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To

The Members, Aries Agro Limited

Your Directors have pleasure in presenting their 55^th Annual Report on the operations of the Company together with the Audited Financial Statements for the Financial Year ended 31^st March, 2025.

Financial Performance

Particulars	Standalone		Consolidated
	Year Ended 31st March, 2025	Year Ended 31st March, 2024	Year Ended 31st March, 2025	Year Ended 31st March, 2024
Revenue from Operations	77,835.37	66,403.63	80,439.32	67,285.64
Less :- Discount / Rebates	18,067.84	15,631.82	18,217.60	15,639.88
	59,767.53	50,771.82	62,221.72	51,645.75
Other Income	790.29	634.36	484.46	297.18
Total Revenue (including Other Income)	60,557.82	51,406.18	62,706.18	51,942.93
Less :- Operating Expenses (excluding Finance Cost & Depreciation)	53,840.28	45,283.51	55,477.97	46,102.82
Profit Before Tax, Interest & Depreciation	6,717.54	6,122.66	7,228.21	5,840.11
Less :- Finance Costs	1,766.43	2,199.25	1,855.90	2,228.17
Depreciation & Amortization Expense	831.12	742.89	933.53	773.64
	2,597.55	2,942.13	2789.43	3,001.81
Profit Before Tax	4,119.99	3,180.53	4438.78	2,838.31
Less :- Current Tax	1,007.00	899.00	1136.10	903.51
Mat Credit Entitlement	-	-	(124.60)	(15.30)
Tax relating to earlier periods	(33.74)	26.72	(32.96)	27.36
Deferred Tax	(78.26)	73.55	110.88	82.79
	895.01	999.27	1,089.42	998.36
Profit After Tax	3,224.99	2,181.26	3,349.35	1,839.94
Add / (Less) :- Share of Profit / (Loss) of Associates	-	-	-	-
Profit for the year	3224.99	2,181.26	3,349.35	1,839.94
Less :- Non-Controlling Interest	-	-	52.93	48.94
Profit for the year attributable to Owners of the Parent	3224.99	2,181.26	3,402.28	1,888.89
Balance brought forward	17,819.80	15,768.72	17,255.22	15,558.96
Add / (Less) :- Foreign Currency Translation Reserve	-	-	(19.08)	(62.45)
Amount available for Appropriation	21,044.79	17,949.98	20,638.43	17,385.40
Less :- Dividend Proposed / Paid	129.93	130.18	129.93	130.18
Tax on Dividend Proposed	-	-	-	-
Provision for Doubtful Debts	-	-	-	-
Less :- Dividend Proposed / Paid	129.93	130.18	129.93	130.18
Surplus carried forward to Balance Sheet	20,914.86	17,819.80	20,508.50	17,255.22
Revenue from Operations	100.00	100.00	100.00	100.00
Less :- Discount / Rebates	23.21	23.54	22.65	23.24
	76.79	76.46	77.35	76.76
Other Income	1.02	0.96	0.60	0.44
Total Revenue (including Other Income)	77.80	77.41	77.95	77.20
Less :- Operating Expenses (excluding Finance Cost & Depreciation)	69.17	68.19	68.97	68.52
Profit Before Tax, Interest & Depreciation	8.63	9.22	8.99	8.68
Less :- Finance Costs	2.27	3.31	2.31	3.31
Depreciation & Amortisation Expense	1.07	1.12	1.16	1.15
	3.34	4.43	3.47	4.46
Profit Before Tax	5.29	4.79	5.52	4.22
Less :- Current Tax	1.29	1.35	1.41	1.34
Mat Credit Entitlement	-	-	(0.15)	(0.02)
Tax relating to earlier periods	(0.04)	0.04	(0.04)	0.04
Deferred Tax	(0.10)	0.11	0.14	0.12
	1.15	1.50	1.35	1.48
Profit After Tax	4.14	3.28	4.16	2.73
Add / (Less) :- Share of Profit / (Loss) of Associates	-	-	-	-
Profit for the year	4.14	3.28	4.16	2.73
Less :- Non-Controlling Interest	-	-	0.07	0.07
Profit for the year attributable to Owners of the Parent	4.14	3.28	4.23	2.81
Balance brought forward	22.89	23.75	21.45	23.12
Add / (Less) :- Foreign Currency Translation Reserve	-	-	(0.02)	(0.09)
Amount available for Appropriation	27.04	27.03	25.66	25.84
Less :- Dividend Paid	0.17	0.20	0.16	0.19
Tax on Dividend Proposed	-	-	-	-
Provision for Doubtful Debts	-	-	-	-
Less :- Dividend Paid	0.17	0.20	0.16	0.19
Surplus carried forward to Balance Sheet	26.87	26.84	25.50	25.64

OPERATIONS STANDALONE

During the year under review, the Earnings Before Interest, Depreciation and Tax was 11.24% of Net Sales compared to 12.06% in the previous year. The Total Revenue (excluding Other Income) for the year net of discount / rebates was Rs. 59,767.53 Lakhs as against Rs.

50,771.82 in the previous year. Profit after tax for the year was 5.40% compared to 4.30% in the previous year.

CONSOLIDATED FINANCIAL STATEMENT

In accordance with the Indian Accounting Standard (Ind-AS) 110 on Consolidated Financial Statements, the Audited Consolidated Financial Statement is provided in the Annual Report.

The Consolidated Profit Before Interest, Depreciation, Exceptional Items and Taxes (EBITDA) of the Group was Rs. 7,228.21 Lakhs in the Financial Year 2024-25 compared to Rs. 5,840.11 Lakhs in the previous year. Consequently, the Consolidated Profit Before Exceptional

Items and Taxes (PBT) was Rs. 4,438.78 Lakhs in the Financial Year 2024-25 compared to Rs. 2,838.31 Lakhs in the previous year.

FINANCIAL REVIEW

With the collective support of Staff and Aries Customers the

Company was able to improve its revenue from Indian Operations by 17.22% from Rs. 664.03 Crores to Rs.778.35 Crores. International

Sales have shown significant growth, which includes Sales from the

Aries Branch in Fujairah, UAE and from our Associate Company, Amarak Chemicals FZC, UAE. The total capacity utilization currently stands at 76.32% of the total Installed Capacity of 95,400 MT p.a. in India. The manufacturing unit at Fujairah, UAE has produced 8751 MT of Sulphur Bentonite and other value added Sulphur products for sale in India and globally

DIVIDEND

After considering earnings, requirement for funds and with the objective of rewarding the Shareholders, the Directors have recommended Final Dividend of 12% being Rs. 1.20/- per Equity

Share of Rs. 10/- each which is 4.84% of Net Profit for the year ended 31^st March, 2025 (previous year 10% being Re. 1/- per Equity

Share of Rs. 10/- each which is 5.96% of Net Profit) subject to your approval at the ensuing Annual General Meeting. The Dividend, if approved, will result in an outflow of Rs. 156.05 Lakhs.

