Dear Members,

Your Directors have the pleasure in presenting the 42nd report on the business performance and the audited consolidated and standalone financial statements of UPL Limited ("the Company" or "UPL") for the Financial Year ended March 31, 2026.

( in crore)

* EBITDA for Consolidated amount excludes Exchange Difference (net) on trade receivables, trade payables, etc. and other income. Note :- The above figures are extracted from the Audited Consolidated and Standalone Financial Statements of the Company.

During the period under review, the Company delivered a strong and resilient performance, achieving consolidated revenue of 51,839 crore, reflecting a growth of 11% over the previous year, primarily driven by higher volumes and favourable foreign exchange movements. EBITDA grew by 18% to 9,588 crore, supported by improved contribution margins on account of enhanced capacity utilisation and lower input costs. The Company reported a significant improvement in profitability, with Profit Before Tax increasing nearly fourfold and operational PAT growing by more than 2.7 times year-on-year, demonstrating strong operational efficiency and disciplined cost management. The balance sheet was further strengthened through effective capital management, with a reduction in gross debt by 5,078 crore, and improvement in leverage metrics, with net debt to EBITDA at ~1.6 times as at the end of the year. The aforesaid performance underscores the Company's ability to deliver better results despite a challenging macroeconomic environment impacting the global agricultural sector.

Leveraging its integrated manufacturing capabilities and focus on innovation, the Company continues to capitalise on rising global demand for seeds, crop protection and bio-solutions, thereby driving sustainable growth across its operations. The Company remains committed to strengthening its market leadership while enabling farmer resilience and advancing sustainability across the agricultural value chain. For more details, refer to the Business and Financial Performance section of the Management Discussion and Analysis Report forming part of this report.

The region-wise performance for FY 2025-26 is as under:

During the year, the Rights Issue Committee approved the issuance of Second and Final Call notice on the partly paid-up Rights Equity Shares.

Accordingly, the Company issued the Call Notice to the eligible shareholders for balance payment of 180 per partly paid-up equity share. The Company received an aggregate amount of 1,671.79 crore on 9,27,15,506 equity shares, representing approximately 99% of the total amount due on the Second and Final Call. Subsequently, the Rights Issue Committee, approved the issuance of a Final Reminder-cum-Forfeiture Notice to those holders of partly paid-up equity shares who had failed to pay the First Call, and/or Second and Final Call, or both. After issuance of the final reminder cum forfeiture notice, 15,859 shareholders holding 8,46,171 partly paid up equity shares paid the pending call money and were subsequently converted into fully paid up equity shares. 2,64,278 Rights Equity Shares, held by 10,733 shareholders, were forfeited as per the provisions of Articles of Association of the Company and in accordance with the Letter of Offer dated November 20, 2024 due to non-receipt of call money within the stipulated time. Consequent to the above actions, 9,35,61,677 partly paid-up equity shares became fully paid up.

Advanta Enterprises Limited ("Advanta"), a subsidiary of the Company, is one of the top ten global seed companies having a diversified global seeds portfolio with presence in multiple countries. In January 2026, Advanta filed Draft Red Herring Prospectus with the Securities and Exchange Board of India and the Stock Exchanges in connection with the proposed Initial Public Offer ("IPO") of its equity shares of face value of 1 each, comprising an Offer for Sale of up to 36,105,578 equity shares by

UPL Limited, Melwood Holdings II Pte. Ltd. and KIA EBT Scheme 2, the existing shareholders of Advanta. The Company proposes to offer up to 28,107,578 equity shares as part of the Offer for Sale.

Advanta has received in-principle approval from the Stock Exchanges on March 12, 2026.

The Board of Directors, at its meeting held on February 20, 2026, approved a Composite Scheme of Arrangement amongst the Company, UPL Sustainable Agri Solutions Limited, UPL Global Sustainable Agri Solutions Limited and UPL Crop Protection Holdings Limited and their respective shareholders, pursuant to the provisions of Sections 230 to 232, 234 and other applicable provisions of the Companies Act, 2013 ("the Act"). The Scheme, subject to requisite statutory and regulatory approvals, inter alia involves a combination of merger(s) and demerger aimed at consolidating the Company's India and International Crop Protection businesses into a single entity, viz. UPL Global Sustainable Agri Solutions Limited, which is proposed to be independently listed. The proposed reorganization is a strategic step towards simplification of the Group's existing multi-layered structure and is aligned with the Company's long-term vision of building a focused, globally competitive "pure-play" crop protection platform. The Scheme is expected to enhance operational focus, improve strategic agility, and provide greater transparency and clarity for investors by distinctly segregating the crop protection business from other platforms. The Scheme is designed to deliver tangible and long-term value. The shareholders of the Company will receive direct equity participation in the proposed listed entity, UPL Global Sustainable Agri Solutions Limited, in addition to their existing shareholding in the Company, thereby enabling them to participate independently in the growth potential of both businesses. This proposed holding structure is expected to unlock value by eliminating the "conglomerate discount" enabling improved by price discovery and more efficient capital allocation across focused business platforms. The structure also aligns interests of all stakeholders, including shareholders and financial investors, by bringing platform-level investors at par with shareholders of the Company at UPL Global Sustainable Agri Solutions Limited. The Scheme is entirely cash neutral and ensures equitable treatment to all without any differential benefits to any class shareholders. The share exchange and entitlement ratios have been determined based on joint independent valuation reports issued by two reputed valuers and supported by a fairness opinion from an independent merchant banker.

Further, the Scheme is expected to strengthen the financial and capital structure of the Group by enabling better visibility of performance, facilitating targeted capital allocation, and supporting deleveraging initiatives over a period through improved operational efficiencies. Creation of a dedicated crop protection platform is also anticipated to enhance the Company's ability to attract strategic partnerships and investments, thereby supporting sustainable growth. The Scheme has been reviewed and recommended by the Audit Committee and the Committee of Independent Directors and also approved by the Board of Directors. It is subject to receipt of necessary approvals from the Competition Commission of India, Stock Exchanges, Reserve Bank of India, the Securities and Exchange Board of India and by the Hon'ble National Company Law Tribunal, along with other statutory approvals.

