DIRECTORS' REPORT

The Board of Directors is pleased to present the thirty first (31^st) Board’s Report on the business and operational performances of VA TECH WABAG
LIMITED (“the Company” or “WABAG”) together with the audited financial statements (standalone and consolidated) for the financial year ended
March 31,2026.

KEY FINANCIAL HIGHLIGHTS, RESULTS OF OPERATIONS AND STATE OF AFFAIRS

The key highlights of the Company’s financial performances for the financial year ended March 31,2026 are summarized below:

FINANCIAL GROWTH

Your Company has a milestone year of profitable growth i.e., with profits expanding at a higher rate faster than revenue growth. During the year, the
Consolidated EBITDA grew by 21.83% YoY and the Consolidated PAT grew by 25.44% YoY. Your Company closed this financial year at a historic
high order book position of INR 172,000 Million approximately with a Net Cash Positive of INR 9,500 Million, ensuring robust revenue visibility and
sustainable growth momentum.

Key Orders received:

(EPC - Engineering, Procurement & Construction; EP - Engineering & Procurement; DBO - Design, Build & Operate; O&M - Operations & Maintenance;
PPP - Public-Private Partnership; BOT - Build Operate & Transfer; WWTP - Wastewater Treatment Plant; IWWTP - Industrial Wastewater Treatment
Plant; ISTP - Industrial Sewage Treatment Plant; ETP - Effluent Treatment Plant; ZLD - Zero Liquid Discharge; STP - Sewage Treatment Plant; UPW -
Ultra Pure Water; RWTP - Raw Water Treatment Plant; TTRO - Tertiary Treatment Reverse Osmosis)

KEY DEVELOPMENTS DURING FY 2025-26:

•    Biogas to Bio-CNG - Building on our strategic partnership with
Peak Sustainability Ventures to develop 100 Bio-CNG plants
globally, WABAG achieved a significant milestone with the
development of its first Bio-CNG project at the 70 MLD STP in
Dundaheda, Ghaziabad, Uttar Pradesh. This project will convert
sewage-derived biogas into high-quality renewable Bio-CNG,
supporting India’s clean energy transition and circular economy
goals. Executed under a BOT model through a dedicated SPV
(Ghaziabad Bioenergy Private Limited), the project is expected to
reduce approximately 250,000 metric tons of carbon emissions
over its lifecycle. WABAG will lead the execution and O&M,
reinforcing its commitment to sustainable and scalable waste-to-
energy solutions.

•    PV Solar, Semiconductor & Green H2 - This initiative
aims to deliver high-purity water solutions that meet the most
stringent industrial standards, ensuring consistent performance,
operational reliability, and regulatory compliance across critical
manufacturing environments, while also contributing to the
conservation of precious raw and groundwater resources.

In advanced industries such as semiconductors, photovoltaics,
microelectronics, green hydrogen, and data centers, water purity
is mission-critical. WABAG is well positioned as a comprehensive
water solutions provider, offering end-to-end capabilities across
the entire water value chain—from raw water treatment to Ultra¬
Pure Water (UPW) systems, as well as Effluent Treatment Plants
(ETP) and Zero Liquid Discharge (ZLD) solutions—backed by
long-term Operations & Maintenance (O&M) expertise.

WABAG is actively collaborating with technology partners,
and consultants, and has developed a strong project pipeline
in these emerging sectors. As a testament to our growing
presence, we have secured a major desalination project from
the photovoltaic (PV) solar sector in previous financial year.
Building on this momentum, we have also been awarded with
a breakthrough order for UPW, ETP and ZLD facilities for a
PV solar manufacturing project in FY 2025-26 and preferred
bidder in many upcoming PV Solar UPW projects.

•    Digitalization (AI for Operational Excellence) - WABAG
had partnered with Pani Energy, a leading technology Company,
to deploy AI/ML-based operational intelligence solutions across
our treatment plants. As part of our digital transformation strategy
aimed at enhancing automation and operational efficiency, we
have implemented these solutions at the Ghaziabad TTRO
Plant and the recently awarded Kodungaiyur TTRO Plant, which
includes an 18.5-year O&M contract. Additionally, the Koyambedu
TTRO Plant is already equipped with an Al-powered platform that
enables real-time performance monitoring, predictive analytics,
and process optimization.

Building on these successes, WABAG is actively conducting pilot
projects with several AI and loT technology providers to further

enhance plant intelligence, operational efficiency, and asset
performance across our projects in India and the Middle East.

Further, under the "One City, One Operator" and Water Supply
Network initiatives, we have onboarded SmartTerra, an AI-
powered data analytics Company with specialized expertise in
water utilities. This collaboration is focused on helping utilities to
reduce water losses and Non-Revenue Water (NRW), improve
operational efficiency, and enhance revenue realization through
advanced data-driven insights and decision-making tools.

• BLUE SEED - This initiative is part of our broader strategy
to foster innovation, support emerging start-ups, and create
sustainable value for society. Through our BLUE SEED platform,
we have received an encouraging response from water-focused
entrepreneurs "Waterpreneurs" and are actively exploring
collaboration opportunities through equity investments, pilot
deployments, and strategic partnerships.

We recently completed our first co-investment round alongside
IIM Calcutta Innovation Park and Small Industries Development
Bank of India (SIDBI) in Nimble Vision, an AI and IoT sensor-based
start-up focused on advancing water infrastructure intelligence.

The initiative has also attracted significant interest from leading
incubation and academic institutions. We have signed multiple
Memorandum of Understanding (MoUs) with IITs and IIMs to
accelerate innovation and technology development in the water
and wastewater sector. In parallel, we are evaluating a growing
pipeline of promising start-ups, assessing their technological
capabilities, market viability, and scalability potential to identify
opportunities for commercialization and long-term value creation.

Return on Investments

WABAG’s long-term strategy "Wriddhi" continues to deliver robust
results driving on Return on Equity (RoE) up from ~7.9% in FY 2021 to
~15.7% in FY 2026. Your Company is committed to follow the path of
"Wriddhi" and expects this upward trajectory to sustain and continue
growing in the years to come. Today, WABAG operates in over 25
countries across the world through a network of Subsidiaries, Joint
Ventures, Associates, Branch Offices and Permanent Establishments,
etc. This strong global presence enables WABAG group to secure
marquee international contracts from emerging territories at
competitive prices against international competition.

Your Company remains focused on investing in high-growth emerging
economies while scaling down its exposure to the European region,
in line with our long-term strategy, with the objective of maximising
capital returns. Majority investments of the Company are non-current
in nature and invested in Group companies as equity instruments,
hence return on investment ratio is not computed. Our Global-Local
(GLOCAL) enables optimum utilisation to deliver projects cost-
effectively on time with superior quality. Backed by over 125 IP Rights,
your Company continuously develops new technologies that grants
us a distinct competitive advantage and early mover positioning in key
emerging economies.

Liquidity

The Group Treasury function continued to strengthen WABAG's
financial resilience and liquidity position during FY 2025-26 through
disciplined working capital management, robust cash flow monitoring,
and focused collection efforts. The Company achieved the significant
milestone of remaining net cash positive for the sixth consecutive
year, reflecting the strength of its balance sheet and prudent financial
management. Higher cash balances and continued debt reduction
further reinforced WABAG's conservative capital structure and
financial flexibility.

Strategic treasury initiatives aimed at optimizing cash utilization,
accelerating receivable collections using trade finance, and efficiently
deploying surplus funds contributed to improved liquidity and cash
conversion. These efforts enabled the Company to effectively support
operations, execute projects, and pursue growth opportunities while
maintaining financial discipline. With a strong liquidity profile and
sustained cash surplus, WABAG remains well-positioned to support its
expanding global business, capitalize on emerging opportunities, and
create long-term value for stakeholders.

BUSINESS ENVIRONMENT

The global economy maintained a resilient growth trajectory
during FY 2025-26 despite heightened trade tensions, geopolitical
uncertainties and evolving monetary policy conditions. Global growth
was estimated at around 3.0% in 2025, supported by improving financial
conditions, fiscal expansion in certain major economies, continued
investments in artificial intelligence and digital technologies, and easing
inflationary pressures. Emerging market and developing economies
continued to outperform advanced economies, driven by stronger
domestic demand, infrastructure investments and structural reforms.

While global inflation moderated further during the year, risks
remained from geopolitical conflicts, supply chain disruptions, trade
policy uncertainties and commodity price volatility. Nevertheless,
the medium-term outlook remained broadly stable, supported by
technological innovation, sustainability-focused investments and
resilient labour markets across major economies. The International
Monetary Fund projects global growth of 31% in 2026, reflecting
cautious optimism amid an environment of persistent but manageable
economic challenges.

(Source: IMF World Economic Outlook Update, July 2025; IMF World
Economic Outlook April2026)

India maintained its position as one of the world's fastest-growing
major economies in FY 2025-26, with GDP growth estimated at 7.4%,
supported by strong domestic consumption, public investment and
improving private sector participation. Government-led programmes
such as Jal Jeevan Mission, AMRUT 2.0 and Namami Gange continued
to drive investments in water infrastructure, wastewater reuse, digital
monitoring and sustainable urban development, reinforcing long-term
opportunities across the water sector value chain.

(Source: Economic Survey2025-26 and MoSPI)

Your Company is well-positioned to benefit from the increasing global
focus on water security, sustainability and climate resilience. Backed by
its asset-light strategy, technology expertise and ESG-driven solutions,
your Company continues to address evolving water challenges while
delivering sustainable growth and long-term stakeholder value.

MATERIAL CHANGES AND COMMITMENTS

There were no material changes and commitments affecting the
financial position of the Company between the end of the financial year
and the date of this report, except as otherwise disclosed herein.

DIVIDEND AND ITS POLICY

Final Dividend:

In view of your Company’s performance and in accordance with the
Dividend Distribution Policy of your Company, the Board recommends
a final dividend of INR 5.00/- per equity share of INR 2/- each fully paid-
up (i.e. 250%) for the FY 2025-26, payable out of the profits of the year.

Subject to the approval of the Members at the ensuing 31^st Annual
General Meeting (AGM), the said dividend will be paid to those
Members and Beneficial Owners whose names appear in the Register
of Members of the Company as on the record date i.e. Friday, July 17,
2026. The approved final dividend will be dispatched or electronically
credited on or before September 10, 2026.

Pursuant to the provisions of the Finance Act, 2026, the dividend
income is taxable in the hands of the Members, effective from April 01,
2020. Accordingly, the Company is required to deduct tax at source
from the dividend paid to its Members at the rates prescribed under the
Income Tax Act, 2025.

Your Company has adopted a Dividend Distribution Policy line with
Regulation 43A of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (the “SEBI LODR”), which can be
accessed athttps://wwwwabaq.com/wp-content/uploads/2025/07/
Dividend Distribution Policy.pdf

TRANSFER TO RESERVES

The Board of Directors has decided to retain the balance of profits
in the profit and loss account. Consequently, the Company has not
transferred any amount to the Reserves for the financial year ended
March 31,2026.

SHARE CAPITAL AND FINANCE

Equity Share Capital:

During the FY 2025-26, there were changes to the paid-up share capital
of the Company pursuant to the exercise of stock options granted to
the employees and the paid-up capital stands at INR 12,46,19,190/-
(Indian Rupees Twelve Crores Forty-Six Lakhs Nineteen Thousand
One Hundred and Ninety only) consisting of 6,23,09,595 (Six Crores
Twenty-three Lakhs Nine Thousand Five Hundred and Ninety-Five)
equity shares of face value of INR 2/- each.

Non-Convertible Debentures (NCDs):

During the FY 2023-24, the Company had allotted NCDs worth INR
1,000 Million consisting of 1,00,000 NCDs of face value of INR 10,000

each (Series 1) to Asian Development Bank (ADB) which is secured,
unlisted, redeemable, transferable, rated and interest bearing. The
proceeds raised through the issue of NCDs were utilised in accordance
with the terms, conditions, and objects of the issuance and the
Company has repaid approximately 39% of the principal amount as on
the financial year ended March 31, 2026.

Banking arrangements:

Your Company continues to be robustly supported by a financial
consortium comprising over fourteen (14) Banks and Financial
Institutions for various banking and financing arrangements. Your
Company has promptly met all its debt and payment obligations
to its lenders.

CREDIT RATING

During the FY 2025-26, India Ratings & Research (a Fitch Group
Company), credit rating agency of the Company, reaffirmed the
credit ratings for the Company’s borrowing arrangements i.e., Non¬
Convertible Debentures as 'IND AA-/Stable’ and Bank Loan facilities as
'IND AA-/Stable/IND A1+’.

The complete rating disclosure along with the rationale are available
on the websites of the Company, credit rating agency and the
Stock Exchanges.

UNPAID / UNCLAIMED DIVIDEND AND SHARES

The Members may kindly note that the dividends if not claimed for
a period of seven (7) years and the related shares on which such
dividends have not been claimed by the Members for a period of
seven (7) consecutive years are liable to be transferred to the Investor
Education and Protection Fund ("IEPF”) within the prescribed time
pursuant to the provisions of Section 124, 125 and other applicable
provisions of the Act read with the Investor Education and Protection
Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016
(“IEPF Rules”).

Your Company continues to send various communications and
reminder letters through its Registrar to an Issue and Share Transfer
Agent (RTA) from time to time to those specific Members whose
dividends are unpaid / unclaimed and due for transfer to the IEPF. Your
Company provides a dedicated facilitation and support system to
enable its Members, to successfully claim their dividend entitlements
and its corresponding shares prior to their transfer to the IEPF Authority
in accordance with the IEPF Rules.

During the FY 2025-26, the Company has transferred a sum of INR
3,00,932/- being the unclaimed dividend for the FY 2017-18 pertaining
to 878 Members, to the IEPF Authority in October 2025. Also, 5839
equity shares belonging to 161 Members, in respect of which dividends

had remained unpaid or unclaimed for seven (7) consecutive years,
were also transferred to the IEPF Authority in November 2025.

