As on: Oct 17, 2026 04:16 PM
Dear Members,
In accordance with the Companies Act, 2013 ("the Act") and Rules framed there under and the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), the Board of Directors ("the Board") of Shree Renuka Sugars Limited ("the Company") present their Thirtieth Annual Report and Audited Financial Statements for the financial year ended 31 st March 2026.
Standalone Financial Results
The highlights of the standalone financial results are as under:
( Rs. in Mn.)
Operating Highlights
The Company achieved total income of Rs. 86,756 Mn. (PY: Rs. 104,240 Mn.) for the year ended 31 st March 2026. The EBITDA (excluding foreign exchange loss) for the year under review stood at Rs. 3,582 Mn. (PY: Rs. 7,206 Mn.) while the Net Loss stood at Rs. 6,989 Mn. (PY Net Loss: Rs. 2,558 Mn.). Analysis of operating performance is covered under the Management Discussion and Analysis ("MDA") Report which forms part of this Annual Report. The management continues to focus on liquidity, debt management, operational efficiencies and value-accretive growth initiatives.
Material Changes and Commitments
The Company has entered into definitive agreements with AWL Agri Business Ltd. ("AWL") on 28 th May 2026 for the supply, marketing and distribution of refined sugar sold under the Company's "Madhur" brand. Under this strategic collaboration, the Company will sell Madhur Sugar manufactured by it to AWL, which will handle its pan-India marketing, sales and distribution. The
arrangement is for a period of 5 years with effect from 1 st July 2026 (the cut-off date).
The Company will retain ownership of the Madhur Trademark and all related intellectual property rights, while AWL will have limited rights to use the brand for marketing, sales and distribution under the agreement.
Madhur is the flagship consumer brand of the Company with a strong presence in West and South India and a growing presence in North and East India. By partnering with AWL, the Company sees a significant opportunity to further strengthen the brand by expanding its reach across channels, formats and geographies.
AWL has one of India's largest retail distribution networks, with about 113 depots and access to over 0.95 million retail outlets, along with a strong presence across e-commerce, modern retail, QSR and HORECA, that can support Madhur's growth by improving efficiencies, widening market access and enabling
the brand to expand and scale up more effectively. This royalty-led asset-light model will also help the Company to participate in the brand's long-term growth while retaining the ownership of Madhur brand.
There have been no other material changes and commitments affecting the financial position of the Company, that have occurred between the end of the financial year to which these financial statements relate to and as on the date of this Annual Report.
Changes in the nature of business
During the year under review, the Company did not undergo any change in the nature of its business.
Material events during the year under review
There have been no material events that have occurred in the Company during the year under review.
Dividend & Dividend Distribution Policy
Since the Company has carried forward losses as on 31 st March 2026, your Directors have not recommended any dividend for the financial year ended 31 st March 2026. The Company has formulated the Dividend Distribution Policy which can be accessed on the Company's website at https://renukasugars.com/pdf/corporate- qovernance/dividend-distribution-policy.pdf.
Transfer to Reserves
During the year under review, your Company has not transferred any amount to the Reserves.
Deposits
During the year under review, your Company has not accepted any deposits from the public within the meaning of Sections 73 and 74 of the Act and the Companies (Acceptance of Deposits) Rules, 2014.
Management Discussion and Analysis Report
The MDA Report on the business and operations of the Company is given in a separate section and forms part of this Annual Report.
Consolidated Financial Statements and Subsidiary Companies
As stipulated by Regulation 33 of the SEBI Listing Regulations, the Consolidated Financial Statements
have been prepared by the Company in accordance with the applicable Accounting Standards. The Audited Consolidated Financial Statements together with the Auditors' Report thereon, forms part of this Annual Report.
Pursuant to Section 129(3) of the Act, a statement containing the salient features of the financial statements of each subsidiary, in the prescribed Form AOC-1 is provided in the financial statements forming part of this Annual Report.
