Your Directors have pleasure in presenting their 68th Annual Report and the Audited Accounts of the Company for the year ended 31st March 2026.

The paid-up capital of the Company is Rs. 23,62,92,380/- consisting of 23,62,92,380 shares of Rs. 1/- each. There has been no change in the Capital Structure of the Company during the year under review.

The Company does not have any Scheme for issue of sweat equity to the employees or Directors of the Company. The details of Employees Stock Option Schemes (ESOS) are provided in this Report.

The Company has not issued any Secured Redeemable Non-Convertible Debentures during the year under review.

As per the Company's Dividend Distribution Policy, it shall strive to distribute at least 10% of its Consolidated Post-Tax Profits as dividend to its shareholders. As per the policy, such decisions should be taken, considering the Company's expansion/modernisation plans and investment in capital expenditure programmes. Taking into consideration the upcoming modernisation and capex programmes, the Board of Directors have recommended Rs. 2.50 per share as dividend, with a cash outflow of Rs. 59.13 crores. This constitutes a dividend payout ratio of 8.46%.

For the previous year, the Company had paid a dividend of Rs. 2/- per share, with an outgo of Rs. 47.31 crores.

The Dividend Distribution Policy is available on the website of the Company at the following weblink: https://www.ramcocements.in/investors/codes-and-policies

The Dividend Distribution Policy forms part of this Report.

After appropriations, a sum of Rs. 200 crores has been kept as retained earnings of the Company and a sum of Rs. 646.32 crores has been transferred to General Reserve. As on 31st March 2026, the General Reserve stands at Rs. 7,883.58 crores.

The Company's current tax liability for the year ended 31st March 2026 stands at Rs. 48.29 crores, compared to NIL in the previous year. Of this, Rs. 0.01 crores has been recognised in Other Comprehensive Income (OCI) during 2025-26. Current tax adjustments relating to earlier years are NIL for the year ended 31st March 2026, as against a tax credit of Rs. 0.28 crores in 2024-25.

The deferred tax expense for the year is Rs. 139.68 crores (PY: Rs. 48.19 crores), of which tax charge of Rs. 0.38 crores has been recognised in OCI [PY: Tax credit of Rs. 2.80 crores]. Deferred tax credits pertaining to earlier years amount to Rs. 1.97 crores for the year ended 31st March 2026 [PY: Rs. 2.70 crores]. Of this, the deferred tax charge relating to earlier years recognised in OCI is NIL [PY: Tax charge of Rs. 0.22 crores].

The Division has sold 182.20 lakh tons of cement during the year compared to 181.74 lakh tons in the previous year, registering a marginal increase. The revenue including scrap sales and other operating income from this division for the year is Rs. 8,663.17 crores (net of applicable taxes) compared to Rs. 8,275.43 crores (net of applicable taxes) during the previous year, showing an increase of 5%.

Out of the above, the Company's cement exports accounts for 0.28 lakh tons for a value of Rs. 14.77 crores as against 0.51 lakh tons for a value of Rs. 26.46 crores during the previous year.

In line with the Company's ethos of "Right Products for Right Applications", the division has wide range of products for plastering including self-curing plaster, tile fixing, block fixing, water proofing product, bonding agents, etc. Further, the Company's MACE Division is focussing on educating the users for scientific application of these products.

The Division has sold 5.86 lakh tons of products accounting for a revenue of Rs. 349.40 crores (net of applicable taxes) during the year as against 3.26 lakh tons of products accounting for a revenue of Rs. 210.06 crores (net of applicable taxes) during the previous year. Out of the above, the Company's exports accounted for 1,400 tons for a value of Rs. 0.71 crores as against 650 tons for a value of Rs. 0.37 crores during the previous year.

The Division has generated 2,632 lakh units as compared to 2,164 lakh units in the previous year. Out of this, 2,552 lakh units were generated from the wind farms in Tamil Nadu and another 80 lakh units from the wind farms in Karnataka. The entire 2,552 lakh units generated in Tamil Nadu, were adjusted against the power consumed in the Tamil Nadu plants.

From June 2023, the existing energy purchase agreements have been converted into energy wheeling agreements, for the purpose of captive consumption. Including previous balances, a sum of Rs. 5.54 crores was outstanding from TNPDCL as on 31st March 2026. The 80 lakh units generated during the year under review in Karnataka have been banked with Bangalore Electricity Supply Company Limited (BESCOM) and the same have been adjusted during the year. Further, 77 lakh units generated in the year 2021-22, remain unbilled.

b. Waste Heat Recovery System (WHRS)

The Company continues to lay emphasis on having lesser carbon footprint. In this connection, during the year under review, the Company has expanded its WHRS capacity from 45.15 MW to 53.15 MW.

The Company had identified certain non-core assets in the form of lands and financial assets for monetisation. These assets were acquired by the Company over a period of time and are found to be no more in need and disposal of such assets and generation of cash thereof, would reduce the Company's borrowings and result in saving of interest cost. Accordingly, during the year under review, the Company has liquidated assets as per the following details:

The Company has targeted a generation of about Rs. 1,000 crores by way of sale of non-core assets, out of which Rs. 459.79 crores was achieved during the year 2024-25. With the current year's monetisation of non-core assets of Rs. 638.03 crores, the Company had achieved a cash generation of Rs. 1,097.82 crores, against the target of Rs. 1,000 crores.

Other income during the year was Rs. 43.35 crores compared to Rs. 44.00 crores in 2024-25.

The total sales for the cement and construction chemicals division is 188.06 lakh tons as against 185 lakh tons showing a marginal increase of 2%. The net revenue for the Company for year under review is Rs. 9,055.92 crores (net of applicable taxes) compared to Rs. 8,539.10 crores (net of applicable taxes) during the previous year.

The Company's thermal power plants aggregating to a capacity of 193 MW are located at its cement manufacturing plants. The thermal power plants act as source for captive power for the Company, and the power generated from the thermal power plants are used for self-consumption in cement manufacturing.

The Company continued to make steady progress on its ongoing expansion initiatives, with focused capital deployment aimed at enhancing capacity, improving efficiency, and strengthening its long-term competitiveness.

