The Board of Directors are pleased to present its Report
for the financial year ended 31st March, 2025. During the
year, the Company demonstrated operational resilience
amidst a challenging business environment influenced
by climate variability and domestic market headwinds as
also General Elections related slow down. While the overall
standalone revenue declined by 14.7% year-on-year, the
Company maintained profitability and posted a stable
EBITDA of '4,710 million, supported by improved working
capital efficiencies and enhanced operating cash flows.
The performance in the piping and hi-tech agri segments,
particularly in international markets, remained strong.
With optimism surrounding a recovery in rural demand,
supported by government infrastructure spending and
anticipated agricultural growth, the Company enters the
new fiscal year with renewed focus on sustainable growth,
financial prudence, and long-term value creation.

A] Operations

1) Financial Highlights (standalone)

The FY25 financial performance is captured in below table:

2) State of affairs of the Company

a)    Standalone: FY 25

In FY25, the Hi-Tech Agri segment recorded a marginal
revenue decline of 3.6%, reflecting the continued
strategic reduction in project-based business. However,
the Company witnessed strong performance in the retail
segment & especially in exports, which contributed to a
healthy EBITDA growth of 12.4% over the previous year.
The EBITDA margin of the Hi-Tech segment expanded
to 18.7%, supported by an improved product mix, cost
optimisation and higher operational efficiency. The
Tissue Culture business also remained a strong and
stable contributor to the segment.

The Plastic segment witnessed a decline of 26.2%
in revenue, primarily due to prolonged monsoon,
muted retail demand and a general slowdown in the
construction and agri-input sectors. The EBITDA of
this segment decreased by 35.9%, and the margin
contracted to 9.5%. However, international operations
provided some stability amid domestic challenges.

Despite a 14.7% reduction in overall standalone revenue,
the Company maintained strong focus on liquidity and
operating discipline, resulting in improved working
capital management and cash flow. The Company
continues to pivot toward a more retail-centric and
export-oriented revenue model to reduce dependency
on high working capital-intensive project business. The
total order book at the end of FY25 stood at '9,993
million, comprising '4,018 million for Hi-Tech Agri Input
Products, '3,561 million for Agro Processing, and '2,414
million for Plastic Products. The Company remains
committed to further deleveraging, sustaining profitable
growth, and driving its strategic transition toward higher-
margin segments.

b)    Consolidated: FY 25

During FY25, the Company reported consolidated
revenues of '57,793 million, a decline of 6.0% over
the previous year, mainly due to softness in domestic
demand and conscious downsizing of project-based
business. Despite this, the consolidated EBITDA stood
at '7,168 million, translating to an EBITDA margin
of 12.4%, reflecting efficient cost management and
stronger performance in key segments.

The Hi-Tech Agri segment showed resilience, with
revenue declining only 3.6% while EBITDA grew by 11.8%
and margins expanded to 18.8%. The performance was
driven by export growth, better product mix and focused
retail engagement. The Plastic segment recorded a

revenue decline of 17.5%, impacted by weak demand in the domestic market, while EBITDA declined by 22.7%, with
margins compressing to 10.5%. International operations, however, remained stable.

The Agro Processing segment emerged as a strong performer, registering a revenue growth of 7.9%, supported by
robust exports and sustained contribution from European markets. However, EBITDA declined by 18.7% due to increased
raw material costs and subdued domestic sales, resulting in margin contraction.

The consolidated order book as on 31st March, 2025 stood at '18,565 million, including '4,018 million for Hi-Tech Agri
Input Products, '11,736 million for Agro Processing, and '2,811 million for Plastic Products. The Company continued
its disciplined approach to working capital management, which, along with focused deleveraging efforts, contributed to
improved operating cash flows.

The outlook for FY26 remains positive, with expectations of a normal monsoon, improved rural sentiment, and enhanced
government focus on agriculture and infrastructure. The Company remains steadfast in its strategy to strengthen core
segments, improve profitability, and create sustainable value for all stakeholders.

3)    a) Dividend Distribution Policy

The Company has adopted the Dividend Distribution Policy with respect to SEBI notification dated 8th July, 2016 and
the detailed policy is available on our website at https://www.primeinfobase.in/z_JISLJALEQS/files/JISL_Dividend_
Policy.pdf

b) Dividend

The Directors in their meeting held on 14th May, 2025 did not recommend to shareholders' a Dividend on Ordinary and
DVR Equity Shares of '2.00 each, in view of meagre profit for the year ended 31st March, 2025.

Under Resolution Plan (2022 - 2028) Company is restricted from declaring Dividends anyway..

4)    Capacity Expansion and Capital Expenditure

The Company has continued its pre-decided maintenance Capex. The following table shows the Capex incurred for
maintenance during the year.

Out of the above ' 780 million is growth capex.

5) List of Awards/ Recognition - Financial Year 2024-25

The Company has received the following awards and accolades during the FY 2025.

6) Material developments in Human Resource

The past fiscal year has been marked by significant strides
in our human resources initiatives, all contributing to our
overarching goal of driving organizational excellence.
From strategic workforce planning and talent acquisition
to employee development and well-being, HR has played
a pivotal role in navigating challenges and capitalizing
on opportunities. Looking ahead, we remain dedicated
to cultivating an inclusive and dynamic workplace where
talent thrives and capabilities flourish. Our commitment
to harnessing the full potential of our human capital will
undoubtedly continue to propel us toward sustained
success in a rapidly evolving landscape.

Our Philosophy and Culture

At JISL, we are more than just a company; we are a
collaborative ecosystem built on the diverse strengths of
talented individuals. Our mission is to cultivate a vibrant
pool of minds, grounded in the belief that continuous
learning and skill development are paramount. This
deeply held principle, championed by our founder,
emphasizes that true potential is realized through the
knowledge gained and creativity fostered via robust
training. Within JISL, we strive to create an environment
where every employee can achieve their full potential,
contributing significantly to our collective achievements.

Talent Acquisition and Development

This year, we significantly expanded our reach through
strategic social media campaigns, effectively connecting
with a highly relevant talent pool. These efforts were
particularly focused on attracting professionals in the
burgeoning fields of Sustainable Agtech and Piping
Solutions.

Our unwavering commitment to excellence drives our
pursuit of maintaining a high-performance organization.
To this end, we initiated several projects meticulously
designed to unlock the boundless potential within our
supervisory and managerial cadres. JISL is dedicated
to empowering its employees, both professionally and
personally, providing them with the necessary tools and
support to fulfill their aspirations and embrace their
responsibilities with unwavering dedication.

We are relentless in our pursuit of excellence in training,
constantly evolving and crafting programs that ignite a
passion for continuous learning. These programs are
seamlessly integrated with our adaptable production
systems, fostering a synergistic environment for
success. Beyond productivity, JISL has introduced "flexi
jobs," a novel approach empowering our operational
workforce to explore and acquire a multitude of skills,
transforming them into well-rounded individuals. This
ingenious strategy not only fosters personal growth
but also serves as an antidote to the fatigue and stress
associated with monotonous tasks, ensuring invigorated
teams and peak performance through job rotation.

In FY 2024-25, our commitment to employee
development yielded significant results:

Participants: 16,162

Training Hours: 58,699

Average Training Hours per Associate: 7.77

Work Culture and Employee Well-being

Our work culture serves as the bedrock upon which JISL
thrives. It is a culture that prioritizes trust, a fundamental
cornerstone of any successful endeavor. We cultivate
a deep sense of organizational commitment, ensuring
every member feels a strong sense of belonging and
purpose. Furthermore, JISL fosters a profound sense of
satisfaction associated with work well done, where hard
work is celebrated, and accomplishments are genuinely
recognized. We emphasize work-life balance, striving to
create an environment where associates can achieve
their professional goals while maintaining fulfilling
personal lives.

The well-being of our employees remains a paramount
priority. Recognizing the direct correlation between
employee engagement and organizational success,
we have implemented various initiatives to enhance
workplace satisfaction and foster a sense of belonging.
Beyond routine activities, this year saw the successful
execution of several key employee welfare programs:

Awareness Programs:

o Heart Health: A renowned Heart Surgeon from
Spandan Heart Hospital conducted a detailed
session on the prevention and management of
heart disease.

o Tobacco Awareness: On No Tobacco Day, Dr.
Nitin Vispute, Director of Chetana De-addiction
Centre, guided associates on the adverse effects
of tobacco and strategies for avoidance.

o Yoga Day: Mr. Subhash Jakhete of Bihar School of
Yoga provided guidance on exercises specifically
beneficial for neck, lumbar, and shoulder health,
particularly for those with sedentary jobs.

o Voting Awareness: An awareness campaign
was conducted to educate associates on the
importance of exercising their voting rights at both
Central and State elections.