With respect to the unclaimed dividends pertaining to the FY 2024-25,
the Company regularly drives awareness among the Shareholders
encouraging to claim their outstanding dividends in line with the
guidelines issued by the IEPF authorities under its 'Saksham Niveshak’
national campaign.

The details of the Members with unclaimed dividend entitlements and
shares which are transferred or liable to be transferred to the IEPF
Authority are uploaded on the website of the Company at www.wabag.
com. Accordingly, the Members are requested to claim their unpaid or
unclaimed dividends at the earliest to prevent such mandatory transfers.
For any guidance or assistance in claiming the said entitlements, the
Members may contact the Company or its RTA.

WABAG CENTENARY STOCK OPTION SCHEME

Commemorating a century-long legacy that began humbly in 1924,
the WABAG Group celebrated its centenary milestone with pride
and gratitude. To mark over 100 years of delivering sustainable
water solutions, the Board of Directors of your Company, as per the
recommendation of the Nomination and Remuneration Committee
('NRC') and with the approval of the Members had implemented a
broad-based employee stock ownership program called the 'WABAG
Centenary Stock Option Scheme 2023’ (“Scheme” or “ESOS
2023”) as a strategic initiative to reward the employees for their
dedicated service. The said ESOS 2023 aims to reinforce employees’
commitment, acknowledge their dedication, and closely align their
interests with the long-term success of the Company as it journeys
beyond its Centenary year.

As WABAG actively executes diverse projects across its Group through
a Global network bolstering its overall macro level growth trajectory the
Board of Directors of your Company, deemed it beneficial to extend the
Scheme’s benefits to the employees not only within the Company but
also across its Subsidiary(ies), Associates, and its Group companies.
This inclusive framework was designed to attract and retain key talents
across its Group.

The Scheme comprises mega Grant for accomplishing Centenary year
by the Company as well as periodic Grants as may be determined by the
NRC from time to time. The eligibility criteria for selecting the employees
for the Grants would be formulated by the NRC, based on various
parameters such as length of service, grade, individual performance
ratings over past few years, present contribution, potential contribution,
conduct, etc. as it may deem relevant. Further, your Company is aware
that to safeguard shareholder value, any pricing discount offered
under the Scheme is balanced by mandatory performance-linked
vesting conditions based on achievement of mandatory key corporate
performance conditions such as revenue, earnings before interest, tax,
depreciation and amortization, free cash flow, order book position, etc.

Accordingly, the Members of your Company at the 15^th Extraordinary
General Meeting (EGM) held on January 30, 2024 had approved the
implementation of ESOS 2023 to create and grant, in one or more
tranches, upto 25,00,000 (twenty-five lakhs) Stock Options exercisable
into an equivalent number of fully paid-up equity shares of face value of
INR 2/- (Indian Rupees Two only).

Subsequently the NRC of the Company at their meeting held on March
21, 2024 had considered and approved the initial grant of 15,00,000
(fifteen lakhs) Stock Options under the said Scheme to the eligible
employees in terms of the SEBI (Share Based Employee Benefits and
Sweat Equity) Regulations, 2021 ("SBEB Regulations”).

The following are the details pursuant to the Companies (Share Capital
and Debentures) Rules, 2014 with regard to ESOS 2023 for the financial
year ended March 31, 2026:

a.    Options granted - 15,00,000 Stock Options

b.    Options vested - 6,00,000 Stock Options

c.    Options exercised - 1,19,167 Options

d.    Total number of shares arising as a result of exercise of option -
1,19,167 Equity Shares

e.    Options lapsed - 1,70,060 Stock Options

f.    Exercise price - INR 513/- per option

g.    Variation of terms of options -Nil

h.    Money realized by exercise of options - INR 6,11,32,671/-

i.    Total number of options in force - 25,00,000 Stock options

j.    Employee wise details of options granted to:

i.    Key Managerial Personnel (KMP) - All the KMPs
were granted a total of 52,150 Stock Options (except
the Executive Directors cum Promoters who shall
not be eligible)

ii.    Any other employee who receives a grant of options in any
one year of option amounting to five percent or more of
options granted during that year - Nil

iii.    Identified employees who were granted option, during any
one year, equal to or exceeding one percent of the issued
capital (excluding outstanding warrants and conversions)
of the Company at the time of grant - Nil

The Board of Directors of your Company confirms that no material
change has been made to the Scheme as of the date of this report and
that it remains in full compliance with the applicable provisions of the
SBEB Regulations.

The Secretarial Auditors have also certified that the Scheme complies
with the SBEB Regulations and that your Company has adhered to all
the applicable provisions of the Companies Act, 2013.

The statutory disclosures pursuant to Regulation 14 of the SBEB
Regulations are hosted on the Company’s website athttps://www.
wabag.com/investor-communications/.

DEPOSITORY SYSTEM

As of March 31, 2026, the total paid-up capital consisting of
6,23,09,595 equity shares of face value of INR 2/- each with 99.99%
held in dematerialized mode connected with both the depositories
viz. the National Securities Depository Limited (NSDL) and Central
Depository Services (India) Limited (CDSL), managed through the RTA
of the Company

As on the date of this report, only 111 equity shares (0.01%) are held in
physical mode by three (3) Members. The Company continuously
engages with these shareholders by sending communications to
build awareness around the benefits of holding shares electronically
and to achieve 100% dematerialised shareholding. The Members
are also reminded that the Company’s shares can only be traded in
electronic mode.

REGISTRAR TO AN ISSUE AND SHARE TRANSFER
AGENT (RTA)

Cameo Corporate Services Limited, Chennai, a leading Category I
Registrar and Share Transfer Agent registered vide SEBI registration
no: INR000003753, an ISO / IEC 27001:2013 certified Company is the
RTA for the equity shares of the Company.

Integrated Registry Management Services Private Limited, Chennai
registered vide SEBI registration no: INR000000544 is the RTA
appointed for the Non-Convertible Debentures issued to the Asian
Development Bank (ADB).

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis report highlighting your
Company’s performance is enclosed as a separate section forming
part of this Annual Report.

CORPORATE GOVERNANCE

At WABAG, Corporate Governance is fundamental to our business
and core to its existence. Your Company is committed to the highest
standards of Ethics and Governance. Your Company continues to
implement several best Corporate Governance practices to enhance
the long-term Shareholders value and respects Shareholders
rights in all its strategic decisions. Your Company ensures complete
transparency across its business cycle, emphasizing strong corporate
ethics and the timely dissemination of information to all Stakeholders.

TheReportonCorporateGovernanceforthefinancial yearendedMarch
31, 2026 pursuant to Regulation 34 of the SEBI LODR, is presented as a
separate section of this Annual Report. A certificate from the Practicing
Company Secretary, validating the Company’s compliance with all
the prescribed Corporate Governance Standards, also forms part of
this Annual Report. A Compliance Report covering the relevant SEBI
Circulars, Notifications, and Regulations etc., issued by the Practicing
Company Secretary is filed with the Stock Exchanges.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY
REPORTING

As one of the top 1000 listed entities by market capitalization, your
Company has actively integrated the Business Responsibility
and Sustainability framework as part of its operations embedding
Environmental, Social and Governance (ESG) parameters into its
business model since the FY 2022-23.

The Business Responsibility and Sustainability Report (BRSR),
provides quantitative and standardized disclosures on ESG parameters
enabling seamless comparison across the companies, sectors and
timelines. This framework assists the investors in making well-informed
investment decision regarding the listed entities. Accordingly, a
separate BRSR is enclosed, forming part of this Annual Report.

CORPORATE POLICIES

The Board of Directors of your Company has established various
statutory policies, codes as prescribed under the Act and the SEBI
Regulations, from time to time. To ensure ongoing alignment with
regulatory developments, your Board and its Committee regularly
review and update these in accordance with the amendments to the
Act and the SEBI Regulations.

The core policies adopted by your Company are detailed in the
Corporate Governance Report section of this Annual Report.

The aforesaid policies can be viewed under “Overview” section on
your Company’s website athttps://www.wabag.com/investors/. Other
internal policies adopted by your Company are accessible to the
employees via intranet portal of your Company.

BOARD OF DIRECTORS

WABAG functions under the overall strategic supervision and guidance
of a professional Board consisting of six (6) Directors. The Board
maintains a balanced composition with three (3) Independent Directors
including a Woman Independent Director, one (1) Non - Executive Non
- Independent Director and two (2) Executive Directors. During the
FY 2025-26 and up to the date of this report, there has been no change
in the composition of the Board of Directors.

EXECUTIVE DIRECTORS

Mr. Rajiv Mittal, Chairman and Managing Director and Mr. S. Varadarajan,
Whole Time Director & Chief Growth Officer (CGO) serve as the
Executive Directors and also the Promoters of the Company.

NON-EXECUTIVE DIRECTORS
INDEPENDENT DIRECTORS

Mrs. Vijaya Sampath, Mr. Milin Mehta and Mr. Ranjit Singh are the
Independent Directors of your Company for the year under review.

The Independent Directors of your Company have confirmed that
they continue to meet the “Independence criteria” laid down under
the Section 149(6) of the Act and Regulation 16(1)(b) of SEBI LODR.
Further, they continue to maintain their directorship within the maximum
prescribed limits under the SEBI LODR. The Independent Directors
have also submitted the necessary declarations and disclosures to the
Company in this regard.

NON-EXECUTIVE NON-INDEPENDENT DIRECTOR

Mr. Amit Goela is the Non-Executive and Non-Independent Director
of your Company

RETIREMENT OF DIRECTOR BY ROTATION

Mr. S. Varadarajan (DIN:02353065), Whole Time Director & Chief
Growth Officer, retires by rotation at the ensuing 31^st Annual General
Meeting (AGM) pursuant to the provisions of Section 152 of the Act read
with the rules issued thereunder. Being eligible, Mr. S. Varadarajan offers
himself for re-appointment and the Board of Directors recommends his
re-appointment. A brief profile of Mr. S. Varadarajan is included in the
notice convening the 31^st AGM of the Company

APPOINTMENT OF THE DIRECTORS

The Nomination, Evaluation & Remuneration Policy of your Company
sets the criteria for a Director’s qualifications, positive attributes
and independence, pursuant to Section 134(3) (e) and 178(3) of the
Act. Based on these guidelines, the Nomination and Remuneration
Committee (NRC) oversees the selection and appointment process
of Directors of your Company. In accordance with the provisions of the
Act and SEBI LODR, the NRC based on the criteria formulated makes
necessary recommendation to the Board for the appointment of the
Directors of your Company.

In addition, based on the performance evaluation of the Board, the NRC
periodically recommends to the re-appointment / continuation of the
term of office of the Independent Directors and other Board members.

BOARD’S OPINION ON INTEGRITY, EXPERTISE
AND EXPERIENCE (INCLUDING THE PROFICIENCY)
OF THE INDEPENDENT DIRECTORS APPOINTED
DURING THE YEAR

During the FY 2025-26 and till the date of this report, there were no new
appointment of the Independent Directors to the Board. With respect
to the proficiency of the Independent Directors, ascertained from
the online proficiency self-assessment test conducted by the Indian
Institute of Corporate Affairs (IICA), as prescribed under Section 150(1)
of the Act, the Board of Directors has taken on record the necessary
declarations submitted by the Independent Directors confirming
compliance within the prescribed requirements.

KEY MANAGERIAL PERSONNEL (KMP)

The Key Managerial Personnel (KMP) of your Company appointed
pursuant to the provisions of Section 203 of the Act, who holds office as
on the financial year ended March 31,2026 are as follows:

a.    Mr Rajiv Mittal, Chairman and Managing Director;

b.    Mr S. Varadarajan, Whole time Director and Chief Growth Officer;

c.    Mr. Skandaprasad Seetharaman, Chief Financial Officer;

d.    Mr. Shailesh Kumar, CEO - India Cluster;

e.    Mr. V Arulmozhi, CFO - India Cluster;

f.    Mr. Anup Kumar Samal - Company Secretary and
Compliance Officer.

In addition to above, as on the date of this report, the Board of Directors
on the recommendations of the NRC, has approved the following
appointments effective from May 21,2026:

i)    Mr. Bhupesh Chowdary Nagineni - Key Managerial Personnel
& Senior Management Personnel, in the capacity of the Deputy
Managing Director of the Company; and

ii)    Mr. Rohan Mittal - Key Managerial Personnel & Senior
Management Personnel of the Company in the capacity of Head
- Strategy & Business Growth - GCC.

BOARD DIVERSITY

Your Company recognizes Board diversity as a critical catalyst for its
sustainable growth and long term success. We firmly believe that a
diverse Board will ensure effective corporate governance, enhances
responsible decision-making ability, accelerates sustainable business
development and safeguards the Company’s institutional reputation.

The Company’s approach to Board diversity encompasses a broad
spectrum of attributes, including diversity of thoughts, knowledge,
skills, regional and industry experience, cultural and geographical
background, perspective, gender, age, ethnicity and race. Framed
in alignment with applicable statutory regulations and our specific
business requirements of the Company, this framework is
institutionalized and overseen by the Nomination and Remuneration
Committee of the Board, from time to time.

ANNUAL EVALUATION OF BOARD AND
PERFORMANCE OF ITS COMMITTEES AND
INDIVIDUAL DIRECTORS

To ensure the highest standards of institutional governance, the
Nomination and Remuneration Committee (NRC) and the Board of
Directors of your Company follows a structured methodology for
annual performance evaluation of the Board, Committees, Individual
Directors and the Chairman, in accordance with the provisions of the
Act and SEBI LODR.

During the year under review, the formal annual performance evaluation
of the Board, its Committees, Individual Directors and also the Chairman

was successfully concluded. A digital assessment was carried out by
the Directors by way of an organized questionnaire covering various
aspects of the functions of the Board’s adequacy culture, execution and
delivery of performance of specific duties, obligations and compliance
with Governance.