At the Board's Report for the year ended 31st March 2025, it was informed that the railway siding would be commissioned in 2025-26. Accordingly, the railway siding was commissioned in July 2025.

It was informed in the Board's Report for the year ended 31st March 2025, that it was proposed to establish Line II at Kolimigundla. The second line will have the following capacities:

Out of the above, the cement mill has been commissioned in July 2025 and the rest of the project would be commissioned in 2026-27. The clinkerisation capacity of the Line I will be able to meet the requirement of clinker for the Line II cement grinding. The Company has also identified opportunities for increasing the cement grinding capacity from 1.50 MTPA to 3.00 MTPA. This is expected to be completed by March 2027.

The Company has identified Quartzite mineral and the same has been included in the existing mining lease issued by Industries & Commerce (M.II) Department, Government of Andhra Pradesh.

The quartzite proposed to be extracted is intended to be utilised for manufactured sand and pozzolanic additives in the cement industry, or for any other industrial use that may arise in future.

The Company is in the process of taking steps for obtaining statutory approvals like mining plan, environmental clearance, consent to establish and consent to operate.

The Company continues to focus on de-bottlenecking activities, as an economical option towards capacity additions.

The cement grinding system of Line I and Line II, have been de-bottlenecked, because of which the combined cement grinding capacity of the plant has increased from 3.50 MTPA to 5.50 MTPA.

The ongoing debottlenecking activities would increase the clinkerisation capacity from 2.14 MTPA to 2.76 MTPA and the expansion activities would increase the cement grinding capacity from 3.00 MTPA to 4.00 MTPA.

The Company is in the process of carrying out de-bottlenecking activities of the clinker and cement manufacturing capacities. On completion of the same, the clinker manufacturing capacity would increase from 4.61 MTPA to 5.62 MTPA and cement manufacturing capacity would increase from 3.65 MTPA to 4.35 MTPA.

In the Board's Report for the year ended 31st March 2025, it was informed that the Company was declared as Preferred Bidder, for the Bommanahalli Limestone Block in Kalaburagi District, Karnataka. The Company has become the Successful Bidder. As on 31st March 2026, we have acquired 966.725 acres of limestone bearing lands and 83.80 acres of factory land at a cost of Rs. 261.25 crores. Further acquisitions are under progress.

Karnataka State Pollution Control Board (KSPCB) has conducted the environmental public hearing and subsequently Ministry of Environment, Forest and Climate Change (MoEF & CC), New Delhi, has issued the environmental clearance for carrying out the mining operations for a capacity of 4 MTPA of limestone production. Subsequently, we have applied to the KSPCB to issue Consent to Establish for the mining operations. The application is at final stages for approval in Head office of KSPCB in Bengaluru. We have also obtained time extension for execution of mining lease deed from the Government of Karnataka now valid up to 10th May 2027. We had incurred a sum of Rs. 5.24 crores towards preliminary expenditure for mining related activities, including preparation of mining plan and progressive mine closure plan.

The Company has established plants at Sriperumbudur, Salem, Ramasamy Raja Nagar and Jayanthipuram to produce construction chemical products. During the year under review, the Company had commissioned its fifth plant at Haridaspur, Jajpur District, Odisha. The Company's focus on specialised construction chemical products has started yielding results and the products are getting accepted in the market.

During the year under review, the Company had incurred Rs. 996.65 crores towards capital expenditure.

The summary of key components of the Statement of Profit and Loss for the financial year 2025-26 is detailed below:

Cement sales volume, including construction chemicals, increased by 2% during 2025-26 to 18.81 MnT as compared to 18.50 MnT in 2024-25. The growth in volume reflects stable market demand and the Company's continued focus on strengthening its market presence across key regions and customer segments. During the year, cement prices witnessed a marginal improvement of around 4% over the previous year, which supported revenue growth. In addition, the share of premium products increased to 27% in 2025-26 from 26% in 2024-25, reflecting the Company's continued emphasis on value-added products and improved product mix. The higher contribution from premium products supports margin stability in a competitive market environment. The Company continues to focus on its strategic approach of providing the "right product for the right application," with emphasis on enhancing customer engagement, improving product positioning, and strengthening the Company's brand equity in the market. This approach is helping the Company improve product differentiation while addressing evolving customer requirements across infrastructure, housing, and specialised construction segments.

Other Operating Income registered an increase during the current year primarily on account of recognition of Industrial Promotion Assistance, contractual claim settlement, and higher scrap sales when compared to the previous year.

During the year, the Company recognised Industrial Promotion Assistance amounting to Rs. 24.75 crores from the Government of Andhra Pradesh under the IDP 2015–20 Scheme. The recognition of the incentive is in line with the applicable scheme provisions and based on eligibility criteria fulfilled by the Company during the year.

Further, the Company recognised Rs. 26.86 crores towards claims accepted by the counterparty in accordance with the terms of the underlying contractual arrangement. In addition to the above, scrap sales recorded a marginal increase of Rs. 3.18 crores over the previous year, which also contributed to the overall increase in Other Operating Income.

Other income has recorded a marginal decline of 1% during the year as compared to the previous year. The decrease is primarily attributable to lower interest income, dividend income, and gain on exchange differences during the year under review. However, the overall decline in other income was substantially offset by higher insurance claim receipts, which increased by Rs. 5.61 crores over the previous year. The increase in insurance claims has provided partial support to the overall other income position during the year.

During the year, the cost of materials consumed in 2025-26 increased by 9% compared to 2024-25. Raw material cost increased in 2025-26 primarily due to levy of Mineral bearing Land tax at Rs. 160 per ton of limestone in TN from 4th April 2025. The impact at company level is Rs. 150.48 crores for 2025-26. This increase was further compounded by inflationary pressures on raw materials such as fly ash, slag, gypsum, and other additives.

These cost pressures were partially offset by the 2% decrease in clinker production during the year, the introduction of composite cement, and an improved clinker conversion ratio from 1.42x to 1.43x through process improvements in blended cement. Together, these measures helped the Company contain the material cost increases and mitigate a higher impact.

