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EQUITY - MARKET SCREENER

Indian Sucrose Ltd
Industry :  Sugar
BSE Code
ISIN Demat
Book Value()
500319
INE557C01017
168.0237814
NSE Symbol
P/E(TTM)
Mar.Cap( Cr.)
OSWALSUG
3.07
127.98
EPS(TTM)
Face Value()
Div & Yield %
24.01
10
0
 

As on: Oct 16, 2026 11:09 PM

Dear Shareholders,

Your Directors' have pleasure in presenting their 35th Report on the operations and business performance of Indian Sucrose Limited ("ISL"/Company") along with the Audited Financial Statements for the financial year 2025-26.

FINANCIAL HIGHLIGHTS

The Audited Financial Statements of the Company as on 31 March, 2026 are prepared in accordance with the relevant applicable IND AS and provisions of the Companies Act, 2013.

The summarized financial highlights are depicted below

(Rs in Lakhs)

Particulars 2025-2026 2024-2025
Revenue from Operations 51077.27 54568.89
Other Income 1680.02 1484.15
Total Income 52757.29 56053.03
Total Expenses 43209.13 47244.06
Profit/(Loss) before Finance cost, Depreciation & Amortization and Tax Expenses 9548.16 8808.97
Finance Cost 2283.49 2492.73
Depreciation & Amortization 1211.91 1054.81
Profit/(Loss) before Tax 6052.76 5261.44
Tax Expenses 1233.44 1423.77
Profit for the Year 3109.66 3837.66
Other Comprehensive Income (Net of Tax) 324.94 (481.41)
Total Comprehensive Income (TCI) 3434.61 4319.07

OPERATIONAL AND BUSINESS PERFORMANCE

During the year under review, your company has achieved revenue of Rs51077.27 Lakhs as compared to previous year revenue of Rs54,568.89 Lakhs and has earned Profit for the year of Rs3109.66 Lakhs as compared to previous year net profit after Tax of Rs3837.66 Lakhs.

During the year under review, your company has crushed 8494023 QTLS of Sugarcane and produced 807510 QTLS of Sugar as compared to previous year crushing of 10428636 QTLS of sugarcane and production of 1037770 QTLS of Sugar.

During the year under review, your company has generated total power of 90660 MWH out of which total power consumed in-house was 38298 MWH and exported 52362 MWH to grid as compared to previous year generation of total power was 109062 MWH out of which total power consumed in-house was 41045 MWH and Power exported stands at 68017 MWH to grid.

The capacity utilization of the plant during the year under review was 83.81 % and the average recovery was 9.51% as compared to capacity utilization of 86.48% and average recovery of 9.95% in the previous year.

RESERVES

Your Company has not transferred any amount to the reserves for the year ended March 31, 2026.

SHARE CAPITAL

During the year under review, there was no change in the Authorized Share Capital of the Company. At present, the Authorized Share Capital of the company is Rs75,00,00,000/- (Rupees Seventy-Five Crores Only) divided into 6,80,00,000 (Six Crore Eighty Lakh only) Equity Shares of Rs10/- (Rupees Ten) each and 70,00,000 (Seventy Lakh) Preference Shares of Rs10/- (Rupees Ten) each.

The paid –up Equity Share Capital of the company at 31st March, 2026 stood at 1,73,76,701 Equity Shares of Rs10/- each aggregating to Rs17,37,67,010/- (Rupees Seventeen Crores Thirty-Seven Lakhs Sixty-Seven Thousand and Ten only).

DIVIDEND

The Board has not proposed any dividend for the financial year ended March 31, 2026.

CHANGE IN THE NATURE OF BUSINESS, IF ANY

During the year, there was no change in the nature of business of the Company.

MATERIAL CHANGES AND COMMITMENT

There were no material changes and commitments affecting financial position of the company during the year.

DEPOSITS

During the period under review, your Company has not accepted any deposits from public within the meaning of Sections 73 and 74 of the Companies Act, 2013 (the "Act") and the Companies (Acceptance of Deposits) Rules, 2014.