TRANSFER TO RESERVES

Your Directors do not propose to transfer any amount to the

General Reserve out of the current year's Profit and the balance aggregating to Rs. 20,914.86 Lakhs is proposed to be retained in the Profit and Loss Account.

FUTURE PROSPECTS:

The Year 2025-26 is the 56^th year of Aries operations. The favourable projection of monsoons indicates positive future trend for the agro industry. The Company is geared to address the high demand scenario by adding to automation, warehousing and taking steps for more stringent inventory control. We shall continue promotion of climate proof products and expansion in the range of plant protection products during the year. The Annual booking for 2025-26 was conducted online with participation of 1717 Dealers from 26 States who used the Aries booking app and have placed their bookings for Rs.830.44 crores of products to be lifted during FY 2025-26. This is expected to achieve gross revenue of around Rs. 950 crores in FY 2025-26.

CREDIT RATING reaff TheCompany'sCreditRatinghasbeen ^th August, 2025 as under:

Facilities	By CRISIL RATINGS		By CRISIL RATINGS (REAFFIRMED)
Facilities	Amount	Rating Action	Amount	Rating Action	Indication/Significance
	(Rs)		(Rs)
Long Term Bank Facilities(Fund Based) Short Term Bank Facilities (Non Fund Based)	150.00 Cr	CRISIL BBB+/ Positive(Outlook revised from "Stable"; rating Reaffirmed) CRISIL A2(Reaffirmed)	150.00 Cr	CRISIL BBB+/ Positive (Reaffirmed) CRISIL A2(Reaffirmed)	Instruments with this rating are considered to have moderate degree of safety regarding timely servicing of financial obligations. Such instruments carry moderate credit risk Instruments with this rating are considered to have strong degree of safety regarding timely payment of financial obligation. Such instruments carry low credit risk
Total	150.00 Cr		150.00 Cr

The rating reflect moderate degree of safety regarding timely servicing of financial obligations.

CHANGES IN NATURE OF BUSINESS AND REVISION IN THE BOARD'S REPORT

There is no change in the nature of business of the Company during the year. There is no revision made in the Board's Report and whatever submitted herewith is the final Report.

1. SAFETY AND HEALTH

The Company prioritizes the health and safety of its employees above all else. Efforts are continuously made to improve safety standards and processes to minimize risks across all operations. There have been no accidents or incidents in any of our factories. We have undertaken the following measures:

• Conducted risk assessments to identify potential hazards within the manufacturing process.

• Implemented regular safety training programs to ensure that employees are well-versed in safety protocols, emergency procedures, and the correct use of personal protective equipment (PPE).

• Provided health check-ups and monitoring to detect and address potential health issues related to the manufacturing process, ensuring early intervention and preventive measures.

1. PUBLIC DEPOSITS

The Company has not accepted any deposits from the Public within the meaning of Section 73 of the Companies Act, 2013 and Members (other than Directors) during the year under review and as such, no amount on account of Principal or Interest on Deposits from Public and Members

(other than Directors) was outstanding as on 31^st March, 2025. Accordingly, the question of any Deposits which are not in Compliance with the requirements of Chapter V of the Act, does not arise.

SUBSIDIARIES & ASSOCIATE COMPANIES

Your Company has three Subsidiaries out of which two are Non-Material Indian Subsidiaries viz Aries Agro Equipments Private Limited and Mirabelle Agro Manufacturing Private Limited and one foreign subsidiary namely Golden Harvest Middle East FZC. The business operations of Aries Agro Equipments Pvt. Ltd. commenced in the year 2009-10 in agricultural sprayers but discontinued the activity in the financial year 2013-14 due to lack of appropriate distribution network for Farm Equipments. The business activities were re-started in the financial year 2022-

2023. The Company achieved turnover of Rs. 390.67 Lakhs during the Financial Year 2024-25 compared to Rs. 27.08 Lakhs in the

Previous Year. The Company has earned a Profit of Rs. 18.61

Lakhs compared to Loss of Rs. 10.01 Lakhs in the Previous Year. Mirabelle Agro Manufacturing Private Limited was incorporated on 26^th December, 2019. The Company started its full operations during the Financial Year 2021-22. The Company had a Turnover of Rs. 5,268.18 Lakhs as compared to Rs. 1,371.96 Lakhs in the

Previous Year. The Company has earned a Profit of Rs. 746.47 Lakhs during the Financial Year 2024-25 as compared to the Profit of Rs. 28.89 Lakhs in the Previous Year. The above two Companies are Wholly Owned Subsidiaries of the Company. As regards the overseas subsidiary M/S. Golden Harvest Middle East FZC a Trading Entity, in their Nineteenth Year of operation, has not generated any sale as that of the previous year and has incurred Loss of AED 19.41 Lakhs (INR 451.74 Lakhs) for the year 2024-2025 compared to AED 18.31 Lakhs (INR 415.77 Lakhs) in the previous year, since trading revenue did not materialize for licensing reasons.

As required under Section 129(3) of the Companies Act, 2013, annexed hereto are the Audited Financial Statements for the Year ended 31^st March, 2025 of Golden Harvest Middle East FZC., Aries Agro Equipments Private Limited and Mirabelle Agro Manufacturing Private Limited. A Statement in Form AOC-1 of Subsidiary Companies as prescribed under Section 129(3) of The Companies Act, 2013 read with Rule 5 of Companies(Accounts) Rules, 2014, is annexed and is forming part of the Annual Report. Apart from the above statement a list of Subsidiary & Group Companies is given in Note No. 40 of the Notes to Accounts, and is forming part of the Annual Report.

All the above Indian Subsidiaries and Group Companies are

Un-listed and Non-Material Companies as defined under Listing

Regulations. M/s. Amarak Chemicals FZC, Fujairah, UAE is an Associate of the Subsidiary M/s. Golden Harvest Middle East FZC.

The Wholly Owned Subsidiary M/s Aries Agro Care Private Limited has been Struck Off with effect from 27 ^th July, 2024, consequently it has ceased to be a subsidiary of the Company w.e.f. 27^th July, 2024. Apart from the above there are no other Companies which have become or ceased to be a Subsidiary, Joint Venture or Associate Companies during the year. There is no Holding, Associate or Joint Venture Companies other than as listed above.

INSURANCE

All properties and assets of your Company are adequately insured covering all conceivable risks.