As a % of revenue, cost of materials consumed for the year under review accounted for 21.24% in 2025-26 as against 20.71% in 2024-25.

The increase in inventories of finished goods/work-in-progress was mainly due to increase in process inventory including clinker.

The employee cost for other than directors was increased by 5% due to increments in annual salaries and a 3% rise in head count from 3,767 as at 31st March 2025 to 3,890 as at 31st March 2026 on account of recruitment of employees for construction chemicals business. The remuneration to Managing directors', which was linked to profit increased by 131% to Rs. 15.84 crores during the year. Further, the absorption of employee benefits expenses was better in view of improved operating leverage.

As a % of revenue, the employee cost for the year under review stood at 6.23% in 2025-26 as against 6.18% in 2024-25.

Transportation and Handling expenses for the year increased by 2% when compared to previous year. The increase in sale volume by 2% coupled with inflationary effect in handling charges at depots results in marginal increase in transport and handling cost. The average Lead distance for the current year remained at 260 Kms. The rail co-efficient for cement despatches in 2025-26 & 2024-25 is 9%.

As a % of revenue, transportation and handling expenses for the year under review remains at 21.88% in 2025-26 as against 22.86% in 2024-25.

During the year, power and fuel cost for 2025-26 have decreased by 1% compared to 2024-25. The blended fuel consumption per ton of material have decreased marginally from USD 127 in 2024-25 to USD 124 in 2025-26. The decrease in clinker production by 2% contribute for reduction in power and fuel cost. The rupee depreciation by 4% during 2025-26 partially offset the benefit of fuel price reduction. The Company uses both pet coke/coal for kiln operations depending upon cost per Kcal of the respective fuel. The blended cost per Kcal for 2025-26 was Rs. 1.59 as against Rs. 1.53 during 2024-25. The pet coke usage was 47% in 2025-26 as against 63% in 2024-25, and coal usage was 52% in 2025-26 as against 35% in 2024-25.

The power generation from WHRS with a capacity of 53MWhasledtosignificantreductionintheoverallpowercost.During 2025-26, 100% of power generated from windmills were captively consumed and the Company including its wholly owned Subsidiary Company, registered a record high generation of wind power with 29.81 crore units during 2025-26 as against 24.48 crore units during 2024-25. It may be noted that during 2025-26, 43% (PY: 41%) of the total power requirements were met from captive thermal power plants, 17% (PY: 23%) from electricity grids and 40% (PY: 36%) from Green Power viz. wind power, and WHRS. The power and fuel cost per ton of cement has decreased by Rs. 25 per ton during the year. Power and fuel cost accounted for 22.81% of revenue in 2025-26 as against 24.33% in 2024-25.

Other expenses increased by Rs. 61.81 crores. The packing material expenses has increased by Rs. 10.34 crores due to increase in sale volume by 2%.

During the year, the Advertisement/sales promotion expenses haveincreasedbyRs.15.47crores.SellingAgentsCommission and Other Selling Expenses have increased by Rs. 12.55 crores due to increase in trade volume.

The CSR expenditure has been reduced by Rs. 6.26 crores in 2025-26, in view of reduction in average net profit of last three years computed under Section 135 of the Companies Act, 2013. Other fixed expenses such as R & M, Rates & Taxes, Security charges and other administrative expenses increased by Rs. 29.71 crores due to inflationary effects.

Other expenses accounted for 11.55% of the revenue in 2025-26 as against 11.52% in 2024-25.

Depreciation and Amortisation has increased from Rs. 691.18 crores in 2024-25 to Rs. 736.20 crores in 2025-26. The reason for increase is due to depreciation arising out of commissioning of manufacturing facilities in the previous year.

Depreciation and Amortisation accounted for 8.13% of revenue in 2025-26 as against 8.09% in 2024-25.

Finance costs have decreased by 9% from Rs. 458.76 crores in 2024-25 to Rs. 419.35 crores in 2025-26 due to repo rate cuts and reduction in borrowings. The effective rate of borrowings for 2025-26 stood at 7.29% as against 7.90% in 2024-25. The Net Debt as at 31st March 2026 has decreased from Rs. 4,481.30 crores in 2024-25 to Rs. 3,664.24 crores in 2025-26. The Net Debt to EBITDA stood at 2.47 times in 2025-26 as against 3.51 times in 2024-25, in view of reduction of debt during the year.

The interest coverage ratio increased from 2.40 times in 2024-25 to 3.05 times in 2025-26, due to decreased interest commitments coupled with improved operating profit for 2025-26. The Gross interest on the borrowings for 2025-26 stands at Rs. 470.28 crores as against Rs. 530.98 crores in 2024-25. Out of which, Rs. 50.93 crores (PY: Rs. 72.22 crores) was capitalised as part of eligible qualifying assets. Finance costs accounted for 4.63% of the revenue in 2025-26 as against 5.37% in 2024-25.

The Company has recognised profit on sale of Surplus Lands of Rs. 573.52 crores and One time Impact upon transition to Social Security Code, 2020 towards past service Cost of Rs. 20.30 crores, aggregating to Rs. 553.22 crores as Exceptional items during the year.

The current tax expenses (net) for the year 2025-26 is Rs. 48.28 crores as against Rs. 0.28 crores during 2024-25. The Deferred tax expense (net) for the year 2025-26 is Rs. 137.33 crores as against Rs. 48.07 crores during 2024-25. The overall effective tax rate for the current year is 21.32% as against 10.60% during 2024-25. The increase is mainly due to application of grandfathering provisions under Section 112A of Income Tax Act for the sale of listed equity investments during 2024-25.

Overall Tax expenses accounted for 2.05% of the revenue in 2025-26 as against 0.57% in 2024-25.

Other comprehensive income includes loss arising out of re-measurement of defined benefit plans, net of taxes amounting to Rs. 2.15 crores, which is due to change in the actuarial assumptions.

Fair value gain/profit on sale of equity investments of Rs. 4.45 crores, is recognised under OCI, during the year.