TRANSFER OF AMOUNTS TO INVESTOR EDUCATION AND PROTECTION FUND

There was no amount required to be transferred to IEPF.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

Details of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements, wherever applicable.

CORPORATE SOCIAL RESPONSIBILITY

CSR is a company's sense of responsibility towards the community and environment in which it operates. It is the continuing commitment by business to behave ethically and contribute to economic development of the society at large and building capacity for sustainable livelihoods. The Company believes in conducting its business responsibly, fairly and in a most transparent manner. It continually seeks ways to bring about an overall positive impact on the society and environment where it operates and as a part of its social objectives. This policy has been formally formulated and adopted in terms of Section 135 of the Act and Rules framed there under to undertake CSR activities.

The Company has always made consistent efforts to maintain an active corporate social responsibility portfolio.

Composition of Corporate Social Responsibility Committee (CSR Committee):

Sr. No. Name Chairman/Member
1. Mrs. Geeta Sharma Chairperson
2. Mr. Birendra Kumar Member
3. Mr. Jaitender Kumar Member

*The committee was reconstituted on May 30, 2025 consequent to resignation of Mr. Ashish Singh Yadav, the regular chairperson of the committee effective from May 20, 2025. Mrs. Geeta Sharma re-designated as regular chairperson of the committee and Mr. Birendra Kumar, Non –Executive Independent Director appointed as member of the Committee.

During the reporting period,

The responsibilities of the CSR Committee include:

a) To formulate and recommend to the Board, a Corporate Social Responsibility Policy which shall indicate the activities to be undertaken by the Company in areas or subject specified in Schedule VII of the Act.

b) To recommend the amount of expenditure to be incurred on the activities as mentioned above and;

c) To monitor the Corporate Social Responsibility Policy of the Company from time to time.

d) To prepare a transparent monitoring mechanism for ensuring implementation of the projects / programmes / activities proposed to be undertaken by the company and to do all such acts, deeds and things as may be required in connection with the CSR activities.

The details of committee meetings held during the year are provided in the Corporate Governance Report.

As per the provisions of the Companies Act, 2013, all companies having a net worth of Rs500 crore or more, or a turnover of Rs1,000 crore or more or a net profit of Rs5 crore or more during the immediately preceding financial year are required to constitute a CSR committee of the Board of Directors comprising three or more directors, at least one of whom should be an independent director. All such companies are required to spend at least 2% of the average net profits of their three immediately preceding financial years on CSR-related activities.

Accordingly, the company has invested Rs99.89 Lakhs towards CSR activities during the financial year as required to invest pursuant to specified Schedule VII of the Companies Act, 2013. The Annual Report on corporate social responsibility activities is attached and marked as Annexure – A and forms part of this report. The CSR Policy of the company as approved by the Board can be accessed on the Company's website at https://www.muksug.in/about us/policy.

HUMAN RESOURCES

The Company's HR philosophy is to establish and build a high performing organization, where each individual is motivated to perform to the fullest capacity to contribute to developing and achieving individual excellence and departmental objectives and continuously improve performance to realize the full potential of our personnel. The company has structured induction process at all locations and management development programs to update skills of managers.

INDUSTRIAL RELATIONS

The Company maintained healthy, cordial and harmonious industrial relations at all levels. Despite severe competition, the enthusiasm and unstinting efforts of the employees have enabled the company to remain at the forefront of the Industry. It has taken various steps to improve productivity across organization.

Your company continued to receive co-operation and unstinted support from the distributors, retailers, stockiest, suppliers and others associated with the company as its trading partners. The directors wish to place on record their appreciation for the same and your company will continue in its endeavor to build and nurture strong links with trade, based on mutuality, respect and co-operation with each other and consistent with consumer interest.

RISK MANAGEMENT

The Company has developed and implemented a Risk Management Policy. The policy identifies the threat of such events as "Risks", which if occurred will adversely affect value to shareholders, ability of company to achieve objectives, ability to implement business strategies, the manner in which the Company operates and reputation. Such risks are categorized into Strategic Risks, Operating Risks and Regulatory Risks.