DIRECTORS & KEY MANAGERIAL PERSONNEL

DIRECTORS

Dr. Jimmy Mirchandani (DIN 00239021), Non-Executive-Non-Independent Director, expired on 26^th January, 2025 in Canada. The Board expresses its deep sorrow over the sad demise of Dr. Jimmy Mirchandani, and places on record its appreciation and gratitude for the valuable guidance and counselling rendered by Dr. Jimmy Mirchandani during his tenure/association with the Company.

Dr. Shailesh Ramesh Karnik(DIN 06976928) was appointed as a Non Executive and Independent Director of the Company with effect from 14^th August, 2024 by the Board of Directors at their Meeting held on 13^th August, 2024 which was approved by the Members at the 54^th Annual General Meeting of the Company held on 23^rd September, 2024 by passing a Special Resolution. In the opinion of the Board Dr. Shailesh Ramesh Karnik possess the Integrity, Expertise and Experience (including proficiency) as required from the Independent Director.

Mr. Ramamurthy Sundaresan (DIN 00540033) was appointed as a Non Executive and Non-Independent Director of the Company with effect from 14^th February, 2025 by the Board of Directors at their Meeting held on 13^th February, 2025 which was approved by the Members through Postal Ballot on 22^nd March, 2025 by passing an Ordinary Resolution. Apart from the above, there were no changes in the Composition of the Board of Directors during the year under review.

As per Article 169 of the Articles of Association the Managing Director is not to retire by rotation. Further, as per Section 149(13) of Companies Act, 2013 the Independent Directors are not to retire by rotation.

Mrs. Nitya Mirchandani was re-appointed as a Director at the last Annual General Meeting held in the year 2024. Mr. Ramamurthy Sundaresan was appointed as a Non Executive and Non-

Independent Director of the Company with effect from 14 ^th February, 2025 through Postal Ballot on 22^nd March, 2025.

Pursuant to the provisions of Section 152(6) of the Companies Act, 2013, Mrs. Nitya Mirchandani(DIN 06882384), being longest as a Director amongst the retiring Directors, to retire by rotation and being eligible, offers herself for re-appointment. Accordingly, her re-appointment forms part of the Notice of ensuing Annual General Meeting. All the Independent Directors have submitted declarations to the effect that each of them meets the criteria of Independence as provided in Section 149(6) of the Companies Act, 2013 and Listing Regulations and there has been no change in the circumstances which may affect their status as an Independent Director during the year.

Section 149(10) of the Act provides that an Independent Director shall hold office for a term of five consecutive years on the Board and shall be eligible for re-appointment on passing a Special Resolution by the Company and disclosure of such appointment shall be made in its Board's Report. Section 149(11) provides that an Independent Director may hold office for up to two consecutive terms.

Accordingly, Prof. R. S. S. Mani(DIN-00527270) who was reappointed as an Independent Director for a second term of 5(Five) Years with effect from 26^th September, 2019 at the Fourty Ninth Annual General Meeting held on 30^th September, 2019 ceased to be a Director on 25^th September, 2024 on completion of his term. During the year, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company. Familiarisation Programme for Independent Directors-Though there is no formal Policy for familiarization but the Company in order to familiarize the Independent Directors with the business of the Company, makes presentation by the Functional Heads covering Operations of the Company at every Quarterly board meeting and nature and scope of business, nature of industry in which Company operates, profitability and future plans. Regularly at meetings updates are given to the Board. House Journal as and when published is also sent to all the Directors and their feedback are considered. Action Taken Report and Legal Updates are also being placed at every meeting of the Board and Audit Committee just to keep the Directors updated with the latest amendments and Action Taken by the Management.

KEY MANAGERIAL PERSONNEL

There were no change in the Key Managerial Personnel during the year under review. All the Key Managerial Personnel have submitted disclosures and declaration required under the Companies Act, 2013 and Listing Regulations.

MEETINGS OF BOARD

Five (5) Meetings of the Board of Directors were held during the year on 29.05.2024, 13.08.2024, 18.09.2024, 08.11.2024, and 13.02.2025. For further details, please refer Report on Corporate Governance of this Annual Report.

AUDIT COMMITTEE

In view of the retirement of Mr. C.B. Chhaya on 31^st March, 2024, the Audit Committee was reconstituted with effect from1 ^st April, 2024. The Committee comprised of Mr. Nrupang Bhumitra Dholakia Chairman, Prof. R.S.S. Mani, Mrs. Nitya Mirchandani and Mr. R. V. Balasubramaniam Iyer, Members. Further, due to retirement of Prof. R.S.S. Mani on 25^th September,

2024, the Audit Committee was reconstituted with effect from

26^th September, 2024. The Committee comprises of Mr. Nrupang Bhumitra Dholakia, Chairman, Mrs. Nitya Mirchandani, Mr. R. V. Balasubramaniam Iyer and Dr. Shailesh Ramesh Karnik, Members. For further details, please refer Report on Corporate Governance of this Annual Report.

All the recommendations made by the Audit Committee were accepted by the Board during the year under review.

NOMINATION AND REMUNERATION COMMITTEE

In view of the retirement of Mr. C.B. Chhaya on 31^st March, 2024, the Nomination and Remuneration Committee was reconstituted with effect from 1^st April, 2024. The Committee comprised of Prof. R.S.S. Mani, Chairman, Mr. Nrupang Bhumitra Dholakia and Mr. R. V. Balasubramaniam Iyer, Members. Further due to retirement of Prof. R.S.S. Mani on 25^th September, 2024, the Nomination and Remuneration Committee was reconstituted with effect from 26^th September, 2024. The Committee comprises of Mr. R.V. Balasubramaniam Iyer, Chairman, Mr. Nrupang Bhumitra Dholakia and Dr. Shailesh Ramesh Karnik, Members. For further details, please refer Report on Corporate Governance of this Annual Report.

STAKE HOLDERS RELATIONSHIP COMMITTEE

In view of the retirement of Mr. C. B. Chhaya on 31^st March, 2024, the Stake Holders Relationship Committee was reconstituted with effect from1 ^st April, 2024. The Committee comprises of Mr. Nrupang Bhumitra Dholakia, Chairman, Dr. Rahul Mirchandani and Mrs. Nitya Mirchandani. Members. For further details, please refer Report on Corporate Governance of this Annual Report.

CSR COMMITTEE/ADMINSTRATIVE COMMITTEE

There was no change in the Corporate Social Responsibility(CSR) Committee during the year under review. The Committee comprises of Dr. Rahul Mirchandani, Chairman, Mrs. Nitya Mirchandani and Mr. Nrupang Bhumitra Dholakia, Members. For further details, please refer Report on Corporate Governance of this Annual Report. In view of the requirement of the Company from time to time the Board of Directors of the Company at their Meeting held on 29^th May, 2024 renamed the Treasury Committee as Administrative Committee and the scope and terms of reference of the re-named Committee i.e. Administrative Committee was broadened.

