The Board of Directors is pleased to present the 2^nd Integrated Annual Report of the Company along with the audited financial
statements (standalone and consolidated) for the year 2024-25.

1. STATE OF THE COMPANY’S AFFAIRS

The performance of the Company and its business is detailed out in the Management Discussion and Analysis Report, which
forms part of this Integrated Report.

2. FINANCIAL HIGHLIGHTS

3. DIVIDEND

The Company remains dedicated to advancing the Waste
Management sector in India, encouraged by supportive
government policies and rising demand from Urban Local
Bodies (ULBs). Our outlook for primary investments and
growth in the near and medium term is optimistic, backed
by strong economic fundamentals. To take advantage
of emerging opportunities, we intend to launch several
initiatives and ventures, including substantial investments
in capital expenditure, workforce, and infrastructure.
Given our current focus on expansion and development,
the Company has decided to retain and reinvest earnings
rather than declare dividends or allocate funds to
reserves. This strategy ensures we are well equipped to
win and successfully carry out future contracts, fostering
sustainable growth and creating long-term value for
our stakeholders.

Further, in terms of Regulation 43A of Securities and
Exchange Board of India (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (“SEBI Listing
Regulations”), the Board of the Company has adopted
a Dividend Distribution Policy, which is available on the
website of the Company at https://www.antony-waste.

com/docs/investors/corporate-governance/policies/
Dividend Distribution Policy.pdf.

4. MANAGEMENT DISCUSSION AND ANALYSIS
REPORT

Pursuant to Regulation 34 of the SEBI Listing Regulations,
the Management Discussion and Analysis Report for the
year under review, is presented in a separate section,
which forms part of this Integrated Report.

5. PERFORMANCE OF SUBSIDIARY/ASSOCIATE
COMPANIES/LLP

During the year under review, the Hon’ble National
Company Law Tribunal, Mumbai Bench, (“NCLT”) has
approved the Scheme of Merger by Absorption of Antony
Infrastructure and Waste Management Services Private
Limited (First Transferor Company) and KL EnviTech
Private Limited (Second Transferor Company) into AG
Enviro Infra Projects Private Limited (Transferee Company)
vide its order dated August 13, 2024. Consequently,
effective August 30, 2024, both the subsidiaries have
ceased to exist.

As on date of this report, the Company has Six subsidiaries
and one associate overseas Company. There has been no
change in the nature of business of any of the subsidiaries
during the year. The details of the performance of the
subsidiaries/associate company/LLP during the year
under review are as follows:

ANTONY LARA ENVIRO SOLUTIONS PRIVATE
LIMITED

Antony Lara Enviro Solutions Private Limited has reported
total revenue of H 26,368 lakh for the current year as
compared to H 22,939 lakh in the previous year. The
total comprehensive income for the year under review
amounted to H 5,423 lakh as compared to an income of
H 5,475 lakh in the previous year.

AG ENVIRO INFRA PROJECTS PRIVATE LIMITED

AG Enviro Infra Projects Private Limited has reported
total revenue of H 52,812 lakh for the current year as
compared to H 48,007 lakh in the previous year. The
total comprehensive income for the year under review
amounted to H 1,383 lakh as compared to an income of
H 3,075 lakh in the previous year.

ANTONY LARA RENEWABLE ENERGY PRIVATE
LIMITED

Antony Lara Renewable Energy Private Limited has
reported total revenue of H 8,230 lakh for the current year
as compared to H 7,538 lakh in the previous year. The
total comprehensive income for the year under review
amounted to H 369 lakh as compared to a loss of H 654
lakh in the previous year.

VARANASI WASTE SOLUTIONS PRIVATE LIMITED

Varanasi Waste Solutions Private Limited has reported total
revenue of H 5,583 lakh for the current year as compared to
H 5,175 lakh in the previous year. The total comprehensive
income for the year under review amounted to H 708 lakh as
compared to an income of H 301 lakh in the previous year.

ANTONY RECYCLING PRIVATE LIMITED

Antony Recycling Private Limited has reported total
revenue of H 22 lakh for the current year as compared to
Nil in the previous year. The total comprehensive loss for
the year under review amounted to H124 lakh as compared
to a loss of H 22 lakh in the previous year.