The framework defines the process for identification of risks, its assessment, mitigation measures, monitoring and reporting. While the company, through its employees and Executive Management, continuously assess the identified Risks, the Audit Committee reviews the identified risks and its mitigation measures Quarterly.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has formulated and implemented the Whistle Blower/Vigil Mechanism Policy which ensures the employee to report any instance of fraud, unethical behavior and mismanagement, if any, to the Chairman of the Audit Committee. The Vigil Mechanism policy ensures that strict confidentiality is maintained whilst dealing with concerns and also that no discrimination will be meted out to any person for a genuinely raised concern. The policy has been uploaded in the website of the company at https://www. muksug.in/about us/policy.

SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES COMPANIES

The Company does not have any Subsidiary, Joint Venture or Associate companies within the meaning of Sections 2(6) and 2(87) of the Companies Act, 2013 as on 31st March, 2026. The Company has framed a policy for determining material subsidiaries, which has been uploaded on website of the company at https://www.muksug.in/about us/policy.

CHANGES IN THE BOARD AND KEY MANAGERIAL PERSONNEL

(a) Appointment/Resignation of Directors/KMPs

During the Financial Year 2025-26, the following Changes took place in the composition of the Board of Directors of the Company: -

(i) Mr. Ashish Singh Yadav (DIN: 09265468) resigned from the office of Non-Executive Independent Director of the Company with effect from 20th May 2025, due to other professional commitments.

(ii) Mr. Anil Kumar Jain (DIN: 11201411) was appointed as a Non-Executive Independent Director of the Company with effect from 01st October 2025.

(iii) Mr. Neeraj Bansal (DIN: 02879371) ceased to be a Non- Executive Independent Director of the company with effect from 12th October, 2025, upon completion of his 1st Term of 5 consecutive years. The company had received a written communication dated 28th August 2025 from Mr. Neeraj Bansal expressing his unwillingness to seek re-appointment for a second term as an Independent Director due to other professional commitments.

(iv) Mr. Sudeep Saxena (DIN: 09199917), was appointed as a Non – Executive Independent Director of the Company with effect from 31st January, 2026.

The first term of office of Mr. Neeraj Bansal as an Independent Director of the Company was due to expire on 11th October, 2025. Accordingly, the Company received his written communication conveying his unwillingness to seek re-appointment for a second term as Non – Executive Independent Director, citing other professional commitments.

All the Directors of the Company have made the requisite disclosures and declarations in accordance with the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time.

(b) Retirement by Rotation

Pursuant to the provisions of Section 152 of the Companies Act, 2013, Mrs. Geeta Sharma (DIN: 08905164), Director of the Company, is liable to retire by rotation at the ensuing Annual General Meeting and, being eligible, has offered herself for re – appointment.

The Board of Directors recommends the re – appointment of Mrs. Geeta Sharma, as a Director of the Company at the forthcoming Annual General Meeting.

A Brief resume and other requisite details of Mrs. Geeta Sharma, including the information as required under the applicable provisions of the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, are provided in the Notice of the Annual General Meeting circulated to the members.

Pursuant to the provisions of Section 203 of the Companies Act, 2013, Mr. Kunal Yadav, Managing Director; Mr. Ravinder Sharma, Chief Financial Officer and Mrs. Anamika Raju, Company Secretary, are the Key Managerial Personnel ("KMP") of the Company as on 31st March, 2026.

BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013 and Regulation 17(10) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board has carried out an Annual Evaluation of its performance as well as that of its Committees and individual directors. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Requirements as prescribed by SEBI (LODR) Regulations, 2015.

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION AND OTHER DETAILS

The Board has on the recommendation of the Nomination and Remuneration Committee (NRC), framed a policy for the selection and appointment of Directors, Key Managerial Personnel and Senior Management and the criteria for determining the qualifications, positive attributes and independence of directors, including fixing their remuneration.