BOARD EVALUATION

The Board of Directors have carried out an Annual Evaluation of its own performance and individual Directors themselves pursuant to the provisions of the Act and Corporate Governance requirements as prescribed by Regulation 17(10) of the SEBI(LODR) Regulations, 2015.

The performance of the Board was evaluated by the Board after seeking inputs from all the Directors on the basis of criteria such as the Board Composition and Structure, Effectiveness of Board

Process, Information and Functioning etc.

In a separate Meeting of the Independent Directors, performance of Non-Independent Directors, Performance of the Board as a whole and performance of the Chairman was evaluated, taking into account the views of Executive Directors and Non-Executive Directors.

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Policy on Directors Appointment and Remuneration including criteria for determining qualifications, positive attributes, independence of Director and also Remuneration for Key Managerial Personnel and other Employees are contained in the Nomination and Remuneration Policy which is hosted at the web site of the Company www.ariesagro.com.

2. DIRECTORS' RESPONSIBILITY STATEMENTS

Pursuant to the requirements of Section 134(3)(c) and 134(5) of the Companies Act, 2013 the Board of Directors, to the best of their knowledge and ability, confirm that:

1. in preparation of the Annual Accounts, applicable Accounting Standards have been followed and that there are no material departures; 2. they have selected such Accounting Policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the State of the Affairs of the Company at the end of the financial year and of the Profit of the Company for that year; 3. they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; 4. they have prepared the Annual Accounts on a ‘going concern' basis; 5. they have laid down Internal Financial Controls to be followed by the Company and such Internal Financial Controls are adequate and operating effectively;

6. they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

PARTICULARS OF EMPLOYEES & RELATED DISCLOSURES

The information required under Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are as under:

1. The ratio of the remuneration of each Director to the median remuneration of the employees of the Company for the financial year;

Non-Executive Directors	Ratio to median Remunerations	Directors Remuneration / Sitting Fees Rs. Lakhs
Dr. Jimmy Mirchandani	0.13	0.40
Mrs. Nitya Mirchandani	1.21	3.60
Prof R. S. S. Mani	0.67	2.00
Mr. Nrupang Bhumitra Dholakia	1.41	4.20
Mr. R. V. Balasubramaniam Iyer	1.21	3.60
Dr. Shailesh Ramesh Karnik Executive Director	0.67	2.00
Dr. Rahul Mirchandani	82.67	246.65

2. The percentage increase in remuneration of each

Director, Chief Financial Officer, Company Secretary or Manager, if any, in the financial year;

Directors, Chief Financial Officer, Company Secretary	% Increase in Remuneration in the Financial Year
Dr. Rahul Mirchandani, CMD	--
Mr. Qaiser P. Ansari, Company Secretary & Chief Legal Officer	24.81
Mrs. Chhaya A. Warrier, Senior V.P. Finance(CFO)	18.48

3. The percentage increase in the median remuneration of employees in the financial year; 3.85 %

4. The number of permanent employees on the rolls of

Company; 1,196.

5. 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;

The average annual increase was around 10.98% after accounting for promotions and other event based compensation revision.

6. Affirmation that the remuneration is as per the

Remuneration Policy of the Company.

The Company affirms that the remuneration is as per the

Remuneration Policy of the Company.

The Statement containing Particular of Employees as required under Section 197(12) of the Companies Act, 2013 read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, drawing remuneration in excess of the limits set out in the said Rules are provided in the Annual Report.

Information in accordance with the provisions of Section 197(12) of the Companies Act, 2013 ("Act") read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are as under:

	TOP 10 EMPLOYEES IN TERMS OF REMUNERATION DRAWN DURING THE YEAR 2024-25
Sr. No. NAME	DESGINATION	REMUNERATION RECEIVED	NATURE OF EMPLOYMENT	OTHER TERMS & CONDI- TIONS	NATURE OF DUTY	QUALIFICATION & EXPERIENCE	DATE OF COMMENCEMENT	AGE	Last Employment held	% of Equity Shares held as on 31.03. 2025	Whether relative of any Director or Manager and the name of such Director or Manager
1 DR. RAHUL MIRCHANDANI	CHAIRMAN & MANAGING DIRECTOR	24,664,800	CONTRACTUAL	N.A.	MANAGING THE AFFAIRS OF THE COMPANY	B. Com; CFA; MBA; Ph.D	02.02.1994	49	N.A.	27.29	Brother of Dr. Jimmy Mirchandani & Husband of Mrs. Nitya Mirchandani
2 MR. JAYAPRADEEP SUBRAMANIAN	DEPUTY DIRECTOR GENERAL- MARKETING (SOUTHERN REGION)	1,04,38,516	FULL TIME EMPLOYEE	N.A.	MARKETING & EXTENSION ACTIVITIES FOR SOUTHERN REGION	M.Sc. MBA	15.11.2013	43	M/s Tata Consultancy Services, Designation - IT Analyst	0.05	N.A.
3 MR. ARUN K. TIWARI	DEPUTY DIRECTOR GENERAL - MARKETING (NORTH & WEST INDIA)	81,73,467	FULL TIME EMPLOYEE	N.A.	MANAGING THE MARKETING ACTIVITIES OF NORTHERN REGION	B. Sc	01.12.1992	57	N.A.	0.00	N.A.
4 MR. QAISER PARVEZ ANSARI	COMPANY SECRETARY & CHIEF LEGAL OFFICER	56,42,815	FULL TIME EMPLOYEE	N.A.	COMPANY SECRETARY	B. Com. LLB ACS	02.06.2008	62	M/s Sabero Organics Gujarat Ltd., Designation - CS & Dy. Gen. Manager (Legal & Taxation)	0.00	N.A.
5 MR. RAJESH GUPTA	VICE PRESIDENT- MARKETING	49,53,538	FULL TIME EMPLOYEE	N.A.	MANAGING THE MARKETING ACTIVITIES OF WESTERN REGION	B.A.	06.07.2001	46	N.A.	0.00	N.A.
6 MR. SANTOSH KUMAR PANDEY	VICE PRESIDENT- MARKETING	49,18,158	FULL TIME EMPLOYEE	N.A.	MANAGING THE MARKETING ACTIVITIES OF MAHARASHTRA, NIPANI DIVISION	M. Sc (Ag)	26.05.2004	51	N.A.	0.00	N.A.
7 MR. SANKET RAJARAM PAWAR	ASSISTANT GENERAL MANAGER	48,92,121	FULL TIME EMPLOYEE	N.A.	MANAGING DOMESTIC AND INTERNATIONAL PROCUREMENT	MBA-Finance	11.06.2018	40	N.A.	0.00	N.A.
8 MR. PREMRAJ CHOUHAN	MARKETING CONTROLLER	47,36,500	FULL TIME EMPLOYEE	N.A.	MANAGING THE MARKETING ACTIVITIES	B.Sc.	10.08.1997	51	N.A.	0.00	N.A.
9 MR. BIPLOB CHATTERJEE	CHIEF OPERATIONS OFFICER	45,27,136	FULL TIME EMPLOYEE	N.A.	OVER ALL PRODUCTION	B.Sc.	08.12.2009	56	M/s Jaysynth Dye Chem, Designation - Production Officer	0.00	N.A.
10 MR. BHAGWADAS GANGWAR	DEPUTY MARKETING CONTROLLER	41,97,340	FULL TIME EMPLOYEE	N.A.	MANAGING THE MARKETING ACTIVITIES	B. A.	01.04.2003	49	J. D. Biotech	0.00	N.A.
11 MRS. CHHAYA ASHOK WARRIER	SENIOR VICE PRESIDENT- FINANCE (CFO)	36,97,406	FULL TIME EMPLOYEE	N.A.	OVER ALL FINANCE / ACCOUNTS	B. Com.	15.01.2004	52	L & T Ltd	0.00	N.A.

