Your directors are pleased to present the Fifth (5th) Board's Report of your Company on the operations and performance along with the Audited Standalone and Consolidated Financial Statements and the Auditor's Report thereon, for the financial year ended on March 31, 2026 ("year under review/FY2025-26/FY2026")
1. FINANCIAL RESULTS
The key highlights of the financial performance of the Company for the Financial Year 2025-26 are provided below:
(Amount ? in Lakhs, unless otherwise stated)
|
Particulars
|
Standalone
|
Consolidated
|
|
FY 2025-26
|
FY 2024-25
|
FY 2025-26
|
FY 2024-25
|
|
Revenue from Operations
|
1,70,465.34
|
1,88,011.66
|
1,72,750.66
|
1,90,772.40
|
|
Other income
|
6,828.35
|
6,058.94
|
8,645.25
|
6,080.38
|
|
Total income
|
1,77,293.69
|
1,94,070.60
|
1,81,395.91
|
1,96,852.78
|
|
Expenses;
|
|
|
|
|
|
Operating Expenditure
|
1,42,151.93
|
1,58,292.28
|
1,43,775.27
|
1,59,858.03
|
|
Depreciation and amortization expenses
|
8,409.08
|
6,459.57
|
8,622.76
|
6,689.37
|
|
Total Expenses
|
1,50,561.01
|
1,64,751.85
|
1,52,398.03
|
1,66,547.4
|
|
Profit before finance cost, exceptional items and tax
|
26,732.68
|
29,318.75
|
28,997.88
|
30,305.38
|
|
Finance cost
|
15,785.20
|
14,103.64
|
16,002.41
|
14,361.10
|
|
Profit before Exceptional Items and tax
|
10,947.48
|
15,215.11
|
12,995.47
|
15,944.28
|
|
Add/(Less): Exceptional Items
|
-
|
-
|
-
|
-
|
|
Profit before Tax
|
10,947.48
|
15,215.11
|
12,995.47
|
15,944.28
|
|
Tax expense-deferred tax
|
(2,944.48)
|
(1,153.58)
|
3,308.49
|
1,280.43
|
|
Profit after Tax
|
8,003.00
|
14,061.53
|
9,686.98
|
14,663.85
|
|
Total other comprehensive income / (losses)
|
23.20
|
0.36
|
23.20
|
0.40
|
|
Total Comprehensive income
|
8,026.20
|
14,061.89
|
9,710.18
|
14,664.25
|
|
Opening Balance of Retained Earnings
|
23726.64
|
6118.38
|
23873.32
|
5662.70
|
|
Closing Balance of Retained Earnings
|
31752.84
|
23726.64
|
32436.04
|
23873.32
|
|
Earnings per share (EPS):
|
|
|
|
|
|
Basic (in ?)
|
10.23
|
20.08
|
12.30
|
20.94
|
|
Diluted (in ?)
|
10.23
|
20.08
|
12.30
|
20.94
|
Note: The above figures are extracted from the audited standalone and consolidated financial statements of the Company prepared in accordance with the Indian Accounting Standards ("Ind AS").
2. COMPANY'S PERFORMANCE AND STATE OF AFFAIRS
Trualt Bioenergy Limited ("Trualt" or "the Company") is a fast-growing renewable energy company engaged in the manufacturing and sale of ethanol and allied bioenergy products. Since commencing its commercial operations in Financial Year 2022-23, the Company has established itself as an emerging participant in India's clean energy ecosystem, contributing to the nation's energy security and sustainability objectives.
Driven by a commitment to innovation, operational excellence, and environmental stewardship, Trualt plays a pivotal role in supporting the Government of India's ethanol blending programme and the transition towards greener and more sustainable energy solutions. The Company continuously strives to enhance its production capabilities, optimize resource utilization, and create long-term value for all stakeholders through responsible and sustainable business practices.
The standalone revenue from operations for FY 2025-26 decreased by approximately 9.33% over the previous FY 2024-25 and stood at ?1,70,465.34 Lakhs as against ? 1,88,011.66 Lakhs in the FY 2024-25. The revenue was significantly impacted due to a sharp reduction in lifting by OMCs despite operational readiness and available production capacities. Further, the revenue was also impacted by delays in implementation and execution relating to the pending 15 crore litre allocation following the Flon'ble Karnataka High Court order.
The profit after tax for the FY 2025-26 decreased by approximately 43.09% over FY 2024-25 and stood at ?8,003 Lakhs as against ?14,061.53 Lakhs in the FY 2024-25. The decrease in Profit After Tax (PAT) during the year under review was primarily attributable to an increase in finance costs arising from additional working capital facilities availed by the Company to support its business operations and also interest incurred on the account of grain-based plant established during the year. Further, the depreciation expenses increased on account of addition to fixed assets during the year due to capitalization of grain-based plant to the extent of 1300 KLPD. Consequently, despite growth in the Company's operations, the higher finance costs and depreciation charges had an impact on the profitability for the year. Total comprehensive income for the FY 2025-26 is ?8,026.20 Lakhs as against ?14,061.89 Lakhs in the FY 24-25.
On a consolidated basis, the revenue from operations for FY 2025-26 decreased by approximately 9.45% over FY 2024-25 and stood at ?1,72,750.66 Lakhs as against ?1,90,772.40 Lakhs in FY 2024-25. The profit after tax for the FY 2025-26 decreased by approximately 34.57% over previous year and stood at ?9,594.76 Lakhs, as against ?14,663.85 Lakhs in the FY 2024-25.
A detailed analysis of the performance, consolidated as well as standalone, is provided in the Management Discussion and Analysis Report, which form part of the Annual Report.
The Company did not undergo any change in the nature of its business during FY 2025-26.
3. DIVIDEND
Considering the capital-intensive nature of the business, the business growth plan of the Company and with a view to plough back profits, your Board has not recommended any dividend for consideration of its members at the ensuing Annual General Meeting ('AGM') to build a strong base for long-term sustainable growth.
4. DIVIDEND DISTRIBUTION POLICY
Pursuant to the Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "SEBI Listing Regulations"), the Company had formulated a dividend distribution policy, which sets out the parameters and circumstances to be considered by the Board, while determining the distribution of dividend to the shareholders.
The dividend distribution policy was approved at the meeting of the Board held on March 21, 2024. The aforesaid policy is available on the website of the Company and can be accessed at https://www.trualtbioenergy.com/Dividend Policy
5. TRANSFER TO RESERVE
During the financial year under review, no amount was transferred to the General Reserve.
