To the Members

The Directors are pleased to present the 35 th Annual Report including the Audited Financial Statements (standalone and consolidated) for the financial year ended 31 March 2026 of Kirloskar Ferrous Industries Limited ('Company').

Financial Summary (Standalone)

(Rs. in Crores)

Dividend

The Board of Directors at its meeting held on 10 February 2026 declared an Interim Dividend of Rs. 3 per equity share of Rs. 5 each (i.e. 60 percent). The date of payment of the Interim Dividend was 2 March 2026.

The Board of Directors at its meeting held on 12 June 2026 has recommended a Final Dividend of Rs. 3 per equity share of Rs. 5 each (i.e. 60 percent) for approval of the Members at the ensuing annual general meeting.

Accordingly, total dividend payout for the financial year 2025–2026 aggregates to Rs. 6 per equity share of Rs. 5 each (i.e. 120 percent). Pursuant to Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors has adopted the Dividend Distribution Policy. Copy of the same is available at the website of the Company, viz.www.kirloskarferrous.com

Company Performance

The Company achieved Net Sales of Rs. 6,888.57 Crores as compared to Rs. 6,564.22 Crores in the previous year. Profit before Tax (after Exceptional Items) for the year stood at Rs. 494.18 Crores as compared to Rs.405.86 Crores for the previous year.

Sale of products

Castings

The Company continued to maintain the market leadership position in the domestic casting business. The Company sold 1,52,568 MT of castings aggregating to Rs. 1,876 Crores during the financial year 2025-2026 as compared to 1,32,242 MT castings aggregating to Rs.1,654 Crores in the previous financial year, showing 6 percent increase year-on-year.

Pig Iron

During the financial year 2025-2026, the Company made sales of 5,10,080 MT of pig iron valued at Rs. 1,937 Crores as compared to 5,11,787 MT of pig iron valued at Rs. 2,076 Crores in the previous financial year. The reduction in the sale value is basically on account of drop in sales realization of pig iron by 6 percent from around Rs. 40,600 per MT in the previous year to around Rs. 38,000 per MT this year due to margin pressure in the pig iron business. Though there is a volume growth of 19,900 MT (11.8 percent over previous year), due to drop in sales realisation the sales in value terms remains same as the previous year.

Tubes

During the financial year 2025-2026 the Company made sales of 1,88,704 MT of Tubes valued at Rs. 2,130 Crores as compared to 1,68,804 MT of Tubes valued at Rs. 2,103 Crores in the previous financial year.

The Tube business was buoyant from the last quarter of FY 2024-2025 and clocked growth in quarter 1 of FY 2025-2026 setting the momentum for the year. The Company focussed on improving on-time delivery and customer retention as important goals for the year. The tube business continued its dominance in the automotive and bearing segment. The Company made deep inroads in securing and servicing the power sector demand of critical tubes and grew the business by over 32 percent as compared to FY 2024-2025. The Company witnessed growth over previous year in all segments barring the OCTG, which experienced a drop of over 55 percent The primary reason for this drop was the depressed demand from the oil exploration majors coupled with high inventory of pipes at user locations. Exports business also grew from 5.5 percent to 8.2 percent of total sales in FY 2025-2026 despite the imposition of additional tariffs under Section 232 of Trade Expansion Act in the US. The Company secured multiple orders from oil majors like ONGC and Oil India for casings and tubing i.e. 6,321 MT and 17,000 MT respectively during the year. The onslaught of dumping by China continued until the commencement of the West Asia crisis influencing price realisations and volumes besides adverse product mix.

Steel

The Company sold 85,644 MT of steel valued at Rs. 605 Crores in the financial year 2025–2026 as compared to 73,002 MT of steel valued at Rs. 541 Crores in the previous financial year. The steel business growth of over 17 percent was the result of concerted efforts in retaining and growing with the existing customers and adding new customers. Bearing Steel segment grew by over 9 percent as compared to previous year and constituted 70 percent of the business and Auto segment grew by over 38 percent and constituted 25 percent of the business. Sales realisation dropped during the year on account of raw material cost reduction and pricing pressures from the market.

