DIRECTORS' REPORT

Your Directors have pleasure in presenting the Sixty-fifth Annual Report, together with the Audited Accounts for the
year ended 31^st March, 2026.

1. FINANCIAL RESULTS

2. SHARE CAPITAL

The paid-up equity share capital of your Company
stands at ' 13,71,20,830/- as on date.

3. DIVIDEND

Your Directors at the Board Meeting held on 7^th May,
2026 have recommended dividend @250% (' 5 per
equity share of ' 2/- each), as against 200% dividend
for the previous year, on the paid-up Equity Share
Capital of ' 1,371.20 Lakh, resulting in an outgo of
' 3,428.02 Lakh for your Company (' 2,742.41 Lakh
for previous year).

4. RESERVES

The Reserves of your Company stood increased
to ' 1,827 crore on standalone basis at the end of
the year under review as against ' 1,662 crore for
the previous year.

5. OPERATIONS

During the year under review, on standalone basis,
your Company achieved a record sales volume at
5,13,110 KLs/MTs as against 4,40,136 KLs/MTs
achieved during FY 2024-2025, resulting in a healthy
increase of 16.58%. Your Company's sales turnover
increased during the year 2025-2026 to a record
amount of ? 4,326 crore as against ? 3,787 crore
in FY 2024-2025, showing a growth of 14.23%.
Your Company achieved net profit before tax of
? 256 crore during the year 2025-2026 as against
? 166 crore during the previous year, resulting in an
encouraging increase of 54%.

During the Financial Year 2025-2026, your
Company's Wind Power Plants situated in the states
of Maharashtra, Karnataka and Tamil Nadu generated
a total of 94.91 MU against 84.26 MU generated in

the previous year. During the year under review,
your Company did not add any new projects to its
Wind Portfolio.

6. SUBSIDIARY COMPANIES, JOINT VENTURES
AND ASSOCIATE COMPANIES

As on 31^st March, 2026, your Company had
one subsidiary company viz. Savita GreenTec
Limited. There has been no material change in
the nature of business of the subsidiary company
during FY 2025-2026.

The report on the financial position of the subsidiary
company as per Section 129(3) of the Companies Act,
2013 is provided in Form No. AOC-1, which is enclosed
as a separate annexure to the Financial Statements.

The Board of Directors at its meeting held on
7^th May, 2026 approved the Scheme of Amalgamation
between Savita GreenTec Limited ("Transferor
Company") and Savita Oil Technologies Limited
("Transferee Company") and their respective
shareholders under Sections 230 to 232 of the
Companies Act, 2013, subject to necessary statutory
and regulatory approvals.

7. PUBLIC DEPOSITS

Your Company has not accepted any deposits from the
public or its employees during the year under review.

8. PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

Details of Loans, Guarantees and Investments
covered under the provisions of Section 186 of the
Companies Act, 2013 are given in the notes to the
Financial Statements.

9. CORPORATE GOVERNANCE

Corporate Governance Report along with a
Certificate from the Secretarial Auditors of your
Company regarding compliance of the conditions of
Corporate Governance pursuant to requirements as
stipulated by Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 is annexed hereto and forms part
of this Report.

10. DIRECTORS

Your Directors express their profound grief over the
sad demise of Mr. Vishal Sood, Whole-time Director
of your Company, who suddenly passed away on
3^rd March, 2026. The Board places on record its

heartfelt gratitude for his notable contributions to
the Company in the capacity as President - Lube
Division first and then as Whole-time Director
of your Company.

As per provisions of Section 152 of the Companies
Act, 2013, Mr. Siddharth G. Mehra (DIN: 06454215),
Director of the Company retires by rotation at the
ensuing Annual General Meeting of your Company
and being eligible offers himself for re-appointment.

The Board of your Company at its meeting held
on 1^st June, 2026 has appointed Mr. Ajay Reche
(DIN: 11740121) as an Additional Director
(categorized as the Whole-time Director) of your
Company w.e.f. the date of the said Board Meeting
upto 30^th September, 2030 as recommended by
Nomination & Remuneration Committee, subject to
your approval at the ensuing Annual General Meeting.

The Board of your Company in its meeting held
on 5^th August, 2026 has decided to appoint
Mr. Siddharth G. Mehra (DIN: 06454215) as the Joint
Managing Director of the Company w.e.f. 1^st October,
2026 upto 30^th September, 2031 as recommended by
Nomination & Remuneration Committee, subject to
your approval at the ensuing Annual General Meeting.

