* Pertaining to dividend for the Financial Year 2024-25, paid in 2025-26

The Standalone Operating Income of the Company is derived from a mix of dividend, interest income, rental income from property and other income. The standalone profit before tax for the year under review is Rs. 383.20 crores as against Rs. 330.68 crores for the FY 2024-25, whereas the profit after tax for the year under review stands at Rs. 350.16 crores as against Rs. 282.52 crores for the FY 2024-25.The Consolidated profit after tax for the year amounted to '433.68 crores as compared to Rs. 312.09 crores for the FY 2024-25.

The Shareholders have been aware that since 2018 the Presentation of your Company's Financial Statements has significantly changed with the implementation of Ind AS. Under Ind AS, gains from the sale of equity investments are recorded in Other Comprehensive Income (OCI) and these gains are subsequently reclassified from OCI to retained earnings. The realized profit from the sale of long-term equity investments (post tax) credited to retained earnings for the year ended March 31, 2026 is Rs. 345.00 crores as compared to Rs. 388.18 crores for the FY 2024-25.

The total number of companies whose issuances, equity or debt in which your Company has invested stands at 91 as on March 31, 2026, out of which 76 are Quoted and 15 are Unquoted companies.

The Directors confirm that investments have been made with the intent to hold for long-term appreciation, and not for trade. The investments in Tata companies, both listed and unlisted, are generally held for a longer term and may be considered as strategic in nature.

The Directors are pleased to recommend a dividend of Rs. 3.40/- per share (340%) on the paid-up capital of Rs. 50.59 crores aggregating Rs. 172.02 crores based on the parameters laid down in the Dividend Distribution Policy.

In term of Regulations 43A of SEBI Listing Regulations, the Board of Directors of the Company has adopted a Dividend Distribution Policy which can be accessed on the website of the Company: https://tatainvestment.com/wp-content/ uploads/2025/02/TICL-Dividend-Distribution-Policy-20250211.pdf

As permitted under the provisions of the Act, the Board does not propose to transfer any amount to general reserve. The closing balance of the retained earnings of the Company for FY 2025-26, after all appropriation and adjustments, was Rs. 2,634.56 crores (as on March 31,2025'2,214.38 crores).

During FY2025-26, the Board of Directors of the Company at its meeting held on August 4, 2025, approved, the sub- division/split of equity shares of the Company, such that 1 (one) equity share having face value of '10/- each, fully paid-up, was sub-divided into 10 (ten) equity shares having face value of '1/- each, fully paid-up and consequential amendment to the Capital Clause of the Memorandum of Association and Article of Association of the Company, subject to Shareholders approval.

The Shareholders, vide resolution passed by way of postal ballot on September 22, 2025, approved the same. The record date for sub-division was set as October 14, 2025 and consequently the revised face value stands at ?1/- each fully paid up.

"Value Created" is a measure which evaluates the wealth created net of the capital invested by the Shareholders. We evaluate your Company's growth a 15-year rolling basis, computing "Value Created" by reducing the Shareholders Funds from the aggregate of the Realizable Value of Investments and Net Current/Fixed Assets. The following table compares the Value Created vis-a-vis the Benchmark and the Compounded Annual Growth Return (CAGR).

Shareholders will be pleased to note that the "Value Created" has recorded a compounded annual growth rate (CAGR) of 15.07 % vis-a-vis BSE 200 of 10.16% over the period March 31, 2011 to March 31, 2026. Further, the Company has distributed Rs. 2,048.75 crore over the 15-year period as dividends to its shareholders and returned capital vide a buyback of Rs. 450 crore in the financial year 2019. The aggregate of the dividends distributed and the value of the Buyback, if included in the amount of Value Created, the resultant CAGR would stand enhanced approximately to 15.65 %.

A summarised position of the Company's portfolio of investments is given below:

The latest International Monetary Fund report has estimated global growth to be 3.1% for the calendar year 2026 marginally lower than the growth in 2025 which was 3.4%. The report cautions that if the present conditions of higher energy prices persist global growth would further slow down to 2.5% and inflation would increase to 5.4%.

The financial year 2025-26 began with the US declaring April 2, 2025 as "Liberation Day", announcing unprecedented tariff rates for every U.S. trading partner. Over the months that followed various trading partners negotiated and reached a trade agreement for revised tariffs with the US. Strangely, the world equity markets which had corrected sharply in April 2025 revived by May and have since remained buoyant, albeit volatile with frequent sentiment shifts, and increased dispersion in sectoral and regional performance.