Operational performance

Pig Iron

During the year under review, iron ore prices remained relatively firm, with lump ore prices fluctuating between Rs. 6,000 per MT to Rs.6,500 per MT, while iron ore fines prices ranged between Rs.6,000 per MT to Rs. 6,450 per MT. Coal prices remained stable during the first half of the financial year; however, the second half witnessed an upward trend due to an increase in international coking coal prices, bunker charges, and logistics costs. The blended average coal price during the year was in the range of USD 170 to USD 210 per MT.

Castings

During the year under review, the production of castings increased by 17 percent as compared to the previous year. The Company continuously worked on developing new products, reducing operational costs and increasing the machining and proto business at both locations.

During FY 2025–2026, the casting division witnessed strong demand across tractor, commercial vehicle, passenger vehicle and engine segments. The Company increased its supplies to key OEM customers through consistent quality and operational reliability.

Steel and Tubes

During FY 2025-2026, the Company recorded strong growth in both its Tube and Steel businesses. Increase in Tube sales was driven by robust demand from Automotive, Bearing and Power sectors, improved customer retention and enhanced delivery performance. However, the OCTG segment witnessed a decline due to subdued demand from oil exploration companies and high inventory levels at customer locations.

Growth in steel business was supported by deeper engagement with existing customers, addition of new customers and expansion in the Automotive and Bearing Steel segments. While market pricing remained under pressure due to competition from blast furnace – basic oxygen furnace route steel mills and lower raw material costs, the Company continued to focus on securing new customer approvals to support future growth.

Finance costs

During the year under review, the Company borrowed funds at competitive rates from the banks. The Company in overall reduced term loans and working capital loans compared to previous year, thereby reducing the borrowings and finance cost. The year witnessed high volatility in exchange fluctuation and in overall Rupee depreciated by 11 percent against US Dollar. The Company closely monitored the exchange rate movement and took forward cover to minimize the exchange fluctuation risk.

Update on customers

During FY 2025-2026, the Company strengthened its customer engagement, expanded export presence and secured strategic long term business partnerships across its operating segments.

FY 2025–2026 marked a strong performance in pig iron sales driven by continuous customer engagement, strategic focus on freight advantaged markets and successful new customer development efforts that added new customers to the portfolio. In parallel, finalized long term slag sales contracts with cement companies, strengthening strategic market position and providing a stable foundation for future business growth.

In castings business, the Company benefited from strong demand across tractor, commercial vehicle, passenger vehicle and engine segments during FY 2025-2026. The Company achieved growth ahead of the tractor market and maintained strong performance in other key segments despite supply chain disruptions and input cost pressures towards the end of the financial year. Strategic customer development initiatives, including production expansion plans, transition to in-house engine manufacturing, single source supplier nominations for new engine platforms and ramp up of key production programs are expected to support future growth and strengthen the Company's market position.

In steel and tubes business, the Company made its maiden export of 300 MT steel bars to a North American customer at Costa Rica for a very critical application. Securing new customer approvals for further growth has been the main driver during the year and the Company continues the efforts in on-boarding new customers to the business.

These developments reflect the Company's continued focus on customer diversification, export growth and strengthening long term strategic relationships.

Jambunatha mines in the state of Karnataka

The Company has been declared as a preferred Bidder for the Jambunatha Iron Ore Mine and is in the process of obtaining necessary regulatory clearances from the environmental and the forest authorities.

Update on Projects

Following major projects were completed during the financial year 2025-2026 :

Installation of pig casting machine at Koppal plant for improvement of liquid metal yield from 95.6 percent to 96.6 percent through reduction in skull generation.