For the FY 2025-26, the Independent Directors and other Directors
of your Company comprehensively reviewed the performances of
the Board, its Committees, individual Directors and the Chairman at
their meeting held on May 21, 2026. Further, the NRC of the Board
carried out a separate evaluation of each Director’s performance.
The report on Corporate Governance covers the details of the Board
evaluation process and other requisite information, forming part of this
Annual Report.

FAMILIARISATION PROGRAMME

As part of the familiarisation programme, the Company conducts
various programs, interactive sessions and seminars to keep the
Directors updated with various aspects covering the industry and
regulatory dynamics, business processes, procedures, as applicable
for its business, presentations on the long-term business strategies,
risks, opportunities, quarterly operational and financial performances of
the Company etc.

At the time of induction, a formal letter of appointment was issued to
the Directors outlining their roles, functions, duties and responsibilities
and performance expectations of the Board. To ensure they possess
a deeper understanding of the business, its operations, and industry
dynamics, the Company provides the Directors with full access
to all relevant information and corporate documents, alongside
regular opportunities to interact with Key Managerial Personnel and
Senior Management.

The complete details of the familiarization programme are disclosed in
the Corporate Governance report and are available on the Company’s
website athttps://wwwwabag.com/investor-communications/.

BOARD & COMMITTEES

The Board of Directors of your Company comprises the following
members as of March 31,2026:

1.    Mr. Rajiv Mittal, Chairman and Managing Director;

2.    Mr. S. Varadarajan, Whole Time Director & Chief Growth Officer;

3.    Mrs. Vijaya Sampath, Independent Director;

4.    Mr. Milin Mehta, Independent Director;

5.    Mr. Ranjit Singh, Independent Director;

6.    Mr. Amit Goela, Non-Executive Non-Independent Director.

Your Company continuous to uphold the highest standards of the
Corporate Governance practices and operates in strict compliance
with the letter and spirit of all the relevant provisions of applicable
laws and statutes.

As on March 31, 2026, the Board of Directors has constituted
the following key Committees to ensure effective oversight
and governance:

a)    Audit Committee serves as a critical interface connecting the
statutory auditors and the internal auditors, the Management
and the Board of Directors. It assists the Board in fulfilling its
responsibilities of monitoring financial reporting processes,
reviewing the Company’s established systems and processes for
internal financial controls, monitoring risk governance alongside
the Company’s statutory and internal audit frameworks.
The Board systematically reviews and acts upon all the
recommendations made by the Audit Committee. Detailed
composition of the Audit Committee is disclosed in the Report
on Corporate Governance, which forms an integral part of this
Annual Report.

b)    Stakeholders Relationship Committee inter-alia, oversees
and resolve grievances relating to the security holders
of the Company.

c)    Nomination and Remuneration Committee is constituted
with a wider terms of reference as per the statutory requirements
of the Companies Act, 2013, and SEBI (LODR) Regulations, 2015.

d)    Risk Management and Monitoring Committee is constituted
inter-alia to review and monitor the various projects of the
Company and systematically evaluate operational and strategic
business risks and ensure the deployment of appropriate robust
risk-mitigation frameworks in a time bound manner

e)    Corporate Social Responsibility Committee, inter-alia,
identifying and undertaking strategic CSR activities, monitoring
and reporting framework to oversee effective utilization of funds
allocated for the CSR activities.

f)    Capital Allocation Committee inter-alia, to scrutinize,
evaluate and approve all new investment proposals and funding
enhancement by the Company in establishing branches,
subsidiaries, joint ventures, both in India and overseas. For
detailed disclosures regarding the Company’s Overseas Direct
Investments (ODI), financial statements section of the Annual
Report for investment made by Company may be referred.

g)    Sustainability Committee inter-alia, provides strategic advise
on implementation of Environment, Social and Governance
(ESG) frameworks, monitoring ESG ratings, evaluating ESG led
investment opportunities to drive long-term sustainable value, etc.

The Chairperson of respective Committees convenes the meetings
of the Committees. To ensure robust oversight, the Board is
regularly apprised of the key discussions and outcomes of these
meetings, facilitating comprehensive review and necessary action,
wherever required.

In compliance with the Secretarial Standards -1 issued by the Institute of
Company Secretaries of India (ICSI), the draft minutes of the meetings

of the Committees and the Board are promptly circulated to all the
Members of the Committees / Directors for their comments, if any.
Upon incorporation of feedback, the approved minutes are formally
certified and signed minutes are shared with the Board and respective
Committees and are also duly tabled at their subsequent meeting of the
Board and Committees.

To facilitate optimum attendance and engagement, the annual
calendar of the Board and Committee meetings are approved by the
Board before the commencement of every financial year to enable
the Directors to align their schedule well in advance, ensuring robust
participation in all the meetings.

During the FY 2025-26, the Board of Directors of your Company
met five (5) times on May 21, 2025, August 12, 2025, November 07,
2025, February 04, 2026 and March 27, 2026. These meetings were
conducted through a combination of physical and Video Conferencing
/ Other Audio Visual Means (OAVM). The comprehensive details
regarding composition of the Board, attendance of the Directors and
other relevant information are set out in the Report on Corporate
Governance, which forms part of this Annual Report.

DIRECTORS RESPONSIBILITY STATEMENT

In accordance with Section 134(5) of the Act, the Board of Directors
of your Company to the best of its knowledge and belief and
relying on the information and explanations obtained, provides the
following statements:

a)    that in the preparation of the annual accounts of the Company, the
applicable accounting standards have been followed along with
proper explanation relating to material departures;

b)    the Directors had selected such accounting policies and applied
them consistently and made judgments and estimates that are
reasonable and prudent so as to give a true and fair view of the
state of affairs of the Company at the end of the financial year and
of the profits of the Company for that period;

c)    the Directors had taken proper and sufficient care towards the
maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets of the
Company and for preventing and detecting fraud and other
irregularities;

d)    the Directors had prepared the annual accounts on a going
concern basis;

e)    the Directors had laid down internal financial controls to be
followed by the Company and such internal financial controls are
adequate and were operating effectively; and

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

The Board of Directors of your Company had adopted the Nomination,
Evaluation & Remuneration policy based on various evaluation criteria
determined by the NRC in line with the applicable regulatory standards.
The policy focuses on two primary goals viz. (i) to regularly assess the
effectiveness of the Board as a whole, the Committees of the Board and
Individual Directors; and (ii) creating a framework to attract, motivate
and retain the executive talents and other experts required to achieve
our strategic and operational long-term objectives.

In compliance with the applicable provisions of the Act and SEBI LODR,
the Board of Directors of your Company on the recommendation of
the NRC had adopted following policies and frameworks as part of the
Nomination, Evaluation & Remuneration Policy:

(A)    Board Nomination Policy;

(B)    Board Evaluation Policy;

(C)    Board Diversity Policy;

(D)    Remuneration Policy:

(i)    Policy related to Remuneration for the Executive
Directors, Key Managerial Personnel and Senior
Management Personnel;

(ii)    Policy related to Remuneration for the Non-Executive
Directors / Independent Directors.

The Nomination, Evaluation & Remuneration policy of your Company
is accessible on the website of the Company at www.wabag.com/
investors/. The statutory disclosures on the Director’s Commission
and other information as required under Section 178(3) of the Act are
available in the Report on Corporate Governance forming part of this
Annual Report. The overall remuneration paid to the Board of Directors
and Managerial Personnel remains within the statutory thresholds
as governed under the provisions of Section 197 of the Act and Rules
made thereunder.

REMUNERATION OF THE EXECUTIVE DIRECTORS

The remuneration structure of the Executive Directors comprises both
fixed and performance linked variable components which is based on
mutually agreed KPI (Key Performance Index) and KRA (Key Results
Area). The NRC conducts an annual appraisal of each Executive
Director’s performance. Based on the comprehensive evaluation, the
NRC recommends the appropriate compensation to the Board for their
approval, within the overall parameters approved by the Members.

REMUNERATION OF THE NON-EXECUTIVE
DIRECTORS

The Non-Executive Directors receive remuneration in the form of
commission, which remains within the statutory limits prescribed
under the Act and duly approved by the Members. The Board may
differentiate remuneration for different Directors based on their specific

role, responsibilities, duties, time commitments, etc. The Company has
no other material financial or pecuniary relationship with any of the Non¬
Executive Directors except for the commissions paid.

REMUNERATION OF THE KMP / SENIOR
MANAGEMENT / OTHER EMPLOYEES

The remuneration of the Key Managerial Personnel (excluding the
Executive Directors) and any subsequent revisions thereof, are
approved by the Board based on the recommendations of the NRC in
accordance with the Nomination, Evaluation & Remuneration Policy as
well as the internal guidelines of the Company.

The Chairman & Managing Director (CMD) and the Whole Time Director
& Chief Growth Officer (CGO) conduct the overall annual performance
evaluation of the senior management and other employees and apprise
to the Nomination and Remuneration Committee and the Board of the
outcomes. Based on the overall achievements of the agreed KPI and
KRA, the employee remuneration and subsequent salary revisions
are determined.

POLICY ON PRESERVATION & ARCHIVAL OF
DOCUMENTS

Pursuant to Regulation 9 and 30(8) of the SEBI LODR, your Company
has established a Policy on “Preservation & Archival of the Documents”
which is hosted on its website at www.wabag.com/investors/. The
framework defines clear comprehensive guidelines for the retention
of records, preservation timelines of various documents, archival, safe
disposal / destruction of the documents. The policy inter-alia guides the
employees in handling the documents efficiently for both physical and
electronic form.

PARTICULARS OF THE EMPLOYEES

Pursuant to Section 197(12) of the Act read with Rule 5(1) of the
Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014, as amended from time to time, the required disclosures
regarding the remuneration of the Directors, the KMP and other
employees, are enclosed as Annexure-I to this Board’s Report.

The information prescribed under Rule 5(2) and 5(3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014
(including amendments thereof), is disclosed in the Annexure forming
part of this Report. In terms of the first proviso to Section 136(1) of the
Companies Act, 2013, the Report and Accounts are being circulated
to the Members excluding the aforesaid Annexure. Members desiring
a copy of this statement may address their request to the Company
Secretary at the Registered Office of the Company.

INDUSTRIAL RELATIONS

Your Company continues to maintain a healthy cordial and harmonious
industrial relations across the levels with its Stakeholders. The shared
enthusiasm and unstinted efforts of its workforce have anchored the
Company’s leadership position within the industry. The Company

remains committed in implementing progressive measures to optimize
productivity and operational efficiency across the organization.

PREVENTION OF SEXUAL HARASSMENT AT
WORKPLACE

Your Company has implemented a Policy on Prevention of Sexual
Harassment in line with the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the Rules made
thereunder (“POSH”). Your Company feels proud on maintaining
an inclusive, non-discriminatory, and safe work environment where
equal opportunities are provided to all the employees. The said POSH
framework ensures that every employee can perform their duties in a
secure, respectful, and supportive ecosystem.

Your Company’s Internal Complaints Committee under POSH
comprises six (6) Members, out of which four (4) are women members
including one (1) external woman representative. All the employees
viz. permanent, consultant, contractual, temporary and trainees are
covered under the said policy

During the year, the Company had received one (1) complaint regarding
sexual harassment which was resolved after due enquiry. There is
no case pending for more than ninety (90) days. An Annual Report
comprising details of the complaints received, disposed of and pending
at the end of the calendar year i.e. December 31, 2025 was duly
submitted to the authorities by the Internal Compliant Committee, in
accordance with the Section 21 of POSH Act.

AUDITORS

A.    Statutory Auditors

The Members of the Company at the 28^th AGM held on August 11,
2023 had approved the re-appointment of M/s Sharp & Tannan,
Chartered Accountants, Chennai (Firm Regn. No. 003792S) as
the Statutory Auditors of the Company to hold office for a term
of five (5) years from the conclusion of the 28^th AGM until the
conclusion of the 33^rd AGM of the Company to be convened
during the calendar year 2028.

The Statutory Auditors of the Company have submitted
Independent Auditors’ Reports for financial year ended March
31, 2026 forming part of this Annual Report. The Auditors’ Report
on both the Standalone and Consolidated Financial Statements
of the Company contains an unmodified opinion and does not
feature any qualification, reservation or adverse remark.

B.    Cost Auditor

Mr. K. Suryanarayanan, Practicing Cost Accountant (Membership
No.24946) was appointed as the Cost Auditor of the Company,
for conducting the audit of cost records for the FY 2025-26, in
accordance with the provisions of Section 148(1) of the Act. The
audit of cost records is in progress and report by the Cost Auditor

will be submitted to the authorities within the prescribed time. A
resolution seeking ratification of the Cost Auditors’ remuneration
for the FY 2025-26 will be presented to the Members of
the Company at the AGM. The Company duly maintains all
the required cost records in accordance with the Section
148(1) of the Act.

C.    Secretarial Auditors

M/s. M. Damodaran & Associates LLP, Practicing Company
Secretaries, Chennai were appointed as the Secretarial Auditors
of the Company by the Members of the Company at the 30^th
AGM held on August 12, 2025, for a consecutive term of five (5)
years commencing from the FY 2025-26 till the FY 2029-30,
based on recommendations of the Board of Directors, at such
remuneration and out-of-pocket expenses, if any as mutually
agreed and other terms and conditions as may be determined
by the Board of Directors (including its Committees thereof),
and to avail any other services, certificates, or reports as may
be permissible under the applicable laws. The Secretarial Audit
Report for the FY 2025-26 was placed before the Board and it
does not contain any qualification, reservation or adverse remark.
The Report of the Secretarial Auditors is enclosed as Annexure-
II to the Board’s Report.

D.    Internal Auditors

M/s PKF Sridhar & Santhanam LLP, Chartered Accountants,
Chennai, (Firm Regn. No - 003990S/ S200018) (external firm)
and the Corporate Assurance Department of the Company
(internal function) were appointed as the joint Internal Auditors
of the Company to conduct the Internal Audits for the FY 2025¬
26. Your Company maintains a comprehensive Internal Audit
function comprising both the Internal Audit functions aiming to
provide an independent and objective assurance services with a
view to add value and improve efficiency of business operations.