While the Middle East has suffered considerably on account of the US - Iran war, which began in late February 2026, it has had a marginal negative impact on United States, whereas Korea and Japan recorded a positive return for the quarter ended March 31, 2026.

The uncertainty which enveloped sentiment in 2025-26 resulted in a sharp increase in prices of many commodities, touching life-time highs during the year.

The U.S. economy grew 2.1% in 2025 despite major shifts in the policy environment and the government shutdown in the fourth quarter. US economy is expected to grow at 2.3% in 2026, supported by fiscal stimulus measures and an easing in policy rates. Inflation (Consumer Price Index) has reduced to 2.7% in 2025 vs 2.95% in 2024. Inflation is forecasted to increase to 3.2% in 2026. The Federal Reserve cut its benchmark interest rate by 0.25 percentage points to 3.5% - 3.75%.

Euro area GDP grew by 1.2% in 2025. For 2026, Euro area is forecast to grow by 1.3%. Euro area inflation is projected at 1.9% in 2026 and 2.0% in 2027, with the ECB policy rate expected to remain unchanged. Structural headwinds persist, including elevated energy-cost drag linked to the Russia-Ukraine & US-Iran conflict.

China's economy grew by 5.0% in 2025, underpinned by policy stimulus and increased policy-bank lending. Growth is forecast to moderate to 4.5% in 2026, reflecting other structural issues. The current account surplus reached a record level above $1 trillion in 2025 (around 3.3% of GDP).

Japan recorded approximately 1.1% real GDP growth in 2025, alongside inflation of about 3.3%. Growth is expected to slow to 0.7% in 2026 with forecasts modestly revised upward following additional fiscal stimulus. Inflation is projected at 2.3% in 2026, indicating gradual normalization toward the 2% range. Japan is expected to remain the only G7 central bank pursuing a gradual tightening path, which may support further JPY appreciation and increase pressure on export- oriented sectors.

On the domestic front, the government continued its push towards maintaining growth with fiscal and budgetary support. In September 2025, the government announced major GST rates reduction resulting in improved festive season and auto sector demand. While the priorities of the budget declared in January 2026 was fiscal discipline, budgetary allocation for infrastructure and manufacturing incentives were higher.

As per "Economic Survey 2025-26" India's economic growth momentum remained strong through FY26, not with standing a challenging global backdrop characterized by geopolitical tensions, trade disruptions and uneven global recovery. Real GDP growth for 2025-26 is estimated at approximately 7.4%, reaffirming India's position as the fastest- growing major economy. India's imports and exports recorded steady growth of 4.22% and 6.47%, respectively, reaching $970 billion and $860.09 billion. Consequently, the combined merchandise and services trade deficit widened to $119.30 billion in FY2025-26.

As per the RBI MPC report April 26, the GDP growth for 2026-27 is projected to be lower at 6.9% with inflation at 4.6%. The moderation in growth and increase in inflation are attributed to external factors. The West Asia conflict poses unprecedented supply chain disruption risk; elevated energy prices and constrained supply and may adversely affect domestic production in 2026-27. Remittances - India's record $125 bn inflow in 2025, face pressure from the Gulf region disruption.

During the year, the Cabinet approved an allocation of over ?10,300 crore for the IndiaAI Mission, marking a significant milestone in strengthening India's artificial intelligence ecosystem. The objective of this funding is to enable a structured and scalable implementation of the mission through a public-private partnership framework, focused on fostering innovation, research, and adoption of AI technologies across sectors.

A key pillar of the initiative is the creation of IndiaAI Compute Capacity, which aims to develop a state-of-the-art AI computing infrastructure. This includes the deployment of more than 10,000 GPUs through strategic collaborations between the public and private sectors, ensuring affordable and scalable access to high-performance computing for startups, researchers, and enterprises.

As a result of these initiatives, India now ranks among the top five countries globally in newly funded AI companies and is also among the top ten globally in terms of private investment in AI in 2025, reflecting growing investor confidence in India's AI-driven growth potential.

Foreign Institutional Investors (Fils) remained large net sellers in FY 2026, divesting approximately ?1.80 lac crore worth of equities, as per SEBI data. One of the key factors driving this sustained outflow appears to be sharp downgrade in earnings growth expectations for FY 2026. Consensus Nifty 50 EPS growth estimates were significantly revised downwards from around 12.5% at the beginning of the year to approximately 5.9%.