Implementation of coke drying system at Koppal plant for reduction of coke consumption by 12 kg/THM by lowering coke moisture content from 5 percent to 3 percent.

Installation of iron ore fines screening system at Koppal plant for enhancement of nut ore recovery by 10 percent and reduce sinter return fines by 5 percent.

Cooling line fume extraction system – Regulatory compliance, environmental protection and improvement in shop floor working conditions through efficient extraction of furnace fumes.

Runner and riser cleaning system – Improved metal recovery and resource utilization, reduction in melting losses and slag generation and lower energy consumption in melting operations.

Fume extraction system – regulatory compliance, environmental protection, improved working conditions.

Fuel conversion in furnaces – Reduce fuel cost, improve environmental performance.

Hot finishing section shed extension with finishing equipment

– Finishing capacity enhancement, debottlenecking and increase storage capacity.

Scheme of Arrangement and Merger by Absorption of Oliver Engineering Private Limited ('OEPL') and Adicca Energy Solutions Private Limited (AESPL)

The merger of OEPL and AESPL with the Company is a corporate restructuring aimed at long term sustainability, pooling of resources, achieving economies of scale and growth of merged businesses for better administration and cost optimization.

Pursuant to provisions of Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 the Hon'ble National Company Law Tribunal, Mumbai has allowed the Company Petition in respect of the Scheme of Arrangement and Merger by Absorption of Oliver Engineering Private Limited and Adicca Energy Solutions Private Limited with the Company and their respective shareholders and has pronounced an Order on 2 June 2026 approving the Scheme. On 11 June 2026, the Scheme of Arrangement and Merger by Absorption has become operative effective from 1 April 2025.

Changes to the Equity Share Capital

Upon effectiveness of the Scheme of Arrangement and Merger by Absorption; the Authorized Share Capital of the Company stands at Rs. 389,61,00,000 divided into 54,52,20,000 equity shares of Rs. 5 each and 11,70,00,000 preference shares of Rs. 10 each.

During the financial year 2025-2026; 3,04,305 equity shares of Rs. 5 each were allotted upon exercise of stock options pursuant to 'KFIL Employee Stock Option Schemes'. As at the end of the financial year; the issued, subscribed and paid-up share capital of the Company stands increased to Rs. 82,46,08,215 comprising of 16,49,21,643 equity shares of Rs. 5 each.

Directors

a) Changes in Directors and Key Managerial Personnel

Pursuant to provisions of Section 152 of the Companies Act, 2013 and rules thereof; Mr. Nishikant Balakrishna Ektare, Executive Director (Operations) [DIN : 02109633], retires by rotation at the ensuing annual general meeting and being eligible, offers himself for reappointment.

Upon recommendation of the Nomination and Remuneration Committee; the Board of Directors at its meeting held on 7 May 2026 has recommended reappointment of Mr. Sathya Moorthy Venkataramani (DIN : 00229998) as an Independent Director for another term to hold office upto 21 October 2031 for approval of the Members at the ensuing annual general meeting. In the opinion of the Board of Directors; he possesses integrity, expertise and experience and holds the valid registration with the databank of Independent Directors pursuant to provisions of Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.

Upon recommendation of the Nomination and Remuneration Committee; the Board of Directors at its meeting held on 12 June 2026 has recommended appointment of Mrs. Pallavi Pratap Gokhale (DIN : 00036369) as an Independent Director for a term to hold office upto 11 June 2031 for approval of the Members at the ensuing annual general meeting. In the opinion of the Board of Directors; she possesses integrity, expertise and experience and holds the valid registration with the databank of Independent Directors pursuant to provisions of Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.

Changes in Directors during the financial year 2025–2026 are as given below :

The Board of Directors at its meeting held on 9 May 2025 co-opted Ms. Aditi Atul Kirloskar as an Additional Director in the category of Non-Executive Non-Independent with effect from 10 May 2025. The Members at their annual general meeting held on 4 August 2025 have appointed her as a Director liable to retire by rotation.