AL WASTE BIO REMEDIATION LLP

AL Waste Bio Remediation LLP has reported total revenue
of H 47 lakh for the current year as compared to H 973 lakh
in the previous year. The total comprehensive loss for the
year under review amounted to H 14 lakh as compared to
a loss of H 199 lakh in the previous year.

MAZAYA WASTE MANAGEMENT LLC

Our Company does not expect to earn any returns on the
amount invested in Mazaya and has made provision for
diminution in value of the entire investment. With a view to
write-off its investment in the shares of Mazaya, we have
submitted an application to Reserve Bank of India seeking
permission to write-off the entire amount of investment.

The above reports are annexed herewith and forms
part of this Integrated Report.

Further, the notes on financial statements referred
to in the Auditors’ Report are self-explanatory and
do not call for any further comments from the Board
under Section 134(3)(f) of the Act.

(II) SECRETARIAL AUDITOR

In terms of the provisions of Section 204 of the
Act read with the Companies (Appointment and
Remuneration of Managerial Personnel) Rules
2014, SGGS & Associates (ICSI Unique Code:
P2021MH086900), Practicing Company Secretaries,
Mumbai, were appointed to undertake the Secretarial
Audit of the Company for the year 2024-25.

The said Report, does not contain any qualification,
reservation, adverse remark or disclaimer except
as stated below:

Delay in receipt of share certificates or any other
document as an evidence of investment, from
Mazaya Waste Management LLC, a company
incorporated outside India, and delay in filing the
Annual Performance Report (APR) in respect of
the aforementioned company beyond the timelines
stipulated vide FED Master Direction No. 15/2024-25
under the Foreign Exchange Management Act, 1999.

Management response:

The Company is in the process of regularizing these
defaults by filing necessary applications with the
appropriate authority for condonation of such delays
and the possible penalties etc., if any, which may
be levied for these contraventions are likely to be
condoned by the regulatory authorities.

No frauds have been reported by the Secretarial
Auditor during the year 2024-25 pursuant to the
provisions of Section 143(12) of the Act.

The Secretarial Audit Report for the year 2024-25
is annexed as Annexure II and forms part of this
Integrated Report.

Further, the Board of Directors at its meeting held
on August 8, 2025, have approved the appointment
of SGGS & Associates (ICSI Unique Code:
P2021MH086900), Practicing Company Secretaries
as Secretarial Auditor of the Company for a term of
five consecutive years i.e. from financial year 2025¬
26 to financial year 2029-30 subject to approval of
the Members at the ensuing AGM.

The above appointment forms part of the notice of
the ensuing AGM and the resolution is recommended
for members’ approval.

(III) SECRETARIAL AUDIT OF MATERIAL UNLISTED
SUBSIDIARY COMPANIES

SGGS & Associates (ICSI Unique Code:
P2021MH086900), Practicing Company Secretaries

Mumbai, were appointed to undertake the Secretarial
Audit of Antony Lara Enviro Solutions Private Limited,
AG Enviro Infra Projects Private Limited and Antony
Lara Renewable Energy Private Limited, material
unlisted subsidiary companies of the Company in
terms of Section 204 of the Act read with Regulation
24A of the SEBI Listing Regulations.

The Secretarial Audit Report(s) as issued by them
does not contain any qualification, reservation or
adverse remark or disclaimer. The said reports are also
annexed herewith as Annexure III(A) to Annexure
III(C) and forms part of this Integrated Report.

(IV) ANNUAL SECRETARIAL COMPLIANCE
REPORT

The Company has undertaken an audit for the
year 2024-25 for all applicable compliances as per
Securities and Exchange Board of India Regulations
and Circulars/ Guidelines issued thereunder. The
Annual Secretarial Compliance Report issued by
SGGS & Associates (ICSI Unique Code:
P2021MH086900), Practicing Company
Secretaries Mumbai, has been submitted to the
Stock Exchanges and is annexed herewith as
Annexure IV to this Integrated Report and does
not contain any qualification, reservation or adverse
remark or disclaimer.

8. SHARE CAPITAL

The Authorised and Paid-up Share capital of the Company
as on March 31, 2025 stand at H 1,82,99,26,960 and
H 14,19,10,500 respectively.

The Company has not issued any shares or convertible
securities and does not have any scheme, except AWHCL
EMPLOYEE STOCK OPTION PLAN 2022, for the issue
of shares, including sweat equity to its employees or
Directors. As on March 31, 2025, none of the Directors
of the Company hold convertible instruments of the
Company in their individual capacity.

