The Directors hereby present the 33^rd Annual Report of Camlin Fine Sciences Limited (the “Company” or
“CFS”) along with the Audited Standalone and Consolidated Financial Statements for the financial year
ended March 31, 2026. The Consolidated Financial Statements comprise performance of the Company and
its subsidiaries and associates.

1. Financial Results:

2. Performance Review and State of Company’s Affairs:

FY 2025-26 has been a challenging year. US tariff had an impact on the business primarily in the Aroma
Products. The steady improvement in the global demand was hampered earlier by the international
protectionism and at the end of the year by the Middle East conflict. Though the raw material prices
were inelastic for the major part of the year, the lack of traction in the global demand and local
competition did had an adverse impact on the margins.

Also refer to our paragraph on Business Overview & Performance in the Management Discussion &
Analysis Report Section for more details on performance.

2.1 Consolidated:

On a consolidated basis, the revenue from continuing operations for FY 2025-26 stood at
' 172,330.81 lakh (Previous Year ' 162,868.75 lakh). The growth in revenues was attributable to
impressive performance in business of Blends and improved volumes & realisations of Aroma
Products. The gross margins were impacted in FY 2025-26 due to increased local competition
and subdued global demand which stood at 46.47% of revenue in FY 2025-26 (Previous Year
49.44%). Consequently, the operating EBITDA (net of foreign exchange impact and before profit
from associate) for FY 2025-26 was ' 10,687.88 lakh (Previous Year ' 21,604.43 lakh).

Loss from continuing operations before tax (and before exceptional items) was ' 818.81 lakh
(Previous Year profit of ' 7,394.97 lakh). Exceptional items of ' 2,546.01 lakh include provision for
loan and interest receivable ' 1,145.93 lakh, cost towards Vinpai acquisition ' 405.82 lakh, impact
of new labour codes ' 222.17 lakh, impact of loss due to fire at two subsidiaries ' 763.43 lakh and
other impairment loss of ' 8.66 lakh. Loss after tax from continuing operations for FY 2025-26 was
' 3,153.10 lakh (Previous Year profit of ' 6,508.90 lakh).

CFS Europe SpA, the wholly owned subsidiary in Europe is under process of liquidation. Its entire
results were disclosed as discontinuing operations alongwith with that of CFS Wanglong Flavours
(Ningbo) Co. Ltd. The gain on discontinued operations was ' 5,507.42 lakh (Previous Year loss of
' 22,320.84 lakh).

The profit after tax for FY 2025-26 stood at ' 2,354.32 lakh (Previous Year ' 15,811.94 lakh).

2.2 Standalone:

On a standalone basis, the Revenue from Operations for FY 2025-26 was ' 83,791.82 lakh
(Previous Year ' 88,649.13 lakh), EBITDA (net of foreign exchange impact) for FY 2025-26 stood at
' 4,789.02 lakh (Previous Year ' 7,060.22 lakh). While the gross margins were 46.78% of revenue in
FY 2025-26 as compared to 45.71% in FY 2024-25.

Loss before tax (before exceptional items) for FY 2025-26 was at ' 3,782.27 lakh (Previous Year
' 2,742.84 lakh). Exceptional items of ' 1,626.95 lakh include provision for loan and interest
receivable ' 1,145.93 lakh, impact of new labour codes ' 222.17 lakh, impairment of trade and other
receivable ' 266.42 lakh and other impairment gain of ' 7.55 lakh. Loss after tax for FY 2025-26 at
' 3,296.62 lakh (Previous Year ' 7,631.05 lakh).

For more details on the Consolidated and Standalone performance, please refer to Management
Discussion & Analysis.

3. Management Discussion & Analysis:

The Management Discussion & Analysis, as required in terms of Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations 2015 (“SEBI LODR”) forms part
of this Annual Report.

4. Business & Strategy:

Your Company along with its subsidiaries, is engaged in research, development, manufacturing and
marketing of specialty chemicals, ingredients and additive blends which are in the broad product
portfolio of:

(i) Shelf-Life Solutions

(ii) Aroma Ingredients

(iii) Performance Chemicals and

(iv) Health & Wellness

Product portfolio under Shelf-Life Solutions includes basic ingredients such as Tert-Butylhydroquinone
(TBHQ), Butylated Hydroxyanisole (BHA), Butylated Hydroxytoluene (BHT) & Ascorbyl Palmitate (ASP)
which are primarily manufactured in India and marketed globally through the network of subsidiaries
as well as distribution networks. These products are also used to value add into Blends which are also
part of Shelf-Life Solutions. Blends are included in Shelf-Life Solutions which are manufactured by using
inorganic as well as natural & organic inputs. Manufacturing operations of Blends are spread across the
globe viz., India, Mexico, Brazil, USA & Europe. Blends are targeted at Food, Feed, Pet Food, Animal
Nutrition and Bio-diesel industries. All these products address the issue of shelf life and allied usages.