Enhanced Safety: Thirteen new ambulances were
either added or replaced in our fleet, significantly
enhancing the safety and rapid response capabilities
for our associates.

Laptop Distribution: Recognizing the growing
importance of technology in higher education,
the Company procured and distributed laptops to
children of associates aspiring for advanced studies.

Employee Engagement and Recognition

Beyond welfare, we actively cultivate a vibrant and
cohesive environment:

Team Bonding Activities: Employees participated
in engaging games and activities designed to foster
unity and enhance problem-solving skills.

Festival Celebrations: Events such as Holi, Pola,
Janmashtami, Diwali, and Women's Day were
celebrated collectively, fostering a strong sense of
togetherness and community.

Sports Achievements: Our dedication to holistic
development translated into significant sports
triumphs:

o Both our men's and women's teams secured the
Inter-Corporate Carrom Championship in Delhi.
o The Jain Supremos Carrom team triumphed in the
Deccan Premier Carrom League.
o The Jain Irrigation Cricket team won the first
prize in the A Division of the Times Shield Cricket
Tournament.

Diversity, Equity, and Inclusion (DEI)

Promoting diversity, equity, and inclusion (DEI) has been
instrumental in driving innovation and fostering a culture
of profound respect. We have taken proactive measures
to ensure our workforce accurately reflects the diversity
of the communities we serve, embedding DEI principles
into every facet of our HR practices. By actively
embracing diverse perspectives and experiences, we
have significantly enriched our organizational dynamics
and strengthened our reputation as an employer of
choice.

Compliance and Ethical Standards

Upholding stringent ethical standards and strict
compliance with regulatory frameworks forms the
bedrock of our HR practices. We have continually
strengthened governance mechanisms to safeguard
employee rights and privacy, thereby reinforcing trust
and transparency throughout our workforce. Adherence
to these ethical guidelines has cultivated a corporate
culture grounded in integrity, laying a solid foundation
for sustainable growth.

Workforce Strength and Recruitment

Given the company's rapid growth trajectory, recruitment
remains a continuous process focused on identifying,
selecting, and onboarding the right talent for current and
future roles.

Total Associates (as of March 31, 2025): 7,551
Gross Additions (FY 2024-2025): 1541

B] Subsidiaries & Associate

1) Jain Farm Fresh Foods Limited - Subsidiary

a) Standalone

The Company recorded revenues of ' 6,591 million in
FY 2025 as against ' 6,713 million in FY 2024, showing a
marginal decline of 1.8% YoY. The net domestic revenue
stood at ' 2,966 million compared to ' 3,021 million in
the previous year, reflecting a minor decline of 1.8%.

Export revenue, reaching '3,625 million in FY 2025 from
'3,692 million in FY 2024, reflecting minor decline of
1.8%, reinforcing the Company's strong international
presence and market demand.

Earnings before depreciation, interest and tax (EBITDA)
stood at '826 million in FY 2025 compared to '997 million
in FY 2024. Despite cost and demand-side pressures,
the Company maintained operational strength, driven by
its export performance and cost optimization initiatives.
Profit/(loss) from ordinary activities before tax stood at
a loss of '197 million in FY 2025 compared to a profit
of '23 million in FY 2024. Net loss after tax was '138
million for FY 2025 as against a net profit of '10 million
in the previous year.

Despite near-term financial headwinds, the said
Company continues to focus on margin-accretive
export business, rationalization of costs, and enhanced
operational efficiencies. Strategic investments in
processing capabilities and a diversified product
portfolio position the Company for sustainable growth
in the coming years.

b) Consolidated

The consolidated food business of the Group reported
revenues of '18,877 million in FY 2025 as compared to
'17,501 million in FY 2024, reflecting a flat YoY, largely
attributable to subdued domestic consumption and
cost inflation. EBITDA stood at '1,747 million in FY 2025
as compared to '2,090 million in FY 2024, indicating
operational stability and consistency in performance
across geographies.

Finance cost for the year was '1,308 million, higher than
'1,193 million in the previous year, reflecting an increase
of 10% YoY due to elevated interest rate conditions and
working capital requirements. The Group reported a loss
before tax from continuing operations of '334 million in
FY 2025 compared to a profit of '138 million in FY 2024.
Net loss stood at '280 million for FY 2025 as against a
net profit of '110 million in FY 2024.

While the financial performance was impacted by
subdued domestic consumption and inflationary
pressures, the business remains fundamentally
strong. With a strategic emphasis on exports, process
integration, and global customer base expansion, the
Group is poised for long-term value creation.

2) Jain Processed Foods Trading and Investment
Private Limited (“JPFTIPL”) - Subsidiary

JPFTIPL is owned 100% by JISL. The main business of
the Company is trading and dealing in food stuff and
food products of every description and to carry on the
business of a holding and an investment Company.
Revenue of the Company was ' 7.45 million in FY 2024¬
25 (PY Nil). JPFTIPL had other income ' 2.99 million in
FY 2024-25 as against ' 2.65 million in FY 2023- 24. The
Company had a net profit ' 0.18 million in FY 2024-25 as
against net loss ' 0.02 million in FY 2023- 24.

3)    Sustainable Agro-Commercial Finance Limited
(SAFL) - Associate

SAFL is focusing its activities on Farm and Farmer only
and operates in the rural & semi-urban geographies of
India. SAFL is currently operating across the states of
Maharashtra, Karnataka and Madhya Pradesh.

During the year 2024-25, SAFLs financial performance
details are as follows:

The Revenue from operations for FY 25 was ? 240
million, as against ? 20 million for FY 24. Other income
for the year FY 25 was ? 18 million, as against '68 million
for FY 24.

Employee cost was ? 85 million for FY 25, as against
? 91 million for FY 24. The finance cost for FY 25 was
recorded at ? 18.4 million as against ? 193 million for FY
24. Net profit for FY 25 was ? 37 million as against profit
of ? 11 million of FY 24.

4)    Operations of Subsidiaries & SPV's

The Statement containing salient features of the
financial statements of overseas subsidiary companies
is attached in AOC-1 at Annexure II-Part A (b).

a)    Operating subsidiaries

Information on operations and performance of
operating subsidiaries is covered in the section
MANAGEMENT DISCUSSION AND ANALYSIS
elsewhere in this Annual Report at Annexure V

b)    SPV's

Information of SPV's is covered in the section
MANAGEMENT DISCUSSION AND ANALYSIS
elsewhere in this Annual Report at Annexure V

C] Credit Ratings:

During the year the Credit Rating agency, CRISIL rated
the Company as follows:

Rating Action by CRISII-

D] Issue of Warrants:

Pursuant to approval of Shareholders and regulators
of the Company had issued 4,27,86,430 Equity Share
Warrants to Promoter and Non Promoter at a conversion
price of ? 46.64 each. The same were fully converted on
pre decided price and terms are as follows:

The 25% proceeds* received as a deposit against
Equity Share Warrants was used to repay inter¬
corporate deposits to its associates Sustainable Agro
Commercial Finance Ltd (SAFL) (an NBFC) to enable
SAFL to become debt free and avoid cross default risk
and release Corporate Guarantee of Company. The 75%
proceeds of the allotment shall be used to finance the
fund requirement, to strengthen its capital base & meet
other short & medium term obligations & address its
working capital requirement on a long term basis.