The Remuneration Policy and criteria for Board nominations are available on the company's website at https://www.muksug.in/ about us/policy.

FAMILIARIZATION PROGRAM FOR THE INDEPENDENT DIRECTORS

The Independent Directors have been updated with their roles, rights and responsibilities in the Company by specifying it in their appointment letter along with necessary documents, reports and internal policies to enable them to familiarize with the Company's procedures and practices. The Company has through presentations, at regular intervals, familiarized and updated the Independent Directors with the strategy, operations and functions of the Company and Sugar Industry as a whole. The details of such familiarization programs for Independent Directors are explained in the Corporate Governance Report and posted on the website of the Company at https://www.muksug.in/about us/policy.

EXPERTISE OF INDEPENDENT DIRECTORS

In terms of the requirement of Listing Regulations, and Rule 8(5) (iiia) of the Companies (Accounts) Rules, 2014, the Board has identified core skills, expertise and competencies of the directors in the context of the company's business for effective functioning and how the current board of directors is fulfilling the required skills and competences. This is detailed at length in the Corporate Governance Report.

DECLARATION BY INDEPENDENT DIRECTORS

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed under Section 149(6) of the Companies Act, 2013 and Regulation 16 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and amendment thereto and they have complied with the Code for Independent Directors as prescribed in Schedule IV to the Companies Act, 2013.

The Company has also received confirmation from all the Independent Directors that they have not been disqualified under section 164 (1) and 164 (2) of the Companies Act, 2013 in any of the Companies, in the previous financial year, and that they are at present free from any disqualification from being a director. The Independent Directors have also confirmed their compliance with the code for Independent Directors, as prescribed in Schedule IV of the Companies Act, 2013, and the Code of Conduct and Business ethics for Board Members and Senior Management of the Company.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

Seven (7) Meetings of the Board of Directors during the financial year ended 31st March, 2026 were held on 30th May 2025, 14th August 2025, 30th August 2025, 14th November 2025, 26th December 2025, 12th February 2026 and 17th March 2026. The details of the Board Meetings held during the year under review are given in the Corporate Governance Report forming a part of this Annual Report. The intervening period between two consecutive meetings of the Board of Directors was within the prescribed time limit under the Companies Act, 2013 and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as applicable.

The Company has duly complied with the applicable Secretarial Standards prescribed under Section 118(10) of the Companies Act, 2013.

COMMITTEES OF THE BOARD

The following committees constituted by the Board Function according to their respective roles and defined Board of Directors has following committees:

1. Audit Committee

2. Nomination and Remuneration Committee

3. Stakeholders' Relationship Committee

4. Corporate Social Responsibility Committee (CSR Committee)

Details of composition, terms of reference and number of meetings held in the financial year 2025-26 for the aforementioned committees are given in the report on Corporate Governance, which forms a part of this report. Further, during the year under review, all recommendations made by the various committees have been considered and accepted by the Board.

OTHER COMMITTEES

The Board of Directors in their meeting held on 11th October 2025 has formed a Management Committee with following Members.

S. NO Name of the Committee Members Designation
1. Mr. Ravinder Sharma Chairperson
2. Mr. Amit Chandra Member
3. Mr. Deepak Yadav Member
4. Mr. Ved Prakash Gupta Member

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013, your Directors, to the best of their knowledge, belief and according to information and explanations obtained from the management, confirm that:

(a) In the preparation of the annual accounts for the financial year ended March 31, 2026, the applicable accounting standards have been followed along with proper explanation and there are no material departures therefrom;

(b) the directors selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company as at March 31, 2026 and of the profit and loss of the company for that period;

(c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) they have prepared the annual accounts on a going concern basis;

(e) they have laid down proper internal financial controls to be followed by the company and such controls are adequate and operating effectively and;

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

CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All contracts/arrangements/ transactions entered into by the company during the year with the related parties were on arm's length basis and were in the ordinary course of business.

