged position. For year ends, the MTM for each derivative instrument outstanding is obtained from respective banks. All gain / loss arising from MTM for open derivative contracts and gain / loss on settlement / cancellation / roll over of derivative contracts is recorded in statement of profit and loss. a) Market risk Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity price risk. Financial instruments affected by market risk include loans and borrowings, FVTOCI investments and derivative financial instruments. The sensitivity analysis in the following sections relate to the position as at March 31, 2026 and March 31, 2025. The sensitivity analysis have been prepared on the basis that the amount of net debt, interest rates of the debt and derivatives are all constant as at March 31, 2026. The analysis exclude the impact of movements in market variables on the carrying values of gratuity and other post-retirement obligations and provisions. The following assumptions have been made in calculating the sensitivity analysis: - The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2026 and March 31, 2025. (i) Interest rate risk The Company is exposed to changes in market interest rates due to financing, investing and cash management activities. The Company’s exposure to the risk of changes in market interest rates relates primarily to the Company’s short-term debt obligations. (ii) Foreign currency risk Exchange rate movements, particularly the United States Dollar (USD) and Euro (EUR) against Indian Rupee (INR), have an impact on the Company’s operating results. The Company manages its foreign currency risk by entering into various foreign exchange contracts to mitigate the risk arising out of foreign exchange rate movement on trade payables. Further, to hedge foreign currency future th

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 transactions in respect of which firm commitment are made or which are highly probable forecast transactions (for instance, foreign exchange denominated income) the Company has entered into foreign currency forward contracts as per the policy of the Company. The details of exposures hedged using forward contracts and the details of unhedged exposures are given as part of Note 48. The Company is mainly exposed to changes in USD and EURO. The below table demonstrates the sensitivity to a 5% increase or decrease in the respective foreign currency rates against INR, with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Company as at the reporting date. 5% represents management’s assessment of reasonably possible change in foreign exchange rate.

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 transactions in respect of which firm commitment are made or which are highly probable forecast transactions (for instance, foreign exchange denominated income) the Company has entered into foreign currency forward contracts as per the policy of the Company. The details of exposures hedged using forward contracts and the details of unhedged exposures are given as part of Note 48. The Company is mainly exposed to changes in USD and EURO. The below table demonstrates the sensitivity to a 5% increase or decrease in the respective foreign currency rates against INR, with all other variables held constant. The sensitivity analysis is prepared on the net unhedged exposure of the Company as at the reporting date. 5% represents management’s assessment of reasonably possible change in foreign exchange rate.

Crores)

Particulars

Impact on Profit before tax For the year ended March 31, 2026

March 31, 2025

Impact on Pre-tax Equity For the year ended March 31, 2026

March 31, 2025

(iii) Commodity price risk The Company’s operating activities require the ongoing purchase of natural gas. Natural gas being an international commodity is subject to price fluctuation on account of the change in the crude oil prices, demand supply pattern of natural gas and exchange rate fluctuations. The Company is not affected by the price volatility of the natural gas to the extent consumed for Urea as under the Urea pricing formula the cost of natural gas is pass through if the consumption of natural gas is within the permissible norm for manufacturing of Urea. The Company also deals in purchase of other feed stock materials (i.e. Rock phosphate, Toluene and Denatured Ethyl Alcohol) which are imported by the Company and used in the manufacturing of Ammonium Nitro Phosphate, Toluene Di-isocyanate and Ethyl Acetate. The import prices of these materials are governed by international demand and supply pattern. There is a price and material availability risk, which is managed by senior management team through sensitivity analysis, commodity price tracking. (iv) Equity price risk The Company’s investment in listed and non-listed equity securities are susceptible to market price risk arising from uncertainties about future values of the investment securities. The Company manages the equity price risk through diversification and by placing limits on individual and total equity instruments. Reports on the equity portfolio are submitted to the Company’s senior management on a regular basis. The Company’s Board of Directors reviews and approves all equity investment decisions. At the reporting date, the exposure to unlisted equity securities at fair value was Sensitivity analyses of these investments have been provided in Note 49.2(b).

396.65 crores.

At the reporting date, the exposure to listed equity securities at fair value was 465.21 crores. A decrease of 5% on the BSE market price could have an impact of approximately

23.26 crores on the OCI or equity attributable to the Group. An increase of 5% in the value of the listed securities would also impact OCI and equity. These changes would not have an effect on profit or loss.