* (As per Monitoring Agency report)

E] Governance disclosures

1) Employee Stock Option Plan (ESOP)

i)    JISL Employees ESOP’s Trust:

On recommendation and approval of JISL Employees
ESOP's Trust, the ESOP Allotment Sub-committee of
the Company in its meeting held on 24^th February,
2025 transferred 2,94,000 Equity Shares out of
18,96,429 Equity Shares held by Trust to eligible
employees (on "Off Market” basis), who had paid
the Exercise Price of ? 35/share amounting to
? 1,02,90,000. Subsequently on 11th March, 2025,
8,35,485 Equity Shares amounting to ? 2,92,41,975
and on 31st March, 2025, 3,68,200 Equity Shares
amounting to ? 1,27,12,000 were transferred to eligible
employees on "Off Market” basis. The loan extended
by the Company to the trust was repaid to the extend
of the proceeds received from the ESOP Remaining
3,98,744 Equity Shares are yet to be exercised by the
employees. All these shares had been purchased by
the Trust in FY 2019 and FY 2020.

ii)    JISL ESOP, 2011/ 2018 (Primary Route)

a] The ESOP Allotment Sub-committee of the
Company at its meeting held on 2nd December,
2024 approved issue and allotment of 25,89,400
Equity Shares out of 43,56,000 to eligible
employees who had completed vesting period and
paid the exercise price of ? 32.40/share amounting
to ? 8,38,96,560. Later on 21st February, 2025
balance 17,66,600 Equity shares were issued and
allotted to eligible employees on receipt of exercise
price of ? 32.40/share amounting to ? 5,72,37,840
in total.

The proceeds received on allotment were used
to meet short & medium term obligations and
address working capital requirement of the
Company.

* Remaining 2/3rd vested on 25^th May 2024 instead of 10^th November, 2024 and 10^th November, 2025
b] Trust Shares movement during the year

* Granted on 31.03.2020 with 5 years vesting period, 1/5^th every year at ' 35.00 each, however Board on 18.05.2024
altered the vesting period to vest remaining 1/5th Equity shares on the 25.05.2024 instead of 31.03.2025.

iii] Details related to the Trust

a) General information on all schemes

* Resigned on 10.02.2025
** Deceased on 24.07.2024
** *Appointed w.e.f. 10.02.2025
b) Movement of Shares during the year under review

c) In case of secondary acquisition of shares by
the Trust

The Trust had purchased 18,96,429 (Eighteen
lakhs ninety six thousand four hundred &
twenty nine) Ordinary Equity Shares of the
Company from the Secondary market in
Financial Year 2019-20. They were granted
on 31.03.2020 with 1 /5th vesting each year,
however on recommendation of Nomination
and Remuneration Committee the Board of
Directors in their meeting held on 18^th May, 2024
altered the vesting period of ESOP Schemes
2011/2018 to vest 1 /5th of 18,96,429 equity
shares on the 25th May 2024 instead of 31st
March, 2025. During the Financial Year 24-25,
total 14,97,685 equity shares out of 18,96,429
equity shares were transferred to employees on
completion of vesting period and on receipt of
exercise price of ' 35/share.

2) Sustainability & Corporate Social
Responsibility brief

ESG and Sustainability Disclosures

Jain Irrigation Systems Ltd. reports its Environmental,
Social, and Governance (ESG) performance through
mandatory and voluntary platforms, including the
Business Responsibility and Sustainability Report
(BRSR). Our ESG disclosures align with the International
Finance Corporation's (IFC) Performance Standards I
to IV. We have set an annual target to reduce specific
energy consumption by 5% at the department level
on our manufacturing shop floors, as part of our ISO
50001:2018-certified Energy Management System
(EnMS). Additionally, we are actively mapping our
internal energy management targets to the Science
Based Targets initiative (SBTi) methodology to set long¬
term climate goals.

To track sustainability performance, we use a system
based on economic, environmental, and social indicators
tied to key material topics identified through detailed
stakeholder consultations, following international
standards like the Global Reporting Initiative (GRI)
and Carbon Disclosure Project (CDP). We conduct
sustainability data assurance every two years, with
independent third-party verification based on ISAE 3000
and AA1000AS standards. Assurance certificates are
available to stakeholders upon request. In addition to the
BRSR, we plan to resume publishing a comprehensive
Sustainability Report following GRI Standards for FY
25 to further strengthen our sustainability and ESG
disclosures. For more details, visit https://www.jains.
com/Company/sustainable_at_jains.htm.

Climate Change Management System - Carbon
Emission Reduction Projects

The Company is deeply committed to mitigating the
environmental impacts of climate change and has

taken several pioneering steps in this direction. Over a
decade ago, the Company became the first in its sector
to conduct a comprehensive Greenhouse Gas (GHG)
inventory in accordance with ISO 14064-1:2018, verified
by an independent third party.

Currently, the Company accounts for and reports
complete Scope 1 and Scope 2 emissions, along with
mitigation actions such as renewable energy deployment
and carbon sequestration through afforestation. From
FY25 onwards, the Company's GHG inventory will
include an expanded and more detailed accounting of
Scope 3 emissions.

For the third consecutive year, the Company will
voluntarily disclose its climate action performance
through the Carbon Disclosure Project (CDP). We have
implemented and registered renewable energy and
energy efficiency projects to generate green energy
and reduce carbon emissions. Several of these projects
are registered under the United Nations Framework
Convention on Climate Change (UNFCCC) Clean
Development Mechanism (CDM), with the potential
to generate over 25,000 carbon credits annually. Our
solar and biogas-based power generation projects are
also registered under the Renewable Energy Certificate
(REC) Scheme. As part of its forward-looking strategy,
the Company is now in the process of commissioning
a biomass residue-based carbon emission reduction
project—the one of its kind. This project will process over
13,000 metric tons of agricultural residues annually into
carbon-rich media, which can be incorporated into soil
through various regenerative agriculture applications.

Corporate Social Responsibility

The Company operates with a well-defined and
comprehensive Corporate Social Responsibility (CSR)
policy, outlining specific programs and initiatives aimed
at inclusive and sustainable development. This policy
is reviewed annually under the supervision of the CSR
Committee.

CSR activities are implemented both directly by the
Company and through two associated entities -
registered Section-8 Companies:

Bhavarlal and Kantabai Jain Multipurpose Foundation

(BKJMF), Jalgaon

Gandhi Research Foundation (GRF), Jalgaon

In addition to projects undertaken via these trusts,
the Company continues to implement CSR initiatives
independently to maximize reach and impact. The CSR
policy of Jain Irrigation Systems Ltd. is publicly accessible
at: https://www.primeinfobase.in/z_JISLJALEQS/files/
JISL_Corporate_Social_Responsibility_Policy.pdf

The detailed CSR Report is attached as Annexure III to
the Board Report.

3) Key Managerial Personnel, Directors retiring
and their background

a) Key Managerial Personnel

b)    Retirement by Rotation and Reappointment
of Independent Director

Mr. Atul B. Jain (DIN: 00053407)

In accordance with the provisions of the Companies
Act, 2013, Mr. Atul B Jain, retire by rotation at the
38th Annual General Meeting. The Board of Directors,
on the recommendation of the Nomination and
Remuneration ("NRC”) Committee, has recommended
his re-appointment.

Mr. Atul B. Jain retires by rotation as per the
Companies Act, 2013, and being eligible offers
himself for reappointment, at the 38th Annual General
Meeting. For brief background of director refer
Secretarial Standard Disclosures given in Annexure-I
of the Notice.

Dr. Narendra Jadhav (DIN: 02435444)

In accordance with the provisions of the Companies
Act, 2013 and SEBI (LODR) Regulation, 2015,
Dr. Narendra Jadhav, Independent Director has
completed his first five years term as an Independent
Director.

Being eligible, the Board on 28th June, 2025
based on the recommendation of the Nomination
and Remuneration Committee proposed his re¬
appointment as an Independent Director of the
Company, not liable to retire by rotation, for a second
term effective from the conclusion of 38th Annual
General Meeting till conclusion of 43rd Annual
General Meeting to be held in year 2030.

For brief background of director refer Secretarial
Standard Disclosures given in Annexure-I of the
Notice.

c)    Completion of Tenure

i) Mr. Ghanshyam Dass (DIN: 01807011)

In accordance with the provisions of the
Companies Act, 2013 and SEBI (LODR) Regulations,
2015, Mr. Ghanshyam Dass, an Independent
Director, has completed his 2nd five years term
as an Independent Director and consequently
ceased to be an Independent Director of the
Company w.e.f. August 16, 2024. The Board of
Directors and the Management of the Company
expressed deep appreciation and gratitude to Mr.

