Market

Director's Report

You can view full text of the latest Director's Report for the company.

DIRECTORS' REPORT

Jain Irrigation Systems Ltd.

GO
Market Cap. ( ₹ in Cr. ) 2255.31 P/BV 0.39 Book Value ( ₹ ) 81.81
52 Week High/Low ( ₹ ) 59/27 FV/ML 2/1 P/E(X) 0.00
Book Closure 16/08/2024 EPS ( ₹ ) 0.00 Div Yield (%) 0.00
Year End :2026-03 

The Board of Directors are pleased to present its Report
for the financial year ended 31st March, 2026. During
the year under review, the Company delivered a steady
operational and financial performance despite global
economic uncertainties, geopolitical developments and
volatility in input costs towards last 2 months of FY 26. On
a standalone basis, revenue increased by 8.4% to '3,533
crore and EBITDA grew by 13.1% to '533 crore, reflecting
improved operating efficiencies and the continued strength
of the Hi-Tech Agri business. The Company also generated
healthy cash flows and achieved a significant improvement
in working capital management.

On a consolidated basis, revenue increased by 10.7% to
'6,400 crore and EBITDA rose by 12.8% to '809 crore.
The Hi-Tech Agri segment remained the principal growth
driver, recording revenue growth of 20.5% and EBITDA
growth of 26.2% during the year. The consolidated working
capital cycle improved from 201 days to 186 days and the
business generated cash from operations of '619 crore.
Further, the Company successfully completed repayment
of all standalone RTL and FITL obligations, reinforcing
its commitment towards financial discipline and balance
sheet strengthening.

With a diversified business portfolio, a strong presence in
domestic and international markets and a healthy order
pipeline, the Company remains focused on sustainable
growth, operational excellence and long-term value creation
for all stakeholders.

A] Operations

1) Financial Highlights {Standalone}

The FY26 financial performance is presented in the table
below:    ' in Crore (except EPS)

Particulars

2025-26

2024-25

Domestic & Export Sales (Net)

3243.03

3,062.51

Domestic & Export Services (Net)

269.62

118

Other Operating income

20.64

78.51

Sub Total

3,533.29

3,259.02

Other income

19.57

17.35

Total Income

3,552.86

3,276.37

Operating Profit

552.06

488.33

interest and Finance Charges

296.27

291.69

Depreciation and Amortisation

167.81

159.01

Profit before taxation and
exceptional items

87.98

37.64

Exceptional items

(20.72)

-

Profit/{loss) before tax

67.26

37.64

Particulars

2025-26

2024-25

Provision for Tax

   

Current Tax Provision

-

-

Deferred Tax Asset/(Liability)

43.23

12.92

Profit/(Loss) for the year before
Prior Period Expenses

24.03

24.71

Prior Period items-income/
(Expenses)

-

-

Profit/{Loss) for the year

24.03

24.71

Earnings per Share

   

Basic

0.33

0.36

Diluted

0.33

0.35

2) State of affairs of the Company

a) Standalone: FY 26

During FY 2025-26, the Company delivered a strong
performance driven by robust growth in its Hi-Tech
Agri business, improved operational efficiencies and
continued focus on working capital management.
Standalone revenue increased by 8.4% to '3,533.3 Crore
from '3,259.0 Crore in the previous year, while EBITDA
grew by 13.1% to '533 Crore from '471.0 Crore. EBITDA
margin improved to 15.1% as compared to 14.5% in FY
2024-25.

The Hi-Tech Agri business continued to be the key
growth driver for the Company, registering revenue
growth of 20.7% and EBITDA growth of 27.2% during
the year. The business benefited from healthy domestic
demand, growth in exports and sustained contribution
from the Tissue Culture business. The EBITDA margin
of the segment improved to 18.7% from 17.8% in the
previous year.

The Plastic Division reported revenue of '1,188.9
Crore as compared to '1,316.7 Crore in FY 2024-25.
While domestic demand remained subdued in certain
market segments, the Company continued to focus on
operational efficiencies and strengthening its market
position.

The Company maintained a strong focus on liquidity,
cash generation and balance sheet strengthening
during the year. Cash generated from operations stood
at '350 Crore and the standalone working capital cycle
improved from 282 days to 267 days. Further, the
Company successfully completed repayment of all due
Restructured Term Loan (RTL) and Funded Interest Term
Loan (FITL) obligations, marking a significant milestone
in its deleveraging journey.

The standalone order book as on 31st March, 2026 stood
at '975 Crore, comprising '643 Crore for Hi-Tech Agri
Input Products, '177 Crore for Plastic Products and '155

Crore for Food/Agri business. The Company remains
focused on profitable growth, operational excellence,
prudent capital allocation and sustainable value creation
for all stakeholders.

b) Consolidated: FY 26

During FY 2025-26, the Company reported consolidated
revenue of '6,399.5 Crore as compared to '5,779.3
Crore in FY 2024-25, registering a growth of 10.7%.
Consolidated EBITDA increased by 12.8% to '808.9
Crore from '716.8 Crore, with EBITDA margin improving
to 12.6% from 12.4% in the previous year.

The Hi-Tech Agri business emerged as the principal
growth driver, achieving revenue growth of 20.5%
and EBITDA growth of 26.2% despite global
challenges, including geopolitical uncertainties and
tariff-related impacts. The India domestic business
recorded healthy growth of 29.3% during the year.
The Plastic Division recorded revenue growth of 2.4%,
supported by strong performance of the overseas plastic
business, which registered growth of 13.5% during the
year. The Agro Processing business also delivered a
healthy performance, with revenue increasing by 9.3%
and EBITDA growing by 9.0%, supported by growth in
international markets.

The Company continued its disciplined approach towards
working capital management and cash flow generation.
Consolidated cash generated from operations stood
at '619 Crore during FY 2025-26, while the working
capital cycle improved significantly from 201 days to
186 days. These improvements reflect the Company's
continued focus on operational efficiency, prudent
financial management and effective capital allocation.
The consolidated order book as on 31st March, 2026
stood at '1,735 Crore, comprising '1,340 Crore for
Hi-Tech Agri Input Products, '218 Crore for Food/
Agri business and '177 Crore for Plastic Products.

Supported by a diversified business portfolio, strong
market presence, healthy order pipeline and continued
focus on innovation and operational excellence, the
Company remains well positioned to capitalize on
emerging growth opportunities and create sustainable
long-term value for its stakeholders.

3)    Dividend

a)    Dividend Distribution Policy

The Company has adopted the Dividend Distribution
Policy with respect to SEBI notification dated 8th July,
2016 and the detailed policy is available on our website
at - https://www.jains.com/Company/investor/data/
Company%20lnformation/Policies/files/JISL_Dividend
_Policy.pdf

b)    Dividend for the Financial Year 2025-26

The Directors in their meeting held on 15th May, 2026
did not recommend any Dividend to the shareholders on
Ordinary and DVR Equity Shares of '2.00 each, in view of
meagre profit for the year ended 31st March, 2026.

Under Resolution Plan (2022 - 2028) Company is
restricted from declaring Dividends anyway.

4)    Capacity Expansion and Capital Expenditure

The Company has continued its pre-decided
maintenance Capex. The following table shows the
Capex incurred for maintenance during the year.

Segment Name

Net Capex FY 2026
C in Crore)

Hi-Tech

94.74

Plastics

12.60

HO and Others

15.75

Gross Capex

123.09

Less Assets (sale/ Discarded)

(55.89)

Net Capex

67.21

5) List of Awards/ Recognition - Financial Year 2025-26

The Company has received the following awards and accolades during the FY 2025-26.

Year Name & Nature
of Award /
Recognition
/ Ranking/
Felicitation

Sponsored

by

Instituted By

Given By

Citation

Rank

Level

Received

By

Product /
Individual

2025 Star Performer
Award - 2022-23
National Award for
Export Excellence
- 55th National
Award for 2022-23
Star Performance
Exporter Awards of
EEPC India for the
year 2022-23 (55th
Edition)

Ministry of
Commerce
& Industry,
GoI

EEPC India -

(Engineering

Export

Promotion

Council of

India)

(Formerly

Engineering

Export

Promotion

Council)

Ashish Shelar,
Minister of
Information
Technology and
Cultural Affairs,
Maharashtra

Vimal Anand,

Joint Secretary,
Department of
Commerce, Ministry
of Commerce
and Industry. Gol
(Middle)

Export Excellence
in the “Agriculture
Machinery & Parts-
Large Enterprise
category”.

N

Abhedya

Jain

and

Bipeen

Valame

Agriculture
Machinery
& Parts

Year Name & Nature
of Award /
Recognition
/ Ranking/
Felicitation

Sponsored

by

Instituted By

Given By

Citation

Rank

Level

Received

By

Product /
Individual

2025 Star Performer
Award - 2023-24
National Award for
Export Excellence
- 56th National
Award for 2023-24
Star Performance
Exporter Awards of
EEPC India for the
year 2023-24 (56th
Edition)

Ministry of
Commerce
& Industry,
GoI

EEPC India -

(Engineering

Export

Promotion

Council of

India)

(Formerly

Engineering

Export

Promotion

Council)

Piyush Goyal,
Hon'ble Minister
of Commerce
and Industry,
Government of
India

Unwavering
commitment
to innovation,
superior quality,
and sustainable
solutions in water
engineering
technology.

N

Anil Jain
& Athang
Jain

Agriculture
Machinery
& Parts

2025 Vivekananda
International
Relations Peace
Award 2025-2026

 

Chakra
Vision India
Foundation,
Mumbai

Senior Indian Army
officer Lieutenant
General Arun
Ananthanarayanan,
famous film actor
Jackie Shroff,
Padma Shri Dr. G.
D. Yadav, Ravi Iyer

Individuals who
have made
remarkable
contributions
in the fields of
agriculture, science
and technology,
sustainable
development,
economic
contribution
to the nation's
development,
and humanitarian
work, crossing
national borders for
global welfare and
progress

N

Ashok

Jain

General

2025 Smart Banana
Farm-Tech
Promotion Award

 

ICAR-National

Research

Centre for

Banana

(NRCB),

Tiruchirappalli,

Tamil Nadu

Dr. R. Selvarajan,
Principal Scientist
and Director (ICAR-
National Research
Centre for Banana
(NRCB)) and Dr.
Tusar Kanti Behera,
Director, ICAR-
Indian Institute
of Horticultural
Research,
Bengaluru.

Jain Irrigations
outstanding
and pioneering
contributions to
banana cultivation
in India and across
international
markets. Over
the decades, the
company has
created a silent
green revolution
in banana farming
by introducing
a transformative
blend of high-
quality tissue
culture banana
plants, advanced
drip irrigation
and fertigation
technologies, and
digital agriculture
tools.