Pursuant to Rule 8 of the Companies (Accounts) Rules, 2014, the highlights of performance of subsidiaries and their contribution to the overall performance of the Company during the period under review are provided in the notes to Consolidated Financial Statements forming part of this Annual Report. There was no material change in the nature of business of any of the subsidiaries during the year.
Pursuant to Section 136 of the Act, the Audited Standalone and Consolidated Financial Statements, and related information of the Company and accounts of each of the subsidiaries of the Company are available on the website of the Company at https://renukasuqars.com/financials/. These documents of the Company will be made available to the Shareholders for inspection electronically, upon request, up to the date of the ensuing Annual General Meeting ("AGM"). The Company will make available the documents of the subsidiaries upon request by any Shareholder of the Company who is interested in obtaining the same.
Subsidiaries/Joint Ventures/Associates
As on 31 st March 2026, the Company has 4 subsidiaries (including 3 wholly owned subsidiaries). The Company does not have Joint Ventures (JVs) and Associate Companies (ACs) classified as such under the Act.
During the year under review, one subsidiary, namely Shree Renuka East Africa Agriventures PLC, was struck off with effect from 17 th March 2026 and ceased to be the subsidiary of the Company. No other company became or ceased to be a subsidiary of the Company.
The Policy for Determining Material Subsidiaries can be accessed on the Company's website at https://renukasugars.com/pdf/corporate- governance/material-subsidiaries-policy.pdf.
Share Capital
During the year there was no change in the Issued, Subscribed and Paid-up Share Capital of the Company. There were no instances where the Company failed to implement any corporate action within the specified time limit. As on 31 st March 2026, 99.88% of the total paid- up Equity Share Capital of the Company stands in dematerialized form.
Board of Directors and Key Managerial Personnel
Appointment/Re-appointment of Directors
Pursuant to the provisions of Section 152 of the Act, Mr. Kuok Khoon Hong (DIN: 00021957), Non-Executive Director of the Company, is liable to retire by rotation at the ensuing AGM and being eligible, offer himself for re-appointment. The Board recommends his re-appointment at the ensuing AGM.
In accordance with Section 149 and other applicable provisions, if any, of the Act, the Companies (Appointment and Qualification of Directors) Rules, 2014, the SEBI Listing Regulations and pursuant to the recommendation made by the Nomination and Remuneration Committee and approval by the Board of Directors at its meeting held on 17 th March 2026:
a) Mr. Susheel Kumar Kamboj (DIN: 09531602) (herein after referred to as 'Mr. Susheel Kumar') was appointed as the Chief Executive Officer ("CEO") of the Company w.e.f. 23 rd March 2026. In the said meeting, Mr. Susheel Kumar was also appointed as an Additional Director and the Managing Director and CEO of the Company w.e.f. 1 st April 2026. In accordance with Regulation 17(1C) of SEBI Listing Regulations, the Shareholders of the Company approved the appointment of Mr. Susheel Kumar as a Director and as the Managing Director & CEO
w.e.f. 1 st April 2026, vide their approval granted by Postal Ballot on 6 th May 2026.
b) Mr. Atul Chaturvedi (DIN: 00175355) resigned as the Executive Chairman of the Company and was re-designated as a Non-Executive Director on the Board of the Company w.e.f. 1 st April 2026. The said change in designation was approved by the Shareholders of the Company on 6 th May 2026, vide their approval granted by Postal Ballot. As per Regulation 17(1A) of the SEBI Listing Regulations, the Shareholders also approved continuation of directorship of Mr. Atul Chaturvedi (DIN: 00175355), as a Non-Executive Director of the Company after him attaining the age of 75 years as a Non-Executive Director.
c) Mr. Madhu Rao (DIN: 02683483), an Independent Director of the Company was designated as the Chairman of the Board of Directors of the Company w.e.f. 1 st April 2026.