6. CONSOLIDATED FINANCIAL STATEMENTS
As per Regulation 33 of the Listing Regulations and Section 129 of the Companies Act, 2013 ("Act") read with the rules made thereunder, Consolidated Financial Statements of the Company for the financial year 2025-26 have been prepared in compliance with applicable accounting standards. The audited financial statements of the Company and its subsidiary have been approved by the board of directors of respective entities.
During the year under review, the Board of Directors reviewed the affairs of the subsidiary Companies in accordance with Section 129(3) of the Act.
Consolidated Financial Statements together with the statutory auditor's report thereon form part of this Annual Report.
7. SHARE CAPITAL Authorised Share Capital
The Authorised Share Capital of the Company as on March 31, 2026 was ? 570,00,00,000 (Rupees Five
Hundred Seventy Crore Only) comprising of ? 100,00,00,000 (Rupees Hundred Crore Only) divided into 10,00,00,000 (Ten Crore) equity shares of ? 10/- (Rupee Ten Only) each and ? 4,70,00,00,000 (Four Hundred Seventy Crores Only) divided into 4,70,00,000 (Four Crore Seventy Lakhs) Preference Shares of
? 100/- (Rupee Hundred Only) each.
Issued, Subscribed and Paid-up Share Capital
The Issued, Subscribed and Paid-up Equity Share capital of the Company as on March 31,2026 stood at ?85,75,25,910 (Rupees Eighty Five Crore Seventy Five Lakhs Twenty Five Thousand Nine Hundred Ten Only) comprising of 8,57,52,591 (Eight Crore Fifty Seven Lakhs Fifty Two Thousand Five Hundred Ninety One) equity shares of ? 10/- (Rupee Ten Only) each.
Allotment of Equity shares through Initial Public Offering
During the year under review, the Company successfully completed its Initial Public Offering ("IPO") and allotted 1,51,20,967 (One Crore Fifty-One Lakh Twenty Thousand Nine Hundred and Sixty-Seven) Equity Shares of face value ? 10/- each at an issue price of ? 496/- per Equity Share pursuant to the fresh issue component of the IPO. The IPO comprised a fresh issue of 1,51,20,967 Equity Shares by the Company and an Offer for Sale of 18,00,000 (Eighteen Lakh) Equity Shares by the selling shareholders. Consequently, the paid-up equity share capital of the Company increased by ? 15,12,09,670/- upon allotment of the aforesaid Equity Shares.
During FY 2025-26, the Company did not issue any convertible securities. Further, there were no outstanding convertible securities as on March 31, 2026.
During the period under review, the Company has neither issued shares with differential rights as to Dividend, voting or otherwise nor issued shares (including sweat equity shares) to the employees or Directors of the Company under any scheme. The Company has not issued any debentures, bonds or any non-convertible instruments. The Company has not done any buy back during the FY 2025-26.
8. MAJOR EVENTS AND KEY BUSINESS DEVELOPMENTS DURING THE YEAR UNDER REVIEW
Share Subscriptions and Shareholders Agreement (SSSHA) with GAIL India Limited ("GAIL")
During the year under review, the Company achieved a significant strategic milestone by entering into a Share Subscription and Shareholders' Agreement ("SSSHA") with GAIL (India) Limited ("GAIL'), a Maharatna Public Sector Undertaking and one of India's leading natural gas companies, with the objective of accelerating the development of the Compressed Bio-Gas (CBG) sector in India.
Pursuant to the terms of the agreement, GAIL acquired a 49% equity stake in Leafiniti Bioenergy Private Limited, a subsidiary of the Company, while the Company holds the remaining 51% equity stake, thereby retaining management control. This strategic partnership represents a significant step towards strengthening the Company's presence in the renewable energy and biofuels sector and underscores the confidence of a leading public sector enterprise in the Company's vision and capabilities.
The collaboration is expected to leverage the complementary strengths of both partners to develop and scale CBG projects across the country, contributing to India's energy transition, energy security, and sustainability objectives. Through this partnership, the Company aims to create a robust and integrated ecosystem for Compressed Bio-Gas, facilitating the adoption of cleaner, circular, and economically viable energy solutions. The Company firmly believes that CBG has the potential to play a transformative role in India's clean energy journey by converting agricultural and organic waste into valuable renewable fuel while promoting environmental sustainability and rural economic development.
Sustainable Aviation Fuel (SAF)
The Company has been exploring opportunities in the renewable and low-carbon energy segment,
with a particular focus on Sustainable Aviation Fuel ("SAF"). SAF is a next-generation biofuel produced from renewable feedstocks such as agricultural residues, used cooking oil, and municipal solid waste, and is considered critical for enabling the aviation industry's long-term decarbonisation targets.
As part of the Company's strategic initiative to diversify into high-growth green fuel segments, the Company has entered into a non-binding Memorandum of Understanding ("MoU") with the Andhra Pradesh Economic Development Board (APEDB), the Government of Andhra Pradesh's nodal agency for promoting large-scale industrial and infrastructure investments. The MoU provides a framework for the potential establishment of a Sustainable Aviation Fuel production facility in the State of Andhra Pradesh.
The proposed project is envisaged to involve a total investment of approximately ?2,250 crore, to be developed in phases, subject to detailed feasibility assessments, technology evaluation, and confirmation of commercial viability. The project structure, financing plan, and implementation schedule will be finalised upon completion of the feasibility studies and due-diligence processes, and thereafter through the execution of definitive agreements.
This MoU is expected to enable the
Company to:
• To strengthens its positions as an early entrant in India's emerging SAF ecosystem;
• Align with India's national biofuel policy and long-term net-zero commitments;
• Leverages State Government support through APEDB for land, infrastructure, and regulatory facilitation;
• Provides potential access to carbon credits and ESG-linked investment opportunities; and
• Enhances Trualt Bioenergy's strategic visibility as a forward-looking clean energy company.
Initial Public Offering (IPO)
During the year under review, the Company received in-principal approval for listing of its equity shares of face value of Rs. 10/- each from National Stock Exchange of India Limited ("NSE") and BSE Limited ("BSE") on October 1, 2025.
The Initial Public Offer ("IPO" or "Issue") was made for 1,69,20,967 (One Crore Sixty Nine Lakhs Twenty Thousand Nine Hundred Sixty Seven) equity shares of face value of ?10/- (Rupees Ten Only) each at an offer price of ?496/- (Rupees Four Hundred Ninety Six Only) per equity share (including a share premium of ?486/- per equity share) ("Offer Price") aggregating to ?839,27,99,632/- (Rupees Eight Hundred Thirty Nine Crores Twenty Seven Lakhs Ninety Nine Thousand Six Hundred and Thirty Two Only) (the "Offer").