N

K.B. Patil
& Anil B.
Patil

Tissue

Culture

Banana

2025 State Export

Excellence Gold
Award for 2022-23

 

Directorate
of Industries,
Government of
Maharashtra

Uday Samant,
Minister of
Industries,
Government of
Maharashtra

Plastic Products,
Micro-Irrigation
Systems, PVC
& HDPE Pipes,
Moulded Articles,
and various Sheets
(Large-Scale
Enterprise) 2022¬
23

S

Atul B.
Jain

Plastic

Products

Year Name & Nature
of Award /
Recognition
/ Ranking/
Felicitation

Sponsored

by

Instituted By

Given By

Citation

Rank

Level

Received

By

Product /
Individual

2025 State Export

Excellence Gold
Award for 2023-24

 

Directorate
of Industries,
Government of
Maharashtra

Uday Samant,
Minister of
Industries,
Government of
Maharashtra

Large-Scale
Enterprise in the
Plastic Products
Sector and as
a 100% Export-
Oriented Unit (EOU)
in Foam Sheet
Manufacturing
2023-2024.

S

Abhedya
Jain &
Amoli
Jain-
Sanghvi

Plastic

Products

2025 TOI Ecopreneur
Honours 2025
for Biodiversity
& Water
Conservation
Leadership

 

The Times of
India Group

Rajib Chakraborty,
National President,

sfia.

Its long-standing
leadership in
sustainable
agriculture,
biodiversity
conservation,
and climate-
resilient water
management.

N

Athang

Jain

CSR

2025 PLEXCONCIL

Award 2023-2024

Ministry of
Commerce
and Industry,
Government
of India

-PLEXCONCIL

Piyush Goyal,
Minister of
Commerce and
Industry, Minister
of Textiles and
Minister of
Consumer Affairs,
Food and Public
Distribution.

Top Exporter Drip
Irrigation Systems
(1st Prize, 2023¬
2024)

N

Anil Jain

Drip

2025 PLEXCONCIL

Award 2024-2025

Ministry of
Commerce
and Industry,
Government
of India

PLEXCONCIL

Piyush Goyal,
Minister of
Commerce and
Industry, Minister
of Textiles and
Minister of
Consumer Affairs,
Food and Public
Distribution.

Top Exporter Drip
Irrigation Systems
(1st Prize, 2024¬
2025)

N

Dr. Anil
Patil

Drip

2025 PLEXCONCIL

Award 2023-2024

Ministry of
Commerce
and Industry,
Government
of India

PLEXCONCIL

Piyush Goyal,
Minister of
Commerce and
Industry, Minister
of Textiles and
Minister of
Consumer Affairs,
Food and Public
Distribution.

Top Exporter
Fittings for Pipes &
Hoses (of Plastics)
(2nd Prize, 2023¬
2024)

N

V M. Bhat

Fittings &
Hoses

2025 PLEXCONCIL

Award 2023-2024

Ministry of
Commerce
and Industry,
Government
of India

PLEXCONCIL

Piyush Goyal,
Minister of
Commerce and
Industry, Minister
of Textiles and
Minister of
Consumer Affairs,
Food and Public
Distribution.

Top Exporter
Fittings for Pipes &
Hoses (of Plastics)
(2nd Prize, 2024¬
2025)

N

Dr.

Balkrishna

Yadav

Fittings &
Hoses

2025 PLEXCONCIL

Award 2023-2024

Ministry of
Commerce
and Industry,
Government
of India

PLEXCONCIL

Piyush Goyal,
Minister of
Commerce and
Industry, Minister
of Textiles and
Minister of
Consumer Affairs,
Food and Public
Distribution.

Top Exporter Pipes
& Hoses of Plastics
(1st Prize, 2023¬
2024)

N

Rajendra

Mahajan

Pipes &
Hoses

Year Name & Nature
of Award /
Recognition
/ Ranking/
Felicitation

Sponsored

by

Instituted By

Given By

Citation

Rank

Level

Received

By

Product /
Individual

2025 PLEXCONCIL

Award 2024-2025

Ministry of
Commerce
and Industry,
Government
of India

PLEXCONCIL

Piyush Goyal,
Minister of
Commerce and
Industry, Minister
of Textiles and
Minister of
Consumer Affairs,
Food and Public
Distribution.

Top Exporter Pipes
& Hoses of Plastics
(2nd Prize, 2024¬
2025)

N

S. N. Patil

Pipes &
Hoses

2025 PLEXCONCIL

Award 2023-2024

Ministry of
Commerce
and Industry,
Government
of India

PLEXCONCIL

Piyush Goyal,
Minister of
Commerce and
Industry, Minister
of Textiles and
Minister of
Consumer Affairs,
Food and Public
Distribution.

Top Exporter PVC
Foam Sheet
(1st Prize, 2023¬
2024)

N

k. b.

Sonar

PVC Foam
Sheet

2025 PLEXCONCIL

Award 2024-2025

Ministry of
Commerce
and Industry,
Government
of India

PLEXCONCIL

Piyush Goyal,
Minister of
Commerce and
Industry, Minister
of Textiles and
Minister of
Consumer Affairs,
Food and Public
Distribution.

Top Exporter PVC
Foam Sheet
(1st Prize, 2024¬
2025)

N

Suchita

Keravant

&

Deepa

Shivde

PVC Foam
Sheet

6) Material developments in Human Resource

Our organization embarked on a major structural
modernization this fiscal year to establish a standardized,
completely objective, and "faceless” HR environment that
ensures equitable policy execution across all operating
centers. By transitioning our backend architecture away
from our legacy, FoxPro-based setup to a centralized,
web-based platform, we have unified our diverse
geographical hubs under a single, transparent digital
matrix. This strategic upgrade completely streamlines
our administrative workflows, eliminates subjective
local interpretations, and enhances operational clarity.
Ultimately, by simplifying routine data management, we
empower our Associates to direct their focus outward,
allowing them to look beyond basic administrative tasks
and act as true stewards of our core mission: to leave
this world better than we found it.

Driving Operational Modernization: The Core
System Rollout

The foundational phase of this digital transformation
focused on deploying two critical modules in December
to bring immediate transparency directly to our
workforce:

Workforce Management: This module unifies the
complete professional lifecycle—from initial talent
acquisition and onboarding to internal transitions—
into a single, secure digital profile, eliminating legacy
paperwork and tracking friction.

Time Office Integration: Attendance tracking and leave
administration have transitioned into an objective, real¬
time ecosystem. By digitizing shift structures, holiday
calendars, and leave request approvals, the system
provides an unalterable record of time-office data.

Following the December-2025 launch, the period from
December-2025 to March-2026 was dedicated to an
intensive, hands-on onboarding initiative. Associates
across all operating centers were granted system
access and trained to manage their profiles, log daily
attendance, request time off, and record "away from
work” instances directly through the platform. Perfecting
this user-familiarity phase was our highest priority, as
precise attendance records provide the essential, basic
input data required for our upcoming payroll workflows.

Empowering Field Operations and Expanding
Inclusivity

A standout success of this mobile-first deployment has
been its impact on our field teams. Previously vulnerable
to feeling distant from central corporate HR touchpoints,
our field-based Associates now possess a seamless,
real-time link to the organization. Regardless of their
physical deployment site, they can independently log
attendance, track leave balances, and stay synchronized
with organizational workflows from anywhere at any
time.

Cultivating Connection, Well-being, and Family
Support

We continued to nurture a vibrant workplace community
by balancing rigorous operational metrics with cultural
enrichment and dedicated welfare support:

Cultural Celebrations

Major traditional festivals were celebrated collectively
across all operating hubs, serving as vital touchpoints to
nurture shared joy, break down structural barriers, and
build deep camaraderie:

Makar Sankranti: The traditional exchange of
festive sweets during this harvest festival softens
workplace hierarchies, encouraging warm, peer-to-
peer conversations and establishing a foundation of
mutual goodwill across diverse teams.

Pola: By honoring our deep-rooted agricultural
traditions, this celebration strengthens the emotional
connection between our Associates and our core
environmental purpose, instilling a shared sense of
pride in our collective hard work.

Janmashtami: The celebration of mindfulness and
new beginnings inspires a shared sense of optimism
and renewal, encouraging Associates to reflect on
personal growth and align their inner values with our
broader mission.

Diwali: Collaborative workspace decoration drives
and community lighting initiatives ignite a vibrant
team spirit, uniting our workforce through shared
creativity and a celebration of collective success and
prosperity.

Holi: The cheerful, color-filled interactions act as a
natural equalizer across the organization, effortlessly
dismantling departmental silos and reinforcing a
highly approachable, unified workplace fabric.

Health & Wellness Awareness

The Peace Walk Drive: Standing as a unique signature
initiative that sets our organization apart, this highly
distinctive drive brought our workforce together
for a purpose beyond business, promoting holistic
well-being, mindfulness, and a positive outlook.
Reflecting our deep-rooted conviction that true
corporate citizenship begins with societal harmony,
our Associates stepped out in unison to champion
collective mindfulness, peaceful co-existence, and
mutual respect. This walk served as a powerful, living
demonstration of our values, allowing our team to
directly connect with neighboring communities and
actively plant the seeds of unity, shared progress, and
goodwill.

International Yoga Day: This dedicated wellness
initiative brought our workforce together to practice
physical and mental alignment, emphasizing our
commitment to holistic health, stress reduction, and
mindful living both at work and at home.

Targeted Wellness Campaigns: We prioritized
the holistic well-being of our team by conducting

extensive awareness campaigns focusing on critical
areas such as Road Safety and De-addiction.

Educational Assistance

Demonstrating our deep commitment to the families
of our team, our academic support initiatives equipped
31 deserving children of our Associates with laptops to
support their higher educational pursuits.

Community Outreach and Civic Citizenship

Our civic responsibilities remain deeply embedded in our
regional operations. This year, our manufacturing hubs—
spanning our Plastic and Agri Parks in Jalgaon, Food
Parks in Chittoor, and specialized facilities in Hyderabad,
Alwar, and Udumalpet—regularly hosted voluntary blood
donation drives, contributing a collective 764 units of
blood to local healthcare repositories. Furthermore,
our manufacturing facilities actively extended critical
emergency resources, such as fire engines and
ambulances, to assist neighboring communities during
road mishaps and local emergencies.

Continuous Learning, Capacity Building, and
Leadership Pipelines

Refining professional capabilities and sharpening
technical competencies is treated as an ongoing,
uninterrupted journey across every operating location
of our enterprise. To ensure our workforce remains
highly adaptive and resilient, we design and execute
comprehensive training programs that run continuously
throughout the year:

Leadership Development: Beyond routine technical
and functional upskilling detailed in our location-
specific training matrices, we initiated an exclusive
Leadership Development track this year. Facilitated
by premier external experts, this ongoing series is
explicitly designed to cultivate, prepare, and empower
a select cohort of high-potential Associates for future
strategic responsibilities.