The Internal Auditors report directly to the Audit Committee delivering
comprehensive presentations on audit findings across the business.
The detailed observations are discussed at the Audit Committee
meetings regularly on the Internal Audit Reports covering the business
and operations as required by the Audit Committee, in line with the
agreed internal audit plan for each financial year.

During the FY 2025-26, none of the Company’s Auditors have
reported any instance of frauds to the Audit Committee or to the
Board of Directors under Section 143(12) of the Act, including rules
made thereunder.

SUBSIDIARIES, JOINT VENTURES & ASSOCIATES

During the financial year ended March 31, 2026, the Board of Directors
of your Company considered and approved following key decisions
with respect to Subsidiaries, Joint Ventures and Associate entities:

GHAZIABAD BIOENERGY PRIVATE LIMITED,
Subsidiary Company

WABAG had successfully received the Letter of Acceptance dated
October 27, 2025 from GHAZIABAD NAGAR NIGAM for the purchase
of Bio-Gas coming out from 70 MLD Sewerage Treatment Plant ('STP’)
at Dundaheda, Uttar Pradesh for setting-up a Bio-Gas Upgradation
Unit for Compressed Bio-Gas ('CBG’) production under Build-
Operate-Transfer ('BOT’) Model on Public-Private Partnership ('PPP’)
basis. Accordingly, GHAZIABAD BIOENERGY PRIVATE LIMITED,
a new Subsidiary Company was incorporated with the Registrar of
Companies, Chennai, India as a joint venture company (JVC) between
WABAG and PEAK SUSTAINABILITY PARTNERS LLP (“PEAK”)
on February 16, 2026 to execute the said project. This Company has
an initial paid-up capital of INR 1,00,000/- (Indian Rupees One Lakh)
comprises of 10,000 (Ten Thousand) Equity Shares of INR 10/- (Indian
Rupees Ten) each, held in the ratio of 51:49 by WABAG and PEAK
respectively and the entity is yet to commence its business operations
and the turnover is nil.

NORTH CHENNAI TRU WATER PRIVATE LIMITED,
Wholly Owned Subsidiary Company

A Request for Proposal was floated by CHENNAI METROPOLITAN
WATER SUPPLY AND SEWERAGE BOARD (“CMWSSB”) to
refurbish, finance, operate, maintain and transfer (RFOMT) of 45 MLD
Tertiary Treatment Reverse Osmosis (TTRO) Plant at Kodungaiyur,
Chennai, Tamil Nadu through public private partnership mode for a
period of twenty (20) years. WABAG had successfully received the
Letter of Award dated March 11, 2026, from CMWSSB. Accordingly,
NORTH CHENNAI TRU WATER PRIVATE LIMITED, a Wholly Owned
Subsidiary (WOS) Company was incorporated with the Registrar of
Companies, Chennai, India on April 01, 2026 by WABAG to execute the
said project. The WOS has an initial paid-up capital of INR 1,00,000/-
(Indian Rupees One Lakh), comprises of 10,000 (Ten Thousand) Equity
Shares of INR 10/- (Indian Rupees Ten) each) and the WOS is yet to
commence its business operations.

Your Company has 19 Subsidiaries, Associates and Joint Venture
entities worldwide as on date of this report. Pursuant to Section 129(3)
of the Act and the rules made thereunder, a statement containing
the salient features of the Financial Statement of your Company’s
subsidiaries in the prescribed format Form AOC-1 is enclosed as
Annexure-III to the Board’s Report. Please refer Key Project Updates
section of the Board’s Report for more details.

MATERIAL SUBSIDIARIES

The Board of Directors has framed a policy for “Determining Material
Subsidiaries” in accordance with the SEBI LODR. The policy is
accessible on your Company’s website at www.wabag.com. Pursuant
to the provisions of the SEBI LODR and the criteria set out in the said
Policy for Determining Material Subsidiaries, the Company has one (1)
Material Subsidiary i.e. VA Tech Wabag GmbH, Austria, as on the date
of this report.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of the Company for the
financial year ended March 31,2026 have been prepared in compliance
with the applicable provisions of the Act, including Indian Accounting
Standards (Ind AS) specified under Section 133 of the Act. These
audited consolidated financial statements along with the Independent
Auditors’ Report forms part of this Annual Report.

Pursuant to the provisions of Section 136 of the Act, the financial
statements of the Subsidiaries, Associates and Joint Venture entities
of the Company are available for inspection by the Members at the
Registered Office of the Company. The Company shall provide a
copy of these financial statements to the Members upon their request.
The statements are also available on the website of your Company at
www.wabag.com.

RELATED PARTY TRANSACTIONS

All the transactions with the Related Parties during the year were in the
ordinary course of business and at arm’s length basis and in compliance
with the provisions of the Act and the SEBI LODR. The Company did
not enter into any materially significant Related Party Transactions
with the Promoters, the Directors, the Key Managerial Personnel,
Senior Management or other designated persons which may have a
potential conflict with the interest of the Company and Shareholders. A
detailed breakdown of these transactions is available in the notes to the
Financial Statements.

All the Related Party Transactions were placed before the
Audit Committee for their review, consideration and approval or
recommendation and were subsequently placed before the Board for
necessary approvals or noting. The Policy on Materiality of Related Party
Transactions and on dealing with Related Party Transactions can be
accessed on the Company’s website at www.wabaq.com/investors/.

The details required to be provided under Section 134(3) (h) of the Act,
in the prescribed Form AOC-2 are enclosed as Annexure - V to the
Board’s report.

OVERSEAS DIRECT INVESTMENT

To drive its global expansion, your Company has consistently
utilized Overseas Direct Investments (ODI) frameworks to establish
international Subsidiaries, Associates, and Joint Venture entities.
Global project delivery is supported by a network of foreign branches,
project management offices and other Permanent Establishment
(PE) structures.

During the financial year ended March 31, 2026, no new capital
allocations were made in ODI entities and the total equity investment
in Group entities stood at INR 654 Million, which comprises of equity
investments of INR 605 Million and guarantees extended to group
entities amounting to INR 49 Million.

Further, no new guarantees or loans were extended to the group
entities during the year under review, reflecting the financial stability of
your Company’s overseas entities. Outstanding Corporate guarantees

executed for the group entities were successfully closed upon
completion of projects as per the contractual obligations. Also, no new
loans were granted to its ODI entities during the financial year, reflecting
the financial stability of the overseas entities of your Company.

The Groups extensive international presence has further accelerated
advanced Research & Development (R&D) initiatives across India and
Europe. This collaborative ecosystem has generated over 125 Intellectual
Property (IP) Rights which are leveraged across the Group’s business
operations to deliver best in class customised and innovative technological
solutions to your Companys customers at competitive cost.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The CSR Committee is responsible for formulating, implementing
and monitoring the CSR policy of the Company. Pursuant to Section
135(4) of the Companies Act, 2013, the CSR policy’s core frameworks
encompasses the Company’s strategic CSR approach and guiding
principles, core Ideology. It also governs the total outlay for each financial
year, allocation of resources across identified thrust areas, formulation
of annual action plan, selection of executing agency/ partners and its
Impact Assessment.

The CSR policy is available on the Company’s website in the following
link:https://www.wabag.com/wp-content/uploads/2025/07/CSR-
Policv.pdf. In terms of Section 135 of the Act read with the Companies
(Corporate Social Responsibility Policy) Rules, 2014, as amended ("CSR
Rules") and in accordance with CSR Policy and the Annual Action Plan,
your Company allocated an amount equivalent to 2% of the average net
profits (calculated as per Section 198 of the Act) of its three (3) immediately
preceding financial years towards implementation of CSR activities.

Pursuant to the provisions of Section 135(6) of the Companies Act, 2013,
there was no unspent amount for the FY 2025-26 pertaining to ongoing
projects which has to be transferred to a separate bank account on or
by April 30, 2026.

Further, during the year, your Company implemented the
following CSR projects:

a) Apprenticeship Training Programme, a project implemented
under the Industry Partnership Model under the Apprenticeship
Act - classified as other than On-going Project.

The details of the aforesaid project regarding the implementation
and outcome of this project are detailed in the annual report on CSR
activities forming part of this Board’s Report.

The CSR Committee of the Board continuously reviews the projects
and provides strategic directions to expedite implementation of the
projects undertaken. The Committee maintains a strong focus on skill
development CSR initiatives specifically through structured training
and development programs. These programs are designed to enrich

the knowledge, technical skill sets, communication abilities, practical on
the job training facilities, improving overall efficiency, performance level
and employability of both technical and non-technical beneficiaries viz.,
diploma holders, graduates and other eligible persons.

Core Ideology: At WABAG, responsible business practices are
foundation to its business and operations. Your Company is dedicated
to maintaining integrity across its processes and fostering meaningful
relationships with its employees, customers and the community.
For the Company, Corporate Social Responsibility extends far
beyond mere regulatory compliances, it is an active commitment to
creating sustainable social and environmental values. By aligning
these initiatives with its business objectives, the Company optimizes
operational efficiencies while simultaneously deepening trust with its
key Stakeholders and Customers.

Your Company’s commitment to CSR is demonstrated through
the strategic allocation of resources across one or more of the
following areas:

a)    by taking up CSR projects largely within the framework of the
Company’s expertise, i.e. water, wastewater management
and sanitation;

b)    by focusing on CSR projects in the Company’s project / office
neighbourhoods;

c)    imparting training by supporting apprenticeship under Industry
Partnership model;

d)    any other projects and / or contribution for any specific purpose
notified CSR and / or recommended / approved by CSR
Committee / Board of the Company from time to time.

The annual report on CSR activities undertaken by the Company is
enclosed as Annexure - IV to the Board’s Report.

CSR ACTIVITIES OF THE GROUP

DK SEWAGE PROJECT PRIVATE LIMITED, a group company
implementing wastewater treatment projects at Digha & Kankarbagh
for the Bihar Urban Infrastructure Development Corporation (BUIDCO)
under the National Mission for Clean Ganga with financial assistance
from World Bank, had actively supported local social welfare
initiatives as its CSR activities around its projects locations during the
FY 2025-26 by contributing INR 4.32 Lakhs, benefitting and uplifting
the local community.

PARTICULARS OF LOANS, GUARANTEES OR
INVESTMENTS

The particulars of loans, guarantees and investments, as of March 31,
2026, are provided in the notes accompanying the financial statements
of the Company in accordance with the provisions of Section 186 of the
Act and Schedule V of the SEBI LODR.

INTERNAL CONTROL SYSTEMS, AUDIT AND
ADEQUACY

Your Company has established a comprehensive internal control
frameworks designed to systematically mitigate the operational,
financial, and compliance risks. Within the controlled environment,
structured policies, standard operating procedures and standards
are benchmarks are enforced to maintain discipline across the
organisation. The existing internal control systems are robust and
commensurate with the current scale, complexity, and dynamic nature
of the Company’s business operations. These internal controls are
strategically engineered to provide reasonable assurance regarding:

1.    Achieving strategic business objectives;

2.    Ensuring the efficiency and effectiveness of business operations;

3.    Prevention and detection of frauds, leakage, and
operational errors;

4.    Safeguarding its assets and resources;

5.    Complying with applicable statutory laws and regulatory
frameworks; and

6.    Providing reliable, accurate and timely financial information.

Your Company maintains a robust internal audit function, spearheaded
by industry veterans and process experts. The Audit Committee of
the Board periodically evaluates the audit functions ensuring that
key findings are addressed with immediate corrective action. The
key operational and financial issues are routinely assessed, with
improvements integrated systematically to enhance data reliability. The
Company leverages its global Enterprise Resource Planning (ERP)
platform to continuously align the workflow, processes and controls
mechanisms with the evolving industry practices.

INTERNAL CONTROL OVER FINANCIAL
REPORTING

In line with the provisions of the Companies Act, 2013, the Company
places significant emphasis on maintaining an adequate and robust
Internal Financial Control (IFC) frameworks. The details of the system
and its operational effectiveness are as under:

1.    The internal financial controls commensurate with the size, scale
and complexity of the Company’s operations;

2.    The Audit Committee of the Board periodically reviews the internal
audit plans and provides observations and recommendations to
the Internal Auditors and Statutory Auditors;

3.    The controls were tested during the year with no reportable
material weaknesses observed;

4.    Your Company is continuously automating these controls to
enhance its reliability and operational efficiency;

5.    Your Company adopts and adheres to accounting policies that
aligns with the Indian Accounting Standards (Ind AS) notified
under Section 133 of the Act read with the Companies (Indian
Accounting Standards) Rules, 2015. These policies are in
accordance with the Generally Accepted Accounting Principles
(GAAP) in India;

6.    Your Company’s Books of Accounts are maintained in IFS
(Industrial and Financial Systems), a global Enterprise Solution
and transactions are executed through IFS setups to ensure
data integrity, operational efficiency and complete reliability of the
financial reporting;

7.    Your Company utilises an integrated cross functional budgeting
framework. The budgets are reviewed on a monthly basis to
analyse the operational performance, enabling management to
implement timely corrective actions, wherever required;

8.    Overseas subsidiaries provide the necessary financial data
for consolidation of accounts in the format prescribed by the
Company, accompanied by the certification from the statutory
auditors of the respective entities.

RISK MANAGEMENT

Your Board has constituted a dedicated “Risk Management and
Monitoring Committee” to review risks trends, exposure, potential
impact analysis and mitigation plans. The Committee comprises four
(4) Directors out of which two (2) are Independent Directors and two
(2) are Executive Directors. Comprehensive details regarding the
Company’s risk management framework, strategy, risk assessment,
risk acceptance, risk avoidance, risk mitigation, risk review etc.
forms part of Management Discussion and Analysis section of this
Annual Report.