All Related Party Transactions are placed before the Audit Committee for approval. Prior Omnibus approval of the Audit committee is obtained on a yearly/quarterly basis for the transactions which are of a foreseen and repetitive nature. The Transactions entered into pursuant to the omnibus approval so granted are placed on quarterly basis before the Audit Committee for their review. The necessary details for each of the related party transactions are provided to the Audit Committee as required under SEBI Master Circular dated 11th November, 2024. The Material Related Party Transactions approved by the members of the Company are also reviewed/monitored on quarterly basis by the Audit Committee of the Company as per Regulation 23 of the Listing Regulations and section 177 of the Companies Act, 2013.

Related Party Transactions for which the approval of members has been taken through postal ballot dated 29th April, 2025. During the year under review, your company has entered into Material Related Party Transactions as previously approved by the members under Regulation 23 of the Listing Regulations.

During the year, the company has entered into certain Material Related Party Transactions as per the provisions of the Companies Act, 2013. Accordingly, the disclosure of related party transactions as required under section 134(3)(h) of the Act in Form AOC-2 is provided in Annexure – B to this Report.

The Policy on materiality of and dealing with Related Party Transactions as approved by the Board is uploaded on the Company's website and can be accessed at the web link https://www.muksug.in/about us/policy.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

During the year under review, there were no such orders passed by the regulators or courts or tribunals impacting the going concern status and Company's operation in future.

AUDITORS AND AUDITOR'S REPORT

A) Statutory Auditors

M/s SSVS & Co., Chartered Accountants (Firm Registration No. 021648C), were appointed as the Statutory Auditors of the Company at the 30th Annual General Meeting held on 30th September, 2021 for a term of five consecutive years, commencing from the conclusion of the 30th AGM until the conclusion of the 35th AGM.

At present term is expiring at the conclusion of the 35th AGM, the Board of Directors, based on the recommendation of the Audit Committee, has recommended the re-appointment of M/s SSVS & Co. as Statutory Auditor for a second term of five consecutive years, from the conclusion of the 35th AGM until the conclusion of the 40th AGM, subject to the approval of the Members.

M/s SSVS & CO., have confirmed their eligibility and consent for the proposed re-appointment and have furnished the requisite certificate under the applicable provisions of the Companies Act, 2013. The Firm also holds a valid Peer Review Certificate issued by the Institute of Chartered Accountants of India.

The Board recommends the re-appointment of M/s SSVS & Co., as Statutory Auditors of the Company for approval of the members at the ensuing AGM. The proposed remuneration is INR 3,00,000/- per annum, exclusive of applicable taxes and reimbursement of actual out-of-pocket expenses, with authority to the Board to revise the same in accordance with the scope of audit and applicable regulatory requirements.

The Report of the Statutory Auditors, M/s SSVS & Co., Chartered Accountants, on the financial statements of the Company for the financial year 2025-26, together with the Notes to Accounts forming part thereof, is included in the Annual Report.

The observations and comments made by the Statutory Auditors in their report read together with the notes to Accounts, are self-explanatory and, therefore, do not call for any further comments or explanations from the Board under section 134 of the Companies Act, 2013. However, the clarification/explanation in respect of the qualifications contained in the Auditors' Report is provided below: -

Sl. No. Auditors' Remarks

Management's Representation

1) Based on our examination, which included test checks, the Company has used accounting software for maintaining its books of account for the financial year ended March 31, 2026, which has a feature of recording audit trail (edit log) facility and the same, has operated since 22nd April,2025 for all relevant transactions recorded in the software.

The Management confirms that the Company has used accounting software having an audit trail (edit log) facility for maintaining its books of account. The Management further confirms that due to certain technical issues relating to the configuration/activation of the audit trail facility, the audit trail functionality became operational from 22 April 2025. The said facility has remained enabled and operational thereafter for all relevant transactions recorded in the accounting software. The Management confirms that the delay in activation of the audit trail facility was solely on account of technical/ configuration issues and was not due to any intention to disable, suppress or manipulate the audit trail. The Management further confirms that, subsequent to activation, no instance of intentional disabling or tampering with the audit trail facility has come to its knowledge. The audit trail records generated by the accounting software have been preserved and retained by the Company in accordance with the applicable statutory requirements.