Aroma ingredients mainly includes Vanillin, Ethyl Vanillin, Natural Vanillin and some of its combinations.
All these products are manufactured in India at the Dahej manufacturing unit. Company is one of the
leading manufacturers of Methyl Vanillin in the world. These products are marketed globally through
subsidiaries and distribution network and are used by manufacturers of products for Flavor and
Fragrance.

Portfolio of Performance Chemicals includes specialty chemicals such as Hydroquinone (HQ),
Catechol (CAT), Monomethyl Ether of HQ (MEHQ), Tert BXutylcatechol (TBC), Guaiacol, Veratrole, etc.
These products are manufactured in India and are used by pharmaceuticals, petrochemicals, industrial
chemicals, etc.

Products of Health & Wellness are aimed to manufacture algae based products such as Omega 3 fatty
acids at its manufacturing unit of subsidiary in South India. There are good growth prospects for this
business in the coming years.

For more details of the businesses of the operations, please refer Management Discussion & Analysis.

5. Finance, Liquidity & Rating:

The overall economic scenario and the global slowdown posed severe challenges to the financing
and liquidity of your Company in FY 2025-26. The pressure on margins due to fall in sale prices,
pressure of international tariff impacting the ramp up of Aroma products, accumulation of inventory
created financial stress. The management however has deftly maneuvered the liquidity crisis despite
the overbearing challenges.

On a standalone basis, the short-term borrowings stood at ' 26,139.57 lakh as on March 31, 2026,
as against ' 24,045.73 lakh as on March 31, 2025. The consolidated short-term borrowings rose to
' 36,547.50 lakh as on March 31, 2026, as compared to ' 34,784.25 lakh as on March 31, 2025.
The short-term borrowings on the consolidated basis were higher due to higher current maturities of
long-term borrowings and new loans availed during the year.

The long-term borrowings on a standalone basis stood at ' 21,038.50 lakh as on March 31, 2026,
as compared to ' 17,185.96 lakh as on March 31, 2025. While on a consolidated basis, it stood at
' 30,260.59 lakh and ' 26,830.33 lakh as on March 31, 2026, and March 31, 2025, respectively.

For the year under review, bank loan facilities long-term rating was reduced to IND BBB- from
'IND BBB' with a Stable Outlook and the short-term rating to 'IND A3' from 'IND A3 ' by the rating
agency viz. India Ratings and Research Pvt. Ltd. It is expected that the Company will be in a position
to enhance its rating with improved performance in FY 2026-27 and beyond. The Company as on
March 31, 2026 had the following credit rating:

(i) For Term loan: IND BBB/Negative outlook

(ii) For Fund-based limits: IND BBB/Negative outlook/IND A3

(iii) For Non-fund-based limits: IND A3

(iv) Bank loan facilities: IND BBB-/Stable/IND A3

Loan Covenants:

Some of our existing financing arrangements requires prior lenders' consent beyond specified
thresholds, amongst other things, for undertaking new projects, issuing new securities, changes in
management, mergers, sales of undertakings, material impairments and investments in subsidiaries.
In addition, certain negative covenants may limit our ability to borrow additional funds or to incur
additional liens, and/or provide for increased costs in case of breach. Certain financing arrangements
also include financial covenants to maintain certain networth, liability and debt related ratios.

The monitoring of the compliances with our loan covenants is an ongoing process. Company
continuously reviews the financing strategy and continue to plan for deployment of long-term funds
to address any potential non-compliance and seek any waivers, if required.

6. Equity Share Capital:6.1 Authorised Share Capital:

The Authorised Share Capital of the Company stood at ' 21,50,00,000/- divided into 21,50,00,000
equity shares of ' 1/- each as at March 31, 2026. Though there was no change in the Authorised Share
Capital of the Company during the Financial Year 2025-26, on May 7, 2026, the Authorised Share
Capital of the Company was increased to ' 25,00,00,000/- divided into 25,00,00,000 equity shares
of ' 1/- each.