AWARDS & RECOGNITIONS

During the year under review, your Company was honoured with
several prestigious awards and accolades from prominent industry
bodies, reputed organizations and clients for its achievements in
sustainable engineering solutions, project executions, etc. Please refer
to dedicated section of this Annual Report for the details of the rewards
and recognition achieved during the FY 2025-26.

SIGNIFICANT AND MATERIAL ORDERS PASSED
BY THE REGULATORS, COURTS OR TRIBUNALS
IMPACTING THE GOING CONCERN STATUS AND
COMPANY’S OPERATIONS IN FUTURE

No significant or material orders were passed by any regulators,
courts or tribunals during the year under review that would impact the
Company’s going concern status and its future operations.

INSOLVENCY AND BANKRUPTCY CODE, 2016

No Corporate Insolvency Resolution Process has been initiated against
the Company under the Insolvency and Bankruptcy Code, 2016 (IBC)
during the year under review.

OTHER DISCLOSURES

(a)    Deposits:

Your Company did not accept any public deposit within
the meaning of Sections 73 and 74 of the Act, read with the
Companies (Acceptance of Deposits) Rules, 2014 [including any
statutory modification(s) or re-enactment(s) thereof for the time
being in force], during the year under review.

(b)    Contracts or Arrangements with the Related Parties:

The disclosures of contracts or arrangements entered into with
the related parties under Section 188(1) of the Act, is enclosed in
Form AOC-2 as Annexure - V to the Board’s Report.

(c)    One-time settlement

There was no instance of any one-time settlement with any
bank(s) or financial institution(s) during the year under review.

(d)    Annual Return

A copy of the annual return of the Company for the FY 2025-26
pursuant to the provisions of Section 134(3)(a) read with Section
92(3) of the Act is hosted on the Company’s website at:https://
www.wabag.com/investor-communications/.

(e)    Secretarial Standards

The Company has complied with the applicable Secretarial
Standards issued by the Institute of Company Secretaries
of India (ICSI).

(f)    Conservation of Energy

The details on conservation of energy technology absorption and
foreign exchange earnings and outgo as stipulated under Section
134 of the Act, read with the Companies (Accounts) Rules, 2014,
are enclosed as Annexure - VI to this Board’s Report.

(g)    Differential Rights

Your Company has not issued any sweat equity shares or equity
shares with differential rights regarding dividends, voting rights or
otherwise, during the year under review.

(h)    Nature of Business

During the year under review, there was no change in the nature of
business of the Company or any of its subsidiaries.

(i)    Maternity Benefits

The Company is in compliance with the applicable provisions
relating to maternity benefits as prescribed under the Maternity
Benefit Act, 1961 / the Code on Social Security, 2020.

QUALITY, HEALTH, SAFETY AND ENVIRONMENTAL
PROTECTION (QHSE)

Your Company is committed to provide a safe, healthy and conducive
environment for all of its employees and associates ensuring strict
compliances with all the applicable labour laws. Comprehensive details
on the Company’s quality, health, safety, environmental initiatives,
objectives and achievements made by the Company are detailed in the
other sections of this Annual Report.

SUSTAINABILITY INITIATIVES

At WABAG, sustainability is embedded in the Company's purpose
of creating a world of sustainable water solutions. The Company's
business inherently contributes to environmental stewardship by
delivering innovative solutions for water treatment, wastewater
management, water reuse, desalination, and resource recovery,
enabling communities and industries to address growing water and
climate challenges. Guided by its commitment to responsible growth
and sustainable development, WABAG integrates Environmental,
Social and Governance (ESG) principles across its operations and
value chain. Through its projects, technologies, and operational
practices, the Company advances water security, resource efficiency,
climate resilience, and ecosystem protection, creating long-term value
for stakeholders while contributing to a better sustainable future.

Sustainability is the core principle driving your Company’s business.
Globally, your Company is actively engaged in developing and
delivering eco-friendly, sustainable solutions engineered for the future.
As demonstrated throughout this report, your Company’s contribution
and commitment to sustainability are deeply pro-nature and forms an
integral component of our core business strategy.

As part of WABAG’s supplier engagement and capacity-building
efforts, your Company organized various ESG awareness and training
programs for its supply chain partners, strengthening sustainability
integration and promoting responsible business practices. A detailed
account of the Company's sustainability performance, initiatives,
and ESG disclosures are provided in the Business Responsibility
and Sustainability Report (BRSR), which forms an integral part of
this Annual Report.

WHISTLE BLOWER POLICY / VIGIL MECHANISM

Your Company has established a Whistle Blower Policy and Vigil
Mechanism, providing a secure platform for its Directors, Employees,
Business Associates and other Stakeholders to report genuine
concerns about unethical practices, actual or suspected fraud, and
violation of the Code of Conduct. This mechanism ensures complete
protection against retaliation and operates through a dedicated,
confidential e-mail channel.

Any Director or employee who becomes aware of an unethical
behaviour, fraud or violation of code of conduct may report the matter
to the Ethics Committee for redressal, as prescribed in the policy.
The Audit Committee of the Board oversees the implementation and
functioning of this mechanism. The said policy is hosted on the website
of the Company at www.wabag.com.

GREEN INITIATIVES

WABAG stands for sustainability and has demonstrated its commitment
to creating a green earth for over ten (10) decades. WABAG’s vision is
aligned to the United Nations Sustainable development goals (SDGs)
2030 and this has been reflected in the Group’s numerous initiatives as
highlighted below:

1. Green Initiatives begin at home: 100% of the total power
requirement of our headquarters in Chennai is derived from
hybrid (Solar and Wind) renewable energy, thereby bringing
down energy cost by over 27% as well as becoming a part
of green energy compliant corporate. As we have moved to
Hybrid renewable energy from April 2025 and having received
100% renewable energy for FY 2025-26, WABAG House is
formally qualified to become Net Zero in Energy and necessary
documentation work is in progress to obtain CII-IGBC
Certification in this regard. WABAG is already certified as Near
Net Zero in Energy and the certification of Net Zero in Energy
in the coming months will demonstrate again our continued
commitment to sustainability.

It is in recognition of this initiative that our headquarters, WABAG
HOUSE, has been Certified as Near Net Zero in energy by Indian
Green Building Council (IGBC), in addition to being Re-Certified
as Platinum rated Green building during September 2024.

1.    WABAG House has won CII-SR Sustainability Award
in two categories, namely Energy Efficiency & Renewal
Energy and Net Zero in Water / Water Positive, recognizing
strong sustainability performance and environmental
stewardship, against stiff competition with over 80
Corporates / Industries.

2.    WABAG House has received notable recognition from CII-
IGBC for the 'Best Performing Green Building Excellence
Award 2025’ and 'Best Workplace Award for Health &
Wellbeing’, re-affirming our continued commitment to
sustainability, workplace standards and best in class
administrative practices.

3.    WABAG House has been awarded with CII-IGBC Platinum
Employee Health & Wellbeing Certification, by Chairman of
CII-IGBC (Chennai Chapter) during August 2025.

4.    WABAG received Platinum Certification and an
Appreciation Award from AROGYA World for
Healthy Workplace.

5.    For FY 2025-26, the Company has recycled 4,111 Kgs of
used / unwanted papers, thereby saved 71 well grown trees.

6.    Consecutively for the third year, WABAG has been awarded
with Most Preferred Workplace 2025 by Team Marksman,
supported by India Today and Business Standard, at a
function held at Mumbai on June 27, 2025.

Other initiatives taken are as follows:

•    Paper Waste is being sent to ITC Limited for recycling
and the proceeds obtained in the form of stationeries are
distributed to local panchayat schools;

•    Batteries, oil waste and e-waste are being disposed for
recycling through Pollution Control Board (PCB), an
authorized re-cycler;

•    Employee friendly initiatives like ergonomics, indoor air
quality and LUX level are maintained as per standards;

•    Conservation of energy and water management resulted in
low Energy and Water Performance Index;

•    Food wastes are converted into natural manure by
implementing in-house compost pit management system;
being used for in-house plants;

•    Reduced the use of plastics and paper cups. Introduced
customized glass water bottles, glass & porcelain water
and coffee mugs across Head Office (WABAG House) and
Regional Offices;

•    Renovated and recharged rain water harvesting systems
percolation capacity at WABAG House and thereby
achieved more than 2.7X times of water used in the building
is returned to earth through rain water;

•    E-Tender process for sourcing materials in the Company’s
procurement function as a step towards digitization;

•    All internal memos / approval notes are automated through
system instead of conventional memo / approval notes in
the form of papers and attachments.

2. Digitisation: Moving forward on its commitment towards
a Green Planet for future generations and in furtherance of
digitization commitment to Go-Green initiative of the Government,
your Company has been using digital mechanism to conduct
Board / Committee Meeting(s) as per the provisions of the law
and the agendas, notes and other supporting documents of the
Board / Committee meetings are circulated through a secured
electronic platform for ease of access to the Directors / Members
for their review and consideration, thereby reducing usage of
papers to a limited purpose.

WABAG took various initiatives to reduce the usage of physical
Annual Reports by continuously persuading the Members to get
registered their e-mail ids with their respective DPs to avail the
e-version of Annual Reports and providing e-voting facility to all its
Members to enable them to cast their votes electronically on all
resolutions set forth in the Notice including attending the General
Meetings (both Annual General Meeting and Extraordinary
General Meeting) electronically.

3.    Breathing life into lifelines: Clean water and rejuvenated
rivers are key to enhancing the Green cover on Planet Earth.
Your Company has been playing an integral role to ensuring
this by collaborating with Governments worldwide. In India
particularly your Company has emerged as one of the foremost
partners of the Government in rejuvenating India’s lifeline,
Holy River Ganga under the world’s largest river cleaning
programme Namami Gange.

4.    Advancing Circular Economy Principles

Your Company believes that sustainable growth is best achieved
when resources are continuously conserved, recovered,
and reused. Inspired by nature’s own circular systems, your
Company has embedded resource recovery-based circular
economy principles across its water and wastewater solutions,
transforming conventional treatment infrastructure into engines
of sustainability and value creation.

Moving beyond the traditional linear model of treatment and
disposal, your Company’s approach focuses on recovering
every possible resource from wastewater streams. Through
advanced treatment technologies, treated used water is
converted into reliable alternate water sources under the
concept of Manufactured Water, sludge is transformed into
renewable energy and useful by-products, and plant operations
are optimized for energy efficiency and long-term resilience.

Your Company also serves as a decarbonisation partner
to its customers by enabling low-carbon, resource-efficient
water systems that reduce freshwater dependency, lower
emissions, improve energy performance, and support long-term
climate resilience.

By combining engineering excellence with lifecycle
accountability, your Company continues to position water
infrastructure as a strategic enabler of circular growth.

Circular Economy in Action Through Flagship Projects

Your Company’s project portfolio demonstrates how circular
economy principles can be implemented at scale to solve real
urban and industrial challenges. Across multiple geographies,
your Company’s facilities are helping cities restore water bodies,
reduce pollution, recover energy, recycle water, and create
long-term environmental value through reuse and recovery-led
infrastructure.

The 150 MLD K&C Valley WWTP Bengaluru is a leading example
of wastewater reuse creating regional water security. The plant
generates over 5,450 crores litres of treated used water annually,
supporting lakes and water-stressed regions such as Kolar
and Chikkaballapura. In addition, sludge-derived energy meets
nearly 67% of the plant’s total power requirement, demonstrating
integrated water and energy recovery.

The Digha and Kankarbagh Wastewater Infrastructure
Project, Patna, with a combined treatment capacity of 150
MLD, represents a major milestone under the Namami
Gange Programme. The integrated system includes sewage
treatment plants, sewerage networks, pumping stations, and
long-term operations responsibility, helping improve sanitation
coverage while significantly reducing pollution load entering
the River Ganga.

Your Company’s KMDA wastewater projects in Kolkata,
developed under the Hybrid Annuity Model, further support river
rejuvenation through modern sewage treatment infrastructure
designed to improve water quality, protect ecosystems, and
benefit millions of residents across the metropolitan region.

The Pappankalan WWTP New Delhi continues to remain an
important benchmark in resource recovery-led wastewater
management through treated water discharge, green energy
generation, and beneficial sludge reuse.

Your Company’s NMDC Central Zero Liquid Discharge (CZLD)
Project is another significant example of industrial circularity. By
treating and recovering water from industrial effluent streams for
reuse, the project supports responsible industrial growth while
minimizing freshwater intake and wastewater discharge.

Expanding Circularity into Clean Energy

Your Company views Bio-CBG as the next frontier in circular
economy-led infrastructure, where organic waste streams from
wastewater treatment are transformed into clean, compressed
renewable fuel. Produced by upgrading biogas generated
during sewage sludge digestion, Bio-CBG serves as a clean and
green transportation fuel, offering a sustainable replacement to
conventional fossil fuels while reducing methane emissions and
unlocking additional value from wastewater assets.

During the year, your Company marked an important milestone
by entering the Bio-CBG segment through its first Bio-CNG
project in partnership with Peak Sustainability Ventures.
The project will convert biogas generated from the 70 MLD
Dundaheda Sewage Treatment Plant (STP) in Ghaziabad into
high-quality renewable fuel, creating an additional revenue
stream for the municipal corporation, improving air quality, and
demonstrating a scalable model that connects water, waste and
clean mobility solutions.

Manufactured Water: Creating New Water Sources

Driven by the belief that water is too precious to be used only
once, your Company continues to advance the concept
of Manufactured Water by converting treated wastewater
into dependable alternate water sources for industrial
and municipal use.

The Koyambedu TTRO Plant, Chennai, one of India’s most
advanced tertiary treatment and reuse facilities, converts
municipal wastewater into high-quality industrial water, helping
conserve significant volumes of freshwater annually. The
project has received global recognition as a benchmark in
urban water reuse.