EBIDTA increased by 16% from Rs. 1,275.85 crores in 2024-25 to Rs. 1,481.56 crores in 2025-26 due to improvement in realisation by 5% coupled with increase in sale volume by 2% when compared to previous year. The average cement price for 2025-26 has increased by 4%, when compared to 2024-25. The EBITDA margin for 2025-26 stood at 16% as against 15% in 2024-25. Blended EBITDA per ton for 2025-26 have increased by 14% from Rs. 690 per ton in 2024-25 to Rs. 788 per ton in 2025-26.

Profit before exceptional items and tax for 2025-26 is Rs. 326.01 crores as against Rs. 125.91 crores in 2024-25, with a growth of 159%. Profit after Tax (PAT) up by 66% from Rs. 417.39 crores in 2024-25 to Rs. 693.62 crores in 2025-26, mainly due to exceptional items. The PAT margin stood at 8% for 2025-26 as against 5% during 2024-25.

The summary of the financial position as at 31st March 2026 is detailed below:

Non-current assets have increased by Rs. 150.34 crores due to the following reasons: (a) The Company incurred a capital expenditure of Rs. 996.65 crores towards capacity expansion at Kolimigundla, acquisition of mining lands and WHRS Capacity expansion at RR Nagar besides regular capital expenditure. This is after adjusting non-cash adjustments/ accruals viz. Depreciation and Amortisation of Rs. 736.49 crores (including capitalisation of depreciation of Rs. 0.29 crores), decrease in capital payables of Rs. 83.33 crores and other non-cash adjustments of Rs. 2.60 crores. Besides the Company has derecognised the net carrying value of Rs. 41.23 crores towards sale of asset during the year.

(b) The Company has derecognised the carrying value of investments in Swiggy Limited amounting to Rs. 31.61 crores, upon sale of such investments during the year. Further, the Company has acquired shares of subsidiary company amounting to Rs. 0.28 crores, making its subsidiary, a wholly owned subsidiary.

(c) The loans to subsidiaries have decreased by Rs. 2.90 crores and other loans such as loans to employees and service providers have decreased by Rs. 1.07 crores due to loan repayments as per the schedule. The loans pertaining to subsidiaries carry interest at an arms-length basis.

(d) Other non-current financial assets have increased by Rs. 5.88 crores mainly due to increase in deposits with government departments and related parties.

(e) Other non-current assets have increased by Rs. 41.27 crores mainly due to increase in deposits under protest, in appeals and deposits with government departments in view of upfront premium payment as per the terms of LOI for grant of mining leases and increase in income refund receivable.

Current assets increased during the year by Rs. 156.08 crores due to the following reasons:

(a) Inventories increased by Rs. 13.04 crores due to increase in stores and spares and work in progress. However, the inventory turnover ratio decreased from 43 days in 2024-25 to 42 days in 2025-26, due to increase in revenue.

(b) Trade receivable increased by Rs. 70.03 crores. However, there is a decrease in the average collection period from 34 days in 2024-25 to 31 days in 2025-26, mainly due to increase in revenue.

(c) Increase in cash and bank balances by Rs. 19.40 crores.

(d) Increase in other current financial assets by Rs. 73.08 crores primarily due to increase in claims with government departments, increase in industrial promotion assistance receivable from Government of Andhra Pradesh, amount receivable from sale of property, plant and equipment and recognition of foreign exchange forward contract (derivative asset).

(e) Excess tax payments in the earlier years amounting to Rs. 20.16 crores have been claimed as a refund during 2025-26 while filing return of income and recognised as ‘Income Tax Refund Receivable' under other non-current assets during the year, reflecting the period in which it is expected to be realised.

(f) Short term loans to employees and service providers decreased by Rs. 1.72 crores due to receipt of loans as per loan schedule.

(g) Increase in other current assets by Rs. 2.41 crores due to increase in unutilised tax credits availed under GST and increase in claims with government departments which is partially offset by reduction in prepaid expenses and supplier advances.

(a) There is no change in the equity share capital during the year.

(b) The total comprehensive income for the year is Rs. 695.92 crores. The Company has paid final dividend for 2024-25 during 2025-26 amounting to Rs. 47.31 crores. The Company's return on net worth stands at 9% for 2025-26 after considering the exceptional items.

(a) Long-term Borrowings have decreased by Rs. 575.16 crores due to repayment of borrowings using the proceeds from sale of surplus lands. The debt-equity ratio and net debt/EBITDA stood at 0.47 times and 2.47 times respectively as at 31st March 2026 as against 0.62 times and 3.51 times as at 31st March 2025. Return on capital employed stands at 9% after considering the exceptional items. The decrease in Debt-Service Coverage Ratio from 1.29 times in 2024-25 to 1.19 times in 2025-26 is due to increase in the principal repayment during the year.

(b) Deferred Tax Liabilities increased by Rs. 137.71 crores due to recognition of temporary differences of Rs. 139.68 crores primarily due to tax impact on unabsorbed depreciation, differences between book depreciation and depreciation under income tax act and tax credit adjustments pertaining to earlier years of Rs. 1.97 crores. (c) Provisions have increased by Rs. 18.32 crores due to increase in provision for mines restoration obligation. Lease Liabilities have decrease by Rs. 3.42 crores mainly due to de-recognition of right-of-use assets and its corresponding lease liability that have been terminated during the year.

(d) Deferred Government Grant have decreased by Rs. 2.37 crores due to recognition of grant income during the year.

(a) Short-term Borrowings other than current maturities of long-term borrowings decreased by Rs. 205.44 crores

(b) Current maturities of long-term borrowings decreased by Rs. 19.45 crores, which is due within one year as per repayment schedule.

(c) Security deposits from customers/Customer's credit balance with customers have increased by Rs. 215.62 crores because of increase in customer deposits which was partially offset decrease in accruals of customer rebates available for adjustment in subsequent periods.

(d) Trade payables increased by Rs. 264.14 crores; Accordingly, the average payable days has increased from 41 days in 2024-25 to 43 days in 2025-26.