2) The Company has during the year sanctioned working capital limits in excess of Rs. 5 crore, in aggregate, from banks on the basis of security of current assets and based on our examination and verification of March, 2026 quarterly returns or statement filed by the company they are found to be not in agreement to books of account and other records of the company.

With respect to the difference of Rs4,506.60 lakh between the value of current assets as per the books of account amounting to Rs21,825.56 lakh and the value of current assets as per the stock statement submitted to the banks amounting to Rs26,332.16 lakh as at 31 March 2026, the Management represents that the difference has primarily arisen due to the difference in the basis of valuation and reporting of stock for accounting purposes and for the purpose of submission of stock statements to the banks.
The Management confirms that, in the books of account, inventory is valued at cost in accordance with the applicable accounting principles. However, for the purpose of submission of stock statements to the banks, the value of stock is considered based on the prevailing/current market rates, as applicable for determination of drawing power. Further, for the purpose of computation of the eligible stock/current assets for banking purposes, the value of stock is considered after netting the amount of creditors, which stood at approximately Rs91 crore as at 31 March 2026.
Quarter Value of current assets as per Books Value of current assets as per Stock Statement Difference
4th Quarter ended 31.03.2026 21825.56 26332.16 4506.60

In respect of other quarter's statement and other documents submitted to bank were not made available to us as such we are unable to comment on difference if any.

Accordingly, the difference of Rs4,506.60 lakh is primarily attributable to the difference in the basis of valuation of inventory adopted for accounting purposes vis-a-vis the basis adopted for banking purposes, along with the corresponding adjustment/netting of creditors for determination of eligible current assets/drawing power.
The Management confirms that the amounts recorded in the books of account are based on the Company's accounting records and supporting documents and that the aforesaid difference does not represent any unrecorded asset, fictitious asset, diversion or misappropriation of the Company's assets.
The Management further confirms that the stock statement submitted to the banks has been prepared based on the information and valuation methodology applicable for banking purposes and represents the position as considered for determination of the eligible current assets/drawing power.

(B) Cost Auditors

In terms of the section 148 of the Act, read with Rule 8 of the Companies (Accounts) Rules, 2014 and the Companies (Cost Records and Audit) Rules, 2014 as amended from time to time, Cost Audit is applicable to company's business of sugar, distillery, and co-generation of power. The accounts and records for the above applicable businesses are prepared and maintained by the company as specified by the Central Government under sub-section (1) of section 148 of the Act.

The Board of Directors, on the recommendation of the Audit Committee, have appointed M/s Khushwinder Kumar & Co., Cost Accountants, Jalandhar (Firm Registration No. 100123), as the Cost Auditors to audit the cost accounting records maintained by the company for the financial year 2026-27 on a remuneration of Rs1,00,000/- (plus applicable taxes and reimbursement of out-of-pocket expenses).

A resolution seeking members' ratification for the remuneration payable to the Cost Auditor forms part of the notice convening the Annual General Meeting.

The Cost Audit Report for the financial year 2024-25 has been filed with the Ministry of Corporate Affairs.

The Cost Audit Report for the financial year 2025-26 would be filed with the Ministry of Corporate Affairs as per the provisions of the Act.

(C) Secretarial Auditors

Pursuant to Section 204 of the Companies Act, 2013 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, M/s Sanjay Grover & Associates, Practicing Company Secretaries (Firm Registration No. P2001DE052900; Peer Review Certificate No. 7853/2026), were appointed by the Board on 28th August, 2026 to fill the casual vacancy arising due to the resignation of the erstwhile Secretarial Auditor, M/s Manoj Purvey & Associates, for FY 2025-26.