EMPLOYEES STOCK OPTION SCHEME

The members of the Company at their 21^st Annual General
Meeting held on September 27, 2022 had approved
‘AWHCL EMPLOYEE STOCK OPTION PLAN 2022’ for
grant of, from time to time, in one or more tranches, not
exceeding 3,00,000 (Three Lakh) employee stock options
to the identified employees of the Company and its
subsidiary and associated companies. Further, a certificate
from Secretarial Auditor i.e. SGGS & Associates (ICSI
Unique Code: P2021MH086900), Practicing Company
Secretaries, Mumbai, had been received confirming that
‘AWHCL EMPLOYEE STOCK OPTION PLAN 2022’, has
been implemented in compliance with the Securities and
Exchange Board of India (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021 (“SEBI SBEB
Regulations”). During the year under review, there were no
material changes made to the scheme.

During the year under review, a total of 7,140 options were
exercised by the grantees.

A copy of the aforesaid certificate and Statutory
disclosures as mandated pursuant to Rule 12(9) of the
Companies (Share Capital and Debentures) Rules, 2014
and Regulation 14 of the SEBI SBEB Regulations, are
available on the website of the Company at https://www.
antonv-waste.com/investors/annual-reports/.

9. CREDIT RATING

The Credit Rating of the Company on bank facilities is
detailed below:

This underscores the Company’s strong financial
stewardship and highlights the confidence it has earned
for reliably fulfilling its financial commitments.

10. PARTICULARS OF INVESTMENTS, LOANS
AND GUARANTEES

Pursuant to Section 186 of the Act read with Schedule
VI, the projects/activities of the Company are categorized
as “Infrastructure facility”, therefore the provisions of
said section are exempted, except for Section 186(1).
Further, the details of any investment or advanced
loans or a guarantee are stated in the notes to the
financial statements.

11. INTERNAL CONTROL SYSTEMS AND THEIR
ADEQUACY

The internal control system stands as a cornerstone of our
governance framework, propelling us toward achieving
the Company’s objectives while protecting our valuable
assets and guaranteeing the highest level of precision
and dependability in our reporting. Through the adoption
of strong policies, clear processes, effective procedures,
and industry best practices, we strive to actively reduce
risks and offer solid assurance that our daily operations
are executed with the greatest efficiency and efficacy. Our
approach encompasses extensive monitoring methods
to protect all assets against unauthorized access or
disposition. The Company’s Internal Financial Controls,
in relation to the financial statements, are sufficiently
designed and operational.

Your Company had appointed an external professional
agency Suresh Surana & Associates LLP, Chartered
Accountant, to conduct the internal audit for
the year 2024-25.

During the year under review, no material or serious
observation has been received from the Internal
Auditor of the Company for inefficiency or inadequacy
of such controls.

12. PARTICULARS OF CONTRACTS OR
ARRANGEMENTS WITH RELATED PARTIES

All transactions with related parties were reviewed
and approved by the Audit Committee. Prior omnibus
approval is obtained for related party transactions which
are of repetitive nature and entered in the ordinary course
of business and on an arm’s length basis and do not
attract the provisions of Section 188(1) of the Act. Hence,
disclosure in Form AOC-2 as required under Section
134(3)(h) of the Act read with Rule 8(2) of the Companies
(Accounts) Rules, 2014 is not applicable.

The details of all related party transactions, as approved,
are placed on a quarterly basis before the Audit Committee
for its review.

Further, there are no material related party transactions
during the year under review with the Promoters,
Directors, or Key Managerial Personnel. All related party
transactions entered are mentioned in the notes to the
financial statements.

The Policy on the Related Party Transactions is available
on the website of the Company at https://www.antony-
waste.com/docs/investors/corporate-governance/
policies/Policy on RPT.pdf.

13. DIRECTORS & KEY MANAGERIAL PERSONNEL

During the year under review, there has been no change
in the Board Structure. Further, as on March 31, 2025, the
Company had following Members on the Board:

KEY MANAGERIAL PERSONNEL (‘KMP’)

There is no change in the KMP of the Company during
the reporting period. Further, as of March 31, 2025, the
KMPs of the Company, as designated under provisions of
Section 203 of the Act, are listed below:

During the year, Seven (7) Board Meetings were convened
and held, the details of which are given in the Report
on Corporate Governance, which forms part of this
Integrated Report.