6.2 CFSL Employees Stock Option Plan:

During the year, the Company issued and allotted 40,000 equity shares pursuant to CFSL Employees
Stock Option Plan 2018 (“ESOP 2018”) and 24,420 equity shares pursuant to CFSL Employees Stock
Option Plan 2020 (“ESOP 2020”).

6.3 Issue of equity shares on Preferential Basis:

During the year under review, your Company had issued and allotted 41,06,181 fully paid up equity
shares at a price of ' 247.69/- per equity share (including a premium of ' 246.69/- per equity share),
aggregating to a consideration of ' 101,70,59,971.89/- for consideration other than cash towards the
acquisition of 27,23,316 ordinary shares of Vinpai SA, a listed Company on EuroNext Exchange in
France ('Vinpai'), determined in accordance with the terms of the share purchase agreement dated
February 24, 2025 ('SPA') pursuant to a share swap arrangement, by way of a preferential issue on a
private placement basis.

The said equity shares rank pari passu with the existing equity shares of the Company in all respects.

The purpose of the Preferential Issue was to acquire Vinpai, an ingredient-tech Company that
designs, manufactures and markets functional ingredients from algae, plants, minerals and fibers,
offering natural alternatives to chemical additives. Vinpai supports food, cosmetics and nutraceutical
manufacturers through cross-technology know-how to improve product nutritional quality, accelerate
development, optimize production costs and enhance profitability.

6.4 Issued, Subscribed and Paid-Up Share Capital:

The paid-up equity share capital has been increased from ' 18,79,21,012/- divided into 18,79,21,012
equity shares of ' 1/- each as on March 31, 2025 to ' 19,20,91,613/- divided into 19,20,91,613 equity
shares of ' 1/- each as on March 31, 2026 pursuant to the allotment of equity shares under ESOP 2018,
ESOP 2020 and the aforesaid preferential issue.

7. Non Current Assets & Capital Expenditure:

On a standalone basis, the capital expenditure on tangible assets incurred during the year was
' 2,707.05 lakh while the capital work in progress stood at ' 2,269.68 lakh as on March 31, 2026.

On a consolidated basis, the capital expenditure on tangible assets incurred during the year was
' 4,538.22 lakh, while the capital work in progress stood at ' 3,285.21 lakh as on March 31, 2026.

During the year under review, the non-current assets pertaining to discontinued operations amounting
to ' 2,016.73 lakhs were impaired and provided for in the consolidated financial statements.
This provision has been included under the heading Loss on discontinuing operations.

8. Dividend Distribution Policy & Dividend:

The Board of Directors of the Company has adopted a Dividend Distribution Policy which is available
on the website at https://www.camlinfs.com/investor-relations/home/downloads.

In view of the losses and the current economic scenario, the Board is of the view that it would be
prudent to conserve the retained earnings for future growth and for the purpose of generating
higher returns for the shareholders. In view of the same and as per the Dividend Distribution Policy,
the Board of Directors have not recommended any dividend on the equity shares for the year under
review.

9. Particulars of Loans, Guarantees or Investments

Particulars of loans given, investments made, guarantees given and securities provided along with the
purpose for which the loan or guarantee or security is proposed to be utilised by the recipients are
provided in the accompanying Financial Statements.

10. Transfer to Reserves:

In view of losses, the Company has not transferred any amount to General Reserve.

11. Deposits from Public:

The Company has not accepted any deposits from the public during the year under review, and
as such, no amount of principal or interest on deposits from public was outstanding as on
March 31, 2026.

12. Related Party Transactions:

In line with the requirements of the Companies Act, 2013 (the “Act”) and SEBI LODR, as amended
from time to time, the Company has a Policy on Related Party Transactions (RPTs) approved by the
Board for identifying, reviewing, approving and monitoring of RPTs and the same is available on the
Company's website at https://www.camlinfs.com/investor-relations/home/downloads.

All RPTs entered into during the year under review were on arm's length basis and in the ordinary
course of business and were reviewed and approved by the Audit Committee. With the view to ensure
continuity and ease of day-to-day operations, an omnibus approval has been obtained for RPTs which
are of repetitive nature and entered in the ordinary course of business and on an arm's length basis.
A statement giving details of all RPTs including the RPTs where omnibus approval is granted, is placed
before the Audit Committee on a quarterly basis.