• Gamified Experiential Learning: Demonstrating
that competency building can also be engaging
and interactive, we introduced the Auction Arena
simulation to enhance negotiation and strategic skills.
This program saw 15 teams covering 175 Associates
compete under distinct operational constraints to bid
for 25 unique culinary categories, effectively blending
tactical learning with team synergy.

Talent Acquisition and Workforce Growth

To support our rapid organizational expansion, our
recruitment framework continuously seeks out high-
potential talent through structured channels and agile
walk-in drives. Selection criteria remain rigorously
centered on objective merit, long-term capability, and
alignment with our organizational culture. Following
the gross addition of 907 talented individuals during the
2025-26 fiscal period, our total active Associate strength
stood at 7479 as of March 31,2026.

B] Subsidiaries & Associate

1) Jain Farm Fresh Foods Limited - Subsidiary

a)    Standalone

The Company recorded revenue from operations of
'661.18 crore in FY 2026 as compared to '659.09 crore
in FY 2025, reflecting a marginal growth of 0.3% YoY.
Other income stood at '1.27 crore in FY 2026 as against
'2.06 crore in FY 2025. Consequently, the Company's
total income increased to '662.45 crore in FY 2026 from
'661.15 crore in FY 2025.

The Company delivered a strong improvement in
operating performance during the year. EBITDA stood at
'133.25 crore in FY 2026 as compared to '82.63 crore
in FY 2025, supported by improved export realisations,
better product mix, and operational efficiencies.

Profit before tax (before exceptional items) stood at
'12.43 crore in FY 2026 as compared to a loss of '19.73
crore in FY 2025, indicating a significant operational
turnaround. After considering exceptional expense of
'3.24 crore, profit before tax stood at '9.19 crore in FY
2026. The Company reported a net loss of '2.66 crore
in FY 2026, as against a net loss of '13.73 crore in FY
2025, reflecting improved bottom-line performance.

Finance costs increased to '75.67 crore in FY 2026 from
'63.24 crore in FY 2025, mainly due to higher working
capital utilisation. Depreciation and amortisation
expense increased to '45.15 crore from '39.12 crore,
reflecting continued capital investment in plant and
infrastructure.

b)    Consolidated

The consolidated food business of the group reported
revenues of '2,063.47 crore in FY 2026 as compared to
'1,887.68 crore in FY 2025, reflecting a healthy growth
of 9.3% YoY, driven by strong export performance,
improved demand conditions, and expanded scale of
operations across markets. EBITDA stood at '185.63
crore in FY 2026 as compared to '174.67 crore in
FY 2025, reflecting steady operating performance
supported by higher scale of operations and improved
business mix. Finance cost for the year was '148.11
crore, higher than '130.85 crore in the previous year,
reflecting increased working capital requirements and
borrowing costs to support business expansion.

The Group reported a loss before tax from continuing
operations of '70.70 crore in FY 2026 as compared to
a loss of '33.41 crore in FY 2025, primarily impacted by
higher finance costs, increased operating scale-related
expenses, and exceptional items of '19.70 crore during
the year. Net loss stood at '86.39 crore in FY 2026 as
against '24.26 crore in FY 2025.

While profitability remained under pressure during the
year, the underlying business fundamentals remain
stable, supported by strong revenue growth, sustained
export momentum, and improved scale efficiencies
across operations. With continued focus on export-
led growth, operational optimisation, and capacity

expansion, the Group is well positioned for sustainable
long-term value creation.

2)    Jain Processed Foods Trading and Investment
Private Limited (“JPFTIPL”) - Subsidiary

JPFTIPL is 100% owned by JISL. The main business of
the Company is trading and dealing in food stuff and
food products of every description and to carry on the
business of a holding and an investment Company.

Revenue from operations of the Company stood at Nil
in FY 2025-26 as against '0.075 crore in FY 2024-25, as
the Company did not undertake any trading sales during
the year and focused entirely on its investment and
lending activities. Other income, comprising interest on
loans and deposits, stood at '0.324 crore in FY 2025-26
as against '0.299 crore in FY 2024-25, reflecting higher
interest accrued on loans extended to related parties.
Profit before tax stood at '0.023 crore in FY 2025-26
as against '0.025 crore in FY 2024-25. The Company
recorded a net profit of '0.018 crore in FY 2025-26,
broadly in line with the net profit of '0.018 crore in FY
2024-25.

3)    Sustainable Agro-Commercial Finance
Limited (SAFL) - Associate

Sustainable Agro-Commercial Finance Limited (SAFL),
an Associate Company of the Jain Irrigation Systems
Limited, continues to focus on providing financing
solutions to the agriculture sector, serving farmers
across rural and semi-urban regions. The Company has
an operational presence in the states of Maharashtra,
Karnataka and Madhya Pradesh. During the financial
year 2025-26, SAFL recorded revenue from operations
of '1.66 crore, as compared to '24.05 crore in the
previous financial year. Other income increased to
'5.75 crore from '1.80 crore in FY 2024-25. Employee
benefit expenses stood at '8.18 crore as against '8.56
crore in the previous year, while finance costs reduced
significantly to '0.59 crore from '1.84 crore.

The financial performance during the year was impacted
primarily due to higher impairment provisions on
financial instruments amounting to '9.42 crore and
recognition of an exceptional expense of '0.88 crore
arising on account of the implementation of the new
Labour Codes. Accordingly, SAFL reported a net loss of
'15.41 crore for FY 2025-26, as against a net profit of
'3.84 crore in FY 2024-25.

4)    Operations of Subsidiaries & SPV’s

The Statement containing the salient features of
the financial statements of the overseas subsidiary
companies, in the prescribed Form AOC-1, forms part of
this Annual Report as Annexure II - Part A(b).

The operational performance of the Company's
operating subsidiaries and Special Purpose Vehicles
(SPVs) is discussed in the Management Discussion and
Analysis section forming part of this Annual Report as
Annexure V.

C] Credit Ratings:

During the year the Credit Rating agency, CRISIL rated the Company as follows:

Rating Action by CRISIL:

Total Bank Loan Facilities Rated

' 2,930 Crore

Long Term Rating

CRISIL BBB-/Negative (Outlook revised from ‘Stable'; Rating Reaffirmed)

Short Term Rating

CRISIL A3 (Reaffirmed)

' 785.63 Crore Non - convertible Debentures

CRISIL BBB-/ Negative (Outlook revised from ‘Stable'; Rating Reaffirmed)

Subsequent to the close of the financial year, the credit rating assigned by ICRA Limited to the Company's Non-Convertible
Debentures aggregating T787.24 crore was withdrawn at the request of the Company, in accordance with ICRA's policy
on withdrawal of ratings, after receipt of the requisite No Objection Certificates (NOCs) from the lenders. The Company
continues to have a valid credit rating from CRISIL Ratings Limited for its debt facilities and remains regular in servicing
its debt obligations.

D] Warrant Conversion Details:

The Company completed the conversion of all 4,27,86,430 Equity Share Warrants into Equity Shares during the year
under review, in accordance with the terms of the preferential issue. The details of the conversions are as under:

Name of Allottee

No. of
Warrants

No. of
Shares

Conversion

Price

Date of
Conversion

Stocks & Securities (I) Pvt. Ltd.

1,63,21,607

1,63,21,607

46.64

22nd May, 2025

Alpha Alternatives Structured Credit Opportunities Fund

1,41,14,572

1,41,14,572

46.64

 

Pinkstone Ventures LLP

70,57,286

70,57,286

46.64

19th May, 2025

Tritiya Ventures LLP

52,92,965

52,92,965

46.64

 

Total

4,27,86,430

4,27,86,430

46.64

_

All Warrants are now converted. The proceeds from the preferential issue were utilized in accordance with the approved
objects of the issue. The 25% proceeds received as a deposit against Equity Share Warrants were utilized for repayment
of inter-corporate deposits to its associate, Sustainable Agro Commercial Finance Limited (SAFL), an NBFC, enabling
SAFL to become debt-free, mitigating the risk of cross-default, and facilitating the release of the Corporate Guarantee
provided by the Company. Further, the balance 75% proceeds received upon allotment were utilized to meet funding
requirements, strengthen the Company's capital base, address short- and medium-term obligations, and support its
long-term working capital requirements.

E] Governance disclosures

1) Employee Stock Option Plan (ESOP)

i) JISL Employees ESOP’s Trust (Trust Route, 2018):

The Company had established the JISL Employees ESOP Trust in 2018 for the implementation and administration of
the Employee Stock Option Scheme through acquisition of Equity Shares from the secondary market. All the Trustees
of the Trust are independent of the Management.

During the year under review, no Equity Shares were transferred by the Trust to the eligible Employees. As on 31st
March, 2026, 3,94,044 Equity Shares held by the Trust remained available for exercise by the eligible employees under
the Scheme. These Equity Shares were acquired by the Trust during FY 2019-20 and FY 2020-21.

Details related to the Trust
General Information:

Particulars

Details

Name of the Trust

JISL Employees ESOP’s Trust

Details of the Trustee(s)

1)    IDBI Trusteeship Services Limited

2)    Mr. Aaron Solomon, Solicitor

3)    Ms. Snehal Walvalkar, FCA*

4)    Mr. Jayant M Thakur, CA**

5)    Mr. Sanjay T Tupe***

Amount of loan disbursed by Company / any Company in the group, during
the year

NIL

Amount of loan outstanding (repayable to Company / any Company in the
group) as at the end of the year

' 1,39,56,040

Amount of loan, if any, taken from any other source for which Company / any
Company in the group has provided any security or guarantee

NIL

Any other contribution made to the Trust during the year

NIL

Particulars

ESOP 2018

Number of Shares outstanding at the beginning of the period

3,94,044

Number of Shares granted during the FY 2026

nil

Number of Shares forfeited / lapsed during the FY 2026

nil

Number of Shares vested during the FY 2026

nil

Number of Shares exercised during the FY 2026

nil

Number of shares arising as a result of exercise of options

nil

Money realized by exercise of Shares 0, if scheme is implemented directly by Company

nil

Loan repaid by the Trust during the year from exercise price Received

nil

Number of Shares outstanding at the end of the year

3,94,044

Number of Shares exercisable at the end of the year

3,94,044

ii) JISL ESOP, 2011 (Primary Route)

The Company continues to administer the JISL ESOR 2011/18 in accordance with the provisions of the Companies
Act, 2013 and the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

During the year under review, no stock options were granted, vested, exercised, cancelled or lapsed and, consequently,
no Equity Shares were allotted under the Scheme.

Sr.