The Offer comprised of:
Ý A fresh issue of 1,51,20,967 (One Crore Fifty-One Lakh Twenty Thousand Nine Hundred and Sixty-Seven) equity shares by the Company aggregating to ?749,99,99,632 (the "Fresh Issue") and
Ý An Offer for Sale of 18,00,000 (Eighteen Lakh) equity shares aggregating to ?89,28,00,000 (the "Offer for Sale").
The issue opened on September 25, 2025 and closed on September 29, 2025. The IPO received an overwhelming response from investors across all categories and was fully subscribed by the second day of bidding. By the close of the issue, the IPO was oversubscribed by approximately 75.02 times. The portion for Qualified Institutional Bidders ('QIBs') witnessed a significant 165.15 times subscription, while the portion reserved for non-institutional investors witnessed 103.04 times and the retail portion 10.62 times subscription, reflecting strong investor confidence in the Company's business model and future prospects.
After successful completion of bidding process, The IPO Committee at its meeting held on September 29, 2025 approved the allotment of the aforesaid equity shares of the Company. The issue was led by book-running lead managers viz. DAM Capital Advisors Limited and SBI Capital Markets Limited.
Further, pursuant to successful completion of the IPO the equity shares of the Company were listed on the main boards of the NSE and BSE with effect from October 3, 2025.
The status of utilization of the proceeds raised through the IPO as on March 31, 2026 is set out below;
(? in Crore)
|
Sl. No.
|
Object of Issue
|
Amount allocated as per Offer Document
|
Amount utilised as on March 31,2026
|
|
1
|
Funding capital expenditure towards setting up multi-feed stock operations to pave-way for utilizing grains as an additional raw material in ethanol plant at TBL Unit 4 of 300 KLPD capacity
|
150.68
|
140.14
|
|
2
|
Funding working capital requirements
|
425.00
|
425.00
|
|
3
|
General Corporate Purposes
|
81.36
|
81.36
|
|
4
|
Issue expenses
|
92.96
|
73.71
|
| |
Total
|
750.00
|
720.21
|
CRISIL Ratings Limited has been appointed as the Monitoring Agency for monitoring the utilisation of the IPO proceeds. Based on the monitoring reports received, there has been no deviation or variation in
the utilisation of the proceeds from the objects of the Issue as stated in the Prospectus. The Company has also complied with the reporting requirements under Regulation 32 of the SEBI Listing Regulations.
Joint venture with Sumitomo Corporation, Japan
During the year under review, the Company entered into a Joint Venture Agreement with Sumitomo Corporation ("SC") on November 11, 2025, marking a significant milestone in the Company's growth strategy and strengthening its position in the rapidly evolving Compressed Bio-Gas ("CBG") sector.
Pursuant to the terms of the Joint Venture, SC agreed to acquire a 49% equity stake in Trualt Gas Private Limited (TGPL), a subsidiary of the Company, whereas the company continues to hold remaining 51% equity stake, thereby retaining the management control. This collaboration reflects confidence in the Company's business model, execution capabilities, and long-term growth prospects. The partnership combines the Company's expertise in the bioenergy sector with SC's global experience, technological capabilities, and international network, thereby creating a strong platform for the development of sustainable energy infrastructure in India.
Under the Joint Venture, TGPL proposes to establish CBG plants at five identified locations. Construction activities have already commenced at three of these sites, demonstrating significant progress in the implementation of the project. Of the three plants currently under development, one plant is expected to be commissioned during the second quarter of FY 2026-27, while the remaining two plants are expected to commence operations during the third quarter of FY 2026-27.
The Joint Venture is expected to play a pivotal role in advancing the Company's vision of creating a scalable and sustainable bioenergy ecosystem. It also aligns with India's objectives of promoting renewable energy, reducing dependence on fossil fuels, strengthening energy security, and fostering a circular economy through the productive utilization of agricultural and organic waste. The Company believes that this strategic collaboration will create long-term value for stakeholders while contributing meaningfully to India's clean energy transition.
Diversification from Mono Feed Operations to Multi-Feed Ethanol Manufacturing
During the year under review, the Company undertook a significant strategic initiative to
diversify its ethanol manufacturing operations from a mono-feed model to a multi-feed production platform. This transition aimed at enhancing operational flexibility, optimizing feedstock utilization, and reducing dependence on any single raw material source.
The multi-feed capability will enable the Company to utilize a wider range of feedstocks subject to regulatory approvals and market availability, thereby improving supply chain resilience and mitigating risks associated with fluctuations in feedstock prices and availability. The diversification is also expected to enhance production efficiency, improve capacity utilization, and strengthen the Company's ability to respond to evolving market dynamics and government policies relating to ethanol blending and renewable fuels.
This strategic transformation is aligned with the Company's long-term growth objectives and commitment to sustainable operations. By broadening its feedstock base, the Company seeks to improve operational competitiveness, create greater value for stakeholders, and reinforce its position as a reliable contributor to India's ethanol blending programme and clean energy transition.
The Company believes that the adoption of a multi-feed manufacturing model will provide a strong foundation for future growth while ensuring greater business sustainability and operational excellence.
Acquisition of TruAlt Gas Private Limited
During the year under review, the Company acquired a 51% stake in TruAlt Gas Private Limited ("TGPL1) for an aggregate amount of ? 8.42 Cr, thereby making TGPL a subsidiary of the Company. The acquisition aligns with the Company's strategic objective of strengthening its presence in the renewable energy and bioenergy sector, particularly in the Compressed Bio-Gas ("CBG") business.
Subsequent to the acquisition, the Company invested an additional sum of ? 19.99 Crore in the equity share capital of TGPL to support its business operations, project development activities and capital expenditure requirements relating to the establishment and implementation of CBG projects
The acquisition and subsequent investment are expected to strengthen the Company's position in the clean energy sector and support its long-term growth strategy.
Biofuel Dispensing Stations:
As part of its commitment towards promoting clean energy solutions and strengthening the biofuel ecosystem in India, the Company has undertaken initiatives for the establishment and operation of Biofuel Dispensing Stations. These stations are intended to facilitate the retail distribution of sustainable biofuels and support the adoption of alternative fuels by end consumers.
The Company's efforts in this area are aligned with the Government of India's vision of enhancing energy security, reducing dependence on fossil fuels, and promoting environmentally sustainable transportation solutions. The Biofuel Dispensing Stations form an integral part of the Company's strategy to create an end-to-end bioenergy value chain and expand market access for biofuels.
During the year under review, the Company operated seven (7) retail fuel stations engaged in the dispensing of biofuels. These stations form an integral part of the Company's downstream distribution infrastructure and support its objective of enhancing market access for sustainable fuels.