The Board of Directors at its meeting held on 6 November 2025 co-opted Mr. Aman Rahul Kirloskar as an Additional Director in the category of Non-Executive Non-Independent with effect from 7 November 2025. The Members of the Company have appointed him as a Director liable to retire by rotation by way of the postal ballot on 12 January 2026.

There was no change in the key managerial personnel during the financial year 2025–2026.

b) Statement on declarations by Independent Directors

The Company has received declarations from all the Independent Directors confirming that they meet the criteria of independence as laid down under Section 149(6) of the Companies Act, 2013, rules thereof and Regulation 16(1)(b) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and they are in compliance with the Code for Independent Directors as prescribed in Schedule IV to the Companies Act, 2013.

In the opinion of the Board, all Independent Directors possess integrity, expertise, skills and experience for carrying out functions of an Independent Director.

Pursuant to provisions of Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014; all the Independent Directors have confirmed that they hold valid registration certificate with the Databank of Independent Directors.

The Company has laid down a Code for the Board of Directors and Senior Management of the Company. The said Code is available on the website of the Company viz. www. kirloskarferrous.com. All the Board Members and Senior Management Personnel of the Company have affirmed compliance with the Code of Conduct.

c) Board Evaluation

Pursuant to provisions of the Companies Act, 2013 and Regulation 17 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015; the Board has carried out a formal review for evaluating the performance and effectiveness of the Board, Committees of the Board and of individual directors.

Performance of the Board was evaluated on the basis of criteria such as board composition and structure, effectiveness of board processes, participation in organisation strategy, etc. Performance of various committees was evaluated by the Board based on appropriate criteria.

d) Nomination and Remuneration Policy:

Upon recommendation of the Nomination and Remuneration Committee, the Board has adopted a policy for selection and appointment of Directors, Key Managerial Personnel and Senior Management Personnel and their remuneration. The policy is available on the website of the Company, viz. www. kirloskarferrous.com

e) Number of meetings of the Board :

During the financial year 2025–2026, five meetings of the Board of Directors were convened and held, details of which are provided in the Report on Corporate Governance.

f) Composition of Audit Committee and other committees of the Board :

Details of composition of committees of the Board, viz. Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee and Risk Management Committee are provided in the Report on Corporate Governance.

Particulars of loans, guarantees or investments under Section 186 of the Companies Act, 2013

During the financial year 2025-2026, the sum of Rs. 33.15 Crores has been granted as the loan to the subsidiaries for the purpose of capital expenditure, refurbishment of plant and machinery and working capital and the sum of Rs. 6.26 Crores has been granted as the loan to contractors in the normal course of business of the Company and to employees in accordance with the policies of the Company.

Loans granted to the subsidiaries [viz. Oliver Engineering Private Limited and Adicca Energy Solutions Private Limited] were in the nature of inter-company transactions and have been eliminated as disclosed in Note No. 52 forming part of the standalone financial statements.

During the financial year 2025-2026, the Company has not given any loan or guarantee or acquired any security exceeding the limit prescribed pursuant to provisions of Section 186(2) of the Companies Act, 2013.

Transactions with related parties

During the year under review, all related party transactions entered into by the Company were approved by the Audit Committee and were at arm's length and in the ordinary course of business. Pursuant to provisions of Section 134 of the Companies Act, 2013 read with Rule 8(2) of the Companies (Accounts) Rules, 2014; there are no particulars to be disclosed in the Board's Report.

The policy on related party transactions is available on the website of the Company, viz. www.kirloskarferrous.com

Disclosures

During the financial year 2025–2026;

Pursuant to provisions of Section 148 of the Companies Act, 2013 and rules thereof; maintenance of cost records has been mandatory for the Company and such accounts and records relating to utilisation of materials, labour and other items of cost have been prepared and maintained.

Secretarial Standards issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act, 2013 have been complied with.