Ghanshyam Dass for serving with distinction as
an Independent Director, he brought a judicious
blend of independent insight, strategic clarity,
and unwavering integrity to the Board. His ability
to navigate complex regulatory landscapes and
contribute constructively to high-level deliberations
proved invaluable. With a keen eye for governance
and risk management, he consistently advocated
for transparency, ethical accountability, and long¬
term value creation, making a lasting impact on
the Board's effectiveness and culture.

ii)    Ms. Radhika Dudhat (DIN: 00016712)

In accordance with the provisions of the Companies
Act, 2013 and SEBI (LODR) Regulations, 2015,
Ms. Radhika Dudhat, Independent Director,
has completed her 2nd five years term as an
Independent Director and consequently ceased
to be a Director of the Company w.e.f. August 16,
2024. The Board of Directors and the Management
of the Company expressed deep appreciation
and gratitude to Ms. Radhika Dudhat for her
unwavering commitment, profound legal acumen,
and principled leadership have been instrumental
in guiding the Board's strategic direction. During
her tenure as an Independent Director, she
consistently championed ethical governance,
contributed incisive legal perspectives, and upheld
the highest standards of fiduciary responsibility.
Her guidance has left a lasting legacy of integrity,
diligence, and excellence in boardroom
deliberations.

iii)    Mr. Harish Chandra Prasad Singh (DIN:
06387125)

In accordance with the provisions of the Companies
Act, 2013 and SEBI (LODR) Regulations, 2015,
Mr. Harish Chandra Prasad Singh, Independent
Director, has completed his 2nd five years term as
an Independent Director and consequently ceased
to be an Independent Director of the Company
w.e.f. August 16, 2024. The Board of Directors and
the Management of the Company expressed deep
appreciation and gratitude to Mr. Harish Chandra
Prasad Singh for his tenure as an Independent
Director was characterized by exceptional integrity,
strategic foresight, and a deep commitment to
principled governance. He brought with him a
wealth of analytical rigor, and balanced judgment
that significantly enriched the Board's decision¬
making processes. His steadfast dedication to
transparency, accountability, and ethical leadership
made him a valued voice in promoting stakeholder
trust and long-term organizational resilience.

d) Disclosures on Independence etc.

The Company has received declarations from all the

Independent Directors of the Company confirming

that:

a)    they meet the criteria of Independence prescribed
under the Act and the Listing Regulations; and

b)    they have registered their names in the Independent
Directors' Databank of IICA.

The Company has devised, inter alia, the following
policies viz.:

1]    Policy stating Terms and Conditions for
Appointment of Independent Directors.

2]    Appointment & Remuneration Policy for
Directors,

4)    Director’s Responsibility Statement

In accordance with the provisions of Section 134 (3) (c)
of the Companies Act, 2013, your Directors state that:

i)    In the preparation of annual accounts for FY25, the
applicable Accounting Standards (Ind AS) have been
followed along with proper explanation relating to
material departures except, to the extent indicated in
notes;

ii)    The accounting policies are selected and applied
consistently and are reasonable; prudent judgments,
and estimates were made so as to give a true and
fair view of the state of affairs of the Company as at
31st March, 2025, and, of the profit of the standalone
Company for the year ended 31st March, 2025;

iii)    The Directors had taken proper and sufficient care for
the maintenance of adequate accounting records in
accordance with the provisions of Companies Act,
2013, for safeguarding the assets of the Company
and for preventing and detecting fraud and other
irregularities;

iv)    The Directors had prepared the annual accounts for
the FY ending 31st March, 2025 on a 'Going Concern
Basis' and;

v)    The Directors had laid down Internal financial controls
to be followed by the Company and that such internal
financial controls are adequate and were operating
effectively.

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

5)    Risk Management

The Company has a structured Risk Management
Committee which comprises of: Mr. Bastian Mohrmann
as Chairman, Mr. Shishir Dalal, Mr. Ajit Jain and Mr. Atul
Jain as members. The Risk Management Committee
has been entrusted with the responsibility to assist the
Board in:

a)    overseeing and approving the Company's enterprise
wide risk management framework; and

b)    ensuring that all material Strategic and Commercial
including Cyber security, Safety and Operations,
Compliance, Control and Financial risks have been
identified and assessed and adequate risk mitigation
is in place, to address these risks. Further details
on the Risk Management activities including the
implementation of risk management policy, key
risks identified, and their mitigations are covered in
Management Discussion and Analysis section, which
forms part of the Annual Report.

c) Framework, designed to identify, assess and mitigate
risks appropriately.

For more details please refer to Management Discussion
and Analysis (MD&A) & Business Responsibility and
Sustainability Report (BRSR).

6) Internal Financial Controls (“IFC”)

The Board of Directors of the Company are responsible
for ensuring that Internal Financial Controls have been
laid down in the Company and that such controls are
adequate and operating effectively. The foundation
of Internal Financial Controls ('IFC') lies in the Code
of Conduct of the Company, policies and procedures
adopted by the Management, corporate strategies,
annual business planning process, management
reviews, management system certifications and the risk
management and mitigation framework.

The Company has IFC framework, commensurate with
the size, scale and complexity of its operations. The
framework has been designed to provide reasonable
assurance with respect to recording and providing
reliable financial and operational information, complying
with applicable laws and regulations, safeguarding the
assets from unauthorized use, executing transactions
with proper authorization and ensuring compliance
with corporate policies formulated by Board or its sub
committees. The controls, based on the prevailing
business conditions and processes have been tested
during the year and no reportable material weakness
in the design or effectiveness was observed. The
framework on IFC over Financial Reporting has been
reviewed by the internal team and the statutory auditors.
The Company uses various IT platforms to keep the IFC
framework robust. The systems, standard operating
procedures and controls are implemented by the
management team and are reviewed by the internal
audit team whose findings and recommendations are
placed before the Audit Committee.

a)    Policies and processes adopted for orderly &
efficient conduct of business

The Company has formalized and adopted various
policies at Board level to ensure ethical, orderly,
timely, flexible and efficient conduct and control of
business in all its divisions, namely High tech agri
inputs and plastic division, besides processing of
foods and vegetables through its subsidiary JFFFL in
all products and others.

b)    Safeguarding of assets

The Company has evolved efficient, effective
mechanism for the safeguarding of its assets
whether tangible or intangible, assets and property
with self-control or third parties, funds or securities
and negotiable instruments, employee associates.
Besides providing for safety, housekeeping and
security of the assets, the assets are adequately
insured against perils/happenings etc.

c)    Prevention and detection of fraud and errors

The Company has an internal audit department
and an external Internal Audit team which cover
each manufacturing location of the Company and
conducts comprehensive audit of every single
financial transaction, as well as reconciliation to
accomplish control and to ensure prevention of
fraud, which reviews depots/ other processes like
purchase, statutory compliance, collection, foreign
exchange, taxation, costing, compliance, accounting
etc. The Company's management information and
accounting system also integrates internal control
mechanism.

d)    Accuracy and completeness of accounting records

The Company has in place fully integrated ERP
system, based on SAP software, and its subsidiary's
records also get integrated while consolidating the
same as per requirements of Law and regulations
for the time being in force. Company is operating
SAP ERP system on a third party hired cloud server,
being cloud server services, the BCP is taken care of
by the service provider. ERP System encompasses
authorization matrix and maker / checker verification
to ensure transparent and timely flow of information,
and recording thus creating appropriate and
conducive platform for effective control and decision
making. The accounting system has the provision for
Audit trail and check mechanism for use by various
auditors.

e)    Timely preparation of reliable financial information

The Company has a robust and efficient mechanism
for timely preparation of reliable financial information,
within given timelines and has a track record of
submitting information without any delay to relevant
authorities.

f)    Monitoring and Reporting

The Company has put in place a mechanism to
monitor and report exceptions on compliance
requirements on enterprise wide level. Company has
already implemented IT platform to capture non¬
conformity and reporting to Chief Compliance Officer
& Company Secretary, who is mainly responsible for
the monitoring control and reporting function. In case
of non-compliance despite warnings thrown up in the
system, a gradual system of remedial action, warning,
punishment is laid down depending on gravity and
level of non-compliance and deterrent is in place for
non- compliance.

For details please refer Management Discussion and
Analysis (MDA)

7) Board Evaluation Process

In terms of Section 178 of Companies Act, 2013 and
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, Board has constituted Nomination &
Remuneration Committee (NRC) with three Independent
Directors and an Independent Director being Chairperson
of the Committee.

Board has evolved Company's policy for appointment
and remuneration based on qualifications, positive
attributes, the details of which are laid out in https://
www.primeinfobase.in/z_JISLJALEQS/files/JISL_
APPOINTMENT_AND_REMUNERATION_POLICY.pdf

a)    Board Evaluation

Pursuant to provisions of the Companies Act, 2013
and sub Regulation (3) and (4) of Regulation 25
of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 a separate meeting
of Independent Directors was held on 29th January,
2025 at Jalgaon to review the performance of
Chairman and Executive Directors, based on certain
desired attributes: Director's Vision, Business &
Industry Knowledge & Expertise, Director's Business
Commitment & Organizational Leadership, Director's
Engagement at the Board deliberations, Integrity &
Honesty, etc.