Currently 4 more retail fuel outlets are under construction and nearly 76 prospective locations strategically shortlisted for future expansion. The Company remains focused on expanding its biofuel distribution network, improving operational efficiencies, and supporting the transition towards cleaner energy alternatives in line with national energy and environmental objectives.
9.MATERIAL CHANGES AND COMMITMENTS
There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and date of this report.
10. SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES
As on March 31, 2026, the Company has the following subsidiary companies:
|
Sl. No.
|
Name of Subsidiary
|
Status
|
|
1
|
Leafiniti Bioenergy Private Limited
|
Subsidiary
|
|
2
|
TruAlt Gas Private
|
Subsidiary
|
|
Limited
|
Note: During the year under review, Leafiniti Bioenergy Private Limited ceased to be the Wholly Owned Subsidiary (WOS) by virtue of capital infusion by GAIL India Limited.
The Company does not have any Associate Company as defined under the Companies Act, 2013.
The Company, through its subsidiaries, has entered into strategic collaborations with leading industry partners for the development and implementation of Compressed Bio-Gas (CBG) projects as follows:
The Company has collaborated with Sumitomo Corporation, Japan, for the implementation of four Compressed Bio-Gas (CBG) plants in Karnataka, each having a production capacity of 20 TPD (Tonnes Per Day) in TruAlt Gas Private Limited.
The Company has collaborated with GAIL (India) Limited for the development and implementation of six Compressed Bio-Gas (CBG) plants at strategic locations across Karnataka and Maharashtra, each having a production capacity of 12 TPD (Tonnes Per Day) in Leafiniti Bioenergy Private Limited.
These collaborations are aimed at strengthening the Company's presence in the renewable energy and biofuel sector and contributing towards sustainable energy development.
During the year under review, None of the Subsidiary was identified as the material subsidiary of the Company as per the Listing Regulations.
The Company's policy for determination of material subsidiary, as adopted by the Board of Directors, in conformity with Regulation 16 of the SEBI Listing Regulations, can be accessed on the Company's website at https://www.trualtbioenergy.com/Policy for Determining Material Subsidiaries.pdf
11. PERFORMANCE AND FINANCIAL POSITION OF THE SUBSIDIARY(IES)Leafiniti Bioenergy Private Limited
Leafiniti Bioenergy Private Limited ("Leafiniti") is engaged in the business of production and sale of Compressed Bio-Gas ("CBG") and allied by-products, including Fermented Organic Manure ("FOM") and Liquid Fermented Organic Manure ("LFOM"). The Company utilizes sustainable feedstock sources such as sugarcane press mud, agricultural residues and other organic biomass for the generation of renewable energy and value-added organic fertilizers through environmentally responsible processes.
The Company currently operates one Compressed Bio-Gas (CBG) plant at Hipargi-Mygur Village, Taluka-Jamkhandi, Bagalkot-587119, Karnataka, with an installed production capacity of 10.20 TPD, which serves as its flagship operational facility.
During the year under review, the Company continued to strengthen its operational capabilities and expand its footprint in the bioenergy sector. The strategic partnership with GAIL (India) Limited, under which GAIL acquired a 49% equity stake in the Company, is expected to accelerate the development of additional CBG projects and support the creation of a robust bioenergy ecosystem. Leveraging its operational expertise and strategic collaborations, Leafiniti is well-positioned to contribute meaningfully to India's renewable energy transition and the Government's Sustainable Alternative Towards Affordable Transportation (SATAT) initiative.
During FY 2025-26, the Company delivered a strong financial performance, reflecting the successful scale-up of its operations and continued focus on operational excellence. Revenue from operations increased to ? 4,043.09 Lakhs as compared to ? 2,760.74 Lakhs in the previous financial year, registering a growth of approximately 46%.
The Company recorded a Profit Before Tax (PBT) of ? 2,184.61 Lakhs as against ? 770.22 Lakhs in the previous year, representing a significant growth of approximately 184%. Profit After Tax (PAT) stood at ? 1,805.78 Lakhs as compared to ? 633.04 Lakhs in the previous year, reflecting an impressive growth of approximately 185%.
The Company's net worth increased to ? 4,107.85 Lakhs as on March 31, 2026, demonstrating its strong financial position and ability to generate sustainable value. The robust financial performance underscores the Company's operational efficiency, prudent financial management, and growing market presence in the Compressed Bio-Gas (CBG) sector. The Company remains well-positioned to capitalize on emerging opportunities in the renewable energy landscape and continue its growth trajectory while contributing to India's clean energy and sustainability objectives.
TruAlt Gas Private Limited
Trualt Gas Private Limited was incorporated on September 6, 2024, with the objective of carrying on the business of developing, establishing, operating and maintaining Compressed Bio-Gas (CBG) plants and undertaking activities related to the production, processing, distribution and sale of biofuels and other renewable energy products.
The Company has been incorporated for implementation of 4 Compressed Bio-Gas (CBG) plants having capacity of 20 TPD each in Karnataka in collaboration with Sumitomo Corporation.
The project is presently under implementation. The Company did not have any operational revenue during the year under review. Hence the disclosure under this section is not required.
The Board regularly reviews the affairs of the subsidiaries. Pursuant to the provisions of Section 129(3) of the Act read with the Companies (Accounts) Rules, 2014 and in accordance with applicable accounting standards, a statement containing the salient features of financial statements of the Company's subsidiaries in Form No. AOC-1 is annexed as Annexure-"A" to this report.
12. DIRECTORS AND KEY MANAGERIAL PERSONNEL
The Board of Directors comprises distinguished professionals of proven integrity and competence, who provide strategic direction, guidance and leadership to the Company.
As on March 31, 2026, the Board of Directors of the Company comprised of Seven (7) Directors with an optimum balance of Executive and Non-Executive Directors, including One Women Director. Of these, three (3) directors were Non-Executive Independent Directors, three (3) were Executive Directors and one (1) was Non-Executive Woman Director.
The Chairperson of the Board is a Non-Executive Independent Director, providing effective leadership and ensuring an appropriate balance between executive and non-executive participation in the governance of the Company.
During the year under review there were no change in the composition of the Board except;
Ý Mr. Y B. Ramakrishna was redesignated as the Chairman and Independent director of the Company for a period of 1 year till March 31, 2026 w.e.f. May 13, 2025.
Ý Mr. Vishal Nirani (DIN: (08434032), who was serving on the Board of Directors as Whole Time Director, was re-designated as the Executive Director of the Company by the Board of Directors in its meeting held on July 26, 2025.