Further, in accordance with the provisions of Section 152
of the Act and the Company’s Articles of Association,
Mr. Jose Jacob Kallarakal (DIN:00549994), Director of
the Company retires by rotation at the ensuing Annual
General Meeting and, being eligible offers himself for
reappointment. The Board recommends his reappointment
for the consideration of the Members of the Company at
the ensuing Annual General Meeting.

The above re-appointment forms part of the notice of
the ensuing AGM and the resolution is recommended for
members’ approval.

DECLARATION OF INDEPENDENCE

The Board of Directors, basis the declarations submitted
by the Independent Directors (IDs), has affirmed that each
ID meets the independence criteria as specified under
Section 149 of the Act and the SEBI Listing Regulations,
confirming their independence from management.
Additionally, in accordance with Section 150 of the Act and
Rule 6 of the Companies (Appointment & Qualification of
Directors) Rules, 2014, all IDs have registered themselves
in the Independent Directors’ databank maintained by the
Indian Institute of Corporate Affairs (IICA). Furthermore,
as per Rule 6(4) of the aforesaid rules, each Independent
Director has either passed or is exempt from the online
proficiency self-assessment test conducted by the IICA.

FAMILIARISATION PROGRAMME FOR

INDEPENDENT DIRECTORS

To ensure that all Directors are well-equipped to fulfill their
roles and responsibilities, the Company has established
a comprehensive familiarisation programme. This
programme is carefully structured to comply with statutory
requirements under the Act and other relevant regulations.
Each Director receives a customised induction experience
designed around their individual backgrounds, interests,
and areas of expertise.

As part of this initiative, the Directors are encouraged
to visit the Company’s facilities, providing them with an
opportunity to observe operations first-hand and engage
directly with members of Senior Management. These
plant visits help to foster a deeper appreciation of the
Company’s processes, culture, and strategic priorities.

In addition, the induction programme includes a series of
detailed presentations delivered by Senior Management.
These presentations cover a wide range of topics,
including the Company’s corporate strategy, operational
framework, product portfolio, market presence, group
structure and subsidiaries, composition of the Board,
governance guidelines, matters reserved specifically for
Board decision, and the approach to risk identification
and mitigation.

Through this multi-faceted orientation, Directors gain
valuable insights into the Company’s core values,
business drivers, and leadership approach. This
comprehensive understanding enables them to contribute
more meaningfully during Board deliberations and to
exercise effective oversight of management performance,
ultimately supporting the Company’s long-term success.

Further, the details of the familiarisation programme
provided to the Directors is available on the website of
the Company at https://www.antony-waste.com/docs/
investors/corporate-governance/policies/Familarisation
Programme of IDs.pdf

NOMINATION AND REMUNERATION POLICY

The Board of Directors has framed a policy which lays
down a framework in relation to remuneration of Directors,
Key Managerial Personnel and Senior Management
of the Company.

The Policy broadly lays down the guiding principles,
philosophy, and the basis for payment of remuneration
to Executive and Non-executive Directors (by way of
sitting fees and commission), Key Managerial Personnel,
Senior Management and other employees. The policy
also provides the criteria for determining qualifications,
positive attributes and Independence of Director and
criteria for appointments of Key Managerial Personnel /
Senior Management and performance evaluation which
are considered by the NRC and the Board of Directors
while making selection of the candidates.

The above policy is available on the website of the
Company at https://www.antony-waste.com/docs/
investors/corporate-governance/policies/Nomination
and Remuneration Policy.pdf.

BOARD EVALUATION

The Board evaluated the effectiveness of its functioning,
of the Committees and of individual Directors, pursuant to
the provisions of the Act and the SEBI Listing Regulations.
Based on the Guidance Note on Board Evaluation issued
by the Securities and Exchange Board of India on January
5, 2017, the Board Evaluation was carried out on following
parameters, namely:

• Composition and caliber of the Board

• Strategic direction and performance appraisal

• Comprehension of business operations, risk
management, processes, and protocols

• Value creation for stakeholders and commitment to
responsibilities

• Supervision of financial reporting, internal controls,
and auditing functions

• Ethical standards, compliance, and oversight activities

The Board evaluation process for the year 2024-25 was
conducted in a systematic and comprehensive manner.
A structured questionnaire covering various aspects

of the Board’s functioning, such as board composition
and dynamics, board oversight and governance, board
strategy and performance, board development and culture,
etc., was circulated to all the Directors and feedback was
sought on the same. Further, the Chairman of the NRC
had one-on-one meetings with the Independent Directors
(IDs), the Executive and Non-Executive Directors. These
meetings were intended to obtain Directors’ inputs on the
effectiveness of the Board/Committee processes.