The Nomination and Remuneration Committee
has evolved the policy for performance evaluation
of Chairman, Executive Directors, Committee and
the Board as whole and updated the formats as
per requirements of SEBI (Listing Obligations and
Disclosure Requirements), Regulations, 2015. The
evaluation of the Board as a whole was conducted
in the Board Meeting held on 14.05.2025 and
subsequently completed as per the provisions of the
Companies Act, 2013 and SEBI (LODR), Regulations,
2015.

b)    Criteria for evaluation of Board and its
Committees

1) For Board:

a)    Composition and Quality

Board members have the appropriate talent,
expertise, qualifications, and skills to effectively
contribute to meet the best interests of the
Company.

The Board members spend sufficient time
in understanding the vision, mission of the
Company and strategic and business plans,
financial reporting risks and related internal
controls and provides critical oversight on the
same.

The Board has appropriate combination of
industry knowledge and diversity viz gender,
experience, background.

The Board has the proper number of committees
as required by legislation and guidelines, with
well-defined reporting requirements.

The Board understands the legal requirements
and obligations under which they act; i.e.
byelaws, corporate governance requirements,
etc. and discharge functions accordingly.

b)    Board Meetings and Procedures

The Meetings of the Board are held on regular
basis and the frequency of such meetings are
enough for the Board to undertake its duties
properly.

The Board meeting agenda and related
background papers are concise and provide
information of appropriate quality and detail on
timely basis.

The Board meetings encourage a high quality
of discussions and decision making.

The Board effectively works collectively as a
team in the best interest of the Company.

All proceedings and resolutions of the Board
are recorded accurately, adequately and on a
timely basis.

The minutes of Board meetings are clear,
accurate, consistent, complete and disseminate
timely.

The facility for video conferencing for
conducting meetings is robust.

c)    Strategy

Board devotes time for development of suitable
strategies and business plans to effectively
manage current and potential strategic issues.
Effectively engages with management in the
strategic planning process, including corporate
goals, objectives and overall operating and
financial plans to achieve them.

d)    Governance & Compliance

The Board evaluates and analyses the
compliance certificate from the auditors /
practicing Company secretaries regarding
compliance of conditions of corporate
governance and other applicable laws.

The Board exhibits willingness to spend time
and effort to learn about the Company and its
business.

e)    Risk Management

The processes are in place for ensuring that the
Board, through the Audit Committee Meeting,
is kept fully informed of all material matters
between meetings (including appropriate
external information, e.g., emerging risks and
material regulatory changes).

There are adequate contingency plans for
addressing and dealing with crisis situations,
including pandemics, server breakdowns, etc.
The Board has sufficient understanding of
the risks attached to the business structure,
and the Board uses an appropriate risk
Management framework. The Board has
reviewed andunderstood the risks provided in
the internal audit report, and management has
taken sufficient steps to mitigate the risks

f)    Board and Management Relations

The Board has a range of appropriate
performance indicators that are used to
monitor the performance of management.

Adequate level of independence of the
management from the Board.

Management and the Board are easily
accessible to each other.

The Board is well informed on all issues (short
and long-term) being faced by the Company.

An effective succession plan of board in place.

g)    Relations with Stakeholders

The Board regularly checks organization's vigil
mechanism or whistle blower policy & makes
sure that the mechanism is working effectively
during the year.

The amount of time spent on discussions on
strategic and general issues is sufficient.

The Board monitors and manages to avoid
potential conflicts of interest of management,
members of the board of directors and
shareholders, including misuse of corporate
assets and abuse in related party transactions

h)    Professional Development

Adequate induction and professional
development programs are made available to
new and old directors.

Appropriate development opportunities are
encouraged and communicated well in time.

2) For Committees:

a)    Composition, Effectiveness, Functions and
duties

The Mandate, composition and working
Procedures of the committee are clearly
defined and discussed.

Committee takes effective and proactive
measures to perform its functions.

The composition of the committee is in
compliance with the legal requirements.

b)    Structure of the Committee and Meetings

The Committee is properly structured and
regular meetings are held.

Committee meetings are organized properly
and appropriate procedures are followed in this
regard.

c)    Management Relations

Committee meetings are conducted in a manner
that encourages open communication and
meaningful participation of its members.

d)    Contribution to Decisions of the Board

Committee makes periodic reporting to the Board
along with its suggestions and recommendations.

3)    For Individual Director:

a) Effectiveness, Functions and duties

The Director has sufficient understanding and
knowledge of the entity and the sector in which
it operates.

The Director understands and fulfills the
functions as assigned to him by the Board and
the law.

The Director is available for meetings of the
Board and the Board Committees where he is a
member and attends the meeting regularly and
timely, without delay.

Participates in board and committee meetings
actively and consistently and is able to function
as an effective team-member.

Understands, and can evaluate, the risk
environment of the organization and proactively
contributes in development of strategy for the
risks.

Shares domain knowledge and experience
to bear on the critical areas of performance
of the organization and keeps self-updated in
knowledge in area of expertise.

The Director has constructive and analytical
decision making abilities and core
competencies for effective functioning of the
Board.

Demonstrates highest level of integrity
(including conflict of interest disclosures,
maintenance of confidentiality, etc.)

Where applicable, as Chairperson of respective
committees, he/she is impartial in conducting
discussions, seeking views and dealing with
dissent, etc. Seeks appropriate clarification,
or amplification of information as and when
necessary.

Conducts himself/herself in a manner that is
ethical and consistent with the applicable laws.

Proactively contributes to development of
strategy and towards risk management of the
Company.

The Director is available for meetings of the
Board and the Board Committees where he is a
member and attends the meeting regularly and
timely, without delay.

Participates in board and committee meetings
actively and consistently and is able to function
as an effective team-member.

4)    For Chairman:

a) Effectiveness, Functions and duties

Whether the Chairman leads the Board
effectively.

Whether the Chairman ensure participation of
all members in the Board deliberations.

Whether Chairman guides the Board /
Management on key issues to be brought up to
the Board for deliberations.

Whether the Chairman enhances the Company's
image in dealing with major stakeholders.

Conclusion

The effectiveness of the Board was evaluated
by the Independent Directors using a structured
rating scale with four performance levels: "Very
Good" denoting highly effective performance that
exceeds expectations (5 marks), "Good" indicating
effective performance that meets expectations
(4 marks), "Satisfactory" reflecting adequate
performance that may require minor improvement
(3 marks), and "Needs Improvement" representing
performance below expectations that requires
attention (2 marks).

In conclusion, the total marks obtained across all
Independent Directors was 678, corresponding to
an overall average effectiveness score of 87.4%
for Board of Directors.

8)    Familiarisation programme for New
Independent Directors (ID’s)

The Board members are provided with necessary
documents / brochures, reports and internal policies
to enable them to familiarise with the Company's
procedures and practices. Periodic presentations
are made at the Board and Committee meetings on
business and performance updates of the Company
including Finance, Sales, Marketing of the Company's
major business segments, practices relating to Human
Resources, overview of business operations of major
subsidiaries, global business environment, business
strategy and risks involved, quarterly updates on
relevant statutory, regulatory changes and landmark
judicial pronouncements encompassing important
laws are regularly circulated to the Directors. Visit at
headquarters is generally organized for the Independent
Directors on first appointment as Independent Director
to enable them to understand and get acquainted
with the operations of the Company. Details of such
familiarisation programmes for the Independent
Directors are available on the website of the Company.

9)    Vigil Mechanism

The Company has adopted a Whistle Blower Policy & Vigil
Mechanism to provide a mechanism to all employees,
suppliers and vendors to report their concern about
suspected fraud or violation of Company's ethics policy,
code of conduct. The policy provides direct access for
all to Chairman of Audit Committee and it is affirmed
that no person of the Company has been denied access
to the Audit Committee. The policy of vigil mechanism is
available on the Company's website and web-link there
to is https://www.primeinfobase.in/z_JISLJALEQS/files/
WHISTLE_BLOWER_POLICY.pdf

10) Fraud Reporting

Directors have confirmed that there is no detection of
fraud. Pursuant to provisions of the Section 143(12) of
the Companies Act, 2013, neither the Statutory Auditors
nor the Secretarial Auditor has reported any incident of
fraud to the Audit and Risk Management Committee
during the year under review.