In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Vishal Nirani (DIN: 08434032) retires by rotation at the ensuing Annual General Meeting ("AGM") and, being eligible, has offered himself for re-appointment. The Board recommends his re-appointment and the requisite details pursuant to the applicable provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 are provided in the Notice convening the ensuing AGM.
All the Independent Directors have submitted a declaration of independence, stating that they meet the criteria of independence provided under Section 149(6) of the Act read with Regulation 16 of the SEBI Listing Regulations, as amended. They also confirmed compliance with the provisions of Rule 6 of Companies (Appointment and Qualifications of Directors) Rules, 2014, as amended, relating to inclusion of their name in the databank of Independent Directors.
The Board took on record the declaration and confirmation submitted by the Independent Directors regarding them meeting the prescribed
criteria of independence, after undertaking due assessment of the veracity of the same in terms of the requirements of Regulation 25 of the SEBI Listing Regulations.
In the Board's opinion, all the Independent Directors are persons of high repute, integrity and possess the relevant proficiency, expertise and experience in their respective fields.
Pursuant to the provisions of Section 203 of the Act, Mr. Vijaykumar Murugesh Nirani, Managing Director, Mr. Anand Kishore, Chief Financial Officer and Mr. Monu Kumar, Company Secretary and Compliance Officer are the Key Managerial Personnel's ("KMPs") of the Company as on March 31, 2026.
During the year under review, following changes have taken place in the Key Managerial Personnel of the Company;
Ý Mr. Sudheer Sannapaneni ceased to be the Company Secretary and Compliance Officer of the Company with effect from May 31,2025.
Ý Mr. Deepak Kumar Gulati was appointed as the Company Secretary and Compliance Officer of the Company with effect from September 6, 2025 and subsequently ceased to hold his office with effect from October 28, 2025.
Ý Mr. Monu Kumar was initially appointed as the Interim Company Secretary and Compliance Officer on January 9, 2026, Subsequently, he was redesignated as the Company Secretary and Compliance Officer of the Company with effect from February 3, 2026.
13. EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND DIRECTORS
The evaluation of the Board, Board Committees and directors were carried out in accordance with the provisions of Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Guidance note issued by SEBI in this regard. Questionnaire forms were circulated to all the directors for their feedback on Board, Board Committees, Chairperson of the Board and director evaluation. A meeting of the independent directors was held on March 13, 2026, where they reviewed and discussed
the feedback on the functioning of the Board, Board Committees, Chairperson and other directors including Executive Directors. The Nomination and Remuneration Committee at its meeting held on March 30, 2026, also reviewed the feedback on the evaluation of the functioning of the Board, Board Committees, Chairperson and other directors. The Board at its meeting held on March 30, 2026, reviewed and discussed the feedback of the evaluations. The area of improvements as highlighted by the evaluation exercise shall be implemented to further strengthen the corporate governance of the organisation.
14. FAMILIARIZATION PROGRAMME FOR BOARD MEMBERS
The Company has in place a structured induction and Familiarisation Programme for all its directors including the Independent Directors. They are regularly updated on all business-related issues and new initiatives. They are facilitated to visit the various plants of the Company to familiarise them with the manufacturing facilities, processes, products, etc. of the Company and the CSR initiatives taken by the Company towards Social well-being.
They are also informed of the important policies of the Company including the "Code of Conduct for Directors and Senior Management Personnel" and the "Code of Conduct for Prevention of Insider Trading".
The details of Familiarisation Programs imparted to Independent Directors during the financial year 2025-26 are available on the website of the Company a thttps://www.trualtbioenergy.com/ Familarization
15. POLICY ON APPOINTMENT AND REMUNERATION
The Company has in place a Nomination and Remuneration Policy, which, inter alia, lays down the criteria for appointment, remuneration, evaluation and cessation of Directors, Key Managerial Personnel and Senior Management Personnel, in accordance with the provisions of the Act and the SEBI Listing Regulations.
The details of the Policy, including the criteria for determining qualifications, positive attributes and independence of Directors, are provided in the Corporate Governance Report and are also available on the Company's website at https://www.trualtbioenergy.com/Nomination and Remuneration Policy.pdf
16. MEETING OF INDEPENDENT DIRECTORS
Pursuant to the provisions of Section 149(8) read with Schedule IV of the Act and Regulation 25(3) of the SEBI Listing Regulations, a separate meeting of the Independent Directors was held on March 13, 2026, without the presence of Non-Independent Directors and members of the Management.
At the meeting, the Independent Directors reviewed the performance of the Non-Independent Directors, the Board as a whole and the Chairperson of the Board. They also assessed the quality, quantity and timeliness of the flow of information between the Management and the Board and noted the outcome of the Board and Committee performance evaluation process for the FY 2025-26.
17. MEETINGS OF THE BOARD AND ITS COMMITTEES
Twelve (12) meetings of the Board were held during the year under review. The necessary quorum was present for all the meetings. The maximum interval between any two Board meetings did not exceed 120 days. For details of meetings and composition of the Board and Committees of the Board, please refer to the Corporate Governance Report, which forms part of this Report.
18. DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors to the best of their knowledge and ability, confirm:
a. That in the preparation of the annual accounts, the applicable accounting standards have been followed and there are no material departures;
b. That they have selected such accounting policies and applied them consistently and made judgment and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2026 and of the profit of the Company for the year ended on that date;
c. That they have taken proper and sufficient care for the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 2013 for safe guarding the assets of the Company and for preventing and detecting fraud and other irregularities;
d. That they have prepared the annual accounts on a 'going concern basis';
e. That they have laid down proper internal financial controls and such internal financial controls are adequate and operating effectively; and
f. That they have devised proper systems to ensure compliance with the provisions of all applicable laws and such systems are adequate and operating effectively.
19. PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS
During the year under review, the Company has provided loans and guarantees covered under the provisions of Section 186 of the Companies Act, 2013. The details of Loans and Guarantee provided, and Investments made by the Company are given in Annexure "B" forming part of the report.
20. RELATED PARTY TRANSACTIONS
All related party transactions entered in FY 2025-26 were in the ordinary course of business and on an arm's length basis and were in compliance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Prior omnibus approval of the Audit Committee was obtained for repetitive transactions and such transactions were reviewed on a quarterly basis.
Further, the Company has obtained a benchmarking / arm's length pricing report from M/s. B B S R & Associates LLP, an independent external agency, confirming that the pricing methodology and terms of the proposed transactions are at arm's length and in the ordinary course of business.
Pursuant to Regulation 23(4) of the SEBI Listing Regulations, 2015, all material related party transactions and subsequent material modification as defined in the policy on materiality of related party transaction shall require prior approval of the shareholders through resolution and no related party shall vote to approve such resolutions
whether the entity is a related party to the particular transaction or not.