As can be observed from the following illustration, Nifty 50 returns have fluctuated over the last 5 years reflecting a strong correlation to the combined effect of change in earnings growth expectations and FII flows.

On a positive note, the consensus Bloomberg Analyst earnings forecast for Nifty 50 for the year 2026-27 is upwards 15%. The corporate earnings performance over the coming quarters will decide the trend in the market. If corporate earnings visibility were to indicate a rebound to 15%+ growth, as forecasted, it would make India an extremely attractive destination on relative valuation and strong macros.

The rising SIP inflows resulting in expanding domestic mutual fund AUMs which have largely acted as support in these uncertain markets, could record a substantial appreciation if earnings growth is achieved as estimated.

Corporate Social Responsibility (CSR)

Your Company, in alignment with the Tata Group's longstanding philanthropic tradition, contributed ? 9.33 crore towards corporate social responsibility activities during FY 2025-26. These contributions were directed to initiatives focused on quality education, strengthening healthcare systems, environmental sustainability, animal welfare, senior citizen care, and other targeted community programmes designed to deliver measurable social benefit. Details of the Company's CSR expenditures and programme allocations for FY 2025-26 are set out in Annexure B.

In furtherance of the Group's legacy of "giving-back" to the society and communities we serve, your Company partakes in various volunteering activities every year. Employees of your Company engaged in providing "shram-daan" or "gift of labour" at animal rescue centres, spending quality time with the elderly at hospices and bringing smiles on the faces of children at shelters & the critically ill at hospitals. Your Company partnered with 19 NGO partners/institutions to facilitate these programmes. Employees recorded a total of 435 volunteering hours, representing an average of 19.77 hours per employee.

Your Company remains committed to a sustainable future and to the Tata Group's objective of achieving Net Zero by 2045. During FY 2025 26, the Company offset its Scope 1 and Scope 2 greenhouse gas emissions for the year by retiring 30 Verified Emission Reductions under the Gold Standard Certification Program through participation in the 400 MW Bhadla Solar Power Project, Rajasthan. The project helps abate anthropogenic emissions of greenhouse gases estimated at 694,471 tCO2e per annum, thereby replacing 732,874 MWh/year amount of electricity with renewable energy. The generated electricity is exported to the regional grid system, which in turn diversifies the mix of thermal/fossil-fuel based power plants connected to national grid.

The Company has not accepted any public deposits under the provisions of the Companies Act, 2013 ('Act').

The provisions of Section 186 of the Act pertaining to investment, guarantee and lending activities are not applicable to the Company since the Company is a Non Banking Financial Company ("NBFC") whose principal business is acquisitions of securities.

The Consolidated Financial Statements of the Company form part of the Annual Report. The annual accounts of the subsidiary company and related detailed information are available on the website of the Company and the same may be obtained by writing to the Company Secretary at the Registered e-mail ID of the Company: ticl@tata.com.

The consolidated financial results reflect the operations of Simto Investment Company Limited ("Simto") (Wholly Owned Subsidiary), and the Associate Companies namely Tata Asset Management Private Limited, Tata Trustee Company Private Limited and Amalgamated Plantations Private Limited.

The Company has adopted a Policy for determining Material Subsidiaries in terms of Regulation 16(1)(c) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"). The Policy, as approved by the Board, is uploaded on the Company's website:

https://tatainvestment.com/wp-content/uploads/2025/02/TICL-Policy-on-Material-Subsidiaries-20250211.pdf

The Company has a wholly owned subsidiary Simto Investment Company Limited (Simto) which is registered as a NBFC with the Reserve Bank of India. Simto manages its portfolio endeavoring to capitalize on activities arising out of short- term opportunities in the market. The fair value of assets of the Company was Rs. 571.09 crore as on March 31,2026.

The Company holds 32.09% of the equity share capital of Tata Asset Management Private Limited, whose principal activity is to act as an investment manager to Tata Mutual fund and the Company is registered with Securities Exchange Board of India ("SEBI") under the SEBI (Mutual Fund) Regulations 1996 and has a track record of over 25 years in investment management. The Assets Under Management (AUM) of the Company as on March 31, 2026 is Rs. 203,175 crore. The consolidated turnover of the company during the year was Rs. 834.27 crore (previous year Rs. 748.62 crore) and Profit after tax for the year was Rs. 364.49 crore (previous year Rs. 319.72 crore). The company has a net worth of Rs. 1,080.28 crore as on March 31, 2026 (previous year Rs. 856.43 crore).