11) Fixed Deposits

The Company has not accepted, nor renewed any
deposits from public, under the Companies Act 2013
and Companies (Acceptance of Deposits) Rules, 2014,
including amendments to the same. The Company had
no unclaimed / overdue deposits as on 31st March,
2025.

12)    Auditors

a)    Statutory Auditors

Singhi & Co., Kolkata Chartered Accountants were
appointed as Statutory Auditors of the Company
for a term of 5 (five) consecutive years, at the
Annual General Meeting held on 30th December,
2020. The Auditors have confirmed that they are
not disqualified from continuing as Auditors of the
Company. The Auditors' Report does not contain
any qualification, reservation, adverse remark or
disclaimer. The first term of 5 (five) years of Statutory
Auditors shall complete on conclusion of 38th Annual
General Meeting of the Company, being eligible for
reappointment, subject to shareholders approval,
the Board of Directors on recommendation of Audit
committee in its meeting held on 28th June, 2025
have approved the reappointment of M/s Singhi &
Co., Kolkata Chartered Accountants as Statutory
Auditors for 2nd term of 5 (five) consecutive years
commencing from conclusion of 38th Annual
General Meeting of the Company till conclusion of
43rd Annual General Meeting of the Company to be
held in 2030.

b)    Cost Auditors

In accordance with the provisions of Section 148(1)
of the Act, read with the Companies (Cost Records
and Audit) Rules, 2014, the Company has maintained
cost records.

Pursuant to the provision of the Section 148 of the
Companies Act, 2013, the Board has appointed M/s.
D. C. Dave & Co., Cost Accountants, Mumbai as the
Cost Auditors for FY 2025. The Shareholders may
approve the remuneration to be paid to them for FY
2025-26.

c)    Secretarial Auditor

The Board in its meeting held on 28^th June, 2025
has re-appointed M/s V. Laxman and Co. firm of
Company Secretary in practice to conduct Secretarial
Audit of the Company, for the first term of 5 (five)
consecutive years commencing from the conclusion
of 38th Annual General Meeting of the Company till
conclusion of 43^rd Annual General Meeting of the

Company to be held in 2030, subject to shareholders
approval at ensuing Annual General Meeting. The
Secretarial Audit Report for the financial year ended
March 31, 2025 is annexed herewith and marked
as Annexure IX to this Report. The Secretarial Audit
Report does not contain any qualification, reservation,
adverse remark or disclaimer.

d) PCS Certificate on Corporate Governance
Report

Amrita Nautiyal & Associates, Mumbai certified
Corporate Governance report under SEBI (LODR)
Regulations, 2015. The PCS Certificate is annexed
herewith with Annexure IV (Corporate Governance
Report).

13) Meetings of the Board & it's Committees

a)    Board Meeting

Seven Meetings of the Board of Directors were held
during the year. The particulars of the meetings
held and attended by each Director are detailed in
the Corporate Governance Report. For more details
please refer to CG Report Annexure IV.

b)    Audit Committee

The Audit Committee comprises of: Shri Shishir Dalal
(Chairman), Shri. Narendra Jadhav, Shri Bastiaan
Mohrmann, Ms. Nancy Barry and Shri Anil Jain.
During the year, all the recommendations made by
the Audit Committee were accepted by the Board.
Five Meetings of the Audit Committee were held
during the year. For details on scope etc. please refer
to CG Report at Annexure IV.

c)    Corporate Social Responsibility Committee

The Corporate Social Responsibility Committee
comprises of: Dr. Narendra Jadhav (Chairman), Shri
Ashok B. Jain and Shri Atul B. Jain. Two Meetings of
the Corporate Social Responsibility Committee were
held during the year. A report on CSR initiatives by
the Company and mandated expenses in annexed at
Annexure III.

d)    Nomination and Remuneration Committee

Nomination and Remuneration Committee comprises
of: Dr. Narendra Jadhav (Chairman), Mr. Shishir
Dalal, Ms. Nancy Barry has reviewed the managerial
remuneration for the year FY25. Three Meetings of
the Nomination and Remuneration Committee were
held during the year. For details refer Corporate
Governance Report annexed Annexure IV.

e)    Stakeholders’ Relationship Committee

The Stakeholders' Relationship Committee
comprises of: Shri Narendra Jadhav (Chairman), Shri
Shishir Dalal and Shri Ajit B. Jain has appreciated
management for its low blemish/complaints record
during the year. Four Meetings of the Stakeholders'
Relationship Committee were held during the year.
For details see Corporate Governance Report
annexed Annexure IV.

f)    Risk Management Committee

The Risk Management Committee comprises of: Mr. Bastiaan Mohrmann (Chairman), Shri Shishir Dalai, Shri. Ajit
B. Jain and Shri. Atul B Jain. The committee met on 17.05.2024 & 29.01.2025 and reviewed the risk framework and
mitigation measures. For details see Corporate Governance Report annexed Annexure IV.

g)    Management Review Committee

The Management Review Committee comprises of: Shri. Anil B. Jain, Shri. Ajit B. Jain, Shri. Atul B. Jain, Shri Avdhut V.
Ghodgaonkar and Shri Bipeen Valame has reviewed the operations for FY 2025. Twelve Meetings of the Management
Review Committee were held during the year. For details see Corporate Governance Report annexed Annexure IV.

h)    Sub Committee (Allotment)

The Sub Committee (Allotment) comprises of: Shri. Anil B. Jain (Chairman), Dr. Narendra Jadhav and Mr. Shishir Dalal.
No sub-committee meeting was held during the FY 2025.

i)    ESOP Allotment Sub-committee

The ESOP Allotment Sub- Committee comprises of: Shri. Anil B. Jain (Chairman), Dr. Narendra Jadhav and Mr. Shishir
Dalal. The committee met on 2nd December, 2024, 21st February, 2025, 24th February, 2025, 11th March, 2025 and
31st March, 2025 during FY 2025. For details see Corporate Governance Report annexed Annexure IV.

14) a) Particulars of Employees

As per provisions of Section 134 of the Companies Act, 2013 only six of the persons in employment of the Company
have drawn remuneration in excess of ' 8,50,000/- per month, during the year under review or part thereof as per
details in the Annexure I to this report.

b) Particulars of Top 10 Employees and related disclosures

In terms of the provisions of Section 197 (12) of the Act read with Rules 5(2) and 5(3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014, a statement showing the names of the top ten employees
(other than Key Managerial Personnel's) in terms of gross remuneration drawn and names and other areas handled
by employees are given below:

F] Policies and Other Relevant Disclosures

a) Policies

Following are links to website for various policies available and adopted at appropriate forum of Company:

b) Other Policies

Following are links to website for various oolicies available and adopted at appropriate forum of Comoanv:

G] Disclosures about Environment Health and Safety Performance, Energy
Conservation, Technology Absorption, Research and Development, Foreign
Exchange Earnings and Outgo.

1) Environment Health and Safety Performance

At Alwar plant a well equipped new ambulance was provided.

At the Hyderabad plant Installed digital water flow meters for our groundwater extraction structures.

At the Hyderabad plant a well equipped new ambulance was provided.

In the Engineering development department 230 V Bulb Replaced With 24 Vdc bulb with similar lux resulted in
elimination of electric hazard.

In PVC and MIS Pipe plants to prevent soil pollution
by chemicals, trays are provided.

In MIS pipe plant exhaust arrangement is provided for
improving workplace air quality.

In the HDPE Pipe plant mixing operation modified for
elimination of spillage and loss of raw material.

Cutters are fixed with safety guards.

In PVC Sheet plants on machines hydraulic systems
were replaced by mechanical systems which resulted
in elimination of use of Hydraulic oil i.e. conservation
of resources.

In the sprinkler pipe plant a new platform is provided
which eliminates the hazard of working at height.

New M/C Installed which reduces the manual
material handling.

Retro fitted Injection moulding machines with new
PLC controllers.

The new safety logic incorporated in retrofitting of
Injection moulding machines.

Drinking water arrangement modified with better
access.

Air compressor pipeline modification done to
optimise utilization of air compressor.

New in house made HDPE pipe water tank installed
for longer life and rust free use of water tank.