Further in accordance with Section 161(2) and other applicable provisions, if any, of the Act, the Companies (Appointment and Qualification of Directors) Rules, 2014 and pursuant to the recommendation made by the Nomination and Remuneration Committee and approval by the Board of Directors on 03 rd March 2026 through circulation, Mr. Vishesh Kathuria (DIN: 08477542) was appointed as an Alternate Director (Non-Executive) to Mr. Charles Loo Cheau Leong (DIN: 08737827), the Non-Executive Director of the Company, w.e.f. 03 rd March 2026.
Additionally, pursuant to Section 161(1) and other applicable provisions, if any, of the Companies Act, 2013, read with the Companies (Appointment and Qualification of Directors) Rules, 2014, based on the recommendation of the Nomination and Remuneration Committee and approval of the Board of Directors, the following appointments were made:
a) Mr. Kwek Ju-Yang, Mark (DIN: 08477541) was appointed as an Additional (Non-Executive Non-Independent) Director on the Board of the Company through circulation on 02 nd July 2026, with effect from the date of such approval;
b) Mr. Vipin Kumar Rathi (DIN: 11859795) was appointed as an Additional (Whole-Time) Director on the Board of the Company at the Board meeting held on 5 th August 2026, with effect from the date of such approval.
The Board had recommended their appointment as directors of the Company at its meeting held on 5 th
August 2026 for approval of the Shareholders of the Company at the ensuing AGM.
The Shareholders can refer to the Notice of the AGM to get all required disclosures and details in respect of the Directors seeking appointment/re-appointment at the ensuing AGM.
Independent Directors
As of 31 st March 2026, the Company maintained its strength of 6 (six) Independent Directors on the Board throughout the financial year.
The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, expertise and experience and they hold the highest standards of integrity.
The Company has received the declarations from the Independent Directors of the Company confirming that they meet the criteria of independence as laid down under Section 149(6) of the Act and Regulation 16(1)(b) of the SEBI Listing Regulations and there has been no change in the circumstances which may affect their status as an Independent Director and that they are not aware of any circumstance or situation, which exist or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgment and without any external influence and that they are independent of the management and they have registered their names in the Independent Directors' data bank maintained by Indian Institute of Corporate Affairs in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.
The Independent Directors have also affirmed that they have complied with the Company's Code of Business Conduct & Ethics and Code for Independent Directors prescribed in Schedule IV to the Act.
Key Managerial Personnel (KMP)
In accordance with the provisions of Section 2(51) and Section 203 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the following are the KMP of the Company as on 31 st March 2026:
• Mr. Atul Chaturvedi, Executive Chairman
• Mr. Vijendra Singh, Executive Director & Dy. CEO
• Mr. Ravi Gupta, Executive Director
• Mr. Susheel Kumar Kamboj, Chief Executive Officer
• Mr. Sunil Ranka, Chief Financial Officer
• Mr. Deepak Manerikar, Company Secretary
During the year under review, Mr. Susheel Kumar Kamboj (DIN: 09531602) was appointed as a Chief Executive Officer of the Company w.e.f. 23 rd March 2026. He was further appointed as the Managing Director & CEO of the Company w.e.f. 1 st April 2026.
Cessation of Directors
During the year under review, none of the Directors resigned from the Board of the Company. However, Mr. Jean Luc Bohbot (DIN: 06857132) and Mr. Vijendra Singh (DIN: 03537522) have resigned from the Board of the Company w.e.f. 2 nd July 2026 and closing working hours of 31 st August 2026 respectively. The Board places on record its appreciation for the contributions made by Mr. Bohbot and Mr. Singh during their tenure as Directors of the Company.
None of the Directors are disqualified under Section 164 of the Act. Further, they are not debarred from holding the office of Director pursuant to the Order of the Securities Exchange Board of India ("SEBI") or any other authority.
Nomination and Remuneration Policy
The policy of the Company on Directors' and Senior Management's appointment and remuneration including criteria for determining their qualifications, positive attributes, independence of a Director and other matters provided under Section 178(3) of the Act and the SEBI Listing Regulations is adopted by the Board. We affirm that the remuneration paid to the Directors and the Senior Management is as per the terms laid out in the Nomination and Remuneration Policy of the Company.