The Company has not accepted any public deposit pursuant to provisions of the Companies Act, 2013 and rules thereof.

There has been no change in the nature of business of the Company.

To the best of our knowledge, no significant / material order has been received from any regulator, court or tribunal; which may impact the going concern status or the operations of the Company in future.

No case of fraud by any officer or employee of the Company has been reported by any auditor of the Company either to the Audit Committee or the Board pursuant to provisions of Section 143(12) of the Companies Act, 2013.

Neither any application has been made nor any proceeding has been pending against the Company under the Insolvency and Bankruptcy Code, 2016.

There was no incidence of settlement in respect of any loan availed from any bank or financial institution.

Apart from the effectiveness of the Scheme of Arrangement and Merger by Absorption of Oliver Engineering Private Limited and Adicca Energy Solutions Private Limited with the Company and their respective shareholders; there is no material change or commitment occurring after the end of the financial year, which may affect the financial position of the Company.

Details of the remuneration received by the Managing Director and the Executive Directors from holding / subsidiary company

Mr. R. V. Gumaste, Managing Director, Mr. R. S. Srivatsan, Executive Director (Finance) and Chief Financial Officer and Mr. N. B. Ektare, Executive Director (Operations) have neither received any remuneration from the subsidiary companies nor have received any remuneration from Kirloskar Industries Limited ('holding company').

Subsidiary / associate / joint venture companies and Consolidated financial statements

Consolidated Financial Statements of the Company and its subsidiaries for the year ended 31 March 2026 form part of this Annual Report. A statement containing salient features of the financial statements of the subsidiaries / associate companies / joint venture companies for the year ended 31 March 2026 has been annexed to the Financial Statements of the Company in Form AOC-1. Upon effectiveness of the Scheme of Arrangement and Merger by Absorption; Oliver Engineering Private Limited and Adicca Energy Solutions Private Limited have ceased to be subsidiaries of the Company.

ISMT Enterprises SA, a Luxembourg based subsidiary of the Company, has been officially dissolved and deregistered from the Luxembourg Trade Registry with effect from 1 September 2025. This structural closure is a step in the Company's broader plan to wind up redundant overseas holding structures following its complete amalgamation and absorption of the domestic parent entity ISMT Limited.

Risk Management Framework

The Company has a Risk Management Committee consisting of Mr. V. M. Varma as the Chairman and Mr. R. V. Gumaste, Mr. S. Venkataramani and Mr. P. Vohra as Members of the Committee. Based on the recommendation of the Committee, the Risk Management Policy has been amended to include ESG related risks, information and cyber security risks. The Board reviews effectiveness of risk management activities on regular basis. The process of risk management covers risk identification and classification of risks, risk rating, risk mitigation and risk monitoring and review. Risks have been classified as strategic, operational, financial, statutory / compliance and reputational.

Based on recommendation of the Risk Management Committee, the Risk Coordinator has been appointed to work with Risk Owners to identify risks and facilitate development of risk mitigation plans.

Internal Financial Controls

The Company has deployed controls including defined code of conduct, whistle blower policy, management review and MIS mechanisms, internal audit mechanism. The process level controls have been instituted through company policies and procedures and continuous monitoring of efficiency in operations.

There is regular management oversight of the internal controls environment at the Company. The Audit Committee alongwith the Management oversees reports of the internal audit and reviews implementation on a periodic basis.

Vigil Mechanism / Whistle Blower Policy

The Board of Directors has adopted the Vigil Mechanism / Whistle Blower Policy to deal with instances of fraud, unethical behaviour, mismanagement, leakage of Unpublished Price Sensitive Information (UPSI), etc. The policy has provided a mechanism for employees and other persons dealing with the Company to report to the Chairman of the Audit Committee any such instance. There was no case filed during the year under review. The policy is available at the website of the Company, viz. www.kirloskarferrous.com

Disclosures pursuant to other statutory laws

• Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 The Company has in place a Policy for Prevention of Sexual Harassment at workplace. This would, inter alia, provide a mechanism for the resolution, settlements or prosecution of acts or instances of sexual harassment at workplace and to ensure that all employees are treated with respect and dignity. There was no complaint / case filed / pending with the Company during the year under review.