2) Energy Performance

In engineering development on machines, higher watt
bulbs are replaced with lower watt bulbs resulting in
energy saving.

Fluorescent Tube lights are replaced with LED lights
for uniform illumination and conservation of energy.

In MIS pipe plant energy efficient lighting is provided.

In Sprinkler Pipe Plant Energy efficient compressor is
provided.

In casing Pipe Plant, Fluorescent tube lights are
replaced with LED lights. Resulting in energy saving
and improved illumination level.

In the dripline plant, Mica heaters are replaced by
ceramic heaters along with a heat insulation jacket.

Reduced energy consumption of air compressors by
provision of VFD.

In PVC Sheet plants on machines hydraulic systems
were replaced by mechanical systems which resulted
in reduction of energy consumption.

In injection moulding plants, conventional Mercury
vapour lights & tube lights are replaced with energy
saving LED lamps. This also resulted in improved
level illumination.

In the tool room a new Controller retrofitted on the
machine, to reduce the energy consumption.

3) Energy Conservation, Technology Absorption,
Research and Development, Foreign
Exchange Earnings and Outgo.

A) Agri Park & Tissue Culture

i)    Energy and Water Conservation

We have introduced an "Evaporative Cooling Growth
Room” (ECGR) Technology that uses "Evaporative
Cooling Systems” to control the temperature of
growth rooms. This technology replaces traditional
air-conditioning systems, saving a minimum of 60%
of the electric power typically required for cooling.
These ECGRs will be used for incubating *in vitro*
rooting stage plants.

To reduce carbon foot print JISL installed more than
600 kilowat solar power on the R&D Farm at Jain Hill.

ii)    Technology Absorption

We have signed a technology transfer agreement with
ICAR-Central Institute for Subtropical Horticulture
(ICAR-CISH) to adopt "Bio-immunization Technology”.
This technology is expected to develop tolerance
against Panama Disease, also known as Fusarium
Wilt Tropical Race-4, in banana plants. The first batch
of these plants will be available for sale in 2025-26.

A unique variety of mango rootstock "Sagarika”
polyembryonic and salt tolrant, was also licensed
from ICAR-CISH for further expansion and
commercial utilzation. It will expand adoptability of
mango cultivation in marginal and salt affected soil

iii) Research and Development

Our Research & Development team has successfully
developed tissue culture technology for producing
disease-free planting material for Black Pepper and
Papaya. Notably, our Tissue Culture Black Pepper
plants are the first to be developed on a commercial
basis by any registered tissue culture production
facility under the National Certification System for
Tissue Culture Raised Plants (NCS-TCP), Department
of Biotechnology (DBT), Govt. of India. Plant
production has commenced, and the first batch will
be available for field planting in 2025-26.

Ten year extensive work on mango developement
resulted in to identification of three mango hybrids
which is being further evaluated for commercial
trials. In coming five years they will be evaluated in
multilocation trial for commercial release.

B)    Energy Park

i) Energy Conservation
Solar Motor & Pumps :

Changed Material of Inner sleeve used in CAN type
motor from SS304 to Fiberglass which eliminated the
Laser welding activity, Grooving activity & PU forming
activity of stator resulted in Energy saving of about 0.75
kWh per Motor.

C)    Technology Absorption/upgradation

i)    Solar motor & pumps:

Started use of spiral type Drills instead of regular
Carbide Drill in CNC machining which reduced
consumption of Drills and machining cost per piece.

Research and Development

Solar Photovoltaic Module

Design, installation & commissioning of Vertical Solar
Agrovoltaic Power Generation System of 70 kWp
capacity at Jain Hills.

ii)    Solar motor & pumps:

1)    Design and development of 4' Submersible PMSM/
BLDC (Permanent Magnet Synchronous motor)
for solar pumping applications. Motor capacities
- 7.5hp &10hp. Prototype tested successfully.
Prototypes put on field trails.

2)    Design and development of 6' Submersible
PMSM/BLDC (Permanent Magnet Synchronous
motor) for solar pumping applications. Motor
capacities - 10hp. Prototype tested successfully.

3)    Advancement of 0.5hp Sunlight solar pump -
Cost reduction - development of Plastic Insert.
Prototype under field trails.

4)    Development of Helical Stator & Rotor pumps
parts for 0.5hp solar Sunlight pump. Testing
completed. Released for production.

5)    Advancement of 0.5hp Sunlight solar pump - Cost
reduction - printed key board controller for SLP
2hp. Prototype under field trails.

iii)    Solar Photovoltaic Appliances

1)    Design & Development of New 3HP and 5HP Solar
Pump Classic Controller, commercially released
for production.

2)    Design & Development of 30W AC-DC LED driver
for horticulture LED Tube Lights

3)    Design & Development of Economical new
version of 18W Tissue culture LED Tube Light,
commercially released for production.

iv)    Solar Engineering Services & Development:

Mobile trolley manual vehicle for 0.5HP Sunlight

pump commercially released for production.

D) Plastic Park

i) Research and Development

Irricare Wi Fi

Irricare wifi is a smart
controller with advanced
irrigation and fertilizing
functions that fits the
needs of today's modern
agriculture. The Irricare
wifi excels in advanced
hardware technology. I t
is a reliable controller that
adjusts easily to different
applications. Irricare wifi
is equipped with a user
friendly interface and can

be easily programmed and operated offline through the
controller or a mobile app.

The Mobile App has smooth and agile software support.
It has an Aesthetic and animated Dashboard which
updates you with current irrigation status. History of
last two days and irrigation planning for next two days.
You can plan your irrigation schedule through eight
different irrigation sequences. It can operate separate
schedules for 2 irrigation heads or pumps. It is a time
based irrigation system which can support irrigation,
time based fertigation (Nutricare ECO/ Dosing pump
etc.), built in filter backflush.

There are two separate sequences for cyclic operations
which can be used for cyclic operations of the fogging
system in green house. Cyclic operation can be managed
as Cyclic sequence wherein the entire sequence will be
repeated cyclically or Cyclic valves wherein individual
valves can be operated cyclically.

It has a unique feature of Day Start and Day End time
setting. Understanding the complex electrical schedules
in agriculture and erratic availability of power supply,
the user can set his day start and end as per his
requirements. It overcomes the issue of frequent power
failure and allows continuation of irrigation even if day
changes at 00:00 hrs at midnight.

Irricare WiFi is fully loaded with advanced features
and designed with consideration of Indian agriculture
conditions.

Irricare WiFi is designed and developed by Jain Irrigation.
It passes through stringent quality control as per ISO
21622 and company standard protocols and assured
24x7 support by our team.

Jain Spirit PRO

Jain Spirit PRO

Controller is a state- I

of-the-art irrigation    I

controller designed    I

to streamline and    I

optimize your irrigation    ^HspiritProl

system. Whether    I

you're    managing    j

a small or a large

agricultural operation,    *

this controller offers

advanced features    Jain Spirit Pro - Cotroller

to efficiently manage

watering schedules and ensure the health of your plants.
FEATURES

MOBILE App Based Operation.

Time Based Irrigation Mode

Adjustable Time Entry for Irrigation & Fertigation
Valve. User can flexibly change start times and
duration of each valves

Valve Setup for Selection of Irrigation/Fertigation/Co-
Valve/Backwash operation.

Twenty five adjustable Sequence with five start times
for each sequence for Time Based Irrigation Mode.

Programmable with Two irrigation head

Selection of Sequence for Weekdays for Time Based
Irrigation Mode.

Cyclic Filter Backwash Option

Main Pump / Fert Pump / Blower Control

Automatic resume of Irrigation Cycle upon Electricity
Power Failure.

Can be connected wirelessly to Irrismart RTU
PVC - Alloy Pipes

Polyvinyl chloride is formulated by
adding various additives according
to the end use and application ÝÝ
of the product that is produced.