The Nomination and Remuneration Policy of the Company can be accessed on the website of the Company at https://renukasugars.com/pdf/corporate- governance/nomination-and-remuneration-policy- amended-9-8-2022.pdf.
Performance Evaluation
Pursuant to the provisions of the Act and the SEBI Listing Regulations, the Board has undertaken an evaluation of its own performance, the performance of its Committees and of all the individual Directors based on various parameters relating to roles, responsibilities and obligations of the Board, effectiveness of its functioning, contribution of Directors at meetings and the functioning of its Committees. Detailed
questionnaires were circulated covering various parameters relevant for the evaluation of the Board and Committees. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors in their separate meeting. The Board expressed their satisfaction with the evaluation process.
The meeting of Independent Directors of the Company was held on 17 th March 2026 to discuss matters as per the provisions of the Act and the SEBI Listing Regulations.
Board Meetings & Committees of the Board Board Meetings
5 (Five) Board Meetings were held during the year under the review. For further details, please refer to the Report on Corporate Governance, which forms a part of this Annual Report.
Committees of the Board
The Committees of the Board focus on certain specific areas and make informed decisions in line with the delegated authority.
The following statutory committees are constituted by the Board, which function according to their respective roles and defined scope:
• Audit Committee
• Nomination and Remuneration Committee
• Corporate Social Responsibility Committee
• Stakeholders' Relationship Committee
• Risk Management Committee
Details of composition, terms of reference, number of meetings held and other details about respective Committees are given in the Report on Corporate Governance, which forms a part of this Annual Report.
Compliance with Secretarial Standards
During the year under review, the Company has complied with all mandated Secretarial Standards issued by the Institute of Company Secretaries of India.
Directors' Responsibility Statement
To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directors make the following statements in terms of Section 134(3)(c) of the Act:
• that in the preparation of the annual accounts, the applicable accounting standards have been followed along with no material departures;
• that the Directors have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 st March 2026 and of the loss of the Company for the year ended on that date;
• that the Directors have taken proper and sufficient care 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;
• that the Directors have prepared the annual accounts on a going concern basis;
• that the Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and
• that the Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems are adequate and operating effectively.
Auditors and Auditors' Report Statutory Auditors
M/s. S R B C & CO LLP, Chartered Accountants (Firm Registration No: 324982E/E300003) were
re-appointed as the Statutory Auditors of the Company at the 26 th AGM held on 16 th September 2022, for a second term of five consecutive years to hold office from the conclusion of the 26 th AGM till the conclusion of 31 st AGM. The Report given by M/s. S R B C & CO LLP, on the financial statements of the Company for the financial year 2025-26 forms part of this Annual Report. There are no qualifications, reservations, adverse remarks or disclaimers given by the Auditors in their Report except for the observation relating to (i) the audit trail (edit log) functionality in certain accounting software, and (ii) the post- facto ratification of a limited number of related party transactions, as disclosed in Note 51 of the financial statements and clause number xiii of the CARO Report respectively.
Explanation to the observation of the Statutory Auditors-
The Board has noted the Statutory Auditors' observations in their report relating to (i) the audit trail functionality in certain accounting software applications and (ii) the post-facto ratification of a limited number of related party transactions. The Board confirms that appropriate corrective and preventive measures have been implemented to address these observations. The Board further notes that the Statutory Auditors have not reported any instance of tampering with the audit trail feature and that the related party transactions were undertaken in the ordinary course of business and at arm's length basis. The management has completed remediation plans with periodic monitoring. The Company remains committed to strengthening its governance, compliance and internal control framework on a continuous basis.
Secretarial Auditors
The Secretarial Audit Report issued by M/s. GDR & Partners LLP, Company Secretaries (Firm Registration No: L2024KR016500) for the financial year 2025-26 confirms that the Company has complied with the applicable provisions of the Act, Rules, Regulations and Guidelines and it does not contain any qualifications, reservations or adverse remarks or disclaimers except for certain instances of delay in filing of intimation/ announcement with the Stock Exchanges as mentioned in Point No. (v)(i) of the said Report.