The Company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The Company has complied with the provisions of the Maternity Benefit Act, 1961 and has extended all applicable benefits to eligible female employees during the financial year.

Annual Returns filed with the Ministry of Corporate Affairs (MCA)

Pursuant to provisions of Section 134 read with Section 92(3) of the Companies Act, 2013; copies of annual returns filed with the MCA are available at the website of the Company viz. www.kirloskarferrous. com and the Annual Return for the financial year 2025–2026 will be uploaded on the website after filing with the MCA.

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Details on conservation of energy, technology absorption and foreign exchange earnings and outgo pursuant to provisions of Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 are annexed herewith as Annexure A.

Corporate Social Responsibility (CSR)

The Company has always believed in working for the betterment and upliftment of the society. Corporate Social Responsibility (CSR) has been practiced over the years in the Company. Focus areas under CSR include Education, Health and Hygiene, Environment and Rural Development. The Company has been carrying out various CSR activities directly or through implementing agencies.

Details about the composition of CSR Committee and the Report on CSR activities for the financial year under review is annexed herewith as Annexure B.

Information pursuant to Rule 5 of the Companies (appointment and remuneration of managerial personnel) Rules, 2014

Information pursuant to Rule 5 of the Companies (appointment and remuneration of managerial personnel) Rules, 2014 is annexed herewith as Annexure C. Pursuant to the said rules, the particulars of top ten employees form part of this report. However, in terms of Section 136(1) of the Companies Act, 2013 the Board's Report is being sent to the Members of the Company without such details. Any Member interested to receive such details may write to the Company Secretary at the Registered Office of the Company.

Employee Stock Options Schemes (ESOS)

The Company views employee stock options as an instrument that would enable the employees to share the value they create for the Company and align individual objectives of the employees with the objectives of the Company.

The Company has two employee stock option schemes, viz. KFIL Employee Stock Option Scheme 2017 ('KFIL ESOS 2017') and KFIL Employee Stock Option Scheme 2021 ('KFIL ESOS 2021') in order to motivate, incentivize and reward employees. The Board of Directors and the Nomination and Remuneration Committee of the Company are authorised to administer both schemes.

Pursuant to Regulation 13 of the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021; certificates from the secretarial auditor that the schemes have been implemented in accordance with these regulations and in accordance with the resolutions passed by the Members of the Company in the general meetings would be placed before the Members at the ensuing annual general meeting.

Disclosures on schemes, details of options granted, shares allotted upon exercise are annexed herewith as Annexure D and are also available on the website of the Company at www.kirloskarferrous. com No employee has been granted stock options equal to or exceeding one percent of the issued capital of the Company.

In line with the Indian Accounting Standards ("Ind AS") 102 on 'Share Based Payments' issued by the Institute of Chartered Accountants of India ("ICAI"); the Company has computed the cost of equity-settled transactions by using the fair value of the options at the date of the grant and recognized the same as employee compensation cost over the vesting period.

Auditors

a) Statutory Auditors

The Members of the Company at their Annual General Meeting held on 27 July 2021 have reappointed M/s. Kirtane & Pandit LLP, Chartered Accountants as the Statutory Auditor of the Company to hold office for another term from the conclusion of 30 th Annual General Meeting till the conclusion of 35 th Annual General Meeting of the Members of the Company. A certificate has been received from them confirming that requirements prescribed under provisions of Section 141 of the Companies Act, 2013 have been fulfilled.