Profiles of Mr. Ajay Reche and Mr. Siddharth
G. Mehra have been detailed in the Explanatory
Statement annexed to the Notice of the ensuing
Annual General Meeting. Your Directors recommend
appointments of Mr. Ajay Reche as Whole-time
Director and Mr. Siddharth G. Mehra as the Joint
Managing Director of your Company.

Your Company has received declarations from all the
Independent Directors of your Company confirming
that they meet with the criteria of Independence as
prescribed under the Companies Act, 2013 and SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015.

11. KEY MANAGERIAL PERSONNEL

During the year under review, Mr. Gautam N. Mehra,
Managing Director of your Company, Mr. Siddharth
G. Mehra, Whole-time Director, Mr. Vishal Sood,
Whole-time Director (upto 3^rd March, 2026), Mr. Uday C.
Rege, Company Secretary & Chief Legal Officer and
Mr. Sanjeev Madan, Chief Financial Officer were the
Key Managerial Personnel of your Company.

12. BOARD COMMITTEES

All decisions pertaining to the constitution of
Committees, appointment of Members and fixing of
terms of reference/role of the Committees are taken
by the Board of Directors of your Company.

Details of the role and composition of the Committees
of the Company, including the number of meetings
held during the financial year and attendance at
meetings, are provided in the Corporate Governance
Section of the Annual Report.

13. NUMBER OF MEETINGS

The Board of Directors of your Company met 4 times
during FY 2025-2026. The Board Meetings were held
on 19^th May, 2025, 7^th August, 2025, 5^th November,
2025 and 13^th February, 2026. The maximum time
gap between any two consecutive meetings did not
exceed one hundred and twenty days.

Audit Committee of your Company met 4 times on
19^th May, 2025, 7^th August, 2025, 5^th November, 2025
and 13^th February, 2026 during the FY 2025-2026.

Stakeholders' Relationship Committee of your
Company met 4 times on 19^th May, 2025, 7^th August,
2025, 5^th November, 2025 and 13^th February, 2026
during the FY 2025-2026.

Nomination and Remuneration Committee of
your Company met 3 times on 18^th July, 2025,
5^th November, 2025 and 13^th February, 2026 during
the FY 2025-2026.

Risk Management Committee of your Company met
3 times on 19^th May, 2025, 5^th November, 2025 and
13^th February, 2026 during the FY 2025-2026.

CSR & ESG Committee of your Company met 3
times on 19^th May, 2025, 5^th November, 2025 and
13^th February, 2026 during the FY 2025-2026.

14. DIRECTORS' RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134(5) of
the Companies Act, 2013, your Directors confirm that:

a) i n the preparation of the annual accounts, the
applicable accounting standards have been
followed along with proper explanation relating
to material departures, if any;

b) the selected accounting policies were applied
consistently and the Directors made judgments
and estimates that are reasonable and prudent

so as to give a true and fair view of the state
of affairs of your Company as at 31^st March,
2026 and of statement of profit and loss of your
Company for the year ended on that date;

c) proper and sufficient care has been taken
for the maintenance of adequate accounting
records in accordance with the provisions of
the Companies Act, 2013 for safeguarding the
assets of your Company and for preventing and
detecting fraud and other irregularities;

d) the annual accounts have been prepared on a
going concern basis;

e) the internal financial controls have been
laid down to be followed by your Company
and such controls are adequate and are
operating effectively;

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

15. PERFORMANCE EVALUATION

Pursuant to the provisions of Section 134(3)(p),
149(8) and Schedule IV of the Companies Act, 2013
and relevant provisions of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015,
annual performance evaluation of the Directors
as well as of the Audit Committee, Nomination
and Remuneration Committee and Stakeholders'
Relationship Committee for the FY 2025-2026 was
carried out by your Company.

For the FY 2025-2026, the performance evaluation
of the Independent Directors was carried out by
the entire Board and the performance evaluation of
the Chairman and Non-Independent Directors was
carried out separately by the Independent Directors.

The Directors expressed their satisfaction with the
evaluation process.

16. INDEPENDENT DIRECTORS' MEETING

During the year under review, the Independent
Directors of your Company met on 13^th February,
2025 interalia, to discuss:

i) Evaluation of performance of Non-Independent
Directors and the Board of Directors of your
Company as a whole;

ii) Evaluation of performance of the Chairman of
your Company, taking into views of Executive
and Non-Executive Directors;

iii) Evaluation of the quality, content and timelines
of flow of information between the Management
and the Board that is necessary for the Board to
effectively and reasonably perform its duties.