During a separate meeting of the Independent Directors
on March 21, 2025, a comprehensive evaluation was
conducted on the performance of the Non-Independent
Directors, the Board as a whole, and the Chairman,
incorporating feedback from the Executive Directors and
other Non-Executive Directors. The NRC also assessed
the performance of individual Directors and the Board
collectively. In the subsequent Board meeting, which
followed the Independent Directors’ meeting and the NRC
meeting, the performance of the Board, its committees,
and individual Directors, including the Chairman, was
thoroughly discussed. The Board evaluation for the
year 2024-25 was completed, with key findings and
recommendations noted for ongoing improvement.

14. BOARD COMMITTEES

The Committees of the Board hold regular meetings
to deliberate on relevant business matters, policies,
and strategies amongst other. To promote effective
participation, the schedule for upcoming Committee
meetings is shared with members well in advance,
enabling them to prepare and contribute meaningfully.
Additionally, when urgent decisions are required,
proposals are sometimes approved by circulation among
Committee members.

The Company’s Board of Directors has established
both mandatory and non-mandatory Committees in
accordance with the requirements of the SEBI Listing
Regulations and the Act.

The list of the Committees is as follows:

(i) Administrative Committee

(ii) Audit Committee

(iii) Corporate Social Responsibility Committee

(iv) Nomination and Remuneration Committee

(v) Risk Management Committee

(vi) Stakeholders’ Relationship Committee

During the year under review, all recommendations
of the Committees were approved by the Board. The
details including the composition, meetings, terms of
reference etc., please refer to the Report on Corporate
Governance annexed to Board report and forms part of
this Integrated Report.

15. VIGIL MECHANISM AND WHISTLEBLOWER
POLICY

In terms of the provisions of the Act and the SEBI
Listing Regulations, the Vigil Mechanism is implemented
through the Company’s Whistle Blower Policy to enable
the Directors, employees, and all stakeholders of the
Company to report genuine concerns or grievances about
any unethical or unacceptable business practice and to
provide for adequate safeguards against victimization of
persons who use such mechanism and make provision for
direct access to the Chairman of the Audit Committee.

The Whistle Blower Policy is available on the website
of the Company at https://www.antony-waste.com/
docs/investors/corporate-governance/policies/Vigil
Mechanism Policy.pdf.

16. ANTI-BRIBERY AND ANTI-CORRUPTION
POLICY

In furtherance to the Company’s core values of honesty,
transparency, and ethical conduct, the Board has formally
established an Anti-Bribery and Anti-Corruption Policy as
a key component of the Company’s Code of Business
Conduct. This policy underscores the Company’s
unwavering stance of zero tolerance towards bribery and
corruption in any form and at any level. The Company is
fully committed to operating with integrity and fairness
in all its business transactions and relationships, both
internally and externally.

To reinforce awareness and ensure widespread
understanding of this commitment, the Human Resources
department has proactively implemented educational
initiatives focused on the Anti-Bribery and Anti-Corruption
Policy. These initiatives include comprehensive training
sessions and the distribution of questionnaires designed
to assess and strengthen employees’ grasp of the policy’s
key principles and requirements. Through such ongoing
measures, the Company strives to cultivate a culture where
ethical business practices are ingrained in daily operations
and compliance is second nature to all team members.

During the year under review, there were no complaints
received regarding bribery or corruption, further affirming
the strong ethical standards upheld by employees.

The Anti-Corruption and Anti Bribery Policy is available on
the website of the Company at https://www.antony-waste.
com/docs/investors/corporate-governance/policies/Anti
corruption and anti-bribery Policy.pdf

17. DIRECTORS’ RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according
to the information and explanations obtained by them,
your Directors make the following statements in terms of
Section 134(5) of the Act:

a) In the preparation of the annual accounts, the
applicable accounting standards had 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
profit of the Company for that period.

c) The Directors have taken proper and sufficient
care for the maintenance of adequate accounting
records in accordance with the provisions of this
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 have laid down internal financial
controls to be followed by the Company and that
such internal financial controls are adequate and
operate effectively.

f) The Directors have devised proper systems to ensure
compliance with the provisions of all applicable
laws and that such systems were adequate and
operating effectively.