The Members of the Company at their Annual General Meeting held on 24 September 2024 have appointed M/s. P G BHAGWAT LLP, Chartered Accountants as the Statutory Auditor of the Company to hold office for a term from conclusion of 33 rd Annual General Meeting till conclusion of 38 th Annual General Meeting to conduct the audit of books of account of the Company for the financial years ending 31 March 2025 and 31 March 2026 jointly with M/s. 'Kirtane & Pandit LLP, Chartered Accountants', present statutory auditor. A certificate has been received from them confirming that requirements prescribed under provisions of Section 141 of the Companies Act, 2013 have been fulfilled.

The reports given by the statutory auditors on the standalone and consolidated financial statements of the Company for the financial year ended 31 March 2026 form part of this Annual report. There is no qualification / reservation / adverse remark in the reports on the audit of standalone and consolidated financial statements given by the statutory auditors.

b) Secretarial Audit

Pursuant to provisions of Section 204 of the Companies Act, 2013 and rules thereof and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015; the Members of the Company have approved the appointment of 'M. J. Risbud & Co', Company Secretaries to provide the secretarial audit reports from the financial year ending 31 March 2026 to the financial year ending 31 March 2030. The Secretarial Audit Report for the financial year ended 31 March 2026 is annexed herewith as Annexure E. There is no qualification / reservation / adverse remark in the Secretarial Audit Report.

Pursuant to the Master Circular No. HO/49/14/14(7)2025-CFD-POD2/I/3762/2026 dated 30 January 2026 issued by the SEBI, 'M. J. Risbud & Co', Company Secretaries have also issued the Secretarial Compliance Report for the financial year 2025–2026.

c) Cost Auditor

Pursuant to provisions of Section 148 of the Companies Act, 2013 and rules thereof, the Board of Directors has appointed 'Dhananjay V. Joshi & Associates', Cost Accountants as the Cost Auditor to conduct the audit of cost accounting records for the financial year 2026–2027.

Report on Management Discussion and Analysis

Pursuant to provisions of Regulation 34(3) of the SEBI (LODR) Regulations, 2015; the Report on Management Discussion and Analysis forms part of this Annual Report.

Report on Corporate Governance

The Company conforms to norms of the corporate governance as envisaged in the Listing Agreement executed with the stock exchange. Pursuant to provisions of Regulation 34(3) of the SEBI (LODR)Regulations,2015;theReportonCorporateGovernanceforms part of this Annual Report. A certificate from the secretarial auditor regarding compliance with conditions of corporate governance as required pursuant to provisions of the SEBI (LODR) Regulations, 2015 has been annexed to the Report on Corporate Governance.

Business Responsibility and Sustainability Report

Pursuant to provisions of Regulation 34(2)(f) of the SEBI (LODR) Regulations, 2015; the Business Responsibility and Sustainability Report forms part of this Annual Report.

Directors' Responsibility Statement

Pursuant to provisions of Section 134 of the Companies Act, 2013 in respect of Directors' Responsibility Statement; the Directors state that :

in the preparation of the annual accounts; the applicable accounting standards have been followed and there were no material departures.

accounting policies as mentioned in the Notes forming part of the Financial Statements have been selected and applied consistently. Further, judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 March 2026 and of the profit of the Company for the year ended on that date.

proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. y the annual financial statements have been prepared on a going concern basis. y proper internal financial controls were laid down and such internal financial controls were adequate and were operating effectively and

proper systems were in place to ensure compliance with the provisions of all applicable laws and such systems were adequate and operating effectively.

Cautionary Statement

Statements in this report, particularly those which relate to the Management Discussion and Analysis, describing the Company's objectives, projections, estimates and expectations may constitute 'forward looking statements' within the meaning of applicable laws and regulations. Actual results may differ materially from those either expressed or implied.

Appreciation

The Board wishes to place on record its appreciation towards the contribution of all employees of the Company and its gratitude to the Company's valued customers, bankers, vendors and members for their continued support and confidence in the Company.

For and on behalf of the Board of Directors of

Kirloskar Ferrous Industries Limited