The Company has received the requisite consent and confirmation from M/s Neeraj Arora & Associates, regarding their eligibility and willingness to act as Secretarial Auditors for a term of Five Years

Based on the recommendation of the Audit Committee, and considering their professional expertise, technical competence, independence and experience, the Board has recommended their appointment as Secretarial Auditors for a further term of Five consecutive years from financial year from 2026-27 to FY 2030-31, subject to the approval of the Members.

The Report of the Secretarial Auditors, M/s Sanjay Grover & Associates, Practicing Company Secretaries, on the Secretarial Audit Report of the Company for the financial year 2025-26, is forming part of this Annual Report as Annexure C.

The observations and comments made by the Secretarial Auditors in their Report are self-explanatory and, therefore, do not call for any further comments or explanations from the Board under Section 134 of the Companies Act, 2013. However, the Board considers it appropriate to provide the following clarification/explanation in respect of the observations contained in the Secretarial Audit Report:

Sl. No. Auditors' Remarks Management's Representation
1. BSE Limited imposed fines of Rs70,800/-, Rs35,400/-, Rs35,400/- and Rs17,700/- (inclusive of taxes) for delayed submission of Corporate Governance Reports and Statements of Investor Complaints for the quarters ended March 31, 2025 and September 30, 2025. The Company has paid the aforesaid fines. The Management confirms that the delays occurred primarily due to the time taken in reconciling and validating the relevant data and information required for filing the respective reports. The reconciliation and internal verification processes took longer than anticipated to ensure the correctness, completeness and accuracy of the information proposed to be submitted to the Stock Exchange. The Company has duly paid the fines imposed by BSE Limited in this regard. The Company is committed to ensuring timely statutory and regulatory compliances and has taken necessary steps to strengthen its internal review and reporting processes to avoid recurrence of such delays.
2. The Integrated Filing–Finance for the quarter ended March 31, 2025 was filed with a delay of one day. The Management confirms that the Integrated Filing–Finance for the quarter ended 31st March, 2025 was filed with a delay of one day due to technical issues encountered while uploading and validating the financial data on the XBRL utility. The delay was inadvertent and solely attributable to the technical issues encountered during the filing process. The Company has taken note of the matter and remains committed to ensuring timely and accurate filing of all statutory and regulatory submissions with the Stock Exchange.

(D) Internal Auditors

In accordance with the provisions of section 138 of the Companies Act, 2013, the Company has appointed M/s Davinder Pal Singh & Co., Chartered Accountants as Internal Auditors for carrying out the Internal Audit of the Company for the Financial Year 2025-26.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The Company has an Internal Audit department with adequate experience and expertise in internal controls, operating system and procedures. The system is supported by documented policies, guidelines and procedures to monitor business and operational performance which are aimed at ensuring business integrity and promoting operational efficiency.

The Internal Audit Department reviews the adequacy of internal control system in the Company, its compliance with operating systems and laid down policies and procedures. Based on the report of internal audit function, process owners undertake corrective actions in their respective areas and thereby strengthen the controls. Significant audit observations and corrective actions thereon are presented to the Audit Committee of the Board of Directors from time to time.

Effective mechanism has been developed for Communication between the Units and the Officials to keep various establishments abreast of regulatory changes and ensure compliances.

DETAILS IN RESPECT OF FRAUD REPORTED BY AUDITORS OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

The Auditors of the company have not reported any fraud in terms of the second proviso to section 143(12) of the Companies Act, 2013 and therefore no detail is required to be disclosed under section 134(3)(ca) of the Companies Act, 2013.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis Report on the Operations of the Company, as required under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is provided in a separate section and forms an integral part of this report.

CORPORATE GOVERNANCE

The report on Corporate Governance along with certificate from a practicing Company Secretary regarding compliance of conditions of Corporate Governance as stipulated under the Listing Regulations is annexed to this report. The report also contains details required to be provided on the board evaluation, remuneration policy/vigil mechanism, etc.

The Managing Director and the Chief Financial Officer have submitted a certificate to the Board regarding the financial statements and other matters as required under Regulation 17(8) read with Schedule II of Part B of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

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

Details of conservation of energy, technology absorption, foreign exchange earnings and outgo pursuant to section 134(3)(m) of the Companies Act, 2013 read with the Rule 8(3) of the Companies (Accounts) Rules, 2014 is annexed as Annexure-D and forms an integral part of this report.