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

The report on the particulars of conservation of Energy,
Technology absorption and foreign exchange earnings
and outgo are mentioned in Annexure V and forms part of
this Integrated report.

19. PARTICULARS OF EMPLOYEES

The Disclosure 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
is annexed herewith as Annexure VI and forms part of this
Integrated report.

Details of employee remuneration as required under
provisions of Section 197 of the Act read with Rule 5(2)
and 5(3), are available to members for inspection at the
Registered Office of the Company on every working day of
the Company between 10 am to 12 noon up to the date of
the ensuing AGM. If any member is interested in obtaining
a copy thereof, such member may write an e-mail to
investor.relations@antonvwaste.in.

20. CORPORATE GOVERNANCE

During the year under review, the Company complied with
the applicable provisions relating to corporate governance
as provided under the SEBI Listing Regulations. The

compliance report together with a certificate from the
Practicing Company Secretaries confirming compliance
is provided in the Report on Corporate Governance
annexed herewith as Annexure VII, and forms part of this
Integrated Report.

21. DISCLOSURE AS PER THE SEXUAL
HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND
REDRESSAL) ACT, 2013

The Company has zero tolerance towards sexual
harassment at the workplace and has adopted a policy
on prevention, prohibition, and redressal of sexual
harassment at workplace in line with the provisions of the
Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013 (‘POSH’) and the
Rules made thereunder.

The Company has constituted Internal Complaints
Committee (‘ICC’) under POSH and has complied with the
provisions relating to the same. The ICC has been set up
comprising 5 (five) Members of whom 3 (Three) are female
employees, 1 (one) is male employee and 1 (one) external
female Member who is a specialist in dealing with such
matters. The employees are sensitized from time to time
in respect of matters connected with prevention of sexual
harassment. Awareness programmes are conducted
across all sites to sensitize the employees to uphold the
dignity of their colleagues at workplace.

During the year under review, the Company has not
received any complaint of sexual harassment.

Further, the details as required under Rule 8(5)(x) of the
Companies (Accounts) Rules, 2014 is provided below:

The Policy on Prevention of Sexual Harassment
at Workplace is available on the website of the
Company at https://www.antony-waste.com/docs/
investors/corporate-governance/policies/Anti Sexual
Harassment Policy.pdf .

22. ANNUAL RETURN

Pursuant to Section 92(3) of the Act, the draft of annual
return of the Company for the year 2024-25 is available on
the website of the Company at https://www.antony-waste.
com/investors/annual-reports/.

In terms of the Companies (Management and
Administration) Rules, 2014, the Annual Return shall
be filed with the Registrar of Companies, within
prescribed timelines.

23. RISK MANAGEMENT POLICY

The Board of Directors of the Company has designed
Risk Management Policy and guidelines to avoid events,
situations or circumstances which may lead to negative
consequences on the Company’s businesses and define
a structured approach to manage uncertainty and to
make use of these in their decision-making pertaining
to all business divisions and corporate functions. Key
business risks and their mitigation are considered in
the annual/strategic business plans and in periodic
management reviews.

The Company has established a well-defined process
of risk management, wherein the identification, analysis
and assessment of the various risks, measuring of the
probable impact of such risks, formulation of risk mitigation
strategy and implementation of the same takes place in a
structured manner.

Though the various risks associated with the business
cannot be eliminated completely, all efforts are made to
minimize the impact of such risks on the operations of the
Company. Necessary internal control systems are also
put in place by the Company on various activities across
the Board to ensure that business operations are directed
towards attaining the stated organizational objectives with
optimum utilization of the resources.

For further details, please refer to the Risk Management
section of this Integrated Report.

The Risk Management Policy is available on the website
of the Company at https://www.antony-waste.com/
docs/investors/corporate-governance/policies/Risk
Management Policy.pdf.

24. ENVIRONMENTAL, SOCIAL, AND GOVERNANCE

(“ESG”) POLICY AND BUSINESS

RESPONSIBILITY AND SUSTAINABILITY
REPORT

To further strengthen its ESG commitments, Company
has voluntarily adopted the Business Responsibility and
Sustainability Report (BRSR) framework, in accordance
with Regulation 34(2)(f) of the SEBI Listing Regulations. This
step enhances transparency and ensures the company
remains aligned with evolving regulatory standards and
stakeholder expectations.