 

PARTICULARS OF EMPLOYEES IN TERMS OF SECTION 197(12) OF THE COMPANIES ACT, 2013 READ WITH RULE 5(2) AND 5(3) OF THE COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL
PERSONNEL) RULES, 2014 DRAWING REMUNERATION NOT LESS THAN RS. 1.02 CRORES P.A./RS. EIGHT LAKHS FIFTY THOUSAND P.M. DURING THE YEAR 2024-25
SR. No. NAME	DESGINATION	REMUNERATION RECEIVED	NATURE OF EMPLOYMENT	OTHER TERMS & CONDITIONS	NATURE OF DUTY	QUALIFICATION & EXPERIENCE	DATE OF COMMENCEMENT	AGE	Last Employment held	% of Equity Shares held as on 31.03.2025	Whether relative of any Director or Manager and the name of such Director or Manager
1 DR. RAHUL MIRCHANDANI	CHAIRMAN & MANAGING DIRECTOR	24,664,800	CONTRACTUAL	N.A.	MANAGING THE AFFAIRS OF THE COMPANY	B. Com; CFA; MBA; Ph.D.	02.02.1994	49	N.A.	27.29	Brother of Dr. Jimmy Mirchandani & Husband of Mrs. Nitya Mirchandani
2 MR. JAYAPRADEEP SUBRAMANIAN	DEPUTY DIRECTOR GENERAL- MARKETING (SOUTHERN REGION)	1,04,38,516	FULL TIME EMPLOYEE	N.A.	MARKETING & EXTENSION ACTIVITIES FOR SOUTHERN REGION	M.Sc. MBA	15.11.2013	43	M/s Tata Consultancy Services, Designation - IT Analyst	0.05	N.A.

ESOPS

The Company has not offered any ESOPS scheme to its Employees or Directors.

LIST OF SENIOR MANAGEMENT

Pursuant to the Regulation 30 of LODR the List of Senior Management is given in the Report on Corporate Governance which forms part of this Report.

RISK MANAGEMENT AND INTERNAL FINANCIAL CONTROLS

Your Company has elaborate Risk Management Procedure which is based on three Pillars. Business Risk Assessment, Operational Controls Assessment and Policy Compliance processes. Major

Risks identified by the Business and Functions are systematically addressed through mitigating actions on continuing basis. The Key risks are also discussed at the Audit Committee.

The Company's Internal Financial Control System is commensurate with the nature of its business and the size and complexity of its operations. These are routinely tested and certified by the Statutory as well as Internal Auditors covering all Offices, Factories and Key Business areas. Significant Audit Observations and Follow

Up Actions thereon are reported to Audit Committee. The Audit

Committee reviews adequacy and effectiveness of the Company's

Internal Control environment and monitors the implementation of the audit recommendations. AIMS & Tally ERP are the backbone for Reporting and Financial Controls. Based on the framework of Internal Financial Controls and Compliance System established and maintained by the Company, work performed by the Internal, Statutory and Secretarial Auditors and review performed by the Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company's Internal Financial Controls were adequate and effective during the Financial Year 2023-24.

GREEN INITIATIVES

Pursuant to Sections 101 and 136 of the Companies Act, 2013 the Company will be sending Annual Report through electronic mode(email) to all the shareholders who have registered their email addresses with the Company or with the Depository to receive the Annual Report through electronic mode and initiated steps to reduce consumption of paper.

HUMAN RESOURCES

Humans are considered as one of the most critical resources in the business which can be continuously smoothened to maximize the effectiveness of the Organization. Human resources build the

Enterprise and the sense of belonging would inculcate the spirit of dedication and loyalty amongst them towards strengthening the Company's Polices and Systems. All personnel continue to have healthy, cordial and harmonious approach thereby enhancing the contributory value of the Company.

LISTING

The Equity Shares of the Company are listed at BSE Limited (BSE) and National Stock Exchange of India Limited(NSE).

The Company has made all the compliances of Listing Regulations including payment of Annual Listing Fees upto 31^st March, 2026 to both the Stock Exchanges.

CORPORATE GOVERNANCE

The Company has complied with the various requirements under the Corporate Governance reporting system. A detailed Compliance Report on Corporate Governance is annexed to this Report as required by the Listing Regulations. The Auditors' Certificate

Compliance with the conditions of Corporate Governance is also annexed to this report.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management's Discussion and Analysis Report for the year under review, as stipulated under Listing Regulations with the Stock Exchanges, is also annexed to this report.

1. CONSERVATION OF ENERGY, TECHNOLOGY

ABSORPTION AND FOREIGN EXCHANGE EARNING &

OUTGO

Particulars in respect of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo, as required to be disclosed by the Companies(Accounts) Rules, 2014 and forming a part of the Directors Report are as under:-

I. CONSERVATION OF ENERGY

The Company accords great importance to conservation of energy. The main focus of the Company during the year was: a. Energy Conservation measures taken:

Solar Power Generation:

Aries continues to harness renewable energy through its Solar Power Generation Systems installed at its manufacturing units in Mumbai, Maharashtra and Pashamylaram, Telangana. This initiative is expected to prevent approximately 300 tons of carbon emissions annually, equivalent to the environmental benefit of planting around 950 trees, demonstrating dedication to sustainability.

Expansion of Renewable Energy Use:

Solar power generation has also been initiated at the Chhattral unit. In addition, we also use Compressed Natural Gas (CNG) for manufacturing processes, further enhancing energy efficiency and reducing dependence on conventional fuels.