17. MANAGERIAL REMUNERATION

The information required under Rule 5(1) of the
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is provided as
a separate annexure. The information as required
under Rule 5(2) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules,
2014 will be provided upon request by any Member
of your Company. In terms of Section 136(1) of the
Companies Act, 2013, the Report and the Accounts
are being sent to the Members excluding the aforesaid
Annexure. Any Member interested in obtaining copy
of the same may write to the Company Secretary at
the Registered Office of your Company.

18. NOMINATION AND REMUNERATION POLICY

The Nomination and Remuneration Policy
recommended by the Nomination and Remuneration
Committee and approved by the Board of Directors
of your Company in its Meeting held on 1^st April,
2024 continues to be adopted by your Company.
The Remuneration Policy of your Company is attached
to this Report as a separate annexure and the same
can be accessed by clicking on the weblinkhttps://
savita.com/corporate/policies/remuneration-policy/

19. CSR POLICY

The revised Corporate Social Responsibility Policy
recommended by the CSR Committee and approved
by the Board of Directors of your Company in its
Meeting held on 13^th February, 2026 is adopted by
your Company. The same can be accessed by clicking
on the weblinkhttps://savita.com/corporate/policies/
corporate-social-responsibility/

The disclosure relating to the amount spent on
Corporate Social Responsibility activities for the
financial year ended 31^st March, 2026 is attached to
this Report as a separate annexure.

20. LISTING AND OTHER REGULATORY ORDERS
AGAINST YOUR COMPANY, IF ANY

Your Company's shares continue to be listed on BSE
Limited and National Stock Exchange of India Limited.
The Listing Fees to these two Stock Exchanges

for the FY 2026-2027 have been paid by your
Company on time.

There were no significant or material orders passed by
any of the regulators or courts or tribunals impacting
the going concern status and your Company's
operations in future.

21. TRANSFER TO INVESTOR EDUCATION AND
PROTECTION FUND

During the year, your Company has transferred ' 2.92
Lakh towards unclaimed Dividend as against ' 12.44
Lakh towards unclaimed Dividend in the previous
year to the Investor Education and Protection
Fund, which amount was due and payable for the
FY 2017-2018 and remained unclaimed and unpaid
for a period of 7 years, as provided in Section 125 of
the Companies Act, 2013.

Your Company has intimated to the Shareholders
who had not claimed dividends for the past 7 years
to claim the dividends forthwith failing which their
shares would stand transferred to the IEPF Authority
after 1^st October, 2026.

22. KEY FINANCIAL RATIOS

Key Financial Ratios for the financial year ended
31^st March, 2026, are provided in the Management
Discussion and Analysis Report which is annexed
hereto and forms a part of the Board's Report.

23. STATUTORY AUDITORS

The Members of your Company, at the 61^st Annual
General Meeting held on 29^th September, 2022 had
re-appointed G. D. Apte & Company, Chartered
Accountants (Firm Registration No. 100515W) as the
Statutory Auditors of the Company for the second
term of 5 years to hold office from the conclusion
of the ensuing 61^st Annual General Meeting until
the conclusion of the 66^th Annual General Meeting
of the Company.

24. AUDITORS' REPORT

The Auditors' Report to the Members on the Accounts
of your Company for the financial year ended
31^st March, 2026 is attached to this Report and does
not contain any qualification, reservation or adverse
remark. No fraud has been reported by the Auditors
to the Audit Committee or Board.

25. SECRETARIAL AUDIT REPORT

Secretarial Audit for the FY 2025-2026 was conducted
by MP & Associates, Company Secretaries in Practice in
accordance with the provisions of Section 204 of the

Companies Act, 2013. The Secretarial Audit Report is
attached as a separate annexure to this Report and
does not contain any qualification, reservation or
adverse remark. The Company has complied with the
applicable provisions of Secretarial Standards.

26. COST AUDIT

I n compliance with the provisions of Section 148 of
the Companies Act, 2013, the Board of Directors of
your Company at its meeting held on 7^th May, 2026
has appointed M/s. Kishor Bhatia and Associates,
Cost Accountants (Firm Registration No. 000294) as
Cost Auditors of your Company for the FY 2026-2027.
In terms of the provisions of Section 148(3) of the
Companies Act, 2013 read with Rule 14(a)(ii) of The
Companies (Audit and Auditors) Rules, 2014, the
remuneration of the Cost Auditors has to be ratified
by the Members. Accordingly, necessary resolutions
are proposed at the ensuing Annual General Meeting
for ratification of the remuneration payable to the
Cost Auditors for the FY 2026-2027. The Company
has prepared and maintained the cost records as
specified by the Central Government under Section
148(1) of the Companies Act, 2013.