The BRSR, available on the website of the Company
at https://www.antony-waste.com/investors/annual
-reports, is proudly released as part of this Integrated
Report and provides a comprehensive overview of
Company’s environmental, social, and governance
initiatives.

In the year 2024-25, Company undertook an extensive
materiality (impact materiality) assessment, engaging
stakeholders to identify, evaluate, and prioritize ESG
issues most pertinent to its business and stakeholders.
This assessment, guided by leading frameworks such as
the Global Reporting Initiative (GRI) Universal Standards
and the MSCI ESG Ratings methodology, has been
instrumental in shaping the company’s sustainability

agenda. The findings have informed the development of an
ESG Roadmap featuring measurable goals and milestones
for the coming years.

The implementation of these initiatives is designed to
foster sustainable business growth while future-proofing
the Company against emerging challenges.

The ESG Policy is also available on the Company’s website
at https://www.antony-waste.com/docs/investors/
corporate-governance/policies/ESG Policy.pdf

25. CORPORATE SOCIAL RESPONSIBILITY

Pursuant to Section 135 of the Act and Companies
(Corporate Social Responsibility) Rules, 2014, the Board
of Directors of the Company constituted the Corporate
Social Responsibility (CSR) Committee. The Committee
has the overall responsibility of identifying the areas of
CSR activities, recommending the amount of expenditure
to be incurred on the identified activities, implementing,
and monitoring the CSR Policy from time to time and
reporting progress on various initiatives.

Further, a statutory report on CSR activities and the
contents of Corporate Social Responsibility policy annexed
as Annexure VIII, forms part of this Integrated Report.

26. INTEGRATED REPORTING

The Company has voluntarily prepared an Integrated
Report that encompasses both financial and non-financial
information, empowering Members to make well-informed
decisions and gain deeper insight into the Company’s
long-term vision. This report covers aspects such as
strategic direction, governance framework, performance,
and prospects for value creation across five key capitals:
financial, manufactured, intellectual, human, social
and relationship, and natural. Continuing its integrated
reporting journey this fiscal year, the Company reaffirms
its commitment to transparency and responsible corporate
citizenship. Guided by the International Integrated
Reporting Framework (now under the IFRS Foundation),
the 2^nd Integrated Report highlights the Company’s
actions toward long-term sustainability and stakeholder
value creation, with the Board taking responsibility for the
accuracy and integrity of all information presented.

27. HEALTH, SAFETY AND ENVIRONMENT

The Company’s policy on health, safety and environment
aims at healthy, safe, and productive work environment,
by providing continuous training and adopting the best
of safety practices and monitoring the stated practices.
Every employee, whether in a direct or indirect capacity,
undergoes comprehensive training in essential technical
skills such as first aid and firefighting. To ensure
preparedness for unforeseen circumstances, mock drills
featuring carefully conceived scenarios are regularly
executed across all operational sites. These drills serve as
a means to keep the workforce vigilant, poised, and adept
in effectively managing a spectrum of emergencies.

For further details, please refer to the Human Capital

section of this Integrated Report.

28. DIRECTORS & OFFICERS LIABILITY
INSURANCE

The Company has in place the Directors & Officers Liability

Insurance (D&O) for all its Directors (including Independent

Directors) and Officers of the Company in line with

Regulation 25(10) of the SEBI Listing Regulations.

29. ADDITIONAL RELEVANT DISCLOSURES

During the year under review:

i. the Company has not issued equity shares with
differential rights as to dividend, voting or otherwise.
Hence, disclosure under Rule 4(4) of the Companies
(Share Capital and Debentures) Rules, 2014 is
not applicable;

ii. the Company has not issued sweat equity shares to
its employees. Hence, disclosure under Rule 8(13)
of the Companies (Share Capital and Debentures)
Rules, 2014 is not applicable;

iii. no significant material orders have been passed
by any regulators or courts or tribunals which may
impact the going concern status of the Company and
its future operations. Hence, disclosure under Rule
8(5)(vii) of the Companies (Accounts) Rules, 2014 is
not applicable;

iv. the provisions of Section 125(2) of the Act, do not
apply as there was no unclaimed dividend in the
previous years;