Particulars

JISL ESOP, 2011/2018

1)

Date(s) of Shareholders' Approval

30th September, 2011, 27th September, 2013
& 28th September, 2018

2)

Total number of options approved under the Scheme

53,56,000

3)

Total number of options granted

43,56,000 (Granted on 11th November, 2022)

4)

Options outstanding as on 31st March, 2026

Nil

5)

Options available for future grant

10,00,000 (Reserved for eligible foreign employees)

6)

Options granted during FY 2025-26

Nil

7)

Options vested during FY 2025-26

Nil

8)

Options exercised during FY 2025-26

Nil

9)

Equity Shares allotted during FY 2025-26

Nil

10)

Exercise Price

' 32.40 per option

11)

Maximum term of options

5 Years

12)

Source of Shares

Primary

13)

Variation in terms of options

Nil

The disclosures as required under Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014 read with
Regulation 14 and Part F of Schedule I of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations,
2021 are available on the Company's website at https://www.jains.com/Company/investor/index.php

2) Sustainability & Corporate Social Responsibility brief
ESG and Sustainability Disclosures

Jain Irrigation Systems Ltd. reports its Environmental, Social, and Governance (ESG) performance through mandatory
and voluntary platforms, including the Business Responsibility and Sustainability Report (BRSR). Our ESG disclosures
align with the International Finance Corporation's (IFC) Performance Standards I to IV. We have set an annual target to
reduce specific energy consumption by 5% at the department level on our manufacturing shop floors, as part of our ISO
50001:2018-certified Energy Management System (EnMS). Additionally, we are actively mapping our internal energy
management targets to the Science Based Targets initiative (SBTi) methodology to set long-term climate goals.

To track sustainability performance, we use a system based on economic, environmental, and social indicators tied to
key material topics identified through detailed stakeholder consultations, following international standards like the Global
Reporting Initiative (GRI) and Carbon Disclosure Project (CDR). We conduct sustainability data assurance every two
years, with independent third-party verification based on ISAE 3000 and AA1000AS standards. Assurance certificates
are available to stakeholders upon request. In addition to the BRSR, we plan to resume publishing a comprehensive
Sustainability Report following GRI Standards for FY 25 to further strengthen our sustainability and ESG disclosures. For
more details, visit https://wwwjains.com/Company/sustainable_at_jains.htm

Climate Change Management System - Carbon
Emission Reduction Projects

The Company is deeply committed to mitigating the
environmental impacts of climate change and has
taken several pioneering steps in this direction. Over a
decade ago, the Company became the first in its sector
to conduct a comprehensive Greenhouse Gas (GHG)
inventory in accordance with ISO 14064-1:2018, verified
by an independent third party.

Currently, the Company accounts for and reports
complete Scope 1 and Scope 2 emissions, along with
mitigation actions such as renewable energy deployment
and carbon sequestration through afforestation. From
FY25 onwards, the Company's GHG inventory will
include an expanded and more detailed accounting of
Scope 3 emissions.

For the third consecutive year, the Company will
voluntarily disclose its climate action performance
through the Carbon Disclosure Project (CDP). We have
implemented and registered renewable energy and
energy efficiency projects to generate green energy
and reduce carbon emissions. Several of these projects
are registered under the United Nations Framework
Convention on Climate Change (UNFCCC) Clean
Development Mechanism (CDM), with the potential
to generate over 25,000 carbon credits annually. Our
solar and biogas-based power generation projects are
also registered under the Renewable Energy Certificate
(REC) Scheme. As part of its forward-looking strategy,
the Company is now in the process of commissioning
a biomass residue-based carbon emission reduction
project—the one of its kind. This project will process over
13,000 metric tons of agricultural residues annually into
carbon-rich media, which can be incorporated into soil
through various regenerative agriculture applications.

Corporate Social Responsibility

The Company operates with a well-defined and
comprehensive Corporate Social Responsibility (CSR)
policy, outlining specific programs and initiatives aimed
at inclusive and sustainable development. This policy
is reviewed annually under the supervision of the CSR
Committee.

CSR activities are implemented both directly by the
Company and through two associated entities -
registered Section-8 Companies:

Bhavarlal and Kantabai Jain Multipurpose Foundation

(BKJMF), Jalgaon

Gandhi Research Foundation (GRF), Jalgaon

In addition to projects undertaken via these trusts,
the Company continues to implement CSR initiatives
independently to maximize reach and impact. The
CSR policy of Jain Irrigation Systems Ltd. is publicly
accessible at:    https://www.jains.com/Company/

investor/data/Company%20lnformation/Policies/files/
JISL_Corporate_Social_Responsibility_Policy.pdf

The detailed CSR Report is attached as Annexure III to
the Board Report.

3) Key Managerial Personnel, Directors retiring
and their background

a) Key Managerial Personnel

Sr.

Name of KMP’s

Designation

1)

Shri. Ashok B. Jain

Whole Time Director

2)

Shri. Anil B. Jain

Vice Chairman &
Managing Director

3)

Shri. Ajit B. Jain

Joint Managing Director

4)

Shri. Atul B. Jain

Joint Managing Director

5)

Shri. Bipeen Valame

Chief Financial Officer

6)

Shri. Avdhut Vasant
Ghodgaonkar

Company Secretary &
Chief Compliance Officer

b) Retirement by Rotation

Mr. Ajit B. Jain (DIN: 00053299)

In accordance with the provisions of the Companies
Act, 2013, Mr. Ajit B. Jain (DIN: 00053299) retires by
rotation at the ensuing 39th Annual General Meeting
and, being eligible, offers himself for re-appointment.

The Board of Directors, based on the recommendation
of the Nomination and Remuneration Committee,
recommends his re-appointment.

Brief particulars of Mr. Ajit B. Jain, as required under
Secretarial Standard-2 on General Meetings and other
applicable provisions, are provided in Annexure-I
to the Notice convening the 39th Annual General
Meeting.

C) Resignation of Nominee Director

Mr. Aroop Sircar (DIN: 05309663)

Mr. Aroop Sircar, Nominee Director appointed by
State Bank of India, representing the lenders resigned
from the Board of Directors of the Company upon
completion of his tenure of three years as Nominee
Director. Accordingly, he ceased to be a Director of
the Company with effect from April 25, 2026.

The Board places on record its deep appreciation
for the valuable guidance, support and contributions
made by Mr. Aroop Sircar during his tenure on the
Board. The Directors acknowledge his constructive
participation in the affairs of the Company and extend
their best wishes for his future endeavours.

d) Disclosures on Independence

The Company has received necessary declarations
from all the Independent Directors confirming that:

a)    they meet the criteria of independence as
prescribed under the provisions of the Companies
Act, 2013 and the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015; and

b)    their names have been included in the Independent
Directors' Databank maintained by the Indian
Institute of Corporate Affairs (IICA).

in the opinion of the Board, all the independent Directors
possess the requisite integrity, expertise and experience
and fulfil the conditions specified under the Companies
Act, 2013 and the Listing Regulations for being appointed
as independent Directors of the Company,

The Company has adopted various policies and
frameworks in accordance with the applicable provisions
of the Companies Act, 2013 and the Listing Regulations,
including:

1)    Policy on Terms and Conditions of Appointment
of independent Directors; and Nomination,
Remuneration and Board Diversity Policy,

2)    The aforesaid policies are available on the website of
the Company.

4)    Director’s Responsibility Statement

Pursuant to Section 134(5) of the Companies Act, 2013,
your Directors state that:

i)    in the preparation of the annual accounts for the
financial year ended March 31, 2026, the applicable
Indian Accounting Standards (ind AS) have been
followed and there are no material departures from
the same except to the extent, if any, disclosed in the
notes to the financial statements;

ii)    they have 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 March 31,2026 and of the profit/loss
of the Company for the financial year ended on that
date;

iii)    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;

iv)    they have prepared the annual accounts on a going
concern basis;

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

5)    Risk Management

The Company operates under a comprehensive and
dynamic Risk Assessment & Management framework
designed to proactively identify, monitor, and mitigate
risk in a globalized business landscape. Governance of
this systematic approach is overseen by a structured
Risk Management Committee, chaired by Mr. Johannes
Bastian Mohrmann, alongside committee members Mr.
Shishir Dalal, Mr. Ajit Jain, and Mr. Atul Jain.

To ensure risk management extends beyond a static
checklist, the Committee:

1)    Utilizes a dynamic framework designed to proactively
detect, evaluate, and mitigate risk phenomena across
all facets of the business. This includes dedicated
oversight of critical and carefully established risk
categories spanning Operations, Legal & Compliance,
Technology, Cyber Security, Government Policy
Frameworks, and Global Disruptions.

2)    Focuses on the interconnected impact of risk on
business continuity. Through regular reviews of
the framework the Committee ensures that risk
management is seamlessly integrated into our long¬
term strategic planning.

This rigorous governance structure enables the
Company to maintain organizational resilience,
safeguard stakeholder value, and rapidly adapt to
macroeconomic shifts. Detailed analyses of specific
risk factors, their potential impacts, and corresponding
mitigation strategies are fully elaborated in the
Management Discussion and Analysis (MD&A).

6) Internal Financial Controls (IFC) and Their
Adequacy:

The Company has established a robust internal
Financial Controls ("IFC”) framework commensurate
with the size, scale and complexity of its operations.
The framework is embedded within the Company's
governance processes and business operations and is
designed to provide reasonable assurance regarding the
orderly and efficient conduct of business, safeguarding
of assets, prevention and detection of frauds and errors,
accuracy and completeness of accounting records, and
timely preparation of reliable financial information.

The control environment is supported by documented
policies, standard operating procedures, a well-defined
delegation of authority framework, enterprise-wide risk
management practices and system-driven controls
embedded within the Company's ERP platform. These
controls are periodically reviewed and strengthened to
address evolving business, regulatory and sustainability-
related risks.

The Company follows a risk-based internal audit
approach through an independent external audit
firm appointed by the Audit Committee. Internal
audit observations, management action plans and
remediation status are reviewed periodically by the Audit
Committee, which provides oversight on the adequacy
and effectiveness of the internal control environment.

The Company continues to enhance its controls through
increased automation, digital monitoring tools and
integration of Environmental, Social and Governance
(ESG) considerations into its risk assessment processes.
A Whistle Blower Policy and Vigil Mechanism are in
place to promote ethical conduct and facilitate reporting
of concerns in a secure and transparent manner.

Based on the evaluation of the internal financial controls,
reports of the internal auditors, statutory auditors and
management assessments, the Board, through the
Audit Committee, is satisfied that the Company's
Internal Financial Controls with reference to the financial
statements were adequate and operating effectively
during the year under review.

7) Board Evaluation Process:

Pursuant to the provisions of Section 178 of the
Companies Act, 2013 and Regulation 19 of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 ("SEBI Listing Regulations”), the
Board has constituted a Nomination and Remuneration
Committee ("NRC”) comprising three Independent
Directors, with an Independent Director acting as the
Chairperson of the Committee.