PARTICULARS OF EMPLOYEES

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given in Annexure-E to this report.

In terms of the provisions of Section 197(12) of the Act read with Rule 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 in terms of remuneration drawn and names and other particulars of the employees drawing remuneration in excess of the limits set out in the said rules forms part of this Report.

Having regard to the provisions of the second proviso to Section 136(1) of the Act and as advised, the Annual Report excluding the aforesaid information is being sent to the members of your Company. The said Annexure is open for inspection at the Registered office of your Company. Any member interested in obtaining copy of the same may

LISTING

The shares of the company have been listed in Bombay Stock Exchange Limited (BSE Limited).

ANNUAL RETURN

In terms of section 92 of the Act, the Annual Return of the Company in Form MGT-7 is placed on the website of the Company and can be accessed at https://muksug.in/annual-return/.

SECRETARIAL STANDARDS

The Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India(ICSI) and approved by the Central Government as required under section 118(10) of the Act.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

The Company has in place a policy on the prevention of sexual harassment in line with the requirements of the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013. An Internal Complaint Committee is in place to redress the complaints received regarding sexual harassment. All employees are covered under this policy. During the year, no complaints were received.

SUSPENSE ESCROW DEMAT ACCOUNT

Escrow Demat Account had been opened by the Company with a Depository Participant for crediting unclaimed shares in dematerialized form lying for more than 120 days from the date of issue of Letter of Confirmation(s) to the shareholders in lieu of physical share certificates to enable them to make a request to DP for dematerialising their shares. .

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

In terms of Regulations 34(2)(f) of the SEBI Listing Regulations, the Annual Report of top One Thousand listed entities based on market capitalization, shall contain the Business Responsibility and Sustainability Report ("BRSR") describing the initiatives taken by the entity from an environmental, social and governance (‘ESG') perspective. As your company does not fall under the above threshold, it is not required to annexe Business Responsibilities and Sustainability Report.

CREDIT RATING

The details of Credit Rating assigned to the company during the year are given in the Corporate Governance Report.

MATERNITY BENEFIT ACT, 1961

The requirement of providing benefit to woman under Maternity Benefit Act, 1961 has not arisen during the year.

GENERAL DISCLOSURES

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

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

2. Issue of shares (including sweat equity shares or warrants or any stock option) to employees of the company under any scheme.

3. Application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016.

4. One-time settlement of loan obtained from the Banks or Financial Institutions.

5. The requirements to disclose the details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the banks or financial institutions along with the reasons thereof.

6. Revision of financial statements and Directors' Report of your company.

7. The Managing Director of the company does not receive any remuneration or commission from any of Company's subsidiary.

ENHANCING SHAREHOLDERS VALUE

Your Company believes that its Members are among its most important stakeholders. Accordingly, your Company's operations are committed to the pursuit of achieving high levels of operating performance and zero cost competitiveness, consolidating and building for growth, enhancing the productive asset and resource base and nurturing overall corporate reputation. Your Company is also committed to creating value for its other stakeholders by ensuring that its corporate actions positively impact the socioeconomic and environmental dimensions and contribute to sustainable growth and development.

ACKNOWLEDGEMENT

Your Directors would like to express their appreciation for the assistance and co-operation received from the Company's customers, vendors, bankers, auditors, investors, Government authorities and stock exchanges during the year under review. Your Directors place on records their appreciation of the contributions made by employees at all levels. Your Company's consistent growth was made possible by their hard work, solidarity, co-operation and support.

For and on behalf of the Board
Indian Sucrose Limited
(Kunal Yadav)
Managing Director
(DIN: 01338110)
Place: Los Angeles(U.S.A)
Date: 03.09.2026
(Jaitender Kumar)
Director
(DIN: 08164429)
Place: New Delhi
Date: 03.09.2026