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b) c)

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 b)

Credit risk Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables and other financial assets) and from its financing activities, including deposits with banks, foreign exchange transactions and other financial instruments. Customer credit risk is managed by the Company’s established policy, procedures and control relating to customer credit risk management. Credit quality of a customer is assessed based on an extensive evaluation and individual credit limits are defined in accordance with this assessment. An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data. Credit risk from balances with banks and non-banking finance companies is managed by the Company’s treasury department in accordance with the Company’s policy. Investments of surplus funds are made only with approved counterparties and within credit limits assigned to each counterparty. Counterparty credit limits are reviewed by the Company’s Board of Directors on an annual basis, and may be updated throughout the year subject to approval of the Company’s management. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments. Trade receivables The Company’s receivables can be classified into two categories, one is from the customers/ dealers in the market and second one is from the central and state Government in the form of subsidy. As far as Government portion of receivables is concerned, credit risk is Nil except where there are uncertainties due to non-acknowledgement of claims. In respect of market receivables from the customers/ dealers, the Company extends credit to customers in normal course of business. The Company considers factors such as credit track record in the market and past dealings for extensions of credit to customers. The Company monitors the payment track record of the customers. Outstanding customer receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade receivables as for certain products it extends rolling credit to its customers, against the collateral. Trade receivables, other than subsidy receivables are secured to the extent of interest free security deposits and bank guarantees received from the customers amounting to 21.29 crores and 21.63 crores as at 31st March, 2026 and 31st March, 2025, respectively. (Refer Note No. 11 for Trade Receivables outstanding). The Company follows a ‘simplified approach’ (i.e. based on lifetime ECL) for recognition of impairment loss allowance on Trade receivables, other than those receivables from the Government of India. For the purpose of measuring lifetime ECL allowance for trade receivables, the company estimates irrecoverable amounts based on the ageing of the receivable balances and historical experience in respect of certain categories of the customers. Individual trade receivables are written off when management deems them not to be collectible Liquidity Risk Liquidity risk is the risk that the Company will encounter difficulty in raising funds to meet commitments associated with financial instruments that are settled by delivering cash or another financial asset. Liquidity risk may result from an inability to sell a financial asset quickly at close to its fair value. The Company has an established liquidity risk management framework for managing its short term, medium term and long term funding and liquidity management requirements. The Company’s exposure to liquidity risk arises primarily from mismatches of the maturities of financial assets and liabilities. The Company manages the liquidity risk by maintaining adequate funds in cash and bank balances. The Company also has adequate credit facilities agreed with banks to ensure that there is sufficient cash to meet all its normal operating commitments in a timely and cost-effective manner.

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The table below analyses derivative and non-derivative financial liabilities of the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 The table below analyses derivative and non-derivative financial liabilities of the Company into relevant maturity groupings based on the remaining period from the reporting date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.

Crores)

Particulars

Refer Note
On Demand
Less than 1 year
1 to 5 years
Over 5 years
Total

49.4 : Capital Management: For the purposes of the Company’s capital management, capital includes issued capital and all other equity. The primary objective of the Company’s capital management is to maximize shareholder value. The Company manages its capital structure and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants. The Company monitors capital using gearing ratio, which is net debt (total debt less cash and bank balance) divided by total capital plus net debt.

Crores)
Particulars
March 31, 2026

March 31, 2025

Total Borrowings (refer note 19) Less: Cash and bank balances (refer Note 14 and 15) Net Debt (A) Total Equity (B) Total Equity and Net Debt (C = A + B) Gearing ratio

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NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 50.5 : Audit Trail The Company uses an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the accounting software. The audit trail was operated at application level throughout the year and the same has been enabled at the database level from May 17, 2025. The audit trail at the Oracle database level captures details of executed Data Manipulation Language (DML) and Data Definition Language (DDL) statements and it does not retain both old and new values in respect of data modifications. Further, there is no instance of audit trail feature being tampered with in respect of the accounting software where such feature is enabled. Furthermore, the audit trail has been preserved by the Company as per the statutory requirements for record retention. Note 50 : Additional disclosures required as per Schedule III to the Companies Act, 2013; (i) (ii)

(iii)

The Company has not traded or invested in Crypto currency or Virtual Currency during the year ended March 31, 2026 and March 31, 2025. No proceedings have been initiated or pending against the Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 and rules made thereunder, as at March 31, 2026 and March 31, 2025. The Company is not a declared wilful defaulter by any bank or financial Institution or other lender, in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India, during the year ended March 31, 2026 and March 31, 2025.