The 40 MLD Ghaziabad TTRO Plant further strengthens this
leadership by recycling municipal wastewater into high-quality
industrial-grade water for the Sahibabad industrial region,
reducing freshwater dependency while supporting uninterrupted
economic activity.

Both the Koyambedu TTRO Plant and the Ghaziabad TTRO
Plant have received international recognition at the Global Water
Awards for excellence in water reuse, reinforcing your Company’s
leadership in manufactured water solutions.

Sustainability Performance and Recognitions

Your Company’s commitment to measurable sustainability
outcomes continues to receive independent recognition.
In its latest CDP assessment, your Company achieved
a rating of A- in Water Security and B in Climate Change,
reflecting strong governance, transparent disclosures, and
environmental performance.

During FY 2025-26, your Company was honoured with several
prestigious recognitions, including:

•    Best WWTP (Digha & Kankarbagh Project), Complete
Water Solution Provider - Industrial, and Net Zero Initiative of
the Year at the Water Digest World Water Awards 2025-26;

•    Innovation in Sludge Treatment & Resource Recovery at
the Global Sustainability & Innovation Awards 2026;

•    Recognised as a Champion of Circular Revolution at the ET
Edge Global Sustainability Alliance - Transformation Series;

•    International recognition at the Global Water Awards for the
Ghaziabad TTRO project, which was recognised as Water
Reuse Project of the Year.

Looking Ahead

As cities and industries increasingly seek sustainable water and
climate solutions, your Company remains committed to scaling
circular economy practices that create new water sources,
recover valuable resources, reduce emissions, and strengthen
environmental resilience. By integrating water, energy, and
sustainability, your Company continues to build infrastructure
that powers economies while preserving resources for
future generations.

KEY PROJECT UPDATES
INDIA CLUSTERCHENNAI METROPOLITAN WATER SUPPLY AND
SEWERAGE BOARD, INDIA - SWRO DESALINATION
PLANT-PERUR

Your Company, along with METITO Overseas Limited, is executing
a landmark 400 MLD desalination project worth INR 4,400 Crores
for CMWSSB at Perur, Chennai (the largest order in the Company’s
history) and, upon completion, this will be the largest desalination plant
in Southeast Asia region.

The 400 MLD SWRO desalination plant at Perur, funded by Japan
International Cooperation Agency (JICA), will significantly strengthen
Chennai’s water security, taking the city’s total desalination capacity
to around 750 MLD. Under the 42-month DBO contract, followed by
20 years of O&M, your Company will play a pivotal role in managing
the supply of nearly 70% of Chennai’s desalinated water, reinforcing its
leadership in the sector.

The said project has achieved significant progress across all key
execution fronts, reaching 95% Engineering completion, 99.6%
Procurement (Ordering) completion, 94% Marine Works completion,
and 75.24% Civil Works completion. These achievements reflect strong
project execution, effective planning, and sustained momentum toward
successful project delivery within the committed schedule.

Procurement activities are progressing as planned, with all major supply
packages successfully ordered and the majority of materials already
delivered to site. Notably, all foreign supplies have been completed
ahead of the project schedule. Critical equipment and materials,
including Energy Recovery Devices (ERDs), Reverse Osmosis (RO)
Membranes, RO Pressure Vessels (ROPVs), GRP Pipes, Transformers,
HT Panels, Cables, and SDSS Pipes, have been delivered. The balance
materials are under fabrication and manufacturing, in line with the
project execution plan.

A major project milestone was achieved during the period May 2025
to May 2026 with the successful completion of key offshore marine
activities, which includes:

•    Intake Pipeline Launching - 1,200 m x 2 Nos.

•    Outfall Pipeline Launching - 750 m

•    Caisson Launching - 4 Nos.

This represents a landmark achievement for WABAG, marking the
successful execution of marine works of this scale and complexity
for the first time. The accomplishment demonstrates the Company's
expanding technical capabilities and the team's commitment to
delivering challenging projects with excellence.

Construction activities have gained significant momentum, with
multiple work fronts progressing simultaneously and at an accelerated
pace. Hydrostatic testing has been successfully completed for major
structures, including Intake Structure, Product Water Tank, Permeate
Tank, Clear Water Reservoir, Gravity Thickener, Sludge Balancing Tank,
Neutralization Pit.

Mechanical installation activities are now in full swing. Major equipment
erection has been completed, including Intake VT Pumps with Motor,
Sludge Thickener, RO Skids. Erection Works are currently progressing
for RO High pressure pump, ERD Booster Pump, Travelling Band
Screen, RO Pressure Vessels, GRP Pipes, SDSS Pipes, Lamella Clarifier.

Overall, the project continues to progress strongly across procurement,
marine, civil, and mechanical work fronts, maintaining alignment with
key project milestones and delivery objectives.

DHAKA WATER & SEWERAGE AUTHORITY, PAGLA -
200 MLD STP

This prestigious assignment is being executed by your Company for the
Dhaka Water Supply and Sewerage Authority (DWASA) and involves
the treatment of 200 MLD capacity at Pagla Wastewater Treatment
Plant. This landmark project [jointly funded by the World Bank, the
Asian Infrastructure Investment Bank (AIIB), and the Government of
Bangladesh - reinforcing its strategic importance and global credibility] is
Bangladesh’s first sludge-to-energy wastewater facility, with 40 months
of execution period, followed by 5 years of comprehensive O&M.

The facility integrates activated sludge treatment, space-efficient
lamella clarifiers, advanced odour control, and bio-gas-based captive
power generation covering up to 40% of its energy demand.

Aligned with World Bank’s ESG standards, this project underscores
your Company’s strategic focus on global expansion, wastewater
treatment, and multilateral-funded sustainable infrastructure.

Significant milestones have been achieved on the construction of
Aeration Tank & Secondary sedimentation tank works. The project has
recorded significant accomplishments with 56% of ordering.

RENEWSYS

The rapid expansion of India’s renewable energy infrastructure has
driven a critical shift toward domestic manufacturing. Historically
dependent on imported solar components, India launched the
Production Linked Incentive (PLI) scheme to establish self-reliant,
gigawatt-scale manufacturing ecosystems.

As India’s first integrated manufacturer of solar PV modules and
key components (backsheets, EVA encapsulants, and solar cells),
RenewSys India Pvt. Ltd. (part of the global Enpee Group) initiated a
major expansion at its hub in FabCity, Maheshwaram, Hyderabad. The
Company set out to build an advanced 2 GW Solar PV Cell Manufacturing
Facility to produce next-generation high-efficiency solar cells.

Solar cell fabrication is an intensely water-reliant process.
Manufacturing high-efficiency silicon wafers requires massive
volumes of Ultrapure Water (UPW) for various solar cell manufacturing
processes. Even minute impurities or dissolved ions in the process

water can adversely affect semiconductor performance and reduce
cell efficiency. Concurrently, the manufacturing process generates
hazardous chemical effluents containing acids, fluorides, heavy
metals, and suspended solids.

As the facility is located in a water-stressed region of Telangana,
securing a reliable freshwater supply while responsibly managing
hazardous liquid discharge presented a critical operational and
environmental challenge. To address this dual challenge, RenewSys
required an integrated, closed-loop water infrastructure capable of
generating electronic-grade ultrapure water and treating wastewater to
achieve Zero Liquid Discharge (ZLD) compliance.

In August 2025, RenewSys awarded a turnkey Engineering,
Procurement and Construction (EPC) contract to WABAG, a global
leader in water technology.

The project represents a milestone integration of high-tech solar
manufacturing and sustainable, circular-economy water management.
By recycling 90% to 94% of its process wastewater through advanced
Mechanical Vapour Recompression (MVR) technology, the facility
secures its water supply, minimizes stress on Hyderabad's local water
resources, and eliminates environmental discharge.

The project has achieved significant progress across all key execution
fronts as under:

•    Basic engineering - 100% completed;

•    Detailed Engineering - 100% completed;

•    Ordering 100% Completed;

•    Manufacturing & Supply of items - 77% completed against the
schedule of 73%;

•    Erection of mechanical equipment and tanks started at site;

•    Commissioning expected to be completed by November 2026.

GAIL (India) Limited - PATA, Uttar Pradesh

Your Company was awarded a prestigious contract by GAIL (India)
Limited for advanced water treatment infrastructure at its Pata
petrochemical complex in Uttar Pradesh, for a 450 m³ / hr UF-RO
Effluent Recycle Plant, a ZLD facility with evaporator technology, a new
WWTP, and upgrades to existing treatment systems - maximizing water
recovery and minimizing environmental impact. The project will be
completed within 24 months, followed by a 6-month O&M period, with
PDIL serving as the Engineer-in-Charge. Once operational, the treated
water will be reused as Cooling Tower Make-Up water, significantly
reducing GAIL’s reliance on freshwater resources and reinforcing its
commitment to sustainable industrial operations.

The project has achieved almost 50% cumulative progress against
the overall scope. Engineering activities have reached close to
95% completion, including the submission and approval of detailed
engineering documents. Material ordering activities have achieved
99% completion, with procurement of the remaining critical items in
progress. Manufacturing & Supply has progressed to close to 50%
completion, reflecting steady advancement in fabrication and supply
activities. Construction & Commissioning activities have achieved

about 23% completion, with ongoing focus on key work fronts across
the NWWTP, RO-ZLD, and SWGP facilities to sustain progress and
support upcoming project milestones.

BWSSB - Bommanahalli

The BWSSB WBS-III Project is being executed by your Company under
Karnataka Water Security and Disaster Resilience Program (KWSDRR),
funded by the World Bank and implemented by the Bangalore Water
Supply and Sewerage Board (BWSSB). This marks a repeat order
from BWSSB, which further strengthens WABAG’s reputation as a
trusted Life Cycle Partner. The project involves the design, engineering,
construction, testing, commissioning, and operation & maintenance
for a period of ten years of wastewater treatment and sewerage
infrastructure for 110 villages in the Bommanahalli Zone of Bengaluru.

The scope of work includes the construction of four Wastewater
Treatment Plants (WWTPs) with capacities of 5 MLD at Iblur, 10 MLD
at U.M. Kaval, 15 MLD at Hulimavu, and 35 MLD at Anjanapura, along
with Intermediate Sewage Pumping Stations (ISPS) at Vakil Garden
and Gottigere. The treatment facilities are based on advanced
Sequential Batch Reactor (SBR) technology and include tertiary
treatment units, biogas generation systems, solar sludge drying beds,
sludge dewatering facilities, and SCADA-based automation systems.
In addition, the project includes the construction of approximately
77 km of underground sewer network comprising DWC, RCC, and
DI pipelines, machine holes, lifting pumping stations, and associated
restoration works.

Chennai Petroleum Corporation Limited (CPCL) -
Chennai

WABAG has been awarded a contract by Chennai Petroleum
Corporation Limited (CPCL) for a strategic water infrastructure
project in Tamil Nadu.

The scope of work includes engineering, supply, fabrication, installation,
and commissioning of desalinated water pipelines connecting CPCL’s
Manali Refinery to its desalination plant in Kattupalli. The project is
slated for completion within 12 months.

The project’s inherent complexities—such as pipeline laying through
marshy terrain, across canals, and railway crossings—underscore
CPCL’s continued trust in WABAG as the ideal partner to deliver this
challenging project.

This initiative will play a vital role in meeting CPCL’s industrial water
requirements. The award also reaffirms WABAG’s long-standing
partnership with CPCL, who once again entrusted WABAG with the
delivery of a mission-critical infrastructure project.

This project involves complex execution across marshlands, canals,
and railway crossings, reaffirming CPCL’s confidence in WABAG’s
capability to deliver critical water infrastructure.

The project will strengthen CPCL’s industrial water security and further
reinforce your Company’s trusted partnership with CPCL. Procurement
activities are completed as per schedule. The construction activities are
in full swing and is expected to be commissioned by November 2026.

City and Industrial Development Corporation
(CIDCO)

Your Company has made a strong return to the Design-Build-Operate
(DBO) space in Maharashtra by securing a 270 MLD Water Treatment
Plant (WTP) project from the CIDCO. The project involves the design,
construction, and long-term operation of a water treatment facility
at Jite, Raigad, aimed at addressing the increasing water demand
of Navi Mumbai. The plant will source water from the Hetwane
Dam, which, after treatment, will be pumped to the existing Master
Balancing Reservoir (MBR) at Vihal for distribution throughout the
city. WABAG will be responsible for the end-to-end execution of the
project, including design, engineering, procurement, construction,
installation, commissioning, and a 15-year operation and maintenance
(O&M) period. The construction phase is scheduled for completion
within 42 months from commencement. This project underscores your
Company’s continued commitment to delivering sustainable water
infrastructure and reaffirms its expertise in executing large-scale urban
water supply solutions.

The project has achieved 78% overall completion, reflecting steady
progress across engineering, procurement, and construction
activities. A total of 10,970 cum of RCC has been completed against
the planned 16,500 cum, marking substantial advancement in civil
works. Procurement activities are nearing closure, with 99% of material
supply completed and the balance items being expedited to support
ongoing site execution. Construction activities continue to progress
in line with the project schedule, with the team focused on completing
the remaining civil, mechanical, and commissioning-related works to
achieve the targeted Mechanical Completion by January 2027.

IOCL Projects:IOCL Panipat - DM/CPU Plant & ETP

Your Company was awarded the EPCC Package for DM, CPU, and ETP
facilities along with associated utilities for the Poly Butadiene Rubber
(PBR) Plant Project at IOCL Panipat Refinery and Petrochemical
Complex, Panipat, Haryana, India. The project scope encompasses the
Engineering, Procurement, Construction, and Commissioning (EPCC)
of the DM Plant, CPU, and ETP facilities. Technip Energies has been
appointed as the Consultant for the project.

The project includes the establishment of a 180 m³/hr Demineralized
(DM) Water Plant, 75 mE/hr Condensate Polishing Unit (CPU), and
15 m3/hr Effluent Treatment Plant (ETP). The EPC phase is scheduled
for completion within 12 months, followed by a one-month period for
commissioning and Performance Guarantee Test Run (PGTR).