Employee Awareness:

Continuous efforts are being made to raise awareness among workmen regarding the importance of energy conservation and encouraging behavioral change to support sustainable practices.

Continued Use of Alternative Fuel at Hyderabad Unit: The Company continues to operate boilers at its Hyderabad manufacturing unit using solid briquette-based fuel, an eco-friendly alternative to diesel, in line with its ongoing sustainability strategy.

Resource Monitoring:

Consumption of electricity, LPG, diesel, and water is closely monitored across all units to identify inefficiencies and optimize usage.

Operational Efficiency :

The Company ensures optimal energy usage by switching off machinery, lighting, fans, air conditioners, and exhaust systems when not in active use.

These initiatives reflect the Compa ny's sustained commitment to environmental responsibility and efficient management across its operations.

Impact of measures taken for reduction of energy consumption and consequent impact on the cost of production of goods b. Total energy consumption and energy consumption per unit of production

Form –A

Form for disclosure of Particulars with respect to Conservation of Energy.

Sr. No. Particulars	Current Year 2024-2025	Previous Year 2023-2024
(a) I. Purchased:- Electricity
(i) Unit (KWH)	1,537,094	1,492,745
(ii) Total Amount (Rs)	14,590,346	15,162,421
(iii) Rate/Unit (Rs.)	9.46	10.16
II Piped Gas
(i) Unit(M3)	5,378	3,727
(ii) Total Amount (Rs)	10,912,941	8,042,324
(iii) Rate/Unit (Rs.)	2,029	2,158
(b) Own Generation
(i) Coal	Not Applicable	Not Applicable
(ii) Furnace Oil - KI	-	-
(iii) Internal Generation	10,603	873
Units(Generator)
(iv) Solar System Units	174,806	64,442

c. Capital Investment on Energy Conservation Equipments:-

Sr. No. Description	For the Year ended 31st March 2025	For the Year ended 31st March 2024	Cumulative upto 31.03.2025
	(Amt. in Lakhs)	(Amt. in Lakhs)
Solar Power Generation System at its Manufacturing Unit at Pashamylaram, Distt: Medak	3.12	0.00	86.56
1. Solar Power Generation System at Mumbai Unit.	0.00	65.00	65.00
2. *Solar Power Generation System at Chhatral Manufacturing Unit	(1.70)	94.00	92.30

II. Form for disclosure of particulars with respect to Technology Absorption, Research and Development A) RESEARCH & DEVELOPMENT

1. Specific Areas in which Research and Development was carried out by the Company

• The company continues the in-house R&D recognition from

DSIR, reaffirming its commitment to innovation in product and technology development.

Our ISO 9001:2015 certified Quality Management System at

Mumbai focuses on new product development and rigorous quality control.

• All manufacturing units—Mumbai, Hyderabad, Chhatral, Vijayawada, Lucknow, and Raipur—are equipped with state-of-the-art laboratories to support regional product innovation and quality assurance.

Aries has focused on crop-specific formulations, hydroponic nutrient solutions, and customized products for international markets, along with the adoption of emerging technologies such as drones, mobile apps, and digitization.

• Baseline R&D initiatives have been launched for urban gardening products, organic fertilizers, customized fertilizer formulations, farm machinery, and eco-friendly packaging solutions.

• Special emphasis is placed on standardizing QC procedures for new product launches and modifying factory processes to enhance product shelf life and quality. Select raw materials are also now manufactured in-house.

• The development of high-density (HD) formulations has enabled dosage reduction and enhanced delivery efficiency.

• The Company continued drone-based applications of HD formulations, bio-stimulants, and water-solubles. Aries launched a specialized drone training program approved by DGCA in partnership with ITM University in Nava, Raipur

The company has launched AI/ML (Artificial Intelligence/

Machine Learning) powered soil testing devices based on spectroscopic methods, in collaboration with reputed research institutions.

• AIMS (Aries Integrated Management System) has been further improvised to digitize internal processes and improve operational efficiency.

A team of extension officers conducts ongoing field soil testing, dealer/farmer interactions, and demonstrations, offering valuable feedback from across India's agricultural landscape.

• A dedicated in-house research farm at Raipur supports product testing and development under real-world conditions.

• Aries actively pursues collaborative R&D projects with academic and research institutions, while also contributing to publications in reputed agri-journals.

2. Objectives

• Develop and introduce innovative technologies and products for precision and sustainable agriculture

Improve the cost-efficiency and agronomic performance product manufacturing processes

• Design eco-friendly, pollution-free production systems leveraging renewable energy sources

• Maintain continuous knowledge enhancement to meet evolving market needs

• Source and integrate global best practices and trends in agri-inputs and product development

• Promote environmentally sustainable crop management approaches for modern agriculture

3. Benefits Derived from R&D Initiatives

Enhanced productivity and quality, with significant cost savings both at the company's and customers' end

• Achieved cost reduction, import substitution, and improved environmental compliance

Fulfilment of statutory and regulatory requirements

• Demonstration and validation of a residue-free urban farm model to promote healthy food practices

• Supported market expansion with new product categories and increased reach

Significant growth in product portfolio

4. Future Plan of Action

Develop and manufacture country-specific customized micronutrient fertilizers for the export market

• Expand into urban markets, targeting hobby growers and city-based farming solutions

• Innovate in suspension liquids and controlled-release fertilizer technologies

• Enhance manufacturing processes to make them more environmentally sustainable and pollution-free

• Explore new opportunities in protected cultivation and precision agriculture segments

Continue scientific research, pilot-scale development, and field trials to support new product

5. Expenditure on R & D

Sr. No. Description	For the Year ended 31st March 2025	For the Year ended 31st March 2024
	(Amt. in Lakhs)	(Amt. in Lakhs)
I) Capital(Laboratory Equipments)	15.96	9.59
II) Recurring	261.76	236.74
Total	277.73	246.33
Total R&D expenditure as a % of
a) Gross Turnover	0.36	0.37
b) Net Turnover	0.46	0.49

B1. TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION

The Management continues to prioritize productivity enhancement and the implementation of Total Quality Management (TQM) practices to optimize manufacturing costs. The Company maintains its ISO 9001:2015 certification, reflecting its commitment to internationally recognized quality standards. B2. Benefits

These initiatives have contributed to achieving optimal manufacturing costs, improving product quality, and enhancing overall customer satisfaction. The Company continues to rely on indigenous technology for its operations.

In addition, efforts are continually made to upgrade processes and adopt relevant innovations to strengthen operational efficiency. The Company fosters a culture of continuous improvement through employee training, process audits, and benchmarking against industry best practices.

B3. The Company has not imported any technology during the year under review.