The Secretarial Audit Report is provided as Annexure I to this Report.
As per the requirements of the SEBI Listing Regulations, Secretarial Audit Report of Anamika Sugar Mills Private Limited ("ASMPL"), material unlisted subsidiary of the Company, issued by M/s. NAM & Associates, Company Secretaries is provided as Annexure II to this Report. The Secretarial Audit Report of ASMPL confirms that they have complied with the provisions of the Act, Rules, Regulations and Guidelines and it does not contain any qualifications, reservations or adverse remarks or disclaimers.
Explanation to the comments of Secretarial Auditors
In respect of Secretarial Auditors' comments in their report dated 29 th July 2026 on delay in filing intimations of notices/penalties received by the
Company for a few instances under Regulation 30 of the SEBI Listing Regulations, your Directors would like to state that the Company is committed to comply with all the applicable laws and regulations and has put in place a robust mechanism to ensure compliance.
Your Directors have taken a serious cognizance of the delayed compliance reported by the Secretarial Auditors in their report. The Company is taking all possible measures to further strengthen the compliance mechanism to avoid any such non-compliances in the future.
Your Directors assure you that the delays were purely unintentional and without any mala-fide intention. Necessary measures are being implemented to prevent recurrence.
Cost Auditors
The Board, based on the recommendation of the Audit Committee, has appointed M/s. B. M. Sharma & Co, Cost Accountants, as the Cost Auditor to audit the cost records of the Company for the FY 2026-27. The remuneration payable to the Cost Auditor is subject to approval by the Shareholders of the Company. Accordingly, a resolution seeking Shareholders approval for the remuneration payable to M/s. B. M. Sharma & Co, Cost Accountants, for the financial year 2026-27, forms part of the Notice of the ensuing AGM, along with relevant details, including the proposed remuneration.
In terms of Section 148 of the Act, read with Rule 8 of the Companies (Accounts) Rules, 2014, it is stated that the cost accounts and records are maintained by the Company as specified by the Central Government under sub-section 148(1) of the Act.
Reporting of frauds by auditors
During the year, the Statutory Auditor, the Secretarial Auditor and the Cost Auditor have not reported any instance of fraud committed in the Company by its officers or employees under Section 143(12) of the Act.
Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo
Information pursuant to the provisions of Section 134(3) (m) of the Act and the rules framed thereunder relating to conservation of energy, technology absorption, foreign exchange earnings and outgo as per the Act, forms part of this Report and is appended hereto as Annexure III.
Corporate Governance Report
In compliance with Regulation 34 read with Schedule V of the SEBI Listing Regulations, a detailed Report on Corporate Governance is given in a separate section which forms part of this Annual Report. A Certificate from the Practising Company Secretary confirming compliance with the conditions of Corporate Governance as stipulated under the SEBI Listing Regulations is appended to the Corporate Governance Report.
Particulars of Employees
The information required under Section 197(12) of the Act read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is appended at Annexure IV.
The statement containing the particulars of the top ten employees and the employees drawing remuneration in excess of the limits prescribed under Section 197(12) of the Act read with Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms a part of Annexure IV appended to this Report. In terms of the proviso to Section 136(1) of the Act, the Annual Report is being sent to the shareholders and others entitled thereto, excluding the aforesaid statement. The said statement is available for inspection with the Company. Any shareholders interested in obtaining a copy of the same may write to the Company Secretary at groupcs@ renukasugars.com.
Contracts and Arrangements with Related Parties
During the year under review, all transactions entered into with the related parties by the Company were approved/ratified by the Audit Committee and the Board. Certain transactions, which were repetitive in nature, were approved through the omnibus route. As per the SEBI Listing Regulations, for the financial year 2025-26, any related party transaction exceeding Rs. 1,000 crore or 10% of the annual consolidated turnover, as per the last audited financial statement, whichever is lower, were considered as material and required approval of the Shareholders. Accordingly, the Company sought and obtained the necessary shareholders' approval for the year under review.