The Board has adopted a Nomination and Remuneration
Policy which, inter alia, lays down the criteria for
appointment, qualifications, positive attributes and
independence of Directors and remuneration of Directors,
Key Managerial Personnel and Senior Management
Personnel. The Policy is available on the website of the
Company at https://www.jains.com/Company/investor/
data/Company%20lnforrnation/Policies/files/JISL_
APPOINTMENT_AND_REMUNERATION_POUCY.pdf

a) Board Evaluation

Pursuant to the provisions of the Companies Act,
2013 and the SEBI Listing Regulations, the annual
performance evaluation of the Board, its Committees
and individual Directors was carried out during the
year.

The Independent Directors, at their separate meetings
held on 5 February 2026 and 30 March 2026 at
Jalgaon, reviewed and evaluated the performance of
the Chairman, Executive Directors, Non-Independent
Directors, and the Board as a whole. They also
assessed the quality, adequacy, and timeliness of
information flow between the Management and the
Board to ensure that the Board is able to effectively
and efficiently discharge its responsibilities and
perform its duties.

The NRC has laid down the criteria for performance
evaluation of the Board, its Committees and
individual Directors. The evaluation process covered
various aspects of the functioning of the Board and
its Committees, including composition, experience
and competencies, effectiveness of Board processes,
participation in decision-making, governance and
oversight functions.

Based on the outcome of the evaluation process,
the Board is of the view that it, its Committees and
individual Directors continue to operate effectively and
discharge their respective duties and responsibilities
satisfactorily.

b) Criteria for Evaluation of Board and its
Committees

1) For Board:

a)    Composition and Quality

Board members have the appropriate talent,
expertise, qualifications, and skills to effectively
contribute to meet the best interests of the
Company.

The Board members spend sufficient time
in understanding the vision, mission of the
Company and strategic and business plans,
financial reporting risks and related internal
controls and provides critical oversight on the
same.

The Board has appropriate combination of
industry knowledge and diversity viz. gender,
experience, background.

The Board has the proper number of committees
as required by legislation and guidelines, with
well-defined reporting requirements.

The Board understands the legal requirements
and obligations under which they act; i.e.,
byelaws, corporate governance requirements,
etc. and discharge functions accordingly.

b)    Board Meetings and Procedures

The Meetings of the Board are held on regular
basis and the frequency of such meetings is
enough for the Board to undertake its duties
properly.

The Board meeting agenda and related
background papers are concise and provide
information of appropriate quality and detail on
timely basis.

The Board meetings encourage a high quality
of discussions and decision making.

The Board effectively works collectively as a
team in the best interest of the Company.

All proceedings and resolutions of the Board
are recorded accurately, adequately and on a
timely basis.

The minutes of Board meetings are clear,
accurate, consistent, and complete and
disseminated timely.

The facility for video conferencing for
conducting meetings is robust.

c)    Strategy

Board devotes time for development of suitable
strategies and business plans to effectively
manage current and potential strategic issues.
Effectively engages with management in the
strategic planning process, including corporate
goals, objectives and overall operating and
financial plans to achieve them.

d)    Governance & Compliance

The Board evaluates and analyses the
compliance certificate from the auditors /
Practicing Company Secretaries regarding
compliance of conditions of corporate
governance and other applicable laws.

The Board exhibits willingness to spend time
and effort to learn about the Company and its
business.

e)    Risk Management

The processes are in place for ensuring that the
Board, through the Audit Committee Meeting,
is kept fully informed of all material matters
between meetings (including appropriate
external information, e.g., emerging risks and
material regulatory changes).

There are adequate contingency plans for
addressing and dealing with crisis situations,
including pandemics, server breakdowns, etc.
The Board has sufficient understanding of
the risks attached to the business structure,
and the Board uses an appropriate Risk
Management framework. The Board has
reviewed and understood the risks provided in
the internal audit report, and management has
taken sufficient steps to mitigate the risks.

f)    Board and Management Relations

The Board has a range of appropriate
performance indicators that are used to
monitor the performance of management.
Adequate level of independence of the
management from the Board.

Management and the Board are easily
accessible to each other.

The Board is well informed on all issues (short
and long-term) being faced by the Company.

An effective succession plan of the Board is in
place.

g)    Relations with Stakeholders

The Board regularly checks the organization's
Vigil Mechanism or Whistle Blower Policy and
makes sure that the mechanism is working
effectively during the year.

The amount of time spent on discussions on
strategic and general issues is sufficient.

The Board monitors and manages to avoid
potential conflicts of interest of management,
members of the Board of Directors and
shareholders, including misuse of corporate
assets and abuse in related party transactions.

h)    Professional Development

Adequate induction and professional
development programs are made available to
new and old directors.

Appropriate development opportunities are
encouraged and communicated well in time.

2)    For Committees:

a)    Composition, Effectiveness, Functions and
Duties

The mandate, composition and working
procedures of the Committee are clearly
defined and discussed.

Committee takes effective and proactive
measures to perform its functions.

The composition of the Committee is in
compliance with the legal requirements.

b)    Structure of the Committee and Meetings

The Committee is properly structured and
regular meetings are held.

Committee meetings are organized properly
and appropriate procedures are followed in this
regard.

c)    Management Relations

Committee meetings are conducted in a
manner that encourages open communication
and meaningful participation of its members.

d)    Contribution to Decisions of the Board
Committee makes periodic reporting to
the Board along with its suggestions and
recommendations.

3)    For Individual Director:

a) Effectiveness, Functions and Duties

The Director has sufficient understanding and
knowledge of the entity and the sector in which
it operates.

The Director understands and fulfills the
functions as assigned to him by the Board and
the law.

The Director is available for meetings of the
Board and the Board Committees where he is
a member and attends the meetings regularly
and timely, without delay.

Participates in Board and Committee meetings
actively and consistently and is able to function
as an effective team member.

Understands, and can evaluate, the risk
environment of the organization and proactively
contributes in development of strategy for the
risks.

Shares domain knowledge and experience to
bear on the critical areas of performance of the
organization and keeps self-updated in the area
of expertise.

The Director has constructive and analytical
decision-making abilities and core
competencies for effective functioning of the
Board.

Demonstrates highest level of integrity
(including conflict of interest disclosures,
maintenance of confidentiality, etc.).

Where applicable, as Chairperson of respective
Committees, he/she is impartial in conducting
discussions, seeking views and dealing with

dissent, etc. Seeks appropriate clarification,
or amplification of information as and when
necessary.

Conducts himself/herself in a manner that is
ethical and consistent with the applicable laws,
Proactively contributes to development of
strategy and towards risk management of the
Company,

The Director is available for meetings of the
Board and the Board Committees where he is
a member and attends the meetings regularly
and timely, without delay,

Participates in Board and Committee meetings
actively and consistently and is able to function
as an effective team member,

4) For Chairman:

a) Effectiveness, Functions and Duties

Whether the Chairman leads the Board
effectively,

Whether the Chairman ensures participation of
all members in the Board deliberations,
Whether the Chairman guides the Board/
Management on key issues to be brought
before the Board for deliberations,

Whether the Chairman enhances the Company's
image in dealing with major stakeholders,

8) Familiarization Programme for independent
Directors (ID’s)

The Company has in place a structured Familiarization
Programme for Independent Directors, aimed at enabling
them to understand the business, operations, and
governance framework of the Company in depth, Upon
appointment, Independent Directors are provided with
necessary documents, brochures, reports, and internal
policies to familiarize themselves with the Company's
procedures and practices,

Periodic presentations are made at the meetings of the
Board and its Committees covering various aspects of
the Company's business and performance, including
finance, sales, marketing, and operations of key business
segments, The Directors are also apprised of human
resource practices, overview of major subsidiaries,
global business environment, business strategy, and
associated risks,

In addition, quarterly updates on relevant statutory
and regulatory changes, as well as landmark judicial
pronouncements under key applicable laws, are regularly
circulated to the Directors to keep them abreast of the
evolving regulatory landscape,

Further, a visit to the Company's headquarters and/
or key operational facilities is generally organized for
Independent Directors upon their first appointment,
enabling them to gain first-hand understanding of the
Company's operations,

The details of the Familiarization Programmes for

Independent Directors are available on the Company's
website at: https://wwwjains.com/Company/investor/
data/Company%20lnformation/Policies/files/JISL_
Familiarization_Programmeslndependent_Directors.pdf

9)    Vigil Mechanism

In terms of Section 177(9) and (10) of the Companies
Act, 2013 read with Regulation 22 of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Company has established a Whistle Blower
Policy forming part of the Vigil Mechanism framework
to enable Directors, employees, suppliers, and vendors
to report genuine concerns regarding suspected fraud,
unethical behaviour, or violation of the Company's Code
of Conduct and Ethics Policy,

The Vigil Mechanism provides adequate safeguards
against victimisation of persons who use such
mechanism and also provides for direct access to
the Chairperson of the Audit Committee, It is hereby
affirmed that no person has been denied access to the
Audit Committee,

The Whistle Blower Policy is hosted on the Company's
website at: https://www,jains,com/Company/investor/
data/Company%20Information/Policies/files/
WHISTLE_BUCWER_POUCY.pdf

10)    Fraud Reporting

During the year under review, the Directors confirm that
no fraud has been detected, Further, pursuant to the
provisions of Section 143(12) of the Companies Act,
2013, neither the Statutory Auditors nor the Secretarial
Auditor has reported any instance of fraud to the
Audit and Risk Management Committee or the Central
Government,

11)    Fixed Deposits

During the year under review, the Company has not
accepted or renewed any deposits from the public
within the meaning of the Companies Act, 2013 and
the Companies (Acceptance of Deposits) Rules, 2014,
as amended from time to time, Further, there were no
unclaimed or overdue deposits as on 31st March, 2026,

12)    Auditors

a) Statutory Auditors

M/s, Singhi & Co,, Chartered Accountants, Kolkata,
were re-appointed as the Statutory Auditors of the
Company for a second term of five (5) consecutive
years at the 38th Annual General Meeting held on 29th
September, 2025, to hold office from the conclusion of
the said Annual General Meeting until the conclusion
of the 43rd Annual General Meeting of the Company to
be held in the year 2030, The Statutory Auditors have
confirmed that they continue to satisfy the eligibility
criteria prescribed under the Companies Act, 2013
and the rules made thereunder and that they are not
disqualified from continuing as Statutory Auditors of
the Company,

The Auditors' Report on the Standalone and
Consolidated Financial Statements for the financial
year ended 31st March, 2026 does not contain any
qualification, reservation, adverse remark, disclaimer,
or emphasis of matter requiring any explanation from
the Board of Directors.

b)    Cost Auditors

In accordance with Section 148(1) of the Companies
Act, 2013 read with the Companies (Cost Records
and Audit) Rules, 2014, the Company has maintained
the requisite cost records.