Key highlights of the project include the completion of approximately
90% of the 3D model review, reflecting substantial progress in the
engineering phase. The civil works and piping fabrication activities are
currently in progress. Equipment erection activities, along with Electrical
and Instrumentation (E&I) works, are scheduled to commence from
June 2026 onwards.

IOCL Panipat - DM plant 2 Chain

Your Company was awarded the repeat order of EPC Package for DM
Plant - 2 Chains (1 Working + 1 Standby), Degasser, RO Feed Tank & MB

Vessel at the ROTTP Area, and Conversion of DMF Tank at the NDMP
Area, Panipat Refinery on a Lump Sum Turnkey (LSTK) basis. The
scope of work includes the Engineering, Procurement, Construction,
and Commissioning (EPCC) of the DM Plant facilities. Development
Consultant Private Limited (DCPL) has been appointed as the Project
Consultant for this assignment.

The project involves the establishment of two chains of 160 m³/hr
Demineralized (DM) Water Plants (1 Working + 1 Standby). The first DM
plant is scheduled for completion within 10 months, while the second
plant is targeted for completion within 12 months. This will be followed by
a two-month commissioning period in automatic mode for both plants.

Key highlights include the completion of basic engineering for the
project. Approximately 30% of the 3D model has been completed, and
the model review meeting with the client is currently being scheduled.
Purchase Order (PO) placement and Bank Guarantee (BG) opening
for critical tagged items are in progress. The topographical survey
and soil investigation activities have been successfully completed.
Approximately 60% of the dismantling activities have been completed
to date. The resources for civil works are being mobilized.

Reliance Industries Limited (RIL) Packages

WABAG has secured significant repeat orders from RIL for the supply
of advanced Water Treatment Systems at its Dahej and Nagothane
facilities. This includes two DM - CPU plants of capacities 3 X 300
m3/hr - 2 x 150 m3/hr each, one ETP of capacity 520 m3/hr, one
TTP of capacity 925 m3/hr and augmentation of one existing ETP.
This win marks yet another milestone in WABAG’s long-standing
relationship with RIL, a key client for nearly three decades. The repeat
order further strengthens your Company’s reputation as a trusted and
preferred partner for water and wastewater solutions in the Oil, Gas,
and Petrochemical sector.

The DMD DM CPU project has achieved an overall progress of 80%,
with the project team receiving appreciation from RIL for achieving
safe man-hour milestones. Mechanical completion of the project is
targeted by August 2026. The NMD DM-CPU project has achieved
70% overall completion, with significant progress across construction
activities. Pipe rack erection has been fully completed, and major
civil works have been substantially finished, except for a few pending
equipment foundations. The project team continues to focus on
the remaining construction and installation activities to achieve the
targeted mechanical completion by October 2026.

For the DMD ETP project, 90% of the 3D modelling has been
completed and tag closure activities are in progress. Procurement is
progressing well, with all imported items delivered to site and around
50% of indigenous items already delivered, while the balance remains
in advanced stages of manufacturing. Supply completion is targeted by
September 2026, with mechanical completion planned by November
2026. Procurement is progressing well for NMD-ETP project, with all
imported items delivered to site and around 50% of indigenous items
already delivered, while the balance remains in advanced stages
of manufacturing.

Engineering activities for the SSF projects have been completed, and
supply completion is expected by July 2026.

Projects under the Public-Private Partnership (PPP)
Model

A.    BIHAR URBAN INFRASTRUCTURE DEVELOPMENT
CORPORATION (HAM) - STP & NETWORK

Your Company, a leading pure-play Indian multinational in water
technology, is currently executing the largest project awarded
under the Namami Gange Programme. Awarded by the Bihar
Urban Infrastructure Development Corporation (BUIDCO)
under the National Mission for Clean Ganga (NMCG), the project
is being implemented in the Digha and Kankarbagh zones
of Patna, one of the most densely populated cities situated
along the banks of the River Ganga. This prestigious project
involves the construction of Sewage Treatment Plants (STPs)
with a total capacity of 150 million litres per day (MLD), along
with a comprehensive sewerage network spanning over 453
kilometers. It is a combination of Design, Build and Operate
(DBO) and Hybrid Annuity Model (HAM) execution. Notably, this
marks the first water infrastructure project in the state of Bihar to
be implemented under the HAM model, where 40% of the EPC
cost will be provided as a grant during construction, and the
remaining 60% will be paid as annuity over 15 years, along with
operational costs. At the heart of the project is the development
of two major STPs: a 100 MLD plant in Digha, accompanied by
interception and diversion works, two sewage pumping stations,
a redesigned 300-kilometer sewerage network; and a 50 MLD
plant in Kankarbagh, which includes flow diversion works and a
newly designed 150-kilometer network.

The STPs are designed with a resource recovery model,
incorporating green energy generation from biogas, which
helps to minimize operational costs and reduce environmental
impact. Additionally, these plants are being constructed with a
focus on compact design and high efficiency, ensuring a minimal
footprint while maximizing performance. WABAG is making
commendable progress on this project, advancing steadily on all
fronts and reinforcing its role as a trusted partner in India’s mission
to rejuvenate the River Ganga and improve urban sanitation
through sustainable, future-ready water solutions.

This project was crowned "Wastewater Project of the Year" at the
Global Water Summit 2026, highlighting your Company's global
benchmark in sustainable urban wastewater management. Your
Company has successfully begun the O&M phase for both the
STPs early in Q4 of Financial Year 2025-2026.

B.    GHAZIABAD NAGAR NIGAM (HAM) - TTRO

WABAG, through its wholly owned subsidiary Ghaziabad Water
Solutions Private Limited (SPV entity), has signed a concession
agreement with Ghaziabad Nagar Nigam (GNN) in Uttar Pradesh
for the development of a 40 MLD Tertiary Treatment Plant (TTP).
The project, awarded under the Hybrid Annuity Model (HAM) as part
of a Design-Build-Operate (DBO) contract. Under this agreement,
WABAG was responsible for constructing the plant over a period of
two years and will operate and maintain the new facility—along with
the existing upstream 56 MLD Sewage Treatment Plant (STP)—for
a duration of 15 years post-commissioning. This milestone project
was notable not only for its scale but also for its innovative financing

model, as the construction phase is co-funded by one of IndiaS first
municipal Green Bonds issued specifically for a water treatment
initiative. The Ghaziabad TTP treats effluent from the existing STP to
produce high-quality, industrial-grade recycled water, which will be
supplied to industries in the Sahibabad Industrial Estate. This landmark
project further cemented WABAGs leadership in water reuse and
recycling technologies in India. The use of green bond funding, a first
for any water treatment project in the country, underlines the project’s
alignment with environmental sustainability and ESG priorities. Adding
to its credibility, Ghaziabad Nagar Nigam is a debt-free entity and has
consistently maintained a revenue surplus in recent years, according to
India Ratings—enhancing the project’s financial robustness and long¬
term viability.

The project was internationally recognized when it received the Best
Municipal Treated Water Reuse Award at the Water Digest World
Water Awards 2024-25. Additionally an international delegation
from West Suffolk College, UK, visited the TTP as part of a study
tour on smart and sustainable cities. The completion certificate was
obtained from the client in December 2025.

MEA CLUSTER

KEY PROJECT UPDATES & ACHIEVEMENTS

Yanbu 300 MLD SWRO, Saudi Arabia

•    Client: Saudi Water Authority (SWA)

•    Project Capacity: 300 Million Litres per Day (MLD)

•    Strategic Significance:

WABAGs journey to securing the Yanbu mega-desalination project stands
as a powerful testament to its perseverance and core values. Notably,
WABAG emerged as the L1 bidder in all three calls of the tender, consistently
demonstrating technical superiority and commercial competitiveness.
Despite the project being re-tendered multiple times, our unwavering focus,
resilience, and commitment to excellence ensured that we remained at the
forefront ultimately converting this persistence into success.

This landmark achievement reflects the strength of WABAG’s cultural
pillars- Resilience, Customer Centricity, Innovation, and Execution
Excellence, which continue to define our approach in navigating complex
and competitive opportunities. Winning one of our largest EPC orders in the
Kingdom reinforces our capability to compete and succeed in the “Mega¬
Project” category, while further strengthening our reputation as a trusted
infrastructure partner for the Saudi Water Authority (SWA).

Aligned with Saudi Vision 2030, the Yanbu project will significantly
contribute to enhancing water security through sustainable, large-scale
desalination infrastructure. For WABAG, this success is more than a
commercial milestone—it is a reflection of our consistency determination,
and ability to deliver value at scale, even in the face of repeated challenges.

Al Jouf 50 MLD BWRO, Saudi Arabia

•    Client: Saudi Water Authority (SWA)

•    Project Capacity: 50 Million Litres per Day (MLD)

•    Strategic Significance:

WABAG secured a Letter of Award from the Saudi Water Authority (SWA)
for a 'Large’ repeat order, reaffirming its strong partnership and continued
trust in the Kingdom of Saudi Arabia. The scope encompasses Engineering,
Procurement and Construction (EPC) of a technologically advanced 50
MLD Brackish Water Reverse Osmosis (BWRO) plant at Al Jouf.

This state-of-the-art facility is designed to treat raw water sourced from
bore well fields containing rare and complex elements presenting a
challenging water chemistry that demands advanced treatment solutions.
To address this, the plant integrates a robust pre-treatment system based
on ceramic membrane filtration technology, followed by micron cartridge
filtration and reverse osmosis.

By deploying next-generation treatment technologies for “complex water”
applications, WABAG continues to expand its differentiated capabilities
in high-end desalination and water reuse solutions, particularly in regions
where groundwater quality necessitates specialized treatment. This repeat
order not only underscores WABAG’s technological leadership in BWRO,
SWRO, and advanced water solutions, but also reflects its consistent ability
to deliver high-performance infrastructure aligned with the Kingdom’s
vision for sustainable and resilient water security

AMAS STP, Bahrain

•    Client: Ministry of Works (MOW)

•    Project Capacity: 40 Million Litres per Day (MLD)

•    Strategic Significance:

WABAG secured a repeat order for 5-year Operation and Maintenance
(O&M) from the Ministry of Works, Municipalities Affairs and Urban
Planning in the Kingdom of Bahrain. The contract covers the Madinat
Salman Sewage Treatment Plant (STP) and its associated long sea
outfall, reinforcing WABAG’s strong presence in long-term asset
management in the region.

Originally awarded the EPC scope of the 40 MLD STP and outfall in
2015, WABAG successfully delivered and commissioned the facility
in October 2018, and has since been entrusted with its continuous
operation and maintenance. The award of this long-term O&M
contract stands as a testament to WABAG’s consistent execution
excellence, operational reliability, and the enduring confidence placed
in its capabilities.

This repeat mandate not only strengthens WABAG’s annuity-based
revenue stream and enhances cash flow visibility but also reflects its
commitment to delivering sustainable, high-performance infrastructure
solutions across the asset lifecycle building long-standing partnerships
through quality reliability, and trust.

I. OPERATIONAL EXCELLENCE

Ras Tanura RTR Industrial Wastewater Project

The Company has secured a work order from SEPCO III Electric
Power Construction Corporation (SEPCO III) for engineering and
procurement work at a 20 MLD Industrial Wastewater Treatment
Plant (IWWTP) at Ras Tanura Refinery Complex, Saudi Arabia.

The project developed by Miahona, a PPP developer and
operator of water and wastewater projects in Saudi Arabia. All

Major equipment is delivered to site and installation completed.
Plant is under pre-commissioning.

Al Haer ISTP Project

The Company has secured a work order from Miahona’s HESCO
(Al Haer Environmental Services Company) for engineering,
procurement and construction work at a 200 MLD Municipal
Sewage Treatment Plant (ISTP) at Al Haer (near Riyadh), Saudi
Arabia. The project developed by Miahona, a PPP developer and
operator of water and wastewater projects in Saudi Arabia.

The scope includes design, engineering, procurement, construction
supply & supervision of installation and commissioning of the ISTP
to treat municipal sewage from the existing STP’s inlet chamber. The
order is scheduled to be completed over a 30-month period and will
employ Nereda based biological treatment followed by disc filtration
for tertiary treatment and UV disinfection before being pumped for
reuse in irrigation. This contract shall be executed locally by Wabag
India’s branch office in conjunction with engineering offices in India,
Turkey and Saudi which signifies the “One Wabag” motto.

The Project has significantly performed 75% physical progress in
a span of 16 months with 11% physical progress in a single month
which demonstrated commendable teamwork by the project team.
8 metres single lift concrete wall was done which had substantially
reduced the time. 6 nos. of tanks Hydro testing were completed
with no leaks observed which demonstrated WABAG’s Quality.
Plant is expected to be Commissioned by beginning of 2027.

BAPCO O&M

WABAG has secured a significant work order from BAPCO (Bahrain
Petroleum Company) for the operation of a 24 MLD Wastewater
Treatment Plant (MBR based). The scope of this contract includes
manpower, supply of chemicals, and minor consumables, and will
be executed over an 84-month period. The project is for a period of 7
years. This project is being managed locally by our subsidiary office,
WABAG Belhasa JV WLL. Importantly this marks a breakthrough
order for us in the Middle East. We are proud to be associated with
BAPCO, one of the most prominent clients in the Kingdom of Bahrain.
Currently, nearly one year has been executed, and we are proud to
share the following achievements:

1.    Consistently achieved effluent quality within BAPCO
regulatory & Supreme Council of Environment limits.

2.    Optimized energy consumption by 11% through improved
aeration control and pump scheduling.

3.    Maintained all safety protocols, with the team strictly adhering to
BAPCOs safety compliance standards throughout operations.

4.    Maintaining continuous operational optimization and
efficiency gains.

5.    Achieved safe man-hours without any Lost Time Injury (LTI).

This achievement enhances WABAG’s brand value in the Middle
East and positions us strongly in the regional market for wastewater
opportunities across both municipal and industrial sectors.