C. Foreign Exchange Earnings and Outgo

In line with the company's strategic objective to expand its global footprint, several initiatives were undertaken to enhance export volumes and develop new international markets. These efforts have yielded positive outcomes, with a steadily growing client base across diverse regions including Australia, Brazil, New Zealand, Nigeria, Nepal, the Philippines, Taiwan, the United Arab Emirates and other emerging markets. This geographical diversification has not only strengthened the company's market presence but also mitigated risks associated with over-dependence on any single region. The growth in international sales has been particularly noteworthy, supported significantly by increased contributions from our branch at Aries Fujairah, UAE, as well as from our associate company, Amarak Chemicals FZC, also based in the UAE. These developments underscore the effectiveness of our international business strategy and position the company well for continued global expansion.

1. Total Foreign Exchange used and earned: Used: Rs. 44,35,49,426/- Earned: Rs. 1,52,42,568/-

SPECIAL BUSINESS

As regard to the items of the Notice of the AGM relating to Special Business, the resolutions incorporated in the Notice and the Explanatory Statement relating thereto, fully indicate the reasons for seeking the approvals of Members to those proposals. Your attention is drawn to these items and Explanatory Statement annexed to the Notice.

VIGIL MECHANISM

The Vigil Mechanism of the Company, which also incorporates a Whistle Blower Policy in terms of the Listing Regulations is in place. Protected disclosures can be made by a Whistle Blower in writing or through an e-mail, to the Chairman/Member of the Audit Committee.

The Policy on Vigil Mechanism and Whistle Blower Policy may be accessed on the Company's website www.ariesagro.com.

PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN & SECURITIES PROVIDED

Particulars of Loans given, Investments made, Guarantees given and Securities provided along with the purpose for which the Loan or Guarantee or Security is proposed to be utilized by the recipient are provided in the Standalone Financial Statements.

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

None of the transactions with Related Parties falls under the scope of Section 188(1) of the Companies Act, 2013. Information on transactions with Related Parties pursuant to Section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rule, 2014 are given in Annexure-I in Form AOC-2 and the same forms part of this Report. The details of the Related Party Transactions in compliance with the Accounting Standards on "Related Party Disclosures" and Listing Regulations are provided under Note No. 40 to Notes to Accounts and forms Part of this Report.

CORPORATE SOCIAL RESPONSIBILITY

The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in Annexure-II of this Report in the format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. The Policy is available on the Web-Site of the Company at www.ariesagro.com.

Your Company continues to demonstrate a strong commitment towards providing products which do not hamper the soil and crop eco systems.

ANNUAL RETURN

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on March 31, 2025 is available on the Company's website on www.ariesagro.com.

COST RECORDS

The Company is required to maintain Cost Records as specified by the Central Government under sub-section(1) of Section 148 of the Companies Act, 2013 and the Company has made such accounts and maintained such records.

AUDITORS & AUDITORS REPORTS Statutory Auditors

M/s Kirti D. Shah & Associates, Chartered Accountants, Mumbai(Firm Registration No. 115133W, Membership No. 32371), and having Peer Review Certificate issued by the Institute of

Chartered Accountants of India), were appointed as the Statutory

Auditors of the Company for a period of 5(five) years at the Fifty

Second Annual General Meeting of the Company held on 29^th September, 2022 and being eligible continue to be the Statutory Auditors. The Statutory Auditors' Report both with respect to the Standalone and Consolidated Financial Statements do not contain any qualification, reservation or adverse remark. Further that there was no fraud reported by Auditors under sub-section (12) of Section 143 of the Companies Act, 2013.

Cost Auditors

The Company has appointed M/s. R. Nanabhoy & Co., Cost Accountants, to conduct the Audit of Cost Accounting Records of its products for the financial year 2023-2024.

The due date for filing the Cost Audit Reports in XBRL mode for the financial year ended March 31, 2024 was 17^th October, 2024. The Cost Audit Reports were filed by the Cost Auditor on 5^th October, 2024 within the due date.

Further M/s. R. Nanabhoy & Co., Cost Auditors were re-appointed as the Cost Auditor of the Company for the year ending 31^st March, 2025 by the Board of Directors on 13^th August, 2024 after ensuring their eligibility and obtaining the letter of eligibility from them. The Company's Cost Audit for the Financial Year 2024-2025 has been completed and the Cost Audit Report will be filed with MCA within stipulated time.

Secretarial Auditors

The Board appointed Mr. A. Sekar, Practising Company Secretary, to conduct Secretarial Audit for the financial year 2024-2025. The Secretarial Audit Report for the financial year ended March

31, 2025 is annexed herewith and marked as Annexure-III to this Report.

The Secretarial Audit Report does not contain any qualification, reservation or adverse remark.

Further, in terms of the SEBI (Listing Obligations & Disclosure Requirements) (Third Amendment) Regulation, 2024, the Board has recommended appointment of Mr. A. Sekar, Company Secretary in Wholetime Practice, having Membership No. ACS-8649 and

Certificate of Practice(CP) No. 2450 and also having a valid Peer Review Certificate as the Secretarial Auditors of the Company for a term of Five (5) consecutive Financial Years commencing from April 1, 2025 till March 31, 2030. The appointment will be subject to Shareholder's approval at the ensuing AGM. Accordingly, his appointment forms part of the Notice of ensuing Annual General Meeting

SECRETARIAL STANDARDS

The Company has in place proper systems to ensure compliance with the provisions of the applicable Secretarial Standards issued by The Institute of Company Secretaries of India and such systems are adequate and operating effectively.

ANNUAL SECRETARIAL COMPLIANCE REPORT

Pursuant to Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (Listing Regulations), the Company obtained the Annual Secretarial Compliance Report for the Financial Year 2024-2025 from Mr. A. Sekar, Practising Company Secretary, the Secretarial Auditor of the Company and the same has been filed with the BSE Limited and the National Stock Exchange of India Limited on 26^th May, 2025 well within the time. The Secretarial Auditor has not reported any non-compliance.

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

The Company has zero tolerance towards sexual harassment at the workplace. The Company has adopted a Policy on Prevention,

Prohibition and Redressal of Sexual Harassment at Workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder.

The Company has complied with the provisions relating to the constitution of the Internal Complaints Committee as per the Sexual Harassment of Women at Workplace Prevention, Prohibition and Redressal) Act, 2013. There were no Sexual Harassment Complaints during the year under review. The details as required by under the Act and Rules as under:

Number of Sexual Harassment Complaints Received during the Year	NIL
Number Complaints Disposed Of during the Year	NIL
Number cases pending for more than 90 days	NIL

MATERNITY BENEFIT COMPLIANCE

The Company affirms that it has duly complied with all provisions of the Maternity Benefit Act, 1961, and has extended all statutory benefits to eligible woman employees during the year. Brief Details of the Maternity Benefit are as under:

Maternity Leave Provisions	26 weeks paid leave
Salary and Benefits	Full Salary paid during the Maternity Leave
Related Employee entitlements	As per the Maternity Benefit Act, 1961

MATERIAL CHANGES AND COMMITMENTS, IF ANY AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE FINANCIAL YEAR END OF THE COMPANY TO WHICH FINANCIAL RESULTS RELATE

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company's financial position have occurred between the end of the financial year of the

Company and date of this report.