Further, as per Regulation 23(1) of SEBI Listing Regulations, 2015, transaction with a related party shall be considered material, if the transaction(s) to be entered into individually or taken together with previous transactions during a financial year, exceeds ten per cent of the annual consolidated turnover on scale-based materiality thresholds as prescribed under revised RPT framework for listed entities, effective from December 19,2025, as per the last audited financial statements of the listed entity,
In accordance with section 134(3)(h) of the Act, read with rule 8(2) of the Companies (Accounts) Rules, 2014, and in accordance with Indian Accounting Standards 24, the related party transactions entered by the Company during the financial year under review are disclosed in Annexure "C" in Form AOC-2, which forms part of this report and also disclosed under the relevant notes to financial statements.
21. CORPORATE SOCIAL RESPONSIBILITY
As a responsible corporate citizen, "TruAlt" is committed to creating a positive impact on society through well-structured initiatives and community development programs. Our CSR initiatives are guided by clearly defined sustainability goals that align with stakeholder interests and support sustainable business growth.
These initiatives are implemented through Nirani Foundation (NF)—the dedicated CSR and philanthropic arm focused on rural development, skill and training, education, healthcare, and women's empowerment. It actively supports agriculture, irrigation, and self-employment training to improve livelihoods in surrounding communities as part of its CSR initiatives.
Our initiatives aim to empower underserved youth and women by equipping them with essential skills that enable dignified and self-sufficient lives. At Nirani Foundation Centre, we adopt modern pedagogical approaches to provide holistic education to underprivileged women and children, ensuring they receive quality support tailored to their needs. We also focus on strengthening remedial programs in government schools to bridge educational gaps and foster critical thinking.
Since inception, our CSR initiatives have impacted over 300,000 lives (directly and indirectly) across more than seven states in India. Our work continues across identified thematic areas to support the overall development of communities.
The Company constituted Corporate Social Responsibility Committee in accordance with the provisions of the Act.
During the year under review, the Company had spent a sum of ? 1,64,50,000/- (Rupees One Crore Sixty Four Lakhs Fifty Thousand Only) towards its CSR obligation for FY 2025-26. Further, the Chief Financial Officer has certified that the funds disbursed have been utilized for the purpose and in the manner approved by the Board for FY2025-26.
In accordance with the provisions of Section 135 of the Act read with the Companies (Corporate Social Responsibility Policy) Rules, 2014 ('CSR Rules'), the Company has formulated the CSR Policy which can be accessed on the Company's website at https://www.trualtbioenergy.com/CSR Policy
In terms of Section 135 of the Act read with Rule 8 of the CSR Rules as amended, the Annual Report on CSR Activities undertaken by the Company during the Financial Year 2025-26 are provided in Annexure "E" forming part of this Report.
22. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Companies Act, 2013 read with Rule 8(3) of the Companies (Accounts) Rules,2014, are provided in Annexure "F" forming part of this Report.
23. CORPORATE GOVERNANCE
The Company is committed to maintaining the highest standards of corporate governance and believes that sound governance practices are essential for enhancing stakeholder value and ensuring sustainable growth.
During the financial year under review, the Company has complied with all the applicable mandatory requirements of Corporate Governance as prescribed under Regulations 17 to 27 and other relevant provisions of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, except with respect to the appointment of a Woman Independent Director on the Board. The Company is in the process of appointing a Woman Independent Director on its Board in compliance with the applicable provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The appointment could not be completed during the reporting period due to the ongoing identification and evaluation of a suitable candidate. The Board is actively pursuing the appointment process and is committed to ensuring compliance with the applicable regulatory requirements at the earliest.
Pursuant to Regulation 34(3) read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, a separate Report on Corporate Governance is enclosed which forms an integral part of this Report. The Report on Corporate Governance, together with a certificate from the Practicing Company Secretary regarding compliance with the conditions of Corporate Governance as stipulated under the SEBI Listing Regulations, is annexed to and forms part of this Report.
The Managing Director and Chief Financial Officer have certified to the Board with regard to financial statements and other matters as required under Regulation 17(8) read with Schedule II to the Listing Regulations.
24. NOMINATION AND REMUNERATION POLICY
Pursuant to the provisions of Section 178 of the Companies Act, 2013 and Regulation 19 read with Part D of Schedule II of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has adopted a Nomination and Remuneration Policy on the recommendation of the Nomination and Remuneration Committee.
The Policy lays down the criteria for appointment, re-appointment, removal and remuneration of Directors, Key Managerial Personnel and Senior Management Personnel. The Policy also includes the criteria for determining qualifications, positive attributes, independence of Directors, Board diversity and evaluation of the performance of the Board, its Committees and individual Directors.
The NRC Policy of the Company can also be accessed on the Company's website at https://www.trualtbioenergy.com/Nomination and Remuneration Policy.pdf
25. VIGIL MECHANISM/WHISTLE BLOWER POLICY
In accordance with section 177 of the Companies Act, 2013 and Regulation 22 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Company has put in place a Whistle Blower Policy and has implemented a Vigil Mechanism, whereby employees, directors and other stakeholders can report matters such as generic grievances, corruption, misconduct, fraud, misappropriation of assets and non-compliance of code of conduct of the Company. The policy safeguards the whistle blowers to report concerns or grievances. The Audit Committee oversees the functioning of this mechanism to ensure transparency and accountability. The Whistle-blower Policy / Vigil Mechanism is available on the Company's website at https://www.trualtbioenergy.com/Whistle Blower Policy
During the year under review, the Company received one (1) compliant which was withdrawn by the Complainant subsequently. It is affirmed that during the year under review none of the personnel has been denied access to the Chairman of Audit Committee.
26. RISK MANAGEMENT POLICY
The Board of Directors of the Company has constituted a Risk Management Committee to frame, implement and monitor the risk management plan and its effectiveness for the Company.
The Company has also laid down the procedures to inform Board members about risk assessment and minimisation. The Risk Management Committee meets periodically, as deemed necessary, to review the effectiveness of the Company's risk
management framework and to recommend appropriate enhancements. These reviews help ensure a consistent, systematic and effective approach to identifying, assessing, monitoring and mitigating risks, thereby supporting the
achievement of the Company's strategic and operational objectives.
Regular assessment and review of risks, together with the implementation of appropriate mitigation measures, enable the Company to proactively identify and address emerging risks and minimise their potential impact on its operations and strategic objectives. This approach helps safeguard the interests of the Company and its stakeholders while supporting sustainable business growth.