(e) Decrease in factoring liability by Rs. 21.76 crores, being the amount directly remitted by the customers to the Company subsequent to factoring, is disclosed as other financial liabilities, which is payable to the bank on respective due dates as per the terms of factoring arrangement.

(f) Statutory liabilities decreased by Rs. 69.01 crores due to increased ITC credit available in the month of March 2026 due to procurement of fuel shipments during March 2026.

(g) Provisions decreased by Rs. 2.18 crores due to decrease in provision for compensated absences based on adoption of new labour Code.

(h) Payable for capital goods decreased by Rs. 83.33 crores, which is being paid as per the agreed terms with the capital goods suppliers.

(i) Other liabilities increased by Rs. 4.14 crores due to increase in current tax liabilities by Rs. 6.30 crores and increase in interest accrued, book overdraft and other payables by 4.31 crores which is partially offset by decrease in other liabilities by Rs. 6.47 crores primarily due to decrease in foreign exchange forward contracts, unclaimed dividends, deferred government grant and advanced received against sale of assets.

(j) Current ratio for the year stood at 1.20 times in 2025-26 as against 1.05 times in 2024-25.

The summary of the Cash flows for the year ended 31st March 2026 is given below:

Net cash flows from Operating activities increased by Rs. 208.86 crores due to increase in EBITDA and working capital release.

This largely covers the Capex incurred for integrated unit at Kolimigundla, construction chemical plants and acquisition of mining lease and lands, WHRS Plant at Ramasamy Raja Nagar and other general capex for an amount of 996.65 crores, investment in subsidiary of Rs. 0.28 crores as reduced by proceeds from sale of property, plant and equipment including surplus lands and sale of equity investments measured at FVTOCI for Rs. 635.56 crores net of its direct expenses, loan repaid by subsidiary of Rs. 2.90 crores and interest, dividend and lease rental receipts of Rs. 21.57 crores.

Net cash flows from Financing Activities represent repayment of borrowings for an amount of Rs. 804.61 crores from the proceeds of sale of equity investments and surplus lands and payment of interests/dividend/lease liabilities of Rs. 452.13 crores.

(a) Interest Coverage Ratio improved by 27% and Net Debt/ EBITDA improved by 30%, primarily on account of higher EBITDA driven by improvement in cement prices over the previous year, coupled with reduction in finance cost and net debt as at the reporting date following utilisation of proceeds from sale of non-core assets towards deleveraging.

(b) Net Profit Margin increased by 60%, Return on Networth increased by 50% and Return on Capital Employed increased by 29%, primarily due to higher EBITDA arising from improvement in cement prices compared to the previous year, together with lower finance cost consequent to deleveraging from proceeds of sale of non-core assets, and gains on sale of such non-core assets recognised during the year.

(c) Price Earnings Ratio decreased by 37%, primarily on account of higher earnings per share for the year driven by improved profitability, against a relatively lower movement in the closing market price per share as at the year end.

Pursuant to Section 134(3)(n) of the Companies Act, 2013 and Regulation 17(9) of LODR, the Company has developed and implemented a Risk Management Policy. The Policy envisages identification of risk and procedures for assessment and strategies to mitigate/minimisation of risk thereof. The Risk Management Policy of the Company is available at the Company's website, at the following weblink: https://www.ramcocements.in/investors/codes-and-policies

The Company has in place a robust risk management framework designed to identify, assess, monitor and mitigate key risks that may impact its operations, financial performance and strategic objectives. The framework is aligned with the size, scale and complexity of the Company's operations and is periodically reviewed by the Risk Management Committee and the Board.

The Company continuously monitors the risks associated with its operations and implements appropriate mitigation measures, including cost optimization initiatives, diversified sourcing strategies, operational efficiencies and strict compliance mechanisms.

A detailed exposition of the risk management framework, key risks identified, and the mitigation strategies adopted by the Company is provided in the Corporate Overview on Page No. 20, which forms part of this Report.

Ramco Cements' workforce of 3,890 employees delivered an 89% retention rate in 2025-26, reflecting the Company's sustained focus on building an engaged, capable, and future-ready organisation. HR priorities this year shifted from administrative oversight to an integrated Employee Experience model built around:

• Purpose & Clarity

• Performance & Rewards

• Future Value Creation

• Work Environment & Engagement

Talent acquisition grew more targeted, with hiring aligned to role-critical capabilities and supported by structured outreach including walk-in drives and active sourcing through LinkedIn and Naukri. Attrition rose marginally to 11% from 9.5% in the prior year, with retention efforts reinforced across critical functions. On the well-being front, the organisation moved from reactive to proactive care - conducting cardiac health camps, 51 mental health webinars, and reaching 1,754 employee participations across the year.

Recognition programmes including the Long Service Award (189 recipients), Safety Champion Award (241 recipients), and the Gem Award continued to reinforce performance, safety, and long-term contribution.

Read more about our Human Capital approach on Page No. 34.

The Company has two subsidiaries, viz. Ramco Windfarms Limited and Ramco Industrial and Technology Services Limited. The Company has no material subsidiaries.

The Share Capital of RWL is Rs. 1 crore. At the beginning of the year, the Company was holding 71.50% of the share capital of RWL and the balance was held by Ramco Group of Companies. During the year, the Company had acquired the balance shares of RWL from Ramco Group of Companies and on 21st August 2025, RWL had become a wholly owned subsidiary of the Company.

The installed capacity of RWL was 39.835 MW as on 31st March 2026 comprising of 127 Wind Electric Generators. The Company had generated 349 lakh units of power as compared to 284 lakh units of power during the previous year. The revenue for the Company for the year ended 31st March 2026 was Rs. 9.92 crores compared to Rs. 8.03 crores for the previous year.

The Company had incurred a loss of Rs. 2.17 crores for the year ended 31st March 2026 as against a loss of Rs. 11.38 crores for the previous year.

The Total Comprehensive Income of the Company for the year was Rs. (2.17) crores as against Rs. (11.38) crores of the previous year.

On 14th March 2026, RWL had applied to National Company Law Tribunal, Chennai, for its amalgamation with the holding company. The appointed date is 1st April 2026.