27. RISK MANAGEMENT

In accordance with the provisions of SEBI (Listing
Obligations and Disclosure Requirements)
Regulations, 2015, your Company has Risk
Management Committee in operation to oversee
the Risk Management of your Company in line with
your Company's Risk Framework and a detailed
Policy to cover risk assessments, identification of
various significant risks and mitigation plans to
address the identified risks. Your Company's Risk
Management Policy continues to be displayed on the
website and the same can be accessed by clicking on
the weblinkhttps://savita.com/corporate/policies/
risk-management-policy/

28. INTERNAL CONTROL SYSTEMS AND THEIR
ADEQUACY

Your Company's internal control systems are in line
with size, scale and complexity of its operations.
The Audit Committee has been vigilant and
supervises the scope and authority of the Internal
Audit function in your Company as a continuing
exercise. Your Company also hires services of
external agency for periodically carrying out internal
audit in areas identified by the Audit Committee
from time to time, as is prescribed under the law.
Such internal audit reports are considered at each
of the Audit Committee Meetings where significant
audit observations are discussed in detail and

action plans narrating corrective actions are then
suggested to be taken thereon by the concerned
departments. The actions taken are reviewed by the
Audit Committee at their subsequent meetings.

29. VIGIL MECHANISM

Your Company has a vigil mechanism policy to deal
with instances of fraud and mismanagement, if any.
The Whistle Blower Policy was revised on 7^th May,
2026 and is uploaded on the website and the same
can be accessed by clicking on the weblinkhttps://
savita.com/corporate/policies/whistle-blower-policy/

30. DIVIDEND DISTRIBUTION POLICY

In accordance with the provisions of Regulation
43A of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, your Company
has formulated a Dividend Distribution Policy of
your Company. The Dividend Distribution Policy
is uploaded on the website and the same can be
accessed by clicking on the weblinkhttps://savita.
com/corporate/policies/dividend-distribution/

31. RELATED PARTY TRANSACTIONS

The Audit Committee scrutinises and approves all
related party transactions attracting compliance
under Section 188 and/or Regulation 23 of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 before placing them for Board's
approval. Prior omnibus approval of the Audit
Committee is also sought for transactions which are
of a foreseen and repetitive nature.

The Policy on materiality of related party
transactions and dealing with related party
transactions as approved by the Board of Directors
of your Company is uploaded on the website and
the same can be accessed by clicking on the weblink
https://savita.com/corporate/policies/dealing-with-
related-party-transactions/

The disclosures on related party transactions too are
made in the Financial Statements of your Company
from time to time.

32. EXTRACT OF ANNUAL RETURN

The web link for the Annual Return in prescribed
Form MGT-7 is uploaded on the website of your
Company i.e., www.savita.com. The same can be
accessed by clicking on the web link https://savita.
com/wp-content/uploads/2026/07/draft-form-
mgt-7-annual-return-for-fy-2025-26.pdf

33. BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORT

I n compliance with the relevant provisions of SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Business Responsibility and
Sustainability Report describing the initiatives taken
by your Company from an environmental, social and
governance perspective is attached herewith as a
separate Annexure.

34. SEXUAL HARASSMENT GRIEVANCES

During the year under review, there were no
grievances reported under the Sexual Harassment
of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013.

(a) number of complaints of sexual harassment
received in the year - Nil

(b) number of complaints disposed off
during the year - Nil

(c) number of cases pending for more than
ninety days - Nil

35. MATERNITY BENEFIT ACT, 1961

Your Company has complied with the provisions
of the Maternity Benefit Act, 1961 during the
year under review.

36. INDUSTRIAL RELATIONS

The industrial relations continued to be generally
peaceful and cordial during the year.

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

The information relating to the Conservation of
Energy, Technology Absorption and Foreign Exchange
Earnings and Outgo as required to be disclosed under
the Companies (Accounts) Rules, 2014, is given as an
annexure forming part of this Report.

38. MATERIAL CHANGES

There have been no material changes and
commitments affecting the financial position of
your Company since the close of the financial year
i.e., 31^st March, 2026. Further, it is hereby confirmed
that there has been no change in the nature of the
business of your Company.

39. ACKNOWLEDGEMENTS

Your Directors are grateful for the encouragement,
support and co-operation received from all
stakeholders of your Company including members,
customers, suppliers, government authorities, banks
and all other associates. Your Directors are also
grateful to all the employees for their commitment
and contribution to the growth of your Company.

For and on behalf of the Board

Gautam N. Mehra

Managing Director
(DIN:00296615)

Mumbai

5^th August, 2026