During the year under review, all contracts/arrangements/transactions entered into by the Company
with related parties were in ordinary course of business and on an arm's length basis. There were
no material RPTs entered into by the Company during the year. Accordingly, the disclosure of RPTs
as required under section 134(3)(h) of the Act in Form AOC-2 is not applicable to the Company for
FY 2025-26 and hence does not form part of this Annual Report.

In terms of Regulation 23 of the SEBI LODR, the Company submits details of RPTs as per the format
specified in the relevant accounting standards to the stock exchange on a half-yearly basis. The details
of transactions with related parties are provided in the accompanying Financial Statements.

13. Material changes and commitments affecting financial position:

There are no material changes affecting the financial position of the Company, subsequent to the
close of the financial year till this report.

14. Subsidiary Companies and Associates:

During the year under review, on November 30, 2025 the Company acquired 27,23,316 ordinary
shares i.e. 78.68% of Vinpai's share capital in accordance with the terms of SPA, pursuant to a share
swap arrangement, by way of a preferential issue on a private placement basis. Concomitantly
with the signing of the SPA, the Company had agreed to grant a financing to Vinpai for an
amount of EUR 3.3 million through the subscription of listed secured convertible bonds subject
to and simultaneously with the acquisition of shares of Vinpai, the said convertible bonds shall be
converted into ordinary equity shares of Vinpai. In view of the above 3,300 Convertible Bonds having
subscription price of EUR 1,000 per Convertible Bond aggregating to EUR 33,00,000 matured on
December 31, 2025. Subsequently, these bonds have been converted into 11,00,000 new ordinary
shares of Vinpai. Following the issuance of new ordinary shares of Vinpai, the Company as on
March 31, 2026 holds total 38,23,316 ordinary shares, representing 83.82% of Vinpai's outstanding

share capital (excluding 26,736 treasury shares of Vinpai). Consequently, Based Algae and Plants,
subsidiary of Vinpai has become Step-down subsidiary of the Company.

The Collegio Sindacale (Board of Statutory Auditors) of CFS Europe S.p.A., a wholly owned subsidiary
of the Company, submitted an appeal on January 15, 2026 with the Tribunal of Ravenna, Italy (“Court”)
to initiate liquidation proceedings for CFS Europe S.p.A., requesting the opening of liquidation, inter
alia, on the grounds that it lacks resources to pay overdue debts and cannot implement strategic
investments needed for recovery. Further, pursuant to order received on March 17, 2026, the Court
initiated judicial liquidation proceedings under the local statutes appointed a delegated Judge and
Court-appointed Liquidators (Curatori) for management of the procedure.

During the year under review, CFS Pahang Asia Pte. Ltd. was struck off on November 4, 2025.
Accordingly, it ceased to be a subsidiary of the Company as on March 31, 2026.

During the year under review, the Company invested in Clean Max Sundarban Private Limited to
support long-term renewable power consumption for its Dahej and Tarapur units; the investment
was made on July 17, 2025 through the acquisition of a 49% equity stake for a captive hybrid solar/
wind power plant for long-term consumption of wind-solar hybrid power and accordingly Clean Max
Sundarban Private Limited was an Associate of the Company as on March 31, 2026.

The Company has 22 Subsidiaries (including Step-down subsidiaries) and 2 Associates as on
March 31, 2026. The changes in subsidiaries during the year has been considered in the Standalone
financial statements of the Company.

Further, Solentus North America Inc., a wholly owned subsidiary of the Company, was dissolved and
consequently struck off on May 12, 2026 and accordingly ceased to be a subsidiary of the Company
as on the date of this report.

The Policy for Determining Material Subsidiaries is disclosed on the Company's website and the
weblink for the same is https://www.camlinfs.com/investor-relations/home/downloads.

15. Consolidated Financial Statements:

The Consolidated Financial Statements of the Company and its subsidiaries / associates for
FY 2025-26 are prepared in compliance with the applicable provisions of the Act and as stipulated
under Regulation 33 of the SEBI LODR as well as in accordance with the Indian Accounting Standards
notified under the Companies (Indian Accounting Standards) Rules, 2015. The Audited Consolidated
Financial Statements together with the Auditor's Report thereon form part of this Integrated
Annual Report.

Further, a statement containing the salient features of the financial statement of our subsidiaries in
the prescribed format AOC-I is appended to the financial statements. The statement also provides
details of the performance and financial position of each of the subsidiaries, along with the changes
that occurred during the FY 2025-26.