Pursuant to Section 148 of the Companies Act, 2013,
the Board of Directors has appointed M/s. D. C.
Dave & Co., Cost Accountants, Mumbai, as the Cost
Auditors of the Company for the financial year 2025¬
26. The remuneration payable to the Cost Auditors for
the financial year 2026-27 is subject to approval of
the Members at the ensuing Annual General Meeting.

c)    Secretarial Auditor

Pursuant to Section 204 of the Companies Act, 2013
read with the rules made thereunder, the Company
has appointed M/s. V. Laxman & Co., Practicing
Company Secretaries, Mumbai as the Secretarial
Auditor of the Company.

The Members of the Company, at the 38th Annual
General Meeting held on 29th September, 2025,
approved the appointment of M/s. V. Laxman
& Co. for the term of five (5) consecutive years,
commencing from the conclusion of the 38th Annual
General Meeting until the conclusion of the 43rd
Annual General Meeting of the Company to be held in
the year 2030, based on the recommendation of the
Audit Committee and the Board of Directors.

The Secretarial Audit Report for the financial year
ended 31st March, 2026 issued by M/s. V. Laxman &
Co. is annexed to this Report as Annexure IX. The said
report does not contain any qualification, reservation,
adverse remark, disclaimer, or other observation
requiring explanation from the Board of Directors.

d)    PCS Certificate on Corporate Governance
Report

In terms of Regulation 34 read with Schedule V
of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, a certificate on
compliance of conditions of Corporate Governance
has been issued by ADCN & Company (Formerly
known as Amrita Nautiyal & Associates) Practising
Company Secretary, Mumbai. The said certificate
forms part of the Corporate Governance Report and
is annexed as Annexure IV.

13) Meetings of the Board & its Committees

a) Board Meeting

Six (6) meetings of the Board of Directors were held
during the financial year. The particulars of the
meetings held and attendance of each Director are
detailed in the Corporate Governance Report annexed
as Annexure IV to this Report.

b)    Audit Committee

The Audit Committee comprises of: Mr. Shishir
Dalal (Chairman), Dr. Narendra Jadhav, Mr. Bastiaan
Mohrmann, Ms. Nancy Barry and Mr. Anil Jain. During
the year, all recommendations made by the Audit
Committee were accepted by the Board of Directors.
Five (5) meetings of the Audit Committee were
held during the financial year. For details regarding
the scope and other matters, refer the Corporate
Governance Report annexed as Annexure IV to this
Report.

c)    Corporate Social Responsibility Committee

The Corporate Social Responsibility Committee
comprises of: Dr. Narendra Jadhav (Chairman), Mr.
Ashok B. Jain and Mr. Atul B. Jain. One (1) meeting of
the Committee was held during the financial year. The
CSR Report detailing CSR initiatives and mandated
expenditure is annexed as Annexure III to this Report.

d)    Nomination and Remuneration Committee

The Nomination and Remuneration Committee
comprises of: Dr. Narendra Jadhav (Chairman), Mr.
Shishir Dalal and Ms. Nancy Barry. The Committee
reviewed managerial remuneration for FY 2025-26.
Two (2) meetings were held during the year. For
details, refer the Corporate Governance Report
annexed as Annexure IV to this Report.

e)    Stakeholders’ Relationship Committee

The Stakeholders' Relationship Committee
comprises of: Dr. Narendra Jadhav (Chairman), Mr.
Shishir Dalal and Mr. Ajit B. Jain. The Committee
noted the satisfactory investor grievance redressal
and low level of complaints during the year. Four
(4) meetings were held during the financial year.
For details, refer the Corporate Governance Report
annexed as Annexure IV to this Report.

f)    Risk Management Committee

The Risk Management Committee comprises of: Mr.
Bastiaan Mohrmann (Chairman), Mr. Shishir Dalal, Mr.
Ajit B. Jain and Mr. Atul B. Jain. The Committee met
three (3) times during the year and reviewed the risk
management framework and mitigation measures.
For details, refer the Corporate Governance Report
annexed as Annexure IV to this Report.

g)    Management Review Committee

The Management Review Committee comprises of:
Mr. Anil B. Jain, Mr. Ajit B. Jain, Mr. Atul B. Jain, Mr.
Avdhut V. Ghodgaonkar and Mr. Bipeen Valame. The
Committee reviewed operational performance for FY
2025-26. Fourteen (14) meetings were held during
the year. For details, refer the Corporate Governance
Report annexed as Annexure IV to this Report.

h)    Sub Committee (Allotment)

The Sub-Committee (Allotment) comprises of:
Dr. Narendra Jadhav (Chairman), Mr. Anil B. Jain and
Mr. Shishir Dalal. Two (2) meetings of the committee
were held during the year.

i) ESOP Allotment Sub-committee

The ESOP Allotment Sub-Committee comprises of: Mr, Anil B. Jain (Chairman), Dr, Narendra Jadhav and Mr, Shlshlr
Dalai. No meeting of the Committee was held during FY 2025-26.

14) Particulars of Employees

Pursuant to the provisions of Section 197(12) of the Companies Act, 2013 read with Rule 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014, five employees of the Company were In receipt
of remuneration of ?8,50,000 or more per month during the financial year or part thereof. The prescribed particulars of
such employees are provided in Annexure I forming part of this Report.

Particulars of Top Ten Employees

In addition to the above, the details of the top ten employees (other than the Key Managerial Personnel) in terms of gross
remuneration drawn during the financial year, along with their respective areas of responsibility, are provided below:

Sr.

Full Name

Designation

Area of
Responsibility

ctc-fy

2025-26
(in
'

ctc-fy

2024-25
(in
'

1)

Jain Abhay Kantllal

President (Maharashtra)

Sales Domestic

89,30,796

89,30,796

2)

Katarla Anilkumar

President

Sales Domestic (South)

87,00,372

87,00,372

3)

Patil Kalyansing Baburao

Exe. Senior Vice President

Sales Tissue Culture

71,02,836

71,02,836

4)

Desarda Dongarmal
Inderchand

President

Indirect Tax

67,54,140

67,54,140

5)

Samdani Vijay Loknath

Senior Vice President

IT - Project

67,47,000

67,47,000

6)

Goyal Rohit

Senior Vice President

Banking & Finance

64,99,152

-

7)

Patil Anil Bajirao

Exe. Senior Vice President

Tissue Culture

63,02,808

63,02,808

8)

Bhirud Ashish Pandurang

Vice President

Civil

61,10,136

61,10,136

9)

Joshi Abhijeet Bhaskar

Exe. Senior Vice President

Product Development

60,92,988

60,92,988

10)

Mangal Satish Chand

Senior Vice President

sqc

60,83,496

60,83,496

F] Policies and Other Relevant Disclosures

a) Policies

The Company has adopted various policies and codes in compliance with the provisions of the Companies Act,
2013, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and other applicable laws. These
policies are hosted on the Company's website and are accessible through the following links:

Sr.

Policy

Web Link

1)

Code of Conduct for Board Members
and Senior Management Personnel

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/CodeofConductJISL.pdf

2)

Code for Prevention of Insider Trading

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/CodeofConduct-InsiderTrading.pdf

3)

Corporate Social Responsibility (CSR)
Policy

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/JISL_Corporate_Social_Responsibility_Policy.pdf

4)

Whistle Blower Policy

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/WHISTLE_BLOWER_POLICY.pdf

5)

Policy for Determining Material
Subsidiaries

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/JISL_Policy_on_Determining_Material_

Subsidiary.pdf

6)

Risk Management Policy

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/JISL_Risk_Management_Policy.pdf

7)

Performance Evaluation Policy

https://www.jains.com/Company/investor/data/Company%20
Information/Policies/files/JISL PERFORMANCE EVALUATION POLICY.
pdf

8)

Policy on Materiality of and Dealing with
Related Party Transactions

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/Policy_on_Materiality_and_Dealing_with_

Related_Party_Transactions.pdf

Sr.

Policy

Web Link

9)

Disclosure of Information Policy

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/JISL_DISCLOSURE_POI_ICY.pdf

10)

Nomination and Remuneration Policy

https://www.jains.com/Company/investor/data/Company%20
Information/Policies/files/JISL APPOINTMENT AND REMUNERATION
POLICY.pdf

11)

Dividend Distribution Policy

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/JISL_Dividend_Policy.pdf

12)

Policy for Prevention of Sexual
Harassment at the Workplace

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/Policy_for_Prevention_of_Sexual_Harassment_

at_workplace.pdf

13)

Quality, Environment, Occupational
Health and Safety Policy

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/JISL_Health_Safety_Policy_2018-12.pdf

14)

Policy on Preservation of Documents

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/Policy_on_preservation_of_Documents.pdf

15)

Centralised Purchase Policy

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/Jain_Centralised_Purchase_Policy.pdf

16)

Anti-Bribery and Anti-Corruption Policy

https://www.jains.com/Company/investor/data/Company%20

Information/Policies/files/Anti_Bribery_and_Anti_Corruption_Policy.pdf

b) Other Policies/ Governance Documents

The following other governance disclosures/policies are also available on the Company's website;

Sr.

Document

Web Link

1)

Familiarisation Programme for
Independent Directors

https://www.jains.com/Company/investor/data/Company%20Information/

Policies/files/JISL_Familiarization_ProgrammesIndependent_Directors.pdf

2)

Investor Handbook and Hierarchy of
Escalation for Redressal of Investor
Complaints

https://www.jains.com/Company/investor/data/Company%20Information/

Policies/files/Investors_handbook_and_hierarchy_of_escalation.pdf

3)

Terms and Conditions of Appointment of
Independent Directors

https://www.jains.com/Company/investor/data/Company%20Information/

Policies/files/Terms_Conditions_of_Appointment_of_Independent_

Directors.pdf

4)

Internal Audit Charter

https://www.jains.com/Company/investor/data/Company%20Information/

Policies/files/Internal_Audit_Charter.pdf

5)

Succession Planning Policy

https://www.jains.com/Company/investor/data/Company%20Information/

Policies/files/Succession_Planning_Policy.pdf

6)

List of Top Ten Senior Executives (Other
than KmPs)

https://www.jains.com/Company/investor/data/Company%20Information/
Policies/files/JISL List of Top 10 Senior Executives Other than KMP.
pdf

G] Disclosures about Environment Health and Safety Performance, Energy
Conservation, Technology Absorption, Research and Development, Foreign
Exchange Earnings and Outgo.

1) Environment Health and Safety Performance

New sophisticated Environmental monitoring devices with data logging and wireless connectivity have been
acquired and put to use.

Light weight cutting tools were provided in the Driptape plant.

An automatic conveyor is installed and commissioned that is now integrated with existing machines in the Sprinkler
pipe plant. This system has increased safety performance and production capacity.

In tissue culture laboratory tubelights are being replaced with LED lights for the production activities.

In the PVC Sheet Plant, motorized linear actuators were Installed for efficient processing.

The scissor lift wheel was modified to include rail for ease of travel.

Inhouse reprocessing of various materials was improved in the Injection Moulding plant.

Dust reduction measures were improved in the PVC pipe plant.