The Company holds 50% of the equity share capital of Tata Trustee Company Private Limited which is acting as the Trustees to Tata Mutual Fund. During the year, the turnover of the company was Rs. 2.86 crore (previous year Rs. 3.47 crore) and Profit after tax for the year was Rs. 0.28 crore (previous year Rs. 0.70 crore). The company has a net worth of Rs. 10.60 crore (previous year Rs. 10.67 crore) as on March 31, 2026.

The Company holds 24.61% of the equity share capital of Amalgamated Plantations Private Limited ("APPL") which is engaged in the business of cultivation and manufacturing of tea and other allied agricultural products and packaging services. The turnover of APPL during the year was Rs. 819.94 crore (previous year Rs. 875.54 crore) and registered a loss for the year of Rs. 102.11 crore (previous year loss Rs. 54.84 crore) during the financial year 2025-26.

A statement containing the salient features of the financial statements of the subsidiary company and associate companies is annexed to the Financial Statements in Form AOC-1 "Annexure A".

During the year under review, Six Board Meetings were held. The details of the composition of the Board and its Committees and of the Meetings held and attendance of the Directors at such Meetings are provided in the Corporate Governance Report. There have not been any instances during the year when recommendations of the Committee(s) were not accepted by the Board.

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory and secretarial auditors including audit of internal financial controls over financial reporting by the statutory auditors and the reviews performed by Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during the FY 2025-26.

Accordingly, pursuant to Section 134(3)(c) and 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm that: -

i) in the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures;

ii) they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;

iii) they 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;

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

v) they have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively;

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

Pursuant to Section 134(3)(n) of the Act and Regulation 21 of Listing Regulations, the Company has a Risk Management Committee (RMC). The Company has adopted a Risk Management Policy in accordance with the provisions of the Act and Regulation 17(9) of the SEBI Listing Regulations, which establishes an effective and integrated framework for the Risk Management process. The Asset Liability and Risk Management Committee oversees the risk management processes and reports to the Audit Committee as well as the Board of Directors about risk assessment and management procedures and status from time to time.

The Company maintains appropriate systems of internal controls, including monitoring procedures, to ensure that all assets and investments are safeguarded against loss from unauthorized use or disposition. The Company's policies, guidelines and procedures provide for adequate checks and balances and are meant to ensure that all transactions are authorized, recorded and reported correctly.

The Head - Internal Auditor reviews the efficiency and effectiveness of these systems and procedures. Added objectives include evaluating the reliability of financial and operational information and ensuring compliances with applicable laws and regulations. The Head - Internal Auditor submits the Report periodically which is placed before and reviewed by the Audit Committee.

During the year under review, no material or serious observations have been observed for inefficiency or inadequacy of such controls.

The Company has adopted a Whistle Blower Policy to provide a formal mechanism to the Directors and employees to report their concerns about unethical behaviour, actual or suspected fraud or violation of the Company's Code of Conduct or ethics policy. The Policy provides for adequate safeguards against victimization of employees who avail of the mechanism and also provide for direct access to the Chairman of the Audit Committee. It is affirmed that no personnel of the Company has been denied access to the Audit Committee Chairman.

All Related Party Transactions that were entered into during the financial year were on an arm's length basis, in the ordinary course of business and were in compliance with the applicable provisions of the Act and the SEBI Listing Regulations accordingly, the provisions of Section 188(1) of the Act are not attracted and the disclosure in Form AOC-2 in terms of Section 134(3)(h) of the Act is not applicable and does not form part of this Report. There were no materially significant Related Party Transactions made by the Company with Promoters, Directors, Key Managerial Personnel which may have a potential conflict with the interest of the Company at large.

All Related Party Transactions are placed before the Audit Committee for approval. Prior omnibus approval of the Audit Committee is obtained for the transactions which are repetitive in nature. A statement of all Related Party Transactions is placed before the Audit Committee for its review on a quarterly basis, specifying the nature, value and terms and conditions of the transactions, if any.

The Company has adopted a Related Party Transactions Policy. The Policy, as approved by the Board, is uploaded on the Company's website at the web link: https://tatainvestment.com/wp-content/uploads/2025/02/TICL-Policy-on-Related- Party-Transactions-20250211.pdf

The details of the transactions with Related Parties as per Ind AS 24 are provided in the accompanying financial statements.

In terms of Section 135 and Schedule VII of the Act the Board of Directors has constituted a CSR Committee under the Chairmanship of Mr. Bahram Vakil. The other members of the Committee are Mr. Amit Dalal, Mr. Suprakash Mukhopadhyay and Mr. V. Chandrasekaran.