Though, the copies of Financial Statements of the subsidiaries have not been attached to the financial
statements of the Company. These documents will be made available upon request by any member
of the Company and also shall be available for inspection at the registered office of the Company
during business hours on working days of the Company up to the date of the ensuing Annual General
Meeting. Further, the accounts of the subsidiaries shall also be uploaded on the Company's website
and the weblink for the same is https://www.camlinfs.com/investor-relations/home/subsidiaries
financials.

16. Human Resource:

Our employees are our most important asset which remain the bedrock of our organizational
strength and a key driver for the sustained business performance. The current business environment
is constantly prone to rapid evolution by technological advancement and dynamic economic factors
which emphasizes this importance.

The Company persists with its approach of emphasizing the importance of the management,
assistance and engagement of Human Resources with concentration on the critical functions such
as policy administration, process of recruitment, administration of benefit, regulatory framework,
orientation, continuing training and development, employee engagement and relation, employee
well being and assistance and welfare schemes. Well-being programs remain the focus area which
are continuously addressed through medical assistance, health & wellness programs and individual
developments. We remain committed to advance a digital and data driven ecosystem to foster and
enhance the employee engagement.

Human Capital of the Standalone Company:

Direct Employees: 674

Female Employees: 54

Employee Benefit Expenses: ' 7,597.96 lakh

16.1 Particulars of Employees:

The information required pursuant to Section 197 read with Rule, 5 of The Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 in respect of employees of the Company,
is annexed herewith as “Annexure A”.

16.2 Employee Stock Option Scheme:

The employee stock option scheme(s) /plan(s) of the Company are in compliance with the SEBI
(Share Based Employee Benefits and Sweat Equity) Regulations, 2021 (SEBI SBEB Regulations).
The details of the employee stock option scheme(s) /plan(s), including the terms of reference, and the
requirement as stipulated under the Act and SEBI SBEB Regulations as at March 31, 2026 are given in
“Annexure B” to this report and disclosed on the Company's website and the web link for the same is
https://www.camlinfs.com/investor-relations/downloadReports/Disclosure%20Regulation%2014%20
-%20SEBI%20(SBEB)%20Regulations%202021%20as%20on%2031.03.2026.pdf. Further, the details
of these scheme / plan also form part of the Notes to Financial statements in this Annual Report.

17. Corporate Governance & Compliance:17.1 Corporate Governance Report:

As required under Regulation 27 of SEBI LODR, a detailed Report on Corporate Governance is given
as a part of Annual Report. The Company is in full compliance with the requirements and disclosures
that have to be made in this regard.

17.2 Vigil Mechanism / Whistle Blower Policy:

The Company has a vigil mechanism through a Whistle Blower Policy which enables communication
of concerns on illegal, unethical practices as well as fraud and mismanagement, if any. The objective

of the said policy is to explain and encourage the directors and individual employees to freely raise
any concern about the Company's operations and working environment, including possible breaches
of Company's policies and standards or values or any laws within the country or elsewhere, without
fear of adverse managerial action being taken against such employees. The Whistle Blower Policy
is disclosed on the Company's website and the web link for the same https://www.camlinfs.com/
investor-relations/home/downloads.

17.3 Prevention of Sexual Harassment:

Pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal)
Act, 2013 (“POSH Act”) and Rules made thereunder, the Company has formed Internal Committee
at its operational locations to address complaints against sexual harassment in accordance with the
POSH Act. The Company has conducted programme to build awareness in this area. The following is
a summary of sexual harassment complaints received and disposed-off during the year 2025-26:

(a) Number of Sexual Harassment Complaints received: NIL

(b) Number of Sexual Harassment Complaints disposed off: NIL

(c) Number of Sexual Harassment Complaints pending beyond 90 days: NIL

17.4 Compliance with the Maternity Benefit Act, 1961:

The Company has complied with the provisions of the Maternity Benefit Act, 1961 and the rules made
thereunder, as applicable, during the FY 2025-26.

17.5 Risk Management Policy:

The Risk Management Policy of the Company provides a risk management framework to identify and
assess risks such as operational, financial, regulatory and such other risks.

Some of the risks identified are set out the paragraph on “Risks and Concerns” in the Management
Discussion & Analysis which forms part of this Annual Report.

17.6 Secretarial Standards:

The Directors state that applicable Secretarial Standards i.e. SS-1 and SS-2 relating to 'Meeting of the
Board of Directors' and 'General Meetings', respectively, have been duly followed by the Company.