In the opinion of the Board, the proposed Scheme represents a value-accretive reorganization that will enhance shareholder value through improved transparency, focused growth strategies, and creation of globally competitive business platforms. Further information on the Composite Scheme can be accessed on the website of the Company at https://www.upl-ltd.com/ investors/shareholder-center/scheme-of-arrangement

The Company became the first issuer to complete the secondary listing of its existing Global Depository Receipts ("GDRs") programme on NSE IX, a permissible jurisdiction under the applicable SEBI Regulations. The GDRs were listed and admitted to trading effective from January 30, 2026.

This listing has enabled the Company to enhance global investor access, improve liquidity and trading flexibility.

The Company is committed to achieving excellence in its Investor Relations engagement with both International and Domestic investors. To achieve this goal, the Company continuously adopts emerging best practices in Investor Relations and strives to build relationships of mutual understanding and trust with investors/analysts. During the financial year, the Company actively engaged with the investment community through over 400 investor interactions (including one-on-one and group meetings with sell-side analysts, bondholders and investors), participation in 9 conferences / non-deal roadshows and organization of 6 company events, including quarterly earnings calls and R&D visits.

The Company ensures that financial and non-financial information viz. Financial Statements/Results, Press Releases, Investor Presentations, Earnings call transcripts, publication of financial results in the newspapers and Annual Report etc. is available to all the stakeholders by uploading it on the Company's website and website of the Stock Exchanges where the equity shares of the Company are listed.

DIVIDEND of Your Directors have recommended a final dividend of 6 per equity share of face value of 2 each for the year ended March 31, 2026, which if approved at the ensuing Annual General Meeting ("AGM"), will be paid to all those equity shareholders of the Company, subject to deduction of income tax at source, whose names appear in the Register of Members as on the Record Date. Details of dividends declared by the Company for last 13 financial years is available on the website of the Company at https://www.upl-ltd.com/investors/shareholder-center/dividend-history.

In accordance with Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the Company has adopted a Dividend Distribution Policy which prescribes the criteria for declaration and payment of dividend based on financial parameters and applicable regulatory requirements pertaining to payment of dividend, while also considering factors such as cash flows, future capital expenditure plans, working capital requirements, growth opportunities, and other relevant internal and external factors impacting the Company's business and financial performance. The Dividend Distribution Policy is available on the website of the Company at: https://www.upl-ltd.com/investors/corporate-governance/policies

During FY 2025-26, the Company did not accept any deposit within the meaning of Chapter V of the Act. The requisite return for FY 2024-25 with respect to amount(s) not considered as deposits has been filed. The Company does not have any unclaimed deposits as on date.

The details of Loans, Guarantees or Investments are given in the Note nos. 8, 9 and 36 to the standalone financial statements.

The Company had issued 9,38,25,955 partly paid-up equity shares of R 2 each in December 2024. Subsequently the Company has made calls on the said partly paid-up shares. After issuance of the final reminder cum forfeiture notice, the Company has received call money on 9,35,61,677 partly paid-up equity shares which have been converted into fully paid-up equity shares. The balance 2,64,278 partly paid-up shares have been forfeited in accordance with the Articles of Association and the terms and conditions mentioned in the Letter of Offer dated November 20, 2024. Consequently, as on March 31, 2026, the paid-up equity share capital of the Company stood at 168.83 crore, comprising 84,41,69,318 equity shares of face value of 2 each.

The Company does not propose to transfer any amount to reserves.

The Company issued Commercial Papers amounting to 600 crore during FY 2025-26 which have been repaid before March 31, 2026. All the Commercial Papers were listed on National Stock Exchange of India Limited. The Company has not defaulted in repayment of commercial papers.

The commercial papers are rated by CRISIL & CARE. The details of ratings are provided in the Corporate Governance Report which forms a part of this Annual Report.

The Company has been submitting, on a quarterly basis, a certificate duly signed by the Chief Financial Officer confirming that the proceeds from the issue have been utilised for the purposes stated in the offer document.

The Company's global network of advanced Research and Development ("R&D") centres, spanning India and key international locations, is powered by a highly skilled pool of scientists, engineers, and technologists supported by world-class infrastructure and cutting-edge equipment. Significant and sustained investments in R&D infrastructure have enabled the establishment of state-of-the-art facilities, enhancing research efficiency, accelerating innovation cycles, and strengthening our technological capabilities. The R.D. Shroff Research and Technology Centre stands as a centre of excellence, housing some of the most advanced research capabilities and scientific talent in the industry.

Our R&D teams are actively leveraging next-generation technologies - including miniaturized and continuous reactors, bioreactors, and automated fermenters - to develop and manufacture agrochemical products, intermediates, pheromones, natural products, specialty chemicals, and advanced formulations.

Driven by a strong commitment to sustainability, our scientists focus on developing cost-effective, environmentally responsible, and farmer-centric solutions. Our innovation approach integrates principles of green chemistry, process optimization, and atom economy to minimize environmental impact and reduce carbon footprint.

The Company has successfully delivered differentiated and performance integrated pest management solutions, supported by robust scientific validation and field performance. product and process undergoes rigorous evaluation for safety, biohazard, environmental impact, and regulatory compliance.

We maintain a clear strategic focus on strengthening our pipeline in Specialty and Industrial Chemicals, both for captive consumption and commercial markets. Our R&D centres play a pivotal role in technology scouting, adaptation, and in-house development, ensuring long-term competitiveness and supply chain resilience.

The Company places strong emphasis on innovation-led Intellectual Property (IP) development. A dedicated team of scientists, legal experts, and IP professionals work collaboratively to identify, capture, and protect innovations through global patent filings, thereby safeguarding strategic assets and reinforcing competitive advantage.

Your Company is committed to building a sustainable future for all stakeholders, prioritizing people and planet alongside business growth, with Corporate Social Responsibility ("CSR") initiatives deeply ingrained in its values, driven by the principles of 'Always Human', 'Win Win Win' & ' One Team One Focus'. The Company's holistic approach focuses on creating a more equitable and inclusive society, making a positive impact beyond business operations, through sustainable solutions addressing community needs, collaboration, knowledge transfer, and shared value creation, aligning with United Nations Sustainable Development Goals and national development needs. The Company is working with a vision to catalyze sustainable transformation and social integration, promoting equality, social inclusion, economic growth, and environmental stewardship, empowering communities to lead dignified lives, enhancing livelihoods, and fostering resilience, embodying the belief that "Nothing is Impossible" and demonstrating a commitment to leaving a lasting, positive legacy for future generations. These CSR values are shared globally by the Company and its subsidiary companies, impacting approximately 1.80 million lives. For more information, refer to the 'Social Initiatives' section in annual report and Annexure 1 to the Board's Report. The CSR policy is available on the website of the Company under Investors section at: https://www.upl-ltd.com/investors/ corporate-governance/policies

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At UPL, our business approach is focused on creating value for stakeholders while ensuring responsible use of natural resources. We are committed to minimizing our environmental impact and enhancing our social contributions by aligning our operations with global sustainability goals and standards.