Depending on the chemical    ^

additive    that is incorporated,    1

Polyvinyl    chloride can be either    Ý

flexible    at room temperature    I

or rigid.    For pressurised piping    [

application one has to formulate    "

the Polyvinyl chloride into a rigid pvc - Alloy Pipes
PVC pipe so that it can be in a

position to sustain the pressure with which the fluid
or water is passing through it. The glass transition
temperature of the Rigid PVC pipe is above the room
temperature making it brittle at room temperature. It is
susceptible to breakage when there is sudden impact
beyond certain limits. This is attributed to the brittleness
of the PVC pipes. To overcome this aspect, a new recipe
has been formulated and developed to make the PVC
pipes ductile at room temperature and can be used for
pressurised piping applications. These pipes with a new
recipe which enables the enhanced ductility at room
temperature are known as PVC - Alloy pipes which have
enhanced ductility, durability making it more suitable
for high end applications, offering protection from
poor installations, dangerous movements and weather
conditions. PVC - Alloy pipes has enhanced ductility and
it withstands impact energy which is more than four
times that of conventional rigid PVC pipes. Because of
this increased ductility it enables the piping lines to be
designed with a safety factor almost 1.75 to 2 times
higher than the conventional PVC pipes which means
the design coefficient of the PVC - Alloy pipes is less
than that of the conventional PVC pipes. Hence the wall
thickness and the weight of the PVC - Alloy pipes are
considerably less than that of the conventional Rigid
PVC pipes for the same pressure application which
ultimately results in substantial saving of the resources,
energy and ultimately the product cost.

PVC - HI Pipes

Hydrogen gas is one of the clean    —

and renewable energy sources and

is more efficient than most of the

energy sources. It can be handled by

current gas infrastructure, especially

the pipe line and both Polyethylene

and Polyvinyl chloride pipings can be

used for transportation of hydrogen

gas. ISO standard 6993 includes

PVC - HI Pipes

dry hydrogen as gaseous fuels for
the transportation using Polyvinyl chloride pipes. It
has been proved thru experiments & testing that the
leakage of hydrogen gas thru PVC pipes are far less
than the limit allowed for natural gas. The requirement
of impact energy for the Polyvinyl chloride is higher
by four times than the conventional PVC pipes and a
special formulation was developed to withstand such
a rigorous impact test. The Polyvinyl - High impact
pipes are designed for supply of gaseous fuels such as
hydrogen through buried pipelines having an operating
temperature range of 0 Deg. C up to and including 30
Deg. C with maximum operating pressure of 1 bar
pressure.

Apart from the high impact energy requirements, the
product is also expected to have a very good weathering
resistance feature which is characterised by its ability to
withstand the solar radiation of 3.5 GJ/M2. The pipes
exposed to 3.5 GJ/M2 have to withstand the impact

energy as prescribed in the International std 6993. A
special recipe was developed by incorporating additives
for improving the impact strength and weathering
property and the recipe has been validated thru rigorous
tests and the compliance to the standard requirements
has been verified.

3) Foreign Exchange Earnings and Outgo

a) The foreign exchange earnings & outgo are
as per details hereunder

b) Material Changes & Commitment affecting
the Financial Position of the Company

There are no material changes affecting the financial
position of the Company subsequent to the close of
the Financial Year 2025 till the date of this report.
There has been no change in the nature of business
of the Company.

There is no proceeding pending under the Insolvency
and Bankruptcy Code, 2016.

There was no instance of onetime settlement with
any Bank or Financial Institution.

Since the implementation of the Resolution Plan in
2022, the Company has not committed any default or
cross-default in servicing its loans, including payment
of installments, interest, or any related charges, at
any point of time.

H]    Mandated Annexures

I)    Corporate Governance Report

The Company constantly endeavors to follow the
corporate governance guidelines and best practices
sincerely and disclose the same transparently. The
Board is conscious of its inherent responsibility to
disclose timely and accurate information regarding the
Company's operations, performance, material corporate
events as well as on the leadership and governance
matters relating to the Company.

The Board, at all times exercises its independence both,
in letter and in spirit, and the Directors fully understand
their fiduciary duties. The Directors have always acted in
the best interest of the Company and will continue to do
so in the future. It is equally important to state that the
Company has a professional and competent leadership
team for the management of the business. The Board
guides, supports and compliments the Management
team towards achieving the set objectives to make the
enterprise more sustainable and valuable in the future.

A separate Corporate Governance Report is attached as
Annexure IV, forming part of Director's Report in terms
SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015. A Certificate from Practicing
Company Secretary, confirming compliance of Corporate
Governance disclosures and requirements and SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015 is also attached together with CEO
Certificate/declaration.

2)    Management Discussion and Analysis Report
(MDAR)

As per the requirements of the SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 a
separate Management Discussion & Analysis is given
elsewhere in the Annual Report at Annexure V.

3)    Particulars of Loans, Guarantees or
Investments of the Company

The details of Loans given, Guarantees provided or
Investments made by the Company during FY 2025 are
given at Annexure VI.

4)    Consolidated Financial Statements

Consolidated Financial Statements are prepared
in accordance with IND-AS and form part of the
Annual Report. Pursuant to Section 129 (3) of the
Act, a statement in Form AOC-1 annexed at Annexure
II containing the salient features of the financial
statements of the subsidiary companies are attached
to the Financial Statements Annexure II. The financial
statements will also be kept open for inspection by
any Member at the Registered Office of the Company.
In terms of requirement of the Companies Act, 2013
the financial statements of the Company, consolidated
financial statements along with relevant documents are
available on the website of the Company.

5)    Significant, Material orders passed by the
Regulators/ Court/ Tribunals

There are no material orders or judgments passed by
the Regulators/ Court/ Tribunals which would impact
the 'going concern' status of the Company or its future
prospects, subject to contingent Liabilities as mentioned
in the notes forming part of the Financial Statements.

6)    Secretarial Standards

The Company has followed during year under review
the applicable Secretarial Standards, i.e. SS-1 and SS-
2, relating to 'Meetings of the Board of Directors' and
'General Meetings' respectively.

7)    Extract of Annual Return of FY 2023-2024

As provided under Section 92 (3) of the Companies Act,
2013, the extract of Annual Return in form MGT - 7 is
available on

https://www.primeinfobase.in/z_JISLJALEQS/files/JISL-

Form_MGT-7-2023-2024.pdf

8)    Directors Remuneration

The information pursuant to Section 197 of the
Companies Act, 2013 read with Rule 5 (1) of the
Companies (Appointment and Remuneration of
Managerial Person) Rules, 2014 are given in Annexure
VII to this Report.

9)    Contracts or arrangements with Related
Parties

The Contracts and arrangements entered into during
the year with Related Parties were on arm's length
basis, in compliance with the applicable provision of
the Companies Act, 2013 and SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015,
although except Subsidiaries where Transfer Pricing
arrangements are in place complying with regulations
in country of operation, no fresh RPT or material RPT
has been entered into by Company. The Company
has transactions with subsidiaries in ordinary course
of the business for some of the export-import related
transactions for details refer Annexure VIII.

There are no "materially significant” Related Party
Transactions entered into by the Company with
Promoters, Directors, KMP's which may have potential
conflict with the interest of the Company. All Related Party
Transactions are placed before the Audit Committee,
which Comprises of Shri Shishir Dalal (Chairman), Shri.
Narendra Jadhav, Shri Bastiaan Mohrmann, Ms.Nancy
Barry and Shri Anil Jain of the Company for its approval.
The Audit Committee also reviews on quarterly basis all
Related Party Transactions during the quarter whether
or not previously approved. The Company has adopted
Policy on Materiality and dealing with Related Party
Transactions. The policy approved by the Board is
available on Company's website and web-link thereto
is https://www.primeinfobase.in/z_JISLJALEQS/files/

Policy_on_Materiality_and_Dealing_with_Related_Party_

Transactions.pdf

10) Business Responsibility & Sustainability
Report

Pursuant to Regulation 34 (2) (f) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations,
2015 the Business Responsibility & Sustainability Report
(BRSR) describing the initiatives undertaken by the
Company from an environmental, social and governance
perspective, in the prescribed format is annexed as
Annexure-X and also hosted on the Company's website
www.jains.com

The said BRSR has been assured by TUV India Private
Limited, an independent third-party assurance provider.
Their assurance affirms the accuracy, credibility, and
completeness of the disclosures made in the report.

I) Miscellaneous

a) Acknowledgement

The Directors take this opportunity to place on record
their appreciation of whole hearted support received
from all stakeholders, customers and the various
departments of Central and State Governments,
Financial Institutions, Bankers, the Dealers and Suppliers
of the Company. The Directors wish to place on record
their sense of appreciation for the devoted services of all
the associates of the Company.

Sd/-    Sd/-

Anil B. Jain    Ajit B. Jain

Vice Chairman and    Joint Managing

Managing Director    Director

Date: 28th June, 2025    Date: 28th June, 2025

Place: Jalgaon    Place: Jalgaon