17.7 Number of Meetings of the Board:

During the year, the Board met 6 (Six) times. The details of the same along with other Committee's
of the Board are given in the Corporate Governance Report. The intervening gap between the Board
Meetings was within the period prescribed under the Act.

17.8 Declaration by independent directors:

The Company has received necessary declaration from each independent director under Section
149(7) of the Act, that he / she meets the criteria of independence laid down in Section 149(6) of the
Act and Regulation 25 of the SEBI LODR.

17.9 Board Evaluation:

The Board has carried out an annual performance evaluation of its own performance, the directors
individually as well as the evaluation of the working of its Audit, Nomination & Remuneration and

other Committees, in accordance with the manner specified by the Nomination and Remuneration
Committee (NRC). The evaluation was done through a questionnaire and the responses received were
evaluated by the Board.

The Board, on the recommendation of the NRC, has framed a policy for selection and appointment
of Directors, Key Managerial Personnel, Senior Management and their remuneration and evaluation
criteria for performance evaluation & terms and conditions of appointment of Independent Directors.

The aforesaid policy, terms as well as evaluation criteria is disclosed on the Company's website at
https://www.camlinfs.com/investor-relations/home/downloads.

The Policy for selection of Directors and determining Directors' independence sets out the guiding
principles for the NRC for identifying persons who are qualified to become a Director and to determine
the independence of Directors, in case of their appointment as Independent Directors of the Company.
The Policy also provides for the factors in evaluating the suitability of individual Board members with
diverse background and experience that are relevant for the Company's operations.

The Policy also sets out the guiding principles for the NRC for recommending to the Board the
remuneration of the Directors, Key Managerial Personnel and other employees of the Company.

There has been no change in the policy during the current year.

17.10 Familiarisation programme for the Directors:

The details of familiarisation programmes held for the directors are disclosed on the Company's website
and the weblink for the same is https://www.camlinfs.com/investor-relations/home/downloads.

17.11 Directors and Key Managerial Personnel:

As on March 31, 2026, the Board comprised of three Executive Directors, three Non-Executive
Non-Independent Directors and six Non-Executive Independent Directors.

Mr. Hari Rajmohan (DIN: 11228394) was appointed as Alternate Director to Mr. Jens Van Nieuwenborgh
(DIN: 07638244), Non-Executive Non-Independent Director with effect from August 8, 2025
and ceased to hold office on August 19, 2025 upon Mr. Jens Van Nieuwenborgh's visit to India.
Mr. Hari Rajmohan attended the Board, Audit and Nomination and Remuneration Committee meetings
held on August 8, 2025 as Alternate Director to Mr. Jens Van Nieuwenborgh.

Mr. Harsha Raghavan (DIN: 01761512)) and Mr. Jens Van Nieuwenborgh (DIN: 07638244), are retiring
by rotation at the ensuing 33^rd Annual General Meeting and being eligible have offered themselves
for re-appointments. On the recommendation of the Nomination and Remuneration. Committee,
the Board of Directors at its meeting held on May 26, 2026, has recommended their respective
re-appointments at the ensuing Annual General Meeting.

As required under the SEBI LODR, particulars of Directors seeking re-appointment at the ensuing
Annual General Meeting have been given under Corporate Governance Report and in the Notice of
the 33^rd Annual General Meeting.

None of the Directors are disqualified from being re-appointed, as specified in Section 164 of the Act.

The Board is of the opinion that all Directors including the Independent Directors of the Company
possess requisite qualifications, integrity, expertise and experience in the fields of science and
technology, strategy, finance, governance, human resources, safety, sustainability, etc.

The Independent Directors of the Company have confirmed that they have enrolled themselves in the
Independent Directors' Databank maintained with the Indian Institute of Corporate Affairs ('IICA') in
terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment & Qualification of
Directors) Rules, 2014.

In terms of the provisions of Section 2(51) and Section 203 of the Act, in addition to the Executive
Directors, the following are the Key Managerial Personnel's of the Company as on March 31, 2026:

• Mr. Santosh Parab, Chief Financial Officer

• Mr. Rahul Sawale, Company Secretary & VP - Legal

During the year under review, there was no change in the Key Managerial Personnel's of the Company.

17.12 Committees of the Board:

As on March 31, 2026, the Board inter-alia had 5 mandatory committees: (a) Audit Committee; (b)
Nomination and Remuneration Committee; (c) Stakeholders Relationship Committee; (d) Corporate
Social Responsibility Committee; and (e) Risk Management Committee. All the committees are well
represented by participation of the Independent Directors.