All Contracts/Arrangements entered by the Company during the financial year under review with related parties were on an arm's length basis and in the ordinary course of business except for certain
contracts/arrangements that were on arm's length basis but not in ordinary course of business. Details of all Material Related Party Transactions entered into by the Company during the financial year 2025-26 are provided in Form AOC-2 appended hereto as Annexure V .
The details of transactions with related parties as required under Ind AS-24 and 2A of Schedule V of the SEBI Listing Regulations are given in notes to the financial statements.
The Policy on Related Party Transactions of the Company can be accessed on the website of the Company at https://renukasuqars.com/pdf/corporate- qovernance/revised-rpt-policy-feb2025.pdf.
Particulars of Loans, Guarantees or Investments
Particulars of loans, guarantees given, securities provided, and investments made are provided in the notes to the standalone financial statements.
Corporate Social Responsibility
Your Company is committed to Corporate Social Responsibility (CSR) by catering to the needs of the weaker sections of society. However, since the Company has had an average net loss for the three immediately preceding financial years, the requirement of CSR spending for the financial year 2025-26 was not applicable to the Company as per Section 135(5) of the Act.
The CSR Policy of the Company can be accessed on the Company's website at https://renukasugars.com/ pdf/corporate-governance/policy-on-corporate- social-responsibility.pdf .
The report on the CSR activities is appended at Annexure VI to the Board's Report.
Investor Education and Protection Fund (IEPF)
Pursuant to the provisions of Section 124 of the Act, Investor Education and Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 ('IEPF Rules') read with the relevant circulars and amendments thereto, the amount of dividend remaining unpaid or unclaimed for a period of seven years from the due date, is required to be transferred to Investor Education and Protection Fund (IEPF), constituted by the Central Government. Further, all shares in respect of which the dividend has not been paid or claimed for seven consecutive years shall be transferred by the Company to IEPF.
Accordingly, the Company has transferred the entire amount of unpaid/unclaimed dividend remaining to be paid or claimed for seven consecutive years and the corresponding shares to IEPF in the previous years except an unclaimed amount of Rs.0.02 Mn. which is under litigation. During the year under review, no unclaimed/ unpaid dividend amount and corresponding shares were due to be transferred to IEPF.
The Shareholders whose dividend / shares have been transferred to IEPF, may claim the same by submitting an online application in Form IEPF-5 available on the website of IEPF ( www.iepf.gov.in ). The detailed refund procedure is also available on the website of the Company and can be accessed on https:// renukasugars.com/shareholders-service/#tab2 .
The Shareholders can find the details of Nodal Officer of the Company at https://renukasuqars.com/ shareholders-service/#tab6 in "Contact Us" tab and the details of unclaimed/unpaid dividends and equity shares transferred to IEPF at https://renukasugars.com/ shareholders-service/#tab2 in "Unclaimed Dividend" tab on the Company's website.
Annual Return
Pursuant to Section 134(3)(a) and Section 92(3) of the Act, read with Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return of the Company in Form MGT-7 for the financial year 2025-26 can be accessed on the website of the Company at https://renukasugars.com/financials/annual- returns/fy25-26.pdf
Risk Management & Internal Financial Controls
The Company has adopted a Risk Management Policy which is reviewed on a periodic basis in order to recognize, assess and reduce exposure to risks, and wherever possible, identify steps to mitigate risks and to identify risk owners for all types of risks.
The Company's Risk Management Policy is based on the philosophy of achieving substantial growth while mitigating and managing risks involved. The Company's internal control systems with reference to the financial statements are adequate and commensurate with the nature of its business and the size and complexity of its operations. Periodic audits and checks are conducted
and the controls to prevent, detect and correct any irregularities in the operations have been laid down by the Company.
The details relating to the composition, powers, roles, terms of reference, number of meetings held, attendance at the meetings etc. of the Risk Management Committee are given in detail in the Corporate Governance Report, which forms part of this Annual Report.