The Risk Management Policy of the Company is made available on the website of the which can be accessed at https://www.trualtbioenergy.com/Risk Management Policy
27. INTERNAL FINANCIAL CONTROL AND ITS ADEQUACY
The Company's internal control systems are commensurate with the nature of its business, the size and complexity of its operations and such Internal Fnancial Controls with reference to the financial statements are adequate.
The details in respect of Internal Fnancial Controls and its adequacy are included in the Management Discussion and Analysis, which forms part of this Report.
28. PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
Disclosure of remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in Annexure "G" forming part of this Report.
In accordance with the provisions of Section 197(14) of the Companies Act, 2013, none of the Executive Directors of your Company receive any remuneration or commission from any of its subsidiaries.
29. DISCLOSURE OF ACCOUNTING TREATMENT
The financial statements have been prepared in accordance with Indian Accounting Standards (IND AS). The Company has prepared these financial statements to comply in all material respects with the IND AS, notified under section 133 of the Companies Act, 2013 ("the Act") read together with paragraph 7 of the Companies (Accounts) Rules, 2014.
30. DEPOSITS FROM PUBLIC
The Company has not accepted any deposits from the public under Section 73 of the Companies Act, 2013 during the year under review and as such no amount of principal or interest was outstanding as on March 31,2026.
31. AUDITORS AND AUDITORS' REPORT Statutory Auditors
At the 2nd Annual General Meeting (AGM) held on November 13, 2023, the Members approved appointment of M/s. N. M. Raiji & Co, Chartered Accountants (ICAI Registration no. 108296W) as Statutory Auditors of the Company to hold office for a period of Five (5) years commencing from the conclusion of that AGM till the conclusion of the 7th AGM of the Company to be held for the financial year 2027-2028.
The observations of Statutory Auditor in its reports on standalone and consolidated financial statements are self-explanatory and therefore do not call for any further comments.
There were no instances of fraud reported by the auditors. Further, there are no qualifications, reservations or adverse remarks contain in the Auditor's Report for the year under review.
Cost Auditors
The cost accounts and records as required to be maintained under Section 148 (1) of the Companies Act, 2013 are duly made and maintained by the Company.
M/s. S. R. Nanabhoy & Co, Cost Accountants (Firm Registration No. 000010) were the Cost Auditors of the Company for FY 2025-26. The cost audit report for FY 2025-26 submitted by the said Cost Auditors during the FY 2025-26 does not contain any qualification, reservation or adverse remark.
The Board of Directors upon recommendation of the Audit Committee has appointed M/s. S. R. Nanabhoy & Co, Cost Accountants (Firm Registration No. 000010), as the Cost Auditors for FY 2026-27. In accordance with the provisions of Section 148(3) of the Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, a resolution seeking ratification of the remuneration payable to the Cost Auditors forms part of the Notice convening the ensuing Annual General Meeting of the Company.
Secretarial audit
Pursuant to the provisions of Section 204 of the Act, the Board had appointed M/s S.P. Ghali & Co, Practicing Company Secretaries (FCS No. [7037], CP No. [7537]), as the Secretarial Auditors of the Company for the financial year ended March 31, 2026, to undertake secretarial audit of the Company. A report from the secretarial auditor in the prescribed Form MR-3 for the year ended March 31, 2026 is annexed to this Report as an Annexure "D"
Pursuant to Regulation 24A (2) of SEBI Listing Regulations, Annual Secretarial Compliance Report for the financial year ended March 31, 2026 on compliance of all applicable SEBI Regulations and circulars/ guidelines issued thereunder, was obtained from M/s. S.P. Ghali & Co, Company Secretaries, Secretarial Auditor of the Company and the same has been submitted with the stock exchange within the prescribed timelines. The said report is available on the website of the Company.
The Secretarial Audit Report contains the following observation;
The Company failed to appoint the Woman Independent Director in compliance Regulation No. 17(1)a of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
Management Response: The Company has been making sincere and continuous efforts to identify and appoint a suitable Woman Independent Director possessing the requisite qualifications, experience, industry expertise relevant to the Company's business, and independence, in accordance with the provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Company has exercised due diligence in the selection process to ensure that the proposed appointee would meaningfully contribute to the Board's effectiveness and the Company's corporate governance framework. Despite the Company's best efforts, the appointment could not be completed within the prescribed timeline due to the time involved in identifying an appropriate candidate and obtaining the necessary approvals. The matter is receiving the highest priority of the management and the Nomination and Remuneration Committee, and the Company is in the advanced stage of finalizing a suitable candidate. The appointment of a Woman Independent Director shall be placed before the Board for its consideration at the earliest possible opportunity, and the Company will ensure compliance at the earliest.
Pursuant to the provisions of Section 204 of the Companies Act and Regulation 24A of Listing Regulations, the Board of Directors, on the recommendations of the Audit Committee, in it's meeting held on August 4, 2026 has recommended to the shareholders of the Company, an appointment of Mr. Deepak Sadhu, Practicing Company Secretaries, (ACS: 39541 COP: 14992) (Peer review No: 2387/2022), as the Secretarial Auditor of the Company for a term of five consecutive years commencing from financial year 2026-27 till financial year 2030-31.
Mr. Deepak Sadhu, Practicing Company Secretaries, (ACS: 39541 COP: 14992) (Peer review No: 2387/2022), have given his consent to act as Secretarial Auditor of the Company and confirmed that his aforesaid appointment would be within the prescribed limits under the Act & Rules made thereunder and Listing Regulations.
Mr. Deepak Sadhu has also confirmed that he is not disqualified to be appointed as Secretarial Auditor in terms of provisions of the Act & Rules made thereunder and Listing Regulations.
Internal Auditors
The Board appointed M/s. ZADN & Associates, Chartered Accountants, Mumbai as the Internal Auditors of the Company for the Financial Year 2025-26, who have conducted the internal audits periodically and shared their reports and findings with the Audit Committee and follow-up actions thereon from time to time. The Audit Committee reviews the adequacy and effectiveness of the Company's internal control environment and monitors the implementation of audit recommendations including those relating to strengthening the Company's risk management policies and systems.
32. SIGNIFICANT AND MATERIAL ORDERS
No significant or material orders were passed by the Regulators or Courts or Tribunals which will impact the going concern status and Company's operations in future.
33. ANNUAL RETURN
Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return of the Company is available on the Company's website at https://www.trualtbioenergy.com/investor-relations
34. MANAGEMENT DISCUSSION & ANALYSIS REPORT
Pursuant to SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, Management Discussion & Analysis is enclosed elsewhere in this Annual Report forms part of this Report.
35. COMPLIANCE OF SECRETARIAL STANDARDS
The Company has complied with the applicable Secretarial Standards on Meetings of the Board of Directors (SS-1) and General Meetings (SS-2) specified by the Institute of Company Secretaries of India.