(vi)

The Company did not have any material transactions with companies struck off under Section 248 of the Companies Act, 2013 or Section 560 of Companies Act, 1956 during the year ended March 31, 2026 and March 31, 2025. There have been no transactions which have not been recorded in the books of accounts, that have been surrendered or disclosed as income during the year ended March 31, 2026 and March 31, 2025, in the tax assessments under the Income Tax Act, 1961. There have been no previously unrecorded income and related assets which were to be properly recorded in the books of account during the year ended March 31, 2026 and 31 March 31, 2025. The Company has taken borrowings from banks and financial institutions and utilised them for the specific purpose for which they were taken as at the Balance sheet date. Quarterly statements of current assets filed by the Company with Bank are in agreement with the books of accounts of the Company for the respective periods, except for the following :

Crores)

Quarter ended

Nature of current Assets / Liabilities where differences were observed

Amount

Amount disclosed as per as per books quarterly return of accounts

/ statement
Amount of Difference
Reasons for material difference

June 30, 2025 September 30, 2025 December 31, 2025

March 31, 2026

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (vii)

CONSOLIDATED

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH 31, 2026 (vii)

Based on the Ministry of Corporate Affairs (MCA) portal, charges aggregating to 0.46 crore are appearing as “Open” as of March 31, 2026 which were executed with Banks (the lender) in relation to securing repayment of loan facility related to year 1990. The Company is in process to obtain the No Objection Certificates from the Banks. Once the same is received, the Company will file the “Satisfaction of Charge” with the Registrar of Companies (ROC). (viii) Utilisation of borrowed funds and share premium: I :- The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall: a)

directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or b)

directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or provide any guarantee, security or the like on behalf of the ultimate beneficiaries. Note 51 : Code on Social Security On November 21, 2025, the Government of India notified the four Labour codes - The code on Wages, 2019, The Industrial Relations code, 2020, The code on Social Security, 2020 and The Occupational Safety, Health and Working Conditions Code, 2020 - consolidating 29 existing Labour Laws. The Company has assessed the impact of these changes on the basis of internal assessment with guidance provided by the Institute of Chartered Accountants of India. Accordingly, the Company has estimated and recognised past service cost towards incremental obligation in gratuity and leave encashment aggregating to 3.12 crores based on the best available information and review of the existing wage structure, which is included in Employee Benefits Expense for the year ended March 31, 2026. The Company continues to monitor the finalisation of Central / State Rules and any clarifications from the Government on other aspects of the New Labour Codes and would provide appropriate accounting effect in the relevant period on the basis of such developments as needed. Note 52 : Balances of certain trade receivables, advances given and trade payables are subject to confirmation/ reconciliation, if any. The management does not expect any material difference affecting the financial statements on such reconciliation / adjustments. Note 53 : Event occurred after the Balance Sheet Date: The Company evaluates events and transactions that occur subsequent to the balance sheet date but prior to the approval of the financial statements to determine the necessity for recognition and/or reporting of any of these events and transactions in the financial statements. As of May 18, 2026, there were no material subsequent events to be recognized or reported that are not already previously disclosed. Note 54 : The previous year’s figures have been regrouped / reclassified, wherever necessary, to conform to the figures of the current year presentation.

For and on behalf of the Board of Directors, D. V. Parikh Executive Director & CFO

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

Place : Gandhinagar Date

As per our report of even date For Suresh Surana & Associates LLP Chartered Accountants (Firm Registration No. 121750W /W100010)

Place : Gandhinagar Date

Ramesh Gupta Partner Membership No. 102306 th

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ANNEXURE TO THE CONSOLIDATED FINANCIAL STATEMENTS

Form AOC- I (Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014) Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures PART "B": Associates and Joint Ventures Statement pursuant to Section 129(3) of the companies Act, 2013 related to Associate Company and Joint Ventures

PART "B": Associates and Joint Ventures Statement pursuant to Section 129(3) of the companies Act, 2013 related to Associate Company and Joint Ventures

Name of Associates

Latest audited Balance Sheet Date Shares of Associates held by the company on the year end No. Amount of Investment in Associates ( in lakh) Extent of Holding % Description of how there is significant influence

Reason why the Associate is not consolidated (i) Networth attributable to shareholding as per latest audited Balance Sheet as on 31-03-2025 ( in lakh) (ii) Networth attributable to shareholding as per latest unaudited Balance Sheet as on 31-03-2026 ( in lakh) Unaudited Profit / (Loss) for the FY 2025-26 ( in lakh) i.