2)    Energy Performance

Implementation of ISO 50001:2018 certification
(Energy Management System) Hyderabad,
Alwar and Tissue Culture plant is underway. On
completion all plants of JISL will be compliant with
ISO 50001:2018.

Dripline plant DC drive and motor were replaced
by AC drive and motor for improvement in energy
efficiency.

Autoclave usage was optimized in Tissue Culture
through process modification for better energy
efficiency.

Existing air compressors were replaced by more
energy efficient compressors in the Sprinkler pipe
plant.

Additional energy meters were installed at Alwar
plant for better performance monitoring.

Energy efficient heaters were installed in the Alwar
plant.

Percentage of Energy efficient lighting and BLDC
fans was increased.

Machine programs were updated to optimize the
energy consumption.

In PVC Sheet plant, VFDs and air boosters were
installed for better energy efficiency

In injection moulding plant pumps were optimized
to save energy, multistage pumps were replaced
by centrifugal pumps and heaters were optimized
for better energy efficiency.

In the PVC Pipe Plant, more energy efficient pumps
were installed on the chilling setup and advanced
energy saving heaters were installed on machines.

3)    Energy Conservation, Technology
Absorption, Research and Development,
Foreign Exchange Earnings and Outgo.

A) Agri Park & Tissue Culture

i)    Energy and Water Conservation

Installation of solar power connected with grid
connectivity to supplement energy required for
green house and agriculture requirements. With
sustained efforts during 2025-26 total 25 KWH
was added. Additionally two direct solar pumps
of 5 HP were added for the irrigation of R&D
crops.

Replacement of fluorescent lights in laminar
airflow by LED light in tissue culture production
facility to reduce power consumption by 85% for
this particular purpose. This brings cumulative
annual savings of 71980 kilowatt hours.

ii)    Technology Absorption

JISL licensed two newly developed varieties
of banana namely Kavery Poovan and Kavery
Vaman from ICAR-NRC Banana, Trichy for
multiplication and commercialisation.

Newly developed turmeric variety Pragati
and ginger variety Vajra were licensed from
ICAR-IISR, Kozhikode for multiplication and
commercialisation.

Tissue culture coconut: During 2019 tissue
cultured coconut plants were first planted in the
field for evaluation. These plants are fruiting like
mother plants. This result will put forward our
conviction to multiply coconut through tissue
culture.

Development of new varieties has reached a
fascinating stage and out of 1430 populations
30 mango hybrids pass the stringent quality
parameters and are selected for further
evaluation.

Development of garlic variety for processing has
been an objective of our research team. With
many years of research one variety is developed
and was taken for further multiplication and
seed production.

Development of onion variety for dehydration is
one of the major objectives in onion breeding.
A new onion variety with high TSS and high
yield has been developed to supplement the
existing JV-12. This will help in expanding the
harvesting season by 10-15 days.

B) Energy Park

i)    Energy Conservation

Solar Motor & Pumps :

To reduce Energy consumption in CNC & VMC
machining of all Motor components CNC &
VMC machine programs are updated to reduce
machining time.

Solar Water Heating Systems:

Heat Pump technology introduced for water
heating applications up to 60°C (Industrial,
Commercial & Domestic). Energy savings up
to 66% can be achieved when compared with
electric immersion heating technology.

Solar Photovoltaic Appliances:

1)    SMT Pick up Machine Programme updated
to reduce M/C Cycle time.

2)    New developed 18W LED tube light
provides better PAR than a conventional
40-42W fluorescent tube. with approx 55¬
60% reduction in Electricity compared to
fluorescent lighting which also reduces
cooling power requirements.

ii)    Technology Absorption/upgradation

Solar Photovoltaic Appliances :

1)    Developed PLC Based Testing Jig for RTU's.

2)    Implemented use of advanced testing &
Quality inspection equipment for Process
improvement.

Solar motor & pumps:

1)    Started production of Rewindable
submersible PMSM motors -5hp.

2)    Procured a Magnetizer machine to recharge
a Rotor Made with Non - Magnetize Magnets
which will improve the Productivity & Safety
in Rotor Assembly Line.

3) Magnetizer is also useful for Recharging &
Reuse of old Magnets or Rotors return from
Field for servicing, which will save the cost
of Magnets & Reduce the consumption of
precious Rare Earth Materials.

iii) Research and Development

Solar Photovoltaic Module:

Design, installation & commissioning of Vertical

Solar Agrovoltaic Power Generation System of

70 kWp capacity at Jain Hills.

Solar motor & pumps:

i)    Design and development of 4' Submersible
PMSM/BLDC (Permanent Magnet
Synchronous motor) for solar pumping
applications. Motor capacities - 7.5hp
&10hp. Prototype tested successfully.
Prototypes put on field trails.

ii)    Design and development of 6' Submersible
PMSM/BLDC (Permanent Magnet
Synchronous motor) for solar pumping
applications. Motor capacities - 10hp.
Prototype tested successfully.

iii)    Advancement of 0.5hp Sunlight solar pump
- Cost reduction - development of Plastic
Insert. Prototype under field trails.

iv)    Development of Helical Stator & Rotor
pumps parts for 0.5hp solar Sunlight pump.
Testing completed. Released for production.

v)    Advancement of 0.5hp Sunlight solar
pump - Cost reduction - printed key board
controller for SLP 2hp. Prototype under field
trails.

Solar Water Heating Systems

i)    Developed Heat Pump Water Heaters with
heating capacity of 4 kW, 12 kW & 20 kW
which can be used for heating water up to
60°C.

ii)    Installed 10 Nos of Heat Pumps across
the company for various applications like
autoclaves in TC labs, domestic hot water
for guest houses at JH, boiler feed water,
aqua pool heating at Naturopathy centre,
process heat for Injection Molding machines
etc.

Solar Photovoltaic Appliances

i)    Design and development of an Economic
18W LED PAR Tube Light for Tissue
Culture with the required spectrum, Tested,
productionized, and installed at Tissue
Culture Lab.

ii)    Designing of a PAR LED tube light for tissue
culture with different spectra is under
development Prototype ready.

iii)    Designed and developed a Far Red-based
LED tube Light for potatoes; the prototype is
ready and given for field trials at Jain Hills.

iv)    Developed a specific spectrum LED tube
light for the Saffron Project; the prototype is
ready and given for field trials at Jain Hills.

v)    Designed a solar-based LED insect trap; the
prototype is ready and has been submitted
for field trials at Jain Hills.

vi)    Designing Insect Trap for specific species
proto ready and has been submitted for field
trials.

vii) Development of Solar Pump Controller
2.2kW and 3.7kW with RS485 protocol
for submersible 3-phase PMSM motors
for water pumping applications, already
Productionized.

viii) Development of controller with Serial
interface & BLE module as a single unit in
Sunlight

Pump Controller (SLP3) released for

production.

i)    Existing Solar pump controllers (2.2kW
and 3.7kW) have been upgraded with the
economical PV reverse Polarity protection.

ii)    MOSFET-based solar pump controllers
(2.2kW and 3.7kW) have been improved with
IGBT-based technology.

iii)    Development of PLC based Irrigation
controller ( TARANG RTU ).

iv)    Development of STM32 PLC LORA RTU with
BMSys.

v)    Development of HART Functioning RTU.

C) Plastic Park

i) Research and Development

• Low temperature PVC flexible tubing:

PVC can be compounded with the additives of our
choice depending on the requirements of the end
use and application. Products made out of PVC
can be rigid or foam or flexible at room temperature
depending upon the key ingredient incorporated at
the compounding stage. Regular vinyl tubing is
produced by incorporating an appropriate additive
known as plasticiser which helps to reduce the
glass transition temperature of the PVC product.
Plasticizer molecules accommodates between
the PVC polymer chains and thereby reduces
the intermolecular attractions. This increases
the chain mobility / segmental mobility of the
PVC polymer chains. As the polymer chains can
move more easily, the PVC product changes from
glassy or rigid state to rubber / flexible. However
the ability to retain the flexibility depends on the
type of plasticiser added in the recipe. Regular
recipe, though helps to attain flexibility at room
temperature it no longer helps to maintain the same
level of flexibility at low temperature or sub-zero
temperature. Below the zero degree temperature
the PVC polymer chain and the regular plasticising
additive molecules lose mobility and hence free
volume in the polymer decreases. This ultimately
results in diminishing plasticizing efficiency. Even
though the glass transition temperature is below
room temperature, at zero degree Celsius the
product approaches the region where its segmental
mobility becomes restricted. Hence the impact

energy can no longer be dissipated efficiently
through the chain movement. Under drop impact,
stresses become concentrated and hence instead
of deforming, PVC product fractures or cracks.
Thus the flexible tube feels rigid and exhibits
poor drop impact performance. However some
of the field applications demand maintaining the
flexibility even at temperatures well below the zero
degree. Hence special formulation was developed
to achieve the flexibility at sub-zero temperature. A
special additive which remains much more flexible
/ mobile at low temperature than the conventional
plasticizer was selected and incorporated in the
formulation. The glass temperature of the product
made with this special additive is well below that
of the product made with commodity plasticizer.
This additive which is aliphatic in nature, makes
the product more flexible and mobile, increases
the intermolecular spacing between the PVC
polymer chains, generates more free volume
and allows chain segments to continue moving
at low temperatures. For good impact strength
at low temperature, the material must absorb
impact energy through molecular rearrangement,
localized yielding & chain movement and the
special additive incorporated in the formulation
does / enables all these effects. Hence when there
is an impact, instead of crack initiation and brittle
fracture the product upon impact makes chain
movement, absorbs energy and deforms thus
maintaining flexibility at sub-zero temperature. As
the ductile to brittle transition is shifted to a much
lower temperature, the cold crack resistance is
improved. Product with a new recipe was tested
and the sub-zero temperature impact strength
found to have increased multi-folds.

• Rotoclean Strainers FTF:

When source water is drawn from a reservoir,
sump, pond, river, canal, or similar open water
body, it often contains impurities such as small
stones, leaves, twigs, trash, and other physical
contaminants. These impurities can block the foot
valve and affect pump performance.

To address this challenge, Jain Irrigation offers
the innovative Rotoclean Strainer FTF (Floating
Type Filter), a floating and self-cleaning suction-
side filter designed to protect pumps and foot
valves from debris and physical impurities. It also
functions as a pre-primary filter, ensuring efficient
system performance, reduced maintenance, and
longer system life.

Working of Rotoclean Strainer FTF:

The Rotoclean Strainer FTF is a self-cleaning
rotating drum strainer designed for pump and
system protection, especially where water must
be drawn from shallow sources.

The water intake port is surrounded by a rotating
drum-shaped stainless steel screen. A lightweight
MS frame and HDPE pontoon provide flotation
to the unit. The rotating stainless steel screen is
cleaned continuously by a row of spray nozzles
mounted inside the drum, which spray water
outward through the mesh screen.