36. SUSPENSION OF SECURITIES OF THE COMPANY
The securities of the Company have not been suspended from trading in any of the stock exchanges.
37. INVESTOR EDUCATION AND PROTECTION FUND
In accordance with the provisions of Sections 124 and 125 of the Act and the Investor Education and Protection Fund (Accounting, Audit, Transfer and Refund) Rules, 2016 ("IEPF Rules"), dividends of a company that remain unpaid or unclaimed for a period of seven years from the date of transfer to the Unpaid Dividend Account shall be transferred by such company to the Investor Education and Protection Fund ("IEPF").
In terms of the foregoing provisions of the Act, no dividend amount or shares were required to be transferred to the IEPF by the Company during the year ended March 31, 2026.
38. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Your Company is adhering to the Business Responsibility and sustainability Reporting (BRSR) Requirements.
The BRSR indicates the Company's performance against the principles of the 'National Guidelines on Responsible Business Conduct'. This would enable the Members to have an insight into Environmental, Social and Governance initiatives of the Company.
A detailed Business Responsibility and Sustainabili¬ ty Report in terms of the provisions of Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is enclosed elsewhere in this Annual Report and forms an integral part of this Report.
39. CREDIT RATING
During the FY 2025-26, CRISIL Ratings reaffirmed its credit rating of "CRISIL A-/Stable" on the long-term bank facilities of the Company on October 28, 2025.
Subsequent to the close of the financial year, India Ratings & Research Private Limited ("India Ratings"), vide its press release dated April 27, 2026, assigned credit ratings to the Company. The details of the ratings assigned are provided below:
|
Instrument
Type
|
Date of Issuance
|
Size of Issue (million)
|
Rating Assigned with Outlook/Watch
|
Rating Action
|
|
Bank loan facilities
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April 27, 2026
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INR17,660
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IND A-/Stable/ IND A2
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Assigned
|
40. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
Your Company is fully committed to uphold and maintain the dignity of women working in the Company and has zero tolerance towards any actions which may fall under the ambit of sexual harassment at workplace. An Internal Committee ('IC') under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 ('POSH Act') has been constituted to redress the complaints received regarding sexual harassment and it presently comprises of four (4) members out of which all members are women as on the date of this report.
The Company has adopted a Policy for Prevention of Sexual Harassment of Women at Workplace. Periodic sessions were also conducted to apprise employees and build awareness on the subject matter.
The disclosure with respect to complaints under Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 is as follows;
|
Sl.No.
|
Particulars
|
Details
|
|
1
|
Number of complaints of sexual harassment received in the year
|
Nil
|
|
2
|
Number of complaints disposed off during the year
|
Nil
|
|
3
|
Number of cases pending for more than ninety days
|
Nil
|
41. HUMAN RESOURCES
For the Company, fostering a strong work culture is a top priority, backed by solid HR systems and development initiatives. While changes in operations may affect employee numbers, the company is committed to maintaining an agile, high-performance, and diverse workplace. With a strong emphasis on values like innovation, customer focus, and sustainability, the Company enhances customer relationships through the collective skills and dedication of its workforce, making it a preferred employer. The Company consistently fosters harmonious industrial relations across its facilities, ensuring continuous operational excellence.
Our Company employs a diverse workforce across various departments and locations. These departments include Accounts, Administration, Civil, Co-Generation, Effluent Treatment Plant, Electrical, Environment, HR, Instrumentation, Industrial Relations (IR), Mechanical, Welding, Production, Process, Quality Assurance and Quality Control, Research and Development (R&D), Purchase, Security, Sales, Stores, and Water Treatment Plant. Additionally, we engage independent contractors who oversee on-site contract labour for specific ancillary operations. Our operations have been free from major work stoppages due to labour disputes or work cessation. Our attrition rates reflect stable employee retention efforts during these periods. For more details on Human Resources kindly refer management discussion and analysis report.
42. HEALTH, SAFETY AND SECURITY MEASURES:
Ensuring the safety and well-being of our workforce is paramount at our Company. We maintain stringent health, safety, and security measures across all our facilities. As responsible corporate citizens, we prioritize human health and safety, strictly adhering to Occupational Health and Safety management standards. This commitment is ingrained in our daily operations, integrating responsibilities for occupational health, hygiene, and safety seamlessly. Regular safety inspections and audits are conducted at all plants and project sites to uphold these standards. Furthermore, we actively promote health and safety awareness through programs across our locations, fostering a culture of well-being among our employees.
The Company places utmost importance on the safety and well-being of its employees. Through proactive implementation of precautionary measures and rigorous safety protocols, we demonstrate our unwavering commitment to protecting our workforce from potential risks. By consistently enforcing preventive safeguards at all our plants and sites, we ensure a secure and safe work environment for everyone.
43. OTHER DISCLSOURES
Directors state that no disclosure or reporting is required in respect of the following items as there were no transactions for the same during the year under review:
a. The Company did not revise its financial statements during the fiscal year under review.
b. There were no applications made or proceedings pending against the Company under the Insolvency and Bankruptcy Code, 2016, and this status remained unchanged at the end of the financial year.
c. No valuations of the Company were conducted during the year for One Time Settlement (OTS) purposes or for obtaining loans from banks/financial institutions.
d. Receipt of any remuneration or commission from any of its subsidiary companies by the Managing Director or the Whole-Time Director of the Company;
e. Non-exercising of voting rights in respect of shares purchased directly by employees under a scheme pursuant to Section 67(3) of the Companies Act, 2013 read with Rule 16(4) of Companies (Share Capital and Debentures) Rules, 2014;
f. Compliance with Maternity Benefit Act, 1961: The Company has complied with the applicable provisions of the Maternity Benefit Act, 1961, including those relating to maternity leave, nursing breaks, and other prescribed benefits and entitlements for employees. The Company remains committed to supporting the health and well-being of its workforce in accordance with the law.
44. ACKNOWLEDGEMENT
Your Directors take this opportunity to thank and acknowledge with gratitude, the contributions made by the employees through their hard work, dedication, competence, commitment and co-operation towards the success of your Company and have been core to our existence that helped us to face all challenges.
Your Directors are also thankful for consistent co-operation and assistance received from its shareholders, investors, business associates, customers, vendors, bankers, regulatory and government authorities and showing their confidence in the Company.
By order of the Board
For TruAlt Bioenergy LimitedVijaykumar Murugesh Nirani Vishal Nirani
Managing Director Executive Director
DIN:07413777 DIN:08434032
Date: 28-07-2026 Place: Bengaluru
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