A detailed note on the composition of the Board and its committees is provided in the Corporate
Governance Report.

17.13 Internal financial controls and their adequacy:

Internal financial control systems of the Company are commensurate with its size and the nature of
its operations. These have been designed to provide reasonable assurance with regard to recording
and providing reliable financial and operational information, complying with applicable accounting
standards and relevant statutes, safeguarding assets from unauthorised use, executing transactions
with proper authorization and ensuring compliance of corporate policies. The Company has a
well-defined delegation of authority with specified limits for approval of expenditure, both capital
and revenue. The Company uses an established Enterprise Resource Planning (ERP) system to record
day-to-day transactions for accounting and financial reporting.

Refer to the paragraph on “Internal financial control systems and their adequacy” of the Management
Discussion and Analysis for additional details.

17.14 Significant and Material Orders passed by the Regulators/Courts, if any:

During the year under review, there are no significant or material orders passed by the Regulators
or Courts or Tribunals which would impact the going concern status of your Company and its future
operations.

17.15 Reporting of Frauds:

There have been no instances of fraud reported by the Statutory Auditors under Section 143(12) of
the Act and Rules framed thereunder either to the Company or to the Central Government.

17.16 Annual Return:

Pursuant to section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on
March 31, 2026, is available on the Company website on https://www.camlinfs.com/investor-relations/
home/annual return.

17.17 Investor Education and Protection Fund (IEPF):

The Company has not declared any dividend since FY 2016-17. In terms of section 124(5) of the Act,
the dividend amount which remained unclaimed for a period of 7 years have been transferred to the
Investor Education and Protection Fund (IEPF) established by the Central Government. Further, in
terms of section 124(6) of the Act, in case of shareholders whose dividends are not been paid or claim
for a period of 7 consecutive years or more, their corresponding shares have also been transferred to
the IEPF demat account.

However, shareholders can claim back their shares and unclaimed dividends transferred to the IEPF
by following the prescribed procedure under the IEPF Rules. The shareholder/claimant post obtaining
Entitlement Letter from the Company must make an online application to the IEPF Authority in e-Form
No. IEPF-5 (available at www.iepf.gov.in) and submit the necessary document to the Company.

The details of the year-wise amounts of unclaimed / un-encashed dividends lying in the unpaid
dividend account up to the year, and the corresponding shares, which are transferred, are uploaded on
the Company's website at https://www.camlinfs.com/investor-relations/home/unclaimed dividend.

17.18 Directors’ Responsibility Statement:

Pursuant to the requirement u/s 134(3)(c) of the Act with respect to Directors' Responsibility
Statement, the Directors hereby confirm that:

a) in the preparation of the annual accounts for the financial year ended March 31, 2026,
the applicable accounting standards read with requirements set out under Schedule III to the
Act have been followed and there are no material departures from the same;

b) the Directors have selected such accounting policies and applied them consistently and made
judgements 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 loss of the Company for the
year ended on that date;

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

d) the Directors have 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 are operating effectively; and

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

18. Auditors & Audit Reports:18.1 Statutory Auditors:

M/s. Kalyaniwalla & Mistry LLP, Chartered Accountants (Firm Registration No. 104607W/ W100166)
were re-appointed as Auditor of the Company, for a term of 5 (five) consecutive years, at the
29^th Annual General Meeting held on July 29, 2022. They had confirmed their eligibility and qualifications
required under the Act for holding office as Auditor of the Company.

The report of the Statutory Auditors along with notes to Schedules is a part of this Integrated
Annual Report. There has been no qualification, reservation, adverse remark or disclaimer given by
the Auditors in their Report.

18.2 Cost Auditors:

As per Section 148 of the Act read with the Companies (Cost Records and Audit) Rules, 2014,
the Company is required to prepare, maintain as well as have the audit of its cost records conducted
by a Cost Accountant and accordingly, it has made and maintained such cost accounts and records.
The Board, on the recommendation of the Audit Committee has appointed M/s. ABK & Associates,
Cost Accountants (Firm Registration No. 000036) as the Cost Auditors of the Company for
FY 2026-27.

M/s. ABK & Associates have confirmed that they are free from disqualification specified under Section
141(3) and proviso to Section 148(3) read with Section 141(4) of the Act and that the appointment
meets the requirements of the Act. They have further confirmed their independent status and an
arm's length relationship with the Company.