v. the Company has not transferred any amount to the
reserves of the Company. Hence, disclosure under
Section 134(3)(j) of the Act is not applicable;

vi. the Company has not accepted any public deposits
under Section 73 of the Act. Hence, disclosure under
Rule 8(5)(v) and 8(5)(vi) of the Companies (Accounts)
Rules, 2014 is not applicable;

vii. there has been no change in the nature of business
of the Company. Hence, disclosure under Rule
8(5) (ii) of the Companies (Accounts) Rules, 2014 is
not applicable;

viii. the Company was not required to maintain the cost
records and requirement of cost audit, as prescribed
under the provisions of Section 1 48(1) of the Act,
were not applicable for the business activities carried
out by the Company;

ix. the Company has complied with the applicable
Secretarial Standards (SS1 and SS2) as issued by the
Institute of Company Secretaries of India in terms of
Section 118(10) of the Act;

x. except as stated in heading 6 of this report, material
changes or commitments have occurred between the

end of the financial year and the date of this Report,
which affect the financial statements of the Company
with respect to the reporting year;

xi. there was no application made or any
proceeding pending under the Insolvency and
Bankruptcy Code, 2016;

xii. there were no instances of onetime settlement with
any Banks or Financial Institutions;

xiii. there were no agreements that subsist as on the date
of this report under clause 5A to para A of part A of
schedule III of SEBI Listing Regulations;

xiv. the Company was in compliance of the applicable
provisions relating to the Maternity Benefit Act 1961.

30. INDUSTRIAL RELATIONS

The Company maintained exemplary relations with its
employees throughout the year under review. The Board
extends its profound gratitude to the employees across
all cadres for their unwavering dedication and invaluable
service. Their commitment is the cornerstone of our
success in the waste management sector in India. We
anticipate their continued support and an elevated level of
productivity to achieve our ambitious targets for the future.
The contribution of our staff is indispensable in driving our
mission forward and addressing the critical environmental
challenges of our nation.

31. ACKNOWLEDGEMENT

The Board of Directors extends its heartfelt appreciation
to all the Central and State Government departments,
organizations, and agencies for their unwavering support
and cooperation throughout the year. Their assistance has
been instrumental in enabling the Company to achieve its
goals and fulfill its mission.

The Directors also wish to express their deep gratitude
to every stakeholder of the Company, including valued
customers, shareholders, dealers, vendors, banking
partners, and other business associates. The steadfast
support, trust, and collaboration received from these
stakeholders have played a pivotal role in the Company’s
progress and success over the past year.

A special note of recognition is reserved for the employees
of the Company, whose unwavering commitment, tireless
efforts, and exemplary dedication continue to be the
driving force behind the Company’s achievements. The
Board places on record its sincere appreciation for their
outstanding contributions, which form the backbone of the
Company’s ongoing growth and resilience.

The Directors look forward to continued cooperation and
support from all stakeholders as the Company advances
towards its vision, striving to meet new milestones
and address the evolving challenges in the waste
management sector.

32. CAUTIONARY STATEMENT

All the Statements in the Board’s Report and the
Management Discussion and Analysis describing
the Company’s objectives, projections, estimates,
expectations, or predictions may be ‘forward looking
statements’ within the meaning of applicable securities
laws and regulations.

Actual results of operations may differ materially from
those suggested by the forward-looking statements due to
risks or uncertainties associated without expectations with
respect to, but not limited to, regulatory changes pertaining
to the logistics sector and our ability to respond to them,
our ability to successfully implement our strategies,
our growth and expansion, technological changes, our

Company’s exposure to market risks, general economic
and political conditions in India which have an impact on
our Company’s business activities or investments, the
monetary and fiscal policies of India, inflation, deflation,
unanticipated turbulence in interest rates, foreign
exchange rates, equity prices or other rates or prices, the
performance of the financial markets in India and globally,
changes in domestic laws, regulations and taxes and
changes in competition in the industry we operate in.

The Company is not obliged to publicly amend, modify,
or revise any forward-looking statement, on the basis
of any subsequent development, information or
events or otherwise.

For and on Behalf of Board of
ANTONY WASTE HANDLING CELL LIMITED

JOSE JACOB KALLARAKAL

Date : August 08, 2025 CHAIRMAN AND MANAGING DIRECTOR

Place : Thane DIN: 00549994