The cleaning nozzles are positioned to spray
downstream, helping debris move away from the
Rotoclean Strainer. This self-cleaning action keeps
the screen clean around the water intake port and
ensures uninterrupted water flow.

Applications

Rotoclean Strainer FTF can be used in a wide
range of water sources, including rivers, streams,
dams, canals, reservoirs, sumps, and ponds. It is
ideal for irrigation systems such as drip irrigation
and pivot irrigation, as well as town water supply
and grey water pumping applications.

Designed as an important part of the pump
system, Rotoclean ensures maintenance-free
operation. Its stainless steel components resist
rust and corrosion, while the drum rotates on
nylon rollers fitted with stainless steel bearings.
Rotoclean is available in various sizes to suit
suction lines from 4” to 12”.

Tarang PRO RTU

In automated irrigation systems, there is often a
need to operate field devices wirelessly. In many
cases, agricultural fields are large, geographically
scattered, or located in areas where laying
communication cables is impractical. Even when
cables are installed, they are susceptible to
damage caused by intercultural operations, rodent
attacks, weather conditions, and routine field
activities.

To overcome these challenges, Jain Irrigation has
developed Tarang PRO RTU (Remote Terminal
Unit), a unique radio-operated communication
solution designed for reliable wireless automation
in irrigation systems.

One of the key advantages of Tarang PRO RTU is
its versatility. It can be seamlessly integrated with
the Jain Spirit PRO Advanced Irrigation Controller,
while also being compatible with standard PLCs
(Programmable Logic Controllers) such as
Siemens and other leading brands. This flexibility
makes Tarang PRO suitable for a wide range of
customized automation applications.

Tarang PRO RTU operates using LoRa (Long
Range) wireless communication technology,
enabling reliable long-distance communication
with low power consumption. Under clear line-of-
sight conditions, it can provide communication
coverage of more than 10 kilometers.

The unit is powered by solar energy, making it ideal
for remote agricultural locations where grid power
may not be readily available.

Using Tarang PRO RTU, users can control and
monitor various field devices through:

4 Digital Outputs for operating valves and other
control devices

4 Analog Inputs for connecting sensors such
as pressure sensors, flow sensors, and level
sensors

2 Digital Inputs for devices such as rain
switches, water meters, and status signals
Tarang PRO also incorporates an advanced
theft protection feature. If the RTU enclosure
is opened without authorization, an alert is

immediately transmitted to the monitoring
console, helping safeguard field equipment.
Designed for maximum energy efficiency,
Tarang PRO RTU offers up to two days of power
backup redundancy, ensuring uninterrupted
operation even during periods of low solar
charging.

Key Features

Wireless communication using LoRa
technology

Communication range exceeding 10 km under
clear line-of-sight conditions

Compatible with Jain Spirit PRO and standard
PLCs

Solar-powered operation for remote locations
4 Digital Outputs, 4 Analog Inputs, and 2 Digital
Inputs

Real-time monitoring and control of field
devices

Built-in theft/tamper detection with alert
generation

Energy-efficient design with two days of backup
redundancy

Suitable for customized irrigation and
automation applications

Tarang PRO RTU is a robust, flexible, and
cost-effective solution for wireless irrigation
automation, enabling reliable communication,
enhanced control, and simplified installation
across large and dispersed agricultural fields.

a) The foreign exchange earnings & outgo are
as per details hereunder

Particulars

2025-26

2024-25

a) C. 1. F. Value of Imports,
Expenditure and Earnings of
Foreign Currency

   

i) CIF value of imports Raw
materials and components
and Stores and Spares

239.33

338.58

ii) Capital goods

25.42

57.41

Total

264.75

395.99

b) Expenditure in foreign
currency (on accrual basis)

   

c) Interest and finance charges

7.26

10.96

d) Discount / commission on
export sales

11.88

-

e) Export selling / market
development expenses

2.69

0.49

f) Travelling expenses

0.37

0.50

g) Law and legal / professional
consultancy expenses

1.16

-

h) Testing, quality and other
charges

1.75

0.95

Total

25.11

12.89

i) Earnings in foreign currency

   

FOB value of exports
(on the basis of bill of lading)

414.18

462.43

Total

414.18

462.43

b) Material Changes & Commitment affecting the
Financial Position of the Company

There are no material changes affecting the financial
position of the Company subsequent to the close of
the Financial Year 2026 till the date of this report.
There has been no change in the nature of business
of the Company,

There is no proceeding pending under the Insolvency
and Bankruptcy Code, 2016,

There was no instance of onetime settlement with
any Bank or Financial Institution,

Since the implementation of the Resolution Plan in
2022, the Company has not committed any default or
cross-default in servicing its loans, including payment
of installments, interest, or any related charges, at
any point of time,

H]    Mandated Annexures

I)    Corporate Governance Report

The Company constantly endeavors to follow the
corporate governance guidelines and best practices
sincerely and disclose the same transparently, The
Board is conscious of its inherent responsibility to
disclose timely and accurate information regarding the
Company's operations, performance, material corporate
events as well as on the leadership and governance
matters relating to the Company,

The Board, at all times exercises its independence both,
in letter and in spirit, and the Directors fully understand
their fiduciary duties. The Directors have always acted in
the best interest of the Company and will continue to do
so in the future, It is equally important to state that the
Company has a professional and competent leadership
team for the management of the business, The Board
guides, supports and compliments the Management
team towards achieving the set objectives to make the
enterprise more sustainable and valuable in the future,

A separate Corporate Governance Report is attached as
Annexure IV, forming part of Director's Report in terms
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. A Certificate from Practicing
Company Secretary, confirming compliance of Corporate
Governance disclosures and requirements and SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 is also attached together with CEO
Certificate/declaration.

2)    Management Discussion and Analysis Report
(MDAR)

Pursuant to the requirements of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, a separate Management Discussion and Analysis
Report is annexed as Annexure V to this Report,

3)    Particulars of Loans, Guarantees or
Investments of the Company

The particulars of loans given, guarantees provided and
investments made by the Company during FY 2025-26,
as required under Section 186 of the Companies Act,
2013, are provided in Annexure VI to this Report,

4)    Consolidated Financial Statements

The Consolidated Financial Statements have been
prepared in accordance with the applicable Indian
Accounting Standards (Ind AS) and form part of the
Annual Report,

Pursuant to Section 129(3) of the Companies Act,
2013, a statement in Form AOC-1 containing the salient
features of the financial statements of the Company's
subsidiaries and associates is annexed as Annexure II
to this Report,

In terms of the provisions of the Companies Act, 2013,
the standalone and consolidated financial statements
of the Company, along with the relevant documents,
are available on the Company's website and shall also
be available for inspection by the Members at the
Registered Office of the Company.

5)    Significant, Material orders passed by the
Regulators/ Court/ Tribunals

There are no significant and material orders passed by
any Regulators, Courts or Tribunals which would impact
the going concern status of the Company or its future

operations. Details of contingent liabilities, if any, are
disclosed in the notes forming part of the Financial
Statements.

6)    Secretarial Standards

The Company has complied with the applicable
Secretarial Standards, namely SS-1 relating to Meetings
of the Board of Directors and SS-2 relating to General
Meetings, issued by the Institute of Company Secretaries
of India.

7)    Annual Return of FY 2024-2025

Pursuant to Section 92(3) of the Companies Act, 2013,
the Annual Return of the Company in Form MGT-7 for
the financial year 2024-25 is available on the Company's
website and can be accessed at;https;//www.jains.com/
Company/investor/data/Home%20Page/Annual%20
Return/files/AnnuaLRetum_20 24_25.pdf

8)    Directors Remuneration

The information required pursuant to Section 197
of the Companies Act, 2013 read with Rule 5(1) of
the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is annexed as
Annexure VII to this Report.

9)    Contracts or arrangements with Related
Parties

All contracts and arrangements entered into by the
Company with related parties during the financial year
were conducted in the ordinary course of business
and on an arm's length basis, in compliance with the
applicable provisions of the Companies Act, 2013 and the
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. Except for transactions with
subsidiaries, where transfer pricing arrangements are
in place in accordance with the regulatory requirements
of the respective countries of operation, the Company
did not enter into any new Related Party Transactions
("RPTs”) or Material Related Party Transactions during
the year.

The Company undertakes certain export-import related
transactions with its subsidiaries in the ordinary course
of business. Details of such transactions are provided in
Annexure VIII.

During the year under review, no material significant
Related Party Transactions were entered into by the
Company with its Promoters, Directors, Key Managerial
Personnel ("KMPs”), or other related parties that could
have had a potential conflict with the interests of the
Company.

All Related Party Transactions were placed before the
Audit Committee for its review and approval. The Audit
Committee comprises Mr. Shishir Dalal (Chairman),
Dr. Narendra Jadhav, Mr. Bastiaan Mohrmann, Ms.
Nancy Barry, and Mr. Anil Jain. In addition, the Audit

Committee reviews all Related Party Transactions on
a quarterly basis, including those that may have been
approved earlier, to ensure continued compliance with
the applicable legal and regulatory framework.

The Company has adopted a Policy on Materiality of
and Dealing with Related Party Transactions, which has
been approved by the Board of Directors. The Policy is
also available on the Company's website and can be
accessed at:

https://www.jains.com/Company/investor/data/

Company%20lnformation/Policies/files/Poficy_

on_Materiality_and_Dealing_with_Related_Party_

Transactions.pdf

10) Business Responsibility & Sustainability
Report

Pursuant to Regulation 34(2)(f) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015, the Business Responsibility and Sustainability
Report (BRSR), describing the initiatives undertaken
by the Company from an environmental, social and
governance perspective, is annexed as Annexure X
to this Report and is also hosted on the Company's
website.

The BRSR has been assured by TUV India Private
Limited, an independent third-party assurance provider.
Their assurance confirms the accuracy, credibility and
completeness of the disclosures made in the Report.

I) Miscellaneous

a) Acknowledgement

The Directors take this opportunity to place on record
their appreciation of whole hearted support received
from all stakeholders, customers and the various
departments of Central and State Governments,
Financial Institutions, Bankers, the Dealers and Suppliers
of the Company. The Directors wish to place on record
their sense of appreciation for the devoted services of all
the associates of the Company.

Sd/-    Sd/-

Anil B. Jain    Ajit B. Jain

Vice Chairman and    Joint Managing

Managing Director    Director

Date: July 14, 2026    Date: July 14, 2026

Place: Jalgaon    Place: Jalgaon

Prevent Unauthorized Transactions in your demat account -> Update your Mobile Number with your Depository Participant. Receive alerts on your Registered Mobile for all debit and other important transactions in your demat account directly from NSDL on the same day....................issued in the interest of investors.
KYC is one-time exercise while dealing in securities markets -> Once KYC is done through a SEBI registered intermediary (broker, DP, Mutual Fund etc.), you need not undergo the same process again when you approach another intermediary.