The remuneration payable to the Cost Auditors is required to be placed before the Shareholders in
a General Meeting for their ratification. Accordingly, a resolution seeking Shareholders ratification
for the remuneration payable to M/s. ABK & Associates, forms part of the Notice of the 33^rd Annual
General Meeting forming part of this Integrated Annual Report.

18.3 Secretarial Auditors:

In terms of Section 204 of the Act and Rules made thereunder and Regulation 24A of SEBI LODR,
M/s. JHR & Associates, Practicing Company Secretaries (Firm Registration No. S2015MH296800)
were appointed as Secretarial Auditors of the Company to carry out the secretarial audit and provide
other allied certification / permitted services for a term of 5 consecutive years from FY 2025-26 to
FY 2029-30. The report of the Secretarial Auditors for FY 2025-26 is enclosed as “Annexure C”
forming part of this Report and is self-explanatory. There has been no qualification, reservation,
adverse remark or disclaimer given by the Secretarial Auditors in their Report.

The Certificate of the compliance with Corporate Governance requirements by the Company for the
financial year ended March 31, 2026, issued by the Practicing Company Secretaries is also attached to
the Report on Corporate Governance.

The Secretarial Auditor's certificate on the implementation of ESOP schemes in accordance with
SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, will be made available for
inspection as per the Notice of the ensuing 33^rd Annual General Meeting.

19. Corporate Social Responsibility (CSR):

The Company operates its CSR Policy in the areas of promoting healthcare, education including
special education and employment enhancing vocation skills especially among children, the differently
abled, tribal communities and measures for reducing inequalities faced by socially and economically

backward classes. The projects identified and adopted are as per the activities included and amended
from time to time in Schedule VII of the Act. The Company endeavours to make CSR a key business
process for sustainable development and welfare of the needy sections of the society.

In accordance with Section 135 of the Companies Act, 2013 read with the Companies (Corporate
Social Responsibility Policy) Rules, 2014 and the CSR Policy, the CSR Committee and the Board
reviewed the CSR obligations of the Company for FY 2025-26. Since the Company recorded an
average net loss of ' 477.34 lakhs during the three immediately preceding financial years (i.e., 2024-25,
2023-24 and 2022-23), it was not obligatory for the Company to incur CSR expenditure for
FY 2025-26. Hence, no expenditure on CSR activities was recommended by the CSR committee and
the board to be undertaken during the FY 2025-26. The Annual Report on CSR activities is annexed
herewith as “Annexure D” to this report.

The CSR Policy may be accessed on the Company's website at the link https://www.camlinfs.com/
investor-relations/home/downloads.

20. Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo:

As required by the Companies (Accounts) Rules, 2014, the relevant information pertaining to
conservation of energy, technology absorption, foreign exchange earnings and outgoings respectively,
is given in the “Annexure E” to this report.

21. Business Responsibility and Sustainability Report (BRSR):

Pursuant to Regulation 34(2)(f) of the SEBI LODR, the Business Responsibility and Sustainability
Report ('BRSR') on initiatives taken from an environmental, social and governance perspective, in the
prescribed format is available as a separate section of the Annual Report.

22. General:

The Board of Directors state that no disclosure or reporting is required in respect of the following
items as there were no transactions or applicability on these items during the year under review:

a) Issue of equity shares with differential rights as to dividend, voting or otherwise.

b) The Company does not have any scheme or provision of money for the purchase of its own
shares by employees or by trustees for the benefit of employees.

c) Disclosure of Remuneration/Commission received by Managing Director(s) / Executive Director
from the subsidiary Company, where such Managing Director(s) / Executive Director receives
commission from the Company.

d) There is no application made or proceedings pending under the Insolvency and Bankruptcy
Code, 2016.

e) There was no instance of one-time settlement with any Bank or Financial Institution.

23. Acknowledgements:

The Directors appreciate the hard work, dedication and commitment of all its employees including
the workmen and contractual labour at our various manufacturing units.

The Directors also acknowledge the support extended by and would thank the financial institutions,
banks, government authorities especially GST authorities, the Reserve Bank of India, SEBI, Pollution
Control Boards, Dahej SEZ Authority as well as State Governments of Maharashtra and Gujarat and
its various departments, customers, vendors and other stakeholders for their continued support and
co-operation.

For & On behalf of the BoardAshish Dandekar
Chairman & Managing Director

Place : Mumbai
Date : May 26, 2026