Our FY 2025-26 environmental footprint reduction targets are tabulated below.

The Company continues to receive strong global recognition for its sustainability performance across leading ESG benchmarks.

• Dow Jones Sustainability Indices ("DJSI"): The Company achieved a DJSI ESG score of 77 out of 100 in 2025, as assessed by the S&P Global Corporate Sustainability Assessment ("CSA"), improving its performance from the previous year, representing one of the highest scores within the global agrochemical sector. The Company has also been included in the Dow Jones Best-in-Class World Index for three consecutive years, consistent performance across environmental, social and governance parameters.

• FTSE Russell ESG Rating: The Company secured an FTSE ESG score of 4.1 out of 5 in 2025 and continues to be a constituent of the FTSE4Good Index, recognising its strong ESG practices benchmarked against globally accepted standards. The Company has achieved scores above the industry average across all three pillars-environmental, social and governance and is authorised to use the

FTSE4Good Index logo, demonstrating its commitment to sustainable business practices.

OCCUPATIONAL HEALTH AND SAFETY

At UPL, safety and well-being of our employees, contractors, and the communities we serve are paramount. Our Occupational Health and Safety ("OHS") policy, aligned with ISO 45001:2018 standards, underscores our commitment to achieving ‘Zero Harm' across all operations. This policy extends to all permanent and contractual employees, as well as our suppliers worldwide. UPL remains steadfast in its mission to cultivate a safe and healthy work environment. By embedding safety into our organizational DNA and embracing continuous improvement, we aim to set industry benchmarks and contribute positively to the well-being of our stakeholders and the environment. The following major activities were undertaken during FY 2025-26 for Health and Safety: -

1. Safety Culture Transformation Partnership with SWASYA

We continued our collaboration with SWASYA, a professional agency specializing in safety culture transformation. This partnership involves conducting diagnostic studies, including Safety Climate Surveys and Stakeholder Interactions, to benchmark our safety culture against industry peers. Based on the findings, we embarked on a comprehensive Safety Culture Transformation journey to address identified areas of improvement. All efforts are led by cross functional teams for next ‘proactive‘ stage.

2. Process Safety Management

Hazard and Operability Studies ("HAZOP"): We mandated HAZOP studies for all new projects and process modifications to identify potential hazards arising from changes in processes, parameters, equipment design, or equipment changes.

Preliminary Layer of Protection Analysis ("LOPA"): Conducted preliminary LOPA for all top hazardous processes to assess and mitigate hidden hazards in our manufacturing operations.

Change Management System: Established a robust digital tool to record, evaluate and manage changes in processes, equipment, or personnel, minimizing potential risks.

Process Hazard Analysis ("PHA"): Conducted PHAs for all new projects, identifying potential hazards and implementing mitigation strategies reflecting its before commissioning.

Pre-Startup Safety Reviews ("PSSR"): Implemented PSSRs to ensure all safety measures are in place prior to initiating operations of new or modified processes. We have identified all our principal reactions and unit operations based on scientific tools and segregated ‘critical operations'. Bow Ties are prepared for such operations, and all the barriers are audited in a systematic and timely manner fortheir functioning.

3. Emergency Preparedness and Response

Emergency Response Teams ("ERTs"): We have established ERTs at all sites, trained by accredited third party agencies, to handle emergencies and trained First Aiders for medical procedures. Trained firefighting teams are also available round the clock at all manufacturing units to manage specific material related fire emergencies.

Drills and Simulations: Organized quarterly emergency response drills, including fire, chemical spill, and evacuation scenarios, to test and improve our preparedness.

Community Engagement: Collaborated with local emergency services and community leaders to develop coordinated response plans and enhance mutual understanding.

Competition: Every year we conduct a centralised ERT competition for all our site ERT personnel which is best in class. Our ERT team enjoys the reputation of being best in the geographical zones supporting response to authorities, DMPC and nearby industries.

4. Safety Training and Awareness

Daily Safety Briefings: Each operating shift commences with a 10-minute safety discussion aimed at enhancing process integrity, reinforcing safety awareness and encourages proactive led hazard identification.

Behavioural Safety Programs: Launched initiatives focused on behavioural safety to foster a proactive safety mindset among employees.

Rewards & Recognition Program: R&R programs are regularly held to empower employees and contractors to recognize their achievements towards predefined safety goals, fostering a culture of safety and motivation.

5. Incident Reporting, analysis and close out actions

Near-Miss Reporting: Enhanced our incident reporting system to facilitate timely reporting, analysis, and corrective actions for near-misses and incidents, enabling proactive risk mitigation. Implemented advanced safety management software to enhance data analytics, real time monitoring, and decision-making capabilities. All the incidents are classified, actioned upon and and preventive actions are taken as necessary. We have robust system of reviewing Learning from Incidents which we share for our internal incidents and external incidents

Zero Fatalities: Maintained a record of zero fatalities across all operations.

At UPL, Total Quality Management ("TQM") is not viewed as a set of tools but as a long-term behavioral shift aimed at embedding excellence into everyday operations. The journey emphasizes strong process, discipline and continuous improvement driven by the involvement of employees at every organizational level Our TQM ecosystem is built around core elements such as Daily Work Management, Kaizen, Quality Control Circles ("QCC"), Autonomous Maintenance, 5S, and the Zero Leak Program Together, these practices enable teams to systematically eliminate losses, improve asset reliability, strengthen workplace standards, and enhance overall manufacturing effectiveness. The deployment of TQM across Indian manufacturing sites was achieved through a phased, wave-based implementation strategy. Each location followed a well-defined implementation blueprint supported by structured reviews, focused capability building programs, and robust governance. This disciplined approach ensured faster adoption, consistency across units, and sustainable cultural change, translating into visible improvements in operational performance.

UPL's quality excellence efforts have received significant appreciation at both national and global forums. Manufacturing teams have showcased high-impact projects and have been conferred with several prestigious honors, including three Gold awards at the International Convention on QCC, a Par Excellence award at the National Convention on Quality Concepts, first and second positions in the Six Sigma competition conducted by the National Institute for Quality & Reliability, along with multiple recognitions at CII theme-based competitions.

To reinforce learning and sustain engagement, UPL regularly publishes a quarterly TQM newsletter along with annual compilations of Kaizen and QCC initiatives, enabling structured horizontal learning and cross site best practice adoption. In this journey, the 6th edition of the Kaizen Book and the QCC Book were launched in September 2025 and November 2025 respectively, highlighting impactful improvement initiatives across manufacturing sites. In addition, the 6th edition of the United TQM Champions League was organized in April 2025, recognize the sustained efforts and contributions of individuals, teams, and sites demonstrated throughout the year, further strengthening the culture of continuous improvement.

The Company has always strived to conduct its business fairly, ethically and with integrity. In line with this belief, the Company has in place a robust whistle-blower policy to deal with any fraud, irregularity, or mismanagement in the Company. The Vigil Mechanism as envisaged in the Act read with the Rules prescribed thereunder, as well as the SEBI Listing Regulations, is implemented through the Company's Whistle Blower Policy. The Chairperson of the Audit Committee oversees the functioning of the whistle-blower mechanism. This policy aims to encourage employees and Directors who have concerns about suspected misconduct to come forward and express these concerns without fear of punishment or unfair treatment. The policy aims to provide an avenue for employees and Directors to raise concerns and reassure them that they will be protected from reprisals or victimization for whistleblowing in good faith. This Policy is in addition to the Company's Global Code of Conduct ("the Code"), which empowers its stakeholders to make protected disclosures through the reporting channels consisting of a designated e-mail address, hotline, and customized web-portal, (all managed by an independent external agency to ensure neutrality, confidentiality, fairness, and transparency), details of which are prescribed under the Policy and the Code. A whistle-blower may disclose their identity or choose to remain anonymous while raising their concerns. Additionally, trained operators from an external independent agency who supervise implementation of the Code analyze and forward concerns to designated Company committees who then decide on corrective action to be taken if needed. On a regular basis, the Company undertakes all efforts to create awareness among the employees about the Policy including the new joinees. The whistle-blower policy can be accessed on the Company's website at https:// www.upl-ltd.com/investors/corporate-governance/policies

The Company is committed to providing and maintaining a safe, secure, and inclusive work environment in which all employees, agents, vendors, and partners can perform their duties free from unwelcome, offensive, or discriminatory sexual behaviour, including any form of harassment, prejudice, or gender bias. The Company recognizes that sexual harassment can lead to fear, stress, and anxiety, and therefore takes proactive measures to prevent and address such conduct. To address concerns related to workplace sexual harassment, the Company has implemented a gender-neutral Policy on Prevention and Redressal of Sexual Harassment at Workplace ("the Policy"). The Policy applies to all individuals employed by or associated with UPL and its subsidiaries, regardless of the nature of their employment, including regular, temporary, ad hoc, and daily wage employees. It also extends to contract workers, consultants, retainers, probationers, trainees, apprentices, and any other individuals engaged by the Company, whether their terms of engagement are express or implied.

The Company has complied with the requirement of constitution of the Internal Complaints Committee ("the ICC") as stipulated under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the rules framed thereunder ("the POSH Act and Rules"). The ICC comprises predominantly of women members along with an independent external member to ensure impartiality and fairness. The Committee is responsible for ensuring implementation of the Policy, maintaining a workplace free from bias and discrimination, and addressing complaints in a timely and confidential manner. Details of ICC members, along with their contact information, are displayed prominently at common areas such as the canteen, main gate, and HR office. All employees are required to participate in mandatory training programs on the prevention of workplace harassment and acknowledge their adherence to the Company's Policy as published on the Company's website. During the year under review, periodic refresher workshops on POSH were conducted for all ICC members in collaboration with the external member. During the year under review the Company had not received any complaints under the POSH Act and rules.

The Company has established an adequate internal control framework commensurate with the size and complexity of its operations. The Company has implemented comprehensive policies and procedures that guide day-to-day activities across all key functions. These controls are designed to provide reasonable assurance on:

Accuracy and completeness of financial records

• Compliance with applicable laws and regulatory requirements

Effectiveness and efficiency of business operations

Prevention and timely detection of fraud and errors

Safeguarding of assets against unauthorized use or loss The Company's Corporate Governance Policies and Code of Conduct provide a strong foundation to promote transparency, accountability and ethical decision-making. By clearly defining roles, responsibilities and delegated authorities, these policies ensure effective governance and oversight. These policies are widely communicated across the organization, fostering a culture of compliance and integrity. This framework supports informed decision-making, safeguards stakeholders' interests and enhances the Company's reputation.

The Company demonstrates a strong commitment to financial governance and internal controls. The use of SAP ERP systems with embedded transactional controls ensures proper segregation of duties, approval mechanisms and record-keeping. The control environment is further strengthened through periodic reviews by management, internal auditors and the Audit Committee to maintain a robust control environment. The Company's adherence to the Committee of Sponsoring Organizations of the Treadway Commission ("COSO") framework, along with the evaluation of internal financial controls in accordance with applicable Indian regulatory requirements, reinforces its commitment to transparency and accountability. The absence of any reportable material weakness or significant deficiency indicates the effectiveness of the internal control environment.

The Company has an in-house Internal Audit team, staffed with qualified professionals. This team develops an annual audit plan based on a comprehensive risk assessment and regularly reviews financial, operational and compliance controls. The Company also engages reputed external firms to complement and enhance the effectiveness of the Internal Audit function. Audit observations and recommendations are communicated to management and appropriate corrective actions are implemented in a timely manner. The Audit Committee actively oversees the internal audit activities. It meets at least four times a year to review audit plans, key findings and the status of follow-up actions.

The Internal Audit function plays a critical role in providing independent assurance to management and the Audit Committee on the internal control systems and effectiveness of the risk management processes and the status of compliances with operating systems, internal policies and regulatory requirements across the Company and its subsidiaries. The Company has implemented a Continuous Control Monitoring tool for few business cycles to enable real-time monitoring of key controls, facilitate early identification of exceptions and strengthen the overall effectiveness of the internal audit process.

The Company has in place a Risk and Control Framework that includes controls at the overall Company, process and IT level. These controls are embedded within core business processes and are reviewed and tested periodically. During the year, internal controls were evaluated and tested and no significant weaknesses were identified in either their design or operating effectiveness.

In a dynamic business environment, your Company proactively identifies, assesses, and manages risks that may impact its strategic objectives. The Enterprise Risk Management ("ERM") framework enables early risk identification, minimises downside exposure, and supports informed, risk-aware decision-making. Your Company's Risk Management Framework is aligned with global standards, including ISO 31000:2018 and the COSO ERM Framework, and provides a structured approach to identify, assess, prioritise, respond to, monitor, and report risks across Strategic, Operational, Financial, Compliance, and Technology categories, including emerging risks.

The Board has overall responsibility for ensuring sound and effective risk management and oversight of the ERM framework. Pursuant to Regulation 21 of the SEBI Listing Regulations, the Risk Management Committee oversees its implementation. The Central Risk Office establishes methodologies and standards and provides oversight across businesses and functions. Anchored in the Company's values and commitment to key stakeholders, the framework integrates risk considerations into both short and long-term strategic planning. It defines clear roles and responsibilities across the organisation and is supported by a network of risk champions to strengthen accountability and capability.

Risks are captured in a central Risk Register, reviewed at least twice annually by the Group Risk function and periodically by the Risk Management Committee. Key Risk Indicators provide early warning signals, and mitigation plans are tracked to maintain risk within acceptable levels.

Independent assurance is provided by Group Internal Audit as the third line of defence. The risk management framework is integrated with core processes, including strategic planning, capital allocation, internal audit, and compliance management, enabling a portfolio view of risks and strengthening organisational resilience.

A strong organisation-wide risk culture, built on shared accountability and reinforced through training of employees, leadership including directors' engagement, and embedding risk management into business processes, underpins this approach. Your company continues to enhance its risk management practices across global operations, with a focus on integrated and digitally enabled risk reporting.

During the year, your company took initiatives to strengthen the existing ERM framework by introducing improved Integrated Risk Assessment Framework ("IRAF") that focuses on strengthening existing controls, rather than creating additional layers, to ensure oversight of the material risks that matter most This framework will help establish a data driven risk management framework across global operations and evolve towards a vision of integrated risk reporting encompassing all our global operations.

Further, the Company plans to digitise this framework and leverage advanced analytical capabilities to facilitate risk informed decision making. Your company has developed an in-house digital risk management tool that delivers risk insights across various levels of the organisation through interactive dashboards, heat maps and trend analysis, enabling near-real-time visibility and reporting.

This will further assist the Company in standardising and enhancing the efficiency of risk management process. The Company's approach to risk management is designed to provide reasonable assurance that our assets are safeguarded, the risks facing the business are being assessed and mitigated. For more details on the risks and their mitigation plans, please refer to Risk Management Section forming part of this annual report. The Risk Management Policy of the Company is available on the website at https://www.upl-ltd.com/investors/corporate-governance/policies.

The Company has several subsidiary, associate and joint venture companies spread across the globe. Crop protection product companies need local registrations to enable them to sell their products in respective countries. These registrations are granted by the local government body of each country to a local entity established in that country.

As on March 31, 2026, there were 223 subsidiaries / associates . / joint ventures across the globe. Most of these subsidiary and associate companies are marketing arms and their main activity is confined to servicing the local market with greater efficiency and ensuring timely availability of different products. Some other entities are holding companies which hold investments in other group entities.

The details of essential parameters of each subsidiary / associate company / joint venture such as share capital, assets, liabilities, turnover, profits before and after tax are given separately in Form AOC-1 which forms part of this Report. Subsidiary Financials can be accessed on Company's website at https://www.upl-ltd.com/ investors/shareholder-center/subsidiary-financials.

The companies which were newly added or ceased to be subsidiaries / associate / joint ventures during the year are as follows:

The Company has in place a robust process for approval of Related Party Transactions ("RPTs") and dealing with Related Parties. The Company demonstrates a structured approach to manage RPTs. The Company ensures transparency and oversight by providing detailed justifications to the Audit Committee and adhering to applicable regulatory requirements. The quarterly review/monitoring of RPTs by the Audit Committee adds an extra layer of governance, aligning with Section 177 of the Act. This process helps mitigate potential conflicts of interest and ensures that RPTs are conducted fairly and in the best interests of the Company and its stakeholders. The Audit Committee reviews RPTs from the point of view of the business need, arm's length pricing and major commercial terms. The Company engages a reputed agency to review the inter-company transfer pricing arrangement with respect to all international related party transactions, from the standpoint of transfer pricing regulations under the Tax laws for determining arm's length pricing. Similar exercise is also carried out for domestic RPTs.

All contracts/ arrangements/ transactions entered by the Company with the related parties were in the ordinary course of business and on an arm's length basis. In accordance with the provisions of Section 134(3)(h) of the Act, the particulars of material related party transactions as required under Section 188(1) of the Act are disclosed in Form AOC-2, which forms part of this Report and is provided as Annexure 2 to this report. The policy on RPTs as approved by the Board is available on the website of the Company at https://www.upl-ltd.com/investors/ corporate-governance/policies The Company at the Extraordinary General Meeting ("EGM") held on March 31, 2026, obtained approval of the Members for continuing / undertaking RPTs which may exceed the materiality threshold as prescribed under the SEBI Listing Regulations, and which are in the ordinary course of business and on arm's length basis. Detailed disclosures in accordance with the Industry Standard Note on Related Party Transactions were provided to the shareholders as a part of the notice of EGM. Detailed disclosure on related party transactions as per IND AS-24 containing name of the related party and details of the transactions entered with such related party have been provided under Notes to financial statements. Disclosure on related party transactions on a half-yearly basis are also filed with the Stock Exchanges.

All the properties and operations of the Company have been adequately insured.

There are no significant and material orders passed by the Regulators or Courts which impact the Company's ability to continue as a going concern and the Company's operations in the future.

At the 38th AGM of the Company held on August 12, 2022, the Members of the Company had re-appointed B S R & Co. LLP, Chartered Accountants (ICAI Firm Registration Number 101248W/W-100022) as the Statutory Auditors of the Company pursuant to Section 139 of the Act for a second term of 5 (five) years from the conclusion of the 38th AGM till the conclusion of the 43 rd AGM of the Company. The Auditor's Report on standalone and consolidated financial statements for the year ended March 31, 2026, forms part of the Annual Report and contains an Unmodified Opinion without any qualification or reservation or adverse remark or disclaimer.

Pursuant to Section 148 of the Act, the cost records maintained by the Company are required to be audited. The Board on the recommendation of the Audit Committee, has appointed M/s. RA & Co., Cost Accountants to audit the cost records of the Company for the FY 2026-27 at a remuneration of Rupees Nine Lakhs only plus applicable taxes and out of pocket expenses at actuals. M/s. RA & Co. have confirmed that their appointment is in compliance with the provisions of the Act. The Company has also received a Certificate from the Cost Auditors certifying their eligibility, independence and arm's length relationship with the Company.

As per the provisions of the Act, the remuneration payable to the cost auditor is required to be placed before the Members in a general meeting for ratification. Accordingly, a resolution seeking Members' approval for ratification of remuneration payable to M/s. RA & Co., Cost Auditor for FY 2026-27 is included in the Notice convening the 42nd AGM of the Company.

The Cost Audit Report for FY 2024-25 was filed with the Ministry of Corporate Affairs on August 30, 2025. The report was unmodified and did not contain any qualification reservation or adverse remark or disclaimer. The Cost Audit Report for the FY 2025-26 will be filed before the due date.

Pursuant to Section 204 of the Act read with Regulation 24A of the SEBI Listing Regulations, the shareholders of the Company based on the recommendation of the Board had appointed M/s. N. L. Bhatia & Associates a peer reviewed firm of Company Secretaries in Practice (Firm Registration No: P1996MH055800), as the Secretarial Auditors of the Company for a period of five consecutive financial years commencing from April 1, 2025 till March 31, 2030, to conduct the secretarial audit for the company. The Report of the Secretarial Auditors is annexed to this report asAnnexure 3. The report of the Secretarial Auditors is unmodified and does not contain any qualification or reservation or adverse remark or disclaimer.

There is no Material Unlisted Indian Subsidiary of the Company as on March 31, 2026 and as such the requirement under Regulation 24A of the SEBI Listing Regulations regarding the Secretarial Audit of Material Unlisted Indian Subsidiary is not applicable to the Company for the FY 2025-26.

During the year, there are no instances of any fraud committed by the Company its Officers or Employees reported by any of the aforesaid auditors to the Audit Committee or the Board under section 143(12) of the Act.

As on March 31, 2026, the Company has 9 (nine) Directors of which eight are Non-Executive Directors. The Company has 5 (five) Independent Directors (including three Independent Woman Directors).

In accordance with the provisions of section 152 of the Act and Articles of Association of the Company, Mr. Jaidev R. Shroff (DIN: 00191050), Chairperson and Non-Executive Director of the Company, retires by rotation at the ensuing AGM of the Company and being eligible has offered himself for re-appointment. Ms. Naina Lal Kidwai (DIN: 00017806) shall complete her first term as a Non-executive Independent Director of the Company on September 30, 2026. Based on the recommendation of the Nomination and Remuneration Committee ("NRC") and considering her experience, expertise and continued contribution, the Board of Directors has approved the proposal for her re-appointment as an Independent Director of the Company for a second term of five (5) consecutive years with effect from October 1, 2026 up to September 30, 2031, subject to the approval of the Members of the Company. Necessary resolutions for their respective appointments have been included for approval of the members at the ensuing AGM of the Company.

The required information about Mr. Jaidev R. Shroff and Ms. Naina Lal Kidwai as required pursuant to Regulation 36(3) of SEBI Listing Regulations and Secretarial Standard 2 on General Meetings by the Institute of Company Secretaries of India, is provided in the Notice convening the 42nd AGM of the Company Dr. Vasant Gandhi (DIN: 00863653) completed his second term as an Independent Director on November 22, 2025. The Board of Directors places on record its appreciation for the services rendered by Dr. Gandhi and his unwavering commitment to UPL group.

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as prescribed both under the Companies Act, 2013 and SEBI Listing Regulations. Independent Directors of the Company are registered on the Independent Director Databank maintained by the Indian Institute of Corporate Affairs ("IICA"). The Board is of the opinion that the Independent Directors of the Company hold the highest standards of integrity and possess requisite expertise and experience required to fulfil their duties as Independent Directors.

Following have been designated as the Key Managerial Personnel ("KMP") of the Company pursuant to Section 2(51) of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2015:

1. Mr. Raj Tiwari Whole-Time Director

2. Mr. Bikash Prasad Group Chief Financial Officer

3. Mr. Sandeep Deshmukh Company Secretary and Compliance Officer

The Board has seven committees, namely, Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Stakeholders Relationship Committee, Risk Management Committee, Sustainability Committee and Finance and Operations Committee. All the recommendations made by the Committees of the Board including the Audit Committee were accepted by the Board. The Board met 9 times during the year under review. The maximum gap between two Board meetings did not exceed 120 days. A detailed update on the Board, its Committees, terms of reference of various Board Committees, number of board and committee meetings held and attendance of the directors at each meeting is provided in the Report on Corporate Governance forming part of this report.

Meeting of the Independent Directors are conducted without management presence where they discuss matters and provide unbiased oversight, ultimately contributing to better governance and decision-making. This process promotes accountability, transparency, and continuous improvement in governance practices. For the year under review, one meeting of the Independent Directors was held which was attended by all the Independent Directors.

Pursuant to the provisions of the Act and the SEBI Listing Regulations, the evaluation process for the Board, its various committees, individual directors, respective Committees and the Chairman of the Board was carried out during the year.

. Each director was provided a questionnaire to provide feedback on the overall functioning of the Board, its committees and contribution of individual directors. The questionnaire covered various parameters such as structure of the Board/Committees, board meeting practices, overall board effectiveness, attendance/ participation of directors in the meetings, etc. The directors were also asked to provide their suggestions for improving Board process. All the Directors were satisfied with the effectiveness of evaluation carried out during the year.

The Independent Directors completed evaluation of Non-Independent/Non-Promoter Directors and the entire Board including the Chairman. The Independent Directors expressed satisfaction on overall functioning of the Board, various committees as well as all the directors of the Company. The Board also discussed the report of performance evaluation and its outcome.

The Company prioritizes Director onboarding and development through familiarisation opportunities with the company, management, and operations, access to relevant documents for better understanding, formal letter of appointment outlining roles, responsibilities, and terms for Independent Directors and interactions with business and functional heads, allowing Independent Directors to provide strategic and operational insights. This approach enables Directors, especially Independent Directors, to contribute effectively to the company's governance and decision-making processes. The Company ensures a comprehensive onboarding process for new Non-Executive Directors, covering operational overview, company values and commitments, organizational structure, committee constitution, board procedures and risk management strategies.

Strategic presentations and interactions with Senior Management enable Directors to stay informed and engaged, fostering effective governance and decision-making. This structured approach supports Directors in understanding the Company's business thus contributing to its success. The Company provides comprehensive familiarisation programs for its Directors at its Board and Committee Meetings covering strategic investments, regulatory updates, industry outlook, business strategy, governance and compliance topics (the Act, SEBI Listing Regulations, etc.) and Risk management (frontier risks, business entity risks, etc.).

These programs ensure Directors stay informed and equipped to oversee the Company's operations and strategy effectively. This structured approach supports informed decision-making and good governance practices. Details of the familiarisation programmes imparted to Independent Directors are available on the Company's website and can be accessed at: https://www. upl-ltd.com/investors/corporate-governance/policies

The Board, based on the recommendation of the NRC framed and adopted the Nomination and Remuneration Policy for selection, appointment and removal of Directors, Senior Management, KMP including their remuneration. The Committee plays an important role in the selection of Directors, Senior Management and KMPs inter-alia including determination of qualifications, experience, expertise, and board diversity.

Remuneration to Non-Executive Directors consists of sitting fees for attending Board/Committee meetings, commission and other reimbursements. The said commission is restricted to 1% of the net profits of the Company. The remuneration to a Whole-Time Director/Executive Director is broadly divided into fixed and variable components. The fixed component comprises of monthly salary, allowances, perquisites, and other retirement benefits. The variable component comprises of performance-based annual commission. The remuneration payable to them is subject to the approval of the members of the Company. The overall managerial remuneration payable to them shall not exceed 10% of the net profits of the Company.

Senior Management remuneration is partly based on their performance, Company's performance, industry benchmark and compensation trends in the industry. Their remuneration consists of monthly salary, bonus, perquisites, Key Performance Indicators and other retirement benefits and is structured in accordance with the HR Policy of the Company.

The Nomination and Remuneration Policy can be accessed from the website of the Company at https://www.upl-ltd.com/ investors/corporate-governance/policies.

The Company is committed to achieving global excellence across all areas of its operations, with a strong belief that its employees are the cornerstone of this ambition. Our HR strategy is focused on fostering an engaged workforce and cultivating inspirational leadership that consistently drives this vision forward. Key initiatives undertaken for Employees and their Wellness are as under:

Executive Coaching: Tailored coaching interventions designed to support and accelerate the development of high-potential employees.

‘Stand Tall' Program: A focused leadership development initiative aimed at nurturing and empowering high-potential women leaders.

Summit Academy: A structured capability-building platform dedicated to strengthening competencies in Supply Chain Management.

UPLift Programs: Comprehensive leadership development journeys curated for Leaders, Managers, and First-time Managers to enhance overall leadership effectiveness.

Manager Excellence Program: A targeted program designed to build capabilities and drive performance excellence among high-potential managers.

Employee Assistance Program: Implemented in partnership with Workplace Options, this program focuses on supporting employee well-being through professional counselling and assistance services.

Apprentice Development Program: A robust initiative at manufacturing units to develop technical skills and improve job readiness among apprentices.

• Enhanced Employee Benefits: Introduction of a top-up insurance benefit for all employees, reinforcing the Company's commitment to employee welfare.

Frontline Sales Capability Acceleration: Focused initiatives, including Sales Force Effectiveness and Demand Generation training, aimed at strengthening the capabilities of frontline sales teams.

Project Rise Up: A curated learning journey designed to develop high-potential sales talent and facilitate their transition into mid-level roles.

Execution Excellence Program: Capability-building initiative for mid-level sales leaders, focused on driving execution discipline and operational effectiveness.

Elevate Series: A leadership development journey for senior managers and cross-functional leaders, aimed at enhancing decision-making capabilities and performance rigor.

Details of remuneration as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 ("the Rules") are provided in Annexure 4 to this Report. Particulars of employee remuneration as required under Section 197(12) of the Act read with Rule 5(2) and Rule 5(3) of the Rules forms part of this report. In terms of the provisions of Section 136 of the Act, the Annual Report is being sent to members excluding the aforementioned information. Any member interested in obtaining such information may write to the Company Secretary of the Company.

The particulars relating to energy conservation, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014 are provided in Annexure 5 to this Report.

During FY 2025-26, the UPL Group continued to strengthen employee and industrial relations alongside Environment, Health, and Safety ("EHS"), fostering a stable, progressive, and future-ready work environment across its manufacturing units. A strong safety and operational excellence culture was reinforced through organization-wide participation in International Process Safety Week and National Safety Week, supported by digitalization initiatives that enhanced real-time monitoring, compliance tracking, and proactive risk management. UPL units received multiple recognitions, including the Greentech Foundation Award for Best Fire Safety Team and CII awards for Digitalization Excellence and Hazardous Waste Reduction, reflecting continued commitment to environmental stewardship and safety excellence.

Employee engagement and workforce development remained core priorities. The Utkarsh 2.0 program expanded competency integration to approximately 87% of shop-floor employees, while structured Apprentice Development Programs provided technical, safety, and quality-focused learning through guided shop-floor exposure and mentoring. These initiatives strengthened statutory compliance and built a future-ready internal talent pipeline.

The Rewards and Recognition framework was further enhanced and aligned with TQM principles, recognizing contributions in quality improvement, Kaizen, safety, 5S, cost reduction, productivity, and operational excellence. This framework covered a significant portion of the workforce, including contractors, thereby encouraging a culture of continuous improvement. Participative governance played a critical role in sustaining positive industrial relations. Active committees covering Safety, ESG, Canteen, Cultural, and Sports activities promoted inclusiveness, transparency, and collaboration while driving improvements in productivity, cost management, safety, and associate well-being.

Digital transformation continued to simplify workforce administration through systems covering contract labor management, payroll, leave, attendance, training, and labor law compliance. These tools improved ease of working, transparency, and statutory adherence across locations. Employee health and well-being were supported through diet food counters, medical counseling, wellness initiatives, sports activities, and Occupational Health Centers, contributing to an improved Employee Health Index. Structured grievance redressal mechanisms and transparent communication channels ensured trust, engagement, and workplace harmony. Beyond operations, Industrial Relations efforts were complemented by CSR initiatives aligned with local community needs and sustainability priorities, particularly in water conservation. Measures such as drip irrigation and shared irrigation wells enhanced agricultural sustainability, ecological balance, and community goodwill.

Overall, the integrated focus on industrial relations, workforce development, safety, digitalization, and community engagement enabled sustained industrial harmony, operational efficiency, and long-term ESG-aligned business sustainability during FY 2025-26.

The Company's manufacturing operations are governed through internationally recognized management system standards and an integrated control framework, supporting consistent performance, regulatory compliance, and long-term sustainability.

1. Most of the manufacturing facilities are certified to key global standards, including ISO 9001 ("Quality Management") and ISO 14001 ("Environmental Management"). These certifications are validated through periodic third-party surveillance and re-certification audits.

2. An Integrated Management System ("IMS") has been implemented across manufacturing sites to ensure a standardized, risk-based approach to quality, environmental, safety, and occupational health management. The IMS enhances operational control, transparency, and continuous improvement.

3. Board and Senior Management oversight of Safety, Occupational Health and Environment ("SOH&E") performance is exercised through regular governance reviews covering audit outcomes, compliance status, incident trends, and improvement actions. This oversight reinforces accountability and supports informed decision-making on material ESG risks.

These systems and certifications form a critical element of the Company's internal control environment and reflect its commitment to responsible operations, workforce safety, environmental stewardship, and sustainable value creation.

In terms of Section 134(3)(c) of the Act, the directors to the best of their knowledge and ability confirm that: a) In the preparation of the annual financial statements for the year ended March 31, 2026, the applicable accounting standards have been followed along with proper explanation relating to material departures, if any. b) Such accounting policies as mentioned in the Notes to the financial statements have been selected and applied consistently, and judgement and estimates have been made 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 of the Company for the year ended on that date. c) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. d) The annual financial statements have been prepared on a going concern basis. e) The proper internal financial controls were in place and that the financial controls were adequate and were operating effectively. f) The systems to ensure compliance with the provisions of all applicable laws were in place and were adequate and operating effectively.

Your Company has been complying with Corporate Governance practices as set out in separate reports, in accordance with the requirement of Para C of Schedule V of SEBI Listing Regulations. A certificate from M/s. N. L. Bhatia & Associates, Practicing Company Secretaries confirming compliance of conditions of Corporate Governance as stipulated under the SEBI Listing Regulations forms part of this Annual Report.

The Management Discussion and Analysis Report and Business Responsibility and Sustainability Report forms part of the Annual Report as required under the SEBI Listing Regulations.

The Board of Directors affirm that the Company has complied with the applicable Secretarial Standards i.e. SS-1 and SS-2, relating to ‘Meetings of the Board of Directors' and ‘General Meetings' respectively, issued by the Institute of Company Secretaries of India.

The Consolidated financial statements of the Company, its subsidiaries, associates and joint ventures are prepared for the FY 2025-26 in compliance with the provisions of the Act, applicable accounting standards and as prescribed under the SEBI Listing Regulations. The consolidated statements are prepared on the basis of audited financial statements of the Company, its subsidiaries, associates and joint ventures. These consolidated financial statements, along with the Auditor's Report thereon, form part of the Company's Annual Report. The Financial Statements as stated above are available on the website of the Company and can be accessed at : https://www. upl-ltd.com/investors/shareholder-center/subsidiary-financials

Pursuant to Section 134(3)(a) and 92(3) of the Act read with Rule 12(1) of the Companies (Management and Administration) Rules, 2014, a copy of the Annual Return as on March 31, 2026 is placed on the website of the Company and can be accessed at the Web-link https://www.upl-ltd.com/ investors/financial-results-and-reports/annual-reports

1. There was no change in the nature of business of the Company as stipulated under sub-rule 5(ii) of Rule 8 of Companies (Accounts) Rules, 2014.

2. There have been no material changes and commitments, affecting the financial position of the Company, which have occurred between the end of the financial year of the Company to which the balance sheet relates and the date of this Report.

3. There is no application made or proceeding pending under the Insolvency and Bankruptcy Code, 2016 during FY 2025-26.

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

5. There was no revision of financial statements and Board's Report of the Company during the year under review.

6. The Company is in full compliance with the provisions of the Maternity Benefit Act, 1961, as amended from time to time. Appropriate systems, processes and policies are in place to ensure that eligible women employees are extended maternity benefits in accordance withMaternity Benefit Act, 1961, including paid maternity leave and other related benefits. The Company ensures job security during the period of maternity leave and maintains a non-discriminatory and inclusive work environment for all employees.

7. The Company has complied with the provisions relating to downstream investment under the Foreign Exchange Management (Non-Debt Instruments) Rules, 2019, and the requisite certificate from the Statutory Auditors in this regard is being obtained.

The Board of Directors wish to place on record its deep sense of appreciation for the committed services by all the employees of the Company. The Board of Directors would also like to express their sincere appreciation for the assistance and co-operation received from the financial institutions, banks, Government of India and Government of various countries where the Company has operations, Government authorities, customers, vendors and members during the year under review.

Statements in the Director's Report and the Management Discussion and Analysis Report describing the Company's objectives, expectations or predictions, may be forward looking within the meaning of applicable securities laws and regulations. Actual results may differ materially from those expressed in the statement. Important factors that could influence the Company's operations include global and domestic demand and supply conditions, availability of critical materials and their cost, changes in government policies and tax laws, economic development of the country, and other factors which are material to the business operations of the Company.