The merger will significantly reduce legal, administrative, regulatory, and compliance costs associated with maintaining a separate subsidiary. Statutory filings, audits, and related compliances will be consolidated under a single company. The merger will align the ownership of the wind power generation assets with the actual power consumption by TRCL. The merger will also enable TRCL to directly own and manage the wind power assets thereby optimising on maintenance cost, man-power cost, power costs and focus on sustainability initiatives.

The amalgamation will enable TRCL to avail the benefit of carry forward and set-off of accumulated losses and unabsorbed depreciation of RWL, subject to fulfilment of applicable conditions under the Income-tax Act.

The Share Capital of RITSL is Rs. 4.78 crores, out of which 94.11% is held by the Company. The rest of the share capital is held by Ramco Group of Companies.

The Company was providing Transport services. The Company was not able to sustain the availability of dedicated trucks and was dependent on market trucks. As it was becoming difficult to maintain the operating margin, the business has been discontinued with effect from 1st December 2025.

The Company continue to provide Manpower services and Information Technology related services, mainly involving Software Implementation services.

The revenue of the Company for the year ended 31st March 2026 on standalone basis was Rs. 43.65 crores as against Rs. 57.34 crores for the previous year. The Company's profit after tax was Rs. 0.30 crores as against Rs. 3.26 crores for the previous year. The Total Comprehensive Income of the Company for the year was Rs. 0.88 crores as against Rs. 2.99 crores of the previous year.

In accordance with Rule 5 of Companies (Accounts) Rules, 2014, a statement containing the salient features of the Financial Statements of the Subsidiaries and Associates is attached in Form AOC-1 as Annexure-1. The contribution of Subsidiaries and Associates to the overall performance of the Company are available in Form AOC-1.

In accordance with Regulation 46(2)(s) of LODR, separate audited financial statements of the above subsidiary companies are placed in the website of the Company.

The Company has 4 Associate Companies, viz. Rajapalayam Mills Limited, Ramco Industries Limited, Ramco Systems Limited and Madurai Trans Carrier Limited.

As per provisions of Section 129(3) of the Companies Act, 2013 and Regulation 34 of LODR, Companies are required to prepare a consolidated financial statement of the Company and of all the Subsidiaries and Associate Companies, which shall also be laid before the Annual General Meeting of the Company.

Accordingly, the consolidated financial statements incorporating the accounts of Subsidiary Companies and Associate Companies, along with the Auditors' Report thereon, forms part of this Annual Report.

As per Section 136(1) of the Companies Act, 2013, the financial statements including consolidated financial statements are available at the Company's website at the following Link: https://www.ramcocements.in/investors/_nancials

Separate audited accounts in respect of the subsidiary companies are also made available at the Company's website. The Company will provide a copy of separate audited financial statements in respect of its Subsidiary Companies to any shareholder of the Company who asks for it.

The consolidated net profit after tax of the Company amounted to Rs. 698.65 crores for the year ended 31st March 2026 as compared to Rs. 272.65 crores of the previous year.

The consolidated total comprehensive income for the year ended 31st March 2026 was Rs. 699.17 crores as against Rs. 262.88 crores of the previous year.

Pursuant to Rule 8(5)(iii) of Companies (Accounts) Rules, 2014, it is reported that, there have been no changes in the Directors and Key Managerial Personnel during the year under review and after the end of the year and up to the date of the report.

Shri.P.R.Venketrama Raja retires at the forthcoming AGM and offers himself for reappointment. His reappointment has been included as an Ordinary Resolution, in the Notice convening the AGM scheduled to be held on 20th August 2026.

The disclosures for his reappointment, as required under Secretarial Standard-2 are available in the notice convening the AGM.

The Independent Directors hold office for a fixed term of 5 years from the date of their appointment and are not liable to retire by rotation.

The Company has received necessary declarations from all the Independent Directors under Section 149(7) of the Companies Act, 2013, that they meet the criteria of independence as provided in Section 149(6) of the Companies Act, 2013. Independent Directors have complied with the Code for Independent Directors prescribed in Schedule IV of the Companies Act, 2013.

Pursuant to Rule 8(5)(iii) of Companies (Accounts) Rules, 2014, it is reported that, there have been no changes in the Key Managerial Personnel during the year under review and after the end of the year and upto the date of the report. The Company had formulated a Code of Conduct for the Directors and Senior Management personnel and the same has been complied with.

The Company has a policy relating to appointment and remuneration of Directors, Key Managerial Personnel and other employees duly approved by the Board of Directors, based upon the recommendation of Nomination and Remuneration Committee, in accordance with Section 178(3) of the Companies Act, 2013.

As per Proviso to Section 178(4) of the Companies Act, 2013, the salient features of the Nomination and Remuneration Policy should be disclosed in the Board's Report. Accordingly, the following disclosures are given: Salient Features of the Nomination and Remuneration Policy: The objective of the Policy is to ensure that: (a) the level and composition of remuneration is reasonable and sufficient to attract, retain and motivate directors of the quality required to run the Company successfully; (b) relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and (c) remuneration to directors, key managerial personnel and senior management involves a balance between fixed and incentive pay reflecting short and long-term performance objectives appropriate to the working of the Company and its goals.

The Nomination and Remuneration Committee and this Policy are in compliance with the Companies Act, 2013 and LODR. The web address of the Policy is –https://www.ramcocements.in/investors/codes-and-policies

As required under Regulation 25(7) of LODR, the Company has programmes for familiarisation for the Independent Directors about the nature of the industry, business model, roles, rights and responsibilities of Independent Directors and other relevant information. As required under Regulation 46(2)(i) of LODR, the details of the Familiarisation Programme for Independent Directors are available at the Company's website, at the following link –https://www.ramcocements.in/investors/management

The details of familiarisation programme are explained in the Corporate Governance Report also.

The details of remuneration received by the Managing Director, during the year under review are available in the Corporate Governance report.