The CSR committee of the Board has framed a CSR policy and uploaded it on the website of the company https://tatainvestment.com/wp-content/uploads/2024/12/TICL-CSR-Policy-20241031.pdf

The Annual Report on CSR activities is annexed herewith as "Annexure B".

The Company has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at the Workplace, in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and the Rules thereunder. The Policy aims to provide protection to employees at the workplace and prevent and redress complaints of sexual harassment and for matters connected or incidental thereto, with the objective of providing a safe working environment, where employees feel secure. The Company has also constituted an Internal Complaints Committee, known as the Prevention of Sexual Harassment ("POSH") Committee, to inquire into complaints of sexual harassment and recommend appropriate action.

The Company had no pending complaints of sexual harassment at the beginning of the year and has not received any complaints during the Financial Year. Accordingly, there are no complaints pending at the end of the Financial Year 2025-2026.

During the FY2025-26, the Company has complied with all the applicable provisions relating to the Maternity Benefit Act, 1961.

During the year under review, there has been no change in the nature of business of the Company.

There are no significant material orders passed by the Regulators / Courts which would impact the going concern status of the Company and its future operations. Further, there are no material changes or commitments, affecting the financial position of the Company which has occurred between the end of the financial year and the date of the report.

Pursuant to the provisions of the Act and the Company's Articles of Association, Mr. Suprakash Mukhopadhyay (DIN 00019901) retires by rotation and, being eligible, offers himself for re-appointment. A resolution seeking Shareholder approval for his re-appointment forms part of the Notice.

Pursuant to the provisions of Section 149 of the Act, the Independent Directors have submitted declarations that each of them meet the criteria of independence as provided in Section 149(6) of the Act along with Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations. In terms of Regulation 25(8) of SEBI Listing Regulations there has been no change in the circumstances affecting their status as Independent Directors of the Company.

Further, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees and commission for the purpose of attending meetings of the Board/ Committees of the Company.

During the year under review, the Shareholders have approved on June 9, 2025, Appointment of Mr. Bahram Vakil (DIN: 00283980) as an Independent Director of the Company with effect from March 12, 2025.

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on March 31, 2026, are: Mr. Amit N. Dalal, Managing Director, Mr. Manoj Gupta, Chief Financial Officer and Mr. Jamshed Patel, Company Secretary and Chief Compliance Officer of the Company.

Based on the recommendation of the Nomination and Remuneration Committee, the Board of Directors of the Company have re-appointed Mr. Jamshed Patel as the Chief Compliance Officer of the Company w.e.f. August 5, 2026.

Details pertaining to Director seeking re-appointment together with other directorships and committee membership have been given in the Annexure to the Notice of the AGM in accordance with the requirements of the SEBI Listing Regulations and Secretarial Standard-2 on General Meetings.

Pursuant to the provisions of the Act and SEBI Listing Regulations the Board has carried out an annual evaluation of its own performance, the performance of the Directors individually as well as the evaluation of the working of its Committees.

The Nomination and Remuneration Committee has defined the evaluation criteria, procedure and time schedule for the Performance Evaluation process for the Board, its Committees and Individual Directors, including the Chairman of the Company. The above criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India on January 5, 2017. The Nomination and Remuneration Committee reviewed the performance of the Board, its Committees and of Individual Directors.

For evaluating the Board as a whole, views were sought from the Directors on various aspects of the Board's functioning such as degree of fulfilment of key responsibilities, Board structure and composition, establishment, delineation of responsibilities to various committees, effectiveness of Board processes, information and functioning, Board culture and dynamics, quality of relationship between the Board and the Management.

Similarly, views from the Directors were also sought on performance of Individual Directors covering various aspects such as attendance and contribution at the Board/Committee Meetings and guidance/support to the management outside Board/Committee Meetings. In addition, the Chairman was also evaluated on key aspects of his role, including setting the strategic agenda of the Board, encouraging active engagement by all Board Members and promoting effective relationships and open communication, communicating effectively with all Stakeholders and motivating and providing guidance to the Executive / Managing Director.

Areas on which the Committees of the Board were assessed included degree of fulfilment of key responsibilities, adequacy of Committee composition, effectiveness of meetings, Committee dynamics and quality of relationship of the Committee with the Board and the Management.

The performance evaluation of the Independent Directors was carried out by the entire Board. The performance evaluation of the Chairman and the Non-Independent Directors was carried out by the Independent Directors who also reviewed the performance of the Board as a whole. The Nomination and Remuneration Committee also reviewed the performance of the Board, its Committees and of Individual Directors.