Considered in Consolidation ( in lakh)

Not Considered in Consolidation ( in lakh)

Gujarat Green Revolution Company Limited 31-03-2025

12,50,000 125 46.87% Holding more than 20% of the total capital Not Applicable 12,452

Name of Associates which are yet to commence Operation Names of Associates which have been liquidated or sold during the year

None None

D. V. Parikh Executive Director & CFO

Rajesh Pillai Company Secretary (ICSI M. No.: ACS 27145)

For and on behalf of the Board of Directors, Rajkumar Beniwal, IAS Managing Director (DIN : 07195658)

Manoj Kumar Das, IAS Chairman (DIN : 06530792)

Place : Gandhinagar Date : 18-05-2026 th

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FINANCIAL STATEMENTS

CONSOLIDATED NOTES th

CONSOLIDATED
NOTES th
340 | 50 Annual Report 2025-2026

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Page 366

Gujarat Narmada Valley Fertilizers & Chemicals Limited

ISO 9001, ISO 14001, ISO 45001 & ISO 50001 Certified Company P.O. Narmadanagar - 392 015, Dist. Bharuch, Gujarat, INDIA. Ph.: +91 (02642) 247001, 247002 CIN: L24110GJ1976PLC002903 | Website: www.gnfc.in

Open page 366

GNFC Annual Report 2025-26

In this magazine

Cover

A GOLDEN JUBILEE MARKED BY MILESTONES

CORPORATE INFORMATION

CONTENTS

MESSAGE FROM THE CHAIRMAN

GNFC-Atmanirbhar Bharat Ki Ore

MESSAGE FROM THE MANAGING DIRECTOR

OUR JOURNEY

Capacity Grows

Diversification Begins

Strengthening the Industrial Footprint

Expanding Infrastructure

Page 10

Chemicals

Fertilizer & Farmer Support

“One

Solutions drives digital transformation across

FINANCIAL TRENDS AND VALUE CREATION (LAST 5 YEARS)

FINANCIAL PERFORMANCE OVER A DECADE (STANDALONE)

SHAREHOLDER ENGAGEMENT

Simplifying Investor Services

What You Need to Know

CLOSER TO OUR SHAREHOLDERS

Shareholder Suvidha Camps

Saksham Niveshak Campaign

Special Window for Share Transfer

DIGITAL FRAMEWORK

GNFC uses Legatrix Compliance Management

GROWTH CAPITAL Expanding Our Growth Horizons

SUPPLY RELIABILITY

MARKET STRENGTH

Vision 2047

MAKING A DIFFERENCE EVERY DAY

Ethyl Acetate

Page 19

WNA (Weak Nitric Acid)

Page 20

Education that Expands Opportunity

Women at the Centre of Progress

Skills for a Changing Economy

Page 21

Bringing Care Closer to Communities

Infrastructure for Everyday Progress

Accountability that Sustains Impact

RENEWABLE ENERGY FOOTPRINT

A GREENER WAY FORWARD

Vision 2047

Viksit

Management Discussion & Analysis

Climatic Conditions

STATUTORY REPORTS

Acreages

Page 27

STATUTORY REPORTS

MANAGEMENT DISCUSSION AND ANALYSIS

Minimum Support Price (MSP)

Source: MSP 2025-26

Government Policies - Fertilizers

Page 29

% Change 7% 5% 5% 2% 0%

% Change 36% 23% 24% 45% 0%

STATUTORY REPORTS

Source: Department of Fertilizer th

STATUTORY REPORTS

2.2. Chemical Industry

Indian chemical market 2024, $ billion

Page 33

STATUTORY REPORTS

Result % (24%) 118% 6% 100%

Page 35

STATUTORY REPORTS

Page 37

Production/ Operational Performance: 2025-26

STATUTORY REPORTS

MANAGEMENT DISCUSSION AND ANALYSIS

Page 39

STATUTORY REPORTS

Chemicals sales performance