Pursuant to Section 134(3)(p) of the Companies Act, 2013, and Regulation 25(4) of LODR, Independent Directors have evaluated the quality, quantity and timeliness of the flow of information between the Management and the Board, performance of the Board as a whole and its Members and other required matters.

Pursuant to Schedule II, Part D of LODR, the Nomination and Remuneration Committee has laid down evaluation criteria for performance evaluation of Independent Directors, which is based on attendance, expertise and contribution brought in by the Independent Director at the Board and Committee Meetings, which shall be taken into account at the time of reappointment of Independent Director.

Pursuant to Regulation 17(10) of LODR, the Board of Directors have evaluated the performance of Independent Directors and observed the same to be satisfactory and their deliberations were beneficial in Board/Committee meetings.

Pursuant to Regulation 4(2)(f)(ii)(9) of LODR, the Board of Directors have reviewed and observed that the evaluation framework of the Board of Directors was adequate and effective. The Board's observations on the evaluations for the year under review were similar to their observations for the previous year. No specific actions have been warranted based on current year observations.

The Company would continue to familiarise its Directors on the industry, technology and statutory developments, which have a bearing on the Company and the industry, so that Directors would be effective in discharging their expected duties.

During the year, 5 Board Meetings were held. The details of Meetings of the Board and Committees held during the financial year including the number of Meetings attended by each Director are given in the Corporate Governance Report. The details of Committees constituted by the Board are available in the Corporate Governance Report.

There has not been an occasion, where the Board had not accepted any recommendation of any Committee of the Board.

The Directors have devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards and that such systems are adequate and operating effectively. The Company is in compliance with all the applicable Secretarial Standards.

The Company has stopped accepting deposits from 1st April 2014 and have repaid/transferred to IEPF the deposits as the case may be and no deposit amount is pending with the Company.

Pursuant to Rule 8(5)(vii) of Companies (Accounts) Rules, 2014, it is reported that, no significant and material orders have been passed by the Regulators or Courts or Tribunals, impacting the going concern status and Company's operations in future.

In accordance with Section 134(5)(e) of the Companies Act, 2013, the Company has Internal Financial Controls by means of Policies and Procedures commensurate with the size and nature of its operations and pertaining to financial reporting. In accordance with Rule 8(5)(viii) of Companies (Accounts) Rules, 2014, it is hereby confirmed that the Internal Financial Controls are adequate with reference to the financial statements.

Pursuant to Section 186(4) of the Companies Act, 2013, the details of loans, guarantees and investments along with the purposes are provided under Notes No. 12, 13, 14, 21 and 50 of Notes to the Separate Financial Statements.

The Members at the Annual General Meeting held on 10th August 2022 have appointed M/s.Ramakrishna Raja And Co., Chartered Accountants, (FRN: 005333S) and M/s.SRSV & Associates, Chartered Accountants, (FRN: 015041S), as the Statutory Auditors of the Company for their second term of five years from the conclusion of the 64th Annual General Meeting, till the conclusion of the 69th Annual General Meeting of the Company. In accordance with Regulation 33(1)(d) of SEBI (LODR) Regulations, 2015, the auditors have submitted the necessary certificates issued by Peer Review Board of The Institute of Chartered Accountants of India.

The report of the Statutory Auditors for the year ended 31st March 2026 does not contain any qualification, reservation or adverse remark. No fraud has been reported by the Company's Auditors.

As per Rule 3 of Companies (Cost Records and Audit) Rules, 2014, the Company is required to maintain cost records and accordingly such records and accounts are made and maintained.

The Board of Directors had approved the appointment of M/s. Geeyes & Co., Cost Accountants as the Cost Auditors of the Company to audit the Company's Cost Records for the year 2026-27 at a remuneration of Rs. 7,50,000/- (Rupees Seven lakhs fifty thousand only) exclusive of GST and out-of-pocket expenses. The remuneration of the cost auditor is required to be ratified by the members in accordance with the provisions of Section 148(3) of the Companies Act, 2013 and Rule 14 of Companies (Audit and Auditors) Rules, 2014. Accordingly, the matter relating to their remuneration had been included in the Notice convening the 68th Annual General Meeting scheduled to be held on 20th August 2026, for ratification by the Members. The Cost Audit Report for the financial year 2024-25, due to be filed with MCA by 6th September 2025, had been filed on 1st September 2025. The Cost Audit Report for the financial year 2025-26 due to be submitted by the Cost Auditor within 180 days from the closure of the financial year will be filed with the Ministry of Corporate Affairs, within 30 days of such submission.

M/s.Sriram Krishnamurthy & Co., Company Secretaries (formerly known as M/s.S.Krishnamurthy & Co.), (Firm Registration No. P1994TN045300 and Peer Review Certificate No. 6684/2025), who are the Secretarial Auditors of the Company for the year 2025-26, had conducted the Secretarial Audit. Pursuant to Section 204(1) of the Companies Act, 2013, the Secretarial Audit Report submitted by the Secretarial Auditors for the year ended 31st March 2026 is attached as Annexure-2. The report does not contain any qualification, reservation or adverse remark. As per Regulation 24A(1)(b) of LODR, on the basis of recommendation of Board of Directors, a listed entity shall appoint the Secretarial Auditor/Secretarial Audit Firm for a term of five consecutive years with the approval of its shareholders at the AGM. Accordingly, at the AGM held on 13th August 2025, the Shareholders of the Company had approved the appointment of M/s.Sriram Krishnamurthy & Co., Company Secretaries, for a five consecutive financial years commencing from 2025-26 till 2029-30.

There are no changes in the Statutory, Cost and Secretarial Auditors of the Company during the year under review and up to the date of this report.

The draft of the Annual Return for the year ended 31st March 2026 in Form MGT-7 is available in the Company's website at the following link: https://www.ramcocements.in/investors/shareholders

The Company has complied with the requirements regarding Corporate Governance as stipulated in LODR. As required under Schedule V(C) of LODR, a Report on Corporate Governance being followed by the Company is attached as Annexure-3. No complaints had been received pertaining to sexual harassment, during the year under review. The relevant statutory disclosure pertaining to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, are available at Point No.12(l) of Corporate Governance Report. As required under Schedule V(E) of LODR, a Certificate from the Secretarial Auditors confirming compliance of conditions of Corporate Governance is also attached as Annexure-4. As required under Regulation 34(3) read with Schedule V Para C (10)(i) of LODR, Certificate from the Secretarial Auditor that none of the Company's Directors have been debarred or disqualified from being appointed or continuing as Directors of Companies, is enclosed as Annexure-5.