The Board has, on the recommendation of the Nomination & Remuneration Committee framed a policy for selection and appointment of Directors, Senior Management and their remuneration. The Remuneration Policy is stated in the Corporate Governance Report and can be accessed at Company's website https://tatainvestment.com/wp-content/ uploads/2025/02/TICL-Remuneration-Policy-for-Directors-KMPs-and-Senior-Management-20250211.pdf

In terms of the RBI Guidelines and related FAQs for Appointment of Statutory Central Auditors (SCAs) / Statutory Auditors (SAs) of Commercial Banks (excluding RRBs), UCBs and NBFCs (including HFCs) [the "RBI Guidelines"] dated April 27, 2021, entities with asset size of ?15,000 crore and above as at the end of previous year, the statutory audit should be conducted under joint audit of a minimum of two audit firms [Partnership firms / Limited Liability Partnerships (LLPs)].

M/s Chokshi & Chokshi LLP, Chartered Accountants (Firm Registration No. 101872W/W100045), were appointed as Joint Statutory Auditors till conclusion of the 90th Annual General Meeting of the Company and M/s. CNK & Associates LLP, Chartered Accountants (Firm Registration No. 101961W /W-100036), were appointed as Joint Statutory Auditors till conclusion of the 91st Annual General Meeting of the Company.

The Audit Report of M/s. Chokshi & Chokshi LLP, Chartered Accountants and M/s. CNK & Associates LLP, Chartered Accountants on the Financial Statements of the Company for the Financial Year 2025-26 is a part of the Annual Report. The Report does not contain any qualification, reservation, adverse remark or disclaimer.

Pursuant to provisions of Section 204 of the Act, The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, and SEBI Listing Regulations, M/s. Parikh & Associates, Company Secretaries has been appointed as the Secretarial Auditors of the Company, from the conclusion of 88th Annual General Meeting of the Company till the conclusion of the 93rd Annual General Meeting to be held in the year 2030.

The Secretarial Audit Report of the Company is annexed herewith as "Annexure C".

The Secretarial Audit Report for the financial year ended March 31,2026, does not contain any qualification, reservation, adverse remark or disclaimer.

The provisions of Cost Audit and Records as prescribed under Section 148 of the Act, are not applicable to the Company.

The Company is in compliance with the Secretarial Standards on Meetings of the Board of Directors (SS - 1) and General Meetings (SS - 2) issued by The Institute of Company Secretaries of India and approved by the Central Government.

The Annual Report contains a separate section on the Company's corporate governance practices, together with a certificate from the Company's Auditors confirming compliance, as per SEBI Listing Regulations.

A separate section on Business Responsibility and Sustainability Report forms part of this Annual Report as required under Regulation 34(2)(f) of SEBI Listing Regulations is annexed herewith as "Annexure D".

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act, the Annual Return as on March 31, 2026, is available on the Company's website at https://tatainvestment.com/wp-content/uploads/2026/05/MGT-7-Website-file.pdf.

During the year under review, the Statutory Auditor and Secretarial Auditor have not reported any instances of frauds committed in the Company by its Officers or Employees, to the Audit Committee under Section 143(12) of the Act details of which needs to be mentioned in this Report.

Being an Investment Company and not involved in any industrial or manufacturing activities, the Company's activities involve very low energy consumption and has no particulars to report regarding conservation of energy and technology absorption. However, efforts are made to further enhance energy conservation.

During the year under review, the Company's expenditure in foreign exchange is Rs. 7.80 lacs and the Company did not have any foreign exchange earnings.

There was no instance of one time settlement with any bank or financial institution.

No proceedings are initiated/pending against the Company under the Insolvency and Bankruptcy Code, 2016.

The information required under Section 197(12) of the Act read with Rule 5(1) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is annexed as "Annexure E"

The information required under Section 197(12) of the Act read with Rules 5 (2) and (3) of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided in the Annexure forming part of the Report. In terms of the first proviso to Section 136 of the Act, the Report and Accounts are being sent to the Shareholders excluding the aforesaid Annexure. Any Shareholder interested in obtaining the same may write to the Company Secretary at the Registered e-mail ID of the Company: ticl@tata.com None of the employees listed in the said Annexure are related to any Director of the Company.

The Board wishes to place on record their sincere appreciation for the continued support which the Company has received from all its Stakeholders and above all, its employees.