Doha STP, Qatar (203 MLD)

WABAG successfully completed the EPC phase and Defects
Liability Period (DLP) with seamless execution and without any
operational disruptions, reflecting its disciplined project management
and unwavering focus on quality. Notably, the plant consistently
delivered “Zero Odor Complaints” even during high-profile events
such as the FIFA World Cup and the Asian Cup, demonstrating
exceptional operational control and sensitivity to community and
environmental standards. This performance underscores WABAG’s
ability to uphold the highest benchmarks of reliability and stakeholder
commitment, ensuring uninterrupted service delivery even under
heightened public and regulatory scrutiny.

Duqm SWRO, Oman

WABAG continues to strengthen its footprint in Oman through the
successful execution of the 5-year O&M contract awarded by Nama
Water Services for the 6 MLD Sea Water Desalination Plant at Duqm.
Having been in operation for almost 2years underthis contract, the plant
is consistently being operated meeting the clients water requirements
while adhering to quality. In addition, WABAG has consistently realized
payments from the client within 30 days of invoicing, reflecting strong
contract management and client confidence. Executed through
WABAG Muscat LLC, this project continues to reinforce WABAG’s
Operational Excellence and strengthens its long-standing presence in
Oman’s water sector and the broader Middle East region.

II. SAFETY & RECOGNITION

Qatar: The Five-Star Standard

WABAG JV has been conferred with the prestigious “Five Star
Certificate” in Safety & Environment for three consecutive years
by Qatar Energy Qatar, for the project “Operation & Maintenance of
Sewerage Systems and Treatment Facilities at M/C.”This consistent
recognition reflects the JV’s exemplary performance in maintaining
the highest standards of health, safety and environmental stewardship
across all operations. It stands as a testament to WABAG’s deep-
rooted commitment to safeguarding people and the environment,
while ensuring full adherence to Qatar Energy’s stringent compliance
frameworks. The achievement further underscores WABAGs culture
of disciplined execution and responsible operations, where safety
and sustainability are seamlessly embedded into everyday practices,
reinforcing long-term value creation for stakeholders.

Bahrain: Force Majeure Resilience

WABAG received formal appreciation from BAPCO for ensuring
uninterrupted wastewater treatment plant (WWTP) operations
and strict adherence to safety protocols during recent force
majeure conditions demonstrating its ability to perform with
resilience under pressure. This recognition highlights WABAG’s
steadfast commitment to operational excellence, proactive risk
management, and uncompromising safety standards, even in the
most challenging circumstances.

III. STRATEGIC GROWTH & MARKET POSITIONING.
Transformation to Developer Status

The Middle East market is experiencing a significant shift toward
Public-Private Partnerships (PPP). WABAG has strategically
pivoted to meet this demand.

WABAG’s qualification as a Developer with the Saudi Water
Partnership Company (SWPC) in the Kingdom marks a
significant strategic milestone, reinforcing its evolution across
the water value chain. This recognition reflects WABAG’s
strong technical credentials, financial robustness, and proven
ability to deliver complex infrastructure solutions in highly
competitive environments.

By securing this qualification, WABAG strengthens its position in
the Public-Private Partnership (PPP) segment within the Middle
East Market, enabling active participation in large-scale, future-
ready water infrastructure projects.

WABAG marked a notable milestone by engaging as a
developer in the prestigious LTOM 11 program with the National
Water Company (NWC), signalling its continued progression
into the integrated infrastructure development space. This
participation highlights the Company’s strategic intent to play
a broader role in shaping large-scale water initiatives, while
leveraging its expertise to deliver long-term, sustainable solutions.

WABAG successfully achieved technical and financial
qualification for NWC’s LTOM projects, underscoring its strong
credentials, financial resilience, and proven track record in
delivering complex water and wastewater solutions. This
qualification enhances WABAG’s ability to compete in long¬
term asset management opportunities, reinforcing its
position as a reliable partner for large-scale infrastructure
programs in the region.

Strategic Milestone : Registration with Saudi Aramco

In a significant strategic development, VA TECH WABAG Limited
has successfully registered with Saudi Aramco, one of the world's
leading integrated energy and chemicals companies. The
Company has been registered with Saudi Aramco, for working
with this prestigious customer in the Kingdom of Saudi Arabia.

In line with our business strategy, this registration marks an
important step in strengthening the Company's presence in
the Middle East and also expanding our clientele in industrial
segment. This registration will pave way for WABAG to participate
directly with Saudi Aramco as EP/EPC player for all the upcoming
opportunities in the region.

IV. CLIENT DEVELOPMENT & REGISTRATIONS

Registrations play a critical role in expanding our client base
across the Middle East and CIS regions. They enable us to
establish direct connections with customers, gain visibility into
upcoming opportunities, and participate in project tenders. To
support this objective, a dedicated team works continuously
on registration activities, resulting in a significant number of
successful registrations during the current financial year.

In line with our business expansion strategy, we have also
secured registrations in emerging markets such as Uzbekistan
and Azerbaijan.

The registrations span both municipal and industrial customers
and are expected to strengthen our business development
efforts and enhance our ability to pursue opportunities across the
Middle East and CIS regions in the future.

New Markets

During FY 2025-26, WABAG continued to expand its global
footprint by entering new geographies and strengthening
its presence across the GCC. These milestones reflect the
Company's long-term commitment to market development,
customer engagement, and disciplined pursuit of
strategic opportunities.

United Arab Emirates

The award of the Ajman Sewage Bio Refinery Plant marks a
significant milestone in WABAG's Middle East growth journey.
After nearly eight years of sustained efforts in the UAE market, the
Company secured its first major project in the country as the Lead
Partner, demonstrating resilience, perseverance, and unwavering
commitment to establishing a strong local presence.

The breakthrough was the result of years of relationship building,
technical engagement, and participation in multiple opportunities
across the region. WABAG's successful pre-qualification and
subsequent project award with a new customer in Ajman validates
the Company's technical expertise, execution capabilities, and
credibility in delivering sustainable water infrastructure solutions.

This landmark achievement not only establishes WABAG's
presence in the UAE but also creates a strong platform for
pursuing future opportunities across the Emirates and the
wider GCC region.

Kuwait

WABAG's entry into the Kuwait market is a testament to its
persistence and strategic approach to business development.
The Doha 60 MIGD SWRO opportunity, first pursued in 2020,

progressed through multiple bid cycles and extensive evaluations
before reaching fruition.

Rather than viewing each phase as a setback, WABAG
leveraged every iteration to deepen its market understanding,
strengthen customer engagement, and refine its competitive
positioning. A key milestone in this journey was the identification
of a strong local partner, HEISCO, whose complementary
capabilities further enhanced WABAG's ability to address project
requirements effectively.

The Company's continued commitment and adaptability
ultimately paved the way for establishing a foothold in Kuwait,
opening new avenues for growth in one of the GCC's strategically
important markets.

CIS Region

As part of its strategy to expand beyond its established GCC
presence, WABAG intensified its focus on the CIS region, laying
the foundation for long-term growth in emerging markets.

The Company actively engaged with key government utilities
and stakeholders to showcase its capabilities and strengthen
market relationships.

To support sustainable growth, WABAG expanded its network
of local partners and established connections with leading
international financial institutions, including ADB, EBRD, SFD,
AFD, IsDB, and the World Bank. These efforts have enhanced the
Company's visibility into upcoming opportunities and positioned
it strongly to capitalize on the region's growing demand for water
and wastewater infrastructure.

V. GLOBAL INDUSTRY ENGAGEMENT & STRATEGIC
NETWORKING

During FY 2025-26, WABAG further strengthened its global
presence through active participation in leading international
water and infrastructure forums, reinforcing its position as a trusted
partner in sustainable water management. These platforms
provided valuable opportunities to engage with government
authorities, utility leaders, industry experts, technology providers,
financing institutions, and potential business partners from
across the world.

A key highlight was WABAG's participation in the Global Water
Expo, Riyadh where the Company's showcase of innovative
and sustainable water solutions attracted exceptional interest,
with over 1,000 visitors engaging at its exhibit. WABAG also
participated in the Global Water Summit 2025 in Paris, France, and
the Global Industrial Utilities Forum 2025 in Al Khobar, Kingdom of
Saudi Arabia, expanding its reach among key stakeholders in the
municipal and industrial water sectors.

Through these engagements, the Company strengthened
existing relationships, established new strategic connections,
and enhanced visibility across priority markets. The interactions

provided valuable insights into emerging industry trends
and upcoming opportunities, while showcasing WABAG's
technological capabilities and commitment to delivering resilient,
future-ready water infrastructure. Collectively, these initiatives
reflect WABAG's continued focus on expanding its global
network, fostering meaningful collaborations, and creating a
strong foundation for long-term growth.

Africa Business
TUNISIA

WABAG secured a repeat award from ONAS for the Ben
Arous wastewater treatment project, reflecting the
client's continued trust in WABAG's ability to deliver excellence.
During this period, WABAG also completed multiple water and
wastewater projects for SONEDE and ONAS at Kasseb, Taklisah,
Thibar, Nefta and under the "3 STEPs" contract. This sustained
focus on delivering projects on time and to clients' satisfaction is
securing a sustainable order book in the region and positioning
WABAG for continued growth.

OTHER REGIONS

In Zambia, we secured additional orders to transform the plant into
an energy-neutral facility operating without grid power — a clear
demonstration of our ability to deliver innovative, sustainability-
driven solutions for our clients.

Throughout the year, we positioned ourselves on several
large-scale projects in new markets such as Morocco, while
expanding our presence further in Egypt. Our ability to deliver
solutions tailored to client requirements in a highly competitive
manner places us in pole position for potential conversion into
order bookings.

Our project in Senegal achieved a major milestone with
mechanical completion and is presently being taken into trial
operations. Beyond our regular municipal clients, we also focused
on the industrial sector, proposing solutions to clients in Angola
and Namibia across the mining and fertilizer industries, which are
now at various stages of development.

EUROPE CLUSTER
NEW ORDER INTAKES
GEORGIA

VA TECH WABAG GmbH (a step down wholly owned subsidiary
of WABAG) has been awarded a contract for Design & Build of
the municipal WWTP Kutaisi in Georgia - marking its entry
into a new market region.

WABAG Austria as Consortium leader, has secured a 'Large’
order from United Water Supply Company of Georgia LLC
('UWSCG’) to build a new municipal wastewater treatment plant
with a capacity of 19,067 m3/d, expandable to 56,400 m3/d in
its final stage 3, for Kutaisi, the third-largest city in Georgia. The
project is financed by the European Investment Bank (EIB).

The EPC contract includes the demolition of the existing old
WWTP, the construction of a new inflow collector with a length
of 6.5 km, construction of Phase 1 of the WWTP and an effluent
pipeline to the river.

PROJECTS AT A GLANCE

Kutaisi WWTP

Client: United Water Supply Company of Georgia LLC ('UWSCG’)

Project Type: EPC order, turnkey execution with local civil
contractor consortium partner

Technologies: mech./biological treatment process (activated
sludge) with nutrient removal, including final sedimentation and
UV disinfection, sludge treatment (thickening and dewatering)
and solar sludge drying system.

Capacity: 19067 m3/d for first stage, expandable to 56,400 m3/d

Scope: Demolition of existing plant, Design, Engineering,
Construction, Supply, Installation and Commissioning of new
WWTP including construction of inflow collector & effluent
pipeline; training of client’s personnel and supervision of operation
& maintenance (O&M) for a period of 12 months

Commissioning: 36 months’ project execution, 12 months’
supervision O&M. Start-up: 2029

This new contract marks our entry into a new market region,
reinforcing our position as a trusted partner delivering innovative,
high-quality solutions for sustainable water management, with
a strategic focus on Europe and selected regions such as the
South Caucasus, alongside our established home markets.

EGYPT

New orders for small/middle municipal Wastewater Treatment
Plants as well as for a Pumping station for national water &
wastewater organsation NOPWASD:

•    El Amraya WWTP Minya Governorate, 5/10 MLD Capacity

•    El Badraman    WWTP,    Minya Governorate,

5/10 MLD Capacity

•    El Atyate WWTP, 40 / 60 MLD

•    El Kalabat WWTP 20 / 40 MLD, Asyut Governorate

•    Awaga booster Pumping Station, Asyut Governorate

Increased focus on industrial water solutions

The growing expansion of industries such as semiconductors,
data centers, photovoltaic (PV) solar, pharmaceuticals, and
energy is driving increased demand for specialized and high-
performance water treatment solutions. In response, we are
actively pursuing opportunities in key growth markets across
Southeast Asia, the UAE, and the Kingdom of Saudi Arabia (KSA),
with a particular focus on Ultra-Pure Water (UPW) projects for the
data center, semiconductor, and PV solar sectors.

Furthermore, these advanced water systems are designed
to meet stringent process and quality requirements while
supporting sustainability objectives, resource efficiency, and
long-term operational cost optimization. As industries continue
to prioritize reliability and environmental stewardship, demand for
integrated and technology-driven water solutions is expected to
grow significantly.

ACKNOWLEDGEMENTS

Your Board places on record its sincere appreciation and
deep gratitude to the Banks, Financial Institutions, Lenders, JV
Partners, Business Associates, Customers, corporate partners,
and shareholders for their unwavering trust and continued
cooperation. The Directors also extend their sincere thanks to the
central and state Government Authorities in India and overseas,
Regulatory and Statutory bodies and municipalities for their
sustained support.

Further, the Directors also express their heartfelt appreciation
both to the employees of the Company and the larger WABAG
Group for their relentless commitment, dedication and vital
contribution towards the ongoing growth and success of
the organisation.

For and on behalf of the Board of Directors of
VA TECH WABAG LIMITED

Milin Mehta    Rajiv Mittal

Date: May 21,2026    Independent Director    Chairman and Managing Director

Place: Chennai    (DIN: 01297508)    (DIN: 01299110)