In terms of Section 135 and Schedule VII of the Companies Act, 2013, the Board of Directors have constituted a Corporate Social Responsibility (CSR) Committee and adopted a CSR Policy which is based on the philosophy that "As the Organisation grows, the Society and Community around it also grows." The Annual Report on CSR activities as prescribed under Companies (Corporate Social Responsibility Policy) Rules, 2014 is attached as Annexure-6.

In accordance with Section 177(9) and (10) of the Companies Act, 2013 and Regulation 22 of LODR, the Company has established a Vigil Mechanism and has a Whistle Blower Policy. The Policy provides the mechanism for the receipt, retention and treatment of complaints and to protect the confidentiality and anonymity of the stakeholders. The complaints can be made in writing to be dropped into the Whistle Blower Drop Boxes or through E-Mail to dedicated mail IDs. The Corporate Ombudsman shall have the sole access to these. The Policy provides to the complainant access to the Chairman of the Audit Committee. The weblink for the Vigil Mechanism is disclosed in the Corporate Governance Report.

Prior approval/omnibus approval is obtained from the Audit Committee for all Related Party Transactions and the transactions are also periodically placed before the Audit Committee for its approval. The details of contracts required to be disclosed in Form AOC-2 are given in Annexure-7.

No transaction with any related party is material in nature, in accordance with Company's "Related Party Transaction Policy" and Regulation 23 of LODR. In accordance with Ind AS-24, the details of transactions with the related parties are set out in the Notes to the Financial Statements.

As required under Regulation 46(2)(g) of LODR, the Related Party Transaction Policy is disclosed in the Company's website and its weblink is –https://www.ramcocements.in/investors/codes-and-policies

As required under 46(2)(h) of LODR, the Company's Material Subsidiary Policy is disclosed in the Company's website and its weblink is –https://www.ramcocements.in/investors/codes-and-policies

There have been no material changes affecting the financial position of the Company between the end of the financial year and till the date of this report.

Pursuant to Section 134(3)(m) of the Companies Act, 2013 and Rule 8(3) of Companies (Accounts) Rules, 2014, the information relating to Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo is attached as Annexure-8.

The disclosure with respect to remuneration as required under Section 197 of the Companies Act, 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is attached as Annexure-9.

The statement containing names of the top ten employees in terms of remuneration drawn and the particulars of employees as required under Section 197(12) of the Companies Act, 2013, read with Rule 5(2) and 5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is provided in a separate Annexure forming part of this report. However, the annual report is being sent to the Members, excluding the aforesaid Annexure. In terms of Section 136 of the Companies Act, 2013, the said Annexure is open for inspection. Any Member interested in obtaining a copy of the same may write to the Company Secretary.

At the Annual General Meeting held on 3rd August 2018, the Members had approved the following Employee Stock Option Schemes.

The relevant disclosures in terms of Rule 12 of Companies (Share Capital and Debentures) Rules, 2014 and Secretarial Standard on Report of the Board of Directors are given below: Details of Movement of Employee Stock Options during the year:

The purpose of these plans are to facilitate Eligible Persons (Employees with Long Service and Contributed to the growth of the Company) through ownership of Shares of the Company to participate and gain from the Company's performance, thereby acting as a suitable reward. Participation in the ownership of the Company, through share based compensation schemes will be a just reward for the employees for their continuous hard work, dedication and support, which has led the Company to be what it is today.

The Plans are intended to:

• Create a sense of ownership within the organisation;

• Encourage Employees to continue contributing to the success and growth of the organisation;

• Retain and motivate Employees;

• Encourage Eligible Persons to align their performance with Company objectives;

• Reward Eligible Persons with ownership in proportion to their contribution;

• Align interest of Eligible Persons with those of the organisation.

The schemes are in compliance with the SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021. During the year under review, no material changes have been made in the schemes.

A certificate from the Company's Secretarial Auditors, with respect to implementation of the above Employee Stock Option Schemes in accordance with SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, and the resolution passed by the Members of the Company has been received and the same is attached as Annexure-10. The details as required under Part F of Schedule I read with Regulation 14 of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021, are disclosed on the Company's website and the web link is given below: https://www.ramcocements.in/investors/shareholders

The ratings for the Company's borrowing are available in Corporate Governance Report.

The Company has been receiving various awards in Environment, Health & Safety, CSR, Energy Efficiency, etc. More details are available in Page No. 42.

The details of key initiatives with respect to stakeholder relationship,customerrelationship,environment,sustainability, health & safety are available in the BRSR for the year 2025-26, which forms part of this report.

The Company's shares are listed in BSE Limited and National Stock Exchange of India Limited.

Dividend amount remaining unclaimed/unpaid for a period of over 7 years, transferred to IEPF, during the year under review are detailed below:

Shares transferred to IEPF, during the year under review are detailed below:

Year wise amount of unpaid/unclaimed dividend lying in the unpaid account and corresponding shares, which are liable to be transferred to IEPF and due dates for such transfer, are tabled below:

Pursuant to Section 134(5) of the Companies Act, 2013, the Directors confirm that (a) they had followed the applicable accounting standards along with proper explanation relating to material departures, if any, in the preparation of the annual accounts for the year ended 31st March 2026; (b) they had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as on 31st March 2026 and of the profit of the Company for the year ended on that date; (c) they had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(d) they had prepared the annual accounts on a going concern basis; (e) they had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and (f) they had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

The Directors are grateful to the various Departments and agencies of the Central and State Governments for their help and co-operation. They are thankful to the Financial Institutions and Banks for their continued help, assistance and guidance. The Directors also wish to place on record their appreciation of employees at all levels for their commitment and their contribution.