SIGNIFICANT AND MATERIAL ORDERS PASSED

No Significant and Material Orders have been passed by any

Authority in respect of any matters with regard to the business of the Company during the Financial Year.

Referring to the Previous Year's Board's Report, classification of

Micronutrients relating to the Sanand Unit in the state of Gujarat is pending before Customs, Excise and Service Tax Appellate Tribunal(CESTAT) at Ahmedabad and the matter is yet to be heard. The Commissioner of Central GST & Central Excise had passed an order against the Company for Mumbai facilities. However, the Company successfully defended these Orders before CESTAT,

Mumbai and the Apex Court dismissed the Appeal filed by the

Department against the Order passed by CESTAT, Mumbai. Since the matters before CESTAT Ahmedabad are identical i.e.

Classification, the Company is confident of obtaining favourable

Orders in these matters too and does not foresee any material impact. The matter is yet to be heard.

As per the Listing Regulations, the Company is required to disclose to the Exchanges the List of pending Material Litigations and keep on updating with the progress. The List of Material Litigations with their Current Status is as under:

Nature of Dues	Period to which payment relates	Forum where the dispute is pending	Particulars of Dispute	Tax Outstanding Rs.	Current Status
Income Tax	2011-12	High Court of Bombay	(1) Transfer Pricing adjustment (2) Disallowance u/s 2(24)(x) r.w.s. 36(1)(va)	2,12,74,249	The High Court passed their Order dated 26.03.2025 allowing withdrawal of the Appeal by the Department.
Income Tax	2017-18	Commissioner of Income Tax (Appeal)-Mumbai	Addition u/s 68 r.w.s 115BBE	5,05,07,376	The ITAT vide Order dated 30.04.2025 has confirmed the Order dated 26.11.2024 of CIT(Appeals) allowing our Appeal and setting aside the Tax Demand including interest etc totaling to Rs. 5,05,07,376/- .
Income Tax	2021-22	Commissioner of Income Tax (Appeal)-Mumbai	Adhoc (30%) disallowance of Some Expenses	9,74,72,850	Appeal admitted and pending before CIT(Appeals), Mumbai
Goods & Service Tax	2018-19	Commissioner of Goods & Service Tax (Appeal)- Mumbai	Input Tax Credit claimed and availed from Suppliers whose Registration Certificates were cancelled by the Department.	1,67,27,886 + 2,12,44,416 (Interest) + 16,72,788 (Penalty)	Appeal admitted and pending before Commissioner(Appeals)
Goods & Service Tax	2020-21	Commissioner of Goods & Service Tax (Appeal)- Vijayawada (Guntur)	Difference in Tax Liability between GSTR-1, GSTR-3B & E-Way	1,17,26,023 + 1,17,26,023 (Penalty)	Appeal admitted and pending before Commissioner(Appeals), Guntur/Vijayawada
Central Excise & Customs	March 2011 to October 2012	Central Excise & Service Tax Appellate Tribunal (CESTAT)-Ahmedabad	Classification of Micronutrients Fertilizers	3,81,04,558 + 3,81,04,558(Penalty)	Appeal filed before the CESTAT, Ahmedabad and the same is pending.
Central Excise & Customs	June 2005 to Jun 2017	Central Excise & Service Tax Appellate Tribunal (CESTAT)-Mumbai	Classification of Micronutrients Fertilizers	4,79,90,362	Appeal filed before the CESTAT, Mumbai and the same is pending.
Central Excise &	October 2012 to	Central Excise & Service	Classification of Micronutrients	13,84,20,563 +	Appeal filed before the CESTAT, Ahmedabad and the same
Customs	Jun 2017	Tax Appellate Tribunal (CESTAT)-Ahmedabad	Fertilizers	13,84,20,563 (Penalty)	is pending.
Central Excise & Customs	Feb 2012 to Dec 2012	Central Excise & Service Tax Appellate Tribunal (CESTAT)-Mumbai	Classification of Micronutrients Fertilizers	81,84,792	Appeal filed before the CESTAT, Mumbai and the same is pending.

DISCLOSURE REGARDING ANY APPLICATION MADE OR ANY PROCEEDING PENDING UNDER THE INSOLVENCY AND BANKRUPTCY CODE, 2016.

The Company, during the Financial Year, has neither made any application nor any proceeding are pending against the Company under the Insolvency and Bankruptcy Code, 2016.

DISCLOSURE REGARDING ANY DIFFERENCE IN VALUATION

The Company during the Financial Year, did not do any one time settlement and hence, did not carry out any Valuation for one time settlement.

GENERAL DISCLOSURES

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

1. Details relating to deposits covered under Chapter V of the Act.

2. Issue of Equity Shares with differential rights as to dividend, voting or otherwise.

3. Issue of Shares (including Sweat Equity Shares) to employees of the Company under any scheme.

4. Buy Back of shares of the Company during the year under review.

5. The Managing Director of the Company does not receive any remuneration or commission from any of its Subsidiaries.

6. No significant or material orders were passed by the

Regulators or Courts or Tribunals which impact the going concern status and Company's operations in future.

7. The Company is not required to submit Business Responsibility and Sustainability Report in pursuance of Regulation 34(2)(f) SEBI(LODR) Regulations, 2015.

STATUTORY DISCLOSURES

None of the Directors of your Company is disqualified as per provisions of Section 164(2) of the Companies Act, 2013. Your Directors have made necessary Disclosures, as required under various provisions of the Companies Act, 2013 and the SEBI(Listing Obligations and Disclosure Requirements) Regulations, 2015.

1. ACKNOWLEDGEMENT

We would like to acknowledge with gratitude, the support and co-operation extended by Shareholders, Vendors, Media, Registrar and Share Transfer Agent, and Banks and look forward to their continued support. We appreciate continued co-operation received from various regulatory authorities including Department of Agriculture, Department of Corporate

Affairs, Registrar of Companies, Reserve Bank of India,

Securities and Exchange Board of India, Stock Exchanges

, Depositories, Central Government and respective State Governments. We also recognize and appreciate the sincere hard work, loyalty and efforts of the employees and look forward to their continued support.

	For and on behalf of the Board,
	Dr. Rahul Mirchandani
Place: Mumbai	Chairman & Managing Director
Date: 13th August, 2025	DIN-00239057