Whistle Blower Policy and Vigil Mechanism
Pursuant to the SEBI Listing Regulations and the Act, the Company has in place a Whistle Blower Policy/ Vigil Mechanism to deal with unethical behaviour, victimisation, fraud and other grievances or concerns of Directors, employees and stakeholders.
The Whistle Blower Policy can be accessed on the Company's website at https://renukasugars.com/pdf/ corporate-governance/whistle-blower-policv.pdf .
During the year under review, no complaints were received by the Company under the policy.
Prevention of Sexual Harassment at Workplace
The Company has complied with the requirement of constitution of Internal Complaints Committee under the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 ("POSH") and Rules made thereunder.
The following are the details of the complaints under POSH during the year:
(a) Number of complaints of sexual received in the year: Nil harassment
(b) Number of complaints disposed off during the year: Not Applicable
(c) Number of cases pending for ninety days: Nil more than
Human Resources (HR)
At Shree Renuka Sugars Limited, we believe that Sustainable Business Performance is built on the strength of people, culture and leadership. During the year, our Human Resources function continued its transformation from a Transactional support function into a Strategic Business Partner, enabling organizational growth through Leadership Development, Digital
Transformation, Operational Excellence and a High- Performance Culture. Every people initiative was aligned with the Company's strategic priorities of Business Growth, Operational Excellence, ESG commitments and long-term value creation.
Our people strategy is anchored on four strategic pillars—Build Capability, Strengthen Leadership, Enhance Employee Experience and Institutionalize a High-Performance Culture. These pillars guide every stage of the employee lifecycle, from Talent Acquisition and Onboarding to Capability Development, Succession Planning, Performance Management and Employee Engagement. With a workforce on roll of 2,144 employees spread across Manufacturing units, Refineries, Distilleries and Corporate offices, our focus remained on creating a unified organizational culture that consistently reflects our values of Excellence, Passion, Ownership, Integrity, Speed and Safety.
The year marked another significant milestone in our culture journey. SRSL was recognized as a Great Place to Work® for the third consecutive year, achieving an industry-leading Trust Index™ Score of 94%, reflecting sustained improvement in employee trust, pride and workplace experience. Further strengthening our leadership brand, 115 managers were recognized under the Great People Manager Study (GPMS) conducted by the Great Manager Institute®, while 3 (three) of our leaders earned a place among India's Top 100 Great People Managers, demonstrating the Company's continued investment in building exceptional people leaders. These recognitions reaffirm the strength of our leadership culture and our commitment to developing managers who inspire performance, collaboration and innovation.
Leadership and capability development remained a strategic priority throughout the year. Guided by organizational priorities, employees participated In Technical, Behavioural, Functional and Leadership interventions across locations. Signature learning initiatives included Great People Manager Survey followed by learning Great Manager Excellence Journey. We also conducted multiple Programs like - 7 Habits of Highly Effective People - Cultivating Personal and Professional Effectiveness, My Work My Pride, Collaborate to Innovate - Problem Solving and Team Building Skills, Compliance programmes and Functional capability enhancement. The Company also strengthened learning through digital platforms crossfunctional exposure and knowledge-sharing initiatives, ensuring continuous capability enhancement aligned with future business needs.
Performance management continued to evolve into a robust development-oriented framework emphasizing continuous feedback, measurable outcomes and leadership accountability. The Company undertook a comprehensive streamlining of employee Key Result Areas (KRAs) to make performance expectations more objective, measurable and closely aligned with strategic business priorities. This strengthened goal clarity, enhanced consistency in performance evaluation and was complemented by structured performance reviews and talent review processes to support capability development and succession planning.
Employee engagement remained one of the defining strengths of the organization. Throughout the year, HR successfully conducted multiple organization-wide engagement initiatives, including cultural celebrations, recognition programmes, leadership connect sessions, employee communication forums, family engagement initiatives, wellness campaigns and business-specific interventions aimed at strengthening collaboration and organizational belonging. Our Annual Wellness Month expanded into a comprehensive health and wellbeing platform covering Physical Fitness, Preventive Healthcare, Nutrition, Mental Wellbeing, Financial Wellness, Lifestyle Disorders and Work-Life balance through expert-led sessions on Yoga, Healthy Sleep, Self-care for Working Parents, Everyday Well-being, Financial Wellness, Heart Health, Cancer Prevention, Liver Health, Nutrition, and Mindfulness Meditation, covering 2040 participants across locations.
Governance and ethics remain fundamental to our people philosophy. The Company maintained full compliance with applicable labour laws and strengthened organizational governance through regular audits, digital compliance monitoring, structured policy reviews and mandatory employee Training programmes covering Code of Conduct, Prevention of Sexual Harassment (POSH), Anti-Bribery & Anti-Corruption, Whistle Blower Policy, Information Security and Data Privacy. These initiatives reinforce a culture of accountability, integrity and responsible business conduct across the organization.
Safety continued to remain non-negotiable across all operations. In close partnership with the EHS function, the Company strengthened its safety culture through structured behavioural safety programmes, leadership involvement, mandatory safety training, high-risk work protocols, emergency preparedness, contractor safety management and continuous safety awareness campaigns. These initiatives further reinforce our
commitment to achieving world-class safety standards across every location.
As we continue our transformation journey, SRSL remains committed to building a digitally enabled, values-driven and future-ready organization where people are empowered to learn, lead and innovate. By integrating leadership excellence, organizational capability, employee wellbeing, digital transformation and strong governance into a unified Human Capital strategy, we are creating an agile workforce capable of delivering sustainable business performance while strengthening our position as one of India's most admired manufacturing workplaces.
Business Responsibility and Sustainability Report ("BRSR")
In terms of Regulation 34 and Schedule V of the SEBI Listing Regulations read with Circular No. SEBI/HO/ CFD/ CFD-SEC-2/P/CIR/2023/122 dated 12 th July 2023, and Circular No. SEBI/HO/CFD/CMD-2/P/ CIR/2021/562 dated 10 th May 2021, the Company has prepared the BRSR on the environmental, social, and governance disclosures, including BRSR Core consisting of Key Performance Indicators as on 31 st March 2026 as stipulated under the SEBI Listing Regulations and the same can be accessed on the website of the Company at https://renukasugars.com/shareholders-service/ sahree-renuka-sugarsbrsr-fy-2025-26.pdf .
Maternity Benefit Act, 1961 ("the Act")
The Board confirms the compliance of the provisions relating to the Maternity Benefit Act, 1961 by the Company for the year under review. However, no cases requiring maternity benefits were recorded during the year under review.
Other Disclosures/Reporting
Your Directors state that no disclosure or reporting is required in respect of the following events as there were no transactions that took place during the year under review.
(a) Issue of equity shares with differential rights as to dividend, voting or otherwise.
(b) Issue of shares (including sweat equity shares) to employees of the Company under any scheme.
(c) Passing of significant or material orders by the Regulators or Courts or Tribunals which impact the going concern status and the Company's operations in future.
(d) Pending application and/or proceedings under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year.
(e) Any one-time settlement during the year, and hence, the details of difference between amount of the valuation done at the time of one-time settlement and the valuation done while taking loan from the Banks or Financial Institutions along with the reasons thereof is not applicable.
(f) Receipt of any remuneration or commission by the Whole-Time Directors of the Company from the Holding Company or Subsidiary Company of the Company.
(g) Non-acceptance of Audit Committee recommendations by the Board during the year.
Appreciation & Acknowledgements
The Board wishes to place on record its gratitude for the assistance and co-operation received from the financial institutions, banks, government authorities, customers, vendors and cane growers and finally to all its Shareholders for the trust and confidence reposed in the Company. The Board wishes to record its sincere appreciation for the significant contributions made by employees at all levels for their competence, dedication and contribution towards the operations of the Company.
For and on behalf of the Board
Sd/- Madhu Rao
Chairman and Independent Director (DIN: 02683483)
Date: 5 th August